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Home My WebLink About2012/02/06 - ADMIN - Agenda Packets - City Council - RegularAGENDA FEBRUARY 6, 2012 6:25 p.m. BOARD & COMMISSION INTERVIEWS – Westwood Room 7:20 p.m. ECONOMIC DEVELOPMENT AUTHORITY – Council Chambers 1. Call to Order 2. Roll Call 3. Approval of Minutes 3a. EDA Meeting Minutes January 17, 2012 4. Approval of Agenda 5. Reports 5a. Economic Development Authority Vendor Claims 6. Old Business 7. New Business 7a. Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Recommended Action: Motion to approve EDA Resolution approving the Sixth Amendment to the Contract for Private Redevelopment By and Between St. Louis Park Economic Development Authority and Union Land II LLC, Medley Row, LLC, Webster Group, LLC and Camerata LLC. 7b. Public Hearing and EDA Resolution Approving the Purchase and Redevelopment Contract between the EDA and Ellipse II LLC (Bader Development). Recommended Action: C onduct the Public Hearing and Adopt EDA Resolution approving Purchase and Redevelopment Contract between the EDA and Ellipse II LLC. 8. Adjournment 7:30 p.m. CITY COUNCIL MEETING – Council Chambers 1. Call to Order 1a. Pledge of Allegiance 1b. Roll Call 2. Presentations - None 3. Approval of Minutes 3a. Study Session Minutes January 9, 2012 3b. Special Study Session Minutes January 17, 2012 3c. Council Meeting Minutes January 17, 2012 3d. City Council Workshop Minutes January 20 and 21, 2012 3e. Study Session Minutes January 23, 2012 Meeting of February 6, 2012 City Council Agenda 4. Approval of Agenda and Items on Consent Calendar NOTE: The Consent Calendar lists those items of business which are considered to be routine and/or which need no discussion. Consent items are acted upon by one motion. If discussion is desired by either a Councilmember or a member of the audience, that item may be moved to an appropriate section of the regular agenda for discussion. The items for the Consent Calendar are listed on the last page of the Agenda. Recommended Action: Motion to approve the Agenda as presented and items listed on the Consent Calendar; and to waive reading of all resolutions and ordinances. (Alternatively: Motion to add or remove items from the agenda, or move items from Consent Calendar to regular agenda for discussion.) 5. Boards and Commissions -- None 6. Public Hearings - None 7. Requests, Petitions, and Communications from the Public -- None 8. Resolutions, Ordinances, Motions and Discussion Items 8a. Resolution Approving 2012-2013 Law Enforcement Labor Services (LELS) Local #218 Police Sergeants Labor Agreement. Recommended Action: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #218 P olice Sergeants, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. 8b. Resolution Approving 2012-2013 Law Enforcement Labor Services (LELS) Local #220 Public Safety Dispatch Labor Agreement. Recommended Action: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #220 Dispatchers, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. 8c. Resolution Approving 2012-2013 International Association of Fire Fighters (IAFF) Local #993 Labor Agreement. Recommended Action: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #993 Fire Fighters and Fire Lieutenants, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. 9. Communication Auxiliary aids for individuals with disabilities are available upon request. To make arrangements, please call the Administration Department at 952/924-2525 (TDD 952/924-2518) at least 96 hours in advance of meeting. Meeting of February 6, 2012 City Council Agenda CONSENT CALENDAR 4a. Approve Resolution for 2012 Liquor License Renewals for the license year term of March 1, 2012 through March 1, 2013. 4b. Adopt Resolution authorizing the City of St. Louis Park to be a party to Minnesota Water Agency Response Network (MnWARN). 4c. Adopt Resolution authorizing the special assessment for the repair of the water service line at 3232 Webster Avenue South, St. Louis Park, MN - P.I.D. 16-117-21-24-0043. 4d. Adopt the following Resolutions Imposing Civil Penalties for Liquor License Violation according to the recommendation of the City Manager: • Resolution imposing civil penalty for liquor license violation on November 23, 2011, at Texas-Tonka Liquors, 8242 Minnetonka Blvd. • Resolution imposing civil penalty for liquor license violation on November 23, 2011, at Jennings’ Liquor Store, 4631 Excelsior Blvd. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, at Little Szechuan, 5377 W. 16th St. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, at Crave, 1603 West End Blvd. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, at Liquor Barrel, 5111 Excelsior Blvd. • Resolution imposing civil penalty for liquor license violation on December 12, 2011, at YUM!, 4000 Minnetonka Blvd. • Resolution imposing civil penalty for liquor license violation on December 14, 2011, at Pei Wei Asian Diner, 5330 Cedar Lake Road, Suite 600 • Resolution imposing civil penalty for liquor license violation on January 7, 2012, at The Four Firkins, 5650 W. 36th Street. 4e. Adopt Resolution to approve the West Metro Home Remodeling Fair’s request for placing temporary signs in the public right-of-way. 4f. Adopt resolution authorizing execution of a one (1) year contract with Summit Envirosolutions, Inc. for consultant services related to the implementation of the Reilly Tar & Chemical Corporation (Reilly) Remedial Action Plan (RAP) during year 2012. 4g. Approve extending the City’s contract with Prism (People Responding in Social Ministry) to provide door-to-door dial-a-ride services to all residents of St. Louis Park through December 31, 2012. Current contract expires February 29, 2012. 4h. Rescind Resolution 94-36 and to authorize “No Parking” restrictions at 4951 Cedar Lake Road. 4i. Adopt Resolution accepting work and authorizing final payment in the amount of $216,525.56 for the MSC Renovation Project 2008-1900. 4j. Approve for filing Human Rights Commission Minutes of November 15, 2011. 4k. Approve for filing Planning Commission Minutes of January 4, 2012 4l. Approve for filing Planning commission Minutes of January 18, 2012 4m. Accept for filing Vendor Claims for the period December 10, 2011 through December 30, 2011. Meeting Date: February 6, 2012 Agenda Item #: 3a UNOFFICIAL MINUTES ECONOMIC DEVELOPMENT AUTHORITY ST. LOUIS PARK, MINNESOTA JANUARY 17, 2012 1. Call to Order President Santa called the meeting to order at 7:15 p.m. Commissioners present: President Sue Santa, Steve Hallfin, Jeff Jacobs, Anne Mavity, Julia Ross, Susan Sanger, and Jake Spano. Commissioners absent: None. Staff present: Executive Director (Mr. Harmening), Director of Community Development (Mr. Locke), and Recording Secretary (Ms. Hughes). 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes December 19, 2011 The minutes were approved as presented. 3b. Economic Development Authority Minutes January 3, 2012 The minutes were approved as presented. 4. Approval of Agenda The agenda was approved as presented. 5. Reports - None 6. Old Business - None 7. New Business 7a. Establishment of the Oak Hill II Tax Increment Financing District Mr. Locke presented the staff report and explained the actions required by the EDA to provide tax increment financing assistance for the Oak Hill II project. He stated that the developer has requested $300,000 in assistance and establishment of the Oak Hill II TIF District makes it possible for the EDA to provide that assistance. The Oak Hill II project will create jobs, including construction jobs and approximately 55 permanent jobs once construction of the building is complete and the building is fully tenanted. He pointed out the creation of the TIF District does not commit the City to provide the requested assistance, it simply creates the funding vehicle to make it possible to reimburse the developer for a portion of its TIF qualified costs. He advised that the interfund loan EDA Meeting of February 6, 2012 (Item No. 3a) Page 2 Subject: EDA Meeting Minutes of January 17, 2012 provides a mechanism by which the City gives itself working capital to get the project started. Councilmember Ross stated she had a hard time believing that Anderson-KM Builders did not have sufficient capital available for this project and was surprised that the developer met the City’s qualifications for assistance. Mr. Locke explained that Anderson-KM Builders is a small company with thirty employees and staff’s analysis of the proposed project supported the need for some type of assistance to overcome the problems inherent with the site. Mr. Harmening clarified that the use of tax increment financing assistance for this project is not the same as the City’s small business assistance program that was used for the former Bikemasters and Flame Metals buildings. He also stated this project does not use pooled tax increment, it will generate its own tax increment. Mr. Locke noted the site’s current assessed value is $700,000 and once construction of the building is complete, the property’s value will be approximately $3.5 million. He added the assistance being proposed is solely paid from the new taxes generated by the project. It was moved by Commissioner Jacobs, seconded by Commissioner Ross, to approve EDA Resolution No. 12-01 Adopting a Modification to the Redevelopment Plan for Redevelopment Project No. 1, Establishing the Oak Hill II Tax Increment Financing District Therein and Adopting a Tax Increment Financing Plan Therefor. The motion passed 7-0. It was moved by Commissioner Jacobs, seconded by Commissioner Ross, to approve EDA Resolution No. 12-02 Authorizing an Interfund Loan for Advance of Certain Costs in Connection with the Oak Hill II Tax Increment Financing District. The motion passed 7-0. 8. Communications - None 9. Adjournment The meeting adjourned at 7:25 p.m. ______________________________________ ______________________________________ Secretary President Meeting Date: February 6, 2012 Agenda Item #: 5a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Vendor Claims Study Session Discussion Item Written Report Other: TITLE: Vendor Claims. RECOMMENDED ACTION: Motion to accept for filing Vendor Claims for the period December 31, 2011 through January 27, 2012. POLICY CONSIDERATION: Not applicable. BACKGROUND: The Finance Department prepares this report for council’s review. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: Not applicable. Attachments: Vendor Claims Prepared by: Connie Neubeck, Account Clerk 2/1/2012CITY OF ST LOUIS PARK 10:45:27R55CKSUM LOG23000VO 1Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 84,686.37AQUILA COMMONS G & A DEVELOPER TAX INCREMNT PYMTAQUILA SENIOR LLC 84,686.37 4,917.50BELTLINE LRT STATION PLANNINGBARR ENGINEERING CO 4,917.50 55,532.66WOLFE LAKE COMMERCIAL TIF G&A DEVELOPER TAX INCREMNT PYMTBELT LINE PROPERTIES INC 55,532.66 450.00HOIGAARD 2010A DEBT SERV G&A FISCAL AGENT FEESBOND TRUST SERVICES CORP 450.00 3,973.18DEVELOPMENT - EDA G&A LEGAL SERVICESCAMPBELL KNUTSON PROF ASSOC 3,973.18 28.607015 WALKER-REYNOLDS WELD PROP HEATING GASCENTERPOINT ENERGY 28.60 155,832.68CSM TIF DIST G&A DEVELOPER TAX INCREMNT PYMTCSM CORPORATION 155,832.68 190,472.43WEST END TIF DIST G&A DEVELOPER TAX INCREMNT PYMTDUKE REALTY CORP 190,472.43 70.47-DEVELOPMENT - EDA BALANCE SHEE DUE TO OTHER GOVTSECM PUBLISHERS INC 1,095.47DEVELOPMENT - EDA G&A PRINTING & PUBLISHING 1,025.00 825.00DEVELOPMENT - EDA G&A SUBSCRIPTIONS/MEMBERSHIPSEDAM 825.00 44,462.00EDGEWOOD TIF DIST G & A DEVELOPER TAX INCREMNT PYMTEDGEWOOD INVESTORS LLC 44,462.00 10,045.68ELLIPSE ON EXC TIF DIST G&A DEVELOPER TAX INCREMNT PYMTELLIPSE ON EXCELSIOR LLC 10,045.68 131,502.39PARK COMMONS G&A DEVELOPER TAX INCREMNT PYMTEXCELSIOR & GRAND LLC 131,502.39 514,477.12PARK COMMONS G&A DEVELOPER TAX INCREMNT PYMTGOTTMAR LLC 514,477.12 EDA Meeting of February 6, 2012 (Item No. 5a) Subject: Vendor Claims Page 2 2/1/2012CITY OF ST LOUIS PARK 10:45:27R55CKSUM LOG23000VO 2Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,296.02WEST END TIF DIST G&A OTHER CONTRACTUAL SERVICESHENNEPIN COUNTY TREASURER 438.52ELLIPSE ON EXC TIF DIST G&A OTHER CONTRACTUAL SERVICES 1,844.22TRUNK HWY 7 G&A OTHER CONTRACTUAL SERVICES 1,728.57HSTI G&A OTHER CONTRACTUAL SERVICES 1,259.81VICTORIA PONDS G&A OTHER CONTRACTUAL SERVICES 523.37PARK CENTER HOUSING G&A OTHER CONTRACTUAL SERVICES 1,148.75CSM TIF DIST G&A OTHER CONTRACTUAL SERVICES 732.55MILL CITY G&A OTHER CONTRACTUAL SERVICES 4,603.01PARK COMMONS G&A OTHER CONTRACTUAL SERVICES 477.23EDGEWOOD TIF DIST G & A OTHER CONTRACTUAL SERVICES 3,337.94ELMWOOD VILLAGE G & A OTHER CONTRACTUAL SERVICES 539.66WOLFE LAKE COMMERCIAL TIF G&A OTHER CONTRACTUAL SERVICES 924.42AQUILA COMMONS G & A OTHER CONTRACTUAL SERVICES 576.10HWY 7 BUSINESS CENTER G & A OTHER CONTRACTUAL SERVICES 19,430.17 71,989.90HWY 7 BUSINESS CENTER G & A DEVELOPER TAX INCREMNT PYMTHIGHWAY 7 BUSINESS CENTER LLC 71,989.90 17,726.19DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESHOISINGTON KOEGLER GROUP INC 17,726.19 3,000.00HRA LEVY G&A LEGAL SERVICESLOCKRIDGE GRINDAL NAUEN PLLP 3,000.00 155.00DEVELOPMENT - EDA G&A SUBSCRIPTIONS/MEMBERSHIPSMINNEAPOLIS ST PAUL BUSINESS J 155.00 225.00DEVELOPMENT - EDA G&A SUBSCRIPTIONS/MEMBERSHIPSMNCAR EXCHANGE 225.00 116,206.53MILL CITY G&A DEVELOPER TAX INCREMNT PYMTMSP REAL ESTATE INC. 116,206.53 223.48DEVELOPMENT - EDA G&A TELEPHONENEXTEL COMMUNICATIONS 223.48 527,390.51HSTI G&A DEVELOPER TAX INCREMNT PYMTPARK NICOLLET HEALTH SERVICES 527,390.51 75,799.00VICTORIA PONDS G&A DEVELOPER TAX INCREMNT PYMTSVK DEVELOPMENT INC. EDA Meeting of February 6, 2012 (Item No. 5a) Subject: Vendor Claims Page 3 2/1/2012CITY OF ST LOUIS PARK 10:45:27R55CKSUM LOG23000VO 3Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 75,799.00 Report Totals 2,030,376.39 EDA Meeting of February 6, 2012 (Item No. 5a) Subject: Vendor Claims Page 4 Meeting Date: February 6, 2012 Agenda Item #: 7a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Public Hearing Study Session Discussion Item Written Report Other: TITLE: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. RECOMMENDED ACTION: Motion to Approve EDA Resolution approving the Sixth Amendment to the Contract for Private Redevelopment By and Between St. Louis Park Economic Development Authority and Union Land II LLC, Medley Row, LLC, Webster Group, LLC and Camerata LLC. POLICY CONSIDERATION: Does the EDA support the revisions to the Redevelopment Contract with Union Land II, et al as specified in the proposed Sixth Amendment? BACKGROUND: At the December 19, 2011 E DA meeting, approval of the Sixth Amendment to the Redevelopment Contract with Union Land II (“Redeveloper”) and the issuance of Tax Increment Revenue Notes were considered. T he TIF Notes were approved; however the Contract Amendment was continued. The Redeveloper of the Hoigaard Village project was asked to reconsider the unit mix within the proposed Adagio apartment building. At the January 9th Study Session the Redeveloper proposed a revised unit mix for the Adagio which included 42 one - bedrooms, 42 one -bedroom + dens, and 16 t wo-bedroom units. T he revised unit mix was favorably received and there was consensus to accept it. The EDA action tonight is to approve the Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al so that the remaining portions of the Hoigaard Village project may proceed. The yet to be completed elements, are the Adagio, originally planned to be a 58-unit condo building; and the 22 row homes called Medley Row. Changing economic conditions since the inception of the Hoigaard Village project have led to the need for a series of modifications to the original plan, most notably the shift from owner-occupied to rental units. The two largest components of the Hoigaard Village project, Harmony Vista (74 units and 25,000 S F of commercial space); and the 220-unit Camerata, as well as the project’s common elements (contamination clean up, streets, utilities, regional pond, and site preparation) are all complete and fully leased. A site plan for the Hoigaard Village project is attached. The Hoigaard Village project was originally approved by the EDA in the spring of 2006. It was conceived as a mixed-use development with a variety of housing types and unit configurations including condos, apartments and townhomes. The Hoigaard Village project unfortunately hit the market at the height of the recession and the decline in the housing market. Union Land II has met the challenge of holding the project together during tough economic times. They have reconfigured the development in a way that is consistent with the original goals of the project and workable in today’s market; and, they have successfully found the needed investors and financing to keep the project moving forward. EDA Meeting of February 6, 2012 (Item No.7a) Page 2 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. PROPOSED REVISIONS TO REDEVELOPMENT CONTRACT Conversion of Harmony Vista units from for-sale to rental The Third Amendment to the Redevelopment Contract with Union Land II included a requirement that the Redeveloper use its best efforts to sell the units within Harmony Vista and report annually to the EDA regarding the status of its marketing efforts. The Redeveloper is concerned that this provision could be construed in such a way that the EDA had the authority to decide in an y given year whether the Redeveloper could continue to lease the units within Harmony Vista or be required to convert them back to for-sale units. The Redeveloper stated that it needs to pledge Harmony Vista (along with The Camerata) as collateral to obtain financing for the Adagio and Medley Row projects. The EDA’s requirement creates economic uncertainty for the income stream from Harmony Vista and, as a result, the Redeveloper maintains it jeopardizes its financing if the above provision remains in place. The Redeveloper has requested that the EDA remove this requirement and allow the market to dictate when the units are converted back to condominiums for sale. As noted previously, it is in the Redeveloper’s financial interest to sell the units within Harmony Vista and therefore the Redeveloper has the incentive to do so at the earliest possibility. Given that, it seems reasonable to let the market determine when the Harmony Vista units should be marketed for sale. Adagio and Medley Row Elements to be Rental As expressed at the November 14, 2011 S tudy Session, economic conditions over the past several years and challenges related to project financing have held back completion of the remaining portions of Hoigaard Village. Consistent with the above, market conditions do not support moving forward with owner-occupied condominiums and townhomes as previously planned. However, Union Land II is prepared to proceed with the construction of the final two elements if they can be market rate rental housing. The Adagio is now proposed to consist of 100 market rate apartments and Medley Row will consist of 22 town houses (as originally envisioned) but will be rental rather than for-sale housing. At the above Study Session, the EDA expressed a willingness to amend the Hoigaard Village Redevelopment Contract to reflect these changes. Union Land II expects to begin construction on both stages by June 1st and expects to complete them by the end of 2013. In conformity with the original Hoigaard Village plans, both buildings will be constructed in such a way as to allow them to be converted to for-sale housing when market conditions are conducive to do so. Adagio Unit Mix In response to the EDA’s direction on December 19th, the Redeveloper adjusted the unit mix within the Adagio by eliminating the studio units and increasing the number of one-bedroom units as well as the one bedroom units + dens. The number of two bedroom units stayed the same. The Adagio’s new proposed unit mix consists of 42 one-bedroom, 42 one-bedroom + dens, and 16 two bedroom units. Thus, the percentage of larger units (defined as one-bedroom + den and two-bedroom) within the Adagio increased to 58%. This unit mix was presented at the January 9th Study Session where it was favorably received and there was consensus support for approving the project as revised. Medley Row Units As noted earlier, Medley Row is proposed as 22 market rate rental town houses. All 22 units will include two-bedrooms and three-baths. Thus 100% of these units are considered larger units. EDA Meeting of February 6, 2012 (Item No.7a) Page 3 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Overall Project Unit Mix The proposed mix of units within the Adagio and Medley Row are consistent with market trends and, when taken in the context of the full Hoigaard Village development, increases the diversity of Hoigaard Village. Today, 226 of the 294 units (or 77%) are larger than one-bedroom. With the addition of the Adagio and Medley Row buildings, the unit mix will be 306 units (or 74%) larger than one-bedroom out of the total 416 units at Hoigaard Village. Thus, nearly three- quarters of the units within Hoigaard Village could accommodate families should they wish to live there. The variety of unit types, configurations and sizes as proposed should be suitable for singles, couples and families. The appropriate mix of housing unit types for St. Louis Park as a whole is an important policy question for the EDA/City Council to consider. Staff would suggest that the topic be discussed at a future study session. The goal would be to establish basic housing policies to guide future housing development decisions. The Community Vision, market conditions, changing demographics and development opportunities would be key elements to consider in preparing an effective policy. Remaining TIF Note(s) to be Pay–As-You-Go The proposed Sixth Amendment also authorizes the form of the TIF Notes that were approved December 19th. These Notes are the means of delivering the EDA’s remaining TIF assistance to the Redeveloper. Currently the Redevelopment Contract anticipates the EDA/City issuing TIF Notes suitable for sale to third parties in the financial markets. Given current market conditions, this is unlikely to occur. The proposed amendment acknowledges this fact; and states that the EDA and Redeveloper agree that two “pay-as-you-go” TIF Notes totaling $1,020,000 will be issued as the vehicle for reimbursing the Redeveloper for the eligible expenses related to The Adagio and Medley Row. This is the EDA’s preferred financing method as it is a simpler, less complicated and less expensive means of providing the TIF assistance to the Redeveloper. This streamlined approach was recommended by the EDA’s bond c ounsel and fiscal consultant (Ehlers). The appropriate language has been incorporated into the proposed amendment. Terms of Proposed Sixth Amendment To formalize the proposed revisions discussed above, the parties have agreed to enter into a Sixth Amendment to the Contract for Private Redevelopment. The proposed terms and conditions of the Amendment are below. 1. The definition of “Minimum Improvements” is amended to: Phase I, consisting of a mixed use building containing approximately 25,000 square feet of retail space and at least 74 units of residential condominiums (“Stage 1”)( otherwise known as Harmony Vista), and an apartment building containing at least 100 units of rental housing ( “Stage 2”) (otherwise known as The Adagio); Phase II, consisting of at least 22 rental or owner-occupied townhomes (“Stage 3”)(otherwise known as Medley Row) and at least 220 units of rental housing ( “Stage 4”)(otherwise known as The Camerata). 2. Subject to Unavoidable Delays, the Redeveloper shall commence and complete construction of the Minimum Improvements, in accordance with the following schedule: EDA Meeting of February 6, 2012 (Item No.7a) Page 4 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. REVISED CONSTRUCTION SCHEDULE Phase/Stage Commencement (Per 5th Amend.) Revised Commencement (Proposed) Completion (Per 5th Amend.) Revised Completion (Proposed) Phase I/Stage 1 Harmony Vista June 1, 2006 June 1, 2006 (No Change) Feb 28, 2008 Feb 28, 2008 (No Change) Phase I/Stage 2 The Adagio October 1, 2011 July 1, 2012 December 31, 2012 December 31, 2013 Phase II/Stage 3 Medley Row October 1, 2011 July 1, 2012 December 31, 2012 December 31, 2013 Phase II/Stage 4 The Camerata July 1, 2007 July 1, 2007 (No Change) Aug 30, 2008 Sept 1, 2008 3. The parties recognize that continued weakness in the market for owner-occupied condominium units has substantially impaired the Redeveloper’s ability to sell residential units in the Stage 1 Minimum Improvements (the “Stage 1 Residential Units”), or to construct Stage 3 as owner-occupied townhomes. A ccordingly, the City and EDA recognize that the Redeveloper will (i) enter into lease agreements with third-party renters for the Stage 1 residential units, and (ii) construct the Stage 3 townhomes in a manner that Redeveloper believes will allow it to eventually sell such townhomes to owner-occupants, but will market and lease the Stage 3 townhomes to third-party renters until such time as Redeveloper concludes that the market for owner-occupied condominium units has recovered and Redeveloper is able to actually sell such townhomes. N otwithstanding anything to the contrary in the Contract, the City and EDA expressly recognize that nothing in the Contract prohibits the Redeveloper from continuing to market the Stage 1 residential units as rental units or from marketing the Stage 3 townhomes as rental units. Redeveloper agrees to endeavor to sell the Stage 1 Residential Units and the Stage 3 townhomes to owner-occupants at the earliest opportunity that Redeveloper determines in its sole discretion that such sales are economically feasible. Attached is the proposed Contract Amendment along with the Resolution of Approval for EDA action. Both were prepared by the EDA’s legal counsel, Kennedy & Graven. FINANCIAL OR BUDGET CONSIDERATION: The EDA is obligated to reimburse the Redeveloper for eligible expenses related to the Adagio and Medley Row components of Hoigaard Village once they are completed; and, the amount of reimbursement is limited to the available tax increment generated by these developments. Until the Adagio and Medley Row project components are constructed they will not be contributing to the tax increment available for reimbursement of the Redeveloper’s TIF-eligible expenses. It should be noted that the Redeveloper already has incurred the expenses for which it is eligible for reimbursement. The Redeveloper will have to continue to carry these costs until the development is completed. Thus, the Redeveloper has every incentive to fully complete the project sooner rather than later. EDA Meeting of February 6, 2012 (Item No.7a) Page 5 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. VISION CONSIDERATION: Hoigaard Village is consistent with the City’s vision to be a community of diverse, high quality housing permeated with arts and cultural activities with many gathering places. Attachments: Resolution of Approval Sixth Amendment to the Redevelopment Contract w/ Union Land II LLC, et al. Hoigaard Village Site and Building Plans Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Nancy Deno, EDA Deputy Executive Director and Deputy City Manager EDA Meeting of February 6, 2012 (Item No.7a) Page 6 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. EDA RESOLUTION NO. 12-____ RESOLUTION APPROVING A SIXTH AMENDMENT TO THE CONTRACT FOR PRIVATE REDEVELOPMENT BY AND BETWEEN THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY AND UNION LAND II LLC ET AL. BE IT RESOLVED BY the Board of Commissioners ("Board") of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (the "Authority") as follows: Recitals. 1.01. The Authority currently administers Redevelopment Project No. 1 (the “Project”), pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”) within an area located in the City, and has approved a modified Tax Increment Financing Plan for the Elmwood Village Tax Increment Financing District pursuant to Minnesota Statutes, Sections 469.174 to 469.1791 (the “TIF Act”), made up of the area to be developed by Union Land II, LLC, Medley Row, LLC, Adagio Apartments, LLC, and Camerata, LLC (collectively, the “Redeveloper”) and certain other property within the Project (the “Redevelopment Property”). 1.02. The Authority and the Redeveloper executed a cer tain Contract for Private Redevelopment, dated as of March 6, 2006, as amended by a First Amendment thereto dated as of July 10, 2006, a Second Amendment thereto dated as of March 5, 2007, a Third Amendment thereto dated as of April 28, 2008, a Fourth Amendment thereto dated as of August 17, 2009, and a Fifth Amendment thereto dated as of October 18, 2010 (the “Contract”), whereunder the Authority pledged Available Tax Increment (as defined in the Contract) to pay or reimburse certain costs incurred by the Redeveloper in connection with the development of four stages of minimum improvements to the Redevelopment Property (the “Minimum Improvements”). 1.03. Due to delays in construction of the Minimum Improvements, continued instability in the market for condominium units, and a weakened market for tax increment revenue bonds, the parties propose to modify certain provisions of the Contract by executing a Sixth Amendment to the Contract (the “Sixth Amendment”). Section 2. Sixth Amendment Approved; Amendment to Note Approved. 2.01. The Sixth Amendment as presented to the Board is hereby in all respects approved, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the documents by such officials shall be conclusive evidence of approval. The President and Executive Director are hereby authorized to execute, on behalf of the Authority, the Sixth Amendment, upon receipt of a fully executed Assignment and Assumption of Contract from Webster Group, LLC to Adagio Apartments, LLC in connection with Stage 2 of the Minimum Improvements. EDA Meeting of February 6, 2012 (Item No.7a) Page 7 Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. 2.02. By resolution on December 19, 2011 (the “Authorizing Resolution”), the Board approved the issuance of its Tax Increment Revenue Notes to Webster Group, LLC and Medley Row, LLC in connection with the construction of Stages 2 and 3 of the Minimum Improvements. Due to the assignment to Adagio Apartments, LLC by Webster Group, LLC of its rights in and obligations under the Contract with respect to the Stage 2 Minimum Improvements, the Board hereby approves modifying the Authorizing Resolution by replacing all references to “Webster” or “Webster Group, LLC” with “Adagio Apartments, LLC” or “Adagio”. S ubject to this modification, the Authorizing Resolution is ratified and confirmed in all respects. Reviewed for Administration: Adopted by the Economic Development Authority February 6, 2012 Executive Director President Attest Secretary SIXTH AMENDMENT TO CONTRACT FOR PRIVATE REDEVELOPMENT This Sixth Amendment to Contract for Private Redevelopment (the “Amendment”) is dated as of December 19, 2011, by and between the ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic (the “Authority”), and UNION LAND II, LLC, (“Union Land”), MEDLEY ROW, LLC (“Medley Row”), ADAGIO APARTMENTS, LLC (“Adagio”), and CAMERATA, LLC (“Camerata” and, together with Union Land, Medley Row, and Adagio, as their interests appear, the “Redeveloper”), all Minnesota limited liability companies. WITNESSETH: A. The Authority currently administers Redevelopment Project No. 1 (the “Redevelopment Project”) and the Elmwood Village Tax Increment Financing District within the Redevelopment Project (the “TIF District”), pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”) and Sections 469.174 to 469.1799, as amended (the “TIF Act”). B. The Authority and Union Land executed a cer tain Contract for Private Redevelopment, dated as of March 6, 2006, as amended by a First Amendment thereto dated as of July 10, 2006, a Second Amendment thereto dated as of March 5, 2007, a Third Amendment thereto dated as of April 28, 2008, a Fourth Amendment thereto dated as of August 17, 2009 , and a Fifth Amendment thereto dated as of October 18, 2010 (as amended, the “Contract”), whereunder the Authority pledged Available Tax Increment (as defined in the Contract) to pay or reimburse certain costs incurred by the Redeveloper in connection with the development of four stages of minimum improvements (the “Minimum Improvements”) on certain property within the Redevelopment Project and TIF District (the “Redevelopment Property”). C. In accordance with the Contract, and pursuant to separate Assignment and Assumptions of Contract for Private Redevelopment, each dated as of January 12, 2007, Union Land has assigned (i) to KAN & Associates, LLC (“KAN”), Union Land’s rights in and obligations under the Contract with respect to the Phase II Land and Phase II Minimum Improvements, and (ii) to Webster Group, LLC, Union Land’s rights in and obligations under the Contract with respect to the Stage 2 L and and Stage 2 M inimum Improvements. Pursuant to an Assignment and Assumption of Contract for Private Redevelopment dated as of June 1, 2007, KAN has assigned to Camerata, KAN’s rights in and obligations under the Contract with respect to the Stage 4 Land and the Stage 4 Minimum Improvements. Pursuant to a separate Assignment and Assumption of Contract for Private Redevelopment, KAN has assigned to Medley Row, KAN’s rights in and obligations under the Contract with respect to the Stage 3 Land and the Stage 3 Minimum Improvements; and pursuant to a separate Assignment and Assumption of Contract for Private Redevelopment, Webster has assigned to Adagio, Webster’s rights in and obligations under the Contract with respect to the Stage 2 Land and the Stage 2 Minimum Improvements. D. The Redeveloper has fully constructed the Stage 1 a nd Stage 4 M inimum Improvements in accordance with the Contract. EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 8 E. The Redeveloper has requested and the Authority has agreed to modify certain terms and conditions of the Contract with regard to the Stage 1, Stage 2 and Stage 3 Minimum Improvements, as set forth below. Capitalized terms used but not defined in this Amendment shall have the meanings given them in the Contract. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: 1. Amendment to definition of “Minimum Improvements” in Article I of the Contract. The definition of “Minimum Improvements” is amended to read as follows: “Minimum Improvements” means the construction on the Redevelopment Property of the following improvements: Phase I, consisting of a mixed use building containing approximately 25,000 square feet of retail space and at least 74 units of residential condominiums (“Stage 1”), and an apartment building containing at least 100 units of rental housing (“Stage 2”); Phase II, consisting of at least 22 rental or owner-occupied townhomes (“Stage 3”) and at least 220 units of rental housing (“Stage 4”). 2. Amendment to Section 4.3(a) of the Contract. Section 4.3(a) of the Contract is amended to read as follows: (a) Minimum Improvements. Subject to Unavoidable Delays, the Redeveloper shall commence and complete construction of the Minimum Improvements, with the specified minimum market values for Stage 2 and Stage 3 as set forth in the related Assessment Agreement, in accordance with the following schedule: Phase/Stage Commencement Completion Phase I /Stage 1 June 1, 2006 February 28, 2008 Phase I /Stage 2 July 1, 2012 December 31, 2013 Phase II /Stage 3 July 1, 2012 December 31, 2013 Phase II/Stage 4 July 1, 2007 September 1, 2008 The Redeveloper shall cause the parcels on which the Stage 2 and Stage 3 Minimum Improvements are to be constructed to be seeded and mowed until commencement of construction of said stages. 3. Amendment to Section 4.5(d) of the Contract. Section 4.5(d) of the Contract is amended to read as follows: (d) The parties recognize that continued weakness in the market for owner-occupied condominium units has substantially impaired the Redeveloper’s ability to sell residential units in the Stage 1 Minimum Improvements (the “Stage 1 Residential Units”), or to construct Stage 3 as owner-occupied townhomes. Accordingly, the City and Authority recognize that the Redeveloper will (i) enter into lease agreements with third-party renters for the Stage 1 Residential Units, and (ii) EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 9 construct the Stage 3 townhomes in a manner that Redeveloper believes will allow it to eventually establish a common interest community and sell such townhomes to owner-occupants, but will market and lease the Stage 3 t ownhomes to third-party renters until such time as Redeveloper concludes that the market for owner-occupied condominium units has recovered and Redeveloper is able to actually sell such townhomes. N otwithstanding anything to the contrary in this Agreement, the City and Authority expressly recognize that nothing in this Agreement prohibits the Redeveloper from continuing to market the Stage 1 Residential Units as rental units or from marketing the Stage 3 townhomes as rental units. Redeveloper agrees to endeavor to sell the Stage 1 Residential Units and the Stage 3 townhomes to owner-occupants at the earliest opportunity that Redeveloper determines in its sole discretion that such sales are economically feasible. 4. Addition of New Section 7.3(d) of the Contract. The Contract is amended to insert the following as Section 7.3(d): (d) Series 2012A and Series 2012B Notes. Notwithstanding anything to the contrary in this Agreement, the parties agree and acknowledge that due to the continuing negative environment for the sale of tax increment revenue notes, the Authority shall reimburse Adagio for a portion of the Public Redevelopment Costs incurred in connection with the construction of the Stage 2 Minimum Improvements (the “Stage 2 Costs”) through the issuance of a pay-as-you-go tax increment revenue note (the “Series 2012A Note”); and shall reimburse Medley Row for a portion of the Public Redevelopment Costs incurred in connection with the construction of the Stage 3 Minimum Improvements (the “Stage 3 Costs”) through the issuance of a pay-as-you-go tax increment revenue note (the “Series 2012B Note”, and together with the Series 2012A Note, the “Notes”) subject to the terms of this Section. (i) Terms. To reimburse the Stage 2 Costs, the Authority shall issue and Adagio shall purchase the Series 2012A Note in the maximum principal amount of $820,000; and to reimburse the Stage 3 Costs, the Authority shall issue and Medley Row shall purchase the Series 2012B Note in the maximum principal amount of $200,000. The Authority shall issue and deliver the Notes upon Redeveloper having: (A) delivered to the Authority one or more certificates signed by the Redeveloper’s duly authorized representative, containing the following: (i) a statement that each cost identified in the certificate is a Stage 2 or Stage 3 Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (ii) evidence that each identified Stage 2 or Stage 3 Cost has been paid or incurred by or on behalf of the Redeveloper; and (iii) a statement that no unc ured Event of Default by the Redeveloper has occurred and is continuing under the Agreement. The Authority may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the Authority may reasonably require; (B) delivered to the Authority an investment letter in a form reasonably satisfactory to the Authority; and EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 10 (C) completed the foundation work for the Stage 2 and Stage 3 Minimum Improvements. The terms of the Notes will be substantially those set forth in the form of the Notes shown in the authorizing resolution attached as Schedule I (the “Authorizing Resolution”), and the Notes will be subject to all terms of the Authorizing Resolution, which are incorporated herein by reference. (ii) Termination of right to Notes. In accordance with Section 469.1763, Subdivision 3 of the TIF Act, as amended by Laws 2009, Chapter 88, Article 5, Section 8, conditions for delivery of the Notes must be met by February 21, 2016. If the conditions are not satisfied by such date, the Authority has no further obligations under this Section 7.4(d). (iii) Assignment of Notes. The Authority acknowledges that the Redeveloper may assign the Notes to third parties. T he Authority consents to such an assignment, conditioned upon receipt of an investment letter from such third party in a form reasonably acceptable to the Authority. 5. Renumbering of and Amendment to Section 7.3(d) of the Contract. Section 7.3(d) of the Contract is renumbered as Section 7.3(e) and amended to read as follows: (e) Qualifications. The Redeveloper understands and acknowledges that the Authority makes no r epresentations or warranties regarding the amount of Available Tax Increment, or that revenues pledged to the Initial Notes or the Series 2012A or Series 2012B Notes will be sufficient to pay the principal and interest on the Initial Notes or the Series 2012A or Series 2012B Notes. Redeveloper expressly acknowledges that estimates of Tax Increment prepared by the Authority or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the Authority, and are not intended as representations on which the Redeveloper may rely. If the Public Redevelopment Costs exceed the net proceeds of the Initial Notes or if the Stage 2 or Stage 3 Costs exceed the principal amount of the Series 2012A or Series 2012B Notes, such excess is the sole responsibility of Redeveloper. The parties acknowledge that the amount of Available Tax Increment generated by the Stage 2 and Stage 3 Minimum Improvements is expected to be smaller than originally estimated, as a result of the changes in use and delays in construction of the Stage 2 and Stage 3 Minimum Improvements. 6. Amendment to Sections 9.2(b) and 9.2(c) of the Contract. Sections 9.2(b) and 9.2(c) of the Contract are amended to read as follows: (b) Upon an Event of Default by the Redeveloper, the Authority may withhold payments under any Initial Note or under the Series 2012A or Series 2012B Note in accordance with its terms, which withheld amount is payable, without interest thereon, on the first payment date after the default is cured. Upon default under this Agreement with respect to any Stage, the Authority may withhold Available Tax Increment attributable only to the defaulting Stage, but may not withhold Available Tax Increment attributable to any Stage for which there is no uncured default as of the relevant payment date. EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 11 (c) Upon default by Redeveloper, the Authority may cancel and rescind or terminate this Agreement, provided that the Authority may not terminate the Initial Notes or Refunding Notes or the Series 2012A or Series 2012B Note except in the case of an Event of Default under Section 6.1 or 6.2 that is not cured within one year following delivery by the Authority to the Redeveloper of notice of the default. 7. Addition of Schedule I to Contract. The Contract is amended by the addition of a Schedule I in the form attached hereto. 8. Miscellaneous. Except as amended by this Amendment, the Contract shall remain in full force and effect. Upon execution, Redeveloper shall reimburse the Authority for all out-of pocket-costs incurred by the Authority in connection with negotiating, drafting and approval of this Amendment. EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 12 IN WITNESS WHEREOF, the Authority and the Redeveloper have caused this Amendment to be duly executed by their duly authorized representatives. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 2012, by __________________ and Tom Harmening, the President and Executive Director of the St. Louis Park Economic Development Authority, a public body corporate and politic, on behalf of the Authority. Notary Public EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 13 Union Land II, LLC Camerata, LLC By _________________________ By Its ____________________ Its _______________________ STATE OF MINNESOTA ) ) SS. COUNTY OF _______ ) The foregoing instrument was acknowledged before me this ____ day of _________, 2011, by _________________, the _________________ of Union Land II, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF _______ ) The foregoing instrument was acknowledged before me this ____ day of _________, 2011, by _________________, the _________________ of Camerata, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 14 Medley Row, LLC Adagio Apartments, LLC By _________________________ By Its ____________________ Its _______________________ STATE OF MINNESOTA ) ) SS. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this ____ day of _________, 2011, by ________________, the __________________ of Medley Row, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF _______ ) The foregoing instrument was acknowledged before me this ____ day of _________, 2011, by _________________, the _________________ of Adagio Apartments, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 15 SCHEDULE I AUTHORIZING RESOLUTION ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 12-____ RESOLUTION AWARDING THE SALE OF, AND PROVIDING THE FORM, TERMS, COVENANTS AND DIRECTIONS FOR THE ISSUANCE OF ITS TAX INCREMENT REVENUE NOTES TO ADAGIO APARTMENTS, LLC AND MEDLEY ROW, LLC. BE IT RESOLVED BY the Board of Commissioners ("Board") of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (the "Authority") as follows: Section 1. Authorization; Award of Sale. 1.01. Authorization. T he Authority and the City of St. Louis Park have heretofore approved the establishment of its Elmwood Village Tax Increment Financing District (the "TIF District") within Redevelopment Project No. 1 ( "Project"), and have adopted a t ax increment financing plan for the purpose of financing certain improvements within the Project. Pursuant to Minnesota Statutes, Section 469.178, the Authority is authorized to issue and sell its bonds for the purpose of financing a portion of the public development costs of the Project. Such bonds are payable from all or any portion of revenues derived from the TIF District and pledged to the payment of the bonds. The Authority hereby finds and determines that it is in the best interests of the Authority that it issue and sell its Tax Increment Revenue Notes, Series 2012A (the “Series 2012A Note”) and Series 2012B (the “Series 2012B Note”, and together with the Series 2012A Note, the "Notes") for the purpose of financing certain Public Redevelopment Costs of the Project. 1.02. Issuance, Sale, and Terms of the Note. (a) The Authority hereby authorizes the President and Executive Director to issue the Notes in accordance with the Contract for Private Redevelopment between the Authority and Union Land II LLC, dated as of March 6, 2006 , as amended by a First Amendment thereto dated as of July 10, 2006, a Second Amendment thereto dated as of March 5, 2007, a Third Amendment thereto dated as of April 28, 2008, a Fourth Amendment thereto dated as of August 17, 2009, a Fifth Amendment thereto dated as of October 18, 2010, and a Sixth Amendment thereto dated as of December 19, 2011 (as so amended, the “Agreement”). All capitalized terms in this resolution have the meaning provided in the Agreement unless the context requires otherwise. (b) The Series 2012A Note shall be issued in the maximum aggregate principal amount of $820,000 to Adagio Apartments, LLC (“Adagio”) in consideration of certain eligible costs incurred EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 16 by Adagio under the Agreement, shall be dated the date of delivery thereof, and shall bear interest at the rate of 4.0% per annum from the date of issue to the earlier of maturity or prepayment. The Series 2012A Note will be issued in the principal amount of Stage 2 Costs submitted and approved in accordance with Section 7.4(d) of the Agreement. The Series 2012A Note is secured by Stage 2 Available Tax Increment, as further described in the form of the Series 2012A Note herein. The Authority hereby delegates to the Executive Director the determination of the date on which the Series 2012A Note is to be delivered, in accordance with the Agreement. (c) The Series 2012B Note shall be issued in the maximum aggregate principal amount of $200,000 to Medley Row, LLC (“Medley Row”) in consideration of certain eligible costs incurred by Medley Row under the Agreement, shall be dated the date of delivery thereof, and shall bear interest at the rate of 4.0% per annum from the date of issue to the earlier of maturity or prepayment. The Series 2012B Note will be issued in the principal amount of Stage 3 C osts submitted and approved in accordance with Section 7.4(d) of the Agreement. The Series 2012B Note is secured by Stage 3 Available Tax Increment, as further described in the form of the Series 2012B Note herein. The Authority hereby delegates to the Executive Director the determination of the date on which the Series 2012B Note is to be delivered, in accordance with the Agreement. Section 2. Form of Notes. The Notes shall be in substantially the following form, with the blanks to be properly filled in and the principal amount adjusted as of the date of issue: EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 17 UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $_____________ TAX INCREMENT REVENUE NOTE SERIES 20__ Date Rate of Original Issue 4.0% The St. Louis Park Economic Development Authority (“Authority”) for value received, certifies that it is indebted and hereby promises to pay to [Adagio Apartments, LLC/Medley Row, LLC] or registered assigns (the "Owner"), the principal sum of $__________ and to pay interest thereon at the rate of 4.0% per annum, solely from the sources and to the extent set forth herein. Capitalized terms shall have the meanings provided in the Contract for Private Redevelopment between the Authority and the Owner, dated as of March 6, 2006, as amended by a First Amendment thereto dated as of July 10, 2006, a Second Amendment thereto dated as of March 5, 2007, a Third Amendment thereto dated as of April 28, 2008, a Fourth Amendment thereto dated as of August 17, 2009, a Fifth Amendment thereto dated as of October 18, 2010, and a Sixth Amendment thereto dated as of December 19, 2011 (as so amended, the “Agreement”), unless the context requires otherwise. 1. Payments. Principal and interest ("Payments") shall be paid on August 1, 2015 and each February 1 and August 1 thereafter to and including February 1, 2023 ("Payment Dates") in the amounts and from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Interest accruing from the date of issue through and including February 1, 2015 shall be compounded semiannually on February 1 and August 1 of each year and added to principal. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon 30 da ys written notice to the Authority. Payments on this Note are payable in any coin or currency of the United States of America which, on the Payment Date, is legal tender for the payment of public and private debts. 2. Interest. Interest at the rate stated herein shall accrue on the unpaid principal, commencing on the date of original issue. Interest shall be computed on the basis of a year of 360 days of twelve 20-day months, and charged for actual days principal is unpaid. EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 18 [Series 2012A Note:] 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean 95% of the Tax Increment attributable to Stage 2 of the Minimum Improvements on the Redevelopment Property that is paid to the Authority by Hennepin County in the six months preceding each Payment Date on the Note. [Series 2012B Note] 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean 95% of the Tax Increment attributable to Stage 3 of the Minimum Improvements on the Redevelopment Property that is paid to the Authority by Hennepin County in the six months preceding each Payment Date on the Note. (b) The Authority shall have no obligation to pay principal of and interest on this Note on each Payment Date from any source other than Available Tax Increment and the failure of the Authority to pay principal or interest on this Note on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. T he Authority shall have no obligation to pay any unpaid balance of principal or accrued interest that may remain after the final Payment on February 1, 2023. 4. Default. If on any Payment Date there has occurred and is continuing any Event of Default under the Agreement, the Authority may withhold from payments hereunder under all Available Tax Increment. I f the Event of Default is thereafter cured in accordance with the Agreement, the Available Tax Increment withheld under this Section shall be deferred and paid, without interest thereon, within 30 days after the Event of Default is cured. If the Event of Default is not cured in a timely manner, the Authority may terminate this Note by written notice to the Owner in accordance with the Agreement. 5. Prepayment. (a) The principal sum and all accrued interest payable under this Note is prepayable in whole or in part at any time by the Authority without premium or penalty. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. (b) Upon receipt by Redeveloper of the Authority’s written statement of the Participation Amount as described in Section 7.5 of the Agreement, fifty percent of such Participation Amount will be deemed to constitute, and will be applied to, prepayment of the principal amount of this Note. Such deemed prepayment is effective as of the date of delivery of such statement to the Owner, and will be recorded by the Registrar in its records for the Note. Upon request of the Owner, the Authority will deliver to the Owner a statement of the outstanding principal balance of the Note after application of the deemed prepayment under this paragraph. 6. Nature of Obligation. This Note is one of an issue in the total principal amount of $_________________, issued to aid in financing certain public redevelopment costs and administrative costs of a Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047, and is issued pursuant to an authorizing resolution (the EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 19 "Resolution") duly adopted by the Authority on December 19, 2011, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.179, as amended. This Note is a limited obligation of the Authority which is payable solely from Available Tax Increment pledged to the payment hereof under the Resolution. This Note and the interest hereon shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the Authority. Neither the State of Minnesota, nor any political subdivision thereof shall be obligated to pay the principal of or interest on this Note or other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment of the principal of or interest on this Note or other costs incident hereto. 7. Registration and Transfer. This Note is issuable only as a fully registered note without coupons. As provided in the Resolution, and subject to certain limitations set forth therein, this Note is transferable upon the books of the Authority kept for that purpose at the principal office of the City Finance Director, by the Owner hereof in person or by such Owner's attorney duly authorized in writing, upon surrender of this Note together with a written instrument of transfer satisfactory to the Authority, duly executed by the Owner. Upon such transfer or exchange and the payment by the Owner of any tax, fee, or governmental charge required to be paid by the Authority with respect to such transfer or exchange, there will be issued in the name of the transferee a new Note of the same aggregate principal amount, bearing interest at the same rate and maturing on the same dates. Except as otherwise provided in Section 7.4(d) of the Agreement, this Note shall not be transferred to any person or entity, unless the Authority has provided written consent to such transfer and the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen, and to be performed in order to make this Note a valid and binding limited obligation of the Authority according to its terms, have been done, do exist, have happened, and have been performed in due form, time and manner as so required. IN WITNESS WHEREOF, the Board of Commissioners of the St. Louis Park Economic Development Authority have caused this Note to be executed with the manual signatures of its President and Executive Director, all as of the Date of Original Issue specified above. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY Executive Director President EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 20 REGISTRATION PROVISIONS The ownership of the unpaid balance of the within Note is registered in the bond register of the City Controller, in the name of the person last listed below. Date of Signature of Registration Registered Owner____ City Controller _________________________ Federal Tax I.D. No. _____________ EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 21 Section 3. Terms, Execution and Delivery. 3.01. Denomination, Payment. Each Note shall be issued as a single typewritten note numbered R-1. Each Note shall be issuable only in fully registered form. Principal of and interest on the Notes shall be payable by check or draft issued by the Registrar described herein. 3.02. Dates; Interest Payment Dates. P rincipal of and interest on t he Notes shall be payable by mail to the owner of record thereof as of the close of business on the fifteenth day of the month preceding the Payment Date, whether or not such day is a business day. 3.03. Registration. The Authority hereby appoints the City Controller to perform the functions of registrar, transfer agent and paying agent (the "Registrar"). The effect of registration and the rights and duties of the Authority and the Registrar with respect thereto shall be as follows: (a) Register. The Registrar shall keep at its office a bond register in which the Registrar shall provide for the registration of ownership of the Notes and the registration of transfers and exchanges of the Notes. (b) Transfer of Note. Upon surrender for transfer of any Note duly endorsed by the registered owner thereof or accompanied by a written instrument of transfer, in form reasonably satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, a new Note of a like aggregate principal amount and maturity, as requested by the transferor. Notwithstanding the foregoing, the Notes shall not be transferred to any person other than an affiliate, or other related entity, of the Owner unless the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. The Registrar may close the books for registration of any transfer after the fifteenth day of the month preceding each Payment Date and until such Payment Date. (c) Cancellation. Any Note surrendered upon any transfer shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the Authority. (d) Improper or Unauthorized Transfer. When any Note is presented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that the endorsement on such Note or separate instrument of transfer is legally authorized. The Registrar shall incur no liability for its refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (e) Persons Deemed Owners. The Authority and the Registrar may treat the person[s] in whose name the Notes are at any time registered in the bond register as the absolute owner[s] of the Notes, whether the Notes shall be overdue or not, for the purpose of receiving payment of, or on account of, the principal of and interest on such Notes and for all other purposes, and all such EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 22 payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability of the Authority upon such Note to the extent of the sum or sums so paid. (f) Taxes, Fees and Charges. For every transfer or exchange of any Note, the Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee, or other governmental charge required to be paid with respect to such transfer or exchange. (g) Mutilated, Lost, Stolen or Destroyed Note. In case any Note shall become mutilated or be lost, stolen, or destroyed, the Registrar shall deliver a new Note of like amount, maturity dates and tenor in exchange and substitution for and upon cancellation of such mutilated Note or in lieu of and in substitution for such Note lost, stolen, or destroyed, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case the Note lost, stolen, or destroyed, upon filing with the Registrar of evidence satisfactory to it that such Note was lost, stolen, or destroyed, and of the ownership thereof, and upon furnishing to the Registrar of an appropriate bond or indemnity in form, substance, and amount satisfactory to it, in which both the Authority and the Registrar shall be named as obligees. The Note so surrendered to the Registrar shall be cancelled by it and evidence of such cancellation shall be given to the Authority. If the mutilated, lost, stolen, or destroyed Note has already matured or been called for redemption in accordance with its terms, it shall not be necessary to issue a new Note prior to payment. 