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Home My WebLink About2010/05/17 - ADMIN - Agenda Packets - City Council - RegularAGENDA MAY 17, 2010 7:20 p.m. ECONOMIC DEVELOPMENT AUTHORITY – Council Chambers 1. Call to Order 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes of April 19, 2010 3b. Special Economic Development Authority Minutes of April 26, 2010 4. Approval of Agenda 5. Reports 5a. Economic Development Authority Vendor Claims 6. Old Business 6a. Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership and related Taxable TIF Note. Recommended Action: Motion to adopt a resolution approving the Amended and Restated Contract for Private Redevelopment By and Between St. Louis Park Economic Development Authority, the City of St. Louis Park, and Duke Realty Limited Partnership related to The West End project. Motion to adopt a resolution awarding the sale of, and providing the form, terms, covenants and directions for the issuance of a $21,100,000 Taxable TIF Revenue Note, Series 2010A. 7. New Business 8. Communications 9. Adjournment 7:30 p.m. CITY COUNCIL MEETING – Council Chambers 1. Call to Order 1a. Pledge of Allegiance 1b. Roll Call 2. Presentations 2a. 2010 National Public Works Week Proclamation 2b. Acceptance of Monetary Donation in memory of Jean Doering 3. Approval of Minutes 3a. City Council Minutes of May 3, 2010 Meeting of May 17, 2010 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 to approve items on the consent calendar. (Alternatively: Motion to add or remove items from the agenda, motion to move items from consent calendar to regular agenda for discussion and to approve those items remaining on the consent calendar.) 5. Boards and Commissions -- None 6. Public Hearings 6a. Public hearing to consider appeal of BOZA decision of 3541 Glenhurst Ave S. Variances Recommended Action: Mayor to close the hearing. Motion to approve a resolution adopting the proposed findings and decision denying the requested variance to allow a 17 foot 3 inch rear yard setback instead of the required 25 feet. 7. Requests, Petitions, and Communications from the Public 8. Resolutions, Ordinances, Motions and Discussion Items 8a. Beth El Synagogue Conditional Use Permit for Renovations and Addition Recommended Action: Motion to Adopt Resolution granting approval for a Conditional Use Permit for renovations and an addition to Beth El Synagogue, located at 5224 26th Street West 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 May 17, 2010 City Council Agenda 4. CONSENT CALENDAR 4a. Amendment No. 1 to Tower Site Lease Agreement No. 68-99 with Global Signal – for space west of the groundwater treatment facility at 7120 W. Lake Street 4b. Special Assessment - Sewer Service Line Repair at 1644 Blackstone Avenue South 4c. Acceptance of Monetary Donation in memory of Jean Doering 4d. Bid Tabulation: Municipal Service Center (MSC) Soil Removal and Disposal Project as part of the MSC Renovation Project 2008-1900 4e. Birchwood Park - Conditional Use Permit for Excavation 4f. Bid Tabulation: Wooddale Avenue – 2010 MSA Street Improvement Project –Project No. 2009-1101 4g. Parktacular Block Party – Dispensing of Intoxicating Liquor by Park Tavern 4h. Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 4i. Approve for Filing Parks and Recreation Advisory Commission Minutes March 17, 2010 4j. Approve for Filing Police Advisory Commission Minutes March 3, 2010 4k. Approval of Filing of Vendor Claims 4l. Approve for Filing Housing Authority Minutes April 14, 2010 St. Louis Park Economic Development Authority and regular City Council meetings are carried live on Civic TV cable channel 17 and replays are frequent; check www.parktv.org for the schedule. The meetings are also streamed live on the internet at www.parktv.org, and saved for Video on Demand replays. The agenda is posted on Fridays on the official city bulletin board in the lobby of City Hall and on the text display on Civic TV cable channel 17. The agenda and full packet are available by noon on Friday on the city’s website. Meeting Date: May 17, 2010 Agenda Item #: 3a UNOFFICIAL MINUTES ECONOMIC DEVELOPMENT AUTHORITY APRIL 19, 2010 1. Call to Order President Finkelstein called the meeting to order at 7:27 p.m. Commissioners present: President Finkelstein, Jeff Jacobs, Anne Mavity, Paul Omodt, Julia Ross, Susan Sanger, and Sue Santa. Commissioners absent: None. Staff present: City Manager (Mr. Harmening), Economic Development Coordinator (Mr. Hunt), Community Development Director (Mr. Locke), and Recording Secretary (Ms. Hughes). 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes of April 5, 2010 The minutes were approved as presented. 4. Approval of Agenda The agenda was approved as presented. 5. Reports 5a. Economic Development Authority Vendor Claims It was moved by Commissioner Santa, seconded by Commissioner Jacobs, to approve the EDA Vendor Claims. The motion passed 7-0. 6. Old Business – None 7. New Business 7a. First Amendment to Redevelopment Contract with Ellipse on Excelsior LLC (Bader Development) and Easement Agreement for Common Driveway EDA Resolution No. 10-05 EDA Meeting of May 17, 2010 (Item No. 3a) Page 2 Subject: Economic Development Authority Meeting Minutes of April 19, 2010 Mr. Hunt presented the staff report and explained that Bader Development (the “Redeveloper”) has requested that the EDA consider the construction of a common driveway between the property being redeveloped and the former American Inn property, which was purchased by the EDA in 2009 (the “EDA Property”). He stated the realigned driveway would provide access to both properties and would be constructed at the southwest side of the development and would shift the opening in the Excelsior Boulevard median approximately 40’ to the northeast. He advised that the existing driveway on the Ellipse property would be moved approximately 15’ south of the current location and a 30’ cross- easement for the shared driveway is required. He indicated that in order to have full access to Excelsior Boulevard, the existing turn lane will need to be moved 30-40’ closer to the Excelsior Boulevard/France Avenue intersection; Hennepin County has approved this median opening relocation. He added that the proposed driveway would be temporary so as to avoid disturbing the contaminated soils on the EDA Property. He stated that a permanent joint driveway will be constructed as part of the redevelopment of the EDA Property and will run the length of the adjoining properties. He stated that the terms of the First Amendment state that the Redeveloper and the EDA will jointly share the costs of engineering, that the Redeveloper is responsible for construction costs, that the Redeveloper and the EDA will jointly share all costs of changing the Excelsior Boulevard median, and that the Redeveloper is responsible for any maintenance and repair of the temporary common driveway. He noted that when the EDA property is sold to a third party redeveloper, such third party redeveloper will be responsible for constructing the permanent driveway between the two properties. He indicated that the EDA grants the Redeveloper the temporary use of the EDA Property solely for customer parking purposes related to the Ellipse project from May 1 through September 1, 2010. Commissioner Sanger asked if the requirement that the construction costs of the permanent driveway be borne by a third party redeveloper would present an obstacle to the future sale of the EDA Property. Mr. Hunt stated it should not present an obstacle and any third party redeveloper would be informed of this obligation prior to purchasing the EDA Property. President Finkelstein stated that a shared driveway will make the EDA Property more valuable. It was moved by Commissioner Mavity, seconded by Commissioner Omodt, to adopt EDA Resolution 10-05 approving the First Amendment to Redevelopment Contract with Ellipse on Excelsior LLC and Easement Agreement. The motion passed 7-0. EDA Meeting of May 17, 2010 (Item No. 3a) Page 3 Subject: Economic Development Authority Meeting Minutes of April 19, 2010 8. Communications – None 9. Adjournment The meeting adjourned at 7:35 p.m. ______________________________________ ______________________________________ Secretary President Meeting Date: May 17, 2010 Agenda Item #: 3b UNOFFICIAL MINUTES SPECIAL ECONOMIC DEVELOPMENT AUTHORITY APRIL 26, 2010 1. Call to Order President Finkelstein called the meeting to order at 6:23 p.m. Commissioners present: President Finkelstein, Anne Mavity, Paul Omodt, Julia Ross, Susan Sanger, and Sue Santa. Commissioners absent: Jeff Jacobs. Staff present: City Manager (Mr. Harmening), Economic Development Coordinator (Mr. Hunt), Community Development Director (Mr. Locke), and Recording Secretary (Ms. Hughes). 2. Roll Call 3. New Business 3a. TIF Note Series 2006 Extension – Hoigaard Village Project EDA Resolution No. 10-06 Mr. Hunt presented the staff report and stated the developer has requested the EDA extend the maturity date of the Series 2006 TIF Note for an additional sixty days, to July 1, 2010, in order to allow the developer to complete the refinancing of the project prior to the current maturity date of May 1, 2010. He indicated the TIF note needs to be extended prior to the current maturity date of May 1st and the extension will not alter the developer’s obligations under the Redevelopment Contract with the EDA and all other terms of the TIF Note will remain the same. He added that the developer will be present at the upcoming May 10th study session to update the EDA on the project and refinancing efforts. Commissioner Santa stated that the EDA previously approved an extension of the maturity date from February 1, 2010 to May 1, 2010, and asked if the current extension to July 1st will give the developer sufficient time to complete the refinancing. Mr. Hunt replied that the developer feels this extension will be sufficient. He stated that the developer has an investor that is willing to purchase the TIF Note and to help with refinancing, and things appear to be falling into place. He added the developer is anxious to get this resolved and is motivated to move forward with the project. Commissioner Sanger asked if there was a problem with the refinancing and questioned what would happen if the EDA said “no” to the requested extension. EDA Meeting of May 17, 2010 (Item No. 3b) Page 2 Subject: Special Economic Development Authority Meeting Minutes of April 26, 2010 Mr. Locke stated when the EDA took action in February to extend the maturity date to May 1st, there was an expectation that would provide sufficient time for the developer. He stated that the EDA can certainly discuss this with the developer on May 10th. He explained that the TIF Note expires on May 1st and is tied to eligible expenses incurred by the developer which will be reimbursed from the TIF generated by the project. If not extended, the Note would mature and would have had to be paid in full. This would have placed the developer in default. He stated the reason for the extension is to find a purchaser that would then pay the Note in full. It was moved by Commissioner Mavity, seconded by Commissioner Santa, to adopt EDA Resolution No. 10-06 approving an amendment to certain terms of the authority’s taxable tax increment revenue note (Hoigaard Village Project), Series 2006 (St. Louis Park Economic Development Authority and Union Land II LLC, KAN & Associates, LLC, Webster Group, LLC and Camerata LLC). The motion passed 6-0. 4. Adjournment The meeting adjourned at 6:31 p.m. ______________________________________ ______________________________________ Secretary President Meeting Date: May 17, 2010 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 April 17, 2010 through May 14, 2010. 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 5/12/2010CITY OF ST LOUIS PARK 13:19:14R55CKSUM LOG23000VO 1Page -Council Check Summary 5/14/2010 -4/17/2010 Vendor AmountBusiness Unit Object 1,460.16AMERICAN INN PROP DEVELOPMENT OTHER CONTRACTUAL SERVICESAMEC GEOMATRIX INC 1,460.16 407.18WEST END TIF DIST G&A OTHER CONTRACTUAL SERVICESEHLERS & ASSOCIATES INC 502.14ELLIPSE ON EXC TIF DIST G&A OTHER CONTRACTUAL SERVICES 407.14TRUNK HWY 7 G&A OTHER CONTRACTUAL SERVICES 430.89HSTI G&A OTHER CONTRACTUAL SERVICES 430.89VICTORIA PONDS G&A OTHER CONTRACTUAL SERVICES 407.14PARK CENTER HOUSING G&A OTHER CONTRACTUAL SERVICES 430.89CSM TIF DIST G&A OTHER CONTRACTUAL SERVICES 950.00DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICES 430.89MILL CITY G&A OTHER CONTRACTUAL SERVICES 430.89PARK COMMONS G&A OTHER CONTRACTUAL SERVICES 430.89EDGEWOOD TIF DIST G & A OTHER CONTRACTUAL SERVICES 430.89ELMWOOD VILLAGE G & A OTHER CONTRACTUAL SERVICES 430.89WOLFE LAKE COMMERCIAL TIF G&A OTHER CONTRACTUAL SERVICES 430.89AQUILA COMMONS G & A OTHER CONTRACTUAL SERVICES 430.89HWY 7 BUSINESS CENTER G & A OTHER CONTRACTUAL SERVICES 6,982.50 450.00DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESFORECAST PUBLIC ARTWORKS 450.00 30,833.82AMERICAN INN PROP DEVELOPMENT PROPERTY TAXESHENNEPIN COUNTY TREASURER 3,606.30DEVELOPMENT - EDA G&A PAYMENT IN LIEU OF TAXES 34,440.12 5,344.75DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESHOISINGTON KOEGLER GROUP INC 5,344.75 1,164.00DEVELOPMENT - EDA G&A LEGAL SERVICESKENNEDY & GRAVEN 139.00ELMWOOD VILLAGE G & A LEGAL SERVICES 198.00HWY 7 BUSINESS CENTER G & A LEGAL SERVICES 1,501.00 3,000.00HRA LEVY G&A LEGAL SERVICESLOCKRIDGE GRINDAL NAUEN PLLP 3,000.00 7,279.75DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESMCCOMB GROUP LTD 15,961.00DEVELOPMENT - EDA G&A PLANNING 23,240.75 EDA Meeting of May 17, 2010 (Item No. 5a) Subject: Vendor Claims Page 2 5/12/2010CITY OF ST LOUIS PARK 13:19:14R55CKSUM LOG23000VO 2Page -Council Check Summary 5/14/2010 -4/17/2010 Vendor AmountBusiness Unit Object 94.00DEVELOPMENT - EDA G&A SUBSCRIPTIONS/MEMBERSHIPSMINNEAPOLIS ST PAUL BUSINESS J 94.00 158.78DEVELOPMENT - EDA G&A TELEPHONENEXTEL COMMUNICATIONS 158.78 7.00DEVELOPMENT - EDA G&A OFFICE SUPPLIESOFFICE DEPOT 7.00 19.88DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESQUICKSILVER EXPRESS COURIER 19.88 1,785.41DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESSEH 1,785.41 3,049.64DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESSRF CONSULTING GROUP INC 3,049.64 Report Totals 81,533.99 EDA Meeting of May 17, 2010 (Item No. 5a) Subject: Vendor Claims Page 3 Meeting Date: May 17, 2010 Agenda Item #: 6a 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: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership and related Taxable TIF Note. RECOMMENDED ACTION: Motion to adopt a resolution approving the Amended and Restated Contract for Private Redevelopment By and Between St. Louis Park Economic Development Authority, the City of St. Louis Park, and Duke Realty Limited Partnership related to The West End project. Motion to adopt a resolution awarding the sale of, and providing the form, terms, covenants and directions for the issuance of a $21,100,000 Taxable TIF Revenue Note, Series 2010A. POLICY CONSIDERATION: Does the EDA find the proposed Amended and Restated Redevelopment Contract with Duke Realty and issuance of the related Taxable TIF Note consistent with the intent of the current Redevelopment Contract? BACKGROUND: On December 17, 2007 the EDA and City approved a Redevelopment Contract with Duke Realty related to The West End project near I-394 and Highway 100. The project, as envisioned at the time, essentially consisted of two components – a lifestyle retail complex and a series of Class A office buildings. Development was to occur in a series of phases over approximately eight years. It also was anticipated that a Joint Powers Agreement (JPA) between St. Louis Park and Golden Valley would be needed, since the parking for the office development would be located in Golden Valley. Economic conditions have changed dramatically since the Redevelopment Contract was approved two and a half years ago. Assumptions about the timing of the development have shifted with the recent recession; the need for a JPA with Golden Valley has disappeared with Duke Realty’s successful pursuit of land use approvals directly from Golden Valley; and, the opportunity for including housing in The West End has presented itself as a result of changing market conditions. Much has been accomplished to date. The former warehouse and office buildings on the site have been removed, the bulk of the soil corrections and infrastructure improvements have been completed, and the retail component of the project has been built. Currently, approximately 70% of the retail space is leased. The economic downturn, however, slowed the pace of the office and hotel components of The West End. It was originally anticipated that both the first office building and the hotel would be under construction by now. It is now projected that it may be 2014 before construction on either of these EDA Meeting of May 17, 2010 (Item No. 6a) Page 2 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership components begins. Similarly, the second, third, and potential fourth office buildings are all expected to start construction much later than scheduled in the Redevelopment Contract. It is projected that the last of The West End office buildings may not commence construction until 2016. Completion of all components within The West End development is now projected to be 2021; five years later than scheduled in the Contract. Proposed Amended and Restated Redevelopment Contract In light of changes in circumstances since the date of the current Redevelopment Contract, the parties determined a need to modify the Contract. The attached Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership (Redeveloper) contains the following key revisions which are summarized below. 1. extend the commencement and completion deadlines for Phases IIb (the first office building), IIc (the hotel) and III (the remaining office buildings) by 5 years. 2. eliminate the references to the Joint Powers Agreement (JPA) with the City of Golden Valley. 3. remove the Utica utility relocations and completion of Utica Avenue from Phase I. 4. incorporate multifamily housing into the project. Revised Construction Schedule As mentioned above, economic conditions have slowed West End development, especially the office development component. The table below summarizes the original project construction schedule incorporated in the Contract and the revised schedule proposed by the Redeveloper. Essentially the new schedule delays the required commencement and completion dates for the office buildings by five years. Phase Original Required Commencement Date Revised Required Commencement Date Original Required Completion Date Revised Required Completion Date Phase I Demo, site work Dec 18, 2007 June 1, 2006 (No Change) August 1, 2009 August 1, 2009 (No Change) Phase II A 350,000 SF of retail & 28,000 SF of office July 1, 2008 July 1, 2008 (No Change) June 1, 2010 June 1, 2010 (No Change) Phase IIB 277,555 SF of office space & Phase IIC Hotel March 1, 2009 July 1, 2014 Dec 31, 2011 Dec 31, 2016 Phase III 833,000 SF of office space June 1, 2011 July 1, 2016 June 1, 2016 June 1, 2021 EDA Meeting of May 17, 2010 (Item No. 6a) Page 3 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Elimination of the Joint Powers Agreement A JPA with Golden Valley had been anticipated when the original agreement was drafted. A JPA is no longer needed. Duke has successfully pursued and received the land use approvals needed from each city. Regarding delivery of municipal services; the two cities will provide services to the portions of the development within their boundaries as they have always done. The cities will coordinate efforts with Golden Valley where necessary as we would for any development at our borders. No special agreements are anticipated to be needed at this time. The proposed Amended and Restated Contract reflect this new approach to the land use approvals. Removal of Utica Ave. utility relocations and completion of Utica Avenue from Phase I The current construction status of the Redeveloper Minimum Improvements and the Public Improvements are also reflected in the Amended and Restated Contract. Originally the regional sewer interceptor was to be relocated under Utica Ave as part of the Phase I infrastructure work in order to prepare the eastern portion of the site for the future office buildings. With the economic downturn in the office market the Redeveloper did not have the immediate necessity to relocate the sewer line as part of the Phase I improvements. However the sewer relocation does need to occur in the next several years. Therefore, under the proposed Amended and Restated Contract the Public Improvements to Utica Ave and the relocation of the sewer interceptor will be required to be substantially completed by the earlier of December 31, 2016 or the date required by the Metropolitan Council. Housing Opportunities When The West End project was being conceived, consideration was given to incorporating housing into the master plan. At the time it was concluded that the timing was not right to include housing. It was hoped that housing could be possibly be added at a future date. Conditions have now changed and the potential for a housing development at The West End has surfaced. A housing developer is currently vying for the site on W16th Street originally designated for the hotel. It is anticipated that Duke will bring forward an upscale apartment proposal consisting of approximately 100 to 200 market rate units for the W16th Street site very soon. For housing to be constructed in The West End, it would require authorization within the Redevelopment Contract. Therefore, the Amended and Restated Contract includes within Section 4.1 (b) (the definition of Phase IIC – the hotel site) an allowance for at least 100 multifamily housing units. Also included in Section 4.1 is a provision that the total number of multifamily rental housing units in all Phases combined may not exceed 300 units; with the understanding that construction of multifamily rental housing in any Phase is contingent upon approval by the City Council of an amendment to the PUD. The addition of housing to The West End would be positive for the development and the community. It would add to the economic vitality of The West End. It is also consistent with the concept of creating a vibrant, 24/7, pedestrian oriented, transit friendly, mixed-use area. EDA Meeting of May 17, 2010 (Item No. 6a) Page 4 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership At the April 26th study session the possibility of including some affordable units within the housing at The West End was raised. At this time it is uncertain whether this is possible and what it would take to incorporate affordable housing into The West End as it has not been part of Duke’s or the housing developer’s plans to date. If it is the EDA’s direction to do so, staff will explore the idea of incorporating affordable housing at The West End with Duke and the potential housing developer. Minor Changes and Updates Since 2007 many of the requirements in the Redevelopment Contract have been completed and other things changed. For instance, the Contract was approved prior to the completion of the plat and construction of the initial phases of the project. Thus, property references needed to be updated to reflect the new plat. In addition a new requirement was included stating that all subsequent Phases comply with the City’s recently adopted Green Building Policy. The Amended and Restated Contract also reflects several other revisions; none of which substantially alters the intent of the current Contract. A blacklined version of the Amended and Restated Contract has been attached so as to make clear all the various proposed revisions from the current Contract. Taxable TIF Note In the current Contract the EDA agreed to reimburse Duke for Redeveloper Public Improvements and Other Public Redevelopment Costs it incurred related to The West End project through issuance of one or more pay-as-you-go TIF notes in an aggregate amount not exceeding $21.1 million (referred to as “Initial Notes”) which is the desired financing method under the City's TIF Policy. The proposed Restated and Amended Contract retains this element. The Contract requires that the EDA authorize a resolution for the issuance of one or more TIF Notes when certain provisions have been met. Given that the Redeveloper has met those necessary provisions, the EDA is being asked to authorize the issuance of a single Tax Increment Pay as You Go Note for The West End. The Initial Note will be issued in the maximum aggregate principal amount of $21,100,000 and will be secured by Available Tax Increment generated by the entire TIF District. It will bear interest at a rate of 6.75%, and will have a term of 20 years (starting no earlier than 2011). Consistent with the City’s TIF Policy, Fiscal Disparities would be taken from inside the district. A 5% administrative fee would also be charged to the district which is the EDA’s typical rate. The Note is subordinate to the previously issued Senior TIF Bonds (totaling $4,965,000) which basically reimburses the City for the street improvements it made to Park Place Blvd in conjunction with The West End project. In other words, the City has first claim on the tax increments generated by the project up to $4,965,000 as reimbursement for the improvement costs it incurred related to Park Place Blvd. The Redeveloper understands that the EDA makes no warranties regarding the amount of available Tax Increment, or that revenues pledged to the Note will be sufficient to pay the principal and interest on the Note. The Redeveloper further understands that estimates of Tax Increment prepared by the EDA or its financial advisors in connection with The West End TIF District are not intended as representations on which the Redeveloper may rely. EDA Meeting of May 17, 2010 (Item No. 6a) Page 5 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership FINANCIAL OR BUDGET CONSIDERATION: In accordance with the proposed Amended and Restated Redevelopment Contract the EDA is being asked to authorize the issuance of a taxable, pay-as-you-go TIF Note in the maximum aggregate principal amount of $21,100,000 secured by Available Tax Increment generated by the entire West End TIF District. The Shoppes at West End component of the redevelopment project provide the lions share of the increment needed to support the public improvements undertaken by Duke Realty. The delay in the construction of office buildings will delay generation of tax increment that will be used to make payments to the Redeveloper for the entirety of the pay-as-you-go note. VISION CONSIDERATION: The West End project is consistent with the City’s Vision; especially the Strategic Directions concerning gathering places, public art, trails, sidewalks and transportation. Attachments: • Resolution approving Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership • Resolution awarding the sale of, and providing the form, terms, covenants and directions for the issuance of a $21,100,000 Taxable TIF Revenue Note, Series 2010A • Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, EDA Executive Director and City Manager EDA Meeting of May 17, 2010 (Item No. 6a) Page 6 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 10-______ RESOLUTION APPROVING AN AMENDED AND RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT AMONG THE CITY OF ST. LOUIS PARK, THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY AND DUKE REALTY LIMITED PARTNERSHIP BE IT RESOLVED By the Board of Commissioners ("Board") of the St. Louis Park Economic Development Authority ("Authority") as follows: Section 1. Recitals. 1.01. The Authority is currently administering its Redevelopment Project No. 1 ("Project") pursuant to Minnesota Statutes, Sections 469.001 to 469.047 ("HRA Act"), and within the Project has established The West End Tax Increment Financing District (“TIF District”). 1.02. The Authority and the City of St. Louis Park (“City”) entered into a Contract for Private Redevelopment Dated as of December 17, 2007 (the “Original Contract”), regarding redevelopment of a portion of the property within the TIF District. 1.03. In light of changing market conditions, the parties have agreed to revise certain terms of the Original Contract, and to that end have prepared an Amended and Restsated Contract for Private Redevelopment (the “Amended Contract”). 1.04. The Board has reviewed the Amended Contract and finds that the approval and execution thereof and performance of the Authority's obligations thereunder are in the best interest of the City and its residents. Section 2. Authority Approval; Other Proceedings. 2.01. The Amended Contract 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. 