3.04. Preparation and Delivery. The Notes shall be prepared under the direction of the Executive Director and shall be executed on behalf of the Authority by the signatures of its President and Executive Director. In case any officer whose signature shall appear on the Notes shall cease to be such officer before the delivery of the Notes, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. When the Notes have been so executed, each shall be delivered by the Executive Director to the Owner thereof in accordance with the Agreement. Section 4. Security Provisions. 4.01. Pledge. The Authority hereby pledges to the payment of the principal of and interest on the Series 2012A Note all Available Tax Increment as defined in the form of Series 2012A Note, and pledges to the payment of the principal of and interest on the Series 2012B Note all Available Tax Increment as defined in the form of the Series 2012B Note.. Available Tax Increment shall be applied to payment of the principal of and interest on the Notes in accordance with the terms of the form of Note set forth in Section 2 of this resolution. 4.02. Bond Fund. Until the date the Notes are no longer outstanding and no principal thereof or interest thereon (to the extent required to be paid pursuant to this resolution) remains unpaid, the Authority shall maintain separate and special "Bond Funds" to be used for no purpose other than the payment of the principal of and interest on the Notes. The Authority irrevocably agrees to appropriate to each Bond Fund on or before each Payment Date the actual Available Tax Increment. Any Available Tax Increment remaining in either Bond Fund shall be transferred to the EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 23 Authority's account for the TIF District upon the termination of the Notes in accordance with their terms. 4.03. Additional Obligations. The Authority will issue no other obligations secured in whole or in part by Available Tax Increment unless such pledge is on a subordinate basis to the pledge on the Notes. Section 5. Certification of Proceedings. 5.01. Certification of Proceedings. The officers of the Authority are hereby authorized and directed to prepare and furnish to Adagio and Medley Row certified copies of all proceedings and records of the Authority, and such other affidavits, certificates, and information as may be required to show the facts relating to the legality and marketability of the Notes as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates, and affidavits, including any heretofore furnished, shall be deemed representations of the Authority as to the facts recited therein. Section 6. Effective Date. This resolution shall be effective upon approval. Reviewed for Administration: Adopted by the Economic Development Authority December 19, 2011 Executive Director President Attest Secretary EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 24 EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 25 EDA Meeting of February 6, 2012 (Item No. 7a) Subject: Sixth Amendment to the Redevelopment Contract with Union Land II LLC, et al. Page 26 Meeting Date: February 6, 2012 Agenda Item #: 7b Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Public Hearing Study Session Discussion Item Written Report Other: TITLE: Public Hearing and Resolution Approving the Purchase and Redevelopment Contract between the EDA and Ellipse II LLC (Bader Development). RECOMMENDED ACTION: Conduct the public hearing and Adopt Resolution approving the Purchase and Redevelopment Contract between the EDA and Ellipse II LLC. POLICY CONSIDERATION: Does the EDA approve the proposed Purchase and Redevelopment Contract between the EDA and Ellipse II LLC to facilitate the construction of the e2 project? BACKGROUND: On January 17th the City Council approved the Final Plat and Final PUD along with a Major Amendment to the Ellipse on Excelsior PUD that would facilitate the proposed e2 project. Thus all project plans related to e2 have been approved. Approval and execution of the Purchase and Redevelopment Contract commits Ellipse II LLC to construct the proposed project and the EDA to the sale of the subject property and the proposed financial assistance. Ellipse on Excelsior is a five-story, mixed-use building with 132 r esidential apartments and 16,394 square feet of commercial uses on the ground floor located at 3900 Excelsior Boulevard. The project was developed by Bader Development with tax increment assistance from the EDA and opened in 2010. It replaced the former Anderson Cleaners and Al’s Liquor. B oth the residential and commercial spaces of the Ellipse on Excelsior are fully leased. The minimum assessed value of the property is $17.6 million. Adjacent to Ellipse on Excelsior is the former American Inn motel property located 3924 Excelsior Boulevard (“subject property”). The EDA purchased the subject property in 2009 for $750,000 and had the building demolished in preparation for redevelopment. The EDA currently leases the property to Bader Development for parking purposes. Bader Development (“Redeveloper”) is proposing to purchase the subject property from the EDA, remove the existing contamination and prepare the property for redevelopment. Bader plans to construct a second phase to its Ellipse on Excelsior redevelopment project next door - an upscale apartment building to be called “e2”. The proposed 58-unit (62-bedroom) market rate project would be 100% residential. The structure would have five stories including a mezzanine and would be less than 60 feet tall. e2 would also include one level of underground structured parking that would be heated and ventilated. The total size of the building including the structured parking would be approximately 90,000 square feet. The underground garage would have 73 stalls. e2 would have 31 s urface parking stalls; 9 reserved for visitors and 22 for commercial parking from the Ellipse. Lastly, 3 on-street parking spaces (that could accommodate short-term loading) are planned along Excelsior Blvd as part of the project. Bader envisions commencing the e2 project late this year and completing it in a little more than a year. EDA Meeting of February 6, 2012 (Item No. 7b) Page 2 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Property Value and Taxes The estimated market value of the subject property is less than $900,000 assuming the property is in developable condition. Upon redevelopment the property will be assessed for approximately $6.4 million by 2014. Currently, the subject property is tax exempt. Once it is built and occupied, e2 would generate over $100,000 annually in property taxes. Developer’s Request for Financial Assistance The EDA/City Council reviewed Bader’s preliminary TIF application at the September 26, 2011 Study Session where the proposed e2 project and assistance amount were discussed and found generally acceptable. Proposed business terms for a redevelopment contract for the project were discussed at the December 12, 2011 Study Session and found acceptable. Thus staff was directed to work further with the Redeveloper and negotiate final business terms that would enable the proposed project to proceed. In reviewing the Redeveloper’s project proforma, Ehlers & Associates analyzed the proposed project in comparison with general industry standards for land price, construction costs, lease rates, return on equity/profit, various fees, etc. Overall, Ehlers confirmed Bader’s updated cost and revenue assumptions were reasonable and appropriate. e2 is an expensive project to construct and not feasible without financial assistance. Bader Development is seeking help specifically with the higher cost of site preparation (contamination cleanup) and underground structured parking. Providing assistance makes it possible to maximize the development potential of the site and construct a high quality project consistent with the City’s Design Guidelines for the subject property The latest cost estimate to excavate, load, haul, and properly dispose of impacted soil and remediate the subject property in conformance with MPCA standards for a r esidential development is approximately $1.1 million. Additionally, Bader has requested funding to help offset a portion of the construction cost related to the structured parking which is estimated in excess of $2 million. After extensive analysis by Ehlers, and Staff discussion with Bader, a consensus was reached that $700,000 in pay-as-you-go tax increment assistance and joint pursuit of cleanup grants would provide sufficient assistance to allow the project to move forward. Bader’s request for tax increment financing (TIF) assistance is considered reasonable given the complexity, quality, projected total value, and other economic benefits derived from the proposed redevelopment. An updated TIF cash flow analysis prepared for the proposed project shows that $700,000 in tax increment would likely be generated in approximately 20 years. This assumes construction is 100% completed in 2013, fiscal disparities are taken from within the district (as per EDA policy), a 5% EDA administrative fee taken from the TIF generated by the project, and no inflation. The proposed tax increment would be generated from the redevelopment of the subject property which is located in the Ellipse on Excelsior TIF District. The Ellipse on Excelsior TIF District encompasses both the Ellipse on Excelsior and e2 properties. Grant Update As noted above, the EDA partnered with Bader in preparing grant applications to help fund the environmental cleanup of the subject property. On October 17, 2011, t he EDA authorized the submission of grant applications totaling $821,690 to DEED, the Metropolitan Council and Hennepin County. Recently, staff was informed that each of these grant requests was awarded in their entirety. EDA Meeting of February 6, 2012 (Item No. 7b) Page 3 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II More recently, the Metropolitan Council announced a grant program to spur Transit Oriented Development (TOD) near light rail transit. Given that the subject property lies within a half mile of the future SWLRT Beltline Station, it would be prudent for the EDA to apply for such a grant. Funds could be applied toward e2’s underground stormwater management system as well as the removal of the non-contaminated organic soils on the property. The EDA will be asked to authorize the submission of this application at its February 17th meeting. Any funds awarded under this initial TOD grant round may be used to reduce the principal amount of tax increment provided to e2 providing the contamination cleanup costs don’t exceed current estimates. Proposed Purchase and Redevelopment Contract The EDA has been in discussion with Bader Development over the use and redevelopment of 3924 Excelsior Blvd for some time. Bader Development’s proposed project plans and request for financial assistance have been presented and/or discussed at several study sessions over the past year. A list of specific business terms was discussed at the December 12, 2011 study session and was favorably received. These terms served as the basis for the proposed Purchase and Redevelopment Contract with Ellipse II LLC (Bader Development). The proposed Contract was prepared by the EDA’s legal counsel, Kennedy & Graven in consultation with staff. The following are key terms of the proposed Contract between Bader and the EDA. • The EDA agrees to sell the subject property to Redeveloper at market value for $810,000 or $25.63/SF subject to certain conditions. Closing would likely occur later this fall but not later than December 1, 2012. • The Redeveloper agrees to obtain all necessary planning approvals from the City. • The Redeveloper agrees to cleanup/remediate the subject property in conformance with MPCA standards for a residential development. • Redeveloper agrees to construct an upscale, five-story, 58-unit (62-bedroom) apartment building on the property. The building would include one level of underground structured parking with 73 s talls. It would also have 31 surface parking stalls; 9 r eserved for visitors and 22 for customer parking from the Ellipse project next door. • Construction must commence by January 31, 2013 and be completed by March 1, 2014. • The project will be constructed in compliance with the City’s Green Building Policy and Redeveloper agrees to use commercially reasonable efforts to obtain “green” certification for the Minimum Improvements. • In order to offset a portion of the extraordinary costs related to the contamination cleanup and structured parking the EDA agrees to provide the Redeveloper with $700,000 in pay-as- you-go tax increment assistance from the Ellipse on Excelsior TIF District at a 5.6% rate. • The parties agree that the financial assistance proved to the Redeveloper is subject to a “Lookback” review upon 93% of the building’s leaseup. The amount by which the Internal Rate of Return (IRR) exceeds eighteen percent (18%) is considered Excess Income. If the EDA determines that there is Excess Income, it will apply fifty percent (50%) of that amount toward prepayment of the outstanding principal amount of the TIF Notes. • Redeveloper agrees it will execute an Assessment Agreement with the EDA specifying the Assessor's minimum market value for the property will be $6,380,000 as of January 2, 2014. A Summary of the Contract is attached. The attached authorizing resolution allows for modifications to the Contract that do not alter the substance of the transaction without bringing the Contract back to the EDA for formal approval. EDA Meeting of February 6, 2012 (Item No. 7b) Page 4 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Business Subsidy The assistance provided to the Redeveloper under the Agreement does not constitute a “business subsidy” under the Business Subsidy Act (Section 116J.993 to 116J.995) because this is a redevelopment where “the recipient’s investment in the purchase of the site and in site preparation is 70% or more of the assessor’s current year’s estimated market value”. Project Overview The proposed e2 project clearly has numerous benefits over the current land use. Most notably, the density of the proposed project would result in a substantial increase in the market value for the site and hence a greater property tax yield. It would cleanup a contaminated property and result in the construction of 58 luxury apartments. Visually, it would covert a parking lot into an attractive residential development that complements the Ellipse on Excelsior development next door and further enhances the entry into the city from the east. In addition, the project provides permanent back-up parking for the Ellipse. The proposed project conforms to the criteria outlined in the city’s TIF Policy for the provision of tax increment. The purpose for providing the proposed tax increment is to preserve and enhance the tax base, remediate contamination, redevelop a substandard area, and sustain mixed use development which is desirable for increased population and life-cycle housing within the city. FINANCIAL OR BUDGET CONSIDERATION: Bader Development seeks to purchase the EDA’s property at 3924 Excelsior Blvd for $810,000 and has requested $700,000 in pay-as-you-go tax increment financing to offset the extraordinary costs associated with contamination cleanup and structured parking related to its proposed $6.4 million redevelopment on the site. VISION CONSIDERATION: This project supports the strategic direction of being a connected and engaged community and the focus area of creating community gathering places. Attachments: Resolution of Approval Summary of Purchase & Redevelopment Contract with Ellipse II LLC e2 Building and Site Plans Purchase & Redevelopment Contract with Ellipse II LLC Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Nancy Deno, EDA Deputy Executive Director and Deputy City Manager EDA Meeting of February 6, 2012 (Item No. 7b) Page 5 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 12-____ RESOLUTION APPROVING A PURCHASE AND REDEVELOPMENT CONTRACT WITH ELLIPSE II LLC AND THE CONVEYANCE OF CERTAIN LAND IN CONNECTION THEREWITH BE IT RESOLVED by the Board of Commissioners (“Board”) of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (“Authority”) as follows: Section 1. Recitals. 1.01. The Authority and the City of St. Louis Park have previously approved the establishment of the Ellipse on Excelsior Tax Increment Financing District (the “TIF District”) within Redevelopment Project No. 1 (the “Project”) and have adopted a tax increment financing plan for the purpose of financing certain improvements within the Project, all pursuant to Minnesota Statutes, Sections 469.001 to 469.047, Sections 469.090 to 469.1082, and Sections 469.174 to 469.1799, as amended. 1.02. To facilitate the redevelopment of certain property within the Project and TIF District, the Authority and Ellipse II LLC (the “Redeveloper") have proposed to enter into a Purchase and Redevelopment Contract (the “Contract”), under which, among other things, the Authority will convey the property described in Exhibit A (the “Redevelopment Property”) to the Redeveloper. 1.03. The Authority finds and determines that conveyance of the Redevelopment Property to the Redeveloper has no relationship to the City’s comprehensive plan. 1.04. The Authority has on this date conducted a duly noticed public hearing regarding the conveyance of the Redevelopment Property to the Redeveloper, at which all interested parties were given an opportunity to be heard. 1.05. The Board has reviewed the Contract and finds that the execution thereof and performance of the Authority's obligations thereunder, including the conveyance of the Redevelopment Property to the Redeveloper, are in the best interest of the City and its residents. Section 2. Authority Approval; Further Proceedings. 2.01. The Board hereby approves the Contract as presented to the Board, including conveyance of the Redevelopment Property to the Redeveloper, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Contract by those officials shall be conclusive evidence of their approval. EDA Meeting of February 6, 2012 (Item No. 7b) Page 6 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority’s obligations under the Contract as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Contract, and any deed or other documents necessary to convey the Redevelopment Property to Redeveloper, all as described in the Contract. Reviewed for Administration: Adopted by the Economic Development Authority February 6, 2012 Executive Director President Attest Secretary EDA Meeting of February 6, 2012 (Item No. 7b) Page 7 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Exhibit A Redevelopment Property That part of the Northwest Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, described as commencing at the intersection of the Southwesterly line of the plat of “Minikahda Oaks, Hennepin County, Minnesota” with a line drawn parallel with and 50 feet Northwesterly from the centerline of Excelsior Ave., as delineated on said plat; thence Southwesterly parallel with said centerline and its Southwesterly extension 170 feet to the actual point of beginning; thence continuing Southwesterly along said parallel line 166.30 feet; thence Northwesterly at right angles 190 feet; thence Northeasterly at right angles 166.3 feet; thence Southeasterly at right angles to the point of beginning. Torrens property Being registered land as is evidenced by Certificate of Title No. 1305121. EDA Meeting of February 6, 2012 (Item No. 7b) Page 8 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Summary of Purchase and Redevelopment Contract Between the St. Louis Park EDA and Ellipse II LLC The following is summary of the Contract for Private Redevelopment (“Contract”) between the St. Louis Park Economic Development Authority (“EDA”) and Ellipse II LLC (“Redeveloper”) for the “e2” apartment building to be constructed at the 3924 Excelsior Blvd., St. Louis Park. 1. The EDA owns the Redevelopment Property and will convey title to and possession of the Redevelopment Property to the Redeveloper, subject to the following: (a) On or before Closing, the Redeveloper shall prepare and obtain City approval of a PUD Major Amendment to the Ellipse on Excelsior development (the “PUD Amendment”), a PUD for the Redevelopment Property and a plat of the Redevelopment Property at Redeveloper’s cost and subject to all City ordinances and procedures. (b) The City and EDA will use their best efforts to obtain approval by the City Council before Closing of any amendment to the City zoning ordinance in order to permit construction of the Minimum Improvements on t he Redevelopment Property. (c) The purchase price for the Redevelopment Property shall be $810,000. The Redeveloper shall place $25,000 into an escrow account to be held and applied to the Purchase Price at Closing. (d) The EDA's obligation to convey the Redevelopment Property to the Redeveloper by quit claim deed is subject to satisfaction of the following terms and conditions: (1) The EDA having approved permanent financing for construction of the Minimum Improvements and the Redeveloper having closed on such permanent financing at or before Closing on t ransfer of title to the Redevelopment Property to the Redeveloper. (2) The City having approved the Redevelopment Plat, PUD, and PUD Amendment in accordance and the City and Redeveloper having recorded the Redevelopment Plat before Closing. (3) The City having approved all necessary zoning variances to the Redevelopment Property. (4) The EDA having approved Construction Plans for the Minimum Improvements. (5) Redeveloper having approved the state of title to the property. (6) The property closing shall occur no later than December 1, 2012. EDA Meeting of February 6, 2012 (Item No. 7b) Page 9 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II 2. The parties acknowledge that MPCA has approved a voluntary response action plan (“VRAP”) providing for remediation of hazardous wastes and contaminants on t he Redevelopment Property. Redeveloper shall promptly undertake remediation and any other actions required under the VRAP, subject to the reimbursement as further described in this Contract. Redeveloper expressly agrees to perform any task or obligation imposed under the VRAP. 3. The Redeveloper acknowledges that the EDA makes no representations or warranties as to the condition of the soils on t he Redevelopment Property or the fitness of the Redevelopment Property for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property, and that the assistance provided to the Redeveloper neither implies any responsibility by the EDA or the City for any contamination of the Redevelopment Property nor imposes any obligation on such parties to participate in any cleanup of the Redevelopment Property. 4. The Redeveloper further agrees that it will indemnify, defend, and hold harmless the EDA and City from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants existing on the Redevelopment Property, unless and to the extent that such hazardous wastes or pollutants are present as a result of the actions or omissions of the indemnitees. 5. To finance a portion of the extraordinary costs of environmental remediation on the Redevelopment Property (the “Grant-Eligible Costs”), the EDA has applied for and has received grants from DEED in the amount of $346,690; from the Metropolitan Council in the amount of $275,000; and from Hennepin County in the amount of $200,000 (the “Grants”). (a) The EDA will pay or reimburse the Redeveloper for Grant-Eligible Costs from and to the extent of available grant proceeds in accordance with the terms of the applicable grant agreement. If Grant-Eligible Costs exceed the amount to be reimbursed under such agreements, such excess shall be the sole responsibility of the Redeveloper (except to the extent reimbursable under the Note). (b) The Redeveloper agrees to submit to the EDA written reports so as to allow the EDA to remain in compliance with reporting requirements under state statutes. The EDA will provide information to the Redeveloper regarding the required forms. (c) The parties agree that if the County Grant is not awarded to the EDA and the parties are unable to identify an alternative source of funds for the Grant-Eligible Costs within 90 days after notification of such non-award, the Redeveloper shall have the right to terminate the Contract, subject to Redeveloper’s obligation to pay Administrative Costs through the date of termination. 6. The EDA has determined that, in order to make development of the Minimum Improvements financially feasible, it is necessary to reimburse Redeveloper for a portion of the cost of the underground structured parking and site preparation related to the environmental contamination cleanup (the “Public Redevelopment Costs”). The tax increment from the Ellipse on Excelsior Redevelopment TIF District will be payable to EDA Meeting of February 6, 2012 (Item No. 7b) Page 10 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Redeveloper in the form of a single “TIF Note”, which would be structured on t he following basis:  Issue total: Up to $700,000  Type: Pay-as-you-go  Term: Approximately 20 years  Interest Rate: 5.6%  Admin Fee: 5%  Fiscal Disparities: Paid from within the district 7. The Redeveloper understands and acknowledges that the EDA makes no representations or warranties regarding the amount of Tax Increment, or that revenues pledged to the Note will be sufficient to pay the principal and interest on the Note. Any estimates of Tax Increment prepared by the EDA or its financial advisors in connection with the TIF District are for the benefit of the EDA and are not intended as representations on which the Redeveloper may rely. Public Redevelopment Costs exceeding the principal amount of the Note are the sole responsibility of Redeveloper. 8. The EDA will perform a “lookback” calculation 60 days after the earliest of (i) the date when 93% of the Apartments are leased; (ii) the date of any Transfer of the Apartments; or (iii) three years after the date of issuance of the Certificate of Completion for the project. T he Redeveloper must submit evidence of its actual annualized cumulative internal rate of return (the “IRR”) from the Apartments, calculated as of the applicable Lookback Date, along with the estimated annualized cumulative IRR from the Apartments assuming a sale in the tenth year after the date of issuance of the Certificate of Completion for the Apartments. The amount by which the IRR exceeds eighteen percent (18%) shall be referred to as the “Excess Percentage.” The Excess Percentage, multiplied by Redeveloper’s equity in the Apartments, is the “Participation Amount.” If the EDA determines that there is a Participation Amount, the EDA shall apply fifty percent (50%) of the Participation Amount as prepayment of the outstanding principal amount of the Note. 9. Both parties agree that any assistance provided to the Redeveloper under the Contract is not a “business subsidy” under Minnesota Statutes because the assistance is for redevelopment. 10. Redeveloper agrees that it will pay the reasonable costs of consultants and attorneys retained by the EDA in connection with any necessary modification of the TIF Plan for the TIF District, and the negotiation and preparation of the Redevelopment Contract and other incidental agreements and documents, including land conveyance, development and financing assistance. Upon termination of the Contract the Redeveloper remains obligated for costs incurred through the effective date of termination. 11. The Redeveloper agrees that it will construct the Minimum Improvements on the Redevelopment Property in accordance with the approved Construction Plans and that it will, during any period while the Redeveloper retains ownership of any portion of the Minimum Improvements, operate and maintain the Minimum Improvements in good repair and condition. EDA Meeting of February 6, 2012 (Item No. 7b) Page 11 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II 12. Before commencing such construction, the Redeveloper must submit plans and specifications regarding the Minimum Improvements for approval by the City. Plans related to the soil remediation however do not require approval by the City. All work on the Minimum Improvements shall be in accordance with the approved construction plans and shall comply with all City requirements. 13. Redeveloper agrees to undertake the “Minimum Improvements” as shown in the Master Site Plan. I n summary, the Redeveloper agrees to construct a five story apartment building consisting of approximately 58 market rate rental units, as well as structured underground parking, surface parking, sidewalks and landscaping. 14. If the Redeveloper desires to make any material change in the Construction Plans after their approval by the EDA, the Redeveloper shall submit the proposed change to the EDA for its approval. The term “material” means changes that increase or decrease construction costs by $500,000 or more. 15. Subject to Unavoidable Delays, Redeveloper agrees to commence construction of the Minimum Improvements by January 31, 2013 and substantially complete them by April 1, 2014. 16. The Redeveloper shall comply with the City’s Green Building Policy and shall use commercially reasonable efforts to obtain “green” certification for the Minimum Improvements. As a condition to issuance of a Certificate of Completion for the Minimum Improvements, Redeveloper shall submit to the EDA either (a) evidence of certification from Leadership in Energy and Environmental Design (“LEED”) or similar certification or (b) in absence of actual certification, evidence of compliance with the Green Building Policy including a d etail of the specific energy-efficient/sustainable features or components implemented in the construction of the Minimum Improvements. 17. Promptly after completion of the Minimum Improvements, the EDA Representative will deliver to the Redeveloper a Certificate of Completion. The construction of the Minimum Improvements will be deemed to be substantially complete upon issuance of a certificate of occupancy for the Minimum Improvements, and upon de termination by the EDA Representative that all related site improvements on the Redevelopment Property have been substantially completed in accordance with approved Construction Plans, subject to landscaping that cannot be completed until seasonal conditions permit. 18. The Redeveloper understands that the Redevelopment Property currently lies within the City’s Special Service District No. 2 and is subject to existing special service charges levied on all properties in the District. The Redeveloper agrees to continue to pay annual services charges for the Special Service District in an amount equal to what would be the amount payable by the Redevelopment Property if it remained a commercial property. 19. By no later than December 31, 2013, the Redeveloper shall submit to the EDA for review and approval a plan for maintenance and operation of all pedestrian and landscaping improvements located within the Redevelopment Property (the “Maintenance Plan”). The Maintenance Plan must address, at a minimum: snow removal from pedestrian connections and sidewalks; and maintenance and replacement of boulevard landscaping, EDA Meeting of February 6, 2012 (Item No. 7b) Page 12 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II irrigation and other streetscaping; a description of how the Maintenance costs will be assessed to tenants; and enforcement mechanisms. 20. If the Redeveloper fails to perform the Maintenance in accordance with the Maintenance Plan, the EDA, at its option and following 30 days written notice to the Redeveloper, may enter the Redevelopment property and perform the Maintenance. The Redeveloper agrees to permit the City to specially assess any costs of the Maintenance proportionately against the Minimum Improvements. 21. Redeveloper shall undertake all work related to the Minimum Improvements in compliance with all applicable federal and state laws, including without limitation all applicable state and federal Occupational Safety and Health Act regulations. Any subcontractors retained by Redeveloper shall be subject to the same requirements. 22. Upon execution of the Contract, the Redeveloper and EDA will execute an Assessment Agreement pursuant specifying an assessor's minimum Market Value for the Redevelopment Property and Minimum Improvements constructed thereon. The amount of the minimum market value will be $6,380,000 as of January 2, 2014. 23. If Redeveloper requires mortgage financing for the development of the Project, the EDA agrees to subordinate its rights under the Contract to the Holder of any Mortgage securing construction or permanent financing, in accordance with the terms of a mutually-approved subordination agreement. 24. Redeveloper agrees not to transfer the agreement or the redevelopment property (except to an affiliate) prior to receiving a Certificate of Occupancy for the building without the prior written consent of the EDA. 25. Redeveloper agrees that the EDA and the City will not be held liable for any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Redevelopment Property or the Minimum Improvements. 26. Redeveloper agrees not to transfer the Redevelopment Contract or the Redevelopment Property (except to an affiliate) prior to receiving a Certificate of Completion without the prior written consent of the EDA, except for construction mortgage financing and/or permanent financing. The EDA's consent shall not be unreasonably withheld, conditioned or delayed. The EDA agrees to provide its consent or refusal to consent to Redeveloper in writing within 10 days after a request for such consent from Redeveloper. 27. The Redeveloper agrees not to discriminate upon the basis of race, color, creed, sex or national origin in the construction, maintenance, sale, lease or rental of the Minimum Improvements or in the use or occupancy of the Redevelopment Property or any improvements erected thereon. EDA Meeting of February 6, 2012 (Item No. 7b) Page 13 Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Building and Site Plans Fourth Draft, February 1, 2012 PURCHASE AND REDEVELOPMENT CONTRACT By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and ELLIPSE II LLC Dated as of: __________________, 2012 This document was drafted by: KENNEDY & GRAVEN, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 (612) 337-9300 http://www.kennedy-graven.com EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 14 TABLE OF CONTENTS Page PREAMBLE ......................................................................................................................................... 1 ARTICLE I Definitions Section 1.1. Definitions .................................................................................................................... 2 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority ................................................................................. 6 Section 2.2. Representations and Warranties by the Redeveloper ................................................... 6 ARTICLE III Property Acquisition; Public Redevelopment Costs Section 3.1. Conveyance of the Property ......................................................................................... 8 Section 3.2. Purchase Price; Provisions for Payment ....................................................................... 8 Section 3.3. Conditions of Conveyance ........................................................................................... 8 Section 3.4. Place of Document Execution, Delivery and Recording ............................................. 9 Section 3.5. Title ............................................................................................................................... 9 Section 3.6. Environmental Conditions .......................................................................................... 10 Section 3.7. Grant Disbursement .................................................................................................... 10 Section 3.8. Issuance of Note ......................................................................................................... 12 Section 3.9. TIF Lookback ............................................................................................................. 14 Section 3.10. Business Subsidy ........................................................................................................ 15 Section 3.11. Payment of Authority Costs ....................................................................................... 15 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Improvements ................................................................................... 16 Section 4.2. Construction Plans ...................................................................................................... 16 Section 4.3. Commencement and Completion of Construction ..................................................... 17 Section 4.4. Certificate of Completion ........................................................................................... 17 Section 4.5. Records ....................................................................................................................... 18 Section 4.6. Pedestrian Park Connection ........................................................................................ 18 Section 4.7. Special Service District; Maintenance ....................................................................... 18 ARTICLE V Insurance Section 5.1. Insurance ..................................................................................................................... 20 Section 5.2. Subordination .............................................................................................................. 21 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 15 ARTICLE VI Tax Increment; Taxes Section 6.1. Right to Collect Delinquent Taxes ............................................................................. 22 Section 6.2. Review of Taxes ......................................................................................................... 22 Section 6.3. Assessment Agreement .............................................................................................. 22 ARTICLE VII Other Financing Section 7.1. Generally ..................................................................................................................... 23 Section 7.2. Authority’s Option to Cure Default on Mortgage ...................................................... 23 Section 7.3. Modification; Subordination ...................................................................................... 23 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development ............................................................................. 24 Section 8.2. Prohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement .......................................................................................... 24 Section 8.3. Release and Indemnification Covenants .................................................................... 25 ARTICLE IX Events of Default Section 9.1. Events of Default Defined .......................................................................................... 27 Section 9.2. Remedies on Default .................................................................................................. 27 Section 9.3. Revesting Title in Authority Upon Happening of Event Subsequent to Conveyance to Redeveloper ....................................................................................... 27 Section 9.4. Resale of Reacquired Property; Disposition of Proceeds .......................................... 29 Section 9.5. No Remedy Exclusive ................................................................................................ 29 Section 9.6. No Additional Waiver Implied by One Waiver ........................................................ 30 Section 9.7. Attorney Fees .............................................................................................................. 30 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Representatives Not Individually Liable ................................. 31 Section 10.2. Equal Employment Opportunity ................................................................................ 31 Section 10.3. Restrictions on Use ..................................................................................................... 31 Section 10.4. Provisions Not Merged With Deed ............................................................................ 31 Section 10.5. Titles of Articles and Sections .................................................................................... 31 Section 10.6. Notices and Demands ................................................................................................. 31 Section 10.7. Counterparts ................................................................................................................ 32 Section 10.8. Recording .................................................................................................................... 32 Section 10.9. Amendment ................................................................................................................ 32 Section 10.10. Authority Approvals ................................................................................................... 32 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 16 TESTIMONIUM ................................................................................................................................ 33 SIGNATURES ................................................................................................................................... 33 SCHEDULE A Redevelopment Property SCHEDULE B Form of Quitclaim Deed SCHEDULE C Draw Request SCHEDULE D Authorizing Resolution SCHEDULE E Certificate of Completion SCHEDULE F Form of Subordination Agreement SCHEDULE G Pro Forma SCHEDULE H Site Plan SCHEDULE I Assessment Agreement EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 17 PURCHASE AND REDEVELOPMENT CONTRACT THIS AGREEMENT, made as of the __ day of ________, 2012, by and between the St. Louis Park Economic Development Authority (the “Authority”), a public body corporate and politic under the laws of Minnesota, and Ellipse II LLC (the “Redeveloper”), a Delaware limited liability company. WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes Sections 469.090 to 469.1081 (the "Act") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City; and WHEREAS, the Authority has undertaken a program to promote the development and redevelopment of land which is underutilized within the City of St. Louis Park, Minnesota (the “City”), and in this connection created the Redevelopment Project No. 1 (hereinafter referred to as the “Project”) in an area (hereinafter referred to as the “Project Area”) located in the City pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”); and WHEREAS, pursuant to the Act and the HRA Act, the Authority is authorized to acquire real property, or interests therein, and to undertake certain activities to facilitate the redevelopment of real property by private enterprise; and WHEREAS, the Authority has acquired certain property described in Schedule A (the “Redevelopment Property”) within the Project, and intends to convey that property to the Redeveloper for development of certain improvements described herein. WHEREAS, the Authority has established the Ellipse on Excelsior Tax Increment Financing District (“TIF District”) pursuant to Minnesota Statutes, Sections 469.174 to 469.1799, as amended, made up of property in the Project Area including the Redevelopment Property; and WHEREAS, the Authority believes that the redevelopment of the Redevelopment Property pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable State and local laws and requirements under which the Project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 18 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: “Act” means Minnesota Statutes Sections 469.090 to 469.1081, as amended. “Affiliate” means with respect to any entity (a) any corporation, partnership, limited liability company or other business entity or person controlling, controlled by or under common control with the entity, and (b) any successor to such party by merger, acquisition, reorganization or similar transaction involving all or substantially all of the assets of such party (or such Affiliate). For the purpose hereof the words “controlling”, “controlled by” and “under common control with” shall mean, with respect to any corporation, partnership, limited liability company or other business entity, the ownership of fifty percent or more of the voting interests in such entity or possession, directly or indirectly, of the power to direct or cause the direction of management policies of such entity, whether through ownership of voting securities or by contract or otherwise. “Agreement” means this Agreement, as the same may be from time to time modified, amended, or supplemented. “Authority” means the St. Louis Park Economic Development Authority. “Authority Representative” means the Executive Director of the Authority, or any person designated by the Executive Director to act as the Authority Representative for the purposes of this Agreement. "Authorizing Resolution" means the resolution of the Authority, substantially in the form of attached Schedule B to be adopted by the Authority to authorize the issuance of the Note. “Available Tax Increment” has the meaning provided in the Authorizing Resolution. “Business Day” means any day except a Saturday, Sunday, legal holiday, a day on which the City is closed for business, or a day on which banking institutions in the City are authorized by law or executive order to close. “Business Subsidy Act” means Minnesota Statutes, Sections 116J.993 to 116J.995, as amended. “City” means the City of St. Louis Park, Minnesota. “Certificate of Completion” means the certification provided to the Redeveloper pursuant to Section 4.4 of this Agreement. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 19 "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which (a) shall be as detailed as the plans, specifications, drawings and related documents which are submitted to the appropriate building officials of the City, and (b) shall include at least the following for each building: (1) site plan; (2) foundation plan; (3) underground parking plans; (4) floor plan for each floor; (5) cross sections of each (length and width); (6) elevations (all sides); (7) landscape plan; and (8) such other plans or supplements to the foregoing plans as the Authority may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. “County” means the County of Hennepin, Minnesota. “County Grant Agreement” means any Environmental Response Fund Grant Agreement between the Authority and Hennepin County, by and through its Department of Environmental Services, executed by the parties thereto. “DEED” means the Minnesota Department of Employment and Economic Development. “DEED Grant Agreement” means any Contamination Cleanup Program Grant Agreement between DEED and the Authority, executed by the parties thereto. “Development Pro Forma” means the financial pro forma for the Minimum Improvements attached hereto as Schedule E. “Environmental Reports” means the following reports relating to the environmental condition of the Redevelopment Property and all amendments, modifications and supplements thereto: (a) Phase I Environmental Site Assessment, Anderson Cleaners & Al’s Liquor Store Parcels, Excelsior Boulevard and France Avenue South, St. Louis Park, MN dated August 2008, prepared by Liesch Companies and (b) Phase II Environmental Site Assessment, Proposed Ellipse on Excelsior, Northwest Quadrant of Excelsior Boulevard and France Avenue South, St. Louis Park, MN dated October 2008, prepared by Liesch Companies. “Event of Default” means an action by the Redeveloper listed in Article IX of this Agreement. "Holder" means the owner of a Mortgage. “HRA Act” means Minnesota Statutes, Sections 469.001 to 469.047, as amended. "Maturity Date" means the date that the Note has been paid in full or terminated in accordance with its terms, whichever is earlier. “Met Council” means the Metropolitan Council. “Met Council Grant Agreement” means any Metropolitan Livable Communities Act Grant Agreement between the Metropolitan Council and the Authority, executed by the parties thereto. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 20 “Minimum Improvements” means construction on the Redevelopment Property of a five- story building consisting of approximately 58 market-rate rental apartments, and associated surface and structured underground parking, along with all associated infrastructure, sidewalks, and landscaping. “Mortgage” means any mortgage made by the Redeveloper that is secured, in whole or in part, with the Redevelopment Property and that is a permitted encumbrance pursuant to the provisions of Article VIII of this Agreement. “MPCA” means the Minnesota Pollution Control Agency. "Note” means the Tax Increment Revenue Note, substantially in the form contained in the Authorizing Resolution, to be delivered by the Authority to the Redeveloper in accordance with Section 3.8 hereof. "Project" means the Authority's Redevelopment Project No. 1. “Public Redevelopment Costs” has the meaning provided in Section 3.4(a) hereof. “Project Area” means the geographic area within the boundaries of the Project. “Redeveloper” means Ellipse II LLC, a Delaware limited liability company, or its permitted successors and assigns. “Redevelopment Plan” means the Redevelopment Plan for the Project. “Redevelopment Property” means the real property described in Schedule A of this Agreement. “State” means the state of Minnesota. “Streetscaping” means sidewalk, lighting, and boulevard treatments consistent with those elements existing on that portion of Excelsior Boulevard abutting the Redevelopment Property in the City. "Tax Increment" means that portion of the real property taxes that is paid with respect to the Redevelopment Property and that is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" or "TIF Act" means the Tax Increment Financing Act, Minnesota Statutes Sections 469.174 to 469.179, as amended. "Tax Increment District" or "TIF District" means the Ellipse on Excelsior Tax Increment Financing District created by the City and the Authority. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 21 "Tax Increment Plan" or "TIF Plan" means the Tax Increment Financing Plan for the TIF District approved by the City Council on February 2, 2009, and as it may be amended. . “Tax Official” means any County assessor, County auditor, County or State board of equalization, the commissioner of revenue of the State, or any State or federal district court, the tax court of the State, or the State Supreme Court. “Transfer” has the meaning set forth in Section 8.2(a) hereof. “Unavoidable Delays” means delays beyond the reasonable control of the party seeking to be excused as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the Authority or City in exercising their rights under this Agreement), including without limitation condemnation or threat of condemnation of any portion of the Redevelopment Property, which directly result in delays. Unavoidable Delays shall not include delays experienced by the Redeveloper in obtaining permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such construction is required under Section 4.3 of this Agreement, so long as the Construction Plans have been approved in accordance with Section 4.2 hereof. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 22 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. (a) The Authority is an economic development authority duly organized and existing under the laws of the State. U nder the provisions of the Act and the HRA Act, the Authority has the power to enter into this Agreement and carry out its obligations hereunder. (b) The Authority will use its best efforts to facilitate development of the Minimum Improvements, including but not limited to cooperating with the Redeveloper in obtaining necessary administrative and land use approvals and construction financing pursuant to Section 7.1 hereof. (c) The Authority will issue the Note, subject to all the terms and conditions of this Agreement. (d) The activities of the Authority are undertaken for the purpose of fostering the redevelopment of certain real property that is occupied by substandard and obsolete buildings, which will revitalize this portion of the Project Area, increase tax base, and increase housing opportunities. Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper represents and warrants that: (a) The Redeveloper is a limited liability company, duly organized and in good standing under the laws of the State of Delaware, is not in violation of any provisions of its articles of organization or bylaws, is duly qualified as a foreign limited liability company and authorized to transact business within the State, has power to enter into this Agreement and has duly authorized the execution, delivery, and performance of this Agreement by proper action of its members. (b) If the Redeveloper acquires the Redevelopment Property in accordance with this Agreement, the Redeveloper will construct, operate and maintain the Minimum Improvements in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and regulations (including, but not limited to, environmental, zoning, building code, energy-conservation and public health laws and regulations). (c) The Redeveloper will use reasonable efforts to secure all permits, licenses and approvals necessary for construction of the Minimum Improvements. (d) The Redeveloper has delivered the Environmental Reports to the Authority. (e) The Redeveloper has received no written notice or other written communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation (other than those EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 23 notices or communications of which the Authority is aware). S ubject to the contents of the Environmental Reports, the Redeveloper is aware of no facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state or federal environmental law, regulation or review procedure. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) The proposed development by the Redeveloper hereunder would not occur but for the tax increment financing assistance being provided by the Authority hereunder. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 24 ARTICLE III Property Acquisition; Public Redevelopment Costs Section 3.1. C onveyance of the Property. (a) The Authority owns the Redevelopment Property and will convey title to and possession of the Redevelopment Property to the Redeveloper, subject to all the terms and conditions of this Agreement. (b) On or before Closing (as defined in Section 3.3(b) hereof), the Redeveloper shall prepare and obtain City approval of a PUD Major Amendment to the Ellipse on Excelsior development (the “PUD Amendment”), a PUD for the Redevelopment Property (the “PUD”), and a plat of the Redevelopment Property (the “Redevelopment Plat”) at Redeveloper’s cost and subject to all City ordinances and procedures. Nothing in this Agreement is intended to limit the City’s authority in reviewing the preliminary plat, or to preclude revisions requested or required by the City. (c) The City and Authority will use their best efforts to obtain approval by the City Council before Closing of any amendment to the City zoning ordinance in order to permit construction of the Minimum Improvements on the Redevelopment Property. Section 3.2. Purchase Price; Provisions for Payment. The purchase price to be paid to the Authority by the Redeveloper in exchange for the conveyance of the Redevelopment Property shall be $810,000. The parties agree and acknowledge that the Redeveloper has placed $25,000 as earnest money (the “Earnest Money”) into an escrow account administered by a title company reasonably acceptable to the Authority (the “Title Company”), to be held and applied to the Purchase Price on the Closing Date unless disbursed as provided in Section 3.3(a). The balance of the Purchase Price shall be paid at Closing. Section 3.3. C onditions of Conveyance. ( a) The Authority shall convey title to and possession of the Redevelopment Property to the Redeveloper by quit claim deed substantially in the form set forth on Schedule B to this Agreement (the “Deed”). The Authority's obligation to convey the Redevelopment Property to the Redeveloper is subject to satisfaction of the following terms and conditions: (1) The Authority having approved permanent financing for construction of the Minimum Improvements in accordance with Article VII hereof, and the Redeveloper having closed on such permanent financing at or before Closing on t ransfer of title to the Redevelopment Property to the Redeveloper. (2) The City having approved the Redevelopment Plat, PUD, and PUD Amendment in accordance with Section 3.1, and the City and Redeveloper having recorded the Redevelopment Plat before Closing. (3) The City having approved all necessary zoning variances to the Redevelopment Property in accordance with Section 3.1. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 25 (4) The Authority having approved Construction Plans for the Minimum Improvements in accordance with Section 4.3. (5) The Redeveloper having reviewed and approved (or waived objections to) title to the Redevelopment Property as set forth in Section 3.5. (6) There is no uncured Event of Default under this Agreement. Conditions (1), (2), (4) and (6) are solely for the benefit of the Authority, and may be waived by the Authority. Condition (5) is solely for the benefit of the Redeveloper, and may be waived by the Redeveloper. Condition (3) is for the benefit of both parties and may be waived by both parties. If any condition is not satisfied or waived by the applicable party on or before Closing, then either party may terminate this Agreement by ten days’ written notice to the other party. Upon such termination, the Title Company shall release the Earnest Money to the Developer along with any accrued interest thereon and neither party shall have any further obligations or liability to the other hereunder; provided, however, that if there are Administrative Costs (as defined in Section 3.11) incurred but unpaid at the time of such termination, Earnest Money shall first be disbursed to the Authority to the extent necessary to reimburse the Authority for such Administrative Costs, and the remainder thereof shall be disbursed to the Redeveloper. (b) The closing on conveyance of the Redevelopment Property from the Authority to the Redeveloper (“Closing”) shall occur upon satisfaction of the conditions specified in this Section, but no later than December 1, 2012. Section 3.4. Place of Document Execution, Delivery and Recording. (a) Unless otherwise mutually agreed by the Authority and the Redeveloper, the execution and delivery of all deeds, documents and the payment of any purchase price shall be made at the offices of the Authority or such other location to which the parties may agree. (b) The Deed shall be in recordable form and shall be promptly recorded in the proper office for the recordation of deeds and other instruments pertaining to the Redevelopment Property. At closing, the Redeveloper shall pay: all recording costs, including state deed tax, in connection with the conveyance of the Redevelopment Property; title insurance commitment fees and premiums, if any; and title company closing fees, if any. The Authority shall pay costs of recording any instruments used to clear title encumbrances; and any special assessments outstanding or levied against the Redevelopment Property as of the Closing Date. The parties agree and understand that the Redevelopment Property is exempt from property taxes for taxes payable in 2012, and is expected to be exempt for taxes payable in 2013. Section 3.5. Title. ( a) As soon as practicable after the date of this Agreement, the Redeveloper, at Redeveloper’s sole expense, shall obtain a commitment for the issuance of a policy of title for the Redevelopment Property. The Redeveloper shall have twenty (20) days from the date of its receipt of such commitment to review the state of title to the Redevelopment Property and to provide the Authority with a list of written objections to such title. Upon receipt of the Redeveloper's list of written objections, the Authority shall proceed in good faith and with all due diligence to attempt to cure the objections made by the Redeveloper. In the event that the Authority EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 26 has failed to cure objections within sixty (60) days after its receipt of the Redeveloper's list of such objections, the Redeveloper may by the giving of written notice to the Authority (i) terminate this Agreement, upon the receipt of which this Agreement shall be null and void and neither party shall have any liability hereunder, other than Redeveloper’s obligations under Section 3.11 hereof; or (ii) waive the objections and proceed to Closing. The Authority shall have no obligation to take any action to clear defects in the title to the Redevelopment Property, other than the good faith efforts described above. (b) The Authority shall take no actions to encumber title to the Redevelopment Property between the date of this Agreement and the time the deed is delivered to the Redeveloper. (c) The Redeveloper shall take no a ctions to encumber title to the Redevelopment Property between the date of this Agreement and the time the deed is delivered to the Redeveloper. The Redeveloper expressly agrees that it will not cause or permit the attachment of any mechanics, attorneys, or other liens to the Redevelopment Property prior to Closing. N otwithstanding termination of this Agreement prior to Closing, Redeveloper is obligated to pay all costs to discharge any encumbrances to the Redevelopment Property attributable to actions of Redeveloper, its employees, officers, agents or consultants, including without limitation the Architect, Contractor and Redeveloper’s Engineer. Section 3.6. Environmental Conditions. (a ) The parties acknowledge that MPCA has approved a voluntary response action plan (“VRAP”) providing for remediation of hazardous wastes and contaminants on the Redevelopment Property. Redeveloper shall promptly undertake remediation and any other actions required under the VRAP, subject to the reimbursement as further described in this Agreement. In accordance with the VRAP, the Authority agrees to execute the Declaration of Restrictions and Covenants and Affidavit Concerning Real Property Contaminated With Hazardous Substances (the “Declaration”) in substantially the form attached to the VRAP, such execution to occur at Redeveloper’s request at the time and upon satisfaction of the conditions specified in the VRAP. Redeveloper expressly agrees to perform any task or obligation imposed under the VRAP and the Declaration, including without limitation any emergency procedures described in Section 8 of the Declaration. (b) The Redeveloper acknowledges that the Authority makes no r epresentations or warranties as to the condition of the soils on the Redevelopment Property or the fitness of the Redevelopment Property for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property, and that the assistance provided to the Redeveloper under this Agreement neither implies any responsibility by the Authority or the City for any contamination of the Redevelopment Property nor imposes any obligation on such parties to participate in any cleanup of the Redevelopment Property. (c) Without limiting its obligations under Section 8.3 of this Agreement, Redeveloper agrees to indemnify, defend, and hold harmless the Authority, the City and their governing body members, officers and employees (the "Indemnified Parties"), from any claims or actions to the extent arising out of any claim related to the presence of hazardous substances on the Redevelopment Property which either (i) arise out of activities of Redeveloper on t he Redevelopment Property or (ii) arise out of hazardous substances, asbestos, petroleum EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 27 substances, or pollutants, irritants or contaminants brought onto the Redevelopment Property by Redeveloper. In addition, Redeveloper agrees to release the Indemnified Parties from any and all costs, expenses, losses, liabilities, claims, causes of action, demands, and damages relating to the environmental conditions on the Redevelopment Property as of the Date of Closing, including without limitation any claim the Redeveloper may have to recover from all or any of the Indemnified Parties any costs or expenses incurred by the Redeveloper in performing the remediation of the Redevelopment Property (except those costs or expenses reimbursed through tax increment or grants). Nothing in this section will be construed to limit or affect any limitations on liability of the City or Authority under State or federal law, including without limitation Minnesota Statutes Sections 466.04 and 604.02. Section 3.7. Grant Disbursement. (a) To finance a portion of the extraordinary costs of environmental remediation on t he Redevelopment Property (the “Grant-Eligible Costs”), the Authority has applied for and has received certain grants from DEED in the amount of $346,690, from the Met Council in the amount of $275,000, and from the County in the amount of $200,000 (the “Grants”). (b) The Authority will pay or reimburse the Redeveloper for Grant-Eligible Costs from and to the extent of available grant proceeds in accordance with the terms of the applicable DEED Grant Agreement, Met Council Grant Agreement, and/or County Grant Agreement, respectively (collectively, the “Grant Agreements”), and the terms of this Section. Notwithstanding anything to the contrary herein, if Grant-Eligible Costs exceed the amount to be reimbursed under such agreements or this Section, such excess shall be the sole responsibility of the Redeveloper (except to the extent reimbursable under the Note). (c) All disbursements will be made subject to the conditions precedent that on the date of such disbursement: (1) The Authority has received a written statement from the Redeveloper’s authorized representative certifying with respect to each payment: (a) that none of the items for which the payment is proposed to be made has formed the basis for any payment previously made under this Section (or before the date of this Agreement); (b) that each item for which the payment is proposed is a Grant-Eligible Cost, including a statement specifying which grant is the eligible funding source; and (c) that the Redeveloper reasonably anticipates completion of the Grant-Eligible Costs and the Minimum Improvements in accordance with the terms of this Agreement. (2) No Event of Default under this Agreement or event which would constitute such an Event of Default but for the requirement that notice be given or that a period of grace or time elapse, shall have occurred and be continuing. (3) No license or permit necessary for undertaking the Grant-Eligible Costs or constructing the Minimum Improvements shall have been revoked or the issuance thereof subjected to challenge before any court or other governmental authority having or asserting jurisdiction thereover. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 28 (4) Redeveloper has submitted, and the Authority has approved, Construction Plans for the Minimum Improvements in accordance with Article IV hereof. (d) Whenever the Redeveloper desires a disbursement to be made hereunder, which shall be no more often than bi-weekly, the Redeveloper shall submit to the Authority a draw request in the form attached as Schedule C duly executed on behalf of the Redeveloper accompanied by paid invoices or other comparable evidence that the cost has been incurred and paid or is payable by Redeveloper. Each draw request shall constitute a representation and warranty by the Redeveloper that all representations and warranties set forth in this Agreement are true and correct as of the date of such draw request. (e) If the Redeveloper has performed all of its agreements and complied with all requirements theretofore to be performed or complied with hereunder, including satisfaction of all applicable conditions precedent contained in Article III hereof, the Authority shall make a disbursement to the Redeveloper in the amount of the requested disbursement or such lesser amount as shall be approved, within twenty Business Days after the date of the Authority’s receipt of the draw request, or, if later, upon receipt of grant proceeds from DEED, the Met Council, or the County, as the case may be. Each disbursement shall be paid from the grant source designated by the Redeveloper, subject to the Authority’s determination that the relevant Grant-Eligible Cost is payable from the designated source under the DEED Grant Agreement, the Met Council Grant Agreement, or the County Grant Agreement. (f) The making of the final disbursement by the Authority under this Section shall be subject to the condition precedent that the Redeveloper shall be in compliance with all conditions set forth in this Section and further, that the following conditions shall have been satisfied: (1) The Redeveloper shall have received a certificate of completion from the MPCA pursuant to Minnesota Statutes, Section 115B.175, subdivision 5, clause (b); and (2) The Authority shall have received a lien waiver from each contractor for all work done and for all materials furnished by it for the Grant-Eligible Costs. (g) The Authority may, in its sole discretion, without notice to or consent from any other party, waive any or all conditions for disbursement set forth in this Article. However, the making of any disbursement prior to fulfillment of any condition therefor shall not be construed as a waiver of such condition, and the Authority shall have the right to require fulfillment of any and all such conditions prior to authorizing any subsequent disbursement. (h) The Authority has commenced the application process for a Transit-Oriented Development grant from the Met Council to further reimburse the Redeveloper for Grant-Eligible Costs and/or Public Redevelopment Costs, and agrees to monitor the availability of other sources of grant funds for which the Minimum Improvements and/or the Redevelopment Property may be eligible, to timely inform the Redeveloper of any grants for which the development of the Minimum Improvements may be a good candidate, and to apply for such grants if the Redeveloper so requests. The Redeveloper agrees that if the award of additional grants results in the reimbursement of Grant- Eligible Costs or Public Redevelopment Costs in an amount that, when added to the assistance EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 29 granted through the issuance of the Note, is greater than the financing gap demonstrated by the Redeveloper, the principal amount of the Note may be adjusted accordingly. (i) The Redeveloper agrees to submit written reports to the Authority from time to time, containing such information as the Authority requires to remain in compliance with reporting requirements under the Grant Agreements and state law. T he Authority will provide the Redeveloper with information regarding required forms. Section 3.8. Issuance of Note. (a) Generally. The Authority has determined that, in order to make development of the Minimum Improvements financially feasible, it is necessary to reimburse Redeveloper for a portion of the cost of the underground structured parking and site preparation related to the environmental contamination cleanup (the “Public Redevelopment Costs”), subject to the terms of this Section. (b) Terms. To reimburse the Public Redevelopment Costs incurred by Redeveloper, the Authority shall issue and the Redeveloper shall purchase the Note in the maximum principal amount of $700,000. The Authority shall issue and deliver the Note upon Redeveloper having: (i) delivered to the Authority one or more certificates signed by the Redeveloper’s duly authorized representative, containing the following: (i) a statement that each cost identified in the certificate is a Public Redevelopment Cost as defined in this Agreement and that no pa rt of such cost has been included in any previous certification; (ii) evidence that each identified Public Redevelopment Cost has been paid or incurred by or on behalf of the Redeveloper; and (iii) a statement that no uncured Event of Default by the Redeveloper has occurred and is continuing under the Agreement. The Authority may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the Authority may reasonably require; (ii) submitted and obtained Authority approval of financing in accordance with Section 7.1; and (iii) delivered to the Authority an investment letter in a form reasonably satisfactory to the Authority. The terms of the Note will be substantially those set forth in the form of the Note shown in Schedule D, and the Note will be subject to all terms of the Authorizing Resolution, which are incorporated herein by reference. (c) Termination of right to Note. In accordance with Section 469.1763, Subdivision 3 of the TIF Act, conditions for delivery of the Note must be met by July 9, 2014 (five years after the date of certification of the TIF District by the County). If the conditions are not satisfied by such date, the Authority has no further obligations under this Section 3.8. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 30 (d) Assignment of Note. The Authority acknowledges that the Redeveloper may assign the Note to a third party. The Authority consents to such an assignment, conditioned upon receipt of an investment letter from such third party in a form reasonably acceptable to the Authority. (e) Qualifications. The Redeveloper understands and acknowledges that the Authority makes no representations or warranties regarding the amount of Tax Increment, or that revenues pledged to the Note will be sufficient to pay the principal and interest on the Note. Any estimates of Tax Increment prepared by the Authority or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the Authority, and are not intended as representations on which the Redeveloper may rely. Public Redevelopment Costs exceeding the principal amount of the Note are the sole responsibility of Redeveloper. Section 3.9. TIF Lookback. (a) Generally. The financial assistance to the Redeveloper under this Agreement is based on certain assumptions regarding likely costs and expenses associated with constructing the Minimum Improvements. The Authority and the Redeveloper agree that those assumptions will be reviewed at the times described in this Section, and that the amount of Tax Increment assistance provided under Section 3.8 will be adjusted accordingly. (b) Definitions. For the purposes of this Section, the following terms have the following definitions: “Calculation Date” means 60 days after the earliest of (i) the date of Stabilization for the Minimum Improvements; (ii) the date of any Transfer in whole or in part of the Minimum Improvements; or (iii) three years after the date of issuance of the Certificate of Completion for the Minimum Improvements. “Net Operating Income” means all net rental income from the Minimum Improvements received in the last fiscal year prior to the Calculation Date, subject to the following adjustments: (i) if the Minimum Improvements have not reached Stabilization as of the Calculation Date, income will be calculated as the sum of actual rent, parking and miscellaneous income plus assumed rent, parking and miscellaneous income for the space needed to reach 93% lease-up at rates equal to the average rent and parking income from actual leases and miscellaneous income as of the Calculation Date; (ii) from that total will be deducted actual fees, operating and management expenses as outlined on Schedule G hereto (if Stabilization has occurred) or estimated fees, operating and management expenses as if the Minimum Improvements were 93% leased (if Stabilization has not occurred). “Stabilization” means 93% of the Minimum Improvements are leased. (c) Lookback Calculation. On the applicable Calculation Date, the Redeveloper shall deliver to the Authority reasonable evidence of its actual annualized cumulative internal rate of return (the “IRR”) from the Minimum Improvements, calculated as of the applicable Calculation Date, along with the estimated annualized cumulative IRR from the Minimum Improvements EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 31 assuming a sale in the tenth year after the date of issuance of the Certificate of Completion for the Improvements. The IRR shall be calculated based on equity, revenues and expenses in substantially in the format of the lookback pro forma attached as Schedule G hereto. The Redeveloper agrees to provide to the Authority any background documentation reasonably related to the financial data, upon written request from the Authority or the Authority’s financial consultant. T he Authority may, by written request, require Redeveloper to deliver to the Authority a written certificate of a certified public accountant regarding total redevelopment costs and revenues, to be provided at Redeveloper’s expense. The amount by which the IRR exceeds eighteen percent (18%) shall be referred to as the “Excess Percentage.” T he Excess Percentage, multiplied by Redeveloper’s equity in the Apartments (as calculated for purposes of determining the IRR), is the “Participation Amount.” If the Authority determines that there is a Participation Amount, the Authority shall deliver written notice to the Redeveloper stating the Participation Amount and applying fifty percent (50%) of the Participation Amount as prepayment of the outstanding principal amount of the Note in accordance with Section 5(b) of the Note, effective upon delivery of such notice. Section 3.10. Business Subsidy. T he Redeveloper warrants and represents that the Redeveloper’s investment in the purchase of the Redevelopment Property equals at least 70% of the County assessor’s finalized market value of the Redevelopment Property for the 2011 assessment year, calculated as follows: Cost of acquisition of Redevelopment Property……...………...$810,000 Assessor's finalized market value of Redevelopment Property (pay 2012)...................……………$949,000 $810,000 (net acquisition cost) is 85% of $949,000 (assessor's finalized fair market value of the Redevelopment Property payable in 2012). Accordingly, the parties agree and understand that the financial assistance described in this Agreement does not constitute a business subsidy within the meaning of the Business Subsidy Act. T he Redeveloper releases and waives any claim against the Authority and its governing body members, officers, agents, servants and employees thereof arising from application of the Business Subsidy Act to this Agreement, including without limitation any claim that the Authority failed to comply with the Business Subsidy Act with respect to this Agreement. Section 3.11. Payment of Authority Costs. The Redeveloper agrees that it will pay, within 15 days after written notice from the Authority, the reasonable costs of consultants and attorneys retained by the Authority in connection with any necessary modification of the TIF Plan for the TIF District, and the negotiation and preparation of this Agreement and other incidental agreements and documents contemplated hereunder, including without limitation agreements and documents related to land conveyance, development and financing assistance. The Authority will provide written reports describing the costs accrued under this Section upon request from the Redeveloper, but not more often than intervals of 45 days. Any amount deposited by the Redeveloper upon filing its EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 32 application for tax increment financing with the Authority will be credited to the Redeveloper’s obligation under this Section. Upon termination of this Agreement in accordance with its terms, the Redeveloper remains obligated under this section for costs incurred through the effective date of termination. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 33 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Improvements. The Redeveloper agrees that it will construct or cause construction of the Minimum Improvements on the Redevelopment Property in accordance with the approved Construction Plans and that it will, during any period while the Redeveloper retains ownership of any portion of the Minimum Improvements, operate and maintain, preserve and keep the Minimum Improvements or cause the Minimum Improvements to be maintained, preserved and kept with the appurtenances and every part and parcel thereof, in good repair and condition. Section 4.2. Construction Plans. (a) Before commencing construction of the Minimum Improvements, the Redeveloper shall submit to the Authority Construction Plans for the Minimum Improvements. T he Construction Plans shall provide for the construction of the Minimum Improvements and shall be in conformity with this Agreement, the Redevelopment Plan and all applicable State and local laws and regulations. The Authority will approve the Construction Plans in writing if (i) the Construction Plans conform to all terms and conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the Redevelopment Plan; (iii) the Construction Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations; (iv) the Construction Plans are adequate to provide for construction of the Minimum Improvements; (v) the Construction Plans do not provide for expenditures in excess of the funds available to the Redeveloper for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. No approval by the Authority shall relieve the Redeveloper of the obligation to comply with the terms of this Agreement, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the Authority shall constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Redeveloper in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the Authority, in whole or in part. Such rejections shall set forth in detail the reasons therefor based upon the criteria set forth in (i) through (vi) above, and shall be made within 20 days after the date of receipt of final plans from the Redeveloper. If the Authority rejects any Construction Plans in whole or in part, the Redeveloper shall submit new or corrected Construction Plans within twenty (20) days after written notification to the Redeveloper of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the Authority. The Authority's approval shall not be unreasonably withheld. S aid approval shall constitute a conclusive determination that the Construction Plans (and the Minimum Improvements, constructed in accordance with said plans) comply to the Authority's satisfaction with the provisions of this Agreement relating thereto. The Redeveloper hereby waives any and all claims and causes of action whatsoever resulting from the review of the Construction Plans by the Authority and/or any changes in the Construction Plans requested by the Authority. Neither the Authority, the City, nor any employee or official of the Authority or City shall be responsible in any manner whatsoever for any defect in the Construction Plans or in any work done pursuant to the Construction Plans, including changes requested by the Authority. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 34 (b) If the Redeveloper desires to make any material change in the Construction Plans or any component thereof after their approval by the Authority, the Redeveloper shall submit the proposed change to the Authority for its approval. F or the purpose of this section, the term “material” means changes that increase or decrease construction costs by $500,000 or more. If the Construction Plans, as modified by the proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the Authority shall approve the proposed change and notify the Redeveloper in writing of its approval. Such change in the Construction Plans shall, in any event, be deemed approved by the Authority unless rejected, in whole or in part, by written notice by the Authority to the Redeveloper, setting forth in detail the reasons therefor. Such rejection shall be made within 10 days after receipt of the notice of such change. The Authority's approval of any such change in the Construction Plans will not be unreasonably withheld. Section 4.3. Commencement and Completion of Construction. (a) Subject to Unavoidable Delays, the Redeveloper shall commence construction of the Minimum Improvements by January 31, 2013. Subject to Unavoidable Delays, the Redeveloper shall complete the construction of the Minimum Improvements by April 1, 2014. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on t he Redevelopment Property shall be in conformity with the Construction Plans as submitted by the Redeveloper and approved by the Authority. (b) The Redeveloper agrees for itself, its successors, and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently prosecute to completion the development of the Redevelopment Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be commenced and completed within the period specified in this Section 4.3 of this Agreement. After the date of this Agreement and until the Minimum Improvements have been full y leased, the Redeveloper shall make reports, in such detail and at such times as may reasonably be requested by the Authority, but no more than monthly, as to the actual progress of the Redeveloper with respect to such construction and leasing. (c) The Redeveloper shall comply with the City’s Green Building Policy, adopted by the City Council on February 16, 2010 and as such policy may be amended as of the date of issuance of a building permit for the Minimum Improvements, and shall use commercially reasonable efforts to obtain “green” certification for the Minimum Improvements. A s a condition to issuance of a Certificate of Completion for the Minimum Improvements, Redeveloper shall submit to the Authority either (a) evidence of certification from Leadership in Energy and Environmental Design (“LEED”) or similar certification or (b) in absence of actual certification, evidence of compliance with the Green Building Policy including a detail of the specific energy-efficient/sustainable features or components implemented in the construction of the Minimum Improvements. Section 4.4. Certificate of Completion. (a) Promptly after completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Redeveloper to construct the Minimum Improvements (including the dates for beginning and completion thereof and the efforts regarding LEED or comparable certification EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 35 described in Section 4.3), the Authority Representative shall deliver to the Redeveloper a Certificate in substantially the form shown as Schedule E, in recordable form and executed by the Authority. (b) If the Authority Representative shall refuse or fail to provide any certification in accordance with the provisions of this Section 4.4 of this Agreement, the Authority Representative shall, within thirty (30) days after written request by the Redeveloper, provide the Redeveloper with a written statement, indicating in adequate detail in what respects the Redeveloper has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Authority, for the Redeveloper to take or perform in order for the Authority to issue the Certificate of Completion. (c) The construction of the Minimum Improvements shall be deemed to be substantially complete upon issuance of a certificate of occupancy for the Minimum Improvements, and upon determination by the Authority Representative that all related site improvements on the Redevelopment Property have been substantially completed in accordance with approved Construction Plans, subject to landscaping that cannot be completed until seasonal conditions permit. Section 4.5. Records. The Authority and the City through any authorized representatives, shall have the right at all reasonable times after reasonable notice to inspect, examine and copy all books and records of Redeveloper relating to the Minimum Improvements. Such records shall be kept and maintained by Redeveloper through the Maturity Date. Section 4.6. Special Service District Payments in Lieu; Maintenance. (a) The Redeveloper understands that the Redevelopment Property currently lies within the City’s Special Service District No. 2 (the “Special Service District”) and is subject to existing special service charges levied on all properties in the District as authorized by Minn. Stat. 428A. The Redeveloper acknowledges that the Special Service District will continue to provide benefits to the Redevelopment Property. The Redeveloper agrees to continue to pay annual services charges for the Special Service District in an amount equal to what would be the amount payable by the Redevelopment Property if it remained a commercial property. The detailed special services and service charges to be assessed will be determined by mutual agreement of the parties. In accordance with Minnesota Statutes, Chapter 428A, special services will not include any service that is ordinarily provided throughout the City from general fund revenues except to the extent an increased level of service is provided in the Special Service District. The Redeveloper further waives all rights to veto, appeal or otherwise object to imposition of a service charge levied in accordance with this paragraph. (b) By no l ater than December 31, 20 13, the Redeveloper shall submit to the Authority for review and approval a plan for maintenance and operation of all pedestrian and landscaping improvements located within the Redevelopment Property (the “Maintenance Plan”). The Maintenance Plan must address, at a minimum: snow removal from pedestrian connections and sidewalks; and maintenance and replacement of boulevard landscaping, irrigation and other Streetscaping (the “Maintenance”); a description of how the Maintenance costs will be assessed to tenants; and enforcement mechanisms. Within sixty (60) days after EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 36 receipt of the Maintenance Plan, the Authority will approve or deny the Maintenance Plan in writing, which approval shall not be unreasonably withheld, delayed or denied. If the Authority denies approval of the Maintenance Plan, the denial shall set forth in detail the reasons therefor, and Redeveloper shall submit a new or corrected Maintenance Plan within thirty (30) days after written notification to the Redeveloper of the denial. (b) If the Redeveloper fails to perform the Maintenance in accordance with the Maintenance Plan, the Authority, at its option and following 30 d ays written notice to the Redeveloper, may enter the Redevelopment property and perform the Maintenance. T he Redeveloper agrees to permit the City to specially assess any costs of the Maintenance proportionately against the Minimum Improvements. The Redeveloper, on behalf of itself and its successors and assigns, acknowledges the benefit to the lots within the Redevelopment Property of the Maintenance and consents to such assessment and waives the right to a hearing, notice of hearing, or any appeal. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 37 ARTICLE V Insurance Section 5.1. Insurance. (a) The Redeveloper will provide and maintain at all times during the process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance Policy and, from time to time during that period, at the request of the Authority, furnish the Authority with proof of payment of premiums on policies covering the following: (i) Builder’s risk insurance, written on the so-called “Builder’s Risk -- Completed Value Basis,” in an amount equal to 100% of the principal amount of the Note, and with coverage available in nonreporting form on the so-called “all risk” form of policy. The interest of the Authority shall be protected in accordance with a clause in form and content satisfactory to the Authority; (ii) Comprehensive general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations, and contractual liability insurance) together with an Owner’s Protective Liability Policy with limits against bodily injury and property damage of not less than $1,000,000 for each occurrence (to accomplish the above-required limits, an umbrella excess liability policy may be used). The Authority shall be listed as an additional insured on the policy; and (iii) Workers’ compensation insurance, with statutory coverage, provided that the Redeveloper may be self-insured with respect to all or any part of its liability for workers’ compensation. (b) Upon completion of construction of the Minimum Improvements and prior to the Maturity Date, the Redeveloper shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the request of the Authority shall furnish proof of the payment of premiums on, insurance as follows: (i) Insurance against loss and/or damage to the Minimum Improvements under a policy or policies covering such risks as are ordinarily insured against by similar businesses. (ii) Comprehensive general public liability insurance, including personal injury liability (with employee exclusion deleted), against liability for injuries to persons and/or property, in the minimum amount for each occurrence and for each year of $1,000,000, and shall be endorsed to show the City and Authority as additional insureds. (iii) Such other insurance, including workers' compensation insurance respecting all employees of the Redeveloper, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Redeveloper may be self-insured with respect to all or any part of its liability for workers' compensation. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 38 (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Redeveloper that are authorized under the laws of the State to assume the risks covered thereby. Upon request, the Redeveloper will deposit annually with the Authority policies evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to reduce the coverage provided below the amounts required herein without giving written notice to the Redeveloper and the Authority at least 30 days before the cancellation or modification becomes effective. In lieu of separate policies, the Redeveloper may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Redeveloper shall deposit with the Authority a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. (d) The Redeveloper agrees to notify the Authority immediately in the case of damage exceeding $100,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof resulting from fire or other casualty. In such event the Redeveloper will forthwith repair, reconstruct, and restore the Minimum Improvements to substantially the same or an improved condition or value as it existed prior to the event causing such damage and, to the extent necessary to accomplish such repair, reconstruction, and restoration, the Redeveloper will apply the net proceeds of any insurance relating to such damage received by the Redeveloper to the payment or reimbursement of the costs thereof. The Redeveloper shall complete the repair, reconstruction and restoration of the Minimum Improvements, regardless of whether the net proceeds of insurance received by the Redeveloper for such purposes are sufficient to pay for the same. Any net proceeds remaining after completion of such repairs, construction, and restoration shall be the property of the Redeveloper. (e) In lieu of its obligation to reconstruct the Minimum Improvements as set forth in this Section, the Redeveloper shall have the option of: (i) if Redeveloper has assigned the Note to a third party, paying to the Authority an amount that, in the opinion of the Authority and its fiscal consultant, is sufficient to pay or redeem the outstanding principal and accrued interest on the Note, or (ii) so long as the Redeveloper is the owner of the Note, waiving its right to receive subsequent payments under the Note. (f) The Redeveloper and the Authority agree that all of the insurance provisions set forth in this Article V shall terminate upon the termination of this Agreement. Section 5.2. Subordination. Notwithstanding anything to the contrary herein, the rights of the Authority with respect to the receipt and application of any insurance proceeds shall, in all respects, be subordinate and subject to the rights of any Holder under a Mortgage allowed pursuant to Article VII of this Agreement. (The remainder of this page is intentionally left blank.) EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 39 ARTICLE VI Tax Increment; Taxes Section 6.1. Right to Collect Delinquent Taxes. The Redeveloper acknowledges that the Authority is providing substantial aid and assistance in furtherance of the development through reimbursement of Public Redevelopment Costs. T he Redeveloper understands that the Tax Increments pledged to payment on t he Note are derived from real estate taxes on the Redevelopment Property, which taxes must be promptly and timely paid. T o that end, the Redeveloper agrees for itself, its successors and assigns, that in addition to the obligation pursuant to statute to pay real estate taxes, it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Redevelopment Property and the Minimum Improvements. The Redeveloper acknowledges that this obligation creates a contractual right on behalf of the Authority to sue the Redeveloper or its successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon and to pay over the same as a tax payment to the county auditor. In any such suit, the Authority shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 6.2. Review of Taxes. The Redeveloper agrees that prior to the Maturity Date it will not cause a reduction in the real property taxes paid in respect of the Redevelopment Property through: (A) willful destruction of the Redevelopment Property or any part thereof; or (B) willful refusal to reconstruct damaged or destroyed property pursuant to Section 5.1 of this Agreement, except as provided in Section 5.1(e). The Redeveloper also agrees that it will not, prior to the Maturity Date, seek exemption from property tax for the Redevelopment Property or any portion thereof or transfer or permit the transfer of the Redevelopment Property to any entity that is exempt from real property taxes and state law (other than any portion thereof dedicated or conveyed to the City in accordance with platting of the Redevelopment Property), or apply for a deferral of property tax on the Redevelopment Property pursuant to any law. Section 6.3. Assessment Agreement. (a) Upon execution of this Agreement, the Redeveloper shall, with the Authority, execute an assessment agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8, s pecifying an assessor's minimum market value for the Redevelopment Property and Minimum Improvements constructed thereon (the “Assessment Agreement”). The amount of the minimum market value shall be $6,380,000 as of January 2, 2014 and each January 2 thereafter, notwithstanding the status of construction by such dates. (b) The Assessment Agreement shall be substantially in the form attached hereto as Schedule I. Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a market value to the property in excess of such assessor's minimum market value. The Assessment Agreement shall remain in force for the period specified in the Assessment Agreement. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 40 ARTICLE VII Other Financing Section 7.1. Generally. Before issuance of the Note, the Redeveloper shall submit to the Authority or provide access thereto for review by Authority staff, consultants and agents, evidence reasonably satisfactory to the Authority that Redeveloper has available funds, or commitments to obtain funds, whether in the nature of mortgage financing, equity, grants, loans, or other sources sufficient for paying the cost of the developing the Minimum Improvements, provided that any lender or grantor commitments shall be subject only to such conditions as are normal and customary in the commercial lending industry. Section 7.2. Authority's Option to Cure Default on Mortgage. In the event that any portion of the Redeveloper's funds is provided through mortgage financing, and there occurs a default under any Mortgage authorized pursuant to Article VII of this Agreement, the Redeveloper shall cause the Authority to receive copies of any notice of default received by the Redeveloper from the holder of such Mortgage. Thereafter, the Authority shall have the right, but not the obligation, to cure any such default on behalf of the Redeveloper within such cure periods as are available to the Redeveloper under the Mortgage documents. Section 7.3. Modification; Subordination. The Authority agrees to subordinate its rights under this Agreement to the Holder of any Mortgage securing construction or permanent financing, in accordance with the terms of a subordination agreement substantially in the form attached as Schedule F, or such other form as the Authority approves. (The remainder of this page is intentionally left blank.) EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 41 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development. The Redeveloper represents and agrees that its purchase of the Redevelopment Property, and its other undertakings pursuant to the Agreement, are, and will be used, for the purpose of development of the Redevelopment Property and not for speculation in land holding. Section 8.2. P rohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement. T he Redeveloper represents and agrees that prior to issuance of a C ertificate of Completion for all of the Minimum Improvements: (a) Except only by way of security for, and only for, the purpose of obtaining financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property, or any part thereof, to perform its obligations with respect to undertaking the redevelopment contemplated under this Agreement, and any other purpose authorized by this Agreement, the Redeveloper has not made or created and will not make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Redevelopment Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity whether or not related in any way to the Redeveloper (collectively, a “Transfer”), without the prior written approval of the Authority (whose approval will not be unreasonably withheld, subject to the standards described in paragraph (b) of this Section) unless the Redeveloper remains liable and bound b y this Redevelopment Agreement in which event the Authority’s approval is not required. Any such Transfer shall be subject to the provisions of this Agreement. For the purposes of this Agreement, the term Transfer does not include (i) acquisition of a controlling interest in Redeveloper by another entity or merger of Redeveloper with another entity; or (ii) any sale, conveyance, or transfer in any form to any Affiliate. (b) In the event the Redeveloper, upon Transfer of the Redevelopment Property or any portion thereof either before or after issuance of the Certificate of Completion, seeks to be released from its obligations under this Redevelopment Agreement as to the portion of the Redevelopment Property that is transferred, the Authority shall be entitled to require, except as otherwise provided in the Agreement, as conditions to any such release that: (i) Any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the Authority, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Redeveloper as to the portion of the Redevelopment Property to be transferred. (ii) Any proposed transferee, by instrument in writing satisfactory to the Authority and in form recordable in the public land records of Hennepin County, Minnesota, shall, for itself and its successors and assigns, and expressly for the benefit of the Authority, have expressly assumed all of the obligations of the Redeveloper under this Agreement as to EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 42 the portion of the Redevelopment Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Redeveloper is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Redevelopment Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the Authority) deprive the Authority of any rights or remedies or controls with respect to the Redevelopment Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Redevelopment Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally, or practically, to deprive or limit the Authority of or with respect to any rights or remedies on c ontrols provided in or resulting from this Agreement with respect to the Redevelopment Property that the Authority would have had, had there been no such transfer or change. In the absence of specific written agreement by the Authority to the contrary, no such transfer or approval by the Authority thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise with respect to the Redevelopment Property, from any of its obligations with respect thereto. (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Redevelopment Property governed by this Article VIII, shall be in a form reasonably satisfactory to the Authority. (iv) At the written request of Redeveloper, the Authority shall execute and deliver to Redeveloper and the proposed transferee an estoppel certificate containing commercially customary and reasonable certifications. In the event the foregoing conditions are satisfied then the Redeveloper shall be released from its obligation under this Agreement, as to the portion of the Redevelopment Property that is transferred, assigned, or otherwise conveyed. Section 8.3. Release and Indemnification Covenants. ( a) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties as hereinafter defined, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Redeveloper releases from and covenants and agrees that the Authority, the City, and the governing body members, officers, agents, servants, and employees thereof (the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Redevelopment Property or the Minimum Improvements. (b) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties, and except for any breach by any of the Indemnified Parties EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 43 of their obligations under this Agreement (including without limitation any failure by the Authority to perform any procedure required under law in connection with establishment of the TIF District), the Redeveloper agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action, or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, maintenance, and operation of the Redevelopment Property. (c) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties as hereinafter defined, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Indemnified Parties shall not be liable for any damage or injury to the persons or property of the Redeveloper or its officers, agents, servants, or employees or any other person who may be about the Redevelopment Property or Minimum Improvements. (d) All covenants, stipulations, promises, agreements and obligations of the Authority contained herein shall be deemed to be the covenants, stipulations, promises, agreements, and obligations of such entity and not of any governing body member, officer, agent, servant, or employee of such entities in the individual capacity thereof. (The remainder of this page is intentionally left blank.) EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 44 ARTICLE IX Events of Default Section 9.1. Events of Default Defined. The following shall be “Events of Default” under this Agreement and the term “Event of Default” shall mean, whenever it is used in this Agreement, any one or more of the following events, after the non-defaulting party provides thirty (30) days written notice to the defaulting party of the event, but only if the event has not been cured within said thirty (30) days or, if the event is by its nature incurable within thirty (30) days, the defaulting party does not, within such thirty- (30-) day period, provide assurances reasonably satisfactory to the party providing notice of default that the event will be cured and will be cured as soon as reasonably possible: (a) Failure by the Redeveloper or Authority to observe or perform any covenant, condition, obligation, or agreement on its part to be observed or performed under this Agreement. (b) If, before issuance of the certificate of completion for all the Minimum Improvements, the Redeveloper shall (i) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the United States Bankruptcy Act or under any similar federal or State law, which action is not dismissed within sixty (60) days after filing; or (ii) make an assignment for benefit of its creditors; or (iii) admit in writing its inability to pay its debts generally as they become due; or (iv) be adjudicated a bankrupt or insolvent. Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs, the non-defaulting party may: (a) Suspend its performance under this Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under the Agreement. (b) Upon a default by the Redeveloper under this Agreement, the Authority may terminate the Note and this Agreement. (c) Take whatever action, including legal, equitable, or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant under this Agreement, provided that nothing contained herein shall give the Authority the right to seek specific performance by Redeveloper of the construction of the Minimum Improvements. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 45 Section 9.3. R evesting Title in Authority Upon Happening of Event Subsequent to Conveyance to Redeveloper. In the event that subsequent to conveyance of the Redevelopment Property to Redeveloper and prior to completion of construction of the Minimum Improvements (evidenced by a Certificate of Completion described in Section 4.4): (a) Redeveloper, subject to Unavoidable Delays, shall fail to begin construction of the Minimum Improvements in conformity with this Agreement and such failure to begin construction is not cured within 90 days after written notice from the Authority to Redeveloper to do so; or (b) Redeveloper fails to pay real estate taxes or assessments on the parcel or any part thereof when due, or creates, suffers, assumes, or agrees to any encumbrance or lien on the parcel (except to the extent permitted by this Agreement), or shall suffer any levy or attachment to be made, or any materialmen’s or mechanics’ lien, or any other unauthorized encumbrance or lien to attach, and such taxes or assessments shall not have been paid, or the encumbrance or lien removed or discharged or provision satisfactory to the Authority made for such payment, removal, or discharge, within thirty (30) days after written demand by the Authority to do so; provided, that if Redeveloper first notifies the Authority of its intention to do so, it may in good faith contest any mechanics’ or other lien filed or established and in such event the Authority shall permit such mechanics’ or other lien to remain undischarged and unsatisfied during the period of such contest and any appeal and during the course of such contest Redeveloper shall keep the Authority informed respecting the status of such defense; or (c) there is, in violation of the Agreement, any Transfer of the parcel in violation of the terms of Section 8.2, and such violation is not cured within sixty (60) days after written demand by the Authority to Redeveloper, or if the event is by its nature incurable within 30 days, Redeveloper does not, within such 30-day period, provide assurances reasonably satisfactory to the Authority that the event will be cured as soon as reasonably possible; or (d) Redeveloper fails to comply with any of its other covenants under this Agreement related to the Minimum Improvements and fails to cure any such noncompliance or breach within thirty (30) days after written demand from the Authority to Redeveloper to do so, or if the event is by its nature incurable within 30 days, Redeveloper does not, within such 30-day period, provide assurances reasonably satisfactory to the Authority that the event will be cured as soon as reasonably possible; or (e) the Holder of any Mortgage secured by the subject property exercises any remedy provided by the Mortgage documents or exercises any remedy provided by law or equity in the event of a default in any of the terms or conditions of the Mortgage, in either case which would materially adversely affect the rights and obligations of the Authority hereunder; Then the Authority shall have the right to re-enter and take possession of the parcel to which the default relates and to terminate (and revest in the Authority) the estate conveyed by the deed to Redeveloper as to that parcel, subject to all intervening matters, it being the intent of this provision, together with other provisions of the Agreement, that the conveyance of the parcel to Redeveloper shall be made upon, and that the deed shall contain a condition subsequent to the effect that in the event of any default on the part of Redeveloper and failure on the part of Redeveloper to remedy, EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 46 end, or abrogate such default within the period and in the manner stated in such subdivisions, the Authority at its option may declare a termination in favor of the Authority of the title, and of all the rights and interests in and to the parcel conveyed to Redeveloper, and that such title and all rights and interests of Redeveloper, and any assigns or successors in interest to and in the parcel, shall revert to the Authority, but only if the events stated in Section 9.3(a)-(e) have not been cured within the time periods provided above. Section 9.4. Resale of Reacquired Property; Disposition of Proceeds. Upon the revesting in the Authority of title to and/or possession of the parcel or any part thereof as provided in Section 9.3, the Authority shall, pursuant to its responsibilities under law, use its best efforts to sell the parcel or part thereof as soon and in such manner as the Authority shall find feasible and consistent with the objectives of such law and of the Redevelopment Plan and TIF Plan to a qualified and responsible party or parties (as determined by the Authority) who will assume the obligation of making or completing the Minimum Improvements as shall be satisfactory to the Authority in accordance with the uses specified for such parcel or part thereof in the Redevelopment Plan and TIF Plan. During any time while the Authority has title to and/or possession of a parcel obtained by reverter, the Authority will not disturb the rights of any tenants under any leases encumbering such parcel. Upon resale of the parcel, the proceeds thereof shall be applied: (a) First, to reimburse the Authority for all costs and expenses incurred by them, including but not limited to salaries of personnel, in connection with the recapture, management, and resale of the parcel (but less any income derived by the Authority from the property or part thereof in connection with such management); all taxes, assessments, and water and sewer charges with respect to the parcel or part thereof (or, in the event the parcel is exempt from taxation or assessment or such charge during the period of ownership thereof by the Authority, an amount, if paid, equal to such taxes, assessments, or charges (as determined by the Authority assessing official) as would have been payable if the parcel were not so exempt); any payments made or necessary to be made to discharge any encumbrances or liens existing on the parcel or part thereof at the time of revesting of title thereto in the Authority or to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults or acts of Redeveloper, its successors or transferees; any expenditures made or obligations incurred with respect to the making or completion of the subject improvements or any part thereof on the parcel or part thereof; and any amounts otherwise owing the Authority by Redeveloper and its successor or transferee; and (b) Second, to reimburse Redeveloper, its successor or transferee, up to the amount equal to (1) the purchase price paid by Redeveloper under Section 3.2 with respect to the parcel revested; plus (2) the amount actually invested by it in making any of the subject improvements on the parcel or part thereof. Any balance remaining after such reimbursements shall be retained by the Authority as its property. Section 9.5. No Remedy Exclusive. No remedy herein conferred upon or reserved to any party is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 47 be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. To entitle the Authority to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as may be required in this Article IX. Section 9.6. No Additional Waiver Implied by One Waiver. In the event any agreement contained in this Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 9.7. Attorney Fees. W henever any Event of Default occurs and if the non- defaulting party employs attorneys or incurs other expenses for the collection of payments due or to become due or for the enforcement of performance or observance of any obligation or agreement on the part of the defaulting party under this Agreement, the defaulting party shall, within ten (10) days of written demand by the non-defaulting party, pay to the non-defaulting party the reasonable fees of such attorneys and such other expenses so incurred by the non-defaulting party. (The remainder of this page is intentionally left blank.) EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 48 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Representatives Not Individually Liable. The Authority and the Redeveloper, to the best of their respective knowledge, represent and agree that no member, official, or employee of the Authority shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement that affects his personal interests or the interests of any corporation, partnership, or association in which he, directly or indirectly, is interested. No member, official, or employee of the City or Authority shall be personally liable to the Redeveloper, or any successor in interest, in the event of any default or breach by the Authority or for any amount that may become due to the Redeveloper or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment Opportunity. T he Redeveloper, for itself and its successors and assigns, agrees that during the construction of the Minimum Improvements provided for in the Agreement it will comply with all applicable federal, state, and local equal employment and non-discrimination laws and regulations. Section 10.3. Restrictions on Use. The Redeveloper agrees that until the Maturity Date, the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to the operation of the Minimum Improvements as described in Section 4.1 hereof, and shall not discriminate upon the basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the construction or maintenance of the Minimum Improvements or in the use or occupancy of the Redevelopment Property or any improvements erected or to be erected thereon, or any part thereof. Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 10.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections of the Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 10.6. Notices and Demands. E xcept as otherwise expressly provided in this Agreement, a notice, demand, or other communication under the Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally, to the following addresses (or to such other addresses as either party may notify the other): To Redeveloper: Ellipse II LLC Attn: Scott Bader 5402 Parkdale Boulevard, Suite 200 St. Louis Park, MN 55416 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 49 To Authority: St. Louis Park EDA Attn: Executive Director 5005 Minnetonka Boulevard St. Louis Park, Minnesota 55416-2518 Section 10.7. Counterparts. T his Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 10.8. Recording. The Authority may record this Agreement and any amendments thereto with the Hennepin County recorder. The Redeveloper shall pay all costs for recording. The Redeveloper’s obligations under this Agreement are covenants running with the land for the term of this Agreement, enforceable by the Authority against the Redeveloper, its successor and assigns, and every successor in interest to the Redevelopment Property, or any part thereof or any interest therein. Section 10.9 Amendment. This Agreement may be amended only by written agreement approved by the Authority and the Redeveloper. Section 10.10. Authority Approvals. Unless otherwise specified, any approval required by the Authority under this Agreement may be given by the Authority Representative, except that final approval of issuance of the Note shall be made by the Authority’s board of commissioners. (The remainder of this page is intentionally left blank.) EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 50 IN WITNESS WHEREOF, the Authority and Redeveloper have caused this Agreement to be duly executed by their duly authorized representatives as of the date first above written. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 2012 by ______________________ and ______________ the President and Executive Director of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 51 ELLIPSE II LLC By Its STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ________, 2012, by _________________________, the _________________ of Ellipse II LLC, a Delaware limited liability company, on behalf of the company. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 52 SCHEDULE A REDEVELOPMENT PROPERTY That part of the Northwest Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, described as commencing at the intersection of the Southwesterly line of the plat of “Minikahda Oaks, Hennepin County, Minnesota” with a line drawn parallel with and 50 feet Northwesterly from the centerline of Excelsior Ave., as delineated on said plat; thence Southwesterly parallel with said centerline and its Southwesterly extension 170 feet to the actual point of beginning; thence continuing Southwesterly along said parallel line 166.30 feet; thence Northwesterly at right angles 190 feet; thence Northeasterly at right angles 166.3 feet; thence Southeasterly at right angles to the point of beginning. Torrens property Being registered land as is evidenced by Certificate of Title No. 1305121. To be replatted as: EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 53 SCHEDULE B FORM OF QUIT CLAIM DEED THIS INDENTURE, between the St. Louis Park Economic Development Authority, a public body corporate and politic (the “Grantor”), and Ellipse II LLC, a Delaware limited liability company (the “Grantee”). WITNESSETH, that Grantor, in consideration of the sum of $810,000 and other good and valuable consideration the receipt whereof is hereby acknowledged, does hereby grant, bargain, quitclaim and convey to the Grantee, its successors and assigns forever, all the tract or parcel of land lying and being in the County of Hennepin and State of Minnesota described as follows, to-wit (such tract or parcel of land is hereinafter referred to as the “Property”): [insert platted legal description] To have and to hold the same, together with all the hereditaments and appurtenances thereunto belonging. SECTION 1. It is understood and agreed that this Deed is subject to the covenants, conditions, restrictions and provisions of an agreement recorded herewith entered into between the Grantor and Grantee on the ______ day of , 2012, identified as “Purchase and Redevelopment Contract” (hereafter referred to as the “Agreement”) and that the Grantee shall not convey this Property, or any part thereof, except as permitted by the Agreement until a certificate of completion releasing the Grantee from certain obligations of said Agreement as to this Property or such part thereof then to be conveyed, has been placed of record. This provision, however, shall in no way prevent the Grantee from mortgaging this Property in order to obtain funds for the purchase of the Property hereby conveyed or for erecting the Minimum Improvements thereon (as defined in the Agreement) in conformity with the Agreement, any applicable development program and applicable provisions of the zoning ordinance of the City of St. Louis Park, Minnesota, or for the refinancing of the same. It is specifically agreed that the Grantee shall promptly begin and diligently prosecute to completion the development of the Property through the construction of the Minimum Improvements thereon, as provided in the Agreement. Promptly after completion of the Minimum Improvements in accordance with the provisions of the Agreement, the Grantor will furnish the Grantee with an appropriate instrument so certifying. Such certification by the Grantor shall be (and it shall be so provided in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants of the Agreement and of this Deed with respect to the obligation of the Grantee, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certifications and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Grantee to any holder of a mortgage, or any insurer of a EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 54 mortgage, securing money loaned to finance the purchase of the Property hereby conveyed or the Minimum Improvements, or any part thereof. All certifications provided for herein shall be in such form as will enable them to be recorded with the County Recorder and/or Registrar of Titles, Hennepin County, Minnesota. If the Grantor shall refuse or fail to provide any such certification in accordance with the provisions of the Agreement and this Deed, the Grantor shall, within thirty (30) days after written request by the Grantee, provide the Grantee with a written statement indicating in adequate detail in what respects the Grantee has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Grantor, for the Grantee to take or perform in order to obtain such certification. SECTION 2. The Grantee’s rights and interest in the Property are subject to the terms and conditions of Section 9.3 of the Agreement relating to the Grantor’s right to re-enter and revest in Grantor title to the Property under conditions specified therein, including but not limited to termination of such right upon issuance of a Certificate of Completion as defined in the Agreement. SECTION 3. The Grantee agrees for itself and its successors and assigns to or of the Property or any part thereof, hereinbefore described, that the Grantee and such successors and assigns shall comply with all provisions of the Agreement that relate to the Property or use thereof for the periods specified in the Agreement, including without limitation the covenant set forth in Section 10.3 thereof. It is intended and agreed that the above and foregoing agreements and covenants shall be covenants running with the land for the respective terms herein provided, and that they shall, in any event, and without regard to technical classification or designation, legal or otherwise, and except only as otherwise specifically provided in this Deed, be binding, to the fullest extent permitted by law and equity for the benefit and in favor of, and enforceable by, the Grantor against the Grantee, its successors and assigns, and every successor in interest to the Property, or any part thereof or any interest therein, and any party in possession or occupancy of the Property or any part thereof. In amplification, and not in restriction of, the provisions of the preceding section, it is intended and agreed that the Grantor shall be deemed a beneficiary of the agreements and covenants provided herein, both for and in its own right, and also for the purposes of protecting the interest of the community and the other parties, public or private, in whose favor or for whose benefit these agreements and covenants have been provided. Such agreements and covenants shall run in favor of the Grantor without regard to whether the Grantor has at any time been, remains, or is an owner of any land or interest therein to, or in favor of, which such agreements and covenants relate. The Grantor shall have the right, in the event of any breach of any such agreement or covenant to exercise all the rights and remedies, and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breach of agreement or covenant, to which it or any other beneficiaries of such agreement or covenant may be entitled; provided that Grantor shall EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 55 not have any right to re-enter the Property or revest in the Grantor the estate conveyed by this Deed on grounds of Grantee’s failure to comply with its obligations under this Section 3. SECTION 4. This Deed is also given subject to: (a) Provision of the ordinances, building and zoning laws of the City of St. Louis Park, and state and federal laws and regulations in so far as they affect this real estate. (b) [Others] Grantor certifies that it does not know of any wells on the Property. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 56 IN WITNESS WHEREOF, the Grantor has caused this Deed to be duly executed in its behalf by its President and Executive Director this ______ day of ____________, 2012. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) On this ____ day of , 2012, before me, a notary public within and for Hennepin County, personally appeared and to me personally known who by me duly sworn, did say that they are the President and Executive Director of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (the “Authority”) named in the foregoing instrument; that said instrument was signed on behalf of said Authority pursuant to a resolution of its governing body; and said and acknowledged said instrument to be the free act and deed of said Authority. Notary Public This instrument was drafted by: Kennedy & Graven, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 57 SCHEDULE C DRAW REQUEST TO: St. Louis Park Economic Development Authority 5005 Minnetonka Boulevard St. Louis Park, MN 55416 DISBURSEMENT DIRECTION The undersigned Authorized Representative of Ellipse II LLC, a Delaware limited liability company (the “Redeveloper”), hereby authorizes and requests you to disburse from proceeds of the DEED grant, the Met Council grant, or the County grant, as the case may be, in accordance with the terms of the Purchase and Redevelopment Contract between the St. Louis Park Economic Development Authority (“Authority”) and the Redeveloper, dated as of _____________, 2012 (the “Agreement”), the following amount to the following person and for the following proper Grant-Eligible Costs: 1. Amount: 2. Payee: 3. Purpose: 4. Grant Source (DEED, Met Council, or County): all as defined and provided in the Agreement. The undersigned further certifies to the Authority that (a) none of the items for which the payment is proposed to be made has formed the basis for any payment previously made under Section 3.7 of the Agreement (or before the date of the Agreement); (b) that each item for which the payment is proposed is a Grant-Eligible Cost, eligible for funding from the grant source(s) identified above; and (c) the Redeveloper reasonably anticipates completion of the Grant-Eligible Costs and the Minimum Improvements in accordance with the terms of the Agreement. Dated: ____________________ ______________________________________ Redeveloper’s Authorized Representative EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 58 SCHEDULE D AUTHORIZING RESOLUTION ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 12-____ RESOLUTION AWARDING THE SALE OF, AND PROVIDING THE FORM, TERMS, COVENANTS AND DIRECTIONS FOR THE ISSUANCE OF ITS TAX INCREMENT REVENUE NOTE TO ELLIPSE II LLC BE IT RESOLVED BY the Board of Commissioners ("Board") of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (the "Authority") as follows: Section 1. Authorization; Award of Sale. 1.01. Authorization. T he Authority and the City of St. Louis Park have heretofore approved the establishment of its Ellipse on Excelsior Tax Increment Financing District (the "TIF District") within Redevelopment Project No. 1 ( "Project"), and have adopted a tax increment financing plan for the purpose of financing certain improvements within the Project. Pursuant to Minnesota Statutes, Section 469.178, the Authority is authorized to issue and sell its bonds for the purpose of financing a portion of the public development costs of the Project. Such bonds are payable from all or any portion of revenues derived from the TIF District and pledged to the payment of the bonds. The Authority hereby finds and determines that it is in the best interests of the Authority that it issue and sell its Tax Increment Revenue Note, Series 20__ (the "Note") for the purpose of financing certain Public Redevelopment Costs of the Project. 1.02. Issuance, Sale, and Terms of the Note. (a) The Authority hereby authorizes the President and Executive Director to issue the Note in accordance with the Purchase and Redevelopment Contract dated as of __________, 2012, between the Authority and Ellipse II LLC, and approved on _______, 20 12 by the Authority (the “Agreement”). All capitalized terms in this resolution have the meaning provided in the Agreement unless the context requires otherwise. (b) The Note shall be issued in the maximum aggregate principal amount of $700,000 to Ellipse II LLC (the "Owner") in consideration of certain eligible costs incurred by the Owner under the Agreement, shall be dated the date of delivery thereof, and shall bear interest at the rate of 5.6% per annum from the date of issue to the earlier of maturity or prepayment. The Note will be issued in the principal amount of Public Redevelopment Costs submitted and approved in accordance with Section 3.8 of the Agreement. T he Note is secured by Available Tax Increment, as further described in the form of the Note herein. The Authority hereby delegates to the Executive Director EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 59 the determination of the date on w hich the Note is to be delivered, in accordance with the Agreement. Section 2. Form of Note. The Note shall be in substantially the following form, with the blanks to be properly filled in and the principal amount adjusted as of the date of issue: EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 60 UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $_____________ TAX INCREMENT REVENUE NOTE SERIES 20__ Date Rate of Original Issue 5.6% The St. Louis Park Economic Development Authority (“Authority”) for value received, certifies that it is indebted and hereby promises to pay to Ellipse II LLC or registered assigns (the "Owner"), the principal sum of $__________ and to pay interest thereon at the rate of 5.6% per annum, solely from the sources and to the extent set forth herein. Capitalized terms shall have the meanings provided in the Purchase and Redevelopment Contract between the Authority and the Owner, dated as of __________, 2012 (the "Agreement"), unless the context requires otherwise. 1. Payments. Principal and interest ("Payments") shall be paid on August 1, 20__ and each February 1 and August 1 thereafter to and including February 1, 20__ ("Payment Dates") in the amounts and from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Interest accruing from the date of issue through and including February 1, 20__ shall be compounded semiannually on February 1 and August 1 of each year and added to principal. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon 30 da ys written notice to the Authority. Payments on this Note are payable in any coin or currency of the United States of America which, on the Payment Date, is legal tender for the payment of public and private debts. 2. Interest. Interest at the rate stated herein shall accrue on the unpaid principal, commencing on the date of original issue. Interest shall be computed on the basis of a year of 360 days and charged for actual days principal is unpaid. 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean 95% of the Tax Increment attributable to the Minimum Improvements and Redevelopment Property that is paid to the Authority by Hennepin County in the six months preceding each Payment Date on the Note. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 61 (b) The Authority shall have no obligation to pay principal of and interest on this Note on each Payment Date from any source other than Available Tax Increment and the failure of the Authority to pay principal or interest on this Note on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. T he Authority shall have no obligation to pay any unpaid balance of principal or accrued interest that may remain after the final Payment on February 1, 20__. 4. Default. If on any Payment Date there has occurred and is continuing any Event of Default under the Agreement, the Authority may withhold from payments hereunder under all Available Tax Increment. I f the Event of Default is thereafter cured in accordance with the Agreement, the Available Tax Increment withheld under this Section shall be deferred and paid, without interest thereon, within 30 days after the Event of Default is cured. If the Event of Default is not cured in a timely manner, the Authority may terminate this Note by written notice to the Owner in accordance with the Agreement. 5. Prepayment. (a) The principal sum and all accrued interest payable under this Note is prepayable in whole or in part at any time by the Authority without premium or penalty. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. (b) Upon receipt by Redeveloper of the Authority’s written statement of the Participation Amount as described in Section 3.9 of the Agreement, fifty percent of such Participation Amount will be deemed to constitute, and will be applied to, prepayment of the principal amount of this Note. Such deemed prepayment is effective as of the date of delivery of such statement to the Owner, and will be recorded by the Registrar in its records for the Note. Upon request of the Owner, the Authority will deliver to the Owner a statement of the outstanding principal balance of the Note after application of the deemed prepayment under this paragraph. 6. Nature of Obligation. This Note is one of an issue in the total principal amount of $_________________, issued to aid in financing certain public redevelopment costs and administrative costs of a Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047, and is issued pursuant to an authorizing resolution (the "Resolution") duly adopted by the Authority on ________, 20__, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.179, as amended. This Note is a limited obligation of the Authority which is payable solely from Available Tax Increment pledged to the payment hereof under the Resolution. This Note and the interest hereon shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the Authority. Neither the State of Minnesota, nor any political subdivision thereof shall be obligated to pay the principal of or interest on this Note or other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment of the principal of or interest on this Note or other costs incident hereto. 7. Registration and Transfer. This Note is issuable only as a fully registered note without coupons. As provided in the Resolution, and subject to certain limitations set forth therein, EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 62 this Note is transferable upon the books of the Authority kept for that purpose at the principal office of the City Finance Director, by the Owner hereof in person or by such Owner's attorney duly authorized in writing, upon surrender of this Note together with a written instrument of transfer satisfactory to the Authority, duly executed by the Owner. Upon such transfer or exchange and the payment by the Owner of any tax, fee, or governmental charge required to be paid by the Authority with respect to such transfer or exchange, there will be issued in the name of the transferee a new Note of the same aggregate principal amount, bearing interest at the same rate and maturing on the same dates. Except as otherwise provided in Section 3.8(d) of the Agreement, this Note shall not be transferred to any person or entity, unless the Authority has provided written consent to such transfer and the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen, and to be performed in order to make this Note a valid and binding limited obligation of the Authority according to its terms, have been done, do exist, have happened, and have been performed in due form, time and manner as so required. IN WITNESS WHEREOF, the Board of Commissioners of the St. Louis Park Economic Development Authority have caused this Note to be executed with the manual signatures of its President and Executive Director, all as of the Date of Original Issue specified above. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY Executive Director President EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 63 REGISTRATION PROVISIONS The ownership of the unpaid balance of the within Note is registered in the bond register of the City Finance Director, in the name of the person last listed below. Date of Signature of Registration Registered Owner____ City Finance Director Ellipse on Excelsior LLC Federal Tax I.D. No. _____________ EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 64 Section 3. Terms, Execution and Delivery. 3.01. Denomination, Payment. The Note shall be issued as a single typewritten note numbered R-1. The Note shall be issuable only in fully registered form. Principal of and interest on the Note shall be payable by check or draft issued by the Registrar described herein. 3.02. Dates; Interest Payment Dates. Principal of and interest on the Note shall be payable by mail to the owner of record thereof as of the close of business on the fifteenth day of the month preceding the Payment Date, whether or not such day is a business day. 3.03. Registration. The Authority hereby appoints the City Finance Director to perform the functions of registrar, transfer agent and paying agent (the "Registrar"). T he effect of registration and the rights and duties of the Authority and the Registrar with respect thereto shall be as follows: (a) Register. The Registrar shall keep at its office a bond register in which the Registrar shall provide for the registration of ownership of the Note and the registration of transfers and exchanges of the Note. (b) Transfer of Note. Upon surrender for transfer of the Note duly endorsed by the registered owner thereof or accompanied by a written instrument of transfer, in form reasonably satisfactory to the Registrar, duly executed by the registered owner thereof or by an attorney duly authorized by the registered owner in writing, the Registrar shall authenticate and deliver, in the name of the designated transferee or transferees, a new Note of a like aggregate principal amount and maturity, as requested by the transferor. Notwithstanding the foregoing, the Note shall not be transferred to any person other than an affiliate, or other related entity, of the Owner unless the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. The Registrar may close the books for registration of any transfer after the fifteenth day of the month preceding each Payment Date and until such Payment Date. (c) Cancellation. The Note surrendered upon any transfer shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the Authority. (d) Improper or Unauthorized Transfer. When the Note is presented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that the endorsement on such Note or separate instrument of transfer is legally authorized. The Registrar shall incur no liability for its refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (e) Persons Deemed Owners. The Authority and the Registrar may treat the person in whose name the Note is at any time registered in the bond register as the absolute owner of the Note, whether the Note shall be overdue or not, for the purpose of receiving payment of, or on EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 65 account of, the principal of and interest on such Note and for all other purposes, and all such payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability of the Authority upon such Note to the extent of the sum or sums so paid. (f) Taxes, Fees and Charges. For every transfer or exchange of the Note, the Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee, or other governmental charge required to be paid with respect to such transfer or exchange. (g) Mutilated, Lost, Stolen or Destroyed Note. In case any Note shall become mutilated or be lost, stolen, or destroyed, the Registrar shall deliver a new Note of like amount, maturity dates and tenor in exchange and substitution for and upon cancellation of such mutilated Note or in lieu of and in substitution for such Note lost, stolen, or destroyed, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case the Note lost, stolen, or destroyed, upon filing with the Registrar of evidence satisfactory to it that such Note was lost, stolen, or destroyed, and of the ownership thereof, and upon furnishing to the Registrar of an appropriate bond or indemnity in form, substance, and amount satisfactory to it, in which both the Authority and the Registrar shall be named as obligees. The Note so surrendered to the Registrar shall be cancelled by it and evidence of such cancellation shall be given to the Authority. If the mutilated, lost, stolen, or destroyed Note has already matured or been called for redemption in accordance with its terms, it shall not be necessary to issue a new Note prior to payment. 3.04. Preparation and Delivery. The Note shall be prepared under the direction of the Executive Director and shall be executed on behalf of the Authority by the signatures of its President and Executive Director. In case any officer whose signature shall appear on the Note shall cease to be such officer before the delivery of the Note, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. When the Note has been so executed, it shall be delivered by the Executive Director to the Owner thereof in accordance with the Agreement. Section 4. Security Provisions. 4.01. Pledge. The Authority hereby pledges to the payment of the principal of and interest on the Note all Available Tax Increment as defined in the Note. Available Tax Increment shall be applied to payment of the principal of and interest on the Note in accordance with the terms of the form of Note set forth in Section 2 of this resolution. 4.02. Bond Fund. Until the date the Note is no longer outstanding and no principal thereof or interest thereon (to the extent required to be paid pursuant to this resolution) remains unpaid, the Authority shall maintain a separate and special "Bond Fund" to be used for no purpose other than the payment of the principal of and interest on the Note. The Authority irrevocably agrees to appropriate to the Bond Fund on or before each Payment Date the Available Tax Increment in an amount equal to the Payment then due, or the actual Available Tax Increment, whichever is less. Any Available Tax Increment remaining in the Bond Fund shall be transferred to the Authority's account for the TIF District upon the termination of the Note in accordance with its terms. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 66 4.03. Additional Obligations. The Authority will issue no other obligations secured in whole or in part by Available Tax Increment unless such pledge is on a subordinate basis to the pledge on the Note. Section 5. Certification of Proceedings. 5.01. Certification of Proceedings. The officers of the Authority are hereby authorized and directed to prepare and furnish to the Owner of the Note certified copies of all proceedings and records of the Authority, and such other affidavits, certificates, and information as may be required to show the facts relating to the legality and marketability of the Note as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates, and affidavits, including any heretofore furnished, shall be deemed representations of the Authority as to the facts recited therein. Section 6. Effective Date. This resolution shall be effective upon approval. Reviewed for Administration: Adopted by the Economic Development Authority __________, 20__ Executive Director President Attest Secretary EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 67 SCHEDULE E CERTIFICATE OF COMPLETION WHEREAS, the St. Louis Park Economic Development Authority (the "Authority") and Ellipse II LLC (“Redeveloper”) entered into a certain Purchase and Redevelopment Contract dated _______________, 2012 (“Contract”), filed as Document No. _________ at the office of the County Registrar of Titles; and WHEREAS, the Contract contains certain covenants and restrictions set forth in Articles III and IV thereof related to completing certain Minimum Improvements; and WHEREAS, the Redeveloper has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the Authority to permit the execution and recording of this certification; NOW, THEREFORE, this is to certify that all construction and other physical improvements related to the Minimum Improvements specified to be done and made by the Redeveloper have been completed and the agreements and covenants in Articles III and IV of the Contract have been performed by the Redeveloper, and this Certificate is intended to be a conclusive determination of the satisfactory termination of the covenants and conditions of Articles III and IV of the Contract related to completion of the Minimum Improvements, but any other covenants in the Contract shall remain in full force and effect. Dated: _______________, 20__. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Authority Representative EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 68 STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 20__ by ______________________, the __________________ of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public This document drafted by: Kennedy & Graven, Chartered 470 U.S. Bank Plaza Minneapolis, MN 55402 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 69 SCHEDULE F Form of Subordination Agreement THIS SUBORDINATION AGREEMENT (this "Agreement") is made as of this _____ day of __________, 20 __, between _______________ ("Lender"), whose address is at _________________________, and the ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic ("Authority"). RECITALS A. Ellipse II LLC, a Delaware limited liability company ("Redeveloper"), is the owner of certain real property situated in Hennepin County, Minnesota and legally described in Exhibit A attached hereto and incorporated herein (the "Property"). B. Lender has made a mortgage loan to Redeveloper in the original principal amount of $__________ ( the "Loan"). T he Loan is the evidenced and secured by the following documents: (i) a certain promissory note (the "Note") made by Redeveloper dated __________, 20__, in the amount of $___________; and (ii) a certain mortgage, security agreement and fixture financing statement (the "Mortgage") made by Redeveloper dated __________, 20__, f iled __________, 20__, as Hennepin County Recorder/Registrar of Titles Doc. No. __________ encumbering the Property; and (iii) a certain assignment of leases and rents (the "Assignment") made by Redeveloper dated __________, 20__, f iled __________, 20__, a s Hennepin County Recorder/Registrar of Titles Doc. No. __________ encumbering the Property. The Note, the Mortgage, the Assignment, and all other documents and instruments evidencing, securing and executed in connection with the Loan, are hereinafter collectively referred to as the "Loan Documents." C. Authority is the owner and holder of certain rights under that certain Purchase and Redevelopment Contract (the "Contract") by and between Redeveloper and Authority dated _________, 2012, filed ____________, 20__, as Hennepin County Recorder/Registrar of Titles Doc. No. _______________. D. Redeveloper is entitled under the Contract to acquire a certain Tax Increment Tax Revenue Note, Series 20__ in the original principal amount of $______________ (the “TIF Note”). NOW, THEREFORE, in consideration of the foregoing and as an inducement to Lender to make the Loan, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto represent, warrant and agree as follows: EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 70 1. Consent. The Authority acknowledges that the Lender is making the Loan to the Redeveloper and consents to the same. The Authority also consents to and approves the collateral assignment of the Contract and TIF Note (when and if issued) by the Redeveloper to the Lender as collateral for the Loan; provided, however, that this consent shall not deprive the Authority of or otherwise limit any of the Authority’s rights or remedies under the Contract and TIF Note and shall not relieve the Redeveloper of any of its obligations under the Contract and TIF Note; provided further, however, the limitations to the Authority’s consent contained in this Paragraph 1 are subject to the provisions of Paragraph 2 below. 2. Subordination. The Authority hereby agrees that the rights of the Authority with respect to [_____________________] under the Contract are and shall remain subordinate and subject to liens, rights and security interests created by the Loan Documents and to any and all amendments, modifications, extensions, replacements or renewals of the Loan Documents; provided, however, that nothing herein shall be construed as subordinating the requirement contained in the Contract the Property be used in accordance with the provisions of Section 10.3 of the Contract, or as subordinating the Authority’s rights under the TIF Note to suspend payments in accordance with the TIF Note. 3. Notice to Authority. Lender agrees to use commercially reasonable efforts to notify Authority of the occurrence of any Event of Default given to Redeveloper under the Loan Documents, in accordance with Section 7.2 of the Contract. The Lender shall not be bound by the other requirements in Section 7.2 of the Contract. 4. Statutory Exception. N othing in this Agreement shall alter, remove or affect Lender’s obligation under Minnesota Statutes, § 469.029 to use the Property in conformity to Section 10.3 of the Contract. 5. No Assumption. The Authority acknowledges that the Lender is not a party to the Contract and by executing this Agreement does not become a party to the Contract, and specifically does not assume and shall not be bound by any obligations of the Redeveloper to the Authority under the Contract, and that the Lender shall incur no obligations whatsoever to the Authority except as expressly provided herein. 6. Notice from Authority. So long as the Contract remains in effect, the Authority agrees to give to the Lender copies of notices of any Event of Default given to Redeveloper under the Contract. 7. Governing Law. This Agreement is made in and shall be construed in accordance with the laws of the State of Minnesota. 8. Successors. This Agreement and each and every covenant, agreement and other provision hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, including any person who acquires title to the Property through the Lender of a foreclosure of the Mortgage. 9. Severability. The unenforceability or invalidity of any provision hereof shall not render any other provision or provisions herein contained unenforceable or invalid. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 71 10. Notice. A ny notices and other communications permitted or required by the provisions of this Agreement shall be in writing and shall be deemed to have been properly given or served by depositing the same with the United States Postal Service, or any official successor thereto, designated as registered or certified mail, return receipt requested, bearing adequate postage, or delivery by reputable private carrier and addresses as set forth above. 11. Transfer of Title to Lender. The Authority agrees that in the event the Lender, a transferee of Lender, or a purchaser at foreclosure sale, acquires title to the Property pursuant to a foreclosure, or a deed in lieu thereof, the Lender, transferee, or purchaser shall not be bound by the terms and conditions of the Contract except as expressly herein provided. Further the Authority agrees that in the event the Lender, a t ransferee of Lender, or a p urchaser at foreclosure sale acquires title to the Property pursuant to a foreclosure sale or a deed in lieu thereof, then the Lender, transferee, or purchaser shall be entitled to all rights conferred upon the Redeveloper under the Contract, provided that no condition of default exists and remains uncured beyond applicable cure periods in the obligations of the Redeveloper under the Contract. 12. Estoppel. The Authority hereby represents and warrants to Lender, for the purpose of inducing Lender to make advances to Redeveloper under the Loan Documents that: (a) No default or event of default by Redeveloper exists under the terms of the Contract on the date hereof; (b) The Contract has not been amended or modified in any respect, nor has any material provision thereof been waived by either the Authority or the Redeveloper, and the Contract is in full force and effect; (c) Such other reasonable certifications as the Lender may request. 13. Amendments. The Authority hereby represents and warrants to Lender for the purpose of inducing Lender to make advances to Redeveloper under the Loan Documents that Authority will not agree to any amendment or modification to the or any TIF Note issued under the Contract that materially affects the collection of Available Tax Increment (as defined in the Contract) in any way affects the Property without the Lender’s written consent. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 72 IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first written above. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ___________, by _______________________ and ______________________ the President and Executive Director, respectively, of the St. Louis Park Economic Development Authority, a public body corporate and politic, on behalf of such public body. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 73 [LENDER] By: Its EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 74 SCHEDULE G PRO FORMA EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 75 SCHEDULE H SITE PLAN EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 76 SCHEDULE I ASSESSMENT AGREEMENT _______________________________________________________________________________ ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and ELLIPSE II LLC This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 77 ASSESSMENT AGREEMENT THIS AGREEMENT, made on or as of the ____ day of _________________, 2012, by and between the St. Louis Park Economic Development Authority, a public body, corporate and politic (the “Authority”) and Ellipse II LLC, a Delaware limited liability company (the “Redeveloper”). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Purchase and Redevelopment Contract dated ______________, 2012 (the “Redevelopment Contract”), pursuant to which the Authority is to facilitate development of certain property in the Authority of St. Louis Park hereinafter referred to as the “Property” and legally described in Exhibit A hereto; and WHEREAS, pursuant to the Redevelopment Contract the Redeveloper is obligated to construct certain improvements (the “Minimum Improvements”) upon the Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for the Property and the Minimum Improvements to be constructed thereon, pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and WHEREAS, the Authority and the City Assessor (the “Assessor”) have reviewed the preliminary plans and specifications for the improvements and have inspected such improvements; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for ad valorem tax purposes for the Property described in Exhibit A, together with the Minimum Improvements constructed thereon, shall be $6,380,000 as of January 2, 20 14, notwithstanding the progress of construction by such date, and as of each January 2 thereafter until termination of this Agreement under Section 2 hereof. 2. The minimum market value herein established shall be of no further force and effect and this Agreement shall terminate on the earlier of the following: (a) The date of receipt by the Authority of the final payment from Hennepin County of Tax Increments from the Ellipse on Excelsior Tax Increment Financing District, or (b) the date when the Note, as defined in the Redevelopment Contract, has been fully paid, defeased or terminated in accordance with its terms. The event referred to in Section 2(b) of this Agreement shall be evidenced by a certificate or affidavit executed by the Authority. 3. This Agreement shall be promptly recorded by the Authority. The Redeveloper shall pay all costs of recording. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 78 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Redevelopment Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. 6. Each of the parties has authority to enter into this Agreement and to take all actions required of it, and has taken all actions necessary to authorize the execution and delivery of this Agreement. 7. In the event any provision of this Agreement shall be held invalid and unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. 8. The parties hereto agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements, amendments and modifications hereto, and such further instruments as may reasonably be required for correcting any inadequate, or incorrect, or amended description of the Property or the Minimum Improvements or for carrying out the expressed intention of this Agreement, including, without limitation, any further instruments required to delete from the description of the Property such part or parts as may be included within a separate assessment agreement. 9. Except as provided in Section 8 of this Agreement, this Agreement may not be amended nor any of its terms modified except by a writing authorized and executed by all parties hereto. 10. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 11. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 79 ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of ________, 2012 by ____________________ and ___________________________, the President and Executive Director of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 80 ELLIPSE II LLC By Its STATE OF MINNESOTA ) ) SS. COUNTY OF__________ ) The foregoing instrument was acknowledged before me this _____ day of _____________, 2012 by ____________________, the ____________________ of Ellipse II LLC, a Delaware limited liability company, on behalf of the company. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 81 CERTIFICATION BY CITY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the market value assigned to the land upon which the improvements are to be constructed, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the values assigned to the land and improvements are reasonable. City Assessor for the City of St. Louis Park STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ___ day of ____________, 2012 by _____________________, the City Assessor of the City of St. Louis Park. Notary Public EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 82 EXHIBIT A of ASSESSMENT AGREEMENT Legal Description of Property EDA Meeting of February 6, 2012 (Item No. 7b) Subject: Public Hearing & Resolution Approving Purchase & Redev. Contract between EDA & Ellipse II Page 83 Meeting Date: February 6, 2012 Agenda Item #: 3a UNOFFICIAL MINUTES CITY COUNCIL STUDY SESSION ST. LOUIS PARK, MINNESOTA JANUARY 9, 2012 The meeting convened at 6:30 p.m. Councilmembers present: Mayor Jeff Jacobs, Steve Hallfin, Anne Mavity, Julia Ross, Susan Sanger, Sue Santa, and Jake Spano. Councilmembers absent: None. Staff present: C ity Manager (Mr. Harmening), Director of Community Development (Mr. Locke), Economic Development Coordinator (Mr. Hunt), Director of Parks and Recreation (Ms. Walsh), Communications Coordinator (Mr. Zwilling), Chief Information Officer (Mr. Pires), Organizational Development Coordinator (Ms. Gothberg), and Recording Secretary (Ms. Hughes). Guests: John Basill (Discover St. Louis Park), Bruce Nustad (TwinWest Chamber of Commerce), George Hagemann (Friends of the Arts Board Member), Rolf Peterson (Telecommunications Advisory Commission Chair), and Joanne Hovis (CTC Consulting). 1. Future Study Session Agenda Planning – January 17 and January 23, 2012 Mr. Harmening presented the proposed special study session agenda for January 17, 2012 and the proposed study session agenda for January 23, 2012. He indicated that the special study session is intended to provide Council with a list of recommendations for the Civic Recreation Task Force with the goal of having the task force formed as soon as possible and to ask the task force members to join the January 23rd discussion with consultant Ellen O’Sullivan. Councilmember Sanger stated that some residents have expressed an interest in listening to the speaker on January 23rd and asked what time Ms. O’Sullivan’s presentation will be made. She also asked if the meeting would be televised, noting that this is a topic of community interest and suggested that at least this portion of the meeting be televised. Mr. Harmening replied that Ms. O’Sullivan’s presentation should begin at approximately 7:00 p.m. on J anuary 23 rd. He added that study session meetings are not normally televised but agreed to have the study session videotaped for later broadcast. 2. Update from Discover St. Louis Park (new official name for St. Louis Park Convention and Visitors Bureau) Mr. Hunt presented the staff report and introduced John Basill, President of Discover St. Louis Park, and Bruce Nustad, President of TwinWest Chamber of Commerce and Chair of the Discover St. Louis Park Board. Mr. Nustad stated that a search firm was hired by the Discover St. Louis Park Board to assist in hiring a President for the CVB and the Board ultimately selected John Basill. He indicated that City Council Meeting of February 6, 2012 (Item No. 3a) Page 2 Subject: Study Session Minutes of January 9, 2012 Mr. Basill has done a great job getting the organization up and running and the Board is pleased to have him on board. Mr. Basill expressed thanks to Mr. Hunt for all his help. He advised that the CVB recently signed a lease in the Parkdale Plaza and has hired a marketing coordinator and a sales manager. He stated that they quickly learned that the term “convention and visitors bureau” is not used much anymore and most CVBs are named to help draw people to a location. He indicated that they worked through several names before choosing “Discover St. Louis Park.” T he new name represents a call to action to discover the City, to let people know they can stay here, and it ties into the experience part where people may decide to live here. He stated that they also reviewed several tag lines and chose “Comfortably Close” because of the City’s proximity to Minneapolis. He presented Discover St. Louis Park’s logo and stated the logo is intended to depict the vibrancy in St. Louis Park and its close proximity to downtown. He discussed the marketing plan and budget, stating that they are currently working with the American Diabetes Association and the Alzheimer’s Association on potential sites for future events. He indicated they are also working with a group on an event in 2014 that would include hotel rooms and fill most of the City’s gym space. H e advised they are also working with the law firm Gray Plant Mooty regarding the firm’s annual law seminar. H e also stated they have been in contact with a company that is interested in holding a meeting at the Doubletree for approximately 100-200 people and would include approximately 60 room nights as well as a tour on Lake Minnetonka or the Mississippi River. He discussed the amateur sports market and stated that this is a market they will pursue by working with local youth and sports groups and making sure that people coming to St. Louis Park talk to Discover St. Louis Park about their lodging and other needs. He added that the sales manager is reviewing the list of exhibitors at the Uptown Art Fair to see if Discover St. Louis Park can provide assistance with lodging arrangements. Councilmember Sanger asked if Discover St. Louis Park will provide shuttle bus service to events. Mr. Basill replied that the marketing plan includes further exploring shuttle bus service with the hotel partners. H e discussed Discover St. Louis Park’s partnership marketing, including Parktacular and the Rotary, and presented a recent Rotary brochure that was marketed to 140 Rotary Clubs regionally. He advised that the producers of Cavalia have indicated they have another show called Odyssey but they would not consider coming back until 2016. He stated he will keep in touch with Cavalia and was hopeful that the City can have the Odyssey show come to St. Louis Park. He added that the producers of Cavalia were pleased with the show’s ticket sales and attendance. He then presented examples of Discover St. Louis Park advertisements that have been run in several publications, including AAA Travel, and was hopeful these advertisements would generate leads. He stated the marketing plan also includes enhancing the City’s partnership with Explore Minnesota and other CVBs and they recently entered into a partnership marketing program with Explore Minnesota. He advised that the Discover St. Louis Park website should be operational by early March and the goal is to have an interactive website that will drive hotel bookings and make sure the economic impact stays in St. Louis Park. He added they are also working on a visitor’s map, a visitor’s guide to St. Louis Park, a restaurant guide, as well as a brochure for meeting and event planners. Councilmember Mavity asked if Discover St. Louis Park has had any difficulty in working with area hotels and whether any changes are needed to the hotel tax structure. She also asked what the City can do to support the work of Discover St. Louis Park. City Council Meeting of February 6, 2012 (Item No. 3a) Page 3 Subject: Study Session Minutes of January 9, 2012 Mr. Basill replied that the hotels have been very responsive and they have had no issues. He stated that the hotels have accepted the lodging tax and noted that bookings during the week are high but there is a lot of capacity on the weekends. He indicated that City staff has been very helpful throughout the start-up process and expressed appreciation for that support. Councilmember Spano stated that events such as Cavalia require a great deal of coordination, e.g., making sure all permits are taken care of, and urged Discover St. Louis Park to work with the City to make sure the process is as seamless as possible. Councilmember Ross expressed thanks to Mr. Nustad and Mr. Basill for their efforts and was pleased that everything is going well. S he asked if there are areas where the City may be lacking, such as a larger facility to hold theater type events or more green space to hold large events. She added she felt that the name “Discover St. Louis Park” does not set the City apart enough and the name is similar to “Explore Minnesota.” Mr. Basill explained their research found that the term “discover” was used the least by other CVBs and Discover St. Louis Park is being marketed primarily to areas outside the Twin Cities metro area. He stated they recently met with public theater representatives who are looking for venues and would like a location in St. Louis Park. He endorsed any type of facility that would allow them to attract more people to the City, including theaters and a community center. Councilmember Santa asked if Discover St. Louis Park is actively marketing to the City’s residents about hotels for out of town guests. She also asked if restaurants will be contacted about providing discounts to promote the City’s restaurants and nightlife. Mr. Basill replied they have a list of every neighborhood president and will contact them to see if they are willing to provide Discover St. Louis Park with their email list. He presented a brochure called “Crammed for the Holidays?” which was part of the keep it local campaign. He added that they will also have an e-newsletter. He indicated that restaurants will be contacted about buying advertising space on the website; in addition, Discover St. Louis Park will be putting together a restaurant guide and restaurants will be asked to provide discount coupons. Councilmember Sanger stated that businesses may be holding events at their location but will have employees coming from other locations who require lodging. She asked if Discover St. Louis Park is reaching out to these organizations. She added that employees relocating to the area may also need to stay in a hotel until their house is ready. She also asked about Discover St. Louis Park’s plans for marketing events related to children and families. Mr. Basill agreed that employee relocations and out of town employees represent a good market for Discover St. Louis Park and they are proactively targeting local businesses. He stated that Discover St. Louis Park’s program budget related to family-type events was increased in an effort to attract those types of events to the City. He added they recently joined the National Association of Tournament Directors and have been working with Ms. Walsh and Mr. Birno. 3. Friends of the Arts Annual Report and Update Ms. Walsh presented the staff report and introduced George Hagemann, Friends of the Arts board member. City Council Meeting of February 6, 2012 (Item No. 3a) Page 4 Subject: Study Session Minutes of January 9, 2012 Mr. Hagemann presented the annual report of Friends of the Arts (FOTA) and explained that FOTA has three primary projects, including Our Town, Arts & Culture Grants, and the Arts for Life scholarship program. He stated that this year’s Our Town program, 2012 Our Town: Beats and Streets, will include a series of drumming activities. He advised that the FOTA grants are given out several times per year and requested Council’s help in making sure that people interested in a grant make application to FOTA. Councilmember Mavity requested further information regarding FOTA’s five or ten year vision. Mr. Hagemann stated he would like to see the drumming morph into something further where a grassroots organization enhances the program and uses the marketing and resources of FOTA to endorse the program. He indicated FOTA has been talking about its long term goals and whether FOTA can start a multi-phased project, e.g., an art walk that is done over a number of years. Councilmember Sanger stated she would like to see an emphasis on dance and questioned why dancers were not part of the drumming program. She indicated there appear to be opportunities for art events that can help promote the community as well and suggested having public participation events related to the arts. Councilmember Ross encouraged FOTA to partner with diverse communities on other types of cultural events. Mayor Jacobs stated that the Human Rights Commission sponsored a cultural event a number of years ago that included a taste event with native foods from around the world and felt that this was something that could be done around the drumming or other music program. Mr. Hagemann thanked Council for its support and stated that the money provided by the City each year allows FOTA to have continuity from year to year. He stated that the arts and culture section of the City’s website contains information on the public art locations throughout the City. 4. Adagio Unit Mix within Hoigaard Village Mr. Locke presented the staff report and revised housing unit mix for the Adagio apartment building within the Hoigaard Village project. He advised that the developer met with his investor and has eliminated the studio units and increased the number of one bedroom units and one bedroom units with dens. He stated that approximately two-thirds of the 122 units in the Adagio and Medley Row will be larger than one bedroom units and will be either one bedroom plus den or two bedroom units which, when added to the total project of 416 units, 306 of the units will be one bedroom plus den or larger. Councilmember Mavity expressed appreciation to staff and Mr. Dunbar for reworking the unit mix and stated she would support moving forward with the project as presented. It was the consensus of the City Council to accept the changes made by the developer to the proposed unit mix. Councilmember Sanger stated that Council previously indicated it needed to have a larger policy discussion about the City’s long term housing goals. Mayor Jacobs suggested that Council have this discussion at its workshop later this month. City Council Meeting of February 6, 2012 (Item No. 3a) Page 5 Subject: Study Session Minutes of January 9, 2012 5. Fiber Optic Study Mr. Pires presented the staff report and provided a brief history of the City’s fiber optic network and the fiber optic study currently underway by the Fiber Optic Study Task Force. He stated that the City’s fiber optic network was completed eight years ago and the City has now recouped its $400,000 investment. He then introduced Rolf Peterson, Chair of the Telecommunications Advisory Commission, and Joanne Hovis, President of CTC Consulting. Ms. Hovis discussed CTC Consulting’s work plan and scope of the fiber optic study. She stated that the City’s investment in this technology is important and cutting edge and the FCC has indicated that fiber with speed capabilities up to 1 Gbps is what every community requires now. She felt that the City’s fiber network at 1 Gbps will allow the City to be more competitive, but it is not possible to predict what the City will need in thirty years given that data needs have multiplied exponentially over the past several years. She added that fiber itself will not become obsolete. Mayor Jacobs stated he felt the City should be doing everything it can to make sure it stays competitive not only now but in 2050. Councilmember Ross agreed and stated if the City wants to stay competitive, it has to stay ahead of the curve. She questioned what the City can do now to make sure areas being redeveloped have fiber installed. Mr. Pires stated that staff has been working with the Community Development department regarding redevelopment in the City, particularly including areas surrounding light rail. Councilmember Sanger agreed with Mayor Jacobs and asked to what extent the task force is asking local businesses and major institutions what they need. She stated she felt the goals of the wi-fi project remain valid, including community connections and opening up connections for residents, especially residents who cannot afford to pay a cable provider for that connection. She asked what the City can do to help improve residential connectivity. Councilmember Santa stated that no matter how strong the fiber optic backbone is, there is a built-in weakness due to Xcel Energy’s aging electrical infrastructure and felt this needs to be at least noted as part of the overall fiber optic study. Ms. Hovis agreed that the study can focus on un-served and underserved communities, similar to the goals of the wi-fi project. She stated that her inclination, which includes outcomes much less certain but also much less risky, would be to focus on areas of redevelopment and consider whether there might be a market for private sector providers to lease capacity from the City and then invest in a certain neighborhood in providing services. She noted this is a model being piloted in other areas of the country and the cost is relatively modest. Councilmember Mavity stated that one of the values the City has is support for its small businesses and felt that the City should do whatever it can to help provide incentives to bring small businesses into the City. S he asked if any economies of scale would be realized by collaborating with other communities. City Council Meeting of February 6, 2012 (Item No. 3a) Page 6 Subject: Study Session Minutes of January 9, 2012 Councilmember Sanger requested that the study provide all available alternatives so that Council can prioritize the alternatives and start a pilot project to see whether it is workable. She stated that the City’s aging electrical infrastructure will need to be addressed as part of the overall strategy. She stated she felt that fiber installation should be mandated at the time any large new redevelopment project begins as well as any time streets are opened up during reconstruction. Councilmember Hallfin asked if people will be able to have faster speeds through satellite and requested that the study address that as well. Mr. Pires understood Council wished the fiber optic study to look long-term, i.e., a generation or more, and look at all alternatives for Council consideration, including pros, cons, costs, and risks. He stated that the further information will be presented to Council and other stakeholders throughout the process, which is anticipated to be completed no later than June. Councilmember Sanger requested that the City publish a non-technical article for residents regarding the fiber optic study and explaining why the City is spending money for this study. Discussion regarding ParkAlert Mr. Harmening advised that a notice was sent to the entire City on New Year’s Eve between 5:00-6:00 p.m. to remind residents and businesses of parking ban restrictions and further test the ParkAlert system. Not all councilmembers received the phone call. Mr. Pires explained that when the City sends a broadcast message, it is sent out through the City’s provider, 17,000 calls at one time, and the City has learned that in this and other regions of the country, the capacity of the local phone system is limited in how many calls it can handle at one time. He stated that staff is working with the broadcast call provider and local phone company in the City in order to stagger the load on the phone system. Mr. Zwilling indicated that the issue appears to be primarily with landlines and not cell phones and the company is aware of it and working on a solution. 6. Proposed Agenda – 2012 City Council Workshop Mr. Harmening presented the staff report and proposed agenda for the City Council workshop on January 20-21. Ms. Gothberg discussed the relational learning aspect of the agenda and the discussion that will occur regarding unwritten rules and protocols. She stated that the location of the workshop will be provided to Council before the end of the week. Councilmember Sanger requested that the discussion on Friday with respect to relational learning be postponed until Councilmember Santa arrives on Friday evening. She asked that Council discuss the difference between being an At Large Councilmember and Ward Councilmember. She stated that it would also be helpful when discussing big projects, in addition to knowing the cost, to understand the City’s long term funding challenges in general. Councilmember Mavity stated that the housing discussion should be more strategic and not compartmentalized and should address how the City wants the community to look thirty years from now and how the City will get there. It was the consensus of the City Council to approve the City Council workshop agenda. City Council Meeting of February 6, 2012 (Item No. 3a) Page 7 Subject: Study Session Minutes of January 9, 2012 7. Communications/Meeting Check-In (Verbal) Councilmember Sanger requested information regarding the Vision check-in meeting. Ms. Gothberg advised the January 12th Vision check-in meeting will start at 6:00 p.m. in Council Chambers and 75 people have signed up to attend. She stated that the City Manager will give introductory remarks, a video on four Vision areas will be presented followed by speakers on each of the four Vision areas and a short Q&A period, and then the attendees will be split into groups for a dialogue about the four Vision areas. She indicated she received a number of calls from Safety in the Park asking whether they can express an opinion about freight rail and while all residents are welcome to attend the Vision check-in meeting, it is not a public forum on freight rail and no testimony will be taken at this meeting. She added that Council’s role is to listen only. Councilmember Santa stated that she has served as the City Council representative on t he Community Education Advisory Commission and needs to step aside in order to serve on the STEP Board and wanted to give another councilmember the opportunity to serve on CEAC. Mayor Jacobs requested that the City Council Workshop include a discussion about Council’s role in serving on various community boards and foundations. Mr. Harmening presented an idea for Council to consider as it relates to how the community can support its partners in St. Louis Park, particularly STEP, similar to the voluntary heat share program offered by CenterPoint Energy. He indicated that the City’s utility billing system could be used that would easily segregate any monies being donated. He added that the City Attorney has advised that this type of program is legal. It was the consensus of the City Council to direct staff to provide further information to Council regarding a voluntary program for donating money for use in the community. Councilmember Sanger advised that she was invited by the Advisory Council at Lenox to attend a meeting tomorrow to talk about how Lenox can become relevant for baby boomers. The meeting adjourned at 9:28 p.m. Written Reports provided and documented for recording purposes only: 8. Charter Amendment for Administrative Penalties 9. Business Terms for Redevelopment Contract with Oak Hill 7100 LLC (Anderson- KM Builders) Related to the Oak Hill II Office Building Project (located at NE corner of Louisiana Ave and Walker St.) 10. Solid Waste Program Survey 11. Participation in the MnWARN Mutual Aid Network 12. Toby Keith Liquor License – Food/Liquor Sales Interim Report 13. November 2011 Monthly Financial Report ______________________________________ ______________________________________ City Council Meeting of February 6, 2012 (Item No. 3a) Page 8 Subject: Study Session Minutes of January 9, 2012 Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: February 6, 2012 Agenda Item #: 3b UNOFFICIAL MINUTES CITY COUNCIL SPECIAL STUDY SESSION ST. LOUIS PARK, MINNESOTA JANUARY 17, 2012 The meeting convened at 6:30 p.m. Councilmembers present: Mayor Jeff Jacobs, Steve Hallfin, Anne Mavity, Susan Sanger, Sue Santa, and Jake Spano. Councilmembers absent: Julia Ross. Staff present: City Manager (Mr. Harmening), Director of Parks and Recreation (Ms. Walsh), and Recording Secretary (Ms. Hughes). 1. Review Applicants for Community Recreation Facility Task Force Ms. Walsh presented the staff report and proposed makeup of the Community Recreation Facility Task Force. She advised that the makeup of the task force will provide good representation across the entire City and includes representation from the Parks and Recreation Advisory Commission, Planning Commission, Community Education Advisory Commission, youth associations, Lenox, business community, school district, youth, and a representative from each ward. She added that the various commissions were asked for volunteers and the City did not ask the commissions to appoint someone. Mayor Jacobs stated that Council interviewed someone a number of years ago who indicated a willingness to help the City with this process and asked if this gentleman has been contacted. Ms. Walsh replied that the resident did not apply but indicated he would participate in any focus groups. She indicated she could talk with him again if Council is interested in his participation. Mayor Jacobs felt his input would be valuable. Councilmember Sanger expressed concern about the process getting hijacked by people pushing for turf. She also felt that indoor sports should be represented on the task force. She added that there appears to be a disproportionate number of people from the Minikhada Vista neighborhood; in addition, she did not see a significant number of older adults on the task force. Councilmember Mavity stated she hoped that the task force facilitator could adequately corral the task force conversations in a productive way and was hesitant to remove anyone who has indicated an interest in serving. Ms. Walsh stated that the Historical Society has expressed its support of the City’s process with respect to a community facility and have advised that they are interested in advancing their storage needs. Councilmember Sanger indicated she was contacted by someone from the Historical Society regarding their interest in having space for a display if a community recreation facility is built. City Council Meeting of February 6, 2012 (Item No. 3b) Page 2 Subject: Special Study Session Minutes of January 17, 2012 Councilmember Spano agreed there did not appear to be a lot of older adults on the task force. He also expressed concern that the makeup of the task force did not have strong representation of kids and wanted to see these two groups well represented on the task force. Ms. Walsh suggested that a better way for the schools to participate may be to bring materials to the schools at the point when the task force is ready to engage them in discussion. Councilmember Mavity stated that the task force should serve as a steering committee that is guiding the process on behalf of the City and that process will include going to Lenox and the schools for focus group discussions to get input. S he indicated she was comfortable with appointing all of the proposed task force members. Councilmember Santa agreed and added the role of the task force will include collecting information from different groups. Councilmember Hallfin stated he was comfortable with staff’s recommendation regarding the makeup of the task force, but expressed concern about managing a 21-member task force. Councilmember Santa stated it is likely people will drop out of the task force as time goes on due to other commitments. Mayor Jacobs stated the task force will guide the process and will serve in an advisory role to Council, including going out into the community and gathering information from kids, seniors, neighborhood associations, sports groups, etc., to understand the function of a community center. Mr. Harmening stated that if the City moves forward with a community recreation facility, it will be one of the largest projects undertaken by the City and felt it may be appropriate to have a large task force given the significance of this project. Councilmember Mavity asked that the role of the task force as well as the timeframe be laid out clearly and to open up the process for other people in the next phase. Councilmember Sanger stated it should be made clear to the task force that they will not be making any final decisions or selecting a site for a community recreation facility. She indicated one of the roles of this group is to hear different points of view and learn from each other. Councilmember Hallfin suggested that the task force members take a tour of other community recreation facilities, similar to the tour taken by Council last year, so the task force can see what other cities are doing and to spur ideas. It was the consensus of the City Council to appoint a 21-member community recreation facility task force, as recommended by staff. Discussion Regarding Outdoor Recreational Lighting Study Councilmember Mavity stated the outdoor recreational lighting study is being driven by the issues at Benilde but similar issues have come up in other developments, e.g., Ellipse, in terms of how lighting impacts a surrounding community. She asked that the study include looking at how lighting impacts surrounding residents on an overall basis. City Council Meeting of February 6, 2012 (Item No. 3b) Page 3 Subject: Special Study Session Minutes of January 17, 2012 Mr. Harmening confirmed that the study is intended to address lighting standards throughout the City. Councilmember Spano cautioned the City against coming up with a “one size fits all” solution because there may be situations where this will not work. He stated there may be instances where it is left to a neighborhood to come up with a solution that works better for them. Councilmember Sanger agreed and stated that Benilde has not complied with the City’s ordinance and brought this on themselves by how its field was designed. She felt it was fine to revise the ordinance, but was concerned that revising the ordinance in a way that retroactively lets Benilde off the hook for not complying with the ordinance raises questions about the process. The meeting adjourned at 7:09 p.m. Written Reports provided and documented for recording purposes only: 2. Outdoor Recreational Lighting Study ______________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: February 6, 2012 Agenda Item #: 3c UNOFFICIAL MINUTES CITY COUNCIL MEETING ST. LOUIS PARK, MINNESOTA JANUARY 17, 2012 1. Call to Order Mayor Jacobs called the meeting to order at 7:30 p.m. Councilmembers present: Mayor Jeff Jacobs, Steve Hallfin, Anne Mavity, Julia Ross, Susan Sanger, Sue Santa, and Jake Spano. Councilmembers absent: None. Staff present: City Manager (Mr. Harmening), City Attorney (Mr. Scott), Director of Community Development (Mr. Locke), Director of Parks and Recreation (Ms. Walsh), Senior Planner (Mr. Walther), and Recording Secretary (Ms. Hughes). 1a. Pledge of Allegiance 1b. Roll Call 2. Presentations - None 3. Approval of Minutes 3a. Special City Council/Closed Executive Session Minutes of January 3, 2012 The minutes were approved as presented. 3b. City Council Meeting Minutes of January 3, 2012 Councilmember Sanger requested that Councilmember Spano’s first name be corrected on page 1 under agenda item 1a. The minutes were approved as amended. 4. Approval of Agenda and Items on Consent Calendar NOTE: The Consent Calendar lists those items of business which are considered to be routine and/or which need no discussion. Consent items are acted upon by one motion. If discussion is desired by either a Councilmember or a member of the audience, that item may be moved to an appropriate section of the regular agenda for discussion. 4a. Waive second reading. Adopt Ordinance No. 2410-12 vacating a landscaping easement, and approve the summary ordinance for publication. 4b. Adopt Resolution No. 12-005 approving the Final Plat for six single-family lots known as Fretham Twelfth Addition. 4c. Grant the City Manager authority to administratively approve work extras (change orders and minor extra work) for an additional $100,000 limit for City Projects City Council Meeting of February 6, 2012 (Item No. 3c) Page 2 Subject: Council Meeting Minutes of January 17, 2012 2008-3001 and 2008-3002 (Fire Stations Replacement), in accordance with the City Council’s existing policy. 4d. Approve for filing Human Rights Commission Minutes October 18, 2011. 4e. Approve for filing Planning Commission Minutes November 2, 2011. 4f. Approve for filing Planning Commission Minutes November 16, 2011. It was moved by Councilmember Mavity, seconded by Councilmember Sanger, to approve the Agenda and items listed on the Consent Calendar; and to waive reading of all resolutions and ordinances. The motion passed 7-0. 5. Boards and Commissions - None 6. Public Hearings 6a. Public Hearing and Resolution Approving the Establishment of the Oak Hill II Tax Increment Financing District and Related TIF Plan. Resolution No. 12-006 Mr. Locke presented the staff report and a m ap depicting the City’s Redevelopment Project No. 1, an area where the City can create tax increment districts and use funds to help with development of projects. He stated that Anderson-KM Builders is proposing to construct a 21,000 square foot multi-tenant commercial building on Republic Avenue. Mayor Jacobs opened the public hearing. No speakers were present. Mayor Jacobs closed the public hearing. Councilmember Hallfin advised that he would abstain from voting on this matter until he becomes more comfortable with tax increment financing. It was moved by Councilmember Santa, seconded by Councilmember Mavity, to adopt Resolution No. 12-006 Adopting a Modification to the Redevelopment Plan for Redevelopment Project No. 1; and Establishing Oak Hill II Tax Increment Financing District Therein and Adopting a Tax Increment Financing Plan Therefor. The motion passed 6-0-1 (Commission Hallfin abstained). 7. Requests, Petitions, and Communications from the Public – None 8. Resolutions, Ordinances, Motions and Discussion Items 8a. Community Recreation Facility Task Force Members Ms. Walsh presented the staff report and proposed membership of the Community Recreation Facility Task Force. She stated that a number of people expressed interest in serving on the task force and during its special study session meeting, Council indicated it would like to appoint all the members who applied. She stated the mission of the task City Council Meeting of February 6, 2012 (Item No. 3c) Page 3 Subject: Council Meeting Minutes of January 17, 2012 force is to consider community input that was received from previous surveys, gather additional information and input, and make recommendations to the City Council regarding the addition of future recreation facilities or programs. She added that as part of this process, the task force will look at possible partnerships and locations and report back to Council with their findings. She indicated the task force will meet at least once per month over the next six to nine months and will check-in with Council after the first three months. She noted the task force members will be invited to attend the study session meeting with Council on January 23rd where a speaker will be present to discuss community recreation trends. Mayor Jacobs thanked everyone who applied for membership on t he task force and welcomed their input. It was moved by Councilmember Ross, seconded by Councilmember Mavity, to approve the participants on the Community Recreation Facility Task Force. The motion passed 7-0. 8b. Ellipse II on Excelsior (e2) Final Plat and Final PUD and Ellipse on Excelsior PUD Major Amendment. Resolutions No. 12-007, 12-008, and 12-009 Mr. Walther presented the staff report and explained that Bader Development proposes to develop the former American Inn site which is currently owned by the EDA. He stated the e2 project will consist of a five story, 58-unit apartment building with structured parking and no commercial development. He presented several artist renderings of the building and stated the development will have a shared driveway off Excelsior Boulevard with guest parking on a surface lot, as well as surface parking in the garage that is shared with the Ellipse on Excelsior commercial uses and an underground parking lot. He stated the City Code requires 62 parking spaces and the e2 project provides 108 parking spaces, of which 22 a re designated shared parking for the commercial uses at Ellipse on Excelsior and intended primarily for the restaurant which provides valet service. He presented the site plan which was reviewed with Council in December when the Preliminary PUD and variance request were approved. He pointed out that eleven feet of the Ellipse on Excelsior property is proposed to be transferred to the e2 site. He noted that the major amendment to the PUD for Ellipse on Excelsior increases the residential density from 59 units per acre to 61 units per acre and reduces the west building setback from 29 feet to 18 feet. He added the resolution amending the Ellipse on Excelsior PUD contains a condition requiring 22 of f-site parking stalls and revises the parking management plan to include those additional stalls. He stated the PUD for the e2 project increases the residential density to 75 units per acre, increases the ground floor area ratio to 0.30, increases the floor area ratio to 2.1, and reduces the front and side yard setbacks consistent with the Preliminary PUD. He added the e2 PUD also requires that 22 shared parking stalls be protected by an easement and requires that a parking management plan be approved as part of the PUD. Councilmember Mavity noted that as part of the larger discussion regarding this project, Council discussed the parking issues and the importance of making sure parking stays on site as much as possible. S he acknowledged that staff continues to work with the City Council Meeting of February 6, 2012 (Item No. 3c) Page 4 Subject: Council Meeting Minutes of January 17, 2012 neighborhood to address parking concerns, including the possibility of expanded permit parking, and urged staff to continue to address the parking issues. Councilmember Spano requested further information regarding the properties located on the back side of the development and asked what these properties will be looking at when the project is complete. Mr. Walther stated that there are apartment buildings to the north of the development and presented the artist rendering of the back of the building and the results of the shadow study, which shows the development meets the City’s Ordinance requirements. It was moved by Councilmember Mavity, seconded by Councilmember Santa, to adopt Resolution No. 12-007 Approving a Final Plat of Ellipse II on Excelsior. The motion passed 7-0. It was moved by Councilmember Mavity, seconded by Councilmember Santa, to adopt Resolution No. 12-008 Approving a Final Planned Unit Development (PUD) at 3924 Excelsior Boulevard for Ellipse II on Excelsior (“e2”). The motion passed 7-0. It was moved by Councilmember Mavity, seconded by Councilmember Santa, to adopt Resolution No. 12-009 Amending and Restating Resolution Nos. 09-028 and 10-083 and Approving a Major Amendment to the Final Planned Unit Development under Section 36-367 of the St. Louis Park Ordinance Code Relating to Zoning for Property Zoned MX–Mixed Use Located at 3900 Excelsior Boulevard. The motion passed 7-0. 9. Communications Mayor Jacobs reminded residents of the winter sliding events on Saturday, January 28th, from 12:00-4:00 p.m. at Oak Hill Park. Councilmember Sanger reminded residents of the Strikes for STEP fundraiser on Saturday, January 21st, from 11:00 a.m. - 2:00 p.m. at Park Tavern. 10. Adjournment The meeting adjourned at 7:54 p.m. ______________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: February 6, 2012 Agenda Item #: 3d UNOFFICIAL MINUTES City Council Workshop Session West End Community Room 1621 West End Boulevard January 20 and 21, 2012 January 20, 2012: The workshop session was called to order at 4:45 p.m. Councilmembers present: M ayor Jeff Jacobs; Councilmembers: Sue Sanger, Anne Mavity, Steve Hallfin, Julia Ross, Jake Spano and Sue Santa Staff present: City Manager (Mr. Harmening), Organizational Development Coordinator (Ms. Gothberg), and Deputy City Manager/HR Director (Ms. Deno) 1. Agenda Discussed overall agenda for 2 days. 2. Carver Governance Model Ms. Gothberg and Ms. Deno reviewed Carver Governance model with Council. 3. Connecting and Gregorc, Leadership Learning Ms. Gothberg presented information on learning styles and facilitated discussion with Council. 4. Unwritten Rules Ms. Gothberg facilitated discussion with Council on Council expectations and policy in writing and the unwritten norms that members follow. Adjourned: 9:00 p.m. January 21, 2012: The workshop session was called to order at 9:00 a.m. Council Members present: Mayor Jeff Jacobs; Councilmembers: Sue Sanger, Anne Mavity, Steve Hallfin, Julia Ross, Jake Spano and Sue Santa Staff present: City Manager (Mr. Harmening), Organizational Development Coordinator (Ms. Gothberg), Deputy City Manager/HR Director (Ms. Deno), Controller (Mr. Swanson), Community Development Director (Mr. Locke), Public Works Director (Mr. Rardin), Parks and Recreation Director (Ms. Walsh) 1. Review Brief review of Friday workshop session. 2. Overview of Vision Mr. Harmening provided Council with information on Vision, overview of the history, progress made, processes used and check in with community. The continued emphasis is the 4 strategic directions. City Council Meeting of February 6, 2012 (Item No. 3d) Page 2 Subject: Council Workshop Session Minutes of January 20 and 21, 2012 3. Strategic Direction Conversation – Connected and Engaged Community Financial planning and prioritization for: Hwy 7 and Louisiana Ave. Interchange, Hwy 100 Project, Civic/Recreational Facilities Improvements, Sidewalks and Trails. Financial overview was provided by Mr. Swanson. Mr. Harmening and Mr. Swanson discussed bonding capacity and the LRFMP. Council also received a listing of other possible projects either listed in the Comp Plan or other areas, if done, may require funding source. Ms. Walsh and Mr. Swanson left at 12:30 p.m. 4. Strategic Direction Conversation – Well Maintained and Diverse Housing Stock Mr. Locke provided an overview of the housing programs. Mr. Locke and Ms. Gothberg facilitated a discussion on “What do we want our community to look like in 30 years and how do we get there?” Council worked in teams of two to come up with three specific needs, wants, concepts and presented those to the group. 5. Strategic Direction Conversation – Environmental Stewardship Mr. Rardin provided an overview of solid waste and recycling. C ouncil stated they would like the perception of the city “to be in 1st place again” as it relates to recycling. Council discussed getting more information/education since many times if residents wouldn’t buy certain items or packaging, they wouldn’t need to throw or recycle. Adjourned: 3:15 p.m. ____________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: February 6, 2012 Agenda Item #: 3e UNOFFICIAL MINUTES CITY COUNCIL STUDY SESSION ST. LOUIS PARK, MINNESOTA JANUARY 23, 2012 The meeting convened at 6:05 p.m. Councilmembers present: Mayor Jeff Jacobs, Steve Hallfin, Anne Mavity, Julia Ross, Susan Sanger, Sue Santa, and Jake Spano. Councilmembers absent: None. Staff present: C ity Manager (Mr. Harmening), Deputy City Manager/Director of Human Resources (Ms. Deno), Communications Coordinator (Mr. Zwilling), Director of Inspections (Mr. Hoffman), Director of Public Works (Mr. Rardin), Director of Parks and Recreation (Ms. Walsh), Organizational Development Coordinator (Ms. Gothberg), and Recording Secretary (Ms. Hughes). Guests: Metropolitan Council representative Jim Brimeyer, Hennepin County Commissioner Gail Dorfman, Senator Ron Latz, Representative Steve Simon, Representative Ryan Winkler, and Ellen O’Sullivan, Ph.D. 1. Future Study Session Agenda Planning – February 13, 2012 Mr. Harmening presented the proposed study session agenda for February 13, 2012. 2. 2012 Annual Legislative Update Mr. Harmening presented the staff report and list of 2012 legislative issues and priorities. He indicated that the grade separated crossing project at Highway 7 a nd Louisiana Avenue is nearing a critical point and the City faces challenges related to funding for the remainder of the project. He advised the City has secured a grant from the Transportation Advisory Board as part of the Surface Transportation Program (STP) and the City has requested and received preliminary approval for an extension to the 2012 federal funding sunset until 2013 to start the project. He stated that if the project is not underway by the Spring of 2013, the City will lose the STP funding and other State assistance, thereby making the project even more difficult, if not impossible, to accomplish. He noted that the Governor’s bonding bill has $10 million set aside for a transportation economic development program and the City is hopeful that funding will be made available through this bonding bill and approved as quickly as possible so the City can make application for funding. Mayor Jacobs indicated that this project will provide local benefit along Louisiana Avenue, particularly given the planned light rail station at this location. Councilmember Mavity stated that light rail will impact circulation in this area and asked if this will provide an opportunity to leverage funding for the project. Commissioner Dorfman stated the City may be able to make the argument that funding for this project should be provided as part of its station area planning with respect to light rail. She added City Council Meeting of February 6, 2012 (Item No. 3e) Page 2 Subject: Study Session Minutes of January 23, 2012 the City could also try to obtain funding for the project through mitigation for light rail, although she felt that might be a stretch going through the DEIS. Mr. Rardin advised the project has to be submitted by March 2013, including right-of-way certifications, and then Mn/DOT would authorize the project no later than June 2013. He noted the City would likely start sooner because of the staging associated with the project, including utility relocations. Mr. Harmening noted that in order to be ready by 2013, the City will need to buy property later this year which represents a significant amount of money. Mr. Brimeyer asked if the City has applied for transit oriented funds for some of the costs of the project as it relates to the transit corridor. Mayor Jacobs requested that information regarding these funds be forwarded to the City. Council discussed options for funding the Highway 7 a nd Louisiana Avenue project and encouraged the legislative representatives to support the City’s efforts in this regard. Mr. Harmening advised that the Governor has set aside $25 million in the 2012 bonding bill for the Southwest Light Rail Transit (SWLRT) project and the City supports this request and encourages the State to fully participate to make the entire project a reality. Commissioner Dorfman indicated that the SWLRT project appears to be one of the targets in the bonding session and encouraged all the cities along the corridor to continue their conversations with their legislators regarding this project. Representative Simon stated that TwinWest Chamber of Commerce has been very supportive of SWLRT and will push to have the project included in the bonding bill. Mr. Harmening stated that the City’s list of legislative issues includes concerns about fiscal disparities and noted the City’s net contribution to the fiscal disparities pool has doubled in the last few years with the City ranking in the top ten within the metro as a net loser from a fiscal disparities perspective. He indicated the City recognizes that its commercial and industrial tax base is growing, however, most of the City’s commercial development is done through redevelopment which involves tax increment financing so the City is not gaining directly while other cities are benefiting from the value created by St. Louis Park. He added the City is very thankful for its commercial and industrial tax base and is looking forward to the results of the State-ordered study on fiscal disparities to be issued in February. Councilmember Mavity questioned whether the fiscal disparities formula could be tweaked to incorporate tax increment financing. Mr. Harmening stated a bill is scheduled to be heard on January 26th regarding moratoriums which would significantly weaken the ability of cities to impose interim ordinances or zoning moratoriums to allow studies to be done on land use related issues. City Council Meeting of February 6, 2012 (Item No. 3e) Page 3 Subject: Study Session Minutes of January 23, 2012 Councilmember Mavity advised that the City Council has decided to heavily invest in sidewalks and trails in response to resident input. She requested legislative support for complete streets types of projects and referenced Highway 100, Highway 7, and light rail. Commissioner Dorfman stated that the County and several other cities have passed a complete streets policy and encouraged the City to do the same. Councilmember Mavity asked if a complete streets policy would open doors to additional funding for the City. Commissioner Dorfman replied that it might and stated the County is hoping to identify some funding for this. Mr. Brimeyer advised that the Met Council has identified several priorities, including a 21st century transit system, being more actively involved in economic development, and adopting a revised housing policy that does not force communities to have affordable housing but rather targets opportunities for cities to apply for funding related to affordable housing. He stated the Met Council also wants to be more active as it relates to transportation issues and felt the State should not be funding light rail or bus operations. Councilmember Ross stated that ridership is anticipated to increase when light rail is completed and asked if the Met Council is considering increased ridership in terms of restructuring bus service to make it more accessible on local streets. She also asked that consideration be given to making sure adequate parking facilities are available. Mr. Brimeyer stated that Met Council looks at ridership every year. Councilmember Sanger expressed concern regarding the inconvenience created when frequency of bus service is reduced and people end up driving because of the reduced bus service. Senator Latz stated that the State’s budget forecast is projected to be positive with no additional cuts needed. He felt the 2012 legislative session will be short and intense, and there will likely be some efforts to direct funds to the State’s reserve and cash flow accounts and to pay back the schools. He added there will likely be a lot of attention given to the Governor’s bonding bill and the proposed Vikings stadium, as well as the controversy over the Legacy Amendment funding. Representative Winkler stated a l ot of attention will also be directed toward the Constitutional amendments, including Voter ID, the super majority rule to increase taxes, and the right to work bill. Representative Simon stated that the decision regarding redistricting will be published on February 21st. Mayor Jacobs expressed the City Council’s thanks to Senator Latz, Representative Simon, Representative Winkler, Hennepin County Commissioner Dorfman, and Metropolitan Council representative Brimeyer. 3. Community Recreation Facility Study with Consultant: Trends in Recreation, Facilities and Other Gathering Places Mayor Jacobs welcomed everyone to the meeting and thanked them for participating in the discussion regarding a community recreation facility. City Council Meeting of February 6, 2012 (Item No. 3e) Page 4 Subject: Study Session Minutes of January 23, 2012 Ms. Walsh introduced Dr. Ellen O’Sullivan and provided brief biographical information regarding Dr. O’Sullivan. Dr. O’Sullivan welcomed everyone and stated she was pleased to see such a great turnout. She presented an outline of the discussion, including a review of trends and emerging directions, the participant’s thoughts about potential implications for St. Louis Park, and identifying elements and aspects for possible gathering spaces. She reviewed shifts in behavior including how we live, work, learn, and play, as well as demographics in the City, State, and across the country. She explained that typical senior centers are going to shift throughout the country to a more active living facility or gathering place. She then asked each table of participants to think about trends, changes in behavior, and what the future is going to look like and to generate a list of activities that might be included in a community center or gathering space in St. Louis Park. Each table recited their list and Dr. O’Sullivan noted a recurring theme of a multi-generational use facility and unstructured gathering places to keep folks active year-round. She then asked each group to identify opportunities and conditions or feelings they would like to see in a community facility. Each table recited their list, which included a warm, inviting place where all ages are invited, a m ulti-use space incorporating the arts, a place to hang out with tech availability, in touch with nature even though you are inside, energized, clean, comfortable, accessible without driving to the facility, a community theater, a place for learning, an indoor gym for various uses, a water park, financially accessible, good value, accessible to trails and light rail, central location, a space where youth want to hang out and to let youth have say in it, strong emphasis on arts with a theater, hands-on workshops, studios, pet drop-in/daycare, healthy eating food court, healthy lifestyle living area, a place that should feel caring, welcoming, and that makes you feel proud and lucky to be there. Dr. O’Sullivan noted the participants felt that any facility should feel welcoming and comfortable, which is critical to anything that is considered a gathering spot. She stated that the traditional senior center concept is a significant issue and will require a transition so that older adults feel they have a spot where they belong. She reminded the City to think about what is right for St. Louis Park as opposed to what everybody else has. She also encouraged the task force to ask what outcomes people want in a community recreation facility to make sure it will meet specific needs in the community. Councilmember Ross stated it will be important for the City to stay ahead of trends and remain flexible enough so that its community center will remain viable for years to come. Councilmember Spano stated it will also be important to make sure the facility relies on green technology as much as possible. Dr. O’Sullivan advised that the lists created by the participants will be compiled and distributed to the community recreation task force. 4. 2011 Telecommunications Advisory Commission Annual Report 5. Parks and Recreation Advisory Commission 2011 Annual Report and 2012 Work Plan Mr. Harmening presented both staff reports for the Telecommunications Advisory Commission’s (TAC) 2011 annual report and the Parks and Recreation Advisory Commission 2011 annual report and 2012 work plan. City Council Meeting of February 6, 2012 (Item No. 3e) Page 5 Subject: Study Session Minutes of January 23, 2012 Councilmember Mavity stated that she would like to see more women members on the Telecommunications Advisory Commission, as well as on the Parks and Recreation Advisory Commission. Council discussed the ongoing work of the TAC with respect to the fiber optic study and whether to meet with the TAC. Council also discussed the Parks and Recreation Advisory Commission’s work regarding a community recreation facility. Councilmember Ross questioned whether the Parks and Recreation Advisory Commission should be in charge of coming up with two or three standard questions that all committees could think about when planning projects in terms of how these projects impact the environment and what can be done to lessen that impact. She added that this task would be handled by the Environmental Committee once it is formed and felt that the Parks and Recreation Advisory Commission could help with that process in the interim. Councilmember Sanger felt it was the obligation of every staff person who serves as a liaison to the various commissions to assess environmental impacts of all proposed projects. Councilmember Mavity noted that Council has not met with the Housing Authority and felt it was important to meet as well. Councilmember Santa indicated Council has not met with BOZA and felt a meeting should be scheduled with BOZA given the Supreme Court ruling regarding variances. It was the consensus of the City Council to continue to receive annual reports and work plans of the various Boards and Commissions and to meet with the Commissions following receipt of their annual reports. It was also the consensus of the City Council to meet with the Telecommunications Advisory Commission after completion of the fiber optic study; and to meet with the Parks and Recreation Advisory Commission at a point when the Commission is ready to report on the work of the Community Recreation Facility Task Force. 6. Communications/Meeting Check-In (Verbal) Councilmember Santa advised that Councilmember Mavity has agreed to serve on CEAC. Councilmember Mavity indicated that former Councilmember Finkelstein served as an alternate on the SWLRT Community Works Committee and another person needs to be selected. Councilmember Sanger agreed to serve as the alternate on t he SWLRT Community Works Committee. Councilmember Sanger advised she has been asked whether the City is interested in or is doing anything to weigh in on the question regarding the voter ID constitutional amendment. Councilmember Santa indicated the League is currently doing a study on this issue and is working with people who are experts on elections. City Council Meeting of February 6, 2012 (Item No. 3e) Page 6 Subject: Study Session Minutes of January 23, 2012 Council discussed the City’s role as well as Council’s role related to the voter ID constitutional amendment. Mr. Harmening stated that Council will have a discussion in February about redistricting and how it will impact the City. He stated that Council will also discuss ranked choice voting at a future meeting and Mr. Joe Mansky, Ramsey County Elections Supervisor will present further information and answer questions on this topic. He added that Council could discuss the voter ID constitutional amendment during one of these meetings. Councilmember Mavity requested a staff report be provided prior to the discussion on ranked choice voting including policy issues and possible actions. The meeting adjourned at 9:35 p.m. Written Reports provided and documented for recording purposes only: 7. Update on Prism Dial-A-Ride Program 8. Fourth Quarter Investment Report (October – December, 2011) 9. 2011 Citywide Residential Property Condition Evaluation Program Summary 10. Proposed Allocation of 2012 Community Development Block Grant (CDBG) Funds 11. 2011 Annual Housing Programs Report ______________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: February 6, 2012 Agenda Item #: 4a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: 2012 Liquor License Renewals. RECOMMENDED ACTION: Motion to Approve Resolution for 2012 Liquor License Renewals for the license year term of March 1, 2012 through March 1, 2013. POLICY CONSIDERATION: Does Council wish to approve renewal of liquor licenses for the attached licensees who have met the necessary criteria for issuance of the next year’s term of their licenses? BACKGROUND: The City has received the required information from all 52 current liquor license establishments for renewal of their liquor license. The required documents include state and city renewal applications, liquor liability insurance certificates, certificate of compliance of Minnesota Workers’ Compensation Law and license fees. Liquor License establishments listed in Exhibit A of the attached resolution have met the criteria necessary for issuance of their respective liquor licenses. Action on the liquor license renewals for Toby Keith I Love This Bar and Park Tavern Lounge who did not meet required criteria will be submitted separately for Council consideration at the February 21 City Council Meeting. During the year 2011, the following new liquor licenses were approved: • Soprano’s Restaurant, 5331 West 16th Street (on-sale intoxicating & Sunday sales) • Mill Valley Kitchen, 3906 Excelsior Boulevard (on-sale intoxicating & Sunday sales) • Little Szechuan, 5377 West 16th Street (on-sale intoxicating & Sunday sales) • Steel Toe Brewing, 4848 W. 35th St. (brewer off-sale malt liquor license) • El Patron Mexican Cuisine, 8140 State Highway 7 (on-sale intoxicating & Sunday sales) • Cedar Lake Wine & Spirits, 5330 Cedar Lake Road (off-sale intoxicating) • Tina, Inc. (new owner St. Louis Park Liquor), 6316 Minnetonka Blvd. (off-sale intoxicating) One licensee closed in December 2011 - Chili’s Southwest Grill & Bar, 5245 Wayzata Blvd. FINANCIAL OR BUDGET CONSIDERATION: Fees received for liquor license renewals are budgeted as revenues each year and defray the cost the City experiences to administer and enforce liquor licensing codes and requirements. VISION CONSIDERATION: Not Applicable Attachments: Resolution with Exhibit A List of Establishments Prepared by: Kay Midura, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4a) Page 2 Subject: 2012 Liquor License Renewals RESOLUTION NO. 12- ____ RESOLUTION APPROVING ISSUANCE OF LIQUOR LICENSE RENEWALS FOR MARCH 1, 2012 THROUGH MARCH 1, 2013 WHEREAS, Minnesota Statutes Chapter 340A and St. Louis Park Ordinance Code Chapter 3 pr ovide for liquor licensing in cooperation with the Alcohol and Gambling Enforcement Division of the Minnesota Department of Public Safety, and WHEREAS, no license may be issued or renewed if required criteria has not been met, and NOW THEREFORE BE IT RESOLVED by the City of St. Louis Park City Council that the applicants and establishments listed in Exhibit A have met the criteria necessary for issuance of their respective liquor licenses, and the applications are hereby approved for March 1, 2012 to March 1, 2013. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4a) Page 3 Subject: 2012 Liquor License Renewals Resolution No. 12-_____ 2012 Liquor License Renewals EXHIBIT A Licensee Name Business Name Address License Type Frank Lundberg American Legion American Legion 5605 36th St W Club and Sunday Apple American Group Applebee’s Grill Bar 8332 Highway 7 On-sale Intoxicating and Sunday Best of India Best of India 8120 Minnetonka Blvd On-sale Wine and 3.2 Malt Liquor Rackner Inc. Bunny’s 5916 Excelsior Blvd On-sale Intoxicating and Sunday Byerly’s Inc. Byerly’s St. Louis Park 3777 Park Ctr Blvd On-sale Intoxicating and Sunday Byerly Beverages, Inc. Byerly’s Wine & Spirits 3785 Park Ctr Blvd Off-sale Intoxicating Cedar Lake Wine & Spirits Cedar Lake Wine & Spirits 5330 Cedar Lake Rd, Ste 500 Off-sale Intoxicating Chipotle Mexican Grill of Colorado, LLC Chipotle Mexican Grill 5480 Excelsior Blvd On-sale Wine and 3.2 Malt Liquor The Cooper LLC Cooper Irish Pub 1607 Park Place Blvd On-sale Intoxicating and Sunday Costco Wholesale Corp. Costco Wholesale #377 5801 W 16th St Off-sale Intoxicating Crave Hospitality WE LLC Crave 1603 West End Blvd On-sale Intoxicating and Sunday Diamond Lake 1994 LLC Cub Foods Knollwood 3620 Texas Ave S Off-sale 3.2 Malt Liquor El Patron Mexican Cuisine El GordoUno, Inc. 8140 Highway 7 On-sale Intoxicating and Sunday Four Firkins-Lagers, Ales & Wine, LLC The Four Firkins 5630 West 36th Street Off-sale Intoxicating Jimx Inc. Grand City Buffet 8912 Highway 7 On-sale Wine and 3.2 Malt Liquor Granite City Restaurant Operations, Inc. Granite City Food and Brewery 5500 Excelsior Blvd On-sale Intoxicating & Sunday, Brewpub off-sale HSSLP, LLC Homewood Suite St. Louis Park 5305 Wayzata Blvd On-sale 3.2 Malt Liquor Jennings Red Coach Inn Inc. Jennings' Liquor Store 4631 Excelsior Blvd Off-sale Intoxicating Kerasotes Showplace Theatres, LLC Kerasotes Showplace 14 #8863 1625 West End Blvd On-sale Intoxicating and Sunday Knollwood Liquor Inc. Knollwood Liquor 7924 State Hwy 7 Off-sale Intoxicating MM Liquor Barrel, Inc Liquor Barrel, Inc. 5111 Excelsior Blvd Off-sale Intoxicating Eat Art, LLC Little Szechuan 5377 W. 16th Street On-sale Intoxicating and Sunday CSM Lodging Services, Inc. Marriott Mpls West 9970 Wayzata Blvd On-sale Intoxicating and Sunday McCoy's of Minneapolis, Inc. McCoy's Public House 3801 Grand Way On-sale Intoxicating and Sunday Mill Valley Corporation Mill Valley Kitchen 3906 Excelsior Blvd. On-sale Intoxicating and Sunday Minneapolis Golf Club Minneapolis Golf Club 2001 Flag Ave S Club and Sunday The Noodles Shop, Co – Colorado Inc. Noodles & Company 5326 16th Street West On-sale Wine and 3.2 Malt Liquor GMRI Inc. Olive Garden #1424 5235 Wayzata Blvd On-sale Intoxicating and Sunday Pei Wei Asian Diner Inc Pei Wei Asian Diner 5330 Cedar Lake Rd On-sale Wine and 3.2 Malt Liquor RBF, LLC of Wisconsin Rainbow Foods #8803, #8903 5370 16th Street West Off-sale Intoxicating & 3.2 Malt Liquor Rojo West End LLC Rojo Mexican Grill 1602 West End Blvd On-sale Intoxicating and Sunday Sam’s West Inc. Sam’s Club #6318 3745 Louisiana Ave S Off-sale Intoxicating Tina, Inc.. St. Louis Park Liquors 6316 Minnetonka Blvd Off-sale Intoxicating Taher Restaurant Acquisition LLC St. Louis Park Woodfire Grill 6501 Wayzata Blvd. On-sale Intoxicating and Sunday Soprano’s Restaurant LLC Soprano’s Restaurant 5331 W. 16th Street On-sale Intoxicating and Sunday Steel Toe Brewing LLC Steel Toe Brewing 4848 W. 35th Street Brewer Off-sale Malt Liquor Target Corporation Target Store T-2189 8900 Highway 7 Off-sale 3.2 Malt Liquor Rasoi, Inc.. Taste of India 5617 Wayzata Blvd On-sale Wine and 3.2 Malt Liquor Texas-Tonka Liquors Inc. Texas-Tonka Liquors 8242 Minnetonka Blvd Off-sale Intoxicating H.J.K.S. Inc. Texa-Tonka Lanes 8200 Minnetonka Blvd On-sale Intoxicating and Sunday TGI Friday’s of MN Inc. TGI Friday’s 5875 Wayzata Blvd On-sale Intoxicating and Sunday Thanh Do Inc. Thanh Do 8028 Minnetonka Blvd On-sale Intoxicating and Sunday Trader Joe’s Trader Joe’s #710, ID #19935 4500 Excelsior Blvd Off-sale Intoxicating Vescio's of St. Louis Park, Inc. Vescio's Cucina 4001 State Hwy 7 On-sale Wine and 3.2 Malt Liquor Vintage Wine & Spiritz, Inc. Vintage Wine & Spiritz 8942 Highway 7 Off-sale Intoxicating FC Liquors 2 Inc. Westwood Liquors 2304 Louisiana Ave S Off-sale Intoxicating A Wok in the Park LLC Wok in the Park 3005 Utah Ave South On-sale Wine and 3.2 Malt Liquor Yangtze Inc. Yangtze River Restaurant 5625 Wayzata Blvd On-sale Intoxicating and Sunday Yum!, Inc. Yum! 4000 Minnetonka Blvd On-sale Wine and 3.2 Malt Liquor Meeting Date: February 6, 2012 Agenda Item #: 4b Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Approve Participation in the MnWARN Network. RECOMMENDED ACTION: Motion to Adopt Resolution authorizing the City of St. Louis Park to be a party to Minnesota Water Agency Response Network (MnWARN). POLICY CONSIDERATION: Does the City Council wish to participate in the MnWARN network? BACKGROUND: History Staff provided the Council with background information on this topic in a January 9, 2012 Study Session report. The report summary concluded it was beneficial for the City to participate in the MnWARN network with staff intent to provide Council a consent item on February 6, 2012 approving the MnWARN Mutual Aid Agreement. Minnesota Water Agency Response Network (MNWARN) In summary, MnWARN is a statewide Water/Wastewater Agency Response Network (WARN) of “utilities helping utilities” which assists members with: • Emergency assessment, emergency response, and recovery • Mutual Aid Agreement for sharing emergency resources with members • Resources to help recover from a disaster • Emergency contact network • Voluntary participation MnWARN was developed as a "utilities helping utilities" concept; it is a formal emergency response network relating to the water sector. The centerpiece of MnWARN is a mutual aid agreement whereby city water, wastewater, and stormwater utilities agree that, in an emergency, they will assist one another with personnel, equipment, and materials. The MnWARN mutual aid agreement, which was developed with assistance from the League of Minnesota Cities (LMC), defines "emergency" as "any occurrence that is, or is likely to be, beyond the control of the services, personnel, equipment, or facilities" of a city's water utility. The objective is to provide for the rapid, short-term deployment of resources to restore critical operations of affected water utilities. T he mutual aid agreement addresses how damage to property, workers' compensation, and liability will be handled between the city providing assistance and the city receiving assistance. City Council Meeting of February 6, 2012 (Item No. 4b) Page 2 Subject: Approve Participation in the MnWARN Network The MnWARN mutual aid agreement does not obligate a utility to provide or receive aid but provides a useful tool in an emergency situation. Some of the benefits of having an agreement in place prior to an emergency include: 1. Increased planning and coordination. Agreements facilitate planning for incident response, and help identify the people involved. 2. Enhanced access to specialized resources. Agreements help ensure the timely arrival of vital equipment and personnel. 3. Expedited arrival of aid. Mutual aid agreements streamline procedural steps so that resources can be easily requested and arrive in a timely manner. 4. Reduced administrative conflict. Mutual aid agreements clarify liability, reimbursement, and other administrative matters that could impede response in the absence of an agreement. The LMC partners with many other organizations to build strong, vital Minnesota communities. MnWARN is one of those partners and is identified on t he LMC website as one of many “Affiliate City & Professional Organizations”. Nearly 100 Minnesota cities are now members of and participate in the MnWARN network. Summary It does not cost anything for a city to join MnWARN and being a member does not obligate a utility to provide or receive aid, but provides a useful tool in an emergency situation. To become a member, the City needs to pass a resolution (attached) agreeing to all of the terms of the agreement (attached). Finally, staff has involved the City Attorney and LMC staff in reviewing the MnWARN mutual aid agreement attached to this report. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: Not Applicable. Attachments: Resolution MnWARN Mutual Aid Agreement Prepared by: Michael P. Rardin, Director of Public Works Approved by: Tom Harmening, City Manager City Council Meeting of February 6, 2012 (Item No. 4b) Page 3 Subject: Approve Participation in the MnWARN Network RESOLUTION NO. 12-____ RESOLUTION AUTHORIZING CITY OF ST. LOUIS PARK TO BE A PARTY TO MINNESOTA WATER AGENCY RESPONSE NETWORK (MnWARN) WHEREAS, Minnesota Statutes, Section 471.59 authorizes governmental units by agreement of their governing bodies to jointly or cooperatively exercise any power common to them; WHEREAS, MnWARN has been established by the adoption of a Mutual Aid Agreement (the Agreement) among Governmental Units to allow their water, wastewater and storm water utilities to assist each other in case of an emergency; WHEREAS, the Agreement allows other governmental units to become a party to the Agreement by the adoption of this Resolution and sending notice to the Secretary of the Statewide Committee for MnWARN; and WHEREAS, the governing body of City of St. Louis Park considers it to be in the best interests of the City to be a party to the Agreement. NOW, THEREFORE, BE IT RESOLVED, that the City of St. Louis Park: 1. Authorizes the Mayor and City Manager to sign this resolution evidencing the intent of the City of St. Louis Park to be a party to MnWARN; and 2. The Public Works Director is directed to send a certified copy of this resolution and a completed membership information form to the Secretary of the Statewide Committee of MnWARN; and 3. The City of St. Louis Park agrees to comply with all terms of the Agreement. IN WITNESS WHEREOF, the City of St. Louis Park, by action of its governing body, caused this Resolution to be approved on February 6, 2012. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4b) Page 4 Subject: Approve Participation in the MnWARN Network MINNESOTA WATER AGENCY RESPONSE NETWORK (MnWARN) MUTUAL AID AGREEMENT This Minnesota Water Agency Response Network (MnWARN) Mutual Aid Agreement is made and entered into by the undersigned Parties. WHEREAS, the Parties hereto are authorized by law or home rule charter to establish a water, wastewater or storm water utility; and WHEREAS, the Parties hereto have established a water, wastewater and/or storm water utility; and WHEREAS, the Parties recognize that an Emergency may require Assistance in the form of personnel, equipment and supplies from a Utility outside the Governmental Unit; and WHEREAS, the governing bodies of the Parties have investigated the facts and determined that it is in their best interests to authorize their Utilities to work cooperatively with another Party’s Utilities when there is an Emergency; and WHEREAS, Minnesota Statutes, Section 471.59 authorizes the Parties by agreement of their governing bodies to jointly or cooperatively exercise any power common to them. NOW, THEREFORE, in consideration of the mutual covenants made herein, the Parties agree as follows: ARTICLE I PURPOSE The Parties recognize that in an Emergency, their Utilities may require Assistance in the form of personnel, equipment and supplies from outside the area of impact. The purpose of this Agreement is to provide a framework, in the event of an Emergency, for the Parties to participate in an intrastate program for mutual aid assistance to provide water, wastewater and storm water utility services. The Parties authorize their Utilities to cooperatively assist other Party’s Utilities when there is an Emergency, subject to the discretion of the Responding Party’s Authorized Official as set forth in Article IV. ARTICLE II DEFINITIONS A. Agreement — This Water Agency Response Network Mutual Aid Agreement. B. Assistance — Resources, including but not limited to personnel, equipment, material and supplies that a Responding Party’s Utility provides to a Receiving Party’s Utility. C. Authorized Official — An employee or official of a Party’s Utility that is authorized by the Party’s governing body to request Assistance or provide Assistance under this Agreement. D. Emergency — Any occurrence that is, or is likely to be, beyond the control of the services, personnel, equipment or facilities of a Party’s Utility. City Council Meeting of February 6, 2012 (Item No. 4b) Page 5 Subject: Approve Participation in the MnWARN Network E. Governmental Unit — A city, county or township in Minnesota or a city’s public utilities commission. F. MnWARN — The framework for public water, wastewater and storm water utilities in Minnesota to assist other public water, wastewater and storm water utilities when there is an Emergency that requires Assistance from another Utility. The framework includes this Agreement and other resources to be developed and coordinated by the Statewide Committee to implement the purpose of this Agreement. G. National Incident Management System (NIMS) — A national, standardized approach to incident management and response that sets uniform processes and procedures for emergency response operations. H. Party/Parties — One or more governmental units that has a w ater, wastewater or stormwater utility that executes this Agreement or adopts this Agreement by resolution pursuant to Article XIV. I. Period of Assistance — The period of time when a Responding Party assists a Receiving Party. The period commences when personnel, equipment or supplies depart from a Responding Party’s facility and ends when the resources return to their facility. All protections identified in the Agreement apply during this period. The Period of Assistance may occur during response to or recovery from an Emergency. J. Receiving Party — A Party who requests and receives Assistance under this Agreement. K. Responding Party — A Party that provides Assistance to another Party pursuant to this Agreement. L. Statewide Committee — The committee responsible for overseeing MnWARN on a statewide level. M. Steering Committee — The leadership group that established MnWARN and the development of this Agreement. N. Utility/Utilities — A water, wastewater and/or storm water utility of a Party. ARTICLE III ADMINISTRATION A. Statewide Committee. 