2.02. The President and Executive Director are hereby authorized to execute on behalf of the Authority the Amended Contract and any documents referenced therein requiring execution by the Authority, and to carry out, on behalf of the Authority its obligations thereunder. EDA Meeting of May 17, 2010 (Item No. 6a) Page 7 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 2.03. Authority staff and consultants are authorized to take any actions necessary to carry out the intent of this resolution. Reviewed for Administration: Adopted by the Economic Development Authority May 17, 2010 Executive Director President Attest Secretary EDA Meeting of May 17, 2010 (Item No. 6a) Page 8 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 10-_____ RESOLUTION AWARDING THE SALE OF, AND PROVIDING THE FORM, TERMS, COVENANTS AND DIRECTIONS FOR THE ISSUANCE OF ITS $21,100,000 TAXABLE TAX INCREMENT REVENUE NOTE, SERIES 2010A BE IT RESOLVED BY the Board of Commissioners (“Board”) of the St. Louis Park Economic Development Authority (the “Authority”) as follows: Section 1. Authorization; Award of Sale. 1.01. Authorization. The Authority and the City of St. Louis Park have heretofore approved the establishment of The West End 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. In connection with the TIF District, the Authority and City have approved an Amended and Restated Contract for Private Redevelopment between the Authority and Duke Realty Limited Partnership (the “Agreement”). 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 Redevelopment 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 Taxable Tax Increment Revenue Note in the maximum principal amount of $21,100,000 (the “Note”) for the purpose of financing certain public redevelopment costs of the Project. 1.03. Issuance, Sale, and Terms of the Note. The Authority hereby delegates to the Executive Director the determination of the date on which the Note is to be delivered, in accordance with the Agreement. The Note shall be issued to Duke Realty Limited Partnership (“Owner”). The Note shall be dated as of the date of delivery, shall mature no later than February 1, 2031 and shall bear interest at the rate of 6.75 percent per annum from the date of issue of the Note to the earlier of maturity or prepayment. The Note is issued in accordance with Section 7.5 of 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 and payment schedule adjusted as of the date of issue: EDA Meeting of May 17, 2010 (Item No. 6a) Page 9 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $21,100,000 TAXABLE TAX INCREMENT REVENUE NOTE SERIES 2010A Date Rate of Original Issue 6.75% __________, 20___ The St. Louis Park Economic Development Authority (“Authority”) for value received, certifies that it is indebted and hereby promises to pay to Duke Realty Limited Partnership or registered assigns (the “Owner”), solely from the sources and in the manner hereinafter provided, the principal sum of $21,100,000 (the "Principal Amount"), together with interest on the unpaid balance thereof accrued from the date of original issue hereof at the rate of 6.75 percent per annum (the "Stated Rate"). This Note is given in accordance with that certain Amended and Restated Contract for Private Redevelopment between the Issuer and Duke Realty Limited Partnership, dated as of May 17, 2010 (the “Agreement”) and the authorizing resolution (the “Resolution”) duly adopted by the Authority on May 17, 2010. Capitalized terms used and not otherwise defined herein have the meaning provided for such terms in the Agreement unless the context clearly requires otherwise. 1. Payments. Principal and interest (“Payments”) shall be paid on August 1, 2011 and each February 1 and August 1 thereafter to and including February 1, 2031 (“Payment Dates”) in the amounts and solely from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon 30 days 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 accruing from the date of issue of this Note through and including February 1, 2031 will be compounded semiannually on February 1 and August 1 of each year and added to principal. Interest shall be computed on the basis of a year of 360 days and twelve 30-day months. EDA Meeting of May 17, 2010 (Item No. 6a) Page 10 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 3. Available Tax Increment. All payments on this Note are payable on each Payment Date solely from and in the amount of the “Available Tax Increment,” which means, on each Payment Date, 95 percent of the Tax Increment attributable to the Redevelopment Property as defined in the Agreement that is paid to the Authority by Hennepin County in the six months preceding the Payment Date, after payment or provision for payment on such Payment Date of principal and interest then due on any outstanding Senior TIF Bonds (as defined in the Agreement). 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. Notwithstanding anything to the contrary herein or in the Agreement, no payments will be made on this Note until all Use Agreements with respect to Phase IIA (as defined in Section 4.1(c) of the Agreement), and the REMA with respect to Phase IIA (as defined in Section 4.8 of the Agreement), have been executed in full. 4. Default. Upon an Event of Default by the Redeveloper under the Agreement, the Authority may exercise the remedies with respect to this Note described in Article IX of the Agreement, the terms of which are incorporated herein by reference. 5. Optional 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. If the Authority prepays the Note in part, the prepayment will be applied first to accrued interest and then to the outstanding principal amount of the Note. Ten days’ prior notice of any such prepayment shall be given by first-call mail by the Registrar to the registered owner of the Note. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. (b) The Note may be deemed prepaid in whole or in part in accordance with Section 7.7 of the Agreement. Upon any such prepayment, the Authority will deliver to the Owner a statement of the amount applied to prepayment under Section 7.7 and the outstanding principal balance of the Note after application of the deemed prepayment. Any deemed prepayment under this paragraph will be applied under the same procedures described in paragraph (a) above. 6. Nature of Obligation. This Note is one of an issue in the total principal amount of $21,100,000 issued to aid in financing certain public redevelopment costs and administrative costs of a Redevelopment Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047, as amended and is issued pursuant to the Resolution, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.1799, as amended. This Note is a limited obligation of the Authority which is payable solely from the revenues 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 from and to the extent of the revenues pledged hereto, 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. EDA Meeting of May 17, 2010 (Item No. 6a) Page 11 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 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. This Note shall not be transferred to any person 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. 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 May 17, 2010 (Item No. 6a) Page 12 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 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 Registration Registered Owner Signature of City Finance Director ____________, 2010 Duke Realty Limited Partnership Federal Tax I.D. No. __________________ 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”). 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 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 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 EDA Meeting of May 17, 2010 (Item No. 6a) Page 13 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 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 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. EDA Meeting of May 17, 2010 (Item No. 6a) Page 14 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Section 4. Security Provisions. 4.01. Pledge. The Authority hereby pledges to the payment of the principal of and interest on the Note Available Tax Increment under the terms and as defined in the Note. The pledge of Available Tax Increment is subordinate to the pledge of such revenue to any outstanding Senior TIF Bonds. 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 in each year Available Tax Increment in the amount necessary to pay principal and interest when due on the Note. Any Available Tax Increment remaining in the Bond Fund shall be transferred to the Authority’s account for the TIF District upon termination of the Note in accordance with its terms. 4.03. Additional Bonds. If the Authority issues any bonds or notes secured by Available Tax Increment (other than the Senior TIF Bonds described in the Agreement), such additional bonds or notes are subordinate to the Note in all respects. 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 May 17, 2010 Executive Director President Attest Secretary ThirdFourth Draft April 2,May 11, 2010 AMENDED AND RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT By and Among THE CITY OF ST. LOUIS PARK THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY And DUKE REALTY LIMITED PARTNERSHIP Dated as of: ______________, 2010 This document was drafted by: KENNEDY & GRAVEN, Chartered 470 US Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 Telephone: (612) 337-9300 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 15 TABLE OF CONTENTS Page PREAMBLE ..................................................................................................................................1 ARTICLE I Definitions Section 1.1. Definitions................................................................................................................3 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority and the City........................................................9 Section 2.2. Representations and Warranties by the Redeveloper.............................................10 ARTICLE III Land Acquisition and Conveyance Section 3.1. Status of Property...................................................................................................12 Section 3.2. Environmental Conditions.....................................................................................12 Section 3.3. Relocation..............................................................................................................13 Section 3.4. Payment of Administrative Costs..........................................................................13 Section 3.5. Business Subsidy ...................................................................................................14 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Improvements ..............................................................................15 Section 4.2. Master Site Plan, Phasing Plans, and Construction Plans......................................18 Section 4.3. Commencement and Completion of Construction.................................................20 Section 4.4. Public Improvements ............................................................................................21 Section 4.5. Certificate of Completion ......................................................................................23 Section 4.6. Reports...................................................................................................................23 Section 4.7. Additional Requirements.......................................................................................24 Section 4.8. Maintenance Requirements....................................................................................24 ARTICLE V Insurance Section 5.1. Insurance................................................................................................................26 Section 5.2. Subordination.........................................................................................................28 Section 5.3. Qualifications.........................................................................................................28 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 16 ARTICLE VI Tax Increment; Taxes Section 6.1. Right to Collect Delinquent Taxes.........................................................................29 Section 6.2. Reduction of Taxes................................................................................................29 Section 6.3. Assessment Agreements ........................................................................................29 Section 6.4. Qualifications.........................................................................................................30 ARTICLE VII Financing Section 7.1. Redeveloper Financing..........................................................................................31 Section 7.2. Subordination.........................................................................................................31 Section 7.3. Authority Financing Generally..............................................................................31 Section 7.4. City Public Improvements.....................................................................................31 Section 7.5. Redeveloper Public Improvements and Other Public Redevelopment Costs.............................................................................................32 Section 7.6. Issuance of Refunding Notes ................................................................................34 Section 7.7. TIF Lookback.........................................................................................................38 Section 7.8 Fee Reduction........................................................................................................39 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development.........................................................................40 Section 8.2. Prohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement.....................................................................................40 Section 8.3. Release and Indemnification Covenants................................................................42 ARTICLE IX Events of Default Section 9.1. Events of Default Defined .....................................................................................44 Section 9.2. Remedies on Default..............................................................................................44 Section 9.3. No Remedy Exclusive............................................................................................45 Section 9.4. No Additional Waiver Implied by One Waiver.....................................................45 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Authority Representatives Not Individually Liable.....................................................................................................................46 Section 10.2. Equal Employment Opportunity............................................................................46 Section 10.3. Restrictions on Use................................................................................................46 Section 10.4. Titles of Articles and Sections...............................................................................46 Section 10.5. Notices and Demands ............................................................................................46 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 17 353495v34 SJB SA285-84 iii Section 10.6. Counterparts...........................................................................................................47 Section 10.7. Recording...............................................................................................................47 Section 10.8. Minnesota Law.......................................................................................................47 Section 10.9. Disclaimer of Relationships...................................................................................47 Section 10.10. Modifications.........................................................................................................47 Section 10.11. Authority Approvals..............................................................................................47 TESTIMONIUM .........................................................................................................................S-1 SIGNATURES ............................................................................................................................S-1 SCHEDULE A Redevelopment Property, Golden Valley Property and Adjacent Property SCHEDULE B Master Site Plan SCHEDULE C Certificate of Completion SCHEDULE D Assessment Agreement and Assessor’s Certification SCHEDULE E Other Public Redevelopment Costs SCHEDULE F Authorizing Resolution SCHEDULE G Construction Schedule SCHEDULE H Project Phasing Plan SCHEDULE I Public Improvements Plan SCHEDULE J Lookback Pro Forma EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 18 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made as of the ________ day of ___________, 2010, by and between the CITY OF ST. LOUIS PARK, a Minnesota municipal corporation, (the “City”), and the ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic (the “Authority”), established pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (hereinafter referred to as the “Act”), and DUKE REALTY LIMITED PARTNERSHIP, an Indiana limited partnership (the “Redeveloper”). WITNESSETH: WHEREAS, the Authority was created pursuant to the Act and was authorized to transact business and exercise its powers by a resolution of the City Council of the City of St. Louis Park (the “City”); and WHEREAS, the Authority has undertaken a program to promote redevelopment of land that is characterized by blight and blighting factors within the City, and in this connection the Authority has created Redevelopment Project No. 1 (hereinafter referred to as the “Project”) in the City, pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”); and WHEREAS, the Authority has established a redevelopment tax increment financing district known as The West End Tax Increment Financing District (the “TIF District”) within the Project and adopted a financing plan (the “TIF Plan”) for the TIF District in order to facilitate redevelopment of certain property in the Project, all pursuant to Minnesota Statutes, Sections 469.174 to 469.179; and WHEREAS, the Redeveloper has proposed a development within the Project which the City and the Authority believe will promote and carry out the objectives for which redevelopment is undertaken, will revitalize the subject site and surrounding area, result in the highest and best use of a site that is under-utilized in its current condition, will be in the vital and best interests of the City, will promote the health, safety, morals, and welfare of its residents and will be in accord with the public purposes and provisions of the applicable state and local laws and requirements under which activities within the Project have been undertaken and are being assisted; and WHEREAS, the Redeveloper owns certain property (the “Redevelopment Property”) within the Project (except a portion transferred to another party as described herein), together with certain adjacent property in the City of Golden Valley (the “Golden Valley Property”) which it intends to develop in accordance with this Agreement; and WHEREAS, the Authority, City and Redeveloper entered into a Contract for Private Redevelopment December 17, 2007 (the “Original Contract”), which described the parties’ respective responsibilities regarding redevelopment of the Redevelopment Property; and EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 19 WHEREAS, the parties have determined a need to modify the Contract in light of changes in circumstances since the date of the original 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: EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 20 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. “Adjacent Property” means the real property so described on Schedule A of this Agreement. “Affiliate” means with respect to an 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. “AD West End” means AD West End, LLC, an Indiana limited liability company, whose members are Duke Construction Limited Partnership, an Indiana limited partnership, and Jeffrey R. Anderson Real Estate, Inc., an Ohio corporation. “Assessment Agreement” means any Assessment Agreement entered into pursuant to Section 6.3 hereof. “AUAR” means the alternative urban area review conducted by the City to review the environmental impacts of redevelopment in the TIF District, approved April 9, 2007. “Authority” means the St. Louis Park Economic Development Authority. “Authority Representative” means the Executive Director, Deputy Executive Director or any person designated by the Executive Director to serve as Authority Representative. Authorizing Resolution” means the resolution of the Authority, substantially in the form of attached Schedule F to be adopted by the Authority to authorize the issuance of the Initial Notes. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 21 “Available Tax Increment” means on any payment date under the Initial Notes and Refunding Notes, 95 percent of the Tax Increments received by the City from the County pursuant to the TIF Act in the six-month period before such payment date from the TIF District, after payment or provision for payment of debt service due on such date with respect to any outstanding Senior TIF Bonds. “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. “City Public Improvements” means the public improvements to be constructed by the City and so described on Schedule I. “Certificate of Completion” means the certification provided by the Authority to the Redeveloper, or the purchaser of any part, parcel or unit of the Redevelopment Property and Golden Valley Property, pursuant to Section 4.5 of this Agreement. “Code” means the Internal Revenue Code of 1986, as amended. “Commence” or “Commencement” mean for all Phases (other than Phase I, which has already commenced) the construction of visible improvements above or below ground level, including footings or foundations. “Construction Plans” means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property and Golden Valley Property, including the Minimum Improvements, 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: (1) site plan; (2) foundation plan; (3) basement plans; (4) floor plan for each floor; (5) cross sections of each (length and width); (6) elevations (all sides); (7) landscape plan; (8) grading, drainage and utilities plans; and (9) 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. “Discretionary TIF Bonds” has the meaning provided in Section 7.4 hereof. “Event of Default” means an action by the Redeveloper or the Authority listed in Article IX of this Agreement. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 22 “Golden Valley Property” means the real property so described in Schedule A of this Agreement. “Holder” means the owner of a Mortgage. “HRA Act” means Minnesota Statutes, Sections 469.001 to 469.047, as amended. “Initial Notes” means the Taxable Tax Increment Revenue Notes to be issued by the Authority as described in Section 7.3 hereof. “Master Site Plan” means the plan for development of the Redevelopment Property and Golden Valley Property (and certain activities on the Adjacent Property), attached as Schedule B, as it may be revised from time to time under Section 4.2. “Material Change” means a change in Construction Plans (excluding buyer options and upgrades) that materially adversely affects generation of Tax Increment or reduces the number of square feet of rentable space in buildings comprising the Minimum Improvements by more than 5% (measured against the square footage in originally-approved Construction Plans), or results in a “major amendment” to the PUD as described in the City’s zoning code. “Maximum Note Amount” has the meaning provided in Section 7.5(b) hereof. “Minimum Improvements” means the construction on the Redevelopment Property and Golden Valley Property of the improvements described in Section 4.1 (b); provided that to the extent any improvements are required to be constructed on the Adjacent Property, such improvements are included within the term Minimum Improvements. “Mortgage” means any mortgage made by the Redeveloper or its Affiliate which is secured, in whole or in part, with the Redevelopment Property or Golden Valley Property. “Other Public Redevelopment Costs” means the costs to be incurred by Redeveloper on the Redevelopment Property that are described in Schedule E. The term includes all third-party engineering and related out-of-pocket soft costs, but does include any hard or soft costs incurred on the Adjacent Property or the Golden Valley Property. “Parcel” means any parcel of the Redevelopment Property, the Adjacent Property, the Golden Valley Property, or the TIF District, as the context requires. “Phase” means a discrete portion of the Minimum Improvements as described in Section 4.1(b) and the Master Site Plan. The term includes both the improvements and the Parcels on which they are constructed unless the context requires otherwise. “Phase I” means the demolition, site work, and infrastructure improvements on the Redevelopment Property, as described in Section 4.1(b). “Phase IIA” means the retail and office development on the Redevelopment Property, as described in Section 4.1(b). EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 23 “Phase IIB” means the office development on the Redevelopment Property and a portion of the Golden Valley Property, as described in Section 4.1(b). “Phase IIC” means the hotel development on the Redevelopment Property, as described in Section 4.1(b). “Phase III” means the office development on the Redevelopment Property and a portion of the Golden Valley property, as described in Section 4.1(b). “Planning Contract” has the meaning provided in Section 3.1(d). “Plat” means the final plat of the Redevelopment Property and the Adjacent Property, as approved and recorded in the office of the Hennepin County Registrar of Titles. “Preliminary Agreement” means the Preliminary Development Agreement between the Authority and Redeveloper dated May 27, 2007, as amended by a First Amendment to Preliminary Development Agreement dated September 4, 2007. “Project” means the City’s Redevelopment Project No. 1. “Project Area” means the real property located within the boundaries of the Project. “Project Phasing Plan” means the retail, commercial and office elements of each Phase to be constructed by the Redeveloper, and the Public Improvements to be constructed by the Redeveloper and the City. “Public Improvements” means, collectively, the Redeveloper Public Improvements and the City Public Improvements all as such terms are defined in Section 4.4 and described in Schedule I, and includes all engineering and related soft costs. “PUD” has the meaning provided in Section 3.1. “Redeveloper” means Duke Realty Limited Partnership, an Indiana partnership, and any permitted successors and assigns of Redeveloper. “Redeveloper Public Improvements” means the public improvements to be constructed by Redeveloper and so described on Schedule I. “Redevelopment Plan” means the Authority’s Redevelopment Plan for Redevelopment Project No. 1 as modified November 19, 2007 and as it may be further modified. “Redevelopment Property” means the real property so described in Schedule A of this Agreement. “Refunding Notes” has the meaning provided in Section 7.6. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 24 “REMA” has the meaning provided in Section 4.8. “Required Commencement Date” means the dates so specified in Schedule G. “Required Completion Date” means the dates so specified in Schedule G. “Senior TIF Bonds” has the meaning provided in Section 7.4 hereof. “State” means the State of Minnesota. “Tax Increment” means that portion of the real property taxes which is paid with respect to the property within the TIF District (or a specified Parcel thereof, as the context requires) and which is remitted to the City as tax increment pursuant to the Tax Increment Act. The term Tax Increment does not include any amounts retained by or payable to the State Auditor under Section 469.177, subd. 11 of the Tax Increment Act, or any amounts described in Section 469.174, subd. 25, clauses (2) through (4) of 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 West End Tax Increment Financing District, as it may be modified. “Tax Increment Plan” or “TIF Plan” means the City’s Tax Increment Financing Plan for The West End Tax Increment Financing District, as approved November 19, 2007, 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. “TIF Bonds” has the meaning provided in Section 7.4 hereof. “Termination Date” means the date that all the Initial Notes, Refunding Notes and TIF Bonds have all been paid in full, redeemed or prepaid, or defeased in accordance with their terms. “Transfer” has the meaning provided in Section 8.2(a). “Unavoidable Delays” means delays beyond the reasonable control of the party seeking to be excused as a result thereof which are the direct or indirect 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 in exercising its rights under this Agreement) which directly result in EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 25 delays. Unavoidable Delays shall not include delays in the Redeveloper’s obtaining of 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, unless (a) Redeveloper has timely filed any application and materials required by the City for such permit or approvals, and (b) the delay is beyond the reasonable control of the Redeveloper. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 26 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority and the City. The Authority and City make the following representations as the basis for the undertaking on its part herein contained: (a) The Authority is an economic development authority duly organized and existing under the laws of the State. Under 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 activities of the Authority are undertaken for the purpose of fostering the redevelopment of certain real property that is or was occupied primarily by substandard and obsolete buildings, which will revitalize this portion of the Project, increase tax base, and result in the highest and best use of a site that is underutilized in its current condition. (c) The Authority has created the TIF District, which includes the Redevelopment Property and certain adjacent property within the City not owned by Redeveloper, has adopted a modified Redevelopment Plan and TIF Plan in accordance with all procedures required under the TIF Act to approve the TIF District as a redevelopment district as defined in the Act. (d) The Authority and the City will take no action, nor omit to take any action, regarding the TIF District that materially impairs the collection or payment of Tax Increment. (e) The Authority and City will use their best efforts to facilitate redevelopment of the Minimum Improvements, including but not limited to cooperating with the Redeveloper in obtaining necessary administrative, environmental and land use approvals. (f) The City is a home rule charter city duly organized and existing under the laws of the State, and is a state public body under Section 469.041 of the HRA Act. Under the provisions of its charter and the HRA Act, the City has the power to enter into this Agreement and carry out its obligations hereunder. (g) In the event the Authority or City at any time reasonably estimates that, by reason of changes in the method of taxation for the support of cities, counties or school districts, Available Tax Increment is insufficient to pay the principal of and interest on any outstanding Initial Notes or Refunding Notes when due, then if legislatively-created options to ameliorate the adverse effect upon tax increment financing are available to the City and/or the Authority, the City and/or the Authority as applicable will exercise such options in such a way as to retain to the extent possible sufficient Available Tax Increment to pay the principal of and interest on the Initial Notes and Refunding Notes when due; provided that the City or Authority have no obligation to exercise any option that they determine, in their reasonable discretion, will result in materially adverse financial consequences for the City or Authority. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 27 (h) Neither the City nor the Authority has received any notice or communication from any local, state or federal official that its or their activities or those of the Redeveloper in the Project Area may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the Redeveloper is aware). Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper represents and warrants that: (a) The Redeveloper is a limited partnership duly organized and in good standing under the laws of the State of Indiana, is not in violation of any provisions of its bylaws, its partnership agreement or (to the best of its knowledge) the laws of the States of Indiana or of Minnesota, is duly authorized to transact business within the States of Indiana and Minnesota, has power to enter into this Agreement and has duly authorized the execution, delivery and performance of this Agreement by proper action of its partners. (b) The Redeveloper has not received any notice or communication from any local, state or federal official that its activities or those of the Authority in the Project Area may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the Authority is aware). The Redeveloper is not aware of any 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. (c) The Redeveloper will obtain, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. Neither Redeveloper nor AD West End obtained a building permit for any portion of the Minimum Improvements before the date of approval of the TIF Plan for the TIF District. However, prior to the date of this Agreement (and in accordance with the Preliminary Agreement and the Authority’s Resolution No. 07-07 approved September 4, 2007), the Redeveloper obtained permits for and commenced demolition of certain buildings on the Redevelopment Property. (d) 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 its partnership agreement 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. (e) The proposed development by the Redeveloper hereunder would not occur but for the tax increment financing assistance being provided by the Authority hereunder. (f) The Redeveloper shall promptly advise Authority in writing of all litigation or claims adversely affecting any part of the Minimum Improvements and all written complaints and charges made by any governmental authority materially adversely affecting the Minimum EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 28 Improvements or materially adversely affecting Redeveloper or its business which may delay or require changes in construction of the Minimum Improvements. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 29 ARTICLE III Land Acquisition and Conveyance Section 3.1. Status of Property. (a) The Redevelopment Property, the Adjacent Property and the Golden Valley Property, respectively, consist of the Parcels so described in Schedule A. As of the date of this Agreement, the Redeveloper has acquired all Parcels of the Redevelopment Property and the Golden Valley Property, but has transferred to AD West End the portion of the Redevelopment Property allocated to Phase IIA. The Redeveloper also owns the Adjacent Property, which is the property shown on the Master Site Plan that is currently occupied by buildings and parking facilities that are expected to remain in place after redevelopment of the Redevelopment Property and the Golden Valley Property under this Agreement. The Redeveloper acknowledges that the Authority has no obligation to acquire any of the Redevelopment Property, the Adjacent Property or the Golden Valley Property; provided that (i) Redeveloper will be required to dedicate certain property to the City as described in paragraph (b) of this Section, and (ii) nothing in this Agreement will be construed to require Redeveloper to acquire or dedicate any property (or interest in property) that is necessary to construct the City Public Improvements but is not owned by Redeveloper or AD West End as of the date of this Agreement. (b) The Redeveloper has prepared and obtained City approval of a planned unit development (“PUD”) and Plat of the Redevelopment Property and the Adjacent Property at Redeveloper’s cost and subject to all City ordinances and procedures. The Redeveloper and City have also entered into a development agreement (the “Planning Contract”) that addresses the planning and land use requirements related to Phase IIA. The Redeveloper shall prepare and obtain City approval of amendments to the PUD, Plat and Planning Contract as reasonably required prior to Commencement of construction of Phase IIB and any subsequent Phase. Each amendment to the Plat and PUD must be consistent with the Master Site Plan, provided that nothing in this Agreement is intended to limit the City’s authority in reviewing the PUD and preliminary plat, or to preclude revisions requested or required by the City. The relationship between the Master Site Plan and the PUD is further described in Section 4.2(a) hereof. In any amendment to the Plat, the Redeveloper must dedicate to the City all public rights of way and utility easements. Redeveloper must cause AD West End (and the owner of any portion of any Phase that has been Transferred) to join in any Plat amendment and cooperate with the City in any matters related to the Plat and PUD. Section 3.2. Environmental Conditions. (a) The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils or the buildings or structures on the Redevelopment Property, the Adjacent Property and Golden Valley Property or the fitness of the Redevelopment Property, the Adjacent Property and Golden Valley 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 for any contamination of the Redevelopment Property, the Adjacent Property and Golden Valley Property nor imposes any EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 30 obligation on such parties to participate in any cleanup of the Redevelopment Property, Adjacent Property and Golden Valley Property. (b) Without limiting its obligations under Section 8.3 of this Agreement the Redeveloper further agrees that, except for any misrepresentation or any misconduct, affirmative act or negligence of the Authority or the City and except for any breach by the Authority or the City of its obligations under this Agreement, the Redeveloper will indemnify, defend, and hold harmless the Authority, the City, and their governing body members, officers, and employees, from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants existing on or in the Redevelopment Property, Adjacent Property and Golden Valley Property, unless and to the extent that such hazardous wastes or pollutants are present as a result of the actions or omissions of the indemnities. 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 3.3. Relocation. (a) As of the date of this Agreement, no previous businesses or tenants occupy any Parcels containing buildings or structures proposed for demolition, other than entities which are an Affiliate of the Redeveloper. Upon or before Commencement of construction of the Minimum Improvements, Redeveloper must deliver to the Authority a written relocation waiver agreement, in a form approved by the Authority, executed by the respective entity occupying any building on any parcel of the Redevelopment Property and Golden Valley Property to be demolished by the Redeveloper. The waiver must, at a minimum, describe the type and amounts of relocation assistance services, payments and benefits for which the entity might be eligible, separately listing those services being waived. (b) Without limiting the Redeveloper's obligations under Section 8.3 hereof, the Redeveloper will indemnify, defend, and hold harmless the Authority and its governing body members, employees, agents, and contractors from any and all claims for benefits or payments arising out of the relocation or displacement of any person from any Parcels of the Redevelopment Property and Golden Valley Property as a result of the implementation of this Agreement. Section 3.4. Payment of Administrative Costs. Until the Termination Date, the Redeveloper is responsible to pay all reasonable out of pocket costs for legal and financial advising services incurred by the Authority that are directly attributable to or incurred in connection with the negotiation and preparation of this Agreement and other documents and agreements in connection with the development contemplated hereunder and including all costs related to the creation of the TIF District (collectively, “Administrative Costs”). Administrative Costs shall be evidenced by invoices, statements or other reasonable written evidence of the costs incurred by the Authority, copies of which will be provided to the Redeveloper upon request. Upon termination of this Agreement in accordance with its terms, Redeveloper remains obligated to pay Administrative Costs incurred as of the effective date of termination. Section 3.5. Business Subsidy. The Redeveloper warrants and represents that Redeveloper acquired the Redevelopment Property for the purpose and in the expectation of redevelopment, and that Redeveloper’s investment in the purchase of the Redevelopment EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 31 Property will equal at least 70% of the County assessor’s finalized market value of the Redevelopment Property for the 2007 assessment year, calculated as follows: Aggregate cost of acquisition of Redevelopment Property: $27,609,924 Assessor's finalized market value of Redevelopment Property (pay 2008): $29,082,000 Cost as percentage of value: 94.4% 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. The 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. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 32 ARTICLE IV Construction of Minimum Improvements, Section 4.1. Construction of Improvements. (a) Generally. The Redeveloper agrees that, subject to all the terms of this Agreement, (i) it will construct or cause construction of Phases I, IIA, and IIB of the Minimum Improvements and the Redeveloper Public Improvements on the Redevelopment Property, the Adjacent Property and/or the Golden Valley Property, as the case may be; (ii) subject to market conditions and financing availability, it will construct or cause the construction of Phase III of the Minimum Improvements on the Redevelopment Property or the Golden Valley Property, as the case may be; (iii) all construction will be substantially in accordance with the Master Site Plan and approved Construction Plans and (iv) it will at all times while Redeveloper owns any Phase and through the Maturity Date operate and maintain, preserve and keep each Phase of the Minimum Improvements, or cause each Phase, to be maintained, preserved and kept with the appurtenances and every part and parcel thereof, in good repair and condition. The Authority and the City shall have no obligation to operate or maintain the Minimum Improvements, except as otherwise provided herein. (b) Minimum Improvements. The Minimum Improvements consist of the following constructed in phases, located as shown on the Master Site Plan (Schedule B): Phase I: Demolition of all buildings on the Redevelopment Property (except the two existing restaurants on the Parcel at 5245 Wayzata Boulevard) and on the Golden Valley Property; public utility relocation and construction work under 16th Street (to the extent required for Phase I) ; soil correction and earthwork for the entire Redevelopment Property; and the construction of 16th Street (which work also constitutes a portion of the Redeveloper Public Improvements described in Section 4.4(a) hereof); Phase IIA: Approximately 350,000 square feet of retail, entertainment, and restaurants; approximately 28,000 square feet of second story office space, certain public space as described in Section 4.1(b) hereof, and all related parking structures; and the construction of West End Boulevard as a private road; all as generally shown on the Master Site Plan on the western portion of the redevelopment, such Phase IIA to be integrated with and connected to Phases IIB, and III. Phase IIA includes any pedestrian connections and public gathering space located on the Adjacent Property, as shown on the Master Site Plan. Phase IIB: Approximately 277,555 square feet of class A office space and space for related uses in one office building to be located on the eastern portion of the Redevelopment Property along with site improvements and structured or surface parking as required; and construction of Utica Avenue, including utility relocation (which work also constitutes a portion of the Redeveloper Public Improvements described in Section 4.4(a) hereof). Parking facilities for Phase IIB are currently expected to be constructed on the Golden Valley Property. The parties agree and understand that Redeveloper may propose alternative uses for Phase IIB, including without limitation, retail, or a shift of the hotel or multifamily rental housing described under Phase IIC to Phase IIB, or some portion or combination of those uses. The Authority EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 33 agrees to negotiate in good faith regarding any such alternative proposals, which if approved will be memorialized in an amendment to this Agreement. Phase IIC: a 130 to 140 room hotel, with 75 stalls of parking provided on-site so long as additional shared parking with other Phases is available; or multifamily rental housing with at least 100 units. Phase III: Approximately 833,000 square feet of class A office space and space for related uses, in addition to Phase IIB, to be located in multiple office buildings to be located adjacent to, integrated with and to share parking with Phase IIB. Parking facilities for Phase III are currently expected to be constructed on the Golden Valley Property. Phase III may be further staged in additional phases to accommodate the need to meet changing market conditions and financing availability (c) Multifamily Housing. Notwithstanding anything to the contrary herein, multifamily rental housing rental units in all Phases combined may not exceed 300 units; and the Redeveloper acknowledges and understands that construction of multifamily rental housing in any Phase is contingent upon approval of an amendment to the PUD (as described in Section 3.1 hereof), and nothing in this Agreement constitutes approval of the City of such amendment. (d) Additional Covenants. In addition to any other requirements of this Agreement, the Minimum Improvements must substantially comply with the Master Site Plan and must meet the following specifications: (1) The Redeveloper shall, for all Phases IIB, IIC and III, comply with the City’s Green Building Policy adopted by the City and Authority on February 16, 2010, and as such policy may be amended as of the date of issuance of a building permit for any Phase. (2) [Pat M to provide description of LEED design elements included in Phase IIA.] The parties agree and understand that Phase IIA began construction before adoption of the City’s Green Policy (referenced in clause (1) above), but that Phase incorporated various elements of the Leadership in Energy and Environmental Design (“LEED”) rating system, as described in a letter from Redeveloper to the Authority dated _____ on file in City Hall. (3) The Redeveloper agrees to provide outdoor gathering places in Phases IIA, IIB, and III, and on the Adjacent Property, all as generally shown on the Master Site Plan. The outdoor gathering places shall include plazas, green space, or other open space available for use by the general public and incorporating features such as fountains, space for public art, street furnishings, special lighting or other public amenities. Such spaces will be privately owned, controlled and managed but available for use by the public, subject to such protocols and scheduling as reasonably established by the owner of such Phase. As a condition to issuance of a Certificate of Completion for each Phase containing open space as described in this paragraph, the City and Redeveloper shall enter into a use agreement (a “Use EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 34 Agreement”), that will generally provide for notice and review by Redeveloper of activities initiated by the City, and will describe the respective insurance and maintenance obligations of the parties in connection with such open space. (4) The Redeveloper agrees to provide at least one indoor public gathering place in Phase IIA of approximately 5,000 square feet, as generally shown on the Master Site Plan. Part of this space will include a separate meeting room of approximately 750 square feet for use by the public. Such space will be privately owned, controlled and managed but available for use by the public. The public gathering place must include wireless, cable television and related technical amenities. As a condition to issuance of a Certificate of Completion for Phase IIA, the City and Redeveloper must enter into a Use Agreement (as described in clause (3) above) in connection with the indoor public gathering space. (5) The Redeveloper shall provide pedestrian connections throughout the Redevelopment Property, Adjacent Property and Golden Valley Property, substantially in accordance with the Master Site Plan. Such connections within or adjacent to a particular Phase must be completed within the time schedule for that Phase shown on Schedule G, provided that connections on or immediately adjacent to the Adjacent Property are deemed to be part of Phase IIA. (6) The Redeveloper shall provide a public pedestrian/bicycle connection through the structured parking in Phase IIB or III that joins Wayzata Boulevard and Utica Avenue, which must be completed within the time schedule for Phase IIB or Phase III (depending on where the connection is located). (7) The Redeveloper shall accommodate public transit throughout the Redevelopment Property, Adjacent Property and Golden Valley Property, substantially in accordance with the Master Site Plan. The transit stop shown on the Master Site Plan located on or adjacent to the Adjacent Property shall be deemed to part of Phase IIA. (8) The Redeveloper shall accommodate public art throughout the Redevelopment Property and Golden Valley Property; provided that Redeveloper shall not be responsible to pay for the acquisition, installation, removal, security, insurance or other display costs of such public art. Nothing in this Section will be construed to prohibit Redeveloper from installing art at Redeveloper’s discretion (and at Redeveloper’s cost), and Redeveloper agrees to use commercially reasonable efforts to include such art in its designs for the Minimum Improvements. (9) The Redeveloper shall accommodate electronic communication construction and cabling by the City throughout the Redevelopment Property and Golden Valley Property, including without limitation granting or dedicating to the City (without cost to the City) easements or similar rights to (i) place fiber and conduit in private roadways, from public or private roadways to each building, within each building to a point of presence, and from the point of presence to the roof; (ii) EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 35 place wireless radio equipment on each building’s roof; (iii) place fiber and conduit from each building’s point of presence to any public spaces in each building (e.g., “cop shop”); and (iv) set up wireless or fiber access in public spaces in each building (e.g. lobby, waiting areas). All such rights and easements are subject to reasonable review by Redeveloper as to location and aesthetics. Notwithstanding anything to the contrary herein, Redeveloper and City shall each at their own cost install their respective portions of the conduit for electronic communication, as part of Redeveloper Public Improvements and City Public Improvements described in Section 4.4 hereof. Except for contribution of easements or other rights described above (and except as otherwise provided in Section 4.4) installation of electronic communication and cabling shall be at no cost to Redeveloper. (10) The Redeveloper agrees to provide to the City, without charge, approximately 250 square feet of finished space for use as a neighborhood City police station. The police station must include restroom facilities, the area of which may not be included in calculating the minimum square footage. The area of the police station will be part of the 5,000 square foot public gathering space identified in clause (4) above. The restroom facility for the police station can be part of an adjacent public restroom. The police station must be located within Phase IIA at a site approved in writing by the City. The Redeveloper must accommodate the security and communication requirements identified in the specifications provided by the City. The City’s approval of site location may not be unreasonably withheld. Upon completion, the Redeveloper must operate and maintain the facility at Redeveloper’s cost, including without limitation cleaning, heat and electricity, and servicing of the restroom; provided that as a condition to issuance of a Certificate of Completion for Phase IIA, the City and Redeveloper must enter into a Use Agreement (as described in clause (3) above) in connection with the police station. If the City at any time determines that use of the identified space as a police station is no longer necessary or desirable, the City and Redeveloper shall negotiate in good faith regarding an alternative public use of that space, and make any necessary amendments to the Use Agreement. (11) The Redeveloper agrees to construct a public restroom for men and for women, or two uni-sex bathrooms, located within Phase IIA at a site and with amenities mutually agreed by the Redeveloper and the City. The area of the public restroom will be part of the 5,000 square foot public space identified in Item 3 above. Upon completion, the Redeveloper must operate and maintain the public restroom at Redeveloper’s cost, including without limitation cleaning, heat and electricity and general restroom servicing. (12) The City and Authority will cooperate with Redeveloper in efforts to provide for outdoor seating at restaurants in any Phase, subject to compliance with City ordinances and City rules and regulations. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 36 Section 4.2. Master Site Plan; Phasing Plans and Construction Plans. (a) Master Site Plan. The Master Site Plan for the Redevelopment Property, Adjacent Property and Golden Valley Property is attached hereto as Schedule B. The parties agree and understand that the Master Site Plan may be refined and modified as part of the review and approval process for the PUD, and that upon City approval of the preliminary PUD for the entire Redevelopment Property, Adjacent Property and Golden Valley Property (and the final PUD for each Phase), the preliminary or final PUD (as the case may be) will supersede the Master Site Plan shown in Schedule B. Any changes to any preliminary or final PUD after approval by the City will be processed according to City codes and procedures, including any provisions described in the PUD approvals and the Planning Contract. (b) Phasing Plans. The Project Phasing Plan for the Redevelopment Property and Golden Valley Property is attached hereto as Schedule H, as a supplement to the Master Site Plan (the “Phasing Plan”). The Phasing Plan describes the retail, commercial and office elements of each Phase to be constructed by the Redeveloper, and describes the phasing of Public Improvements to be constructed by the Redeveloper and the City (as further described in Section 4.4 and Schedule I). The parties agree and understand that the Phasing Plan may be refined and modified as part of the review and approval process for the PUD, and that upon City approval of the preliminary PUD for the entire Redevelopment Property, Adjacent Property and Golden Valley Property (and the final PUD for each Phase), the preliminary or final PUD (as the case may be) will supersede the Phasing Plan and the Master Site Plan shown in Schedule B. (c) Construction Plans. Before Commencement of construction of any Phase of the Minimum Improvements, the Redeveloper shall submit to the Authority Construction Plans for that Phase. The Construction Plans shall provide for the construction of the relevant improvements for the respective Phase and shall be in material conformity with the Redevelopment Plan, the PUD, the Master Site Plan, this Agreement, and all applicable State and local laws and regulations. The Authority Representative will approve the Construction Plans in writing if: (i) the Construction Plans materially conform to the terms and conditions of this Agreement; (ii) the Construction Plans materially conform to the Redevelopment Plan, the PUD and the Master Site 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 relevant improvements; and (v) no Event of Default has occurred. Approval may be based upon a review by the City’s building official of the Construction Plans and shall be conclusive evidence that Redeveloper has satisfied its obligations under this Section. No approval by the Authority Representative shall relieve the Redeveloper of the obligation to comply with the terms of this Agreement or of the Redevelopment Plan, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the Authority Representative shall constitute a waiver of an Event of Default. Within 30 business days after receipt of complete Construction Plans and permit applications for a building within any Phase, the Authority will deliver to the Redeveloper an initial review letter describing any comments or changes requested by Authority staff. Thereafter, the parties shall negotiate in good faith regarding final approval of Construction Plans for that building. The Authority’s approval shall not be unreasonably withheld or delayed. Said approval shall constitute a conclusive determination that the Construction Plans (and the subject Phase, constructed in accordance with said plans) comply to the Authority’s satisfaction EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 37 with the provisions of this Agreement relating thereto. All review of Construction Plans by the Authority under this Section shall be concurrent with any review by City officials under City ordinances and procedures. (d) Change in Construction Plans. If the Redeveloper desires to make any Material Change in the Construction Plans after their approval by the Authority, the Redeveloper shall submit the proposed change to the Authority for its approval. 