1. Voting Members. MnWARN shall be administered through a Statewide Committee. The Statewide Committee shall be comprised of nine (9) voting members. The voting members of the Statewide Committee shall be comprised as follows: (i) an employee or official of a Utility located in Region 1 of the Minnesota Division of Homeland Security and Emergency Management Regions; (ii) an employee or official of a Utility located in Region 2 of the Minnesota Division of Homeland Security and Emergency Management Regions; (iii) an employee or official of a Utility located in Region 3 of the Minnesota Division of Homeland Security and Emergency Management Regions; (iv) an employee or City Council Meeting of February 6, 2012 (Item No. 4b) Page 6 Subject: Approve Participation in the MnWARN Network official of a Utility located in Region 4 of the Minnesota Division of Homeland Security and Emergency Management Regions; (v) an employee or official of a Utility located in Region 5 of the Minnesota Division of Homeland Security and Emergency Management Regions; (vi) an employee or official of a Utility located in Region 6 of the Minnesota Division of Homeland Security and Emergency Management Regions; (vii) an employee or official of the Minnesota Rural Water Association; (viii) a representative from the Minnesota Section of the American Water Works Association; and (ix) a representative of the Minnesota Wastewater Operator’s Association. a. Initial Voting Members. The initial voting members representing the six regions of the Minnesota Division of Homeland Security and Emergency Management Regions shall be selected by the Steering Committee. The other three voting members shall be selected by the organization they represent. b. Subsequent Voting Members. The appointment or election of subsequent voting members shall be done in accordance with bylaws to be adopted by the Statewide Committee. b. Terms. The terms of the voting members shall be established by the bylaws to be adopted by the Statewide Committee. c. Changes. The Statewide Committee may change the number or composition of the voting members in accordance with its bylaws. 2. Advisory Members. There shall be at least six (6) advisory members of the Statewide Committee who shall not be entitled to vote. The advisory member shall consist of a representative to be selected by each of the following organizations: (i) the Minnesota Pollution Control Agency; (ii) the Minnesota Department of Health; (iii) Minnesota Homeland Security and Emergency Management; (iv) the Association of Minnesota Emergency Managers; (v) the Minnesota Municipal Utilities Association; and (vi) the League of Minnesota Cities. The voting members of the Statewide Committee may change the number or composition of the advisory members in accordance with its bylaws. The terms of the advisory members shall be established by the bylaws of the Statewide Committee. 3. Officers. The Statewide Committee shall have the following officers: a Chair, a Vice- Chair and a Secretary. The initial officers shall be elected by the Statewide Committee at its first meeting. The terms of the initial officers and subsequently elected officers shall be established by the bylaws of the Statewide Committee. The officers shall have the following powers: a. Chair. The Chair shall have no more power than any other member of the Statewide Committee except that the Chair shall act as the presiding officer at all Statewide Committee meetings and may have other duties as assigned from time to time and prescribed by the Statewide Committee. b. Vice-Chair. The Vice-Chair shall act as the presiding officer at any Statewide Committee meeting not attended by the Chair and shall perform the Chair’s duties in the Chair’s absence. The Vice-Chair may have other duties as assigned from time to time and prescribed by the Statewide Committee. City Council Meeting of February 6, 2012 (Item No. 4b) Page 7 Subject: Approve Participation in the MnWARN Network c. Secretary. The Secretary shall be responsible for ensuring that minutes are prepared for all Statewide Committee meetings. The Secretary shall also keep all books and records of the Statewide Committee and shall give all notices required by law, and may have other duties as assigned from time to time and prescribed by the Statewide Committee. The Statewide Committee may delegate all or part of the Secretary’s duties required under this Section to another person; provided that such delegation shall not relieve the Secretary of ultimate responsibility for these duties 4. Powers. The Statewide Committee shall have the following powers: a. To coordinate emergency planning and response activities of Utilities in coordination with the emergency management and public health system of the State; b. To adopt policies and procedures to further the purpose of MnWARN; c. To establish committees, including regional committees, to assist in implementing the purpose of MnWARN; d. To develop a resource list of personnel, equipment, supplies and other resources that may be used to provide Assistance; e. To establish a website to facilitate the Parties’ use of MnWARN; f. To develop protocols, forms or procedures for Parties to request assistance; g. To develop educational materials; and h. To develop training materials and conduct training for Parties. 5. Meetings. The Statewide Committee shall hold meetings as follows: a. Organizational Meeting. An organizational meeting shall be held at a time and place to be determined by the Steering Committee. b. Regular Meetings. Thereafter, the Statewide Committee shall meet at least annually. A schedule of regular meetings may be adopted by the Statewide Committee at the organizational meeting. A schedule of regular meetings may be changed from time to time as deemed necessary by the Statewide Committee. c. Special Meetings. Special meetings of the Statewide Committee may be called by the Chair and must be called by the Chair upon written request of two Statewide Committee members. d. Quorum. The Statewide Committee shall not take official action unless a majority of the voting members are present in person or via electronic communication. City Council Meeting of February 6, 2012 (Item No. 4b) Page 8 Subject: Approve Participation in the MnWARN Network ARTICLE IV REQUESTS FOR ASSISTANCE A. Party Responsibility. The Parties shall identify an Authorized Official and one or more alternates; provide contact information including 24-hour access; and maintain the resource information required contained in the member information form to be developed by the Statewide Committee. The Parties shall update this information as required by the bylaws. In the event of an Emergency, a Party’s Authorized Official may request Assistance from a Party’s Utility. The Authorized Official must specifically state that Assistance is being requested under MnWARN to activate the provisions of this Agreement. Requests for Assistance can be made orally or in writing. When made orally, the request for Assistance shall be prepared in writing as soon as practicable. Requests for Assistance shall be directed to the Authorized Official of a Party. Specific protocols for requesting Assistance shall be established by the Statewide Committee. B. Response to a Request for Assistance. After a Party receives a request for Assistance, the Authorized Official should evaluate if resources are available to respond to the request for Assistance. Following the evaluation, the Responding Party’s Authorized Official shall inform, as soon as possible, the Receiving Party’s Authorized Official if it can provide Assistance. If Assistance is provided, the Responding Party shall inform the Receiving Party about the type of available resources and the approximate arrival time of such resources. C. Discretion of Responding Party’s Authorized Official. Adoption of this Agreement does not create any duty to provide Assistance. When a P arty receives a r equest for Assistance, the Authorized Official shall have absolute discretion to provide Assistance or to not provide Assistance. A Party’s decision to provide Assistance or not provide Assistance shall be final. No Party nor any employee or officer of any Party shall be liable to any other Party or to any person for failure of any Party to furnish Assistance or for recalling Assistance. ARTICLE V RESPONDING PARTY PERSONNEL A. National Incident Management System (NIMS). When providing Assistance under this Agreement, the Requesting Party’s Utility and the Responding Party’s Utility shall be organized and function under NIMS. B. Control. The personnel of a Responding Party providing Assistance shall be under the direction and control of the Receiving Party until the Responding Party’s Authorized Official withdraws Assistance. The Receiving Party’s Authorized Official shall coordinate response activities with the Responding Party’s Authorized Official. Whenever practical, Responding Party personnel should plan to be self sufficient for up to 72 hours. City Council Meeting of February 6, 2012 (Item No. 4b) Page 9 Subject: Approve Participation in the MnWARN Network C. Food and Shelter. The Receiving Party shall supply reasonable food and shelter for Responding Party personnel for Assistance that is provided for more than 72 hours. If the Receiving Party is unable to provide food and shelter for a Responding Party’s personnel, the Responding Party’s Authorized Official or designee is authorized to secure food and shelter for its personnel and shall be entitled to reimbursement for such expenses from the Receiving Party. Reimbursement for food and shelter shall reflect the actual costs incurred by the Responding Party. If receipts are not available, the Responding Party cannot request reimbursement in excess of the State per diem rates for that area. D. Communication. The Receiving Party shall provide Responding Party personnel with radio equipment as available, or radio frequency information to program existing radios, in order to facilitate communication among personnel providing Assistance. E. Status. Unless otherwise provided by law, the Responding Party’s officers and employees retain the same privileges, immunities, rights, duties, and benefits as provided in their respective jurisdictions. F. Licenses and Permits. To the extent permitted by law, Responding Party personnel who hold licenses, certificates, or permits evidencing professional, mechanical, or other skills shall be allowed to carry out activities and tasks relevant and related to their respective credentials during the Period of Assistance. G. Right to Withdraw. The Responding Party’s Authorized Official retains the right to withdraw some or all of its resources at any time. Notice of intention to withdraw must be communicated to the Receiving Party’s Authorized Official as soon as possible. ARTICLE VI COST REIMBURSEMENT Unless otherwise mutually agreed in whole or in part, the Receiving Party shall reimburse the Responding Party for each of the following categories of costs incurred while providing Assistance during the Period of Assistance. A. Personnel. A Responding Party shall be reimbursed for its actual costs paid to personnel providing Assistance during the Period of Assistance. The Responding Party’s designated supervisor(s) must keep accurate records of work performed by personnel during the Period of Assistance. Reimbursement to the Responding Party must consider all personnel costs, such as salaries or hourly wages, including overtime, and costs for fringe benefits and indirect costs. B. Equipment. The Receiving Party shall reimburse the Responding Party for the use of equipment during a Period of Assistance pursuant to the Responding Party’s rate schedule. If the Responding Party does not have a rate schedule, the rates for equipment use must be based on the Federal Emergency Management Agency’s (FEMA) Schedule of Equipment Rates. If a Responding Party uses rates different from those in the FEMA Schedule of Equipment Rates, the Responding Party must provide such rates in writing to the Receiving Party prior to supplying Assistance. Reimbursement for equipment not referenced on a Party’s rate schedule or the FEMA Schedule of Equipment Rates must be developed based on actual recovery of costs. City Council Meeting of February 6, 2012 (Item No. 4b) Page 10 Subject: Approve Participation in the MnWARN Network C. Materials and Supplies. The Receiving Party must reimburse the Responding Party in kind or at actual replacement cost, plus handling charges, for use of expendable or non- returnable supplies. The Responding Party must not charge direct fees or rental charges to the Receiving Party for other supplies and reusable items that are returned to the Responding Party in a clean, damage-free condition. Reusable supplies that are returned to the Responding Party with damage must be treated as expendable supplies for purposes of cost reimbursement. D. Payment Period. The Responding Party must provide an itemized bill to the Receiving Party for all expenses it incurred as a result of providing Assistance under this Agreement. The Responding Party must send the itemized bill not later than ninety (90) days following the end of the Period of Assistance. The Receiving Party must pay the undisputed portion of the bill in full on or before the forty-fifth (45th) day following the billing date. Unpaid bills become delinquent upon the forty-sixth (46th) day following the billing date, and, once delinquent, the bill accrues interest at the standard rate of interest charged by the Responding Party for unpaid bills. If the Responding Party does not have a standard rate, the interest rate shall be the rate of prime, as reported by the Wall Street Journal, plus two percent (2%) per annum. Any undisputed amount must be resolved using the procedures set forth in Article VII. ARTICLE VII DISPUTES The Parties agree to act in good faith to undertake resolution of disputes, in an equitable and timely manner and in accordance with the provisions of this Agreement. If disputes cannot be resolved informally by the Parties, the following procedures shall be used: A. Mediation. If there is a failure between Parties to resolve a dispute on their own, the Parties shall first attempt to mediate the dispute. The Parties shall agree upon a mediator, or if they cannot agree, the Statewide Committee Chair shall select a mediator. If the Chair of the Statewide Committee, has a conflict of interest, the duty for selecting a mediator shall pass to the Vice-Chair. B. Arbitration. If the dispute remains unresolved following mediation, the dispute shall be submitted to arbitration under the Uniform Arbitration Act, Minnesota Statutes, Sections 572.08-.30. If the Parties cannot agree on one or more arbitrators, the arbitrator(s) shall be selected using the same procedure set forth for selecting a mediator. The decision of the majority of the arbitrators shall not be binding upon the Parties. If the arbitration decision is not accepted, the Parties may pursue any other legal remedy to resolve the dispute. ARTICLE VIII RECEIVING PARTY’S DUTY TO INDEMNIFY For the purposes Minnesota Municipal Tort Liability Act, Minnesota Statutes, Chapter 466, the employees and officers of the Responding Party are deemed to be employees (as defined in Minnesota Statutes, Section 466.01, subdivision 6) of the Receiving Party. The Receiving Party shall defend, indemnify and hold harmless, the Responding Party, its officers, employees, volunteers and agents from all claims, loss, damage, injury, and liability of City Council Meeting of February 6, 2012 (Item No. 4b) Page 11 Subject: Approve Participation in the MnWARN Network every kind, nature, and description, directly or indirectly arising from the Responding Party’s Assistance during the Period of Assistance. The scope of the Receiving Party’s duty to indemnify includes, but is not limited to, suits arising from, or related to, negligent or wrongful use of equipment or supplies on loan to the Receiving Party, or faulty workmanship or other negligent acts, errors, or omissions by the Responding Party personnel. The Receiving Party shall not be required to defend and indemnify the Responding Party for any willful or wanton misconduct of the Responding Party or its officer, employees, volunteers or agents. Under no circumstances, however, shall a party be required to pay on behalf of itself and other parties, any amounts in excess of the limits of liability established in Minnesota Statutes, Chapter 466 applicable to any one party. The intent of this article is to impose on each Receiving Party a limited duty to defend and indemnify a Responding Party for claims arising within the Receiving Party’s jurisdiction subject to the limits of liability under Minnesota Statutes, Chapter 466. The purpose of creating this duty to defend and indemnify is to simplify the defense of claims by eliminating conflicts among defendants and to permit liability claims against multiple defendants from a single occurrence to be defended by a single attorney. The Receiving Party’s duty to indemnify is subject to, and shall be applied consistent with, the conditions set forth in Article X. ARTICLE IX DAMAGE TO EQUIPMENT Each Party shall be responsible for damages to or loss of its own equipment. Each Party waives the right to sue any other Party for any damages to or loss of its equipment, even if the damages or losses were caused wholly or partially by the negligence of any other Party or its officers, employees, or volunteers. ARTICLE X WORKERS’ COMPENSATION Each Party shall be responsible for injuries or death of its own personnel. Each Party will maintain workers’ compensation insurance or self-insurance coverage, covering its personnel while they are providing Assistance pursuant to this Agreement. Each Party waives the right to sue another Party for any workers’ compensation benefits paid to its own personnel while they are providing Assistance pursuant to this Agreement. Each Party waives the right to sue another Party for any workers’ compensation benefits paid to its own employee or volunteer or their dependents, even if the injuries were caused wholly or partially by the negligence of another Party or its officers, employees or volunteers. ARTICLE XI INSURANCE Parties to this Agreement shall maintain the following liability coverages: (1) commercial general liability; and (2) automobile liability, including owned, hired, and non-owned automobiles. Each policy shall have a limit at least equal to the maximum municipal liability limit in Section 466.04, subd. 1. If the policy contains a general aggregate limit, the general aggregate limit shall not be less than double the maximum municipal liability limit in Section 466.04, subd. 1. City Council Meeting of February 6, 2012 (Item No. 4b) Page 12 Subject: Approve Participation in the MnWARN Network ARTICLE XII WITHDRAWAL A Party may withdraw from this Agreement by providing written notice of its intent to withdraw to the Statewide Committee Secretary. Withdrawal takes effect 60 days after notice is sent. ARTICLE XIII INTRASTATE AND INTERSTATE MUTUAL AID AND ASSISTANCE PROGRAMS To the extent practicable, Parties to this Agreement are encouraged to participate in mutual aid and assistance activities conducted under the State of Minnesota Intrastate Mutual Aid and Assistance Program and the Interstate Emergency Management Assistance Compact (EMAC). Parties may voluntarily agree to participate in an interstate Mutual Aid and Assistance Program for Utilities through this Agreement if such a Program were established. ARTICLE XIV NEW MEMBERS Other Governmental Units may be added to this Agreement upon approval of their governing body as evidenced by adoption of the resolution attached as Exhibit I to this Agreement and execution by the Governmental Unit’s authorized representatives. A Governmental Unit shall not become a Party to this Agreement until a certified copy of the resolution is received by the Statewide Committee Secretary. The Statewide Committee Secretary shall maintain a master list of all Parties to this Agreement. ARTICLE XV GENERAL PROVISIONS MODIFICATION A. Modification. No provision of this Agreement may be modified, altered or rescinded by individual parties to the Agreement. Modifications to this Agreement may be due to programmatic operational changes to support the Agreement. Modifications require a simple majority vote of the Parties to this Agreement. The Statewide Committee Secretary shall provide written notice to all Parties of approved modifications to this Agreement. Approved modifications take effect 60 days after the date upon which notice is sent to the Parties. B. Signatory Indemnification. In the event of a liability, claim, demand, action or proceeding of whatever kind or nature arising out of a Period of Assistance, the Parties who receive and provide Assistance shall indemnify and hold harmless those Parties whose involvement in the transaction or occurrence that is the subject of such claim, action, demand or other proceeding is limited to execution of this Agreement. C. Prohibition on Third Parties and Assignment of Rights/Duties. This Agreement is for the sole benefit of the Parties and no pe rson or entity shall have any rights under this Agreement as a third-party beneficiary. Assignments of benefits and delegations of duties created by this Agreement are prohibited and are without effect. City Council Meeting of February 6, 2012 (Item No. 4b) Page 13 Subject: Approve Participation in the MnWARN Network D. Notice. A Party who becomes aware of a claim or suit that in any way, directly or indirectly, contingently or otherwise, affects or might affect other Parties to this Agreement shall provide prompt and timely notice to the Parties who may be affected by the suit or claim. Each Party reserves the right to participate in the defense of such claims or suits as necessary to protect its own interests. E. Effective Date. This Agreement shall be effective after approval by the Parties’ governing body and execution by the Parties’ authorized representatives. F. Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Minnesota. G. Captions. Article and section headings contained in this Agreement are included for convenience only and form no part of the Agreement among the Parties. H. Waivers. The waiver by a Party of any breach or failure to comply with any provision of this Agreement by another Party shall not be construed as, or constitute a continuing waiver of such provision or a waiver of any other breach of or failure to comply with any other provision of this Agreement. I. Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument. J. Savings Clause. If any court finds any article, section or portion of this Agreement to be contrary to law or invalid, the remainder of the Agreement will remain in full force and effect. IN WITNESS WHEREOF, the Parties, by action of their respective governing bodies, caused this Agreement to be approved on the dates below. The City Council of St. Louis Park, Minnesota duly approved this Agreement on the 6th day of February, 2012. By: ______________________________ It’s Mayor By: ______________________________ It’s City Manager Meeting Date: February 6, 2012 Agenda Item #: 4c Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Special Assessment - Water Service Line Repair at 3232 Webster Avenue South. RECOMMENDED ACTION: Motion to Adopt Resolution authorizing the special assessment for the repair of the water service line at 3232 Webster Avenue South, St. Louis Park, MN - P.I.D. 16-117-21-24-0043. POLICY CONSIDERATION: The proposed action is consistent with policy previously established by the City Council. BACKGROUND: Anthony Lombardo, owner of the single family residence at 3232 Webster Avenue South, has requested the City to authorize the repair of the water service line for his home and assess the cost against the property in accordance with the City’s special assessment policy. Analysis: The City requires the repair of service lines to promote the general public health, safety and welfare within the community. The special assessment policy for the repair or replacement of water or sewer service lines for existing homes was adopted by the City Council in 1996. This program was put into place because sometimes property owners face financial hardships when emergency repairs like this are unexpectedly required. Plans and permits for this service line repair work were completed, submitted, and approved by City staff. The property owner hired a contractor and repaired the water service line in compliance with current codes and regulations. Based on the completed work, this repair qualifies for the City’s special assessment program. The property owner has petitioned the City to authorize the water service line repair and special assess the cost of the repair. The total eligible cost of the repair has been determined to be $3,395.00. FINANCIAL OR BUDGET CONSIDERATION: The City has funds in place to finance the cost of this special assessment. VISION CONSIDERATION: Not applicable. Attachment: Resolution Prepared by: Scott Anderson, Utility Superintendent Through: Mike Rardin, Public Works Director Brian Swanson, Controller Approved by: Tom Harmening, City Manager City Council Meeting of February 6, 2012 (Item No. 4c) Page 2 Subject: Special Assessment – Water Service Line Repair at 3232 Webster Avenue South RESOLUTION NO. 12-____ RESOLUTION AUTHORIZING THE SPECIAL ASSESSMENT FOR THE REPAIR OF THE WATER SERVICE LINE AT 3232 WEBSTER AVENUE SOUTH, ST. LOUIS PARK, MN P.I.D. 16-117-21-24-0043 WHEREAS, the Property Owner at 3232 Webster Avenue South has petitioned the City of St. Louis Park to authorize a special assessment for the repair of the water service line for the single family residence located at 3232 Webster Avenue South; and WHEREAS, the Property Owner has agreed to waive the right to a public hearing, right of notice and right of appeal pursuant to Minnesota Statute, Chapter 429; and WHEREAS, the City Council of the City of St. Louis Park has received a report from the Utility Superintendent related to the repair of the water service line. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that: 1. The petition from the Property Owner requesting the approval and special assessment for the water service line repair is hereby accepted. 2. The water service line repair that was done in conformance with the plans and specifications approved by the Public Works Department and Department of Inspections is hereby accepted. 3. The total cost for the repair of the water service line is accepted at $3,395.00. 4. The Property Owner has agreed to waive the right to a public hearing, notice and appeal from the special assessment; whether provided by Minnesota Statutes, Chapter 429, or by other statutes, or by ordinance, City Charter, the constitution, or common law. 5. The Property Owner has agreed to pay the City for the total cost of the above improvements through a special assessment over a ten (10) year period at the interest rate of 5.85 %. 6. The Property Owner has executed an agreement with the City and all other documents necessary to implement the repair of the water service line and the special assessment of all costs associated therewith. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk Meeting Date: February 6, 2012 Agenda Item #: 4d Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Imposing Civil Penalties for Liquor License Violations. RECOMMENDED ACTION: Motion to Adopt the following Resolutions Imposing Civil Penalties for Liquor License Violation according to the recommendation of the City Manager: • Resolution imposing civil penalty for liquor license violation on November 23, 2011, at Texas-Tonka Liquors, 8242 Minnetonka Blvd. • Resolution imposing civil penalty for liquor license violation on November 23, 2011, at Jennings’ Liquor Store, 4631 Excelsior Blvd. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, a t Little Szechuan, 5377 W. 16th St. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, a t Crave, 1603 West End Blvd. • Resolution imposing civil penalty for liquor license violation on December 9, 2011, a t Liquor Barrel, 5111 Excelsior Blvd. • Resolution imposing civil penalty for liquor license violation on December 12, 2011, at YUM!, 4000 Minnetonka Blvd. • Resolution imposing civil penalty for liquor license violation on December 14, 2011, at Pei Wei Asian Diner, 5330 Cedar Lake Road, Suite 600 • Resolution imposing civil penalty for liquor license violation on January 7, 2012, at The Four Firkins, 5650 W. 36th Street. POLICY CONSIDERATION: Does the City Council concur with the administrative hearing decision of the City Manager to impose penalties for liquor license violations occurring in November and December of 2011 and January of 2012 at eight establishments in St. Louis Park? If the City Council should disagree with the City Manager’s recommendation, a hearing would need to be scheduled for the Licensee to appear before the City Council for further consideration. BACKGROUND: Liquor compliance checks were conducted by the St. Louis Park Police Department in November and December, 2011. Under the direction of Police officers, an underage buyer attempted to purchase alcoholic beverages at the 52 licensed establishments throughout the city. Seven of the licensed establishments failed the compliance check. Citations were issued in each case and forwarded to Hennepin County District Court for consideration of criminal penalties. The City is responsible for imposing civil penalties. Minnesota Statutes 340A.415 limits civil penalty fees of up to $2,000 for each violation. Ordinance No. 2329-07 adopted May 7, 2007 states that the presumptive civil penalties for the violations of selling alcohol to an underage person are as follows: City Council Meeting of February 6, 2012 (Item No. 4d) Page 2 Subject: Imposing Civil Penalties for Liquor License Violations 1st Violation 2nd Violation within 3 yrs 3rd Violation Within 3 yrs 4th Violation Within 3 yrs $2,000 $2,000 and 1 day suspension $2,000 and 3 day suspension Revocation One establishment, The Four Firkins, received a violation notice which involved the consumption of alcoholic beverages on an off-sale liquor licensed premises which is prohibited by state law and city ordinance. P er City Code Sec. 3-75, the City Manager has set an administrative penalty of a $2,000 fine OR 2 day suspension. The owner of the establishment has agreed to the violation and chose the $2,000 fine administrative penalty which was paid on January 30, 2012. The Police Department, State Inspector, and staff have met and discussed the incident with the licensee. The 45 establishments who passed the alcohol compliance checks received a letter of congratulations signed by the Mayor and City Manager. The sample letter is attached to this report. Administrative Process Liquor license violators can choose to appear at an administrative hearing before the City Manager or appeal directly to the City Council. Administrative Hearings were held on January 18 and January 20, 201 2. At those hearings the City Manager, City Clerk, and Lieutenant Harcey reviewed each violation in detail and discussed preventive measures that could be taken to ensure that future violations do not occur. Lieutenant Harcey discussed training provided by the St. Louis Park Police Department. At the end of each hearing, a penalty fine was determined by the City Manager. All License holders signed stipulations agreeing to the facts of their case and accepting the fine imposed. The establishments and fines set are as follows: Establishment Name Address Violation Date Number of Violations within 3 years Fine/Penalty Texas-Tonka Liquors 8242 Minnetonka Blvd. 11/23/11 1 $ 2,000 Jennings’ Liquor Store 4631 Excelsior Blvd. 11/23/11 1 $ 2,000 Little Szechuan 5377 W. 16th St. 12/9/11 1 $ 2,000 Crave 1603 West End Blvd. 12/9/11 2 $ 2,000 and 1 day liquor license suspension Liquor Barrel 5111 Excelsior Blvd. 12/9/11 1 $ 2,000 YUM! 4000 Minnetonka Blvd. 12/12/11 1 $ 2,000 Pei Wei Asian Diner 5330 Cedar Lake Road, Suite 600 12/14/11 1 $ 2,000 The Four Firkins 5650 W. 36th St. 01/07/12 1 $2,000 City Council Meeting of February 6, 2012 (Item No. 4d) Page 3 Subject: Imposing Civil Penalties for Liquor License Violations FINANCIAL OR BUDGET CONSIDERATION: Not applicable. VISION CONSIDERATION: Preventing the sale of alcohol to minors by imposing penalties assures that St. Louis Park continues to be a connected and engaged Children First Community. Attachments: Resolutions Letter of Congratulations Prepared by: Kay Midura, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4d) Page 4 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON NOVEMBER 23, 2011 AT TEXAS-TONKA LIQUORS 8242 MINNETONKA BLVD. WHEREAS, on November 23, 2011, a liquor license violation, sale of liquor to a minor, occurred at Texas-Tonka Liquors, located at 8242 Minnetonka Blvd. in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 5 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON NOVEMBER 23, 2011 AT JENNINGS’ LIQUOR STORE 4631 EXCELSIOR BLVD. WHEREAS, on November 23, 2011, a liquor license violation, sale of liquor to a minor, occurred at Jennings’ Liquor Store, located at 4631 Excelsior Blvd. in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 6 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON DECEMBER 9, 2011 AT LITTLE SZECHUAN 5377 W. 16TH ST. WHEREAS, on December 9, 2011, a liquor license violation, sale of liquor to a minor, occurred at Little Szechuan, located at 5377 W. 16th St. in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 7 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON DECEMBER 9, 2011 AT CRAVE 1603 WEST END BLVD. WHEREAS, on December 9, 2011, a liquor license violation, sale of liquor to a minor, occurred at Crave, located at 1603 West End Blvd. in St. Louis Park; and WHEREAS, the liquor license violation was the second occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE IT RESOLVED, that a civil penalty of $2,000 and a one-day liquor license suspension to occur on February 5, 2012 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 8 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON DECEMBER 9, 2011 AT LIQUOR BARREL 5111 EXCELSIOR BLVD. WHEREAS, on December 9, 2011, a liquor license violation, sale of liquor to a minor, occurred at Liquor Barrel, located at 5111 Excelsior Blvd. in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 9 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON DECEMBER 12, 2011 AT YUM! 4000 MINNETONKA BLVD. WHEREAS, on December 12, 2011, a liquor license violation, sale of liquor to a minor, occurred at YUM!, located at 4000 Minnetonka Blvd. in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 10 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON DECEMBER 14, 2011 AT PEI WEI ASIAN DINER 5330 CEDAR LAKE ROAD, SUITE 600 WHEREAS, on December 14, 2011, a liquor license violation, sale of liquor to a minor, occurred at Pei Wei Asian Diner, located at 5330 Cedar Lake Road, Suite 600 in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-73 through 3-75; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Page 11 Subject: Imposing Civil Penalties for Liquor License Violations RESOLUTION NO. 12 -____ RESOLUTION IMPOSING CIVIL PENALTY FOR LIQUOR LICENSE VIOLATION OCCURRING ON JANUARY 7, 2012 AT THE FOUR FIRKINS 5650 W. 36TH STREET WHEREAS, on January 7, 2012, a liquor license violation, consumption of alcoholic beverages on an off-sale liquor licensed premises, occurred at The Four Firkins, located at 5650 W. 36th Street in St. Louis Park; and WHEREAS, the liquor license violation was the first occurrence at this establishment within three years; and WHEREAS, the license holder, has stipulated that the incident occurred and was a violation of the city liquor license ordinance Sections 3-56, 3-105, and Minnesota Rules 7515.0570; and WHEREAS, the license holder was informed of the civil penalty process and has agreed to accept the administrative penalty as set by the City Manager and as approved by the City Council. NOW THEREFOR BE I T RESOLVED, that a civil penalty of $2,000 is hereby imposed on the license holder pursuant to City Code Section 3-75. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4d) Subject: Imposing Civil Penalties for Liquor License Violations Page 12 Meeting Date: February 6, 2012 Agenda Item #: 4e Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Home Remodeling Fair Temporary Signs in the Public Right-of-Way. RECOMMENDED ACTION: Motion to adopt the attached Resolution to approve the West Metro Home Remodeling Fair’s request for placing temporary signs in the public right-of-way. POLICY CONSIDERATION: None. BACKGROUND: On January 10, 2012, the City received an application from the West Metro Home Remodeling Fair for 20 yard signs to be placed temporarily within the public right-of-way for one week prior to the event. The council has been granting a similar request for the Lion’s Pancake Breakfast every year since 2005. Section 36-362(e)(2) of the Zoning Code states that prohibited signs include, “Signs on or over the public right-of-way unless the City Council grants permission for a temporary sign on or over the public right-of-way for a period not to exceed ten days.” Proposal: The West Metro Home Remodeling Fair is a non-profit community based organization consisting of the Cities of St. Louis Park, Minnetonka, Hopkins and Golden Valley and their Community Education Departments. The annual Home Remodeling Fair provides advice, ideas and resources for residents that are planning on improving and maintaining their home. The requested signs advertise the 20th Annual Home Remodeling Fair to be held on Sunday, February 26, 2012. The signs will be removed the day after the event. The following signs are proposed to be placed within the right-of-way according to the location map: # Sign Style Size Location Dates Displayed 20 Two-sided yard signs 3’ wide x 2’ high A through S 2/17/2012 - 2/27/2012 If approved, all signs will be placed within the public right-of-way at the locations shown on the attached sign map. Staff will verify placement to avoid visibility-related issues. RECOMMENDATION: It is recommended that the City Council adopt the attached Resolution approving the West Metro Home Remodeling Fair’s request for the placement of 20 temporary yard signs in the public right-of-ways as outlined within the attached Resolution. City Council Meeting of February 6, 2012 (Item No. 4e) Page 2 Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: None. Attachments: Resolution Letter from West Metro Home Remodeling Fair Sign Map Sign List Sign Prepared by: Gary Morrison, Assistant Zoning Administrator Reviewed by: Meg McMonigal, Planning & Zoning Supervisor Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4e) Page 3 Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way RESOLUTION NO. 12-____ RESOLUTION APPROVING THE WEST METRO HOME REMODELING FAIR'S APPLICATION FOR THE PLACEMENT OF TEMPORARY SIGNS WITHIN THE PUBLIC RIGHT-OF-WAY WHEREAS, The West Metro Home Remodeling Fair made application for the placement of 20 temporary signs within the public right-of-way; and WHEREAS, pursuant to Section 36-362(e)(2) of the St. Louis Park Zoning Ordinance, the City Council may approve the placement of temporary signs within the public right-of-way for a period not to exceed 10 days; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that the City Council approves the West Metro Home Remodeling Fair's application for the placement of 20 temporary signs within the public right-of-way beginning February 17, 2012, and to be removed by the end of the day, February 27, 2012. BE IT FURTHER RESOLVED that the size and placement of the 20 signs are approved as shown on the attached sign plan (Exhibit A). Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4e) Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way Page 4 QR3 §¨¦394§¨¦394 ³±100 ³±7 ³±100 ³±7 ³±100³±7 £¤169 £¤169 QR3 QR25 QR5 QR20 QR5 Westwood Hills Nature Center AquilaPark DakotaPark TwinLakesPark Wolfe Park LamplighterPark BrowndalePark FordPark Shelard Park LouisianaOaks CarpenterPark/SkippyField CedarKnoll/CarlsonField Fern HillPark Cedar ManorPark/Lake AinsworthPark OttenPond WalkerFieldKeystoneParkCenterPark Oak HillPark Oregon ParkBronxParkWebsterParkEdgebrook Park NorthsideRotaryPark WillowPark EliePark HampshireParkMinikahda VistaPark JerseyPark BirchwoodParkRoxburyParkPennsyl-vania Park Texa-Tonka Park/LakeVictoria Nelson Park Bass La k e Park Knollwood Green CedarhurstPark Fre e d o m Pa r k (Pa u l F r a n k ) Justad Park IsaacWaltonLeague/Creekside Black-stonePark 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Public Buildings City Hall..........................................Fire Station #1 South....................Fire Station #2 North.....................Library............................................Municipal Service Ctr....................Police Station ...............................Recreation Center.........................Westwood Nature Center..............Community CentersCentral............................................Eliot................................................Lenox.............................................ParksAinsworth Park..............................Aquila Park....................................Bass Lake Park.............................Bass Lake Preserve......................Birchwood Park............................Blackstone Park............................Bronx Park.....................................Browndale Park.............................Carpenter Park/Skippy Field........Cedar Knoll/Carlson Field............Cedar Manor Park/Lake................Cedarhurst Park............................Center Park....................................Dakota Park...................................Edgebrook Park............................Elie Park........................................Fern Hill Park.................................Ford Park.......................................Freedom Park (Paul Frank)..........Hampshire Park............................Isaac Walton League/Creekside..Jackley Park..................................Jersey Park....................................Jorvig Park....................................Justad Park....................................Keystone Park...............................Knollwood Green..........................Lamplighter Park...........................Louisiana Oaks............................. 13 1/2 ST W ..................13TH LN W....................14TH ST W....................16TH ST W....................18TH ST W....................1ST ST NW....................22ND LN W....................22ND ST W....................23RD ST W....................24TH CT W....................24TH PL W....................24TH ST W....................25 1/2 ST W...................25TH ST W....................26TH ST W....................27TH ST W....................28TH ST W....................29TH ST W....................2ND ST NW...................30 1/2 ST W...................31ST ST W.....................32 1/2 ST W...................32ND ST W....................33RD ST W....................34 1/2 ST W...................34TH ST W.....................35 1/2 ST W...................35TH ST W....................36 1/2 ST W...................36TH ST W.....................37TH ST W.....................38TH ST W....................394 HOV LN..................39TH ST W.....................40TH LN W....................40TH ST W.....................41ST ST W....................42 1/2 ST W...................42ND ST W....................43 1/2 ST W...................44TH ST W....................ALABAMA AVE S..........ALPINE PASS................ANN LN..........................AQUILA AVE S..............AQUILA CIR S...............AQUILA LN S................AUTO CLUB WAY.........AVONDALE RD.............BASSWOOD RD...........BELMONT RD...............BELT LINE BLVD..........BETTY CROCKER DR..BLACKSTONE AVE S...BLAKE RD N.................BOONE AVE S..............BOONE CT....................BRANSON ST...............BRIDLE LN....................BROOK AVE.................. F-9 F-8, F-9 F-4, F-5, F-9 to F-13, G-9 G-3 to G-5, G-8 to G-14 G-3 to G-5, G-8 to G-12, H-7, H-8, H-10 to H-12 N-11, O-11 I-4, I-5 H-9 to H-11, I-4, I-5, I-8, I-9, I-18, I-19 H-16, I-4, I-5, I-8, I-10 to I-12, I-15, I-16 I-6 J-5 I-5, I-9, I-11, I-18, I-19, J-10, J-11 J-13 to J-16 I-17, J-6 to J-9, J-17 to J-19 J-8 to J-18 J-9 to J-15, K-15 to K-17 K-5 to K-19, L-5 K-6, K-8 to K-14, L-6, L-7, L-15 to L-17 N-10, N-11 L-7, L-8, L-18, L-19 L-6, L-8 to L-13, M-6 to M-8, M-15 to M-19 M-8, M-9 M-5, M-7 to M-13 M-6 to M-9, M-11 to M-14, N-11, N-15, N-16 N-8 N-5 to N-9, N-12 to N-14, N-18 O-14 N-6 to N-9, N-15, N-16, O-12, O-13, O-15 O-16, O-17 O-5 to O-8, O-12 to O-18 O-7 to O-10, O-12 to O-14, P-6, P-7, P-12, P-17, P-18 P-17 to P-19 F-14 to F-16, G-16 Q-12 to Q-14, Q-16 to Q-19 Q-16 Q-15 to Q-19 Q-16, R-13, R-14 to R-16 S-16 R-16, R-17, S-13 to S-15 S-16, T-15 T-15 to T-17 G-13, H-13, J-13 to T-13 G-18 N-3, N-4 J-7 to P-7 O-6, O-7 M-6, M-7, N-6 P-14, P-15 G-17 I-17 to I-19, J-17 F-3, G-3 M-16 to O-16 D-4, D-5 G-13, H-13, J-13 to M-13 P-7 J-6, K-6, K-7, L-6, M-6, M-7, N-6, O-6 K-6 S-17 P-4 T-15 BROOK AVE S............BROOK LN..................BROOKSIDE AVE.......BROOKVIEW DR........BROOKVIEW PKWY...BROWNDALE AVE.....BROWNLOW AVE......BRUNSWICK AVE S...BURD PL.....................CAMBRIDGE ST..........CAVELL AVE S...........CAVELL LN.................CEDAR LAKE AVE.....CEDAR LAKE PL........CEDAR LAKE RD.......CEDAR LAKE RD S....CEDAR LN..................CEDAR SHORE DR....CEDAR ST..................CEDARWOOD RD......CIMARRON TRL.........CIRCLE W...................CLUB RD.....................COLORADO AVE S..... COOLIDGE AVE..........COOLIDGE AVE S.......COTTAGE DNS...........COVE DR.....................CRESTRIDGE DR........DAKOTA AVE S...........DART AVE S................DECATUR AVE S........DECATUR LN.............DEVANEY ST..............DIVISION ST................DOUGLAS AVE...........DREW AVE S...............DREXEL AVE..............EDGEBROOK DR.......EDGEMOOR DR.........EDGEWOOD AVE S....ELIOT VIEW RD..........ENSIGN AVE S............EWING AVE S.............EXCELSIOR BLVD...... EXCELSIOR WAY.......FAIRLAWN WAY........FAIRWAY LN..............FIELD DR....................FLAG AVE S................FLORIDA AVE S..........FORD CIR....................FORD LN.....................FORD RD....................FOREST LN................FOREST RD...............FRANCE AVE S..........FRANKLIN AVE W.....FREDERICK AVE....... S-15, T-15 S-13, T-13 R-13, S-13, S-14, T-14 P-8, Q-8, Q-9, Q-13 D-7, D-8, E-7, E-8 R-15, R-16, S-15 to U-15 N-11, O-11, O-12 G-13, H-13, J-13 to N-13, O-12, O-13, P-13 to S-13 J-7, J-8 P-6 to P-9, P-12 to P-14 I-6 to M-6 M-6 K-17 to K-19 H-19 H-11, H-12, I-9 to I-11, J-4 to J-9, K-4, K-5 G-13, H-12 to H-18, I-18 I-19, J-19 I-19, J-18, J-19 K-17, K-18 I-16 to I-18 I-4 T-12 J-5, J-6 E-13, F-12, F-13, G-12, H-12, J-12, K-12, K-13 to M-13, O-13 to Q-13, R-12, R-13, S-13 T-15 S-15, T-15 O-4 K-3, K-4 F-3 F-12 to H-12, J-12 to R-12 S-16, T-16 I-6, J-6, L-6, M-6 M-6, N-6 S-15, S-16 P-8, P-9 G-16, G-17, G-18 I-18, I-19 T-17, U-17 P-9, P-10, Q-9 N-4 to P-4 G-12 to M-12, P-12, Q-12 H-12, I-11, I-12 L-5, L-6 H-19, I-18, I-19 M-19, M-20, N-18, N-19, O-17, O-18, P-16, P-17, Q-14 to Q-16, R-8 to R-14 Q-10, R-10 G-17 G-5 E-7, E-8 F-5 to J-5, L-5 to O-6 F-12, H-12 to M-12 G-3, G-4 D-4 D-4, E-3, E-4, F-3 to H-3 I-18 I-17, I-18 I-18, J-18, K-18, K-19, L-18, L-19 to R-18 G-5, H-5, H-7 to H-12 L-5, M-5 GAMBLE DR......................................GENERAL MILLS BLVD....................GEORGIA AVE S...............................GETTYSBURG AVE S.......................GLEN PL............................................GLENHURST AVE S.........................GLENHURST CIR.............................GLENHURST RD..............................GOODRICH AVE...............................GORHAM AVE..................................GRAND WAY....................................GREGORY RD...................................GRIMES AVE....................................HAMILTON ST..................................HAMPSHIRE AVE S..........................HANLEY RD......................................HAWTHORNE RD............................HIAWATHA AVE...............................HIGHWAY 100..................................HIGHWAY 100 S...............................HIGHWAY 169..................................HIGHWAY 169 N..............................HIGHWAY 169 S..............................HIGHWAY 7.....................................HIGHWOOD RD..............................HILL LN S........................................HILLSBORO AVE S..........................HOBART LN.....................................HOMEDALE RD................................HOSPITAL SERVICE DR..................HUNTINGTON AVE S.......................IDAHO AVE S....................................INDEPENDANCE AVE S....................INDEPENDENCE AVE S....................INGLEWOOD AVE.............................INGLEWOOD AVE S..........................INTERSTATE 394..............................JERSEY AVE S...................................JOPPA AVE S....................................JORDAN AVE S.................................JUNE AVE S......................................KALTERN LN....................................KENTUCKY AVE S............................KENTUCKY LN..................................KILMER AVE......................................KIPLING AVE.....................................KIPLING AVE S..................................KNOLLWOOD MALL ACCESS RD....LAKE ST NE......................................LAKE ST W.......................................LAKEVIEW DR W.............................LANCASTER AVE.............................LANCASTER ST...............................LAUREL AVE....................................LEARNING CENTER RD..................LIBRARY LN.....................................LITTLE ST........................................LONSDALE CIR................................LOUISIANA AVE S............................LOUISIANA CIR................................LOUISIANA CT S..............................LOUISIANA TRANSIT CTR.............. G-14, G-15 D-6 to F-6 H-11, H-12, J-11, K-11, K-12 to N-12 I-5, J-5, L-5 to P-5 T-16 K-18 to Q-18 Q-18 H-18, I-18 P-12 to P-14 M-10, N-10, N-11, O-11 P-16 E-8 Q-17 N-12 to N-14 E-11 to M-11, O-11, O-12 D-8, E-8 R-9, S-9 P-6, P-7, Q-7 S-14 to U-14 G-16, H-15, H-16, I-15 to N-15, O-14, O-15, P-14 to T-14 P-5, Q-5 C-4, D-4 D-4 to M-4, M-5 to P-5 L-17 to L-19, M-15 to M-18, N-13 to N-15, O-8 to O-14, P-4 to P-10 H-18 I-16 F-5 to H-5, L-5 to N-5 S-13, T-13 R-9, S-9 Q-11, Q-12, R-12 J-18 to L-18, N-18 to Q-18 F-11 to N-11 G-5 F-5 to H-5, L-5, O-5, P-5 Q-18 J-18 to M-18, M-18 to Q-18 E-2 to E-8, F-2, F-8 to F-16 F-11 to M-11 J-17, J-18, K-17, K-18, L-17, L-18, M-17, P-17, Q-17 F-4, G-4, I-4 to K-4, K-5 G-18 G-18 F-11 to K-10, K-11, L-11, M-11 I-10, I-11 F-4, G-4 Q-17, R-17 J-17, K-17, O-17 to Q-17 O-7, O-8 P-8, Q-8 L-14, L-18, L-19, M-13, M-14, N-12, N-13, O-10 to O-12, P-8 to P-10 G-3 F-4, G-4 H-4 E-8, E-9 D-3 M-10, M-11, N-11, N-12, O-12 S-17 I-4 E-10 to O-10, O-11, P-11 to R-11 Q-11 K-10 F-10 LYNN AVE.........................LYNN AVE S......................MACKEY AVE....................MACKEY AVE S................MARYLAND AVE S...........MEADOWBROOK BLVD..MEADOWBROOK LN.......MEADOWBROOK RD......MELROSE AVE................MERIDIAN LN..................MERILANE AVE...............MINIKAHDA CT................MINNEHAHA CIR N.........MINNEHAHA CIR S.........MINNEHAHA CT..............MINNETONKA BLVD.......MONITOR ST...................MONTEREY AVE.............MONTEREY AVE S..........MONTEREY DR...............MONTEREY PKWY..........MORNINGSIDE RD..........NATCHEZ AVE S..............NATHAN LN N..................NEVADA AVE S................NORTH ST.......................OAK LEAF CT...................OAK LEAF DR..................OAK PARK VILLAGE DR.OAK RIDGE TRL.............OAKDALE AVE................OLD CEDAR LAKE RD....OREGON AVE S..............OREGON CT....................OTTAWA AVE S..............OTTAWA CT....................OTTAWA PL....................OXFORD ST....................PARK CENTER BLVD.....PARK COMMONS DR.....PARK GLEN RD..............PARK NICOLLET BLVD..PARK PLACE BLVD S.....PARKDALE DR...............PARKER LN....................PARKER RD...................PARKLANDS LN.............PARKLANDS RD............PARKWOODS RD..........PENNSYLVANIA AVE S..PHILLIPS PKWY.............POWELL RD...................PRESTON LN..................PRINCETON AVE S........PRINCETON CT..............PRINCETON LN..............QUEBEC AVE S...............QUEBEC DR....................QUENTIN AVE S.............QUENTIN CT...................RALEIGH AVE S..............RANDALL AVE................ Q-17, R-17 J-17 to M-17, O-17, P-17, Q-17 T-15 S-15, T-15 F-10, G-10, H-10, K-10 to M-10 R-11, S-12, S-13, T-13 Q-11, R-10, R-11 Q-9 to S-9 F-4 to H-4 P-17 T-10, T-11 N-18, O-18 N-5, N-6 N-5, N-6 N-5 M-5, L-5 to L-18, M-4 O-11, P-11 Q-17, R-17 J-17 to M-17, Q-17 O-16, P-16, P-17 K-17, L-16, L-17 S-15 to S-17 F-16, G-16, G-17, H-16, J-16 to M-16, P-16, Q-16 D-3 F-10 to M-10 P-9, P-10 N-10 N-10, N-11 M-10 O-4 R-17, S-16, S-17, T-17 H-16 G-9, H-9, I-10, J-9, J-10, K-10 to M-10, O-10, P-10 H-9, I-9 G-16, H-16, K-16 to M-16, Q-16 to S-16 S-16 K-16 P-8, P-11 to P-14, Q-9 to Q-11 O-15, P-14, P-15, Q-14, Q-15 P-15, P-16, P-17 M-17, N-15 to N-17 P-15, Q-15 F-14 to H-14, H-15 H-15 H-4 G-4, H-4 H-17, I-17 H-17, I-17 I-15, I-16 E-9 to P-9, P-10, Q-10 O-6 Q-9, R-9 S-9 G-16, H-16, J-16 to N-16, Q-16 to S-16 J-16 P-16, Q-16 I-9 to P-9 H-9, I-9 G-16, H-16, J-16 to P-16 to S-16 J-16 J-15, K-15, L-15, L-16, M-16, O-15, Q-15, Q-16, R-16 N-18 REPUBLIC AVE.............................RHODE ISLAND AVE S................RIDGE DR.....................................RIDGEWAY RD.............................ROBIN OAK RD.............................RUNNYMEADE LN........................SALEM AVE S................................SANDRA LN...................................SARATOGA LN N...........................SERVICE RD..................................SHELARD PKWY...........................SOUTH ST.....................................STANLEN RD................................STEPHENS DR.............................SUMTER AVE S.............................SUMTER DR..................................SUNNYSIDE RD............................SUNSET BLVD...............................SUNSET RIDGE RD......................TAFT AVE S...................................TARGET SERVICE DR..................TEXA TONKA AVE.........................TEXAS AVE S.................................TEXAS CIR S..................................THIELEN AVE.................................TOLEDO AVE S..............................TRANSIT CENTER SERVICE RD..TURNERS XRD S..........................UTAH AVE S..................................UTAH DR S....................................UTICA AVE S..................................VALLACHER AVE...........................VAN BUREN AVE N.......................VERMONT AVE S..........................VERMONT ST................................VERNON AVE S.............................VICTORIA CIR................................VICTORIA CRV...............................VICTORIA LN..................................VICTORIA WAY..............................VIRGINIA AVE S.............................VIRGINIA CIR N..............................VIRGINIA CIR S..............................WALKER ST...................................WATERSTONE PL.........................WAYZATA BLVD............................WEBSTER AVE S...........................WESTMORELAND LN....................WESTRIDGE LN.............................WESTWOOD CIR...........................WESTWOOD HILLS CRV...............WESTWOOD HILLS DR.................WESTWOOD HILLS RD.................WESTWOOD RD............................WILLOW LN N................................WILLOW LN S................................WINNETKA AVE S.........................WISCONSIN AVE S........................WOLFE PKWY................................WOOD LN.......................................WOODDALE AVE...........................WOODDALE AVE S........................ N-10, N-11, O-11 E-9, F-9, I-8, I-9 to Q-9 H-14, I-14 E-8, E-9 J-4 H-3, H-4 J-15 to N-15, R-15, S-15 N-3, N-4 D-2 Q-14, Q-15, R-14 D-3, D-4, E-2, E-3, F-3 P-10, P-11 J-5, J-6 I-15 E-8, E-9, F-8, I-8, J-8, J-9, K-9, L-9 to P-9 H-8, H-9, I-8 T-16, T-17 K-19, L-18, L-19 N-6 P-10 O-6, P-6 K-8, L-8 F-8, F-9, G-8, G-9, H-8 to P-8 G-8, G-9 T-14 J-15 to M-15, R-15, S-15 F-10 F-14 E-8, G-8 to I-8, L-8 to O-8 G-8, H-8 F-15, G-15, I-15 to L-15, M-14, M-15, Q-15 to S-15 P-17, Q-16, Q-17 P-6 F-8 S-14 H-14, J-14 to L-14, R-14 to T-14 J-9, K-9 J-8, K-8 K-8 K-8, K-9 G-7, G-8, H-8 to O-8 I-7, J-6 to J-8 J-6 to J-8 N-13, N-14, O-8 to O-13 L-4, M-4 D-4, E-2 to E-4, E-7, E-8, E-11, F-2 to F-16, G-16 J-14 to S-14 G-5, G-6, H-6, H-7 I-16 D-2 H-7, H-8, I-7, I-8 F-8, G-7, G-8, H-7, H-8, I-8 F-8 D-2, E-2 H-17, I-17 I-17 D-8 to F-8 E-7, F-7, F-8 P-16 T-14 N-12, N-13, O-13, T-16 O-13, O-14, P-14, Q-14, Q-15, R-15, R-16 to T-16 WOODLAND DR.......WYOMING AVE S.....XENWOOD AVE S....XYLON AVE S...........YOSEMITE AVE S....YUKON AVE S..........ZARTHAN AVE S..... ZINRAN AVE S......... P-9, Q-9 K-8, L-7, L-8, M-8, N-8, O-8 J-14 to O-14, Q-14 to S-14 J-7 to O-7 J-14 to T-14 J-7, K-7, M-7 to O-7 F-13, G-13, J-13, K-13, K-14, L-13 to N-13, P-13, Q-13, Q-14, R-13, R-14, S-13, S-14 J-7, K-7, M-7 to O-7 L-7 H-9 N-12 J-12 R-16 L-16 P-14 I-10 N-11 Q-10 M-16 O-16 G-7 O-13 H-11 L-11 Minikahda Vista Park.........................Nelson Park........................................Northside Rotary Park.......................Oak Hill Park......................................Oregon Park.......................................Otten Pond.........................................Parkview Park....................................Pennsylvania Park.............................Rainbow Park.....................................Rec Center / Wolfe Park....................Roxbury Park.....................................Shelard Park......................................Sunset Park........................................Sunshine Park...................................Texa-Tonka Park/Lake Victoria.........Town Green Park...............................Twin Lakes Park................................Walker Field.......................................Webster Park.....................................Westwood Hills Nature Center..........Willow Park........................................ K-9 M-7 N-18 N-17 K-13 G-13 L-11 S-16 M-16 J-10 J-5 G-17 P-14 J-12 P-10 N-7 K-17 H-4 N-11 G-12 Q-10 S-13 G-11 O-13 P-13 L-13 N-5 G-9 N-10 Parks (Cont'd) Q-18 J-12 I-10 M-9 M-9 G-12 N-11 G-9 L-8 P-16 L-13 D-3 N-7 L-14 K-8 P-16 I-17 O-9 N-14 F-7 J-9 0 1 20.5 Miles City of St. Louis Park2011 - Proposed Map Created/Updated: October 22, 2007 City Council Meeting of February 6, 2012 (Item No. 4e) Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way Page 5 West Metro Home Remodeling Fair Sign Inventory and Location Plan 26-Feb-12 Number Type Width Height Map Location # Map Location 1 Two sided stick-in-ground style yard sign 2' 3' A Monterey Drive @ W36 1/2 Street (south of park trail) 1 Two sided stick-in-ground style yard sign 2' 3' B Cedar Lake Rd @ Flag Ave (east @ Bus Shelter) 1 Two sided stick-in-ground style yard sign 2' 3' C Old Cedar Lake Road @ Quentin Ave S (50' s of intersection) 1 Two sided stick-in-ground style yard sign 2' 3' D Cedar Lake Rd @ Zarthan Ave (ne corner of intersection) 1 Two sided stick-in-ground style yard sign 2' 3' E Minnetonka Blvd @ Louisiana Ave (sw corner of intersection) 1 Two sided stick-in-ground style yard sign 2' 3' F W36th Street @ Phillips Parkway (n side e of Flag Ave) 2 Two sided stick-in-ground style yard sign 2' 3' G Beltline Blvd @ County Rd 25 (nw and se corners) 1 Two sided stick-in-ground style yard sign 2' 3' H Excelsior Blvd @ Louisiana Ave (ne corner) 1 Two sided stick-in-ground style yard sign 2' 3' I Wooddale Ave @ W41st Street (e side 40' south) 1 Two sided stick-in-ground style yard sign 2' 3' J Louisiana Ave @ W Lake St (w side 40' north) 1 Two sided stick-in-ground style yard sign 2' 3' K Louisiana Ave @ N Side Park (w side by bench over looking park) 1 Two sided stick-in-ground style yard sign 2' 3' L Minnetonka Blvd @ Regional Trail (s side over trail) 1 Two sided stick-in-ground style yard sign 2' 3' M Louisiana Ave @ Park Tavern (e side 75' s of Oak Leaf Dr) 1 Two sided stick-in-ground style yard sign 2' 3' N W 16th St @ Costco (n side 200' west of entrance) 1 Two sided stick-in-ground style yard sign 2' 3' O Minnetonka Blvd @ Hampshire (s side 20' e of bus shelter) 1 Two sided stick-in-ground style yard sign 2' 3' P France Ave @ W26th Street (e side s of W26th st) 1 Two sided stick-in-ground style yard sign 2' 3' Q Minnetonka Blvd @ Inglewood (e of intersection in median) 1 Two sided stick-in-ground style yard sign 2' 3' R Cedar Lake Road @ Quebec Ave (n side east in front of church) 1 Two sided stick-in-ground style yard sign 2' 3' S Texas Ave @ Wayzata Blvd (sw corner) 20 Install 8 days prior to event. Removed by 4:00 pm day after event. City Council Meeting of February 6, 2012 (Item No. 4e) Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way Page 6 @ Eisenhower C.C., Hopkins This Sunday! FREE! City Council Meeting of February 6, 2012 (Item No. 4e) Subject: Home Remodeling Fair Temporary Signs in the Public Right-of-Way Page 7 Meeting Date: February 6, 2012 Agenda Item #: 4f Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Authorize Contract for 2012 Consultant Services (Reilly). RECOMMENDED ACTION: Motion to adopt resolution authorizing execution of a one (1) year contract with Summit Envirosolutions, Inc. for consultant services related to the implementation of the Reilly Tar & Chemical Corporation (Reilly) Remedial Action Plan (RAP) during year 2012. POLICY CONSIDERATION: Does the Council wish to approve this contract with Summit Envirosolutions, Inc. (SUMMIT)? BACKGROUND: History In September, 1986, the Reilly Consent Decree became effective and the City accepted responsibility for a number of environmental remediation tasks contained in the Reilly Remedial Action Plan (RAP). Over the last 25 years the City has retained the services of ten consulting engineers or firms to provide for the design and/or implementation of RAP activities. One such firm – ENSR, eventually acquired by AECOM, has served as the cornerstone of our professional “consortium”. This was based on the extensive historical and staffing relationship of this firm with the Reilly project. During 2011, key “Reilly” staff left AECOM to work for SUMMIT. Annual Reilly contract activities have included, but not been limited to: • Groundwater sampling and analysis • Drafting annual reports for agency review • Aquifer studies • Investigation of leaking wells • Soil investigations • Historical file searches • General project administration While many of the studies required by the Reilly RAP have been completed, certain tasks such as groundwater sample retrieval and annual reporting represent ongoing activities which will require consultant assistance in 2012 and in the future. SUMMIT has provided consultant services for some tasks in the recent past and has been recognized by the United States Environmental Protection Agency (U.S. EPA) and Minnesota Pollution Control Agency (MPCA) as an approved consultant for such activities. Staff supports switching to and using SUMMIT for 2012 consultant services due to their past service for us, their environmental reputation, and their “key” staffing as it relates to “Reilly” activities. City Council Meeting of February 6, 2012 (Item No. 4f) Page 2 Subject: Authorize Contract for 2012 Consultant Services (Reilly) 2012 Environmental Services The following work tasks describe the work and associated costs expected during 2012: Task 100 - 2011 Annual Monitoring Report: Summit will draft text and prepare figures and tables to assist the City in completing the 2011 Annual Monitoring Report. The Annual Monitoring Report includes analytical results, groundwater contour maps, a historical summary of analytical results, and a data quality review. This report is due to the U.S. EPA and MPCA (Agencies) on March 15, 2012. Task 150 - 2011 Annual Progress Report and GAC Plant Report: SUMMIT will assist the City in completing these two reports for submittal to the Agencies on March 15, 2012. Task 400 - Groundwater Monitoring and Sample Shipping: Summit will collect all of the monitoring well and municipal well samples identified in accordance with the 2012 Sampling Plan. The numbers of samples are shown below in the description for Task 600 and include several samples that are collected every other year in even numbered years. New this year, the Sampling Plan proposes to use a less expensive analysis for the St. Peter Aquifer well samples. If approved by the Agencies, the City would save an estimated $3,000 to $4,000 in laboratory and shipping costs. This cost savings is reflected in Task 600 on the attached Table 1. Overnight shipping costs to the Test America Denver lab are included in the Task 400 cost estimate. Task 480 - Sampling Plan and QAPP: This task involves the preparation of the Annual Sampling Plan, due October 31, 2012, and the Quality Assurance Project Plan, due June 30, 2012. Given the level of comments received from the Agencies last year, this task budget is estimated to be the same as the actual costs last year. Task 500 - Five Year Review Issues: Issues identified in the Agencies 2011 Five Year Review included the vapor intrusion study. Other identified issues are tracked under the other tasks in this proposal. No budget is shown for Task 500 i n Table 1 based on t he assumption that the results of the Agencies 2011 vapor intrusion study will not lead to more work that will involve the City. Task 600 - Laboratory Coordination: This task includes five subtasks summarized below and shown in Table 1 which provides cost estimates for each of the five subtasks: 1. Working with Test America and Pace Labs on implementing the QAPP, coordinating sampling events, and updating and maintaining the water quality database. 2. Providing data review and data validation at the levels described in the QAPP. The data validation and data quality review will be documented in the Annual Monitoring Report. 3. Test America subcontract for PAH part-per-trillion analyses for an estimated 55 samples. 4. Pace subcontract for PAH part-per-billion level analyses for an estimated 60 samples. 5. Laboratory audits at both Test America and Pace. The sample numbers above were derived from the 2012 Sampling Plan submitted during November 2011 and may change if the Agencies require plan changes. City Council Meeting of February 6, 2012 (Item No. 4f) Page 3 Subject: Authorize Contract for 2012 Consultant Services (Reilly) Task 700 - Site Closure: This task is intended to accomplish the long anticipated goal of ceasing pumping at the source and gradient control wells in the Drift, Platteville, and St. Peter Aquifers. It is apparent, through prolonged discussions with MPCA, that the Agencies will not be comfortable shutting down the shallow pumping wells, until the degree of gradient control in the Prairie du Chien – Jordan Aquifer is well understood and any issues with respect to PAH migration towards Edina are resolved. To that end, this task begins with the analysis of water level data (including Edina’s data, when available) and an explanation of the groundwater flow patterns in the Prairie du Chien – Jordan Aquifer in a submittal to the Agencies. Depending on the results of that groundwater flow analysis, the submittal may also contain a plan to address PAH migration from St. Louis Park to Edina. Once the Agencies are comfortable with the control (or plan for control) of PAH in the Prairie du Chien – Jordan Aquifer, the next part of the Site Closure task will be to obtain the Agencies’ approval to discontinue pumping at wells W410, W420, W421, and W439. For 2012 t his subtask is expected to include agency communications (meetings, conference calls, etc.) which are budgeted for and shown in Table 1. In addition, depending upon the results of these agency discussions, the following activities may also be undertaken during 2012: 1. A written submittal requesting cessation. 2. The installation of one Drift and one Platteville monitoring well. 3. Continued automated water level monitoring in the Drift, Platteville, and St. Peter Aquifers. Table 1 identifies these additional activities, but does not include their costs at this time. The costs for these activities are estimated by SUMMIT at approximately $45,000 at this time. The certainty of and the schedule for this additional work is unknown and depends upon the successful completion of the preceding Prairie du Chien – Jordan Aquifer gradient control subtask. If this additional work proceeds in 2012, a contract amendment addressing these costs will be necessary Task 810 - Program Management and Miscellaneous: This task includes overall planning, directing, and controlling Summit’s resources to perform this project. The task also includes miscellaneous project activities throughout the year. Summary As noted above, SUMMIT staff has been deeply involved in previous related activities and has collaborated with the City in the development of proposals submitted to the Agencies for the work tasks listed. Staff supports the use of SUMMIT for the work tasks described in this report. As in the past, all activities are assigned through, and closely monitored by staff. Wherever possible, staff drafts reports for submittals, makes contacts with the Agencies, and coordinates the consultant activities, thereby reducing out of pocket expenditures. Finally, SUMMIT proposes to conduct all work described on a time and materials basis, using the same terms and conditions as our past “Reilly” contracts, for the costs shown in Table 1. City Council Meeting of February 6, 2012 (Item No. 4f) Page 4 Subject: Authorize Contract for 2012 Consultant Services (Reilly) FINANCIAL OR BUDGET CONSIDERATION: Estimated Contract Cost Past annual costs paid for Reilly consulting services since 1993 have ranged from a low of $64,642 to a high of $200,885 in 2011. The AECOM contract for 2011 allowed for possible expenses of $166,000 with actual accrued expenses of $165,659. Additional SUMMIT expenses during 2011 amounted to $35,226. The proposal received from SUMMIT estimates the cost for 2012 work tasks at $167,000. The variation in costs from year to year is generally associated with responding to EPA/MPCA concerns identified in their 5 year reviews (Task 5). During 2009 and 2010, significant funds were expended on responding to soil gas vapor concerns and past 5 year review issues raised by the Agencies. Following is a summary of the 2012 SUMMIT work tasks described above and their estimated costs: Table 1 TASK ESTIMATED COST Task 100: 2011 Annual Monitoring Report (due March 15, 2012) $ 10,000 Task 150: 2011 Progress Report and GAC Plant Report $ 2,000 Task 400: Groundwater Sampling and Monitoring in 2012 $ 58,000 Task 480: Sampling Plan and QAPP $ 7,000 Task 500: Five Year Review $ 0 Task 600: Laboratory Coordination $ 50,000 Subtask: Lab coordination $ 4,500 Subtask: Data validation and review $ 6,000 Subtask: Test America lab subcontract $ 23,300 Subtask: Pace lab subcontract $ 5,500 Subtask: Pace lab subcontract $ 10,700 Task 700: Site Closure Activities $ 15,000 Subtask: PCJ Gradient control $ 10,000 Subtask: Cessation request a. Agency communications $ 5,000 b. Cessation request $ 0 c. New monitoring wells $ 0 d. Water level monitoring $ 0 Task 810: Project Management/Miscellaneous $ 25,000 Total Estimated Project Cost for 2012: $ 167,000 The 2012 Reilly Budget contains funding for these Reilly related consultant activities. Contract Terms The following significant terms have been in past contracts and are also incorporated in this contract: 1. Contract terminates on December 31, 2012 with City rights to extend for up to two (2) additional one (1) year periods. 2. Compensation to be based on actual work performed with a maximum contract amount of $167,000 for 2012. 3. SUMMIT will defend and indemnify the City for SUMMIT’s actions related to this contract. 4. SUMMIT has independent contractor status. 5. City may terminate this contract at any time for any reason with a 30 day written notice. City Council Meeting of February 6, 2012 (Item No. 4f) Page 5 Subject: Authorize Contract for 2012 Consultant Services (Reilly) The City Attorney was involved in the preparation of this contract. VISION CONSIDERATION: Not Applicable Attachment: Resolution Prepared by: Michael P. Rardin, Director of Public Works Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4f) Page 6 Subject: Authorize Contract for 2012 Consultant Services (Reilly) RESOLUTION NO. 12-____ RESOLUTION AUTHORIZING EXECUTION OF AGREEMENT WITH SUMMIT ENVIROSOLUTIONS, INC. FOR PROFESSIONAL SERVICES RELATED TO IMPLEMENTATION OF THE REILLY TAR & CHEMICAL CORPORATION REMEDIAL ACTION PLAN WHEREAS, pursuant to the execution of a Consent Decree in the case of the United States of America, et al versus Reilly Tar & Chemical Corporation, et al, the City of St. Louis Park has assumed certain responsibilities in the implementation of a Remedial Action Plan related thereto; and WHEREAS, the City has determined that it will be necessary to retain the services of a professional consultant to implement various activities for which it is responsible under the terms of the Consent Decree and Remedial Action Plan. NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that: 1. The Mayor and City Manager are hereby authorized to enter into a contract with Summit Envirosolutions, Inc. in the amount of $167,000 for consultant activities related to the implementation of the Reilly Tar & Chemical Corporation Remedial Action Plan during 2012. Reviewed for Administration Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk Meeting Date: February 6, 2012 Agenda Item #: 4g Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Prism Dial-A-Ride Program. RECOMMENDED ACTION: Motion to Approve extending the City’s contract with Prism (People Responding in Social Ministry) to provide door-to-door dial-a-ride services to all residents of St. Louis Park through December 31, 2012. Current contract expires February 29, 2012. POLICY CONSIDERATION: The City entered into a six month contract with Prism on September 1, 2011 to provide Dial-a- Ride transportation services to St. Louis Park residents. Previous to entering into this contract, St. Louis Park was served by several transportation programs, each operating independently and with various limitations. The policy consideration is whether or not the City Council wishes to continue to support Prism’s Dial-a-Ride program to enhance the level of transportation services available for SLP residents. BACKGROUND: City s taff and Courtney Whited, Prism Transportation Coordinator, met with the Council in July 2011 to discuss Prism’s proposed plan to expand their door-to-door Dial-a-Ride program to St. Louis Park. C ouncil supported the proposal and the potential benefits that a flexible transportation program would provide and directed staff to proceed with the steps necessary to enter into a contract with Prism to provide Dial-a-Ride services to St. Louis Park residents. T he City agreed to provide a funding contribution up to $10,000 to cover program costs for the initial six month period of September 1, 2011 through February 29, 2012. Following the first six months of operation, staff would evaluate the program’s operation and its ability to serve the transportation needs of St. Louis Park residents. U pon review of this information with the Council, the intent was to determine whether to continue funding the program for 2012. Based on the program to date as noted in the January 23 S tudy Session report, staff are recommending continuing the contract through the end of 2012. We will continue to monitor the program and this fall we will evaluate whether or not to continue the contract for 2013. More detailed information on the Dial-a-Ride program and performance to date is provided below. Who is Prism? Prism is a community funded social service agency that provides families in need with food, financial assistance, transportation and other services in times of financial hardships. Programs include a food shelf, financial assistance, school supplies, employment and budget counseling, home maintenance, referral services and transportation. Their mission is “To walk alongside families providing support-based programs that encourage self-sufficiency”. For over 35 years, the volunteers and staff at Prism have helped families stabilize their immediate crisis and then continued to work with them; counseling, educating and goal-setting to empower them to take an active role in their own solutions. City Council Meeting of February 6, 2012 (Item No. 4g) Page 2 Subject: Prism Dial-A-Ride Program Description of Prism Dial-a-Ride Service. The Dial-a-Ride services include transportation to any destination in the cities of St. Louis Park, Golden Valley, Robbinsdale, Crystal, New Hope, Brooklyn Center and eastern Plymouth. Services are also provided to public transit stops connecting riders for travel outside the service area. Rider eligibility for the service is not restricted by age or income and is accessible for mobility impaired riders. Riders are asked to pay a $3.00 fee per one-way trip and there is no limit on the number of trips taken per week. This is an on demand service and riders need to call at least three business days in advance to schedule a ride. Prism operates on a 1 hour pick-up window although the driver will call the rider when he is 10 minutes away. The vehicles used are handicapped accessible. The hours of operation for this transportation service are Monday through Friday, 8AM to 4PM. Ridership Statistics: September through December 2011. Prism began providing services to St. Louis Park residents in September. Marketing efforts included articles in the Sun Sailor, the Park Perspective and announcements on the City’s web site. Prism staff also did direct outreach to the senior center, Park Nicollet, STEP, and the faith community. Following 142 requests for rides the first month of service, the number of rides dropped to 121 the second month but has since been slowly climbing. In December, Prism provided 159 rides. The number of unduplicated riders monthly has averaged 13 and a total of 28 individuals have used the service since September. Prism has indicated that the majority of the riders are seniors that are seeking a more attentive service than what they would receive from an alternate transportation service. The door-to-door Dial-a-Ride service is more direct than many services and provides the rider the feel of running an errand. A ride to and from the store only takes 15 to 25 minutes each way versus 1 – 2 hours on Metro Mobility or the bus. The service is more similar to taxi cab service. The most frequent ride destination thus far has been to adult day care. O ther destinations included medical appointments, work, shopping and social service appointments. Prism has indicated that typically ridership will continue to grow each month as more residents hear about the service. In other communities they have seen a threefold increase in riders within a year of implementing the program. Prism has done a significant amount of outreach and will be undertaking more direct marketing in February. Prism also has two new buses that will be going into service at the end of this month. These buses with their updated logo will provide a presence in the community that will also contribute to marketing the program. Staff Recommendation. Based on the first four months of ridership, the Dial-a-ride service is showing consistent and increasing use. Seniors, the targeted ridership population, are the primary users of the service. Prism has stated that they anticipate ridership will continue to grow as word of mouth spreads about the program. Extension of the contract through the end of year will provide an opportunity to better assess the long term and ongoing use of the program. Staff is recommending that we continue funding the service through the end of 2012. Staff will continue to monitor the program and this fall will evaluate whether to continue the program into 2013. Next Steps. Upon receiving Council approval, staff will prepare the necessary agreements for the City to extend the contract with Prism to provide the dial-a-ride program through December 31, 2012. The agreement will include an option for the City to provide continued funding for the City Council Meeting of February 6, 2012 (Item No. 4g) Page 3 Subject: Prism Dial-A-Ride Program program for 2013 contingent upon Council approval. Staff will continue to review the program’s performance through the initial year of operation and provide an update to the Council and a determination regarding continued funding prior to the end of the contract term. FINANCIAL OR BUDGET CONSIDERATION: The City’s 2012 budget includes up to $20,000 in funding for a Dial-a-Ride program. PRISM Express estimates that the full cost of a one way ride is $11.50. PRISM bills the City monthly on a per ride basis. The City reimburses PRISM at a rate of $5.50 per one way ride. The additional ride expense is supplemented by contributions from a $5000 grant from the Park Nicollet Foundation and the $3 fare charged to riders. The Housing Rehab Fund is the funding resource for the City’s contribution. The estimated amount of the City’s contribution was determined based on community size and the anticipated number of riders annually. For the initial 6 m onth contract, the City agreed to reimburse expenses for the Dial-a-Ride service at the rate of $5.50 per ride up to $10,000. The City’s contribution for services provided from September through December totaled $3,052.50. VISION CONSIDERATION: The need for a variety of transportation modes allowing residents and visitors to easily and inexpensively travel throughout the city and the entire metro region was identified through the Visioning process as one of the City’s primary focus areas. Creation of a dial-a-ride program that expands ridership boundaries is consistent with many of the ideas and goals proposed by the Visioning Transportation Action Team including: • Creating a superior transportation system, • Alleviate barriers, • Transportation system should strive to be simple, convenient, safe and inexpensive for everyone, • All the transportation system components and modes should be integrated and designed to support one another, • Embrace existing and future technology to make transportation more convenient and cost effective, • Our transportation system is an innovative model for other communities, and • Coordinate with neighboring cities’ transit efforts. Attachments: None Prepared by: Michele Schnitker, Housing Supervisor Reviewed by: Kevin Locke, Community Development Director Approved by: Nancy Deno, Deputy City Manager/HR Director Meeting Date: February 6, 2012 Agenda Item #: 4h Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Traffic Study Number 632: Authorize Installation of Parking Restrictions at 4951 Cedar Lake Road. RECOMMENDED COUNCIL ACTION: Motion to rescind Resolution 94-36 and to authorize “No Parking” restrictions at 4951 Cedar Lake Road. POLICY CONSIDERATION: Does the City Council wish to authorize the installation of the parking restrictions as noted in this staff report? The proposed action is consistent with City policy. BACKGROUND: The City has received a request to extend a “No Parking” area in front of 4951 Cedar Lake Road (see attached map). This is adjacent to the Cedar Trails West Condominiums. Currently, there is a 60 foot area east of the driveway that is posted “No Parking.” The request is to extend this area an additional 30 feet, making the total area 90 feet long. This extension would provide additional space to see traffic coming from the east. City staff has contacted the residents adjacent to the proposed “No Parking” area, and there were no objections to this change. City staff finds this request reasonable, and is therefore recommending Council approve the attached resolution rescinding Resolution 94-36 and authorizing the installation of “No Parking” restrictions on the south side of Cedar Lake Road, from the driveway to 4951 Cedar lake Road to a point 90 feet to the east. FINANCIAL OR BUDGET CONSIDERATION: The cost of enacting these controls is minimal and will come out of the general operating budget. VISION CONSIDERATION: None. Attachments: Resolution Map Prepared by: Laura Adler, Engineering Program Coordinator Reviewed by: Scott A. Brink, City Engineer Michael Rardin, Director of Public Works Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4h) Page 2 Subject: TS # 632: Authorize Installation of Parking Restrictions 4951 Cedar Lake Road RESOLUTION NO. 12-____ RESOLUTION RESCINDING RES. NO. 94-36 AND AUTHORIZING INSTALLATION OF “NO PARKING” RESTRICTIONS IN FRONT OF 4951 CEDAR LAKE ROAD TRAFFIC STUDY NO. 632 WHEREAS, the City of St. Louis Park, Minnesota has been requested, has studied, and has determined that the following traffic controls meet the requirements of the City’s policy for installation of parking restrictions. NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that Resolution No. 94-36 be rescinded. LET IT BE FURTHER RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that the Director of Public Works is hereby authorized to install the following controls: 1. No parking along the south side of Cedar Lake Road from 40 feet west of the access drive serving 4901-4951 to 90 feet east of the access. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk City Council Meeting of February 6, 2012 (Item No. 4h) Page 3 Subject: TS # 632: Authorize Installation of Parking Restrictions 4951 Cedar Lake Road Proposed Parking Restrictions on Cedar Lake Road Proposed “No Parking” Existing “No Parking” 4951 4901 Meeting Date: Meeting Date: February 6, 2012 Agenda Item #: 4i Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Final Payment Resolution – Contract No. 79-09 with Jorgenson Construction Inc. for the MSC Renovation Project 2008-1900 RECOMMENDED ACTION: Motion to Adopt Resolution accepting work and authorizing final payment in the amount of $216,525.56 for the MSC Renovation Project 2008-1900. POLICY CONSIDERATION: Not applicable. BACKGROUND: At the July 6, 2009, Council awarded the contract for the MSC Renovation Project to Jorgenson Construction Inc. in the amount of $8,164,000. T he MSC Renovation Project budget was established at $9.5 million for all design and related construction costs. During the project the City received Hennepin County Environmental Response Grants totaling $530,996 to assist with unexpected remediation of contaminated soils and further environmental analysis of the MSC and Creekside Park sites. This increased the overall funding available for the project to $10,030,996. The site has been brought into compliance with environmental requirements. While the construction took longer than expected, Jorgenson Construction Inc. has completed the contracted work and the city is recommending acceptance of the project. The revised MSC contract with Jorgenson Construction amounted to $8,391,374.56. Total project cost to date for construction, design, environmental, and project management is $9,933,650.69. A project fund balance of $97,345.31 is remaining. FINANCIAL OR BUDGET CONSIDERATION: Listed below are the funding sources for this project: 2008A Utility Revenue Bonds $4,000,000 Solid Waste Fund 1,000,000 Permanent Improvement Revolving Fund 4,500,000 Hennepin County Grants 530,996 Total $10,030,996 VISION CONSIDERATION: This project is consistent with the City Council’s Strategic Direction related to environmental stewardship. Attachment: Resolution Prepared by: Brian Hoffman, Director of Inspections Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 4i) Page 2 Subject: Final Payment Resolution – Contract No. 79-09 for MSC Renovation Project 2008-1900 RESOLUTION NO. 12- ____ RESOLUTION ACCEPTING WORK FOR THE MSC RENOVATION PROJECT CITY PROJECT 2008-1900 CONTRACT NO. 79-09 NOW THEREFORE BE IT RESOLVED, by the City Council of the City of St. Louis Park, Minnesota, as follows: 1. Pursuant to a written contract with the City dated July 6, 2009 Jorgenson Construction, Inc. has satisfactorily completed all renovation and construction work at the MSC and Creekside Park per Contract No. 79-09. 2. The Director of Inspections has filed his recommendations for final acceptance of work. 3. The work completed under this contract is accepted and approved. The City Manager is directed to make final payment on the contract, taking the contractor’s receipt in full. Original Contract Price $8,164,000.00 Deducts (111,857.94) Additions 339,232.00 Revised Contract Amount $8,391,374.06 Payment 1 $ 269,990 Payment 2 555,275 Payment 3 687,610 Payment 4 1,003,295 Payment 5 1,451,600 Payment 6 591,660 Payment 7 444,410 Payment 8 836,665 Payment 9 760,570 Payment 10 668,895 Payment 11 454,575 Payment 12 277,495 Payment 13 172,808.50 Total Previous Payments $8,174,848.50 Final Payment $ 216,525.56 Total Contract Cost $8,391,374.06 Reviewed for Administration: Adopted by City Council February 6, 2012: ___________________________________ ____________________________________ City Manager Mayor Attest: ____________________________________ City Clerk Meeting Date: February 6, 2012 Agenda Item #: 4j City of St. Louis Park Human Rights Commission Minutes – November 15, 2011 Westwood Room, City Hall I. Call to Order Chair Mueller called the meeting to order at 7:04 p.m. A. Roll Call Commissioners Present: Lordia Fok, Joseph Glaab, Emily Goldstein, Brian Johnson and Jeff Mueller Staff: Marney Olson, Lt. Lori Dreier and Amy Stegora-Peterson Guests: Rashmi Seneviratne, PAC B. Approval of Agenda It was moved by Commissioner Fok, seconded by Commissioner Johnson, to approve the agenda as presented. The motion passed 5-0. C. Approval of Minutes It was moved by Commissioner Glaab, seconded by Commissioner Fok, to approve the minutes of October 18, 2011, as presented. The motion passed 5-0. II. Commissioner and Committee Reports Ms. Olson indicated Commissioners are invited to the St. Louis Park Vision Community check-in on January 12th, 6-9 PM to talk about what has happened related to Vision St. Louis Park. T he League of MN Human Rights Commissions is having a 40 th Anniversary Celebration on December 2nd. III. West End Cultural Event Ms. Olson indicated on December 11th there will be an Event held celebrating ethnic diversity at the West End. The Park and Rec. Department will have a booth and they are willing to include handouts about the HRC. Commissioners Johnson and Glaab offered to attend for some of the time. IV. Human Rights Award Promotion Ms. Olson noted the deadline for nominations is December 16th. This was advertised in the Park Perspective and will also be put on the web site, Facebook, and in the Patch and Sun Sailor. No nominations had been received yet. V. PAC Update Ms. Seneviratne stated that the PAC is working on a public service announcement about domestic violence with Cornerstone. They will be putting up posters in community areas (tailored to fit individual groups, but most information the same). She asked for HRC input on the fliers. They will check into putting into apartment complexes (Lt. Drier has contacts at Perspectives and PPL). Lt. Harcey will talk to the school liaison about putting them up in schools and also with the Park and Rec. Dept about the Rec. Center. Another suggestion was Meadowbrook Collaborative. Commissioner Johnson stated he would see if he could find a contact at Methodist and Park Nicollet. City Council Meeting of February 6, 2012 (Item No. 4j) Page 2 Subject: Human Rights Commission Minutes of November 15, 2011 VI. Bullying Theme • MBA Bullying Project: Lordia Fok Commissioner Fok updated the Commission about her MBA project. The preliminary area was interviewing students and the Police Officer liaison for their input. “Traditional” bullying doesn’t happen as much, most of it is on-line where people can be anonymous and parents aren’t “policing”. They decided to focus more on cyber bullying and provide education. They want to maintain the idea of St. Louis Park being a safe community and determine how they want to educate people about this. Commissioner Goldstein noted a new web site called Formspring.com where people can make personal remarks about other people. Some students find it addicting because they want to know what other people think of them. There are a lot of fights caused by this. Lt. Drier suggested that they still include the physical aspect. Commissioner Fok stated they wanted to provide information to parents to educate and provide available resources. Ms. Olson stated she hadn’t heard back from the School Board yet and would follow up when Commissioner Tomback returned. She spoke with a teacher who works with the Youth Development Committee who said there isn’t widespread anti-bullying information out there. Commissioner Johnson noted he would also talk with a neighbor who is on the School Board and see if they can get more information about what is being done. Ms. Olson suggested this could be included with the posters that PAC is working on and find resources that are available. Other ideas were having a web site for kids to go to, letting them know it is a criminal act, making kids aware of how to report it, a hot line, a peer group to speak with and/or putting information in the school newspaper. Commissioner Fok stated her group should be done with their proposal in early December and she could present to the Commission in January. • YDC (Youth Development Committee) Recap Ms Fok stated she met with the YDC and about 40 ki ds were there (middle school through high school). They got some good perspectives and it was very eye opening. Students don’t want to report bullying and they don’t know where to go. They also talked about Formspring and Facebook and about inadvertent bullying (i.e. comments on photos). Ms. Olson added that the students were very candid and talked about things that might help. Commissioner Johnson suggested making it a multi faceted approach, to students and parents to get a discussion going at home and in the classroom. City Council Meeting of February 6, 2012 (Item No. 4j) Page 3 Subject: Human Rights Commission Minutes of November 15, 2011 • Sub Committee Updates No New updates VII. New Business Ms. Olson stated that the City Clerk’s office does reappointments for the commission and commissioners would hear if they were at the end of their terms. It was moved by Commissioner Glaab, seconded by Commissioner Johnson, to cancel the December meeting. The motion passed 5-0. VIII. Adjournment The meeting was adjourned at 7:55 p.m. Respectfully submitted, Amy L. Stegora-Peterson, Recording Secretary Meeting Date: February 6, 2012 Agenda Item #: 4k OFFICIAL MINUTES PLANNING COMMISSION ST. LOUIS PARK, MINNESOTA JANUARY 4, 2012 – 6:00 p.m. COUNCIL CHAMBERS MEMBERS PRESENT: Lynne Carper, Claudia Johnston-Madison, Robert Kramer, Dennis Morris, Richard Person, Carl Robertson MEMBERS ABSENT: Larry Shapiro STAFF PRESENT: Greg Hunt, Meg McMonigal, Gary Morrison, Sean Walther, Nancy Sells 1. Call to Order – Roll Call 2. Approval of Minutes of November 2, 2011 and November 16, 2011 Commissioner Robertson moved approval of the minutes of November 2, 2011 a nd November 16, 2011. Commissioner Carper seconded the motion, and the motion passed on a vote of 6-0. 3. Action Items A. Review of Oak Hill II TIF Plan for Comprehensive Plan Conformance Resolution No. 83 Greg Hunt, Economic Development Coordinator, presented the staff report. He explained that Anderson-KM Builders’ proposed plans are to construct an office building at 3340 Republic Avenue. H e said Anderson-KM Builders is applying for tax increment assistance from the Economic Development Authority to address certain extraordinary costs associated with redeveloping the site. Chair Johnston-Madison asked how the 9-year term is determined. Mr. Hunt responded it is the term in which the tax increment will be generated so it will take 9 years to allocate the $300,000 present value in tax increment. Commissioner Person asked how the city finances the $300,000. Mr. Hunt stated that the city provides the developer with a note in which the city pledges the tax increment from the project back to the developer over the 9-year term of the district. As opposed to the city issuing bonds, a pay-as-you -go note is issued which means as the project accrues in value and accumulates tax increment, that tax increment then gets disbursed back to the developer. The project essentially is generating financial assistance back to the project itself, as opposed to the city taking on that obligation. City Council Meeting of February 6, 2012 (Item No. 4k) Page 2 Subject: Planning Commission Minutes of January 4, 2012 Commissioner Morris moved approval of Resolution No. 83 finding that the proposed Tax Increment Financing Plan for the establishment of the Oak Hill II Tax Increment Financing District conforms to the general plans for the development and redevelopment of the city. Commissioner Carper seconded the motion, and the motion passed on a vote of 5-0-1 (Robertson abstained). B. Final Plat Fretham Twelfth Addition Location: 8910 and 8920 Minnetonka Boulevard Applicant: Lakewest Development Case No.: 11-18-S Gary Morrison, Assistant Zoning Administrator, presented the staff report. He said the final plat is virtually identical to the preliminary plat which was approved by the City Council on November 21, 2011. The only change is the size of the easement which lies across the back half of Lots 1 and 2. A condition of approval of the preliminary plat was that the easement encompasses the entire slope along the back half of those lots. That change is reflected on the final plat. Mr. Morrison noted that all other conditions of approval of the preliminary plat have been incorporated into the final plat approval. Commissioner Kramer asked for details about the walk-out basement. Mr. Morrison responded that there is about a 30 ft. grade change from the lake up to the house. If they had to excavate for a walk-out basement it would cut into that slope, and erosion would become a concern. It was decided it would best to keep it as a standard basement and not interfere with the slope at all. Commissioner Carper spoke about the location map on page 6 saying on the west side the lot lines appear to continue into the lake as if the property owner does have ownership of the lake bed at that area. Nothing similar to that appears on the east side of the lake. Mr. Morrison said that the existing parcel does extend a little out into the lake so its property lines are defined as shown on the plat. The parcel that is in the lake is actually a separate parcel from the final plat. There was some discussion about whether there should be a meandering property line along the shore of the lake as opposed to platting out the small section that juts out into the lake. H e added that it is pretty normal for lake property to be platted out into the lake. It doesn’t mean anything substantial. DNR still has jurisdiction over it. Commissioner Morris made a motion recommending approval of the Final Plat, subject to conditions included by staff. Commissioner Robertson seconded the motion, and the motion passed on a vote of 6-0. C. Final Plat and Final Planned Unit Development Ellipse II on Excelsior Location: 3924 Excelsior Boulevard Applicant: Bader Development Case No.: 11-28-S and 11-27-PUD City Council Meeting of February 6, 2012 (Item No. 4k) Page 3 Subject: Planning Commission Minutes of January 4, 2012 Sean Walther, Senior Planner, presented the staff report. He said the final plat is consistent with the approved preliminary plat. He noted two small changes since the Planning Commission public hearing: one of the subdivision variances has been eliminated; and, rather than providing no easement along Excelsior Blvd. it will provide a 4-foot easement. Mr. Walther spoke about the landscape plan. There was a condition generated from the Planning Commission based on neighbor comments for additional landscaping at the end of the driveway in an effort to reduce or eliminate headlight spillage from cars that are entering the underground garage or coming into the site. He said the applicant has provided additional evergreen plantings at the end of the driveway. Mr. Walther spoke about similar screening which will be provided to Ellipse on Excelsior. These five additional evergreen plantings will be put in at a 10 ft. height which is taller than the minimum requirement of 6 ft. Mr. Walther reviewed the PUD modifications. Mr. Walther stated that the 22 commercial parking spaces on the site that will serve the Ellipse property will be protected by an easement and a parking management plan. Commissioner Kramer asked if there is a ci ty or developer contact person who can address resident concerns about parking, headlights and screening. Mr. Walther responded that Robb Bader, developer, has ongoing conversations with the neighborhood. Residents can also contact the Community Development Dept. for follow- up on issues. He said the neighborhood is working with the Public Works Dept. on permit parking. Commissioner Carper asked how the proposed landscaping meets the requirements. Mr. Walther explained that the plan also includes alternative landscaping measures. He said those are not trees or shrubs but they do relate to the landscape and the designed outdoor recreation area (DORA). He said that includes the patio space provided off of the main lounge on the ground level as well as the rooftop patio area. Those count as alternative landscaping measures. Meg McMonigal, Planning and Zoning Supervisor, commented that for dense, multi- story buildings the ordinance is almost impossible to meet since the sq. footage of each floor is used, not just site coverage. Commissioner Morris said it appears that a significant amount of landscaping is taking place in the DORA which makes it unusable. He asked if that eliminates the DORA function. Mr. Walther said as the DORA requirement has been applied it includes things like patio spaces, sidewalk connections through and around the site, trail connections, and landscaped areas that provide the amenity to those pedestrian connections. DORA and landscaping are meant to work together and not be mutually exclusive. City Council Meeting of February 6, 2012 (Item No. 4k) Page 4 Subject: Planning Commission Minutes of January 4, 2012 Commissioner Morris said he thought DORA was an outdoor green space for picnics, games, movement, etc. Mr. Walther spoke about opportunities on the west side of the building and rooftop space designed for both passive and active recreation. Commissioner Carper asked if the intention of landscaping is to make a building more amenable to the public or to provide green space. Mr. Walther said landscaping could serve either purpose and there is flexibility in the code as to how that is provided. Typically there is a balanced approach. Commissioner Morris said he may want to restudy DORA. He said he is in favor of approving the project. Ms. McMonigal said a DORA discussion could be a study session item. Commissioner Morris made a motion to recommend approval of the Final Plat and Final Planned Unit Development, subject to conditions. Commissioner Carper seconded the motion, and the motion passed on a vote of 6-0. 4. Other Business A. Election of Chair and Vice-Chair Commissioner Robertson made a motion to elect Robert Kramer as Chair and Lynne Carper as Vice-Chair. Commissioner Morris seconded the motion, and the motion passed on a vote of 6-0. 5. Communications A. St. Louis Park Vision Community Check-In – January 12, 2012 Ms. McMonigal spoke about the upcoming Vision Community Check-In. B. Community Recreation Task Force Ms. McMonigal said Parks and Rec staff would like representation from the Planning Commission on t he Community Recreation Task Force. Commissioner Johnston- Madison has agreed to serve on the task force. C. Beltline Station Area Advisory Committee Ms. McMonigal reported that Commissioners Johnston-Madison and Robertson have volunteered to serve on t he committee. The committee will hold 5-6 meetings from January through June. The City has received another grant to do a similar advisory process for the Louisiana station area. City Council Meeting of February 6, 2012 (Item No. 4k) Page 5 Subject: Planning Commission Minutes of January 4, 2012 D. Light Rail Update Ms. McMonigal stated that the Federal Transit Administration gave the go-ahead in September for preliminary engineering for light rail. The Metropolitan Council is hiring an engineer for preliminary engineering. This is a two-three year process. She said that Hennepin County has created the Community Works program for the South West light rail line. St. Louis Park staff has been working diligently with all the other cities on a number of planning items related to the Community Works program. A Steering Committee also meets once per month. 6. Adjournment The meeting was adjourned at 6:45 p.m. Respectfully submitted, Nancy Sells Administrative Secretary Meeting Date: February 6, 2012 Agenda Item #: 4l OFFICIAL MINUTES PLANNING COMMISSION ST. LOUIS PARK, MINNESOTA January 18, 2012 – 6:00 p.m. COUNCIL CHAMBERS MEMBERS PRESENT: Lynne Carper, Claudia Johnston-Madison, Robert Kramer, Dennis Morris, Richard Person, Carl Robertson, MEMBERS ABSENT: Larry Shapiro STAFF PRESENT: Adam Fulton, Meg McMonigal, Nancy Sells 1. Call to Order – Roll Call 2. Approval of Minutes of January 4, 2012 Commissioner Robertson moved approval of the minutes of January 4, 2012. Commissioner Carper seconded the motion, and the motion passed on a vote of 6-0. 3. Public Hearings A. Gateway Assisted Living Preliminary and Final Plat and PUD, Variance Location: 1324 and 1332 Kentucky Avenue South Applicant: Viren Gori Case No.: 11-31-S, 11-32-PUD, 11-34-VAR Adam Fulton, Planner, presented the staff report. Commissioner Morris said in looking at the configuration of the existing parcel it appears the variance portion of it is not an area created by the property owner. It’s a remnant created by MnDOT acquisition. Mr. Fulton responded that is correct. W hen MnDOT constructed I-394 they also constructed the Wayzata Blvd. frontage road and made some modifications. The parcel is shaped the way it is directly due to that taking. Commissioner Carper asked about screening provided for the adjacent homes. Mr. Fulton stated that setback requirement for a building like this is relates to the height. This building height is 37 ½ ft. The reduction is 12 ½ ft., bringing the first floor of the building to within 25 ft. from the south property line. From the house to the assisted living building is 67 ft. The applicant has proposed the installation of trees and shrubs in that area to improve the screening between the properties. H e added that there is also some vegetation on the adjacent homeowner’s property as well. City Council Meeting of February 6, 2012 (Item No. 4l) Page 2 Subject: Planning Commission Minutes of January 18, 2012 Commissioner Carper asked about the grade change between the adjacent property and the assisted living building. Mr. Fulton responded that immediately south of the two parcels is a single family home on a double lot which is perhaps a foot higher than the 1324 Kentucky lot. Commissioner Carper asked if there would be adequate rooftop screening on the proposed building. Mr. Fulton said the mechanical equipment is not going to be located right on the south part of the roof, but toward the middle. Commissioner Kramer asked about access for emergency vehicles. Mr. Fulton said the Fire Marshall and Building Official have looked at the access for emergency vehicles in detail. He explained that an ambulance will be able to pull into the cul-de-sac and back up to the building, and into the underground parking garage. Viren Gori, applicant, provided a brief history of the properties. Commissioner Carper remarked that the proposed building is very nice looking. He spoke about the front of the building which faces I-394. He asked what kind of sound proofing will be provided. Mr. Gori said enhanced sound installation and double-paned windows will be provided. He remarked that an assisted living facility works well at this site because most of the residents keep their windows shut which will mitigate some of the sound. The building temperature is highly controlled. Studies are showing that the new trend with assisted living and memory care residents is that they like to be where the action is. They like to see traffic. They like to see pedestrians and activity. Commissioner Morris spoke about memory care units being on t he first floor, and commented that generally those units require a greater amount of security and access control. He asked what security would be provided. Mr. Gori said the patio area to the south is completely enclosed. It will have a guard rail and a locked gate. The elevator and lobby will have controlled access. Chair Kramer opened the public hearing. Vince Forystek, owner of two properties located across Louisiana at 7218/7224 14th St. W., asked what the fence securing the patio area would look like. He said he hoped it would not be a chain link fence. Mr. Gori responded that it would be a non-institutional looking wrought-iron fence. Mr. Vorystek stated it would be good if ambulances could only access the north cul-de- sac. City Council Meeting of February 6, 2012 (Item No. 4l) Page 3 Subject: Planning Commission Minutes of January 18, 2012 Mr. Fulton said the only access to the property is from the north cul-de-sac. There is no access off of Kentucky Ave. S. Chair Kramer closed the public hearing as no one else was present wishing to speak. Commissioner Johnston-Madison stated she likes the project and feels it is an excellent use for that area and for St. Louis Park. Commissioner Robertson said he was glad to see a project move ahead on the property. He spoke about the difficult configuration and this is a use that works very well. Commissioner Morris said he is glad to see an environment where memory care residents aren’t so isolated and can mingle with assisted living residents. He likes the plan layout and the concept. Commissioner Carper stated he likes the project, including the façade of the building. Commissioner Person made a motion to recommend approval of the Preliminary and Final Plat, Preliminary and Final PUD, and Variance, subject to conditions included by staff. Commissioner Morris seconded the motion, and the motion passed on a vote of 6-0. 4. Other Business 5. Communications Commissioner Morris reported that he would be absent at the Planning Commission meeting of February 1, 2012. 6. Adjournment The meeting was adjourned at 6:30 p.m. Respectfully submitted, Nancy Sells Administrative Secretary Meeting Date: February 6, 2012 Agenda Item #: 4m Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Vendor Claims. RECOMMENDED ACTION: Motion to accept for filing Vendor Claims for the period December 3 1, 2011 through January 27, 2012. POLICY CONSIDERATION: Not applicable. BACKGROUND: The Finance Department prepares this report on a monthly basis for Council’s review. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: Not applicable. Attachments: Vendor Claims Prepared by: Connie Neubeck, Account Clerk 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 1Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 94.75TREE MAINTENANCE GENERAL SUPPLIESA-1 OUTDOOR POWER INC 94.75 620.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEA.M.E. CONSTRUCTION CORP 12,400.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 11,780.00 1,605.75VEHICLE MAINTENANCE G&A LICENSESAAA-LICENSE DIVISION 1,605.75 20.53ORGANIZED REC G & A MILEAGE-PERSONAL CARABERNATHY, LISA 20.53 111.77SKATING RINK MAINTENANCE GENERAL SUPPLIESABLE HOSE & RUBBER INC 111.77 52.77GENERAL REPAIR GENERAL SUPPLIESABM EQUIPMENT & SUPPLY INC 52.77 7,307.20GENERAL BUILDING MAINTENANCE GENERAL PROFESSIONAL SERVICESABM JANITORIAL SERVICES 7,307.20 225.00MOVE-UP PROGRAM OTHER CONTRACTUAL SERVICESACACIA ARCHITECTS LLC 225.00 327.00WATER UTILITY G&A OTHER CONTRACTUAL SERVICESACZ LABORATORIES INC 327.00 4,197.50WATER UTILITY G&A GENERAL PROFESSIONAL SERVICESAE2S 660.00WATER UTILITY G&A IMPROVEMENTS OTHER THAN BUILDI 4,857.50 111.39OPERATIONSOPERATIONAL SUPPLIESAIRGAS NORTH CENTRAL 111.39 15,373.04-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEALBERS MECHANICAL SERVICES INC 307,460.90GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 292,087.86 3,420.00EMPLOYEE FLEX SPEND G&A TUITIONALBRECHT, MARY 3,420.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 2 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 2Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,824.00ELEVATOR MTCE OTHER CONTRACTUAL SERVICESALL CITY ELEVATOR INC 1,824.00 344.93BROOMBALLGENERAL SUPPLIESALL STAR SPORTS 2,340.00HOCKEYGENERAL SUPPLIES 2,684.93 4,788.50H.V.A.C. EQUIP. MTCE BUILDING MTCE SERVICEALLIANCE MECH SRVCS INC 39,817.50MUNICIPAL BLDG IMPROVEMENTS OTHER THAN BUILDI 44,606.00 6,819.50INSPECTIONS G & A ENGINEERING SERVICESAMERICAN ENGINEERING TESTING I 6,819.50 4,221.63CAPITAL REPLACEMENT B/S RETAINED PERCENTAGEAMERICAN LIBERTY CONSTRUCTION 33,710.65MUNICIPAL BLDG IMPROVEMENTS OTHER THAN BUILDI 37,932.28 317.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEAMERICAN MASONRY RESTORATION 6,340.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 6,023.00 138.95GENERAL BUILDING MAINTENANCE OPERATIONAL SUPPLIESAMERIPRIDE LINEN & APPAREL SER 272.63PUBLIC WORKS OPS G & A OPERATIONAL SUPPLIES 174.24PARK MAINTENANCE G & A OPERATIONAL SUPPLIES 155.96ENTERPRISE G & A GENERAL SUPPLIES 199.36VEHICLE MAINTENANCE G&A OPERATIONAL SUPPLIES 182.58WATER UTILITY G&A OPERATIONAL SUPPLIES 182.56SEWER UTILITY G&A OPERATIONAL SUPPLIES 30.84STORM WATER UTILITY G&A OPERATIONAL SUPPLIES 1,337.12 1,000.00ESCROWSPMC ESCROWANDERSON, NATHAN 1,000.00 649.80BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESAPACHE GROUP OF MINNESOTA 649.80 8,488.92GO BONDS-FIRE STATIONS G&A IMPROVEMENTS OTHER THAN BUILDIAPPLIANCE SMART 8,488.92 904.91GENERAL CUSTODIAL DUTIES CLEANING/WASTE REMOVAL SUPPLYARAMARK UNIFORM CORP ACCTS City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 3 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 3Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 529.30ENTERPRISE G & A GENERAL SUPPLIES 1,434.21 553.56IT G & A GENERAL SUPPLIESARC 7,123.08OPERATIONSOFFICE FURNITURE & EQUIPMENT 7,676.64 2,000.00ESCROWSDEMO / BROOKSIDE TRAFFICARUNYA INVESTMENTS LLC 2,000.00 320.00ORGANIZED REC G & A OTHER CONTRACTUAL SERVICESASCAP 320.00 1,474.07OPERATIONSOPERATIONAL SUPPLIESASPEN MILLS 1,474.07 34.97E-911 PROGRAM TELEPHONEAT&T 34.97 1,150.00POLICE G & A TRAININGATOM 375.00SUPERVISORYTRAINING 200.00ERUTRAINING 1,725.00 64.34PUBLIC WORKS OPS G & A CLEANING/WASTE REMOVAL SERVICEATOMIC RECYCLING 64.33VEHICLE MAINTENANCE G&A CLEANING/WASTE REMOVAL SERVICE 64.33SEWER UTILITY G&A CLEANING/WASTE REMOVAL SERVICE 193.00 80.16PARK AND RECREATION BALANCE SH INVENTORYAUTO ELECTRIC OF BLOOMINGTON I 80.16 358.50SEWER UTILITY G&A OTHER IMPROVEMENT SERVICEAUTOMATIC SYSTEMS INC 358.50 322.50CABLE TV G & A OFFICE EQUIPMENTAVI SYSTEMS INC 322.50 179.00ENGINEERING G & A SUBSCRIPTIONS/MEMBERSHIPSAWWA 179.00 397.60GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICEB&M HAZELWOOD MASONRY INC City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 4 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 4Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 397.60 1,501.50HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESBARNA, GUZY & STEFFEN LTD 1,501.50 533.42WATER UTILITY G&A GENERAL CUSTOMERSBASSI, GLYNNE 533.42 106.19OPERATIONSOPERATIONAL SUPPLIESBATTERIES PLUS 106.19 510.00E-911 PROGRAM OTHER CONTRACTUAL SERVICESBCA MNJIS SECTION 510.00 78.10BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESBECKER ARENA PRODUCTS 78.10 2,750.00ESCROWSDEMO / BROOKSIDE TRAFFICBEHNKE, JENNA BELLE 2,750.00 1,400.00GO BONDS-FIRE STATIONS G&A RENTAL BUILDINGSBELT LINE PROPERTIES INC 1,400.00 103.62VEHICLE MAINTENANCE G&A OFFICE SUPPLIESBERTELSON OFFICE PRODUCTS 103.62 39.00ORGANIZED REC G & A TRAININGBG CONSULTING 39.00 137.64ORGANIZED REC G & A MILEAGE-PERSONAL CARBIRNO, RICK 137.64 110.00INSPECTIONS G & A TRAININGBLOM, DEAN 110.00 320.00BUILDING MAINTENANCE LICENSESBMI 320.00 181.50INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESBOBIER, HEIDI 181.50 26.53INSPECTIONS G & A GENERAL SUPPLIESBOETTCHER, ANN City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 5 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 5Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 26.53 450.002010A GO HIA DEBT SERV G&A FISCAL AGENT FEESBOND TRUST SERVICES CORP 139.502010B GO REF (03) DEBT SER G&A FISCAL AGENT FEES 301.502007A UTIL REV BOND PROJECTS FISCAL AGENT FEES 96.752010B UTIL REV BONDS FISCAL AGENT FEES 148.502007A UTIL REV BOND PROJECTS FISCAL AGENT FEES 94.502010B UTIL REV BONDS FISCAL AGENT FEES 119.25REV BONDS 2001B / 2010B REF FISCAL AGENT FEES 1,350.00 2,500.00BEAUTIFICATION / FLOWERS OTHER IMPROVEMENT SUPPLIESBRAD'S LANDSCAPING 7,500.00BEAUTIFICATION / FLOWERS OTHER CONTRACTUAL SERVICES 10,000.00 1,043.50GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURESBRAUN INTERTEC CORPORATION 1,043.50 355.25-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEBREDEMUS HARDWARE COMPANY INC 7,105.