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 30 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 or delayed (e) Redeveloper Waiver of Claims. The Redeveloper 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, except for any failure by Authority to perform its obligations under this Section 4.2. 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 reasonably requested by the Authority. Section 4.3. Commencement and Completion of Construction. (a) General Requirements. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property and Golden Valley Property (and, to the extent relevant, the Adjacent Property) shall be in substantial conformity with the Construction Plans as submitted by the Redeveloper and approved by the Authority. The Redeveloper agrees for itself, its successors and assigns, and every successor in interest to the Redevelopment Property, the Adjacent Property and Golden Valley Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently proceed to completion the development of the Redevelopment Property and Golden Valley Property (and, to the extent relevant, the Adjacent 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. After the date of this Agreement and until construction of the Minimum Improvements has been completed, the Redeveloper shall make reports, in such detail and at such times as may reasonably be requested by the Authority, as to the actual progress of the Redeveloper with respect to such construction. (b) Minimum Improvements. (i) Subject to Unavoidable Delays (and except as qualified by clause (iii) of this paragraph b and by Section 2.3(c) of this Agreement), the Redeveloper shall Commence construction of each Phase of the Minimum Improvements by the Required Commencement Date, and shall substantially complete construction of each Phase by the Required Completion Date, all as set forth in Schedule G, attached hereto. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 38 Redevelopment Property and Golden Valley Property (and, to the extent relevant, the Adjacent Property) shall be in substantial conformity with the Construction Plans as submitted by the Redeveloper and approved by the Authority. (ii) If the Redeveloper anticipates that the timetable for any Phase will not be met, Redeveloper shall provide a written and oral presentation to the City Council of the City at a regular City Council meeting prior to the relevant Required Commencement Date or Completion Date. The report must describe the reasons for the expected failure to meet the schedule, evidence of Redeveloper’s due diligence in working toward construction of the relevant Phase, and a detailed revised schedule. Failure to timely provide such written and oral report is an Event of Default. Compliance with the reporting requirement of this clause will not relieve the Redeveloper’s obligation to Commence or complete the relevant Phase according to Schedule G (except as otherwise provided in clause (iii), below, regarding Phase III). (iii) The parties understand that the schedule for construction of Phase III is subject to market conditions and financing availability existing at the time of construction. The Redeveloper agrees to use its commercially reasonable efforts to Commence and complete construction Phase III by the Commencement Date and Completion Date as described in Schedule G. Failure to Commence or complete construction of Phase III by those dates is not an Event of Default under this Agreement, provided that failure to comply with the reporting requirement under clause (ii) regarding Phase III remains an Event of Default. (c) In the event of Unavoidable Delays, the number of days of Unavoidable Delay will be added to all dates set forth in Schedule G, and such extended dates will control for the purposes of Section 4.3(a) and (b). Section 4.4. Public Improvements. (a) Redeveloper Public Improvements. The Redeveloper must undertake all work identified as “Redeveloper Public Improvements” in the Public Improvements Plan on Schedule I, and pursuant to the overall Phasing Plan shown in Schedule H. Before commencing construction, the Redeveloper must submit plans and specifications regarding the Redeveloper Public Improvements for approval by the City substantially in accordance with procedures for Construction Plans described in Section 4.2 (except to the extent Redeveloper will use plans provided by the City, as described in Schedule I). All work on the Redeveloper Public Improvements shall be in accordance with the approved construction plans and the Phasing Plan, and shall comply with all City requirements regarding such improvements. The parties agree and understand that the City will accept the improvements in accordance with City ordinances and procedures and the Planning Contract. Notwithstanding anything to the contrary herein or in Schedules H and I, the portion of the Redeveloper Public Improvements consisting of 16th Street and Park Place Boulevard and Gamble Drive are also deemed to be part of Phase I of the Minimum Improvements, which the parties agree have been substantially completed (except for items remaining in order to issue the Certificate of Completion). Redeveloper Public Improvements consisting of Utica Avenue and EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 39 related utility relocation is also deemed to be part of Phase IIB, and must be substantially completed by the earlier of (i) the date of the date specified for Phase IIB in Schedule G, or (ii) the date required by the Metropolitan Council in order to accommodate sewer interceptor improvements being made by the Metropolitan Council that necessitate relocation of sewer lines in the existing Utica Avenue right of way. Redeveloper Public Improvements will be deemed to be “substantially complete” upon acceptance of the relevant improvement by the City in accordance with City ordinances and procedures. Redeveloper shall pay all costs of Redeveloper Public Improvements, subject to reimbursement to the extent provided in Section 7.5 and 7.6 hereof. Further, Redeveloper must guaranty, or cause contractors to guaranty all Redeveloper Public Improvements for one year after substantial completion of the relevant improvement, except that the guaranty period for underground utilities shall be two years. The Redeveloper acknowledges that the requirements of this paragraph will be included in the relevant Planning Contract. The parties further acknowledge that Redeveloper’s obligation to construct Redeveloper Public Improvements is, in part, a condition of approval of the Plat; therefore, pursuant to Minnesota Statutes, Section 462.358, subd. 2, such construction is not subject to the requirements of Minnesota Statutes, Section 471.345 and 574.26; provided that nothing in this paragraph is intended to release or affect Redeveloper’s obligations under Section 8.3(b) hereof. (b) City Public Improvements. The City will undertake the work described as “City Public Improvements” on Schedule I, in accordance with the overall Phasing Plan on Schedule H. The City shall construct City Public Improvements (or prepare concept plans in the case of 16th Street streetscaping) in accordance with all City procedures for such improvements. Subject to Unavoidable Delays, the City agrees to substantially complete construction of the City Public Improvements by August 1, 2009, subject to the City’s ability to issue at least Senior TIF Bonds in accordance with Section 7.4(b). The City is responsible for the cost of all City Public Improvements (which are expected to be financed primarily through issuance of TIF Bonds as described in Section 7.4 hereof), except as follows: (i) Redeveloper shall reimburse the City for $250,000 of the cost of the “Park Place Boulevard Improvements” described on Schedule I. (ii) Redeveloper shall make payments to the City for its share of the Park Place Boulevard Improvements within 10 days after receipt of written invoices delivered by the City from to time that reasonably evidence the work performed and the costs incurred or then-payable by the City. The Redevelopment Property and Adjacent Property shall not be specially assessed for costs of the initial construction of the City Public Improvements; provided that nothing in this Agreement precludes future special assessments for reconstruction or alteration of City Public Improvements or additional improvements serving the Redevelopment Property and/or Adjacent Property. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 40 (c) Public Improvements Generally. The City and Redeveloper shall cooperate in the design and construction of all Public Improvements. All Public Improvements must include the lane configurations as recommended in the AUAR. The Redeveloper and City shall each insure that plans for the respective portions of Public Improvements accommodate public bus stops and bus layover facilities throughout the Redevelopment Property, Adjacent Property and Golden Valley Property substantially in accordance with the Master Site Plan. Section 4.5. Certificate of Completion. (a) Promptly after substantial completion of the Minimum Improvements (or any Phase thereof) in accordance with those provisions of the Agreement relating solely to the obligations of the Redeveloper to construct the Minimum Improvements or relevant Phase (including the dates for beginning and completion thereof), and compliance with any other provisions of this Agreement that are expressly stated as conditions for issuance of Certificate of Completion, the Authority Representative will furnish the Redeveloper with a Certificate shown as Schedule C. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Redeveloper to any Holder of a Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum Improvements or any part thereof. (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 fifteen (15) 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 to obtain such certification. If the Authority fails to provide the Redeveloper with a written statement as to how the Redeveloper has failed to complete the Minimum Improvements or is otherwise in default within said fifteen (15) day period, the Authority shall promptly execute and deliver the Certificate o the Redeveloper. (c) The construction of the Minimum Improvements (or Phase thereof) shall be deemed to be complete: (i) for Phase I, upon completion of all demolition, utility relocation, and soil work as reasonably determined by the Authority Representative, together with acceptance by the City of 16th Street in accordance with City ordinances and procedures; and (ii) for all other Phases, when the City has issued a final certificate of occupancy for all improvements making up the relevant Phase excluding tenant build outs, and (in the case of Phase IIB the City has accepted Utica Boulevard in accordance with City ordinances and procedures); and the Authority Representative has reasonably determined that all associated site improvements are substantially complete for that Phase. Section 4.6. Reports. The Redeveloper must submit to the Authority a written report at least quarterly, starting with the commencement of Phase I and continuing until issuance of the Certificate of Completion for the final Phase of the Minimum Improvements. The report must describe progress on construction of the Minimum Improvements and Public Improvements as well as progress on leasing the commercial and office space within the project. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 41 The Redeveloper agrees to provide a report to the Authority annually by March 1 and continuing until issuance of the Certificate of Completion for the final Phase of the Minimum Improvements which describes the cumulative number of full time equivalent (FTE) employees created on the Redevelopment Property. The parties agree this report is not subject to the reporting requirements of the Business Subsidy Act. The Redeveloper also agrees to submit to the Authority written reports so as to allow the Authority to remain in compliance with reporting requirements under state statutes. The Authority will provide information to the Redeveloper regarding the required forms. The Authority will provide to Redeveloper, upon request from time to time, written reports regarding the amounts of Available Tax Increment and other matters related to the activities of the City and Authority under this Agreement. Section 4.7. Additional Requirements. Redeveloper shall undertake all work related to the Minimum Improvements and the Redeveloper Public Improvements in compliance with all applicable federal and state laws, including without limitation all applicable state and federal Occupational Safety and Health Act regulations. Redeveloper shall subject any subcontractors retained to the same requirements. Section 4.8. Maintenance Requirements. The parties agree that, as a condition to issuance of the Certificate of Completion for each Phase, the Redeveloper and City shall execute a reciprocal easement and maintenance agreement (“REMA”) in recordable form that assigns those parties’ respective responsibilities regarding maintenance, repairs, and cost of such activities, related to the subject Phase. There may be a single REMA, or separate documents related to each Phase, as the parties mutually agree. The City and Redeveloper agree that the REMA will be based on the following principles. (a) The City will have primary responsibility for: (i) customary maintenance, repair and replacement up to the curb line of all public streets and utilities within and immediately adjacent to the Redevelopment Property except as otherwise provided regarding medians under Section 4.8(b)(iv); (ii) customary maintenance, repair and replacement of standard street lighting located in the public right of way within and immediately adjacent to the Redevelopment Property; and (iii) customary maintenance, repair and replacement of streetscape between the curb line and the boundary of the right-of-way along the west side of Park Place Boulevard between Gamble Drive and Interstate 394 and along the south side of Gamble Drive, together with the entire median within those portions of Park Place Drive and Gamble Drive; provided that the City may in its sole discretion assign such maintenance obligation to any other party and/or assign all or any portion of the cost of such obligation to owners of property west of Park Place Boulevard and south of Gamble Drive through a special service district under Minnesota Statutes, Chapter 428A or any other mechanism. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 42 (b) The Redeveloper will have primary responsibility for: (i) customary maintenance, repair and replacement of all private streets and alleys within the Redevelopment Property. (ii) customary repair and replacement (but not maintenance such as street cleaning and plowing) of aesthetic enhancements (such as decorative pavers) within any public right of way within and immediately adjacent to the Redevelopment Property. (iii) customary maintence, repair and replacement for all streetscape between the curb line and the boundary of the right-of-way along all public streets within and immediately adjacent to the Redevelopment Property except as otherwise provided regarding specified portions of streetscape under Section 4.8(a)(iii); (iv) customary maintenance, repair and replacement of medians within West 16th Street and Utica Avenue. (c) Each party will have access to property controlled by the other in order carry out responsibilities under the REMA. (d) The City will be given authority to cure any defaults by Redeveloper under the REMA by undertaking the Redeveloper’s defaulted responsibilities under the REMA and assessing the cost to the relevant Parcels, provided that such remedy will not be the City’s exclusive remedy. (e) Redeveloper shall cause AD West End, any subsequent permitted assignees of Redeveloper, and all Holders related to the Parcels making up the relevant Phase, to execute a consent to the REMA, and City shall promptly file the REMA of record, at Redeveloper’s cost. (f) The City shall own and have reasonable access in perpetuity to maintain all City Public Improvements and Redeveloper Public Improvements, including without limitation all wireless communications installed as part of such improvements, whether located on the Redevelopment Property or in public rights-of-way. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 43 ARTICLE V Insurance Section 5.1. Insurance. (a) The Redeveloper or its contractor will provide and maintain at all times during the process of constructing the Minimum Improvements (which shall not include art displayed in public spaces) 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 one hundred percent (100%) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on the so-called “all risk” form of policy. (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); and (iii) Workers’ compensation insurance, with statutory coverage. (b) Upon completion of construction of the Minimum Improvements and prior to the Termination 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. (iii) Such other insurance, including workers’ compensation insurance respecting all employees of the Redeveloper or its tenant, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Redeveloper or its tenant may be self-insured with respect to all or any part of its liability for workers’ compensation. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 44 (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Redeveloper or its tenant which 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 thirty (30) days before the cancellation or modification becomes effective. In lieu of separate policies, the Redeveloper or its tenant 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, whether or not 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 or any Phase thereof as set forth in this Section, the Redeveloper shall have the option of 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 all outstanding TIF Bonds, Initial Notes and Refunding Notes allocable to that Phase. Such allocation shall be based on the required minimum market value of that Phase determined under Section 6.3 as a share of the aggregate minimum market value for the entire Minimum Improvements. The option described in this paragraph shall not apply if, at the time of casualty, there are outstanding Refunding Notes issued on a tax-exempt basis, and bond counsel determines that operation of this paragraph would impair the tax-exempt status of such Refunding Notes; in that event, Redeveloper remains obligated to reconstruct under paragraph (d) of this Section. (f) Notwithstanding anything to the contrary herein, after completion of the building in which the police station described in Section 4.1(c)(10) is located, Redeveloper’s sole continuing obligation under this Article with respect to the police station is to maintain casualty insurance as described in Section 5.1(b)(i). The City will provide all other types of insurance coverage with respect to the police station. Nothing in this Article will be construed to limit or EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 45 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. (g) 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 contained in this Article V, the rights of the Authority with respect to the receipt and application of any proceeds of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a Mortgage approved pursuant to Article VII of this Agreement. Section 5.3. Qualifications. Notwithstanding anything herein to the contrary, the parties acknowledge and agree that the provisions of this Article hereof shall not apply to any condominium unit from and after the date that such unit is substantially completed and sold to an owner for commercial use. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 46 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 redevelopment described in this agreement through issuance of the TIF Bonds and the Initial Notes. The Redeveloper understands that the Tax Increments pledged to the TIF Bonds and Initial Notes are derived from real estate taxes on the Redevelopment Property, which taxes must be promptly and timely paid. To that end, until the Termination Date the Redeveloper agrees for itself, its successors and assigns, 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. The parties agree and understand that upon a permitted Transfer under Section 8.3, the transferee assumes the obligation under this Section as to the property transferred, and the original Redeveloper is released. Section 6.2. Reduction of Taxes. The Redeveloper agrees that prior to completion of the Minimum Improvements, it will not cause a reduction in the real property taxes paid in respect of the Redevelopment Property through: (A) willful destruction of the Minimum Improvements or any part thereof; (B) willful refusal to reconstruct damaged or destroyed property, except to the extent otherwise provided in Section 5.1(e); (C) subject to Section 6.3, apply for a deferral or abatement of property tax on the Redevelopment Property pursuant to any law; or (D) convey or transfer or allow conveyance or transfer of the Redevelopment Property to any entity that is exempt from payment of real property taxes under State law (other than any portion thereof dedicated or conveyed to the Authority or City in accordance with this Agreement). Section 6.3. Assessment Agreements. (a) Before issuance of any Senior TIF Bonds and any Initial Notes under Section 7.5, the Redeveloper shall, with the Authority, execute one or more Assessment Agreements pursuant to Minnesota Statutes, Section 469.177, subd. 8, specifying an assessor’s minimum market value for the Minimum Improvements or Phases thereof, together with the Parcel on which they are constructed. The amount of minimum market value for each agreement will be mutually determined by the parties based upon final Construction Plans. However, Assessment Agreements and aggregate minimum market values must be in effect by the completion dates specified in Section 4.3. The Assessment Agreements will terminate as of the Termination Date, unless earlier terminated at direction of bond counsel in order to issue Refunding Notes on a tax-exempt basis. The parties acknowledge that, as of the date of this Agreement, The Authority and AD West End (as assignee of Redeveloper) have entered into an Assessment Agreement related Phase IIA dated as of ___________, 2008. If Redeveloper assigns any subsequent Phase or portion thereof to a permitted assignee in accordance with Article VIII hereof, Redeveloper shall cause such assignee execute any EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 47 Assessment Agreement related to the assigned Phase or assigned portion thereof. Redeveloper shall also cause Holders of Mortgages secured by any Parcel encumbered by an Assessment Agreement to execute a consent to such Assessment Agreement, consistent with Section 7.2 hereof. (b) Each Assessment Agreement shall be substantially in the form attached hereto as Schedule D. 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 nor prohibit the Redeveloper from seeking through the exercise of legal or administrative remedies a reduction in such market value for property tax purposes, provided however, that the Redeveloper shall not seek a reduction of such market value below the assessor’s minimum Market Value in any year so long as such Assessment Agreement shall remain in effect. Section 6.4. Qualifications. Notwithstanding anything herein to the contrary, the parties acknowledge and agree that upon Transfer of the Redevelopment Property or portion thereof to another person or entity, the Redeveloper will remain obligated under Sections 6.1 and 6.2 hereof relating to such portion transferred, unless the Redeveloper is released from such obligations in accordance with the terms and conditions of Section 8.2(b) or 8.3 hereof. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 48 ARTICLE VII Financing Section 7.1. Redeveloper Financing. (a) Before Commencement of any Phase, Redeveloper shall submit to the Authority evidence of one or more commitments for financing which, together with committed equity, is sufficient for the construction of that Phase of the Minimum Improvements. Such commitments may be submitted as short term financing, long term mortgage financing, a bridge loan with a long term takeout financing commitment, internal financing provided by Redeveloper or a parent entity or any combination of the foregoing. Similar evidence shall be submitted prior to Commencement of construction of each subsequent Phase of the Minimum Improvements. Evidence of Redeveloper’s financing will be considered approved unless rejected in writing by the Authority within 30 days after the last date of Authority review. Approval of the Redeveloper’s financing will not be unreasonably withheld. (b) 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 must use commercially reasonable efforts to cause the Holder to deliver to the Authority a copy of any notice of default under a Mortgage, and Redeveloper must in any event deliver to the Authority a copy of any default notice the Redeveloper receives from a Holder. 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 7.2. Subordination. (a) In order to facilitate the Redeveloper obtaining external financing for the development of the Minimum Improvements, the Authority agrees to subordinate its rights under this Agreement to the Holder of any Mortgage, provided that (i) such subordination shall be subject to such reasonable terms and conditions as the Authority and Holder of a Mortgage mutually agree in writing; (ii) any subordination agreement must include the provision described in Section 7.1(b), and (iii) the Authority will not subordinate the Authority’s rights under any Assessment Agreement, or the City’s rights under any REMA entered into under Section 4.8. (b) The City agrees to subordinate its rights under this Agreement to Regions Bank, being the mortgagee named in that certain Mortgage dated September 26, 2007, filed in the office of the County Registrar of Titles for Hennepin County, Minnesota, as Document No. 4433401 and also in the office of the County Recorder for Hennepin County, Minnesota as Document No. 9048229, as amended by that First Mortgage Modification Agreement dated December 30, 2009 and filed in the office of the Registrar of Titles for Hennepin County, Minnesota, as Document No. T472179 (the “Regions Mortgage”); provided, however, that this subordination shall only be construed to apply to effect the relative priority of this Agreement and the First Mortgage as applied to the legal parcel legally described in the Regions Mortgage, and this subordination shall not be deemed to alter, amend or modify, in any way, the rights and obligations of the Authority under this Agreement. Furthermore, subordination to the Regions Mortgage is deemed to include the provision described in Section 7.1(b), and is subject to the limitations set forth in clause (a)(iii) of this Section. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 49 Section 7.3. Authority Financing Generally. In order to offset the extraordinary costs associated with development the Redevelopment Property, the Authority and City will provide the financial assistance described in the balance of this Article. Generally, the assistance consists of the following elements: financing of City Public Improvements undertaken by the City through issuance of TIF Bonds as described in Section 7.4; financing of Redeveloper Public Improvements (described in Schedule I) and Other Public Redevelopment Costs (described in Schedule E) incurred by Redeveloper through issuance of Initial Notes (and potentially Refinancing Notes) as described in Sections 7.5 and 7.6; and reduction of park dedication fees described in Section 7.8. Section 7.4 City Public Improvements. (a) Generally. As of the date of this Agreement, the City and Authority have financed the cost of the City Public Improvements (described in Section 4.4(b) and Schedule I) through issuance by the City of its $5,490,00 General Obligation Tax Increment Bonds, Series 2008B (the “TIF Bonds”). Of the total original principal amount of the TIF Bonds, $4,965,000 (producing net proceeds, after deducting costs of issuance, discount and capitalized interest, in the amount of $4,500,000) are primarily secured by Available Tax Increments from all property in the TIF District. Such bonds are referred to as “Senior TIF Bonds.” The Senior TIF Bonds mature on February 1, 2024. The remaining portion of the TIF Bonds, $525,000, are primarily secured by any portion of the five (5) percent of Tax Increments that are withheld by the Authority in the definition of Available Tax Increment (such bonds being referred to as “Discretionary TIF Bonds”). In all cases, the defined terms include bonds issued to refund the initial bonds, provided that any refunding of Senior TIF Bonds must not increase the amount of principal and interest due in any year on such bonds. (b) Conditions. The parties agree and understand that the Assessment Agreement for Phase IIA City’s obligation to (described in Section 6.3) specifies a minimum market value that is expected to be sufficient to produce Available Tax Increments in the amount necessary to pay 120% of debt service on the Senior TIF Bonds, all as determined by the Authority and its financial advisor based on tax rates and class rates in effect at the time of calculation. (c) Deficiency Agreement. While any of the Senior TIF Bonds are outstanding, if the Available Tax Increment received (or reasonably expected to be received) by the Authority 30 days before any semi-annual scheduled payment date for principal or interest on the Senior TIF Bonds is less than the amount necessary to make such principal or interest payment (after crediting any capitalized interest and any balance in the debt service fund as of such date), then the Authority shall provide notice to the Redeveloper of such fact and the amount of such deficiency in Tax Increment. No later than 20 days after receipt of such notice of deficiency, the Redeveloper shall pay to the Authority such deficiency. Failure by the Authority to provide the notice of deficiency when required by this Section shall not relieve the Redeveloper of its obligation to make the required payment 20 days after the Redeveloper receives actual notice of the deficiency from the Authority. The obligation of the Redeveloper to make the payments described in this clause shall be absolute and unconditional irrespective of any defense or any rights of setoff, recoupment or counterclaim it might otherwise have against the Authority or any other government body or other person. The Redeveloper shall not fail to make any required EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 50 payment under this Section for any cause or circumstance whatsoever, including without limitation any change in State property tax laws or any other law, or any other event, even if beyond the control of the Redeveloper. In any claim, suit or action by the Authority under this Section, the Authority shall be entitled to recover its costs, expenses and reasonable attorney fees. Section 7.5 Redeveloper Public Improvements and Other Public Redevelopment Costs. (a) Initial Notes--Generally. The Authority will reimburse the Redeveloper for Redeveloper Public Improvements (described in Section 4.4(a) and Schedule I) and Other Public Redevelopment Costs (described in Schedule E) incurred by the Redeveloper, through issuance of one or more Initial Notes in accordance with the terms of this Section. The Authority will issue the Initial Notes in one or more series secured by all Available Tax Increment generated by the TIF District, with all Initial Notes being on a parity basis with one another. All Initial Notes are subordinate to any outstanding Senior TIF Bonds. (b) Principal Amount. The Initial Notes shall be issued in the maximum aggregate principal amount of $21,100,000 (referred to as the “Maximum Note Amount”); subject to the adjustment described in Section 7.7. Each Initial Note will be issued in substantially the form set forth in the Authorizing Resolution attached as Schedule F. Each Authorizing Resolution will be approved upon mutual determination by the Authority and the Redeveloper of the principal amounts of each Initial Note, Initial Notes will be issued separately to reimburse Redeveloper Public Improvements (which constitute public infrastructure) and Other Public Redevelopment Costs (which constitute private improvements). The obligation to deliver each Initial Note is conditioned upon (1) and certification by Redeveloper of costs as described in paragraph (c) of this Section in at least the principal amount of the subject Initial Note; (2). the Redeveloper having delivered to the Authority an investment letter for the Initial Note in a form reasonably satisfactory to the Authority; and (3) there being no uncured Event of Default by the Redeveloper under this Agreement with respect to the relevant Phase. (c) Certification of Costs. Prior to issuance of an Initial Note, Redeveloper must submit to the Authority a certificate signed by the Redeveloper’s duly authorized representative, containing the following: (1) a statement that each cost identified in the certificate is a Redeveloper Public Improvement cost, or and Other Public Redevelopment Cost, as the case may be, and that no part of such cost has been included in any previous certification or any disbursement from any other public financing source described in Article VII hereof, (2) evidence that each identified Redeveloper Public Improvement or Other Public Redevelopment Cost has been paid or incurred by or on behalf of the Redeveloper, and (3) a statement that no uncured Event of Default by the Redeveloper has occurred and is continuing under the Agreement. The Redeveloper may apply Redeveloper Public Improvements and Other Public Redevelopment Costs incurred anywhere within the Redevelopment Property (but not the Adjacent Property or Golden Valley Property) toward the principal amount of any Initial Note, except that Redeveloper Public Improvements and Other Redevelopment Costs may not be combined and applied to the same Initial Note. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 51 (d) Terms. Each Initial Note will bear interest at a rate of 6.75% percent and will be paid in semi-annual installments on each February 1 and August 1, commencing with the first August 1 after Available Tax Increment is anticipated to be received from the subject Phase but no earlier than February 1, 2011 and concluding no later than (i) February 1 of the year following the 20th year after the year of the first installment payment or (ii) February 1 of the year following the last calendar year in which the Authority receives Tax Increment from the TIF District, whichever date occurs first. Interest on each Initial Note issued to the Redeveloper will accrue from the date of delivery of each Initial Note. Interest accruing from the date of each Initial Note through and including the February 1 before first payment date is compounded semiannually on February 1 and August 1 of each year and added to principal. (e) Ten Year Rule. Notwithstanding anything to the contrary in this Agreement, pursuant to Section 469.1763, Subdivision 3 of the TIF Act (as amended by 2009 Law, Chapter 88, Article 5, Section 8), if the conditions for issuance of all Initial Notes has not been met by July 9, 2018 (which date is ten years after the date of certification of the TIF District by the County), no additional Initial Notes will be issued and the Authority has no further obligation with respect to any portion of the Maximum Note Amount for which Initial Notes have not been issued as of that date. (f) Qualifications. The Redeveloper understands and acknowledges that the Authority makes no representations or warranties regarding the amount of Available Tax Increment, or that revenues pledged to the Initial Notes will be sufficient to pay the principal and interest on the Initial 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 Redeveloper Public Improvements costs or Other Public Redevelopment Costs exceed the maximum principal amount of the Initial Notes, such excess is the sole responsibility of Redeveloper. Section 7.6. Issuance of Refunding Notes. (a) Generally. Upon the Redeveloper’s request, the Authority will refinance the outstanding principal amount of any Initial Note by issuing one or more tax increment revenue notes or bonds (the "Refunding Notes") to one or more third parties, subject to the terms and conditions contained herein. The Refunding Notes may be issued in one or more series, or in series over time. Refunding Notes will be secured solely by Available Tax Increment, except as otherwise provided in this Section. The Redeveloper and the Authority will reasonably and timely cooperate with the refinancing efforts, including providing requested information and attorney opinions and signing documents. Redeveloper shall be solely responsible for securing buyer(s) for the Refunding Notes. (b) Tax Status; Redeveloper Guaranty. Refunding Notes may be additionally secured by a guaranty of Redeveloper or other credit enhancement (a “Redeveloper Guaranty”). If a Refunding Note refinances an Initial Note related to Redeveloper Public Improvements, the Refunding Note will be issued on a tax-exempt basis to the extent possible as determined by the Authority’s bond counsel. If a Refunding Note refinances an Initial Note related to Other Public Redevelopment Costs, the Refunding Note will be issued on a taxable basis (if secured by a Redeveloper Guaranty) or on a tax-exempt basis (if not secured by a Redeveloper Guaranty EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 52 and subject to bond counsel’s determination regarding the ability to issue such obligation on a tax-exempt basis). The parties will negotiate in good faith regarding the relative merits of a tax- exempt and taxable Refunding Notes related to Other Public Redevelopment Costs, provided that the Authority shall be entitled to make the decision regarding tax status of such Refunding Notes (including the decision whether to secure the Refunding Notes with a Redeveloper Guaranty or other credit enhancement). (c) Principal Amount, Terms. Issuance of any Refunding Note is subject to the following terms and conditions: (1) The revenue stream for Refunding Notes will be based on estimates of Available Tax Increment from the Minimum Improvements related to each Refunding Note (together with Available Tax Increment from other Parcels in the TIF District if pledged) for twenty years (counting from the first full year of increment received from the relevant Phase) based on the estimated market value of the Minimum Improvements at the time of issuance of the Refunding Notes, as determined by written notice from the City assessor. (2) Estimates of Available Tax Increment (reviewed and approved by the Authority) must provide at least 120% percent debt service coverage on the Refunding Notes, subject to adjustment if market conditions permit less and the Authority approves. (3) The Authority must approve the underwriter for the Refunding notes and all underwriting terms and assumptions, provided that the Authority’s consent will not be unreasonably withheld; (4) The Refunding Notes will not be issued later than 18 months after the later of (i) the date the expenditures for Redeveloper Public Improvements or Other Public Redevelopment Costs (as the case may be) allocated to the relevant Initial Note were paid, or (ii) the date the facilities financed by the respective Initial Note are placed in service but no later than 3 years after the date of the original expenditure of the Redeveloper Public Improvements or Other Public Redevelopment Costs related to that Initial Note. However, if a Refunding Note is eligible for the small-issuer rebate exception under Section 148(f)(4)(D) of the Code, the “18 month” limitation above is changed to “3 years” and the “3-year” maximum period in clause (ii) is disregarded. This paragraph does not apply if (1) the Refunding Note is issued on a taxable basis, or (2) the Authority’s bond counsel determines that the Refunding Note represents refunding of an “obligation” as defined in Treasury Regulations 1.150-1(b). (5) No Refunding Note shall be issued to refinance the outstanding principal amount of any portion of an Initial Note attributable to any Phase or portion thereof until the Redeveloper has substantially completed construction of the subject Phase or portion thereof. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 53 (6) Issuance of the Refunding Notes is subject to market, legal and timing constraints described in paragraph (d) below. (d) Timing. Notwithstanding the foregoing, the Authority shall have the option to delay issuance of any Refunding Note temporarily or for as long as the following conditions exist: (1) The Authority is prohibited from issuing the Refunding Notes pursuant to changes in federal law enacted after the date of this Agreement; (2) Substantial adverse changes in the market conditions have occurred that make it infeasible to refinance the Initial Notes on a reasonable basis, as confirmed by a bond underwriter to the Redeveloper and Authority in writing; or (3) Delay is necessary: (i) to ensure that the Authority will issue no more than $10,000,000 of “qualified tax-exempt obligations” (as defined in Section 265(b)(3) of the Code) in the year of issuance of the Refunding Notes; and to ensure that such Refunding Notes will not cause the City to exceed the $10,000,000 limit under Section 265(b)(3) of the Code for that year (including all obligations of the Authority); provided that if the Refunding Notes are issued in 2010, “$30,000,000” is substituted for “$10,000,000” in this clause; (ii) to ensure that the Assessment Agreement does not cause the Refunding Notes to be “private activity bonds” within the meaning of the Code, notwithstanding termination of all Assessment Agreements as of the date of issue, or (iii) to reach the “Calculation Date” for purposes of the lookback under Section 7.7, if the Authority’s bond counsel determines that issuance of the Refunding Note prior to application of the lookback provision under Section 7.7 would impair the tax-exempt status of a subject Refunding Note. (4) Notwithstanding anything to the contrary herein, the Authority may not delay issuance of any Refunding Note for the reason described in clause (3)(i) above if, at the time of issuance of the Refunding Note, Redeveloper enters into an agreement reasonably acceptable to the Authority under which Redeveloper agrees to compensate the Authority or City, as the case may be, for any added cost of borrowing by the Authority or City to the extent issuance of the Refunding Note causes any governmental bonds issued by the City or Authority in that year to be ineligible for designation as “qualified exempt obligations.” (e) Redeveloper Responsibility Upon Refunding. If the Authority determines in accordance with Section 7.6(c) that the net proceeds of a series of Refunding Notes will be EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 54 insufficient to prepay the entire principal amount of the outstanding Initial Notes or that the Refunding Notes cannot be issued, the Redeveloper shall do one of the following: (1) upon issuance of the Refunding Notes and application of proceeds to pay the outstanding balance of the relevant Initial Note to the extent possible, return the relevant Initial Note to the Authority along with an unconditional release from the Redeveloper and any assignee owner of the Initial Note, which terminates the Authority’s obligations with respect to the unpaid principal of and accrued interest on the Initial Note; (2) provide written assurances to the Authority, deemed acceptable to the Authority, that the Redeveloper will deliver to the Authority on or before the date of issuance of the Refunding Notes an amount which, along with the net proceeds of the Refunding Notes, will be sufficient to prepay the relevant outstanding Initial Note (the "Cash Requirement"); and deliver the Cash Requirement to the Authority, in immediately available funds, no later than fifteen (15) days prior to the issuance of the Refunding Notes, in which event the Authority will issue and the Redeveloper will accept a subordinate tax increment revenue note in the amount of the Cash Requirement, secured by Available Tax Increment subordinate to the Refunding Notes; or (3) provide a written notice to the Authority that Redeveloper waives its right to request issuance of the relevant Refunding Notes, in which event the relevant Initial Note will not be prepaid but will remain in full force and effect. (f) Redeveloper Representations. The Redeveloper makes the following representations to the Authority with respect to any Refunding Notes issued on a tax-exempt basis: (1) The Redeveloper will take no action, and will not fail to take an action within its control, the effect of which will be to cause any Refunding Note to be determined to be a "private activity bond" (as such term is defined in Section 141 of the Internal Revenue Code of 1986, as amended (the "Code") and in applicable Treasury Regulations promulgated pursuant to applicable provisions of the Code (the "Regulations"). (2) The Redeveloper will take no action, and will not fail to take an action within its control, the effect of which will be to cause the "private security or payment test" (as such term is defined in Section 141 of the Code and in applicable Regulations) or the "private loan financing test (as such term is defined in Section 141 of the Code and in applicable Regulations to be satisfied with respect to the Refunding Notes. (3) The Redeveloper will take no action, and will not fail to take an action within its control, the effect of which will be to cause any Refunding Note to be determined to be an "arbitrage bond"(as such term is defined in Section 148 of the Code and in applicable Regulations). EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 55 (4) The Redeveloper will take no action, and will not fail to take an action within its control, the effect of which will be to cause interest on any Refunding Note to be includable in gross income for federal income tax purposes. (g) Other Qualifications. Notwithstanding anything to the contrary in this Agreement, from and after the date of issuance of any Refunding Note that (i) refinances an Initial Note related to Other Public Redevelopment Costs and (ii) is issued on a tax-exempt basis, the Authority shall have no right to enforce, and the Redeveloper shall have no obligations under Sections 6.1, 6.2, and 8.3 of this Agreement, unless and to the extent that the Authority shall have received an opinion of a nationally-recognized bond counsel selected by the Authority to the effect that the receipt by the Authority of such payment will not cause the interest on the Refunding Notes to become includable in gross income of the holder thereof for purposes of federal income taxation. Section 7.7. 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 7.3 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 a Phase or facility; (ii) the date of any Transfer in whole or in part of the subject Phase or facility; or (iii) three years after the date of issuance of the Certificate of Completion for the Phase or subject facility. “Net Operating Income” means all net rental income from the subject Phase or facility received in the last fiscal year prior to the Calculation Date, subject to the following adjustments: (i) if the Phase or facility has not reached Stabilization as of the Calculation Date, income will be calculated as the sum of actual net rent plus assumed rent for the space needed to reach 95% lease-up at rates equal to the average rent from actual leases as of the Calculation Date; (ii) from that total will be deducted non- reimbursable expenses (e.g., common area maintenance charges, insurance and taxes) allocated to the actual vacant area (if Stabilization has occurred) or allocated to the assumed 5% vacant area (if Stabilization has not occurred); and (iii) from that total will also be deducted a structural reserve in the amount of $.10 per square foot of the subject Phase or facility. “Stabilization” means 95% of leaseable space in the subject Phase or facility is leased. “Target Yield” means a Yield on Total Project Costs of 15%. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 56 “Total Project Costs” means all costs incurred by Redeveloper in connection with the subject Phase or facility as of the Calculation Date, including allocated costs of land, on-and-off-site improvements benefiting the Phase or facility, leasing commissions, capitalized interest on all such costs, and operating deficits, and all other hard related soft costs incurred in connection with the subject Phase or facility, net of (i) the principal amount of any Initial Notes allocable to the subject Phase or facility, (ii) proceeds from Transfer of any undeveloped portion of the Redevelopment Property or Golden Valley Property allocable to the subject Phase or facility, and (iii) in the case of Transfer of a completed Phase or facility under a so-called build-to-suit transaction, the portion of Transfer proceeds attributable to the land. Allocations of Total Project Cost are pro rata based on the square footage of the subject Phase or facility as a share of the total square footage of Minimum Improvements under the Master Site Plan. “Yield on Total Project Costs” means Net Operating Income divided by Total Project Costs. (c) Lookback Calculation. Upon the Calculation Date for Phase IIA, and each discreet facility within Phases IIB and III, the Redeveloper must deliver to the Authority reasonable evidence of its Yield on Total Project Costs for the subject Phase or facility calculated as of the Calculation Date, determined in accordance with generally accepted accounting principles (“GAAP”) and substantially in the format of the lookback pro forma attached as Schedule J hereto (except that if definitions in this Section vary from GAAP, the provisions of this Section control). The Redeveloper agrees to provide to the Authority’s consultant any background documentation related to the financial data, upon request. The Authority may request a written certificate of a certified public accountant regarding Total Project Costs and Net Operating Income, to be provided at Redeveloper’s expense (which expense may be included as part of Total Project Costs). If the Yield on Total Project Costs exceeds the Target Yield, the portion of Net Operating Income in excess of the amount that produces the Target Yield is referred to as the “Excess Amount.” On the Calculation Date, 50% of the Excess Amount will be applied to reduce the outstanding principal amount of the Initial Note related to the subject Phase or facility, or applied to reduce the principal amount of a Refunding Note prior to such Refunding Note being issued. Section 7.8. Fee Reduction. In addition to other assistance provided to the Redeveloper under this Section, the City will accept dedication and development of the public spaces in the Minimum Improvements as partial satisfaction of the park dedication fee under City ordinances, if any, and will reduce the park dedication fee provided that the amount of reduction will not exceed $900,000. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 57 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 Golden Valley Property, and its other undertakings pursuant to the Agreement, are, and will be used, for the purpose of redevelopment of the Redevelopment Property and Golden Valley Property and not for speculation in land holding. Section 8.2. Prohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement. The Redeveloper represents and agrees that until the completion of construction of a Phase of the Minimum Improvements as evidenced by issuance of a Certificate of Completion, with respect to such Phase: (a) Except as specifically described in 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 and Golden Valley Property allocable to any Phase or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity (collectively, a “Transfer”), without the prior written approval of the Authority. The term “Transfer” does not include (i) encumbrances made or granted by way of security for, and only for, the purpose of obtaining construction, interim or permanent financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property and Golden Valley Property or to construct the Minimum Improvements or Phase thereof, (ii) any lease, license, easement or similar arrangement entered into in the ordinary course of business related to operation of the Minimum Improvements, or (ii) any sale, conveyance, or transfer in any form to any Affiliate. Any Transfer is subject to the provisions of this Section. (b) If the Redeveloper seeks to effect a Transfer, the Authority shall be entitled to require as conditions to such Transfer that: (1) 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 and Golden Valley Property to be transferred; and (2) 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 the portion of the Redevelopment Property and Golden Valley 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 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 58 any transferee of, or any other successor in interest whatsoever to, the Redevelopment Property and Golden Valley Property, or any part thereof, has not, for whatever reason, assumed such obligations or so agreed, 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 Golden Valley 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 prior to completion of any Phase (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 and Golden Valley Property relating to such Phase 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 controls provided in or resulting from this Agreement with respect to the Redevelopment Property and Golden Valley Property relating to such Phase 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 and Golden Valley Property, from any of its obligations with respect thereto. (3) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Redevelopment Property and Golden Valley Property governed by this Article VIII, shall be in a form reasonably satisfactory to the Authority. (c) If the conditions described in paragraph (b) are satisfied, then the Transfer will be approved and the Redeveloper shall be released from its obligation under this Agreement, as to the portion of the Redevelopment Property and Golden Valley Property that is transferred, assigned, or otherwise conveyed, unless the parties mutually agree otherwise. The Authority will review and respond to a request for Transfer within 30 days after receipt of a written request. Notwithstanding anything to the contrary herein, any Transfer that releases the Redeveloper from its obligations under this Agreement (or any portion thereof) shall be approved by the Authority’s Board of Commissioners. If the Redeveloper remains fully bound under this Agreement notwithstanding the Transfer, as documented in the transfer instrument, the Transfer may be approved by the Authority Representative. The provisions of this paragraph (c) apply to all subsequent transferors. (d) Notwithstanding anything to the contrary in this Section, if a Phase is transferred under this Section in part but not in whole, and Redeveloper seeks to be released from its obligations as to the portion transferred, as a condition to approval of the Transfer the Authority may designate the portion of Minimum Improvements for that Phase that are allocated to the transferred Parcel, such that the transferee is bound by all the terms of this Agreement as to the allocated market value of Minimum Improvements. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 59 (e) The parties agree and understand that as of the date of this Agreement Redeveloper has conveyed a portion of the Redevelopment Property on which Phase IIA is to be developed to AD West End, and that AD West End will construct Phase IIA. The Authority acknowledges such prior Transfer, provided that nothing in this Section will be construed to release Redeveloper from its obligations regarding Phase IIA, and Redeveloper remains bound by all terms of this Agreement as they related to Phase IIA. (f) The parties further agree and understand that Redeveloper intends to Transfer Phase IIC to a third party in order to construct that Phase, and that Redeveloper will seek release of Redeveloper’s obligations with respect to that Phase. The Authority will cooperate with Redeveloper in such effort, provided that the Transfer will be subject to all the terms and conditions of this Section, including without limitation the Authority’s rights to approve the transferee as described herein. (g) Notwithstanding anything to the contrary herein, if Redeveloper effects a Transfer (as defined in Section 8.2(a) hereof) of all or any portion of the Adjacent Property, Redeveloper shall (i) remain obligated to construct all portions of the Minimum Improvements located on or in the Adjacent Property, and (ii) on or before the effective date of such a Transfer, deliver to the Authority executed copies of a written agreement in recordable form between Redeveloper and the transferee under which transferee grants Redeveloper all rights of access to construct and maintain the relevant Minimum Improvements, including any temporary and permanent easements required therefor, and which obligates the transferee to consent to any then-existing Use Agreement (as defined in Section 4.1(c) hereof) related to the Adjacent Property, or to enter into such a Use Agreement with the City as contemplated in Section 4.1(c) of this Agreement. Section 8.3. Release and Indemnification Covenants. (a) Except for any willfull or wanton misconduct or negligence of the Authority, the City and their governing body members, officers, agents, servants and employees (the “Indemnitees”), the Redeveloper releases from and covenants and agrees that the shall not be liable for and agrees to indemnify and hold harmless the Indemnitees 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 Minimum Improvements. (b) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnitees, Redeveloper agrees to protect and defend the Indemnitees, now or 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 Minimum Improvements and the Public Improvements, including without limitation any claim arising from or related to bidding for any work undertaken by Redeveloper as part of the Redeveloper Public Improvements. (c) The Indemnitees shall not be liable for any damage or injury to the property of the Redeveloper or its officers, agents, servants or employees or any other person who may be about the Redevelopment Property, the Adjacent Property and Golden Valley Property, and the Minimum Improvements due to any act of negligence of any person (other than the Indemnitees). EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 60 (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 the Authority and not of any governing body member, officer, agent, servant or employee of the Authority in the individual capacity thereof. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 61 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 (unless the context otherwise provides): (a) Failure by the Redeveloper, the City or Authority to observe or perform any covenant, condition, obligation, or agreement on its part to be observed or performed under this Agreement, or any covenant, condition or agreement imposed as part of the Authority approval of the Plat or the PUD. (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; 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 exercise its rights under this Section 9.2 after providing thirty days written notice to the defaulting party of the Event of Default, but only if the Event of Default has not been cured within said thirty days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party does not provide assurances reasonably satisfactory to the non-defaulting party that the Event of Default will be cured and will be cured as soon as reasonably possible: (a) Suspend its performance under the Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under the Agreement. (b) Upon an Event of Default by the Redeveloper, the Authority may withhold payments under any Initial 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 Phase, the Authority may withhold Available Tax Increment attributable only as to the defaulting Phase, but may not withhold Available Tax Increment attributable to any Phase for which there is no uncured default as of the relevant payment date. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 62 (c) Upon default by Redeveloper, cancel and rescind or terminate this Agreement, provided that the Authority may not terminate the Initial Notes or Refunding Notes except in the case of an Event of Default under Section 6.1 or 6.2. (d) 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. Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the Authority or Redeveloper 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 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. In order 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 9.4. 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. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 63 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Authority 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 which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official, or employee of the 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 County or for any amount which may become due to the Redeveloper or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment Opportunity. The 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, prior to the Termination Date, the Redeveloper, and such successors and assigns, shall devote any part of the Redevelopment Property and Golden Valley Property (and, to extent relevant, the Adjacent Property) then owned by it to the development and operation of the Minimum Improvements in accordance with this Agreement. Redeveloper shall not discriminate upon the basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the use or occupancy of the Redevelopment Property, Adjacent Property and Golden Valley Property or any improvements erected or to be erected thereon, or any part thereof. Redeveloper agrees that no portion of the Redevelopment Property, Adjacent Property and Golden Valley Property will be used for a sexually-oriented business, a pawnshop, a check-cashing business (but not excluding a bank or credit union), a tattoo business, or a gun business (but not excluding a sporting goods store that sells, as part of its sporting goods inventory, guns and ammunition), and that such prohibitions shall be placed on any deed transferring any portion of the Minimum Improvements to any subsequent purchaser. Section 10.4. 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 10.5. Notices and Demands. Except 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, prepaid, return receipt requested, or delivered personally; and (a) in the case of the Redeveloper, is addressed to or delivered personally to the EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 64 353495v34 SJB SA285-84 47 Redeveloper c/o Duke Realty Corporation, 1600 Utica Avenue South, Suite 250, St. Louis Park MN 55416, Attn: , Senior Vice President, with a copy to Office of the General Counsel, Duke Realty Corporation, 6133 North River Road, Suite 200, Rosemont IL 60018; and (b) in the case of the Authority, is addressed to or delivered personally to the Authority at 5005 Minnetonka Boulevard, St. Louis Park, Minnesota 55416, Attn: Executive Director; or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 10.6. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 10.7. Recording. The Authority may record this Agreement and any amendments thereto with the Hennepin County recorder. The Redeveloper shall pay all costs for recording. Section 10.8. Minnesota Law. This Agreement will be construed in accordance with the laws of the State, and any claim arising from this Agreement will be adjudicated in the State. Section 10.9. Disclaimer of Relationships. The Redeveloper acknowledges that nothing contained in this Agreement nor any act by the Authority or the Redeveloper shall be deemed or construed by the Redeveloper or by any third person to create any relationship of third-party beneficiary, principal and agent, limited or general partner, or joint venture between the Authority and the Redeveloper. Section 10.10. Modifications. This Agreement may be modified solely through written amendments hereto executed by the Redeveloper and the Authority. Section 10.11. Authority Approvals. Unless otherwise specified, any approval required by the Authority under this Agreement may be given by the Authority Representative. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 65 IN WITNESS WHEREOF, the Authority and the City have caused this Agreement to be duly executed in its respective name and behalf and its seal to be hereunto duly affixed and the Redeveloper has caused this Agreement to be duly executed in its name and behalf as of the date first above written. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Executive Director STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 2010 by Phil Finkelstein and Tom Harmening, the President and Executive Director, respectively, of the Economic Development Authority of St. Louis Park, Minnesota, on behalf of the Authority. Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 66 CITY OF ST. LOUIS PARK By Its Mayor By City Manager STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _____________, 2010 by Jeff Jacobs and Thomas Harmening, the Mayor and City Manager, respectively, of the of the City of St. Louis Park, on behalf of the City. Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 67 353495v34 SJB SA285-84 S-3 DUKE REALTY LIMITED PARTNERSHIP By ____________________________________, the Senior Vice President of Duke Realty Corporation, an Indiana corporation and the general partner of the above-named limited partnership STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ___________, 2010 by Pat Mascia, the Senior Vice president of Duke Realty Corporation, an Indiana corporation and the general partner of Duke Realty Limited Partnership, an Indiana limited partnership, on behalf of the partnership. Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 68 SCHEDULE A REDEVELOPMENT PROPERTY Lots 1, 2, 3 and 4, Block 1; Lots 1 and 2, Block 2; and Outlot A, The Shops at West End, according to the recorded plat thereof, Hennepin County, Minnesota. GOLDEN VALLEY PROPERTY [Pat M. to confirm whether Golden Valley Property has been platted and if so provided platted description.] Parcel 5: Tract 1: Lot 1, Block 4, "Kavlis Cedardale" and that part of the vacated alley in said Block 4, lying East of the center line thereof and between the extensions across it of the North and South lines of said Lot 1, according to the recorded plat thereof, Hennepin County, Minnesota. Tract 2: That part of the North 693.61 feet of the Northeast Quarter of the Southwest Quarter of Section 30, Township 29, Range 24 lying Westerly and Southerly of State Trunk Highway No. 100, also known as the Belt Line Highway, Hennepin County, Minnesota. EXCEPT that portion taken by the State of Minnesota pursuant to Partial Final Certificate recorded July 21, 1993 as Document No. 2401510. (Torrens Property-Certificate of Title No. 1012734) Parcel 6: That part of vacated Raleigh Avenue and of vacated Douglas Avenue all according to the plat of "Kavlis Cedardale" lying Westerly of the Westerly right of way line of State Trunk Highway No. 100 as described in the Final Certificate recorded in Book 412 of Miscellaneous Records, page 148 in the office of the County Recorder and lying Southerly of a line drawn from the Southwest corner of Tract E, Registered Land Survey No. 864 and passing through a point on the East line of said Tract E distant 18.18 feet North of the Southeast corner of said Tract E, Hennepin County, Minnesota. EXCEPT that portion taken by the State of Minnesota pursuant to Partial Final Certificate recorded July 21, 1993 as Document No. 2401510. (Torrens Property-Certificate of Title No. 1012686) Parcel 7: EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 69 353495v34 SJB SA285-84 A-2 Lots 2, 3, 4 and 6, Block 4 except that portion of said Lots taken for Belt Line Highway; Lots 7 to 12 inclusive, Block 4 and that part of Raleigh Avenue vacated lying between the Westerly extension of the South line of said Lot 7 and the North line of said Lot 12 and that part of the vacated alley in said Block 4 lying between the Easterly extensions of the North and South lines of said Lot 7 and between the South line of said Lot 9 and the North line of said Lot 11 and that part of the West 1/2 of the vacated alley in said Block 4 lying between the extensions of the North and South lines of said Lot 8 and between the North and South lines of said Lot 12; ALL in "Kavlis Cedardale", according to the recorded plat thereof, Hennepin County, Minnesota. That part of the following described property: That part of vacated Raleigh and Douglas Avenues as shown on the plat of "Kavlis Cedardale" lying between the extensions across said Avenues of the South and West lines of Lot 7, Block 4 and that part of said vacated Douglas Avenue adjoining Lots 6 and 7, Block 4 of said plat lying between the Westerly line of Belt Line Highway and the extension across said Avenue of the West line of said Lot 7, Block 4, "Kavlis Cedardale"; Which lies Northerly of a straight line extending between the Southwest corner of Tract E, Registered Land Survey No. 864, Hennepin County, Minnesota and the Westerly right-of-way of State Trunk Highway 100 passing through a point on the East line of said Tract E distant 18.18 feet North of the Southeast corner of said Tract E as measured along said East line, Hennepin County, Minnesota. EXCEPT that portion taken by the State of Minnesota pursuant to Partial Final Certificate recorded July 21, 1993 as Document No. 2401510. (Torrens Property-Certificate of Title No. 1012678) Parcel 8: That part of the South 60 feet of the North 753.61 feet of the Northeast Quarter of the Southwest Quarter of Section 30, Township 29, Range 24, lying West of the Belt Line Highway, Hennepin County, Minnesota. EXCEPT that portion taken by the State of Minnesota pursuant to Partial Final Certificate recorded July 21, 1993 as Document No. 2401510. (Torrens Property-Certificate of Title No. 1012680) ADJACENT PROPERTY Tract A, Registered Land Survey No. 1599, Hennepin County, Minnesota (Torrens Property—Certificate of Title No. 687548) EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 70 SCHEDULE B MASTER SITE PLAN EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 71 SCHEDULE C CERTIFICATE OF COMPLETION The undersigned hereby certifies that Duke Realty Limited Partnership (the “Redeveloper”) has fully complied with its obligations under Articles III and IV of that document titled “Amended and Restated Contract for Private Redevelopment,” dated ________, 2010 between the St. Louis Park Economic Development Authority and the Redeveloper (the “Contract”), with respect to construction of the Minimum Improvements [or named Phase or facility] in accordance with the Construction Plans, and that the Redeveloper is released and forever discharged from its obligations to construct the Minimum Improvements under Articles III and IV. Dated: _______________, 20___. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Executive Director STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of ____, 200_, by __________________________ the Executive Director of the St. Louis Park Economic Development Authority, on behalf of said Authority. _______________________________________ Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 72 SCHEDULE D ASSESSMENT AGREEMENT and ASSESSOR’S CERTIFICATION By and Between ST LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and DUKE REALTY LIMITED PARTNERSHIP This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 US Bank Plaza 200 South Sixth Street Minneapolis, Minnesota 55402 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 73 ASSESSMENT AGREEMENT [Name of Phase] THIS AGREEMENT, made on or as of the ____ day of _________________, 20____ by and between the St. Louis Park Economic Development Authority, a public body, corporate and politic (the “Authority”) and Duke Realty Limited Partnership, a Minnesota limited liability corporation (the “Redeveloper”). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and the Redeveloper have entered into an Amended and Restated Contract for Private Development dated ______, 2010 (the “Contract”), pursuant to which the Authority is to facilitate development of certain property in the City of St. Louis Park (the “City”) hereinafter referred to as the “Property” and legally described in Exhibit A hereto; and WHEREAS, pursuant to the Contract the Redeveloper is obligated to construct certain improvements upon the Property referred to as the [insert name of Phase or facility], constituting a portion of the Minimum Improvements under the Contract; 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 Redeveloper represents that it has acquired and now owns fee title to all of the Redevelopment Property and will continue to own the Redevelopment Property until it is sold to condominium unit purchasers; 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 portion of the Minimum Improvements designated as [insert name of Phase or facility] constructed thereon, shall be $____________, as of January 2, 20___ notwithstanding the progress of construction by such date, and as of each January 2 thereafter the minimum market value shall be $______________ 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 The West End Tax EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 74 Increment Financing District, (b) the Termination Date as defined in the Contract, or (c) the date of execution of a release of this Agreement by the Authority upon direction of the Authority’s bond counsel pursuant to Section 6.3 of the Contract. The event referred to in paragraph (a), (b) or (c) of this Section 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. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the 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 May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 75 IN WITNESS WHEREOF, the Authority and the Redeveloper have caused this Assessment Agreement to be executed in their names and on their behalf by their duly authorized representatives all as of the date set forth 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 ____, 200_, by __________________________ and __________________________, the President and Executive Director, respectively, of the St. Louis Park Economic Development Authority, on behalf of said Authority. _______________________________________ Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 76 DUKE REALTY LIMITED PARTNERSHIP By:____________________________________ The ____________ of Duke Realty Corporation, an Indiana corporation and general partner of Duke Realty Limited Partnership STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) This instrument was acknowledged before me on ____________, 200_, by __________________________________, the ________________, of Duke Realty Corporation, an Indiana corporation and general partner of Duke Realty Limited Partnership, a Minnesota partnership, on behalf of said limited partnership. _______________________________________ Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 77 CERTIFICATION BY CITY ASSESSOR The undersigned, having reviewed certain plans for the Minimum Improvements to be constructed and the market value assigned to the land upon which the [relevant Phase or facility of the] Minimum Improvements are to be constructed, as described in this Assessment Agreement, hereby states as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the $__________________ market value hereinabove assigned to the relevant portion of the Property and Minimum Improvements is reasonable. _______________________________________ City Assessor for City of St. Louis Park STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) This instrument was acknowledged before me on ____________, 200_, by _________________, the City Assessor of St. Louis Park. _______________________________________ Notary Public EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 78 353495v34 SJB SA285-84 D-7 EXHIBIT A TO ASSESSMENT AGREEMENT Legal Description of Redevelopment Property EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 79 SCHEDULE E Other Public Redevelopment Costs Building demolition, including asbestos abatement Soil remediation Site preparation, including excavation and earth retention Stormwater retention facilities On-site utilities, including upgrades and sanitary sewer relocation Landscaping Lighting Private streets and alleys Parking facilities EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 80 SCHEDULE F AUTHORIZING RESOLUTION ST. LOUIS PARK, MINNESOTA ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. ______ RESOLUTION AWARDING THE SALE OF, AND PROVIDING THE FORM, TERMS, COVENANTS AND DIRECTIONS FOR THE ISSUANCE OF ITS $__________ TAXABLE TAX INCREMENT REVENUE NOTES, SERIES ____ BE IT RESOLVED BY the Board of Commissioners (“Board”) of the St. Louis Park, Minnesota Economic Development Authority (the “Authority”) as follows: Section 1. Authorization; Award of Sale. 1.01. Authorization. The Authority and the City of St. Louis Park have heretofore approved the establishment of The West End 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. In connection with the TIF District, the Authority and City have approved an Amended and Restated Contract for Private Redevelopment between the Authority and Duke Realty Limited Partnership the “Agreement”). 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 Redevelopment 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 Taxable Tax Increment Revenue Note in the maximum principal amount of $____________ (the “Note”) for the purpose of financing certain public redevelopment costs of the Project. 1.03. Issuance, Sale, and Terms of the Note. The Authority hereby delegates to the Executive Director the determination of the date on which the Note is to be delivered, in accordance with the Agreement. The Note shall be issued to Duke Realty Limited Partnership (“Owner”). The Note shall be dated as of the date of delivery, shall mature no later than ___________ and shall bear interest at the rate of 6.75 percent per annum from the date of issue of the Note to the earlier of maturity or prepayment. The Note is issued in accordance with Section 7.5 of 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 and payment schedule adjusted as of the date of issue: EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 81 UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $___________ TAXABLE TAX INCREMENT REVENUE NOTE SERIES 20__ Date Rate of Original Issue 6.75% __________, 20___ The St. Louis Park Economic Development Authority (“Authority”) for value received, certifies that it is indebted and hereby promises to pay to Duke Realty Limited Partnership or registered assigns (the “Owner”), solely from the sources and in the manner hereinafter provided, the principal sum of $___________ (the "Principal Amount"), together with interest on the unpaid balance thereof accrued from the date of original issue hereof at the rate of 6.75 percent per annum (the "Stated Rate"). This Note is given in accordance with that certain Amended and Restated Contract for Private Redevelopment between the Issuer and Duke Realty Limited Partnership, dated as of ______________, 2010 (the “Agreement”) and the authorizing resolution (the “Resolution”) duly adopted by the Authority on ______________, 20___. Capitalized terms used and not otherwise defined herein have the meaning provided for such terms in the Agreement unless the context clearly 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 _______________ (“Payment Dates”) in the amounts and solely from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon 30 days 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 accruing from the date of issue of this Note through and including February 1, 20___ will be compounded semiannually on February 1 and August 1 of each year and added to principal. Interest shall be computed on the basis of a year of 360 days and twelve 30-day months. 3. Available Tax Increment. All payments on this Note are payable on each Payment Date solely from and in the amount of the “Available Tax Increment,” which means, on each Payment Date, 95 percent of the Tax Increment attributable to the Redevelopment Property as defined in the Agreement that is paid to the Authority by Hennepin County in the six months preceding the Payment Date, after payment or provision for payment on such Payment Date of EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 82 principal and interest then due on any outstanding Senior TIF Bonds (as defined in the Agreement). 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. Notwithstanding anything to the contrary herein or in the Agreement, no payments will be made on this Note until all Use Agreements with respect to Phase IIA (as defined in Section 4.1(c) of the Agreement, and the REMA with respect to Phase IIA (as defined in Section 4.8 of the Agreement), have been executed in full. 4. Default. Upon an Event of Default by the Redeveloper under the Agreement, the Authority may exercise the remedies with respect to this Note described in Article IX of the Agreement, the terms of which are incorporated herein by reference. 5. Optional 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. If the Authority prepays the Note in part, the prepayment will be applied first to accrued interest and then to the outstanding principal amount of the Note. Ten days’ prior notice of any such prepayment shall be given by first-call mail by the Registrar to the registered owner of the Note. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. (b) The Note may be deemed prepaid in whole or in part in accordance with Section 7.7 of the Agreement. Upon any such prepayment, the Authority will deliver to the Owner a statement of the amount applied to prepayment under Section 7.7 and the outstanding principal balance of the Note after application of the deemed prepayment. Any deemed prepayment under this paragraph will be applied under the same procedures described in paragraph (a) above. 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 Redevelopment Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047, as amended and is issued pursuant to the Resolution, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.1799, as amended. This Note is a limited obligation of the Authority which is payable solely from the revenues 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 from and to the extent of the revenues pledged hereto, 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 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 83 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. This Note shall not be transferred to any person 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. 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 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 Duke Realty Limited Partnership Federal Tax I.D. No. _____________ Section 3. Terms, Execution and Delivery. 3.01. Denomination, Payment. The Note shall be issued as a single typewritten note numbered R-1. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 84 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”). 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 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 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 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 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 85 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 Available Tax Increment under the terms and as defined in the Note. The pledge of Available Tax Increment is subordinate to the pledge of such revenue to any outstanding Senior TIF Bonds. 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 in each year Available Tax Increment in the amount necessary to pay principal and interest when due on the Note. Any Available Tax Increment remaining in the Bond Fund shall be transferred to the Authority’s account for the TIF District upon termination of the Note in accordance with its terms. 4.03. Additional Bonds. If the Authority issues any bonds or notes secured by Available Tax Increment (other than the Senior TIF Bonds described in the Agreement), such additional bonds or notes are subordinate to the Note in all respects. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 86 353495v34 SJB SA285-84 F-7 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. Adopted this ____ day of _____________, 20__. ____________________________________ President ____________________________________ Executive Director EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 87 SCHEDULE G CONSTRUCTION SCHEDULE Phase Required Commencement Date Required Completion Date Phase I (Demolition and 16 St. December 18, 2007 August 1, 2009* Phase IIA (Retail and office; West End Blvd. July 1, 2008 June 1, 2010** Phase IIB (first office; Utica Avenue) and IIC (hotel or multifamily housing) March 1, 2014 December 31, 2016 Phase III (remaining office) July 1, 2016 December 31, 2021 *Phase I is substantially completed as of the date of this Agreement, except for final acceptance of 16th Street as required in order to issue a Certificate of Completion for that Phase under Section 4.5 hereof. **Phase IIA is substantially completed as of the date of this Agreement, except for final items needed to issue a Certificate of Completion for that Phase under Section 4.5 hereof. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 88 SCHEDULE H PROJECT PHASING PLAN EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 89 353495v34 SJB SA285-84 H-2 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 90 SCHEDULE I PUBLIC IMPROVEMENTS PLAN City Public Improvements Park Place Boulevard Improvements The City shall prepare plans and specifications for, and cause the reconstruction of, Park Place Boulevard between Gamble Drive and I-394 (generally as shown on the attached Public Improvements Plan), including raising the elevation of the road, and all road, sewer, water, and storm sewer within the right of way; and traffic signal improvements that are within or otherwise serve the Park Place Boulevard right of way. The City shall also install conduit for future electronic communication in the Park Place Boulevard right of way. Streetscape Improvements A. Park Place Boulevard and Gamble The City shall prepare concept plans and construction plans for all streetscape improvements (including without limitation sidewalks, landscaping, streetlights and other related amenities) located with the following rights of way: 1. Park Place Boulevard between Gamble Drive and I-394 and Park Place Boulevard north of the Redevelopment Property, as generally shown on the Public Improvement Plan. 2. Gamble Drive as generally shown on the Public Improvements Plan. Of those improvements, the City shall construct the west side and median of Park Place Boulevard and the south side and median of Gamble Drive; the Redeveloper shall construct the balance of such streetscape improvements as described below. B. West 16th Street The City shall also prepare concept plans for all streetscape improvements within the right of way of West 16th Street from Park Place Boulevard to Utica Avenue South as generally shown on the Public Improvements Plan; provided that Redeveloper shall prepare construction plans and construct such streetscape improvements as described below. Redeveloper Public Improvements Streets and Utilities The Redeveloper shall prepare plans and specifications for, and construct, all roads, sewer, water, and traffic improvements located within the following rights of way: EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 91 1. West 16th Street from Park Place Boulevard to Utica Avenue South as generally shown on the Public Improvements Plan. 2. Utica Avenue starting from its current alignment north to Wayzata Boulevard as generally shown on the Public Improvements Plan. Redeveloper shall also install conduit for future electronic communication in the West 16th Street and Utica Avenue rights of way, together with conduit in relevant portions of the Redevelopment Property as needed to connect buildings with the conduit located in the West 16th Street, Utica Avenue and Park Place Boulevard rights of way. Streetscape A. Park Place Boulevard and Gamble. Using concept and construction plans provided by the City as described above, the Redeveloper shall construct all streetscape improvements (including without limitation sidewalks, landscaping, streetlights and other related amenities) located within the following rights of way: 1. The east side of Park Place Boulevard between Gamble Drive and the north end of the Redevelopment Property as generally shown on the Public Improvements Plan. 2. The north side of Gamble Drive as generally shown on the Public Improvements Plan. B. West 16th Street Using concept plans provided by the City as described above, the Redeveloper shall prepare construction plans and specifications for, and construct, all streetscape improvements (including without limitation sidewalks, landscaping, streetlights and other related amenities) in the right of way of West 16th Street from Park Place Boulevard to Utica Avenue South as generally shown on the Public Improvements Plan. C. Utica Avenue Redeveloper shall prepare concept plans, construction plans and specifications for, and construct, all streetscape improvements (including without limitation sidewalks, landscaping, streetlights and other related amenities) located in the right of way of Utica Avenue (both sides) from its current alignment north to Wayzata Boulevard as generally shown on the Public Improvements Plan. EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 92 353495v 34 SJB SA285-84 I-3 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 93 SCHEDULE J LOOKBACK PRO FORMA EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 94 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 95 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 96 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 97 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 98 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 99 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 100 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 101 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 102 353495v 34 SJB SA285-84 J-10 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 103 Document comparison done by DeltaView on Wednesday, May 12, 2010 3:57:06 PM Input: Document 1 PowerDocs://DOCSOPEN/353495/3 Document 2 PowerDocs://DOCSOPEN/353495/4 Rendering set Standard Legend: Insertion Deletion Moved from Moved to Style change Format change Moved deletion Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: Count Insertions 21 Deletions 20 Moved from 0 Moved to 0 Style change 0 Format changed 0 Total changes 41 EDA Meeting of May 17, 2010 (Item No. 6a) Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Page 104 Meeting Date: May 17, 2010 Agenda Item #: 2a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: 2010 National Public Works Week Proclamation. RECOMMENDED ACTION: The Mayor is asked to read and present a Proclamation to proclaim May 16 – 22, 2010, as “National Public Works Week”. POLICY CONSIDERATION: None. BACKGROUND: The American Public Works Association (APWA) has selected “Revitalize Reinvest Renew” as its theme for 2010’s National Public Works Week, which will be celebrated May 16 - 22. The theme’s dual purpose is both a celebration and a caution as it reminds us of how far public works has progressed and, yet, how far it has to go in assuring the highest quality infrastructure possible. National Public Works Week (NPWW) is a celebration of the tens of thousands of men and women in North America who provide and maintain the infrastructure and services collectively known as public works. Instituted as a public education campaign by the American Public Works Association (APWA) in 1960, NPWW calls attention to the importance of public works in community life. The Week seeks to enhance the prestige of the often–unsung heroes of our society–the professionals who serve the public good every day with quiet dedication. APWA encourages public works agencies and professionals to take the opportunity to make their stories known in their communities. Over the years the observances have taken many forms, including parades, displays of public works equipment, high school essay contests, open houses, programs for civic organizations and media events. The occasion is marked each year with scores of resolutions and proclamations from mayors and governors, as well. Some special highlights of NPWW include a United States Senate resolution affirming the first National Public Works Week in 1960, letters of acknowledgment from Presidents Dwight Eisenhower and Lyndon Johnson, and a Presidential Proclamation signed by John F. Kennedy in 1962. Meeting of May 17, 2010 (Item No. 2a) Page 2 Subject: 2010 National Public Works Week Proclamation From the beginning, the selection of a Top Ten list of exceptional public works professionals has been a cornerstone of NPWW. The program has identified more than 400 men and women who reflect the highest standards of professional conduct for public works officials. These honorees have been recognized for discharging critical responsibilities in connection to the design, construction, maintenance and/or operation of major public works projects or activities in large and small municipalities throughout North America. Often their accomplishments are particularly noteworthy in relation to the limited manpower and financial resources available to them. National Public Works Week is observed each year during the third full week of May. Through NPWW and other efforts, APWA seeks to raise the public’s awareness of public works issues and to increase confidence in public works employees who are dedicated to improving the quality of life for present and future generations. FINANCIAL OR BUDGET CONSIDERATION: Not applicable. VISION CONSIDERATION: Not applicable. Attachments: Proclamation – National Public Works Week Prepared by: Mike Rardin, Director of Public Works Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 2a) Page 3 Subject: 2010 National Public Works Week Proclamation PROCLAMATION National Public Works Week WHEREAS, public works services provided in our community are an integral part of our citizens’ everyday lives; and WHEREAS, the support of understanding and informed citizenry is vital to the efficient operation of public works systems and programs such as water, sewers, streets and highways, public buildings, and solid waste collection; and WHEREAS, the health, safety and comfort of this community greatly depends on these facilities and services; and WHEREAS, the quality and effectiveness of these facilities, as well as their planning, design, and construction, is vitally dependent upon the efforts and skill of public works officials; and WHEREAS, the efficiency of the qualified and dedicated personnel who staff public works departments is materially influenced by the people’s attitude and understanding of the importance of the work they perform, NOW THEREFORE, let it be known that the Mayor and City Council of the City of St. Louis Park wish to proclaim the week of May 16 - 22, 2010 as “NATIONAL PUBLIC WORKS WEEK” and call upon all citizens and civic organizations to acquaint themselves with the issues involved in providing our public works and to recognize the contributions which public works officials make every day to our health, safety, comfort and quality of life. WHEREFORE, I set my hand and cause the Great Seal of the City of St. Louis Park to be affixed this 17th day of May, 2010. ______________________________________ Jeffrey W. Jacobs, Mayor Meeting Date: May 17, 2010 Agenda Item #: 2b 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: Acceptance of Monetary Donation in memory of Jean Doering. RECOMMENDED ACTION: Mark Oestreich, Manager of Westwood Hills Nature Center, will be present to accept a donation in the amount of $1,395 from Zack Doering, son of Jean Doering, for the care and management of the Raptor Education Program at Westwood Hills Nature Center. The donation will be officially accepted by the City Council as a consent item following the presentation. POLICY CONSIDERATION: Is the proposed use of the funds acceptable to the City Council? BACKGROUND: State statute requires City Council’s acceptance of donations. This requirement is necessary in order to make sure the City Council has knowledge of any restrictions placed on the use of each donation prior to it being expended. The Family and Friends of Jean Doering are graciously donating an amount of $1,395. Jean Doering recently passed away and the donation is in tribute to her. The donation is given with the restriction that it be used to support the care and management of the Raptor Education Program at Westwood Hills Nature Center. FINANCIAL OR BUDGET CONSIDERATION: This donation will be used for supporting the Raptor Education Program at Westwood Hills Nature Center. VISION CONSIDERATION: The donation will assist us in preserving, enhancing and providing good stewardship of our parks. Attachments: None Prepared by: Stacy Voelker, Administrative Secretary Mark Oestreich, Manager of Westwood Hills Nature Center Reviewed by: Cindy Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting Date: May 17, 2010 Agenda Item #: 3a UNOFFICIAL MINUTES CITY COUNCIL MEETING MAY 3, 2010 1. Call to Order Mayor Jacobs called the meeting to order at 7:30 p.m. Councilmembers present: Mayor Jeff Jacobs, Anne Mavity, Paul Omodt, Julia Ross, Susan Sanger, and Sue Santa. Councilmembers absent: Phil Finkelstein. Staff present: City Manager (Mr. Harmening), City Attorney (Mr. Scott), Planning/Zoning Supervisor (Ms. McMonigal), Fire Chief (Mr. Stemmer), Planner (Mr. Fulton), Senior Planner (Mr. Walther), and Recording Secretary (Ms. Hughes). 1a. Pledge of Allegiance 1b. Roll Call 2. Presentations - None 3. Approval of Minutes 3a. Study Session Minutes of April 12, 2010 Councilmember Sanger requested that the first sentence of the last paragraph on page 3 be amended to state “Councilmember Sanger stated that for larger contracts, the City could encourage general contractors to use subcontractors that are minority-owned or women- owned.” The minutes were approved as amended. 3b. Joint City/School Board Meeting Minutes of April 19, 2010 The minutes were approved as presented. 3c. City Council Minutes of April 19, 2010 Councilmember Sanger requested that the second sentence of the last paragraph on page 5 be amended to state “She stated she felt these signs are distracting to drivers and she is much more interested in promoting the safety of drivers than in supporting the industry’s interests in how quickly electronic signs can change messages.” The minutes were approved as amended. 3d. Study Session Minutes of April 26, 2010 The minutes were approved as presented. Meeting of May 17, 2010 (Item No. 3a) Page 2 Subject: City Council Meeting Minutes May 3, 2010 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. Approve second reading of Ordinance No. 2383-10 amending the Zoning Ordinance relating to Wind Energy Conversion Systems (WECS) and approve the summary ordinance for publication. 4b. Approve second reading of Ordinance No. 2384-10 amending the Zoning Ordinance relating to electronic signs, bufferyards and outdoor dining areas and approve the summary ordinance for publication. 4c. Approve an extension until May 31, 2011 for Duke Realty to file the final plat and final planned unit development (PUD) applications for The Towers at West End. 4d. Approve Resolution No. 10-045 amending Resolution No. 09-129 approving a Housing Improvement Fee for the Sunset Ridge Condominium Association HIA. 4e. Approval of Filing of Vendor Claims. 4f. Approval for Filing Board of Zoning Appeals Minutes February 25, 2010. 4g. Approval for Filing Charter Commission Minutes March 10, 2010. 4h. Approval for Filing Planning Commission Study Session Minutes April 7, 2010. 4i. Approval for Filing Planning Commission Minutes April 7, 2010. It was moved by Councilmember Ross, seconded by Councilmember Omodt, to approve the Agenda as presented and items listed on the Consent Calendar; and to waive reading of all resolutions and ordinances. The motion passed 6-0. 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. Galaxy Drive-In – Conditional Use Permit and Preliminary/Final Plat with a Subdivision Variance Resolutions No. 10-046, 10-047, 10-048, and 10-049 Mr. Fulton presented the staff report and explained the public process that has taken place to date, including neighborhood meetings held in January. He indicated that the Planning Commission reviewed this application on April 7th and recommended approval of the Conditional Use Permit and Preliminary/Final Plat, and recommended denial of the Subdivision Variance for the sidewalk as well as the variance to the front yard setback for the parking lot. He noted that since the time of the Planning Commission’s review, the Meeting of May 17, 2010 (Item No. 3a) Page 3 Subject: City Council Meeting Minutes May 3, 2010 applicant has withdrawn its request for the setback variance. He stated that the parking expansion will allow for the construction of 21 off-street parking spaces, which will reduce parking on Rhode Island and Quebec Avenues. He indicated that there was significant discussion regarding available parking on the site and staff proposes a 30’ parking restriction at all frontage road intersections. He also discussed the Subdivision Variance for the sidewalk along the frontage road and Rhode Island Avenue, and noted that there is an existing sidewalk on Quebec Avenue. He stated that a sidewalk along the frontage road or Rhode Island Avenue is not currently contemplated in the Comprehensive Plan, and requiring a sidewalk would add a segment of disconnected sidewalk to the City’s sidewalk network. Councilmember Sanger stated that the Planning Commission minutes make reference to the traffic problems on the frontage road and noted that there was a request made by the residents to ban parking on the frontage road on the entire block. She asked how that would impact the number of seats permitted for the restaurant if that parking ban were put in place. Mr. Fulton replied that there are eight on-street spaces counted for the frontage road. Councilmember Sanger stated that she felt the Council ought to first address whether any parking should be permitted along the frontage road. Councilmember Santa agreed and stated that parking along the frontage road creates a hazard, especially at the top of the crest when driving from the west. She indicated she would be in favor of having no parking along the entire stretch of roadway. Councilmember Omodt stated that at this point, it is unclear how well the parking lot will function as it relates to traffic. He felt that people would be more apt to park in the lot than on the frontage road. Councilmember Santa stated that she was not in favor of requiring a sidewalk where there are no current plans to connect it in some way. Councilmember Omodt concurred and added that the goal of the parking lot is to draw people closer to the restaurant setting. Councilmember Sanger stated that she felt the sidewalk would be a link to Quebec Avenue and that as a matter of policy, the City has encouraged more sidewalks as a means of getting people to walk to their destinations. She added the sidewalk might also help to address the parking and traffic issues in the area. She stated it does not make sense to her to waive this requirement in this location because there could be residents walking to this destination, and she did not feel that the applicant has satisfied the legal requirements for a variance. Councilmember Santa stated that if parking is going to be allowed along any portion of the roadway, that the City replaces the current signage because it is faded and illegible. It was moved by Councilmember Santa, seconded by Councilmember Omodt, to adopt Resolution No. 10-046 granting approval for a Conditional Use Permit for a Drive-In Restaurant located at 3712 Quebec Avenue South and 3715 Rhode Island Avenue South. Meeting of May 17, 2010 (Item No. 3a) Page 4 Subject: City Council Meeting Minutes May 3, 2010 The motion passed 6-0. It was moved by Councilmember Santa, seconded by Councilmember Omodt, to adopt Resolution No. 10-048 approving Variance from Subdivision Ordinance for sidewalk to the Plat of Galaxy Drive Inn Addition. Further Discussion: Mr. Harmening pointed out that the resolution to approve the Preliminary and Final Plat contains a provision to grant a variance for the sidewalk and the Council can approve the Subdivision Variance as part of its approval of the plat. Councilmember Santa stated that separating the motions would make it easier for everyone to make their positions known. The motion passed 4-2 (Councilmembers Sanger and Mavity opposed). It was moved by Councilmember Santa, seconded by Councilmember Sanger, to adopt Resolution No. 10-049 Authorizing Parking Restriction on Rhode Island Avenue South, Quebec Avenue South, and the south frontage road of State Highway Number 7. Further Discussion: Councilmember Omodt stated that he will be voting against this resolution because the Council appears to be relying on anecdotal information and not on traffic counts or parking studies in support of its position. He indicated he felt the City should study the area as either a no parking zone or wait to have the parking lot built and see what happens with traffic volumes. The motion passed 4-2 (Councilmembers Omodt and Mavity opposed). It was moved by Councilmember Santa, seconded by Councilmember Omodt, to adopt Resolution No. 10-047 granting approval of the Preliminary and Final Plat of Galaxy Drive Inn Addition. The motion passed 6-0. 8b. Architectural and Engineering Contract for Fire Stations Project Mr. Walther presented the staff report and advised that a selection subcommittee reviewed the RFP responses along with Kraus-Anderson; the subcommittee recommends KKE Architects as well as their subcontractors, Bonestroo and SRF Consulting Group for architectural and engineering services on the project. He indicated that KKE’s proposed fee for services is a fixed fee of $498,750 plus $24,000 in reimbursable expenses, which represents approximately 4.98% of the estimated $10.5 million construction cost and is below the City’s budget estimate. Mohammed Lawal stated he is a principal of KKE Architects and KKE has 100 employees in six offices nationally, with its primary office in Minneapolis. He stated that he leads KKE’s public sector and municipal projects work, and KKE has done 30 municipal public safety projects in Minnesota and nationally, 15 of which were fire stations. He indicated that sustainability represents a significant part of their work, and KKE is proud to have Meeting of May 17, 2010 (Item No. 3a) Page 5 Subject: City Council Meeting Minutes May 3, 2010 completed Minnesota’s first public LEED Gold certified building in Elk River. He added that KKE is committed to engaging the public in all community projects in which it is involved. He then introduced Michael Clark, Senior Associate, and stated that Mr. Clark will lead the KKE team in working with the City on this project. He also introduced Matthew Streed, project architect. He added that Jennifer Tuttle, Senior Associate, will also be working with the KKE team and has extensive experience in sustainable design concepts. Mr. Clark expressed his thanks to the City Council for the opportunity to work with the City on this project. He stated that KKE is committed to a very inclusive process with a lot of interaction with City staff and residents. Councilmember Omodt congratulated KKE on its selection. He stated that there will be a lot of people watching this project as it moves forward, particularly with respect to costs. It was moved by Councilmember Ross, seconded by Councilmember Mavity, to approve an Agreement with KKE Architects, Inc. for architectural and engineering services related to the proposed replacement of Fire Stations No. 1 and No. 2. The motion passed 6-0. 9. Communications Mayor Jacobs reminded residents of the ice cream social on May 16th from 2:00-5:00 p.m. Mayor Jacobs expressed his thanks to City staff and the developers and contractors for the successful home remodeling tour held over the weekend. He also expressed the City’s thanks to the six homeowners who allowed people to tour their homes. Mayor Jacobs stated that Councilmember Finkelstein is in Chicago for his daughter’s wedding this evening and he expressed the City Council’s congratulations and best wishes to the family. Councilmember Omodt complimented the police and fire departments, as well as all City staff involved in the Operation Mayday emergency exercise held on April 24th. Mayor Jacobs stated that STEP will be holding an open house on Tuesday, May 11th, from 4:00-6:00 p.m. at their new location, 6812 Lake Street. He expressed the City Council’s thanks to Dick Parsons, Frank Rademacher and John Steffenhagen, along with the STEP Board members, for their dedicated efforts in the purchase of this building. 10. Adjournment The meeting adjourned at 8:15 p.m. _____________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: May 17, 2010 Agenda Item #: 4a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Leases EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Amendment No. 1 to Tower Site Lease Agreement No. 68-99 with Global Signal – for space west of the groundwater treatment facility at 7120 W. Lake Street. RECOMMENDED ACTION: Motion to approve Amendment No. 1 to Tower Site Lease Agreement No. 68-99 with Global Signal – for space west of the groundwater treatment facility at 7120 W. Lake Street. POLICY CONSIDERATION: Does the City Council wish to amend the lease agreement with Global Signal? BACKGROUND: On December 20, 1999 the City Council approved a lease agreement (No. 68-99) between the City and Sprint for space west of the groundwater treatment facility at 7120 W. Lake Street for a free standing communications antenna for an initial lease term for five (5) years with an option of four (4) additional five (5) year renewal terms (termination of December 31, 2024). On April 18, 2005 Council approved a request allowing Global Signal to sublease from Sprint its interest in the lease and to manage the existing tower on Sprint’s behalf. Global Signal is currently in their first year of the third term of the lease with an annual rent amount of $16,134.50. Global is current with their lease payments to the City. Proposed Amendment Global Signal has requested an increase in the number of renewal terms from four (4) to six (6) so that the final term of the lease ends December 31, 2034. Their interest in having a longer term lease appears to better situate them in the marketplace where they lease tower space to various telecommunication providers. To extend the lease as requested required negotiating rent provisions for the new terms. Based on the City’s current practice of 5% annual rent increases on antenna leases, staff negotiated the same rent provisions for the two (2) new terms. An amendment approving these two new terms and respective rents is attached for Council information. The City Attorney assisted in the review and preparation of this lease amendment. Meeting of May 17, 2010 (Item No. 4a) Page 2 Subject: Amendment to Tower Site Lease Agreement No. 68-99 - Global Signal FINANCIAL OR BUDGET CONSIDERATION: Rent proceeds from antenna leases are credited to the Water Utility Fund helping to cover costs associated with antenna installations as well as provide additional revenues to the utility. VISION CONSIDERATION: Not applicable. Attachments: Amendment No. 1 to Tower Site Lease Agreement No. 68-99 Prepared by: Michael P. Rardin, Director of Public Works Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 4a) Page 3 Subject: Amendment to Tower Site Lease Agreement No. 68-99 - Global Signal FIRST AMENDMENT TO TOWER SITE LEASE AGREEMENT THIS FIRST LEASE AMENDMENT (“Amendment”) entered into this ___ day of _____________, 2010, by and between the CITY OF ST. LOUIS PARK, a Minnesota municipal corporation (“City”) and STC FIVE LLC, a Delaware limited liability company, and GLOBAL SIGNAL ACQUISITIONS III LLC, a Delaware limited liability company (“Lessee”). RECITALS A. The parties previously entered into a Tower Site Lease Agreement dated December 20, 1999, for certain property described in Exhibit A (“Property”) attached to the Lease ( “Lease”). B. The parties wish to modify the number of renewal terms so that the final term of the Lease ends December 31, 2034. NOW THEREFORE, IN CONSIDERATION OF THEIR MUTUAL COVENANTS THE PARTIES AGREE AS FOLLOWS: 1. EXISTING LEASE. The Lease which is incorporated herein by reference shall remain in full force and effect except as specifically modified by this First Amendment. 2. TERM. The term provision of the Lease, Section 5, is amended to read as follows: Term. The term of this Agreement shall begin on December 20, 1999, and end at midnight on December 31, 2004 (the "Initial Term"). Lessee may extend the Initial Term for six (6) additional five (5) year terms (each, a "Renewal Term"). Each Renewal Term will be deemed automatically executed without action by either the City or Lessee unless Lessee gives the City written notice of its decision not to extend the term hereof at least 60 days before expiration of the then current term. If the lease is extended for all six renewal terms the final Lease expiration date is December 31, 2034. 3. RENT. The rent provision of the Lease, Section 6, is amended to read as follows: Rent. The annual rent for the first year of this agreement or portion thereof shall be $12,200.00 prorated to the actual term of this Agreement, due and payable on execution hereof. Beginning on December 31, 1999, and on each December 31 thereafter during the Initial Term, rent shall be paid, in one payment by Lessee to the City in the annual amount of $12,200.00. Thereafter the annual rent, payable in advance before the beginning of each year, is set forth on the attached Exhibit “E”. 