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 6,749.75 85.69-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEBROTHERS FIRE PROTECTION 1,713.75GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 1,628.06 568.24POLICE G & A OPERATIONAL SUPPLIESBRYANT GRAPHICS INC. 568.24 145.13WATER UTILITY G&A GENERAL CUSTOMERSBUEIDE, DAVID 145.13 120.00GENERAL REPAIR EQUIPMENT MTCE SERVICEC&E AUTO UPHOLSTERY 120.00 4,369.05ADMINISTRATION G & A LEGAL SERVICESCAMPBELL KNUTSON PROF ASSOC 30.00STREET CAPITAL PROJ G & A IMPROVEMENTS OTHER THAN BUILDI 60.00UNINSURED LOSS G&A LEGAL SERVICES 30.00MUNICIPAL BLDG BUILDINGS & STRUCTURES 4,489.05 5,170.50-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGECAPITAL CITY GLASS INC City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 6 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 6Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 103,410.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 98,239.50 1,329.21EMPLOYEE FLEX SPEND G&A TUITIONCAPOBIANCO, JENNIFER 1,329.21 179.55IT G & A EQUIPMENT MTCE SERVICECARTRIDGE CARE 179.55 3,827.04TECHNOLOGY REPLACEMENT OFFICE EQUIPMENTCDW GOVERNMENT INC 3,827.04 2,004.37DISCOUNT LOAN PROGRAM OTHER CONTRACTUAL SERVICESCENTER ENERGY & ENVIRONMENT 2,900.00MOVE-UP PROGRAM OTHER CONTRACTUAL SERVICES 100,000.00TRANSFORMATION LOAN OTHER CONTRACTUAL SERVICES 104,904.37 3,843.69FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY 1,759.01PARK MAINTENANCE G & A HEATING GAS 180.70WESTWOOD G & A HEATING GAS 202.58NATURALIST PROGRAMMER HEATING GAS 5,600.06WATER UTILITY G&A HEATING GAS 220.28REILLY G & A HEATING GAS 238.48SEWER UTILITY G&A ELECTRIC SERVICE 116.28SEWER UTILITY G&A HEATING GAS 12,161.08 9,118.76FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY SERVICES IN 5,372.31ENTERPRISE G & A HEATING GAS 14,491.07 15,436.84EMPLOYEE FLEXIBLE SPENDING B/S OTHER RETIREMENTCENTRAL PENSION FUND 15,436.84 71.91PARK AND RECREATION BALANCE SH INVENTORYCENTRAL POWER DISTRIBUTORS INC 71.91 70.99IT G & A TELEPHONECENTURY LINK 104.80COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 39.42E-911 PROGRAM TELEPHONE 215.21 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 7 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 7Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 60.64INSPECTIONS G & A PLUMBINGCENTURY PLUMBING INC 60.64 67.91FACILITIES MCTE G & A GENERAL SUPPLIESCINTAS FIRST AID & SAFETY 67.91 268.07-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCITIZENS INDEPENDENT BANK 561.99ADMINISTRATION G & A MEETING EXPENSE 13.94HUMAN RESOURCES OFFICE SUPPLIES 444.92HUMAN RESOURCES ORGANIZATIONAL DEVELOPMENT 500.00HUMAN RESOURCES RECOGNITION 97.91HUMAN RESOURCES CITE 39.82HUMAN RESOURCES MEETING EXPENSE 304.99COMM & MARKETING G & A TELEPHONE 90.26IT G & A GENERAL SUPPLIES 314.40IT G & A TELEPHONE 61.60POSTAL SERVICES POSTAGE 8.00NETWORK SUPPORT SERVICES TRAINING 29.88GENERAL INFORMATION MEETING EXPENSE 38.53ACTIVE COMMUNITY PLANNING HENNEPIN COUNTY 561.22GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIES 6,197.94GENERAL BUILDING MAINTENANCE OTHER 83.29POLICE G & A OFFICE SUPPLIES 47.92POLICE G & A OPERATIONAL SUPPLIES 107.26POLICE G & A BLDG/STRUCTURE SUPPLIES 573.19POLICE G & A TRAINING 26.00POLICE G & A TRAVEL/MEETINGS 247.11OPERATIONSGENERAL SUPPLIES 167.48OPERATIONSFIRE PREVENTION SUPPLIES 300.81OPERATIONSOPERATIONAL SUPPLIES 16.62OPERATIONSSMALL TOOLS 178.00OPERATIONSEQUIPMENT PARTS 785.00ENGINEERING G & A SEMINARS/CONFERENCES/PRESENTAT 462.48PARK AND RECREATION BALANCE SH INVENTORY 25.49-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTS 277.82ORGANIZED REC G & A GENERAL SUPPLIES 1.68ORGANIZED REC G & A PRINTING & PUBLISHING 16.00ORGANIZED REC G & A TRAINING 115.28ORGANIZED REC G & A MEETING EXPENSE 248.00SPECIAL PROGRAMS OTHER CONTRACTUAL SERVICES 173.76HOLIDAY PROGRAMS GENERAL SUPPLIES 119.04PRE-SCHOOL PROGRAMS GENERAL SUPPLIES City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 8 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 8Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 31.68BASKETBALLPOSTAGE 483.68PARK MAINTENANCE G & A OTHER CONTRACTUAL SERVICES 94.00ENVIRONMENTAL G & A TRAINING 194.91WESTWOOD G & A OFFICE SUPPLIES 1,736.39WESTWOOD G & A GENERAL SUPPLIES 16.09BUILDING MAINTENANCE GENERAL SUPPLIES 51.49BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIES 360.00LIFEGUARDINGOTHER CONTRACTUAL SERVICES 50.06VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 861.26VEHICLE MAINTENANCE G&A SMALL TOOLS 76.50VEHICLE MAINTENANCE G&A SUBSCRIPTIONS/MEMBERSHIPS 16.03-CABLE TV BALANCE SHEET DUE TO OTHER GOVTS 430.00FRANCHISE ADMINISTRATION SEMINARS/CONFERENCES/PRESENTAT 325.17TV PRODUCTION GENERAL SUPPLIES 171.08TV PRODUCTION NON-CAPITAL EQUIPMENT 129.56TV PRODUCTION REPAIRS 17,914.42 419.31-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCLAREY'S SAFETY EQUIPMENT INC 6,518.31OPERATIONSFIRE EQUIPMENT 2,979.56EQUIP/VEHICLE REPLACEMENT FIRE EQUIPMENT 9,078.56 1,125.45CONCESSIONS/HOCKEY ASSOC CONCESSION SUPPLIESCOCA-COLA BOTTLING CO 1,125.45 353.77INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESCOLBORN, CHRISTINE 353.77 17,001.98ADMINISTRATION G & A LEGAL SERVICESCOLICH & ASSOCIATES 17,001.98 159.95IT G & A DATACOMMUNICATIONSCOMCAST 9.16BUILDING MAINTENANCE OTHER CONTRACTUAL SERVICES 169.11 750.00TRAININGTRAININGCOMMISSIONER OF TRANSPORTATION 330.00WATER UTILITY G&A TRAINING 330.00SEWER UTILITY G&A TRAINING 165.00STORM WATER UTILITY G&A TRAINING 1,575.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 9 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 9Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 14,706.69EMERGENCY REPAIR GRANT OTHER CONTRACTUAL SERVICESCOMMUNITY ACTION PARTNERSHIP S 14,706.69 4,400.00COMMUNITY OUTREACH G & A OTHER CONTRACTUAL SERVICESCOMMUNITY MEDIATION SERVICES I 4,400.00 975.00FACILITIES MCTE G & A GENERAL PROFESSIONAL SERVICESCORVAL CONSTRUCTORS INC 975.00 20.00INSPECTIONS G & A 1&2 SINGLE FAM. RENTALCRANE, PATRICIA 20.00 576.35DARE PROGRAM OPERATIONAL SUPPLIESCREATIVE PRODUCT SOURCING INC 576.35 3,329.29-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGECROSSROAD CONSTRUCTION INC 66,585.75GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 63,256.46 36.17POLICE G & A SUBSISTENCE SUPPLIESCUB FOODS 25.99ERUTRAINING 62.16 1,846.67BUILDING MAINTENANCE BUILDING MTCE SERVICECUMMINS NPOWER LLC 1,846.67 225.00BASKETBALLOTHER CONTRACTUAL SERVICESCURRAN-MOORE, KIM 225.00 2,947.00TECHNOLOGY REPLACEMENT OFFICE EQUIPMENTD&B POWER ASSOCIATES INC 2,947.00 180.44GENERAL REPAIR EQUIPMENT MTCE SERVICED&D INSTRUMENTS 180.44 800.00TRAININGTRAININGDAKOTA CO TECH COLLEGE 800.00 108.38WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESDAKOTA SUPPLY GROUP 108.38 69.31GENERAL BUILDING MAINTENANCE CLEANING/WASTE REMOVAL SUPPLYDALCO ENTERPRISES INC City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 10 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 10Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,422.20BUILDING MAINTENANCE GENERAL SUPPLIES 1,491.51 4,535.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEDALE TILE COMPANY 90,700.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 86,165.00 38.04PARK AND RECREATION BALANCE SH INVENTORYDEALER AUTOMOTIVE SERVICES INC 38.04 525.00BASKETBALLOTHER CONTRACTUAL SERVICESDEAN, ARTHUR 525.00 4,340.37EMPLOYEE FLEX SPEND G&A UNEMPLOYMENTDEPT EMPLOYMENT & ECONOMIC DEV 4,340.37 3,891.99INSPECTIONS G & A DUE TO OTHER GOVTSDEPT LABOR & INDUSTRY 45.00PARK MAINTENANCE G & A SUBSCRIPTIONS/MEMBERSHIPS 15.00PARK MAINTENANCE G & A BANK CHARGES/CREDIT CD FEES 3,951.99 1,000.00ESCROWSPMC ESCROWDETERS, JEFFREY 1,000.00 265.00ENTERPRISE G & A ADVERTISINGDEX MEDIA EAST LLC 265.00 86.89REFORESTATION FUND OTHER CONTRACTUAL SERVICESDICK, NICOLE 86.89 10,827.00PARK IMPROVE CAPITAL PROJECT IMPROVEMENTS OTHER THAN BUILDIDJ ELECTRIC SERVICES INC 10,827.00 2,813.58SUPPORT SERVICES G&A POSTAGEDO-GOOD.BIZ INC 2,813.58 75.00PARK MAINTENANCE G & A SEMINARS/CONFERENCES/PRESENTATDRENNEN, DONALD 75.00 12,000.00INSPECTIONS G & A MECHANICALDUKE REALTY CORPORATION 12,000.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 11 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 11Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 38,400.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEDYNAMIC ELECTRIC LLC 768,000.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 729,600.00 142.50GREENSBORO HIA OTHER CONTRACTUAL SERVICESEHLERS & ASSOCIATES INC 142.50 200.00PARK EQUIPMENT MAINTENANCE OTHER CONTRACTUAL SERVICESELECTRIC PUMP INC 200.00 366.50OPERATIONSEQUIPMENT MTCE SERVICEEMERGENCY APPARATUS MTNCE 366.50 566.53PARK AND RECREATION BALANCE SH INVENTORYEMERGENCY AUTOMOTIVE TECHNOLOG 243.76UNINSURED LOSS G&A UNINSURED LOSS 810.29 150.30WATER UTILITY G&A GENERAL CUSTOMERSENTITLE 150.30 106.88-PARK AND RECREATION BALANCE SH INVENTORYEQUIPMENT DISTRIBUTION MANAGEM 416.81PARK MAINTENANCE G & A GENERAL SUPPLIES 309.93 20.38POLICE G & A OPERATIONAL SUPPLIESERIK'S BIKE SHOP 20.38 4,488.00NETWORK SUPPORT SERVICES GENERAL PROFESSIONAL SERVICESESP SYSTEMS PROFESSIONALS INC 4,488.00 69,136.96SOLID WASTE COLLECTIONS RECYCLING SERVICEEUREKA RECYCLING 69,136.96 1,070.13PARK AND RECREATION BALANCE SH INVENTORYFACTORY MOTOR PARTS CO 1,070.13 58.27INSTALLATIONOTHER IMPROVEMENT SUPPLIESFASTENAL COMPANY 49.10WATER UTILITY G&A OPERATIONAL SUPPLIES 107.37 32.39HUMAN RESOURCES GENERAL SUPPLIESFEDEX 32.39 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 12 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 12Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 93.70REFORESTATION FUND OTHER CONTRACTUAL SERVICESFEINBERG, FRANK 93.70 210.95CABLE TV G & A OFFICE EQUIPMENTFERRELL, LESLIE 210.95 393.81ICE RESURFACER MOTOR FUELSFERRELLGAS 393.81 562.84OPERATIONSSMALL TOOLSFIRE EQUIPMENT SPECIALTIES INC 562.84 84.12WATER UTILITY G&A GENERAL CUSTOMERSFIRST PRESTON MANAGEMENT INC 84.12 109.14ADMINISTRATION G & A MEETING EXPENSEFISCHER, DEBBIE 109.14 4,445.00HUMAN RESOURCES RECRUITMENTFISCHLER & ASSOCIATES PA 4,445.00 445.80JAIL MTCE BLDG/STRUCTURE SUPPLIESFLOYD TOTAL SECURITY 76.95ORGANIZED REC G & A GENERAL SUPPLIES 522.75 1,315.30SANDING/SALTING EQUIPMENT PARTSFORCE AMERICA INC 601.29PARK AND RECREATION BALANCE SH INVENTORY 1,916.59 216.30FACILITIES MCTE G & A GENERAL PROFESSIONAL SERVICESFORKLIFTS OF MN INC. 216.30 7.83-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSFORMS & SYSTEMS OF MINNESOTA 121.67POLICE G & A OPERATIONAL SUPPLIES 113.84 6,000.00ESCROWSPMC ESCROWFOX, PATRICK 6,000.00 134.02WATER UTILITY G&A GENERAL CUSTOMERSFRANK, STEVE 134.02 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 13 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 13Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 203.78PUBLIC WORKS G & A OFFICE SUPPLIESFRANKLIN COVEY 203.78 2,011.04-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEFRANSEN DECORATING INC 40,220.70GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 38,209.66 56.80INSPECTIONS G & A ELECTRICALFRASER-MORRIS ELECTRIC CO 56.80 5,000.00ESCROWSDEMO / BROOKSIDE TRAFFICFRATTALONE COMPANIES INC 2,631.65-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGE 52,632.68GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 55,001.03 5,000.00ESCROWSPMC ESCROWFRATTALONE, FM 5,000.00 3,000.00ESCROWSDEMO / BROOKSIDE TRAFFICFREER, JOHN 3,000.00 11.00COMM DEV PLANNING G & A MEETING EXPENSEFULTON, ADAM 34.41COMM DEV PLANNING G & A MILEAGE-PERSONAL CAR 45.41 20.00POLICE G & A LICENSESGARLAND, MIKAEL 20.00 560.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEGENERAL SPRINKLER CORP 11,200.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 10,640.00 381.12GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICEGENEREUX FINE WOOD PRODUCTS 381.12 1,790.00SUPERVISORYTRAININGGEORGETOWN LEADERSHIP PLANNING 1,790.00 1,053.96ELECTRICAL SYSTEM MTCE BUILDING MTCE SERVICEGERRETY CO, T R 1,053.96 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 14 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 14Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,750.00BASKETBALLOTHER CONTRACTUAL SERVICESGHIZONI, DAVE 1,750.00 158.41INSPECTIONS G & A GENERAL SUPPLIESGLEASON PRINTING 158.41 4,262.60EMPLOYEE FLEXIBLE SPENDING B/S LONG TERM CARE INSURGLTC PREMIUM PAYMENTS 4,262.60 2,406.45WATER UTILITY G&A OTHER IMPROVEMENT SERVICEGOPHER STATE ONE-CALL INC 2,406.45 2,457.16GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESGRAINGER INC, WW 89.94-VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 2,367.22 2,770.46WIRING REPAIR OTHER CONTRACTUAL SERVICESGRANITE LEDGE ELECTRICAL CONTR 2,770.46 191,405.64WOODDALE POINTE MET COUNCIL SOIL REMEDIATIONGRECO DEVELOPMENT 20,245.91WOODDALE POINTE DEED SOIL REMEDIATION 211,651.55 168.00EMPLOYEE FLEX SPEND G&A HEALTH INSURANCEGROUP HEALTH INC - WORKSITE 168.00 480.93FINANCE G & A GENERAL SUPPLIESHAB INC 247.50FINANCE G & A TRAINING 728.43 450.00BROOMBALLOTHER CONTRACTUAL SERVICESHAMILTON, MIKE 450.00 2,000.00ESCROWSDEMO / BROOKSIDE TRAFFICHANSON, ANGELA 2,000.00 211.68WATER UTILITY G&A EQUIPMENT MTCE SERVICEHD SUPPLY WATERWORKS LTD 211.68 4,581.00OPERATIONSGENERAL PROFESSIONAL SERVICESHEALTHPARTNERS 180,725.50EMPLOYEE FLEX SPEND G&A HEALTH INSURANCE 185,306.50 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 15 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 15Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,000.00PERFORMING ARTS OTHER CONTRACTUAL SERVICESHELLO! BOOKING INC 1,000.00 225.00BASKETBALLOTHER CONTRACTUAL SERVICESHENDERSON, TRACY 225.00 534.38IT G & A COMPUTER SERVICESHENNEPIN COUNTY INFO TECH 2,240.00POLICE G & A EQUIPMENT MTCE SERVICE 800.00OPERATIONSRADIO COMMUNICATIONS 256.00OPERATIONSEMERGENCY PREPAREDNESS 3,830.38 274.50ADMINISTRATION G & A GENERAL SUPPLIESHENNEPIN COUNTY TREASURER 1,284.81ADMINISTRATION G & A POSTAGE 8,894.60ADMINISTRATION G & A PRINTING & PUBLISHING 850.00ADMINISTRATION G & A EQUIPMENT MTCE SERVICE 826.94POLICE G & A SUBSISTENCE SERVICE 163.91PARK MAINTENANCE G & A GARBAGE/REFUSE SERVICE 12,294.76 2,314.65OPERATIONSTRAININGHENNEPIN TECHNICAL COLLEGE 2,314.65 173.67OFFICE EQUIP MTCE OTHERHENRICKSEN PSG 173.67 7,772.67GO BONDS-FIRE STATIONS G&A IMPROVEMENTS OTHER THAN BUILDIHEWLETT-PACKARD CO 7,772.67 3,395.00WATER UTILITY G&A OTHER IMPROVEMENT SERVICEHIGHVIEW PLUMBING INC 3,395.00 1,407.60GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESHILL CO, ROBERT B 1,407.60 129.96GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHIRSHFIELDS 957.63WATER UTILITY G&A BLDG/STRUCTURE SUPPLIES 1,087.59 5,500.00ESCROWSPMC ESCROWHOGAN, BRIAN 5,500.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 16 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 16Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 9,000.00ESCROWSDEMO / BROOKSIDE TRAFFICHOLMBERG, BERNICE 9,000.00 1,200.32GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHOME DEPOT CREDIT SERVICES 33.47ROUTINE MAINTENANCE GENERAL SUPPLIES 238.03DAMAGE REPAIR SMALL TOOLS 101.87RELAMPINGOTHER IMPROVEMENT SUPPLIES 36.47PARK MAINTENANCE G & A GENERAL SUPPLIES 74.14PARK BUILDING MAINTENANCE GENERAL SUPPLIES 28.54SKATING RINK MAINTENANCE GENERAL SUPPLIES 162.75BEAUTIFICATION / FLOWERS LANDSCAPING MATERIALS 21.42BUILDING MAINTENANCE GENERAL SUPPLIES 21.46VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 1,918.47 85.89GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESHOME DEPOT CREDIT SRVCS 902.10WESTWOOD G & A GENERAL SUPPLIES 987.99 17,664.69OPERATIONSOPERATIONAL SUPPLIESHONEYWELL 17,664.69 600.00IT G & A COMPUTER SERVICESHRGREEN 600.00 291.95WESTWOOD G & A GENERAL SUPPLIESHSBC BUSINESS SOLUTIONS 291.95 43.58PARK AND RECREATION BALANCE SH INVENTORYI-STATE TRUCK CENTER 43.58 1,563.20EMPLOYEE FLEXIBLE SPENDING B/S UNION DUESI.U.O.E. LOCAL NO 49 1,563.20 120.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSIACP 120.00 102.00INSPECTIONS G & A SUBSCRIPTIONS/MEMBERSHIPSIAEI 102.00 45.00VEHICLE MAINTENANCE G&A SEMINARS/CONFERENCES/PRESENTATIATN City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 17 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 17Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 45.00 1,200.00ADMINISTRATION G & A SUBSCRIPTIONS/MEMBERSHIPSICMA 1,200.00 1,110.38OPERATIONSEMERGENCY PREPAREDNESSIDENTISYS 1,110.38 590.74WATER UTILITY G&A POSTAGEIMPACT PROVEN SOLUTIONS 590.74SEWER UTILITY G&A POSTAGE 590.74SOLID WASTE COLLECTIONS POSTAGE 590.73STORM WATER UTILITY G&A POSTAGE 2,362.95 162.61WATER UTILITY G&A GENERAL SUPPLIESINDELCO 320.20WATER UTILITY G&A EQUIPMENT MTCE SERVICE 482.81 2,477.49IT G & A TELEPHONEINTEGRA TELECOM 2,477.49 8,078.20GENERAL REPAIR EQUIPMENT MTCE SERVICEINTERSTATE POWER SYSTEMS INC 8,078.20 275.52PARK AND RECREATION BALANCE SH INVENTORYINVER GROVE FORD 4,662.79GENERAL REPAIR EQUIPMENT MTCE SERVICE 4,938.31 110.00INSPECTIONS G & A TRAININGJASMER, JERRY 110.00 29.39GENERAL REPAIR GENERAL SUPPLIESJERRY'S HARDWARE 29.39 50.84WATER UTILITY G&A GENERAL CUSTOMERSJOHNSON ASSET MGMT LLC, G 50.84 94.75WATER UTILITY G&A GENERAL CUSTOMERSJONELL, LUCILLE 94.75 120.75WESTWOOD G & A GENERAL SUPPLIESJRK SEED & SURG SUPPLY 120.75 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 18 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 18Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 2,721.26-GENERAL FUND BALANCE SHEET RETAINED PERCENTAGEKASSA CONSTRUCTION, RON 54,425.16ROUTINE MAINTENANCE OTHER CONTRACTUAL SERVICES 470.89-PARK IMPROVE BALANCE SHEET RETAINED PERCENTAGE 9,417.80PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 28.75-PAVEMENT MANAGEMENT B/S RETAINED PERCENTAGE 575.00CONSTRUCTION PAYMENTS OTHER CONTRACTUAL SERVICES 97.71-SEWER UTILITY BALANCE SHEET RETAINED PERCENTAGE 1,954.15SEWER UTILITY G&A OTHER IMPROVEMENT SERVICE 388.47-STORM WATER UTILITY BAL SHEET RETAINED PERCENTAGE 7,769.32CONSTRUCTION PAYMENTS OTHER CONTRACTUAL SERVICES 70,434.35 553.84EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSKELLER, JASMINE Z 553.84 2,863.50GREENSBORO HIA LEGAL SERVICESKENNEDY & GRAVEN 2,863.50 45.00WINTER RINKS PROGRAM REVENUEKEOGH, KARA 45.00 635.00PRE-SCHOOL PROGRAMS OTHER CONTRACTUAL SERVICESKIDCREATE STUDIO 635.00 112.50GREEN REMODELING PROGRAM OTHER CONTRACTUAL SERVICESKIMPTON, CHELSEA 112.50 268.13-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSKINEMATICS LTD 4,168.13AQUATIC PARK MAINTENANCE BLDG/STRUCTURE SUPPLIES 3,900.00 1,000.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEKIRK ACOUSTICS INC 20,000.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 19,000.00 1,154.16EMPLOYEE FLEX SPEND G&A TUITIONKIVEL, PHILIP 1,154.16 6,400.00WATER UTILITY G&A MISCELLANEOUSKLM ENGINEERING INC. 6,400.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 19 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 19Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,200.00SEWER UTILITY G&A OTHER IMPROVEMENT SERVICEKOTHRADE SEWER WATER & EXCAVAT 1,200.00 204,468.37GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURESKRAUS-ANDERSON CONSTRUCTION CO 204,468.37 4,327.80FACILITIES MCTE G & A OTHER CONTRACTUAL SERVICESKRECH, O'BRIEN, MUELLER & WASS 4,327.80 36.00ACTIVE COMMUNITY PLANNING OTHER CONTRACTUAL SERVICESLANG, LISA 100.00VOLLEYBALLOTHER CONTRACTUAL SERVICES 30.00HOCKEYOTHER CONTRACTUAL SERVICES 166.00 5,602.48GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESLARSON, JH CO 585.47RELAMPINGOTHER IMPROVEMENT SUPPLIES 36.97PARK EQUIPMENT MAINTENANCE GENERAL SUPPLIES 6,224.92 2,226.00EMPLOYEE FLEXIBLE SPENDING B/S UNION DUESLAW ENFORCEMENT LABOR SERVICES 2,226.00 255.52GENERAL REPAIR GENERAL SUPPLIESLAWSON PRODUCTS INC 255.52 570.00ADMINISTRATION G & A SEMINARS/CONFERENCES/PRESENTATLEAGUE OF MN CITIES 10,044.90EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l exp 10,614.90 1,595.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l expLEAGUE OF MN CITIES INSURANCE 1,595.00 231.00HUMAN RIGHTS SUBSCRIPTIONS/MEMBERSHIPSLEAGUE OF MN HUMAN RIGHTS COMM 231.00 217.65INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESLENTNER, LAURA 217.65 507.24EMPLOYEE FLEX SPEND G&A TUITIONLEWIS, DON 507.24 50.00STORM WATER UTILITY G&A TRAININGLOCAL 49 TRAINING PROGRAM City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 20 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 20Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 50.00 46,990.00IT G & A COMPUTER SERVICESLOGIS 42,550.09GO BONDS-FIRE STATIONS G&A IMPROVEMENTS OTHER THAN BUILDI 3,757.72TECHNOLOGY REPLACEMENT OFFICE EQUIPMENT 93,297.81 135.98ORGANIZED REC G & A MILEAGE-PERSONAL CARLOMBARDI, JIM 135.98 105.48GENERAL REPAIR GENERAL SUPPLIESLOWELL'S REFINISH MASTERS 105.48 100.00INSPECTIONS G & A SUBSCRIPTIONS/MEMBERSHIPSM A H C O 100.00 479.02ACCIDENT REPAIR EQUIPMENT MTCE SERVICEMAACO AUTO PAINTING 8,893.63UNINSURED LOSS G&A UNINSURED LOSS 9,372.65 15.00ENGINEERING G & A TRAININGMAAPT 15.00 50.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSMACIA 50.00 121,399.14PARK AND RECREATION BALANCE SH INVENTORYMACQUEEN EQUIP CO 121,399.14 1,750.00FRANCHISE ADMINISTRATION SUBSCRIPTIONS/MEMBERSHIPSMACTA 1,750.00 60.00HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESMADDEN GALANTER HANSEN LLP 60.00 195.00COMM & MARKETING G & A PRINTING & PUBLISHINGMAGC 195.00 249.50WATER UTILITY G&A BUILDING MTCE SERVICEMANAGED SERVICES INC 2,132.82REILLY BUDGET BUILDING MTCE SERVICE 530.00SEWER UTILITY G&A BUILDING MTCE SERVICE 2,912.32 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 21 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 21Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 550.00BROOMBALLOTHER CONTRACTUAL SERVICESMARGO, MICHELLE 550.00 570.00GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICEMASON-CUTTERS 570.00 550.00GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICEMAVO SYSTEMS 550.00 582.91ENTERPRISE G & A EQUIPMENT MTCE SERVICEMAXIMUM SOLUTIONS INC. 582.91 181.50INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESMCGREGOR-HANNAH, MAREN 181.50 173.83HUMAN RESOURCES CITEMCHUGH, JOHN T 173.83 28.86COMM DEV PLANNING G & A TRAININGMCMONIGAL, MEG 18.75COMM DEV PLANNING G & A MEETING EXPENSE 74.37COMM DEV PLANNING G & A MILEAGE-PERSONAL CAR 121.98 135.00INSPECTIONS G & A SUBSCRIPTIONS/MEMBERSHIPSMEHA 135.00 64.00INSTRUCTIONAL SKATING LESSONS PROGRAM REVENUEMENACHEM, IRIT 64.00 453.29WESTWOOD G & A GENERAL SUPPLIESMENARDS 453.29 12,585.12PARK IMPROVE CAPITAL PROJECT IMPROVEMENTS OTHER THAN BUILDIMETRO ATHLETIC SUPPLY 12,585.12 11,783.00ADMINISTRATION G & A SUBSCRIPTIONS/MEMBERSHIPSMETRO CITIES 11,783.00 100.00OPERATIONSEQUIPMENT PARTSMETRO FIRE INC 100.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 22 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 22Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,091.07POLICE G & A EQUIPMENT MTCE SERVICEMETRO SALES INC 1,091.07 440.00VOLLEYBALLOTHER CONTRACTUAL SERVICESMETRO VOLLEYBALL OFFICIALS 440.00 421,670.70INSPECTIONS G & A DUE TO OTHER GOVTSMETROPOLITAN COUNCIL 292,430.91OPERATIONSCLEANING/WASTE REMOVAL SERVICE 1,380.00STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICES 715,481.61 5,206.09IT G & A OFFICE EQUIPMENTMID AMERICA BUSINESS SYSTEMS 5,206.09 250.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSMID-STATES ORGANIZED CRIME INF 250.00 53.36HUMAN RESOURCES ORGANIZATIONAL DEVELOPMENTMIDURA, KAY 53.36 2,513.21WATER UTILITY G&A OTHER CONTRACTUAL SERVICESMIDWEST TESTING LLC 2,513.21 56.25INSPECTIONS G & A FOOD AND BEVERAGEMINIKAHDA MOBILE 56.25 718.83NEIGHBORHOOD ASSOCIATION GRANT OTHER CONTRACTUAL SERVICESMINIKAHDA OAKS NEIGHBORHOOD AS 718.83 452.40PAWN FEES OTHER CONTRACTUAL SERVICESMINNEAPOLIS FINANCE DEPT 452.40 151.62EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA BENEFIT ASSOC 151.62 65.00VEHICLE MAINTENANCE G&A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA CHAPTER OF NIGP 65.00 40.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA CRIME PREVENTION ASS 40.00 60.00SPECIAL PROGRAMS OTHER CONTRACTUAL SERVICESMINNESOTA DEPT AGRICULTURE City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 23 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 23Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 60.00 450.00REILLY BUDGET LICENSESMINNESOTA DEPT HEALTH 450.00 534.31EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSMINNESOTA DEPT REVENUE 534.31 120.00FINANCE G & A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA GFOA 120.00 145.00ENTERPRISE G & A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA ICE ARENA MGRS ASSOC 145.00 330.00DARE PROGRAM TRAININGMINNESOTA JUVENILE OFFICERS 330.00 16.00EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA NCPERS LIFE INS 16.00 7,283.72WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESMINNESOTA PIPE & EQUIPMENT 7,283.72 125.00STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICESMINNESOTA POLLUTION CONTROL AG 125.00 203.00OPERATIONSSUBSCRIPTIONS/MEMBERSHIPSMINNESOTA STATE FIRE CHIEFS AS 203.00 210.00PRE-SCHOOL PROGRAMS OTHER CONTRACTUAL SERVICESMINNETONKA CENTER FOR THE ARTS 210.00 121.38SUPPORT SERVICES G&A OFFICE SUPPLIESMINUTEMAN PRESS 121.38 20.91-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSMITOGRAPHERS INC 325.11INSPECTIONS G & A PRINTING & PUBLISHING 304.20 10.00WATER UTILITY G&A LICENSESMN DEPT LABOR & INDUSTRY 2,688.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l exp 2,698.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 24 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 24Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 64.50WESTWOOD G & A GENERAL SUPPLIESMN DNR 64.50 21,413.29WATER UTILITY G&A LICENSESMN DNR WATERS 700.00REILLY BUDGET LICENSES 140.00STORM WATER UTILITY G&A LICENSES 22,253.29 750.00PUBLIC WORKS G & A SUBSCRIPTIONS/MEMBERSHIPSMN TRANSPORTATION ALLIANCE 750.00 3,565.43WATER UTILITY G&A GENERAL CUSTOMERSMULLEN, MICHAEL 3,565.43 184.99FRANCHISE ADMINISTRATION SUBSCRIPTIONS/MEMBERSHIPSMULTICHANNEL NEWS 184.99 250.00REILLY BUDGET OTHER CONTRACTUAL SERVICESMVTL LABORATORIES 250.00 7,558.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGENAC MECHANICAL & ELECTRICAL SE 151,160.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 143,602.00 475.00VEHICLE MAINTENANCE G&A SUBSCRIPTIONS/MEMBERSHIPSNAFA INC 475.00 25.63ROUTINE MAINTENANCE SMALL TOOLSNAPA (GENUINE PARTS CO) 1,885.36PARK AND RECREATION BALANCE SH INVENTORY 27.12PARK MAINTENANCE G & A GENERAL SUPPLIES 760.99GENERAL REPAIR GENERAL SUPPLIES 107.93GO BONDS-FIRE STATIONS G&A IMPROVEMENTS OTHER THAN BUILDI 2,807.03 725.00FACILITIES MCTE G & A GENERAL PROFESSIONAL SERVICESNATL AUTOMATIC SPRINKLER CO 725.00 960.00BASKETBALLOTHER CONTRACTUAL SERVICESNESBITT, MELISSA 960.00 105.03ADMINISTRATION G & A TELEPHONENEXTEL COMMUNICATIONS City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 25 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 25Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 156.14HUMAN RESOURCES TELEPHONE 411.44RESEARCH & DEVELOPMENT TELEPHONE 105.03ASSESSING G & A TELEPHONE 156.14FINANCE G & A TELEPHONE 361.50EDA / HA REIMBURSEMENT TELEPHONE 938.36POLICE G & A TELEPHONE 407.04OPERATIONSTELEPHONE 104.93INSPECTIONS G & A TELEPHONE 307.46ENGINEERING G & A TELEPHONE 513.79PUBLIC WORKS OPS G & A TELEPHONE 150.58PARK AND REC G&A TELEPHONE 328.50ORGANIZED REC G & A TELEPHONE 292.90PARK MAINTENANCE G & A TELEPHONE 110.16ENVIRONMENTAL G & A TELEPHONE 233.22WESTWOOD G & A TELEPHONE 71.08REC CENTER/AQUATIC PARK SAL TELEPHONE 938.99-VEHICLE MAINTENANCE G&A TELEPHONE 406.71WATER UTILITY G&A TELEPHONE 219.88SEWER UTILITY G&A TELEPHONE 17.51SOLID WASTE G&A TELEPHONE 4,458.41 58,205.30SANDING/SALTING OTHER IMPROVEMENT SUPPLIESNORTH AMERICAN SALT CO 58,205.30 500.00POLICE G & A OTHER CONTRACTUAL SERVICESOAK KNOLL ANIMAL HOSPITAL 500.00 94.78INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESOBERSTAR, KATIE 94.78 153.74WESTWOOD G & A MILEAGE-PERSONAL CAROESTREICH, MARK 153.74 49.57ADMINISTRATION G & A OFFICE SUPPLIESOFFICE DEPOT 722.90ADMINISTRATION G & A GENERAL SUPPLIES 150.07HUMAN RESOURCES OFFICE SUPPLIES 535.32SUPPORT SERVICES G&A EQUIPMENT MTCE SERVICE 227.38FINANCE G & A OFFICE SUPPLIES 29.00GENERAL INFORMATION OFFICE SUPPLIES 3.46POLICE BUDGET OFFICE SUPPLIES 236.84POLICE G & A OFFICE SUPPLIES City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 26 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 26Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 62.54POLICE G & A OPERATIONAL SUPPLIES 596.69OPERATIONSOFFICE SUPPLIES 172.00INSPECTIONS G & A GENERAL SUPPLIES 311.31PUBLIC WORKS G & A OFFICE SUPPLIES 9.88ORGANIZED REC G & A OFFICE SUPPLIES 199.07WESTWOOD G & A OFFICE SUPPLIES 10.84HOUSING REHAB G & A OFFICE SUPPLIES 114.60WATER UTILITY G&A OFFICE SUPPLIES 3,431.47 1,034.85-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEOLYMPUS LOCKERS & STORAGE PROD 20,697.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 19,662.15 77.31PORTABLE TOILETS/FIELD MAINT OTHER CONTRACTUAL SERVICESON SITE SANITATION 85.50OFF-LEASH DOG PARK OTHER CONTRACTUAL SERVICES 162.81 196.20EMPLOYEE FLEX SPEND G&A GENERAL PROFESSIONAL SERVICESOPTUM HEALTH FINANCIAL SERVICE 196.20 32.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESOSDOBA, KATIE 32.00 152.53WATER UTILITY G&A GENERAL CUSTOMERSOSTROOT, ANDREA 152.53 10,855.51TREE DISEASE PUBLIC CLEANING/WASTE REMOVAL SERVICEOSTVIG TREE INC 10,855.51 2,267.95-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEOVERHEAD DOOR CO 45,359.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 43,091.05 67.99WATER UTILITY G&A GENERAL CUSTOMERSPALBICKI, DOUG 67.99 49.95INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESPAPP, MELISSA 49.95 218.03INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESPARR, MELISSA 218.03 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 27 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 27Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 317.06BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESPBBS EQUIPMENT CORP 317.06 200.00WATER UTILITY G&A GENERAL CUSTOMERSPEDERSEN, KELLY 200.00 1,300.00COMM & MARKETING G & A PRINTING & PUBLISHINGPERNSTEINER CREATIVE GROUP INC 2,057.49ORGANIZED REC G & A PRINTING & PUBLISHING 1,149.51WESTWOOD G & A PRINTING & PUBLISHING 4,507.00 9.98ADMINISTRATION G & A OFFICE SUPPLIESPETTY CASH 9.00ADMINISTRATION G & A SEMINARS/CONFERENCES/PRESENTAT 56.96ADMINISTRATION G & A MEETING EXPENSE 17.34ADMINISTRATION G & A MILEAGE-PERSONAL CAR 8.99HUMAN RESOURCES CITE 11.42FINANCE G & A MILEAGE-PERSONAL CAR 23.43POLICE G & A OTHER CONTRACTUAL SERVICES 11.25OPERATIONSGENERAL SUPPLIES 21.26INSPECTIONS G & A GENERAL SUPPLIES 40.52INSPECTIONS G & A TRAINING 13.94INSPECTIONS G & A MEETING EXPENSE 22.30ORGANIZED REC G & A OFFICE SUPPLIES 11.61ENVIRONMENTAL G & A SEMINARS/CONFERENCES/PRESENTAT 35.36BUILDING MAINTENANCE GENERAL SUPPLIES 19.38TV PRODUCTION MILEAGE-PERSONAL CAR 312.74 20.00WESTWOOD G & A TRAININGPETTY CASH - WWNC 20.00 400.78WATER UTILITY G&A EQUIPMENT MTCE SERVICEPLANT & FLANGED EQUIPMENT 400.78 28.93INSTRUCTIONAL SKATING LESSONS GENERAL SUPPLIESPOLK, MARLA 973.54INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICES 1,002.47 4,316.43PARK AND RECREATION BALANCE SH INVENTORYPOMP'S TIRE SERVICE INC 4,316.43 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 28 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 28Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 140.00JUNIOR NATURALISTS GENERAL SUPPLIESPOPE, DREW 140.00 361.60PARK MAINTENANCE G & A TELEPHONEPOPP TELECOM 361.60 144.00ICE RESURFACER EQUIPMENT MTCE SERVICEPRINTERS SERVICE INC 144.00 49.52-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSPROPET DISTRIBUTORS INC 769.87PARK EQUIPMENT MAINTENANCE GENERAL SUPPLIES 720.35 359.84BLDG/GROUNDS OPS & MAINT BUILDING MTCE SERVICEPUMP & METER SERVICE 102.21BLDG/GROUNDS OPS & MAINT EQUIPMENT MTCE SERVICE 462.05 106.77WATER UTILITY G&A OTHER IMPROVEMENT SERVICEQ3 CONTRACTING 310.31SEWER UTILITY G&A OTHER IMPROVEMENT SERVICE 417.08 19.15HUMAN RESOURCES GENERAL SUPPLIESQUICKSILVER EXPRESS COURIER 19.15 250.04IT G & A EQUIPMENT MTCE SERVICEQUILL CORP 250.04 2,458.29FACILITY OPERATIONS GARBAGE/REFUSE SERVICERANDY'S SANITATION INC 1,086.88REC CENTER BUILDING GARBAGE/REFUSE SERVICE 990.97SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICE 4,536.14 74.04POLICE G & A OFFICE SUPPLIESREGENCY OFFICE PRODUCTS LLC 74.04 421.88GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICERETROFIT COMPANIES INC 421.88 6,000.00ESCROWSPMC ESCROWRITTER, DAVID & JENNY 6,000.00 47.00YOUTH PROGRAMS PROGRAM REVENUEROBINSON, LISA City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 29 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 29Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 47.00 377.97ORGANIZED REC G & A MILEAGE-PERSONAL CARROSA, NATE 377.97 481.00BUILDING MAINTENANCE BUILDING MTCE SERVICEROSEN REMODEL & REPAIR, STEVE 481.00 24.58PARK AND RECREATION BALANCE SH INVENTORYROSENBAUER MINNESOTA LLC 1.58-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTS 1,089.00GENERAL REPAIR EQUIPMENT MTCE SERVICE 1,112.00 85.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSROTARY CLUB OF SLP 177.00POLICE G & A MEETING EXPENSE 262.00 284.97PARK AND RECREATION BALANCE SH INVENTORYRUFFRIDGE JOHNSON EQUIPMENT CO 284.97 5,000.00TREE DISEASE PUBLIC CLEANING/WASTE REMOVAL SERVICES & S TREE SPECIALISTS 14,237.50STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 19,237.50 1,647.90SANDING/SALTING OTHER IMPROVEMENT SUPPLIESSA-AG INC 1,647.90 240.17GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSAM'S CLUB 1,488.91OPERATIONSEQUIPMENT PARTS 2,964.93OPERATIONSTRAINING 95.32ORGANIZED REC G & A GENERAL SUPPLIES 119.59WARMING HOUSES GENERAL SUPPLIES 267.80WESTWOOD G & A OFFICE SUPPLIES 241.24WESTWOOD G & A GENERAL SUPPLIES 21.40VEHICLE MAINTENANCE G&A OFFICE SUPPLIES 5,439.36 2,500.00ESCROWSDEMO / BROOKSIDE TRAFFICSANDER, NANETTE 2,500.00 64.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESSANDUM, KATHERINE 64.00 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 30 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 30Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 140.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESSAURER, MARTI 140.00 84.00PARK EQUIPMENT MAINTENANCE GENERAL SUPPLIESSCHERER BROS. LUMBER CO. 84.00 1,235.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGESCHIFSKY & SONS INC, TA 24,700.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 23,465.00 690.16WATER UTILITY G&A GENERAL CUSTOMERSSCHIMMEL NOE & ASSOCIATES 690.16 1,478.75-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGESCHINDLER ELEVATOR CORP 29,575.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 28,096.25 290.70INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESSCHMIDT, KELLIE 290.70 1,103.46EMPLOYEE FLEX SPEND G&A TUITIONSCHNEIDER, JENNIFER 1,103.46 10,000.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l expSEDGWICK CMS 10,000.00 48.00INSPECTIONS G & A MECHANICALSEDGWICK HEATING & AIR 48.00 70,140.83CE INSPECTION IMPROVEMENTS OTHER THAN BUILDISEH 2,420.00PE DESIGN IMPROVEMENTS OTHER THAN BUILDI 308.00STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICES 72,868.83 120.00COMM DEV PLANNING G & A SUBSCRIPTIONS/MEMBERSHIPSSENSIBLE LAND USE COALITION 80.00HOUSING REHAB G & A SUBSCRIPTIONS/MEMBERSHIPS 200.00 212.68PARK MAINTENANCE G & A SMALL TOOLSSEVEN CORNERS ACE HDWE 212.68 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 31 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 31Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 325.07PARK EQUIPMENT MAINTENANCE GENERAL SUPPLIESSHERWIN WILLIAMS 325.07 20.00INSPECTIONS G & A MULTI-FAMILY HOUSINGSHETH, MANISHA 20.00 116.83NEIGHBORHOOD ASSOCIATION GRANT OTHER CONTRACTUAL SERVICESSHIMOTA, JIM 116.83 10.00ADMINISTRATION G & A GENERAL PROFESSIONAL SERVICESSHRED-IT 50.00POLICE G & A GENERAL PROFESSIONAL SERVICES 60.00 180.00HUMAN RESOURCES SUBSCRIPTIONS/MEMBERSHIPSSHRM 180.00 150.00GREEN REMODELING PROGRAM OTHER CONTRACTUAL SERVICESSHROYER, TAMI 150.00 130.39GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSIGN PRODUCERS INC 130.39 1,330.00GENERAL BUILDING MAINTENANCE EQUIPMENT MTCE SERVICESIMPLEXGRINNELL LP 1,330.00 1,319.20EMPLOYEE FLEXIBLE SPENDING B/S UNION DUESSLP ASSOC OF FIREFIGHTERS #993 1,319.20 1,356.00EMPLOYEE FLEX SPEND G&A TUITIONSMITH, ANDREA 1,356.00 2,884.68GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSONUS INTERIORS INC 2,884.68 950.00SUPPORT SERVICES TRAININGSOUTH METRO PUBLIC SAFETY TRAI 1,560.00ERUTRAINING 2,510.00 6,258.88POLICETELEPHONESPRINT 6,258.88 45.53BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSPS COMPANIES INC City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 32 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 32Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 45.53 402.99ENGINEERING G & A ENGINEERING SERVICESSRF CONSULTING GROUP INC 426.08GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 11,570.24PARK IMPROVE CAPITAL PROJECT IMPROVEMENTS OTHER THAN BUILDI 5,236.50PE DESIGN IMPROVEMENTS OTHER THAN BUILDI 17,635.81 46,302.49CONVENTION & VISITORS BUREAU COST REIMBURSEMENT-VISIONST LOUIS PARK CONV & VISITORS 46,302.49 2,655.00-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEST PAUL LINOLEUM & CARPET CO 53,100.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 50,445.00 176.00BUILDING MAINTENANCE BUILDING MTCE SERVICESTANLEY ACCESS TECH LLC 176.00 437.10WESTWOOD G & A EQUIPMENT MTCE SERVICESTANLEY CONVERGENT SECURITY SO 437.10 1,706.60-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGESTEENBERG-WATRUD CONSTRUCTION 34,132.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 32,425.40 16,000.00ESCROWSPMC ESCROWSTENSETH, CHRIS 16,000.00 64.24PARK AND RECREATION BALANCE SH INVENTORYSTEPP MANUFACTURING CO INC 64.24 56.25INSPECTIONS G & A FOOD AND BEVERAGESTEVE'S PARK BP 56.25 319.68HUMAN RESOURCES OFFICE SUPPLIESSTRATEGIC EQUIPMENT & SUPPLY C 319.68 1,803.52TECHNOLOGY REPLACEMENT OFFICE EQUIPMENTSTRATEGIC INSIGHTS CO 1,803.52 2,762.57POLICE G & A OPERATIONAL SUPPLIESSTREICHER'S 15.90PARK AND RECREATION BALANCE SH INVENTORY City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 33 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 33Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 2,778.47 395.86GENERAL REPAIR EQUIPMENT MTCE SERVICESUBURBAN CHEVROLET 395.86 3.58PARK AND RECREATION BALANCE SH INVENTORYSUBURBAN GM PARTS 3.58 2,890.24PARK AND RECREATION BALANCE SH INVENTORYSUBURBAN TIRE WHOLESALE 2,890.24 16.20STREET CAPITAL PROJ G & A BANK CHARGES/CREDIT CD FEESSUMMIT ENVIROSOLUTIONS INC 2,850.00PE DESIGN IMPROVEMENTS OTHER THAN BUILDI 13,025.50REILLY BUDGET GENERAL PROFESSIONAL SERVICES 15,891.70 292.25ADMINISTRATION G & A LEGAL NOTICESSUN NEWSPAPERS 974.00SOLID WASTE G&A ADVERTISING 1,266.25 1.79-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSSURESOURCE 27.77PUBLIC WORKS OPS G & A EQUIPMENT PARTS 1.78-WATER UTILITY BALANCE SHEET DUE TO OTHER GOVTS 27.76WATER UTILITY G&A EQUIPMENT PARTS 1.79-SEWER UTILITY BALANCE SHEET DUE TO OTHER GOVTS 27.76SEWER UTILITY G&A EQUIPMENT PARTS 77.93 100.00PUBLIC WORKS G & A SUBSCRIPTIONS/MEMBERSHIPSSUSA 200.00WATER UTILITY G&A SUBSCRIPTIONS/MEMBERSHIPS 100.00SEWER UTILITY G&A SUBSCRIPTIONS/MEMBERSHIPS 400.00 16,525.70WATER UTILITY G&A OTHER IMPROVEMENT SERVICESWANSON FLO-SYSTEMS CO 16,525.70 149.83POLICE G & A OFFICE SUPPLIESTARGET BANK 5.04POLICE G & A OPERATIONAL SUPPLIES 28.16POLICE G & A SUBSISTENCE SUPPLIES 50.56POLICE G & A TRAINING 24.61DARE PROGRAM OPERATIONAL SUPPLIES 258.20 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 34 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 34Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 23.22ADMINISTRATION G & A OTHER CONTRACTUAL SERVICESTELELANGUAGE INC 23.22 581.14BUILDING MAINTENANCE EQUIPMENT MTCE SERVICETENNANT SALES AND SERVICE CO. 581.14 20.53WATER UTILITY G&A EQUIPMENT MTCE SERVICETHERMASTOR PRODUCTS GROUP 20.53 193.80INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESTHOMPSON, HOLLY 193.80 2,407.15-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGETHURNBECK STEEL FABRICATION IN 48,143.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 45,735.85 745.66BUILDING MAINTENANCE BUILDING MTCE SERVICETHYSSENKRUPP ELEVATOR 745.66 623.06ADMINISTRATION G & A OTHER CONTRACTUAL SERVICESTIMESAVER OFF SITE SECRETARIAL 623.06 644.45PARK AND RECREATION BALANCE SH INVENTORYTOWMASTER 644.45 5,857.82PARK AND RECREATION BALANCE SH INVENTORYTRI STATE BOBCAT 1,068.22VEHICLE MAINTENANCE G&A EQUIPMENT PARTS 6,926.04 942.50HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESTRUSIGHT 942.50 990.00SSD 1 G&A OTHER CONTRACTUAL SERVICESTWIN CITY OUTDOOR SERVICES INC 348.00SSD 3 G&A OTHER CONTRACTUAL SERVICES 1,338.00 2,965.68ELECTRICAL SYSTEM MTCE BUILDING MTCE SERVICEUHL CO INC 2,965.68 22.93OPERATIONSOPERATIONAL SUPPLIESUNIFORMS UNLIMITED (FIRE) 22.93 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 35 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 35Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 471.20SUPPORT SERVICES OPERATIONAL SUPPLIESUNIFORMS UNLIMITED (PD) 995.77SUPERVISORYOPERATIONAL SUPPLIES 5,545.18PATROLOPERATIONAL SUPPLIES 93.00SCHOOL LIASON OPERATIONAL SUPPLIES 80.00RESERVESOPERATIONAL SUPPLIES 218.82COMMUNITY SERVICE OFFICER OPERATIONAL SUPPLIES 7,403.97 180.60POLICE G & A OPERATIONAL SUPPLIESUNION SPRINGS PHARMACEUTICALS 180.60 300.00EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSUNITED STATES TREASURY 300.00 478.00EMPLOYEE FLEXIBLE SPENDING B/S UNITED WAYUNITED WAY OF MINNEAPOLIS AREA 478.00 1,846.80TREE DISEASE PRIVATE CLEANING/WASTE REMOVAL SERVICEUPPER CUT TREE SERVICE 1,846.80 88.17VEHICLE MAINTENANCE G&A POSTAGEUPS STORE 88.17 136.00ERUGENERAL PROFESSIONAL SERVICESUS HEALTH WORKS MEDICAL GROUP 136.00 508.80OPERATIONSTELEPHONEUSA MOBILITY WIRELESS INC 9.82WATER UTILITY G&A TELEPHONE 518.62 103.95HUMAN RESOURCES RECOGNITIONVAIL, LORI 101.01HUMAN RESOURCES MILEAGE-PERSONAL CAR 204.96 1,442.00SEWER UTILITY G&A OTHER IMPROVEMENT SERVICEVALLEY-RICH CO INC 1,442.00 87.69ENVIRONMENTAL G & A MILEAGE-PERSONAL CARVAUGHAN, JIM 87.69 60.00HUMAN RESOURCES RECRUITMENTVERIFIED CREDENTIALS City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 36 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 36Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 60.00 1,432.43VOICE SYSTEM MTCE TELEPHONEVERIZON WIRELESS 73.74COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 1,506.17 929.94WATER UTILITY G&A OTHERVESSCO INC 929.94 13.95PARK AND RECREATION BALANCE SH INVENTORYVIKING ELECTRIC SUPPLY 13.95 646.38PUBLIC WORKS OPS G & A OPERATIONAL SUPPLIESVIKING INDUSTRIAL CTR 646.38 186.00INSPECTIONS G & A MULTI-FAMILY HOUSINGVILLAGE PARK OF MINNETONKA 186.00 76.41ORGANIZED REC G & A MILEAGE-PERSONAL CARVOELKER, STACY M 76.41 2,154.84COMMUNICATIONS/GV REIMBURSEABL TRAININGWASHINGTON COUNTY 2,154.84 4,984.89SOLID WASTE COLLECTIONS MOTOR FUELSWASTE MANAGEMENT OF WI-MN 58,595.42SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICE 24,485.82SOLID WASTE COLLECTIONS YARD WASTE SERVICE 28,452.60SOLID WASTE DISPOSAL GARBAGE/REFUSE SERVICE 567.72SOLID WASTE DISPOSAL YARD WASTE SERVICE 117,086.45 194.50PARK MAINTENANCE G & A OTHER CONTRACTUAL SERVICESWASTE TECHNOLOGY INC 436.00PARK EQUIPMENT MAINTENANCE OTHER CONTRACTUAL SERVICES 194.50SEWER UTILITY G&A BUILDING MTCE SERVICE 825.00 661.71WATER UTILITY G&A OTHER IMPROVEMENT SERVICEWATER CONSERVATION SERVICE INC 661.71 1,951.46CONCESSIONS/HOCKEY ASSOC CONCESSION SUPPLIESWATSON CO INC 1,951.46 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 37 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 37Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 1,322.31WATER UTILITY G&A EQUIPMENT MTCE SERVICEWEBER ELECTRIC 1,322.31 1,061.26EMPLOYEE FLEX SPEND G&A TUITIONWEIGEL, GREG 1,061.26 962.50BASKETBALLOTHER CONTRACTUAL SERVICESWELDON, DAN 962.50 120.00SUPPORT SERVICES OTHER CONTRACTUAL SERVICESWEST PAYMENT CENTER 120.00 268.26BOILER MTCE BUILDING MTCE SERVICEWET TECHNOLOGY INC 268.26 136.59OPERATIONSGENERAL SUPPLIESWINDSCHITL, MARK 136.59 3,209.69ELECTRICAL SYSTEM MTCE BUILDING MTCE SERVICEWOLNEY ELECTRIC LLC 464.00GENERAL REPAIR EQUIPMENT MTCE SERVICE 3,673.69 1,222.48WATER UTILITY G&A GENERAL CUSTOMERSWOODDALE LUTHERAN CHURCH 1,222.48 12,371.05FACILITY OPERATIONS ELECTRIC SERVICEXCEL ENERGY 22.92OPERATIONSELECTRIC SERVICE 31,427.71PUBLIC WORKS OPS G & A ELECTRIC SERVICE 4,058.68PARK MAINTENANCE G & A ELECTRIC SERVICE 36.78BRICK HOUSE (1324)ELECTRIC SERVICE 68.22WW RENTAL HOUSE (1322)ELECTRIC SERVICE 419.63WESTWOOD G & A ELECTRIC SERVICE 13,302.79ENTERPRISE G & A ELECTRIC SERVICE 2,489.21GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 21,637.98WATER UTILITY G&A ELECTRIC SERVICE 23.29OPERATIONSELECTRIC SERVICE 2,031.25REILLY BUDGET ELECTRIC SERVICE 3,554.27SEWER UTILITY G&A ELECTRIC SERVICE 1,473.07STORM WATER UTILITY G&A ELECTRIC SERVICE 446.83OPERATIONSELECTRIC SERVICE 93,363.68 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 38 2/1/2012CITY OF ST LOUIS PARK 10:48:03R55CKSUM LOG23000VO 38Page -Council Check Summary 1/27/2012 -12/31/2011 Vendor AmountBusiness Unit Object 16,125.27PARK AND RECREATION BALANCE SH INVENTORYYOCUM OIL CO INC 16,125.27 203.80BUILDING MAINTENANCE GENERAL SUPPLIESZEE MEDICAL SERVICE 203.80 3,012.95-GO BONDS-FIRE STATIONS BAL S RETAINED PERCENTAGEZINTL INC 60,259.00GO BONDS-FIRE STATIONS G&A BUILDINGS & STRUCTURES 57,246.05 Report Totals 4,880,490.47 City Council Meeting of February 6, 2012 (Item No. 4m) Subject: Vendor Claims 39 Meeting Date: February 6, 2012 Agenda Item #: 8a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Resolution Approving 2012-2013 Law Enforcement Labor Services (LELS) Local #218 Police Sergeants Labor Agreement. RECOMMENDED ACTION: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #218 Police Sergeants, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. POLICY CONSIDERATION: Does Council wish to approve the Labor Agreement between the City and the Union? BACKGROUND: Staff is pleased to bring to Council the details of this contract agreement between the City and Police Sergeants Union for 2012-2013. All five of our bargaining groups are open for negotiations this year, and we are seeking Council approval of the first three agreements (Sergeants, Dispatch and Fire) at this time. The City and the Union have come to agreement on the following changes to the contract: • Duration of 2 years (1/1/12 – 12/31/13). • 2012 Wages: Increase of 2% (consistent with non-union and other settled groups). • 2013 Wages: Increase of 2% (consistent with other settled groups). • 2012 Health Insurance: S ame as 2011, no increase in employer contribution. Employer contribution for health insurance consistent with non-union for 2012 at $815 per month. If electing the high deductible health plan, the employer contribution is set at $606.66 for premiums and $208.34 for VEBA contribution. • 2013 Health Insurance: Employer contribution for health insurance consistent with other groups. • 2012 and 2013 W ellness: C ontinued participation in any City provided wellness incentive programs. Last year Council approved a $25/month per person contribution for employees who met the criteria and participated in the wellness program. o COMMENT: We are working with staff and our Benefits Committee to improve on overall health awareness and education of staff to work toward a healthier workforce. This is a long term initiative that we will want to continue and modify to encourage wellness. Our goal is to work toward lower or slower rising premium rates because people in our health plan who are active and take care of themselves and their family members lead to an overall long term healthier pool to insure. City Council Meeting of February 6, 2012 (Item No. 8a) Page 2 Subject: Resolution Approving 2012-2013 LELS Local #218 Police Sergeants Labor Agreement • 2012 Deferred Compensation (effective upon approval of contract): City contribution of $10 per pay period with a minimum employee contribution of $50 per pay period to eligible deferred compensation programs. o COMMENT: T he Union had negotiated this benefit for 2011 and it ended in December, 2011. This agreement re-starts the employer contribution effective the first of the month following final contract approval. We continue to encourage employees to participate in programs that will help in saving for their future. • 2013 Long Term Disability: N ew language has been added in which the City will provide long term disability insurance coverage for employees. o COMMENT: This is currently a voluntary benefit that employees must purchase. Most cities in our market provide this as an employer provided benefit. Currently the City provides this benefit to our exempt employees, and we continue to work on equalization of benefit programs across the employee groups as budget allows. • 2012: New language was added as a housekeeping item regarding probation for newly hired or promoted employees to match current practice. Staff is pleased with this agreement and recommends approval. The proposed contract is on file with the City Clerk. More detail is available upon request. FINANCIAL OR BUDGET CONSIDERATION: Funds for this settlement are included in the 2012 budget and will be programmed into 2013 planning for budgets. VISION CONSIDERATION: Not directly applicable. Attachment: Resolution Prepared by: Ali Fosse, HR Coordinator Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 8a) Page 3 Subject: Resolution Approving 2012-2013 LELS Local #218 Police Sergeants Labor Agreement RESOLUTION NO. 12-____ RESOLUTION APPROVING THE LABOR AGREEMENT BETWEEN THE CITY OF ST. LOUIS PARK AND LAW ENFORCEMENT LABOR SERVICES, LOCAL #218 POLICE SERGEANTS JANUARY 1, 2012 – DECEMBER 31, 2013 WHEREAS, the City and the Union have reached a negotiated settlement covering the terms and conditions of a Labor Agreement as permitted by the State of Minnesota Public Employees Labor Relations Act, and WHEREAS, the City Council may enter into such agreements as authorized by its Charter; NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park that the Mayor and City Manager are authorized to execute a Collective Bargaining Agreement, City Contract #______ be tween the City of St. Louis Park and Law Enforcement Labor Services (LELS), Local #218 Police Sergeants, effective January 1, 2012 – December 31, 2013. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk Meeting Date: February 6, 2012 Agenda Item #: 8b Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Resolution Approving 2012-2013 Law Enforcement Labor Services (LELS) Local #220 Public Safety Dispatch Labor Agreement. RECOMMENDED ACTION: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #220 Dispatchers, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. POLICY CONSIDERATION: Does Council wish to approve the Labor Agreement between the City and the Union? BACKGROUND: Staff is pleased to bring to Council the details of this contract agreement between the City and the Dispatch Union for 2012-2013. All five of our bargaining groups are open for negotiations this year, and we are seeking Council approval of the first three agreements (Dispatch, Sergeants and Fire) at this time. The City and the Union have come to agreement on the following changes to the contract: • Duration of 2 years (1/1/12 – 12/31/13). • 2012 Wages: Increase of 2% (consistent with non-union and other settled groups). • 2013 Wages: Increase of 2% (consistent with other settled groups). • 2012 Health Insurance: S ame as 2011, no increase in employer contribution. Employer contribution for health insurance consistent with non-union for 2012 at $815 per month. If electing the high deductible health plan, the employer contribution is set at $606.66 for premiums and $208.34 for VEBA contribution. • 2013 Health Insurance: Employer contribution for health insurance consistent with other groups. • 2012 and 2013 W ellness: C ontinued participation in any City provided wellness incentive programs. Last year Council approved a $25/month per person contribution for employees who met the criteria and participated in the wellness program. o COMMENT: We are working with staff and our Benefits Committee to improve on overall health awareness and education of staff to work toward a healthier workforce. This is a long term initiative that we will want to continue and modify to encourage wellness. Our goal is to work toward lower or slower rising premium rates because people in our health plan who are active and take care of themselves and their family members lead to an overall long term healthier pool to insure. City Council Meeting of February 6, 2012 (Item No. 8b) Page 2 Subject: Resolution Approving 2012-2013 LELS Local #220 Public Safety Dispatch Labor Agreement • 2012 Deferred Compensation (effective June 1, 2012): City contribution of $10 per pay period with a minimum employee contribution of $50 per pay period to eligible deferred compensation programs. o COMMENT: This is a new benefit and brings the group to consistency with other settled groups. • 2013 Long Term Disability: N ew language has been added in which the City will provide long term disability insurance coverage for employees. o COMMENT: This is currently a voluntary benefit that employees must purchase. Most cities in our market provide this as an employer provided benefit. Currently the City provides this benefit to our exempt employees, and we continue to work on equalization of benefit programs across the employee groups as budget allows. Staff is pleased with this agreement and recommends approval. The proposed contract is on file with the City Clerk. More detail is available upon request. FINANCIAL OR BUDGET CONSIDERATION: Funds for this settlement are included in the 2012 budget and will be programmed into 2013 planning for budgets. VISION CONSIDERATION: Not directly applicable. Attachment: Resolution Prepared by: Ali Fosse, HR Coordinator Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 8b) Page 3 Subject: Resolution Approving 2012-2013 LELS Local #220 Public Safety Dispatch Labor Agreement RESOLUTION NO. 12-___ RESOLUTION APPROVING THE LABOR AGREEMENT BETWEEN THE CITY OF ST. LOUIS PARK AND LAW ENFORCEMENT LABOR SERVICES, LOCAL #220 PUBLIC SAFETY DISPATCHERS JANUARY 1, 2012 – DECEMBER 31, 2013 WHEREAS, the City and the Union have reached a negotiated settlement covering the terms and conditions of a Labor Agreement as permitted by the State of Minnesota Public Employees Labor Relations Act, and WHEREAS, the City Council may enter into such agreements as authorized by its Charter; NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park that the Mayor and City Manager are authorized to execute a Collective Bargaining Agreement, City Contract #______ be tween the City of St. Louis Park and Law Enforcement Labor Services (LELS), Local #220 P ublic Safety Dispatchers, effective January 1, 2012 – December 31, 2013. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk Meeting Date: February 6, 2012 Agenda Item #: 8c Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Resolution Approving 2012-2013 International Association of Fire Fighters (IAFF) Local #993 Labor Agreement. RECOMMENDED ACTION: Motion to Adopt Resolution approving a Labor Agreement between the City and the Local #993 Fire Fighters and Fire Lieutenants, establishing terms and conditions of employment for two years, from 1/1/12 – 12/31/13. POLICY CONSIDERATION: Does Council wish to approve the Labor Agreement between the City and the Union? BACKGROUND: Staff is pleased to bring to Council the details of this contract agreement between the City and the Fire Union for 2012-2013. All five of our bargaining groups are open for negotiations this year, and we are seeking Council approval of the first three agreements (Fire, Dispatch and Sergeants) at this time. The City and the Union have come to agreement on the following changes to the contract: • Duration of 2 years (1/1/12 – 12/31/13). • 2012 Wages: Increase of 2% (consistent with non-union and other settled groups). • 2013 Wages: Increase of 2% (consistent with other settled groups). • 2012 Health Insurance: Same as 2011, no increase in employer contribution. Employer contribution for health insurance consistent with non-union for 2012 at $815 per month. If electing the high deductible health plan, the employer contribution is set at $606.66 for premiums and $208.34 for VEBA contribution. • 2013 Health Insurance: Employer contribution for health insurance consistent with other groups. • 2012 and 2013 W ellness: C ontinued participation in any City provided wellness incentive programs. Last year Council approved a $25/month per person contribution for employees who met the criteria and participated in the wellness program. o COMMENT: We are working with staff and our Benefits Committee to improve on overall health awareness and education of staff to work toward a healthier workforce. This is a long term initiative that we will want to continue and modify to encourage wellness. Our goal is to work toward lower or slower rising premium rates because people in our health plan who are active and take care of themselves and their family members lead to an overall long term healthier pool to insure. City Council Meeting of February 6, 2012 (Item No. 8c) Page 2 Subject: Resolution Approving 2012-2013 IAFF Local #993 Labor Agreement • 2012 Deferred Compensation (effective June 1, 2012): City contribution of $10 per pay period with a minimum employee contribution of $50 per pay period to eligible deferred compensation programs. o COMMENT: This is a new benefit and brings the group to consistency with other settled groups. • 2013 Long Term Disability: N ew language has been added in which the City will provide long term disability insurance coverage for employees. o COMMENT: This is currently a voluntary benefit that employees must purchase. Most cities in our market provide this as an employer provided benefit. Currently the City provides this benefit to our exempt employees, and we continue to work on equalization of benefit programs across the employee groups as budget allows. • Housekeeping Items: Many other operational language changes have been approved to the current contract. These areas include how time worked is calculated, how holiday and vacation time may be requested/used, how comp time may be accrued, and how leave banks will be calculated when employees change assignments. Staff is pleased with this agreement and recommends approval. The proposed contract is on file with the City Clerk. More detail is available upon request. FINANCIAL OR BUDGET CONSIDERATION: Funds for this settlement are included in the 2012 budget and will be programmed into 2013 planning for budgets. VISION CONSIDERATION: Not directly applicable. Attachment: Resolution Prepared by: Ali Fosse, HR Coordinator Approved by: Nancy Deno, Deputy City Manager/HR Director City Council Meeting of February 6, 2012 (Item No. 8c) Page 3 Subject: Resolution Approving 2012-2013 IAFF Local #993 Labor Agreement RESOLUTION NO. 12-____ RESOLUTION APPROVING THE LABOR AGREEMENT BETWEEN THE CITY OF ST. LOUIS PARK AND INTERNATIONAL ASSOCIATION OF FIRE FIGHTERS, LOCAL #993 JANUARY 1, 2012 – DECEMBER 31, 2013 WHEREAS, the City and the Union have reached a negotiated settlement covering the terms and conditions of a Labor Agreement as permitted by the State of Minnesota Public Employees Labor Relations Act, and WHEREAS, the City Council may enter into such agreements as authorized by its Charter; NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park that the Mayor and City Manager are authorized to execute a Collective Bargaining Agreement, City Contract #______ b etween the City of St. Louis Park and International Association of Fire Fighters (IAFF), Local #993, effective January 1, 2012 – December 31, 2013. Reviewed for Administration: Adopted by the City Council February 6, 2012 City Manager Mayor Attest: City Clerk