4. AGREEMENT WITH RESPECT TO THE LEASE AND SUBLEASE. The City agrees that if, during the Term, the City receives any offer from any entity that desires to acquire any of the following interests in all or a portion of the Property: (i) fee title, (ii) a perpetual or other easement, (iii) a lease, (iv) any of all portions of the City’s interest in the Lease including but limited to the rent or revenue derived there from, whether separately or as part of the sale, transfer, grant, assignment, lease or encumbrance of the City’s property or other interests in the Lease, or (v) an option to acquire any of the foregoing, the City will provide written notice to Lessee no later than sixty (60) days after acceptance of said offer. Meeting of May 17, 2010 (Item No. 4a) Page 4 Subject: Amendment to Tower Site Lease Agreement No. 68-99 - Global Signal IN WITNESS WHEREOF, the parties have entered into this First Lease Amendment as of the date first above written. CITY OF ST. LOUIS PARK BY: ______________________________ Jeff Jacobs, Mayor AND: ______________________________ Tom Harmening, City Manager LESSEE BY: _______________________________ Its __________________ STATE OF MINNESOTA ) ( ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ________ day of ____________________, 2010, by Jeff Jacobs and by Tom Harmening the Mayor and City Manager of the City of St. Louis Park, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. _________________________________ NOTARY PUBLIC STATE OF MINNESOTA ) ( ss. COUNTY OF ___________ ) The foregoing instrument was acknowledged before me this ________ day of ____________________, 2010 by _________________________________, the ________________________________ of Global Site Acquisitions III, LLC, a Delaware limited liability company, on its behalf. _________________________________ NOTARY PUBLIC Meeting of May 17, 2010 (Item No. 4a) Page 5 Subject: Amendment to Tower Site Lease Agreement No. 68-99 - Global Signal Global Signal Annual Rent Schedule Tower Site Lease Agreement dated December 20, 1999 EXHIBIT "E" TERM TERM ANNUAL RENT YEAR YEAR EXPIRATION RENEWAL RENT DUE DATE 1999 Beg. 12/20/99 Prorated Fee 2000 1 Initial Term $12,200.00 12/31/1999 2001 2 $12,200.00 12/31/2000 2002 3 $12,200.00 12/31/2001 2003 4 $12,200.00 12/31/2002 2004 5 Exp. 12/31/04 $12,200.00 12/31/2003 2005 1 1st Renewal $14,030.00 12/31/2004 2006 2 $14,030.00 12/31/2005 2007 3 $14,030.00 12/31/2006 2008 4 $14,030.00 12/31/2007 2009 5 Exp. 12/31/09 $14,030.00 12/31/2008 2010 1 2nd Renewal $16,134.50 12/31/2009 2011 2 $16,134.50 12/31/2010 2012 3 $16,134.50 12/31/2011 2013 4 $16,134.50 12/31/2012 2014 5 Exp. 12/31/14 $16,134.50 12/31/2013 2015 1 3rd Renewal $18,554.68 12/31/2014 2016 2 $18,554.68 12/31/2015 2017 3 $18,554.68 12/31/2016 2018 4 $18,554.68 12/31/2017 2019 5 Exp. 12/31/19 $18,554.68 12/31/2018 2020 1 4th Renewal $21,337.88 12/31/2019 2021 2 $21,337.88 12/31/2020 2022 3 $21,337.88 12/31/2021 2023 4 $21,337.88 12/31/2022 2024 5 Exp. 12/31/24 Expires 12/31/2024 $21,337.88 12/31/2023 2025 1 5th Renewal $22,404.77 12/31/2024 2026 2 $23,525.01 12/31/2025 2027 3 $24,701.26 12/31/2026 2028 4 $25,936.32 12/31/2027 2029 5 Exp. 12/31/29 $27,233.14 12/31/2028 2030 1 6th Renewal $28,594.79 12/31/2029 2031 2 $30,024.53 01/03/1900 2032 3 $31,525.76 12/31/2031 2033 4 $33,102.05 12/31/2032 2034 5 Exp. 12/31/34 Expires 12/31/2034 $34,757.15 12/31/2033 Meeting Date: May 17, 2010 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: Special Assessment - Sewer Service Line Repair at 1644 Blackstone Avenue South. RECOMMENDED ACTION: Motion to Adopt Resolution authorizing the special assessment for the repair of the sewer service line at 1644 Blackstone Avenue, St. Louis Park, MN - P.I.D. 04-117-21-33-0076. POLICY CONSIDERATION: None - The proposed action is consistent with policy previously established by the City Council. BACKGROUND: Scott and Patricia Harshfield, owners of the single family residence at 1644 Blackstone Avenue have requested the City to authorize the repair of the sewer service line for their 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 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 owners hired a contractor and repaired the sewer 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 owners have petitioned the City to authorize the sewer service line repair and special assess the cost of the repair. The total eligible cost of the repair has been determined to be $1,800.00. FINANCIAL OR BUDGET CONSIDERATION: The City has funds in place to finance the cost of this special assessment. VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Scott Anderson, Utility Superintendent Through: Mike Rardin, Public Works Director Brian Swanson, Controller Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 4b) Page 2 Subject: Special Assessment - Sewer Service Line Repair at 1644 Blackstone Ave RESOLUTION NO. 10-____ RESOLUTION AUTHORIZING THE SPECIAL ASSESSMENT FOR THE REPAIR OF THE SEWER SERVICE LINE AT 1644 BLACKSTONE AVENUE SOUTH, ST. LOUIS PARK, MN P.I.D. 04-117-21-33-0076 WHEREAS, the Property Owners at 1644 Blackstone Avenue have petitioned the City of St. Louis Park to authorize a special assessment for the repair of the sewer service line for the single family residence located at 1644 Blackstone Avenue; and WHEREAS, the Property Owners have 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 sewer 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 Owners requesting the approval and special assessment for the sewer service line repair is hereby accepted. 2. The sewer 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 sewer service line is accepted at $1,800.00. 4. The Property Owners have 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 Owners have 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 Owners have executed an agreement with the City and all other documents necessary to implement the repair of the sewer service line and the special assessment of all costs associated therewith. Reviewed for Administration: Adopted by the City Council May 17, 2010 City Manager Mayor Attest: City Clerk Meeting Date: May 17, 2010 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: Acceptance of Monetary Donation in memory of Jean Doering. RECOMMENDED ACTION: Motion to Adopt Resolution approving acceptance of monetary donations from the Family and Friends of Jean Doering in the amount of $1,395 for Westwood Hills Nature Center’s Raptor Program. POLICY CONSIDERATION: Does the City Council wish to accept the gift with restrictions on its use? BACKGROUND: State statute requires City Council’s acceptance of donations. This requirement is necessary in order to make sure the City Council has knowledge of any restrictions placed on the use of each donation prior to it being expended. The Family and Friends of Jean Doering are graciously donating an amount of $1,395. Jean Doering recently passed away and the donation is in tribute to her. The donation is given with the restriction that it be used to support the care and management of the Raptor Education Program at Westwood Hills Nature Center. FINANCIAL OR BUDGET CONSIDERATION: This donation will be used for supporting the Raptor Education Program at Westwood Hills Nature Center. VISION CONSIDERATION: The donation will assist us in preserving, enhancing and providing good stewardship of our parks. Attachments: Resolution Prepared by: Stacy Voelker, Administrative Secretary Mark Oestreich, Manager of Westwood Hills Nature Center Reviewed by: Cindy Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 4c) Page 2 Subject: Acceptance of Monetary Donation in Memory of Jean Doering RESOLUTION NO. 10-___ RESOLUTION APPROVING ACCEPTANCE OF DONATION IN MEMORY OF JEAN DOERING IN THE AMOUNT OF $1,395 FOR THE CARE AND MANAGEMENT OF THE RAPTOR EDUCATION PROGRAM AT WESTWOOD HILLS NATURE CENTER. WHEREAS, The City of St. Louis Park is required by State statute to authorize acceptance of any donations; and WHEREAS, the City Council must also ratify any restrictions placed on the donation by the donor; and WHEREAS, the family and friends of Jean Doering desire to assist in the care and management of the raptor education program at Westwood Hills Nature Center with a donation of $1,395; and NOW THEREFORE BE IT RESOLVED, by the City Council of the City of St. Louis Park that the gift is hereby accepted with thanks to the family and friends of Jean Doering with the understanding that it must be used for the care and management of the raptor education program at Westwood Hills Nature Center. Reviewed for Administration Adopted by the City Council May 17, 2010 City Manager Mayor Attest: City Clerk Meeting Date: May 17, 2010 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: Bid Tabulation: Municipal Service Center (MSC) Soil Removal and Disposal Project as part of the MSC Renovation Project 2008-1900. RECOMMENDED ACTION: Motion to designate the lowest responsible bidder and authorize execution of contract with Jorgenson Construction Inc in the amount of $14.65 per ton for Soil Removal and Disposal for Project 2008-1900. POLICY CONSIDERATION: Does the City Council wish to take action to allow for the removal of the excess soil at the MSC site? BACKGROUND: During the first stages of site work for the MSC Renovation Project, unexpected debris and petroleum impacted soils were discovered below grade. Transport and disposal of the initial excavation resulted in using a significant portion of the project contingency funds. The City applied for and received two Hennepin County Environmental Response Grants. The first was an emergency grant awarded November 2009 in the amount of $18,292. These funds were used to offset a portion of the cost for disposing of a portion of the impacted soil, helping to enable storage of the remaining material on the site. The second grant was applied for during the regular grant cycle and was awarded February 2010 for removal and disposal costs up to $534,000. This grant will be used for removing and landfill disposal of the approximately 17,000 cubic yards of material remaining from construction of the stormwater pond. DISCUSSION: The stockpiled material on-site must be removed and transported to a landfill for disposal before the MSC Project work, including Creekside Park, can be completed. Soil removal is expected to start by June 1, 2010 and be completed by July 1, 2010. The General Contractor will complete remaining storm sewer, curbing, parking, and landscaping for a projected completion date of August 2010. BID ANALYSIS: Bids for the soil removal, transport and disposal were received on May 7, 2010. An advertisement for the bids was published in the St. Louis Park Sun-Sailor on April 22 and 29, 2010 and in the Construction Bulletin on April 19 and 26, 2010. Meeting of May 17, 2010 (Item No. 4d ) Page 2 Subject: Bid Tabulation of MSC Soil Removal Project A summary of the bid results is as follow: Contractor Bid Amount (per ton and total) Jorgenson Construction Inc $14.65/ton Total Bid $351,600 Veit Company Inc $15.85/ton Total Bid $380,400 G.F. Jedlicki Inc $16.00/ton Total Bid $384,000 Quiring Excavating LLC $16.25/ton Total Bid $390,000 Dennis Fehn Gravel-Excavating Inc $16.98/ton Total Bid $407,520 Veolia ES Industrial Services, Inc $17.79/ton Total Bid $426,960 Max Steininger Inc $19.00/ton Total Bid $456,000 Seven (7) contractors submitted bids. A review of the bids indicates Jorgenson Construction Inc. submitted the lowest bid. Staff recommends that a contract be awarded to Jorgenson Construction Inc. in the amount of $14.65 per ton. FINANCIAL OR BUDGET CONSIDERATION: The Hennepin County Environmental Response Grant will refund the city for actual amount expended up to $534,000. Our engineers estimate for this project was approximately $500,000 for the removal and disposal of the impacted soils. Landfill weight tickets will be used to determine actual tonnage for payment to the contractor. Based on a site survey of soil quantity, the total cost should be reimbursed by the grant. VISION CONSIDERATION: Not applicable. Attachments: None Prepared by: John Altepeter, Facilities Superintendent Reviewed by: Brian Hoffman, Director of Inspections Approved by: Tom Harmening, City Manager Meeting Date: May 17, 2010 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: Birchwood Park - Conditional Use Permit for Excavation RECOMMENDED ACTION: Motion to Adopt Resolution granting approval for a Conditional Use Permit for Excavation at 2701 Zarthan Avenue South (Birchwood Park). POLICY CONSIDERATION: Does the proposed plan for excavation at Birchwood Park satisfy the requirements for approval of a Conditional Use Permit (CUP)? Based on the Planning Commission’s and City staff’s review of the application, and the conditions included in the recommendation for approval, the application satisfies the requirements for a CUP. BACKGROUND: Requested is a CUP for excavation for the redevelopment of Birchwood Park. A CUP is required whenever more than 400 cubic yards of soil is excavated from a site. In this case approximately 941 cubic yards will be impacted. The City’s long range plans for parks includes improvements at Birchwood Park, including a new park shelter / warming building, parking lot, and basketball court. Excavation is required to prepare the foundation for the park shelter / warming building. The intent of the redevelopment is to make the existing facilities more useable to the residents and athletic teams who use the park. The Planning Commission recommended approval of the CUP at a public hearing on May 5th, 2010, with the recommendation that hauling hours end at 7:00 PM instead of 10:00 PM as allowed by ordinance. There were no residents in attendance at the public hearing. Background: Birchwood Park, approximately 2.4 acres in size, is classified as a ‘Neighborhood Park’ in the Comprehensive Plan. The park is currently used by the neighborhood and by a variety of city and youth association programs, including a summer playground program at the site from June through early August, as well as T-Ball, youth soccer, open basketball and winter skating. The new park shelter / warming building will be open during regular hours for use during the winter months when skating is taking place. The reconstruction of the park will proceed in phases. The existing park building will be removed, followed by the demolition of the existing basketball court. Following the soil corrections, a new park building will be constructed. A parking lot will be added. At the present time, the park does not have an off-street parking area, so the new parking lot will improve access to the park. Meeting of May 17, 2010 (Item No. 4e) Page 2 Subject: Birchwood Park - Conditional Use Permit for Excavation The material removed during excavation will be disposed of off-site. New material will be brought in to establish a sound foundation for the new park building. The excavation will impact approximately 941 cubic yards of material, to an excavation depth of approximately two feet. The hauling route will be along Zarthan Avenue South, Minnetonka Boulevard, and Highway 100. Hauling is anticipated to take place in mid-June for a period of one to two weeks. The Parks and Recreation Department, working with the neighborhood, has developed an email list for neighbors living around the park; it is expected that email updates about construction will go to the neighborhood throughout the construction process. Per Ordinance, hauling may only occur between the hours of 7:00 a.m. and 10:00 p.m. Monday through Friday, and the hours of 9:00 a.m. and 10:00 p.m. on the weekend and holidays. In the motion of approval, the Planning Commission included a condition that all hauling end at 7:00 PM on weekdays or weekends; the recommendation is reflected in the resolution of approval. Contractors are required to comply with state requirements and local ordinance requirements. Parks & Recreation staff will ensure that the contract includes requirements for controlling dust and noise as necessary. Cellular Telephone Tower At the time the park redevelopment was initially being planned, there was some consideration of locating a cell tower within the park. Under that scenario, the cell tower would have been used concurrently for cellular service and as a light standard for the lighting of the skating rink in the winter. However, the Parks and Recreation Department has not been able to develop an agreement with the cellular telephone company on their use of the park. For that reason, the cell tower has been eliminated from the plan at this time. Cell towers require a Conditional Use Permit. If a cell tower is proposed at a future time for Birchwood Park, a new CUP application will be submitted. It is also likely that an additional neighborhood meeting would be held. Process Park and Recreation staff held three neighborhood meetings to review the proposed changes to the park. The first two meetings included the neighborhood association steering committee and the neighborhood association representatives. Following those meetings, a larger public input meeting was held on January 25, 2010. Neighborhood input was used to help make modifications to the site; the intent is for this park to be functional and attractive for the use of all residents. As noted, the Planning Commission recommended approval of the CUP. If the CUP is approved, a building permit will be required for the new park structure and a parking lot permit for the new parking lot. FINANCIAL OR BUDGET CONSIDERATION: The cost of this park improvement project is included in the City’s capital plan and funded by the Park Improvement Fund. Meeting of May 17, 2010 (Item No. 4e) Page 3 Subject: Birchwood Park - Conditional Use Permit for Excavation VISION CONSIDERATION: The on-going redevelopment and investment in the City’s parks system reflects several vision goals, including the enhancement of the City’s trail network, improvement and expansion of gathering spaces, opportunities for neighborhood events and recreation, and a high level environmental stewardship. Attachments: Resolution – Conditional Use Permit Draft Planning Commission Minutes – May 5, 2010 Location Map Haul Route Map Site Plan and related documents Prepared by: Adam Fulton, Planner Reviewed by: Meg McMonigal, Planning and Zoning Supervisor Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 4e) Page 4 Subject: Birchwood Park - Conditional Use Permit for Excavation RESOLUTION NO. 10-_____ RESOLUTION GRANTING CONDITIONAL USE PERMIT UNDER SECTION 36-79 OF THE ST. LOUIS PARK ORDINANCE CODE RELATING TO ZONING TO PERMIT EXCAVATION OF OVER 400 CUBIC YARDS OF MATERIAL FOR PROPERTY ZONED POS – PARKS AND OPEN SPACE DISTRICT LOCATED AT 2701 ZARTHAN AVENUE SOUTH BE IT RESOLVED BY the City Council of the City of St. Louis Park: Findings 1. The City of St. Louis Park has made application to the City Council for a Conditional Use Permit under Section 36-79 of the St. Louis Park Ordinance Code for the purpose of excavation of over 400 cubic yards of material within a POS – Parks and Open Space District located at 2701 Zarthan Avenue South for the legal description as follows, to-wit: Lands comprising Birchwood Park, including Lots 1 to 15, Block 1, Park Manor Addition, and tracts S, T, V, and portions of tracts Q, N, and R of Registered Land Survey No. 0057 2. The City Council has considered the advice and recommendation of the Planning Commission (Case No. 10-15-CUP) and the effect of the proposed excavation on the health, safety and welfare of the occupants of the surrounding lands, existing and anticipated traffic conditions, the effect on values of properties in the surrounding area, the effect of the use on the Comprehensive Plan, and compliance with the intent of the Zoning Ordinance. 3. The Council has determined that the excavation will not be detrimental to the health, safety, or general welfare of the community nor will it cause serious traffic congestion nor hazards, nor will it seriously depreciate surrounding property values, and the proposed excavation is in harmony with the general purpose and intent of the Zoning Ordinance and the Comprehensive Plan. 4. The contents of Planning Case File 10-15-CUP are hereby entered into and made part of the public hearing record and the record of decision for this case. Conclusion The Conditional Use Permit to permit the excavation of over 400 cubic yards of material at the location described is granted based on the findings set forth above and subject to the following conditions: Meeting of May 17, 2010 (Item No. 4e) Page 5 Subject: Birchwood Park - Conditional Use Permit for Excavation 1. The site shall be developed, used and maintained in accordance with Exhibits incorporated by reference herein. 2. The haul route shall be Zarthan Avenue South to Minnetonka Boulevard to Highway 100. 3. Hauling may occur between the hours of 7:00 a.m. and 7:00 p.m. Monday through Friday, and the hours of 9:00 a.m. and 7:00 p.m. on the weekend and holidays. 4. All contractors are required to comply with state and local dust and noise ordinances. In addition to any other remedies, the developer or owner shall pay an administrative fee of $750 per violation of any condition of this approval. Under the Zoning Ordinance Code, this permit shall be revoked and cancelled if the building or structure for which the conditional use permit is granted is removed. Assent form and official exhibits must be signed by applicant (or applicant and owner if applicant is different from owner) prior to issuance of a building permit. Approval of a Building Permit is required, which may impose additional requirements. The City Clerk is instructed to record certified copies of this resolution in the Office of the Hennepin County Register of Deeds or Registrar of Titles as the case may be. Reviewed for Administration: Adopted by the City Council May 17, 2010 City Manager Mayor Attest: City Clerk Meeting of May 17, 2010 (Item No. 4e) Page 6 Subject: Birchwood Park - Conditional Use Permit for Excavation Excerpts – Unofficial Minutes Planning Commission May 5, 2010 3. Hearings A. Conditional Use Permit for Excavation – Birchwood Park Location: 2701 Zarthan Avenue South Applicant: City of St. Louis Park Case No.: 10-15-CUP Adam Fulton, Planner, presented the staff report. Commissioner Morris asked about the haul route which goes through two residential blocks. He noted it was the most direct route, but unusual for a haul route to go through residential blocks. Mr. Fulton said the site is located in the midst of a residential neighborhood. He said if there was an alternative route it would be Dakota Ave., which does carry a higher volume of traffic, but is still residential. He went on to say that to reach Dakota would require traveling west through residential. He said the proposed haul route is similar to the route used for heavy equipment during a recent Public Works project at Dakota Park. Commissioner Morris asked about the feasibility of adding some safety signs in the area to alert residents. He asked about the possibility of shortening the evening haul time to 8:00 p.m or 9:00 p.m. Mr. Fulton said Rick Beane, Park Superintendent, might be able to address the hours. Mr. Fulton added that the hours could probably be reduced. The proposed hours reflect what is allowed in the ordinance. He said he didn’t expect construction would start at 7 a.m. or end as late as 10 p.m. Commissioner Morris asked if contaminated soils are being removed. Mr. Fulton responded that his understanding is that the soils are not contaminated but are unsuitable for the construction of a new building. He said there might be an excess concentration of peat and less than ideal soils to support a building foundation. Commissioner Morris asked if residents might be able to harvest some of the excavated soil. Mr. Beane said regarding the haul route, safety signs can be installed. He said the hours should not be an issue and can be adjusted back. Mr. Beane stated there are no contaminated soils on site. The soil is peaty, probably in excess of 20 ft. deep. The peat will be harvested and used for topsoil. Some of the other soils will be used on site, such as in the parking lot and trail sections. Commissioner Kramer asked how many truck trips would be required. Meeting of May 17, 2010 (Item No. 4e) Page 7 Subject: Birchwood Park - Conditional Use Permit for Excavation Mr. Fulton responded that approximately 94 dump truck trips would be required. Commissioner Carper asked about the loss of a volleyball court in the park. Mr. Beane said that the neighborhood asked for a bigger basketball court and indicated that the volleyball court did not get used. The neighborhood also requested a small sand play area next to the playground. Commissioner Carper inquired about lighting on the basketball court. Mr. Beane said typically there aren’t any lighted courts because of resident impact with late night use. He said there will be one security parking lot light in use from dusk to dawn. Commissioner Carper asked about the expected cost of the entire project. Mr. Beane stated that he did not have the capital plan with him. He said the building will cost about $400,000. The trail, parking lot, and basketball court will cost approximately $100,000 - $150,000. Commissioner Carper asked how a project like this is budgeted in these difficult economic times. He asked about the source of funds. Mr. Beane explained the source of funds is the Park Improvement Fund. It’s been in the capital plan for at least 3-4 years. He went on to say with the potential loss of Northside Park a rink will be lost. Birchwood Park will be able to become more of a winter facility. The Birchwood building will be fully staffed during ice rink operating hours, functioning identical to the Browndale and Nelson park buildings. Commissioner Carper asked if the work is contracted out or if city labor is used. Mr. Beane said the work is contracted out. Some city labor will be used for finish work. Commissioner Carper asked if the city has requirements that contractors use union labor. Mr. Beane responded that the city does not have that requirement. Chair Person opened the public hearing. As no one was present wishing to speak, the Chair closed the public hearing. Meg McMonigal, Planning and Zoning Supervisor, said the Commission could make a recommendation to change the hours of hauling. Commissioner Morris made a motion recommending approval of the Conditional Use Permit (CUP) subject to changing hours of hauling to end by 7 p.m. Commissioner Kramer seconded the motion and the motion passed on a vote of 6-0. 27TH ST W ALABAMA AVE SWEBSTER AVE SXENWOOD AVE S29TH ST W 28TH ST W YOSEMITE AVE SBRUNSWICK AVE SBLACKSTONE AVE SZARTHAN AVE S28TH ST W YOSEMITE AVE SZARTHAN AVE S2701 Zarthan Avenue South - Birchwood ParkConditional Use Permit for Excavation May 3, 2010 Zoning Classification R1 - Single Family Residential R2 - Single Family Residential R3 - Two Family Residential R4 - Multi-Familiy Residential RC - Multi-Family Residential POS - Parks and Open Space MX - Mixed-Use C1 - Neighborhood Commercial C2 - General Commercial O - Office IP - Industrial Park IG - General Industrial 350 Feet R-1R-3 R-2 R-1 POS R-2 Meeting of May 17, 2010 (Item No. 4e) Subject: Birchwood Park - Conditional Use Permit for Excavation Page 8 Proposed Route for Excavation Materials2701 Zarthan Ave. S. - Birchwood Park Hwy100 Hwy100 Minnetonka Blvd. Meeting of May 17, 2010 (Item No. 4e) Subject: Birchwood Park - Conditional Use Permit for Excavation Page 9 200 40 scale in feet GENERAL NOTES: 1)UTILITIES ARE SHOWN TO APPROXIMATE LOCATIONS. UTILITIES LOCATES MUST BE PERFORMED PRIOR TO ANY EXCAVATION. 2)THE SUBSURFACE UTILITY INFORMATION IN PLAN IS UTILITY QUALITY LEVEL D. THIS QUALITY LEVEL WAS DETERMINED ACCORDING TO THE GUIDELINES OF CI/ASCE 38-02, ENTITLED "STANDARD GUIDELINES FOR THE COLLECTION AND DEPICTION OF EXISTING SUBSURFACE UTILITY DATA." 3)CONTRACTOR SHALL REQUEST AND COORDINATE ALL UTILITY SHUTOFFS, DISCONNECTIONS AND REMOVALS TO ALLOW THE PROPOSED CONSTRUCTION TO OCCUR WITHOUT CONFLICTS FROM EXISTING UTILITIES. 4)CARE MUST BE TAKEN DURING CONSTRUCTION AND EXCAVATION TO PROTECT EXISTING TREES AND STRUCTURES TO REMAIN. SITE LAYOUT PLAN 4 BITUMINOUS ACCESS ROAD 7 1 7 2 7 2 6 3 SHEET OF DRAWN BY DESIGNED BY CHECKED BY NO DATE BY CKD APPR REVISION Date License # Print Name: ...\7044\la\plan\7044_ln01.dgn CITY OF ST. LOUIS PARK, MINNESOTA 45681 S. CROSBYSTATE PROJECT NO. X STATE AID PROJECT NO. X X I hereby certify that this plan, specification, or report was prepared by me or under my direct supervision and that I am a duly Licensed Landscape Architect under the laws of the State of Minnesota. 7 BIRCHWOOD PARK SITE IMPROVEMENTS STEWART F. CROSBY S. CROSBY M. McGARVEYCITY PROJECT NO. 201000100 COMM NO. 0097044 Meeting of May 17, 2010 (Item No. 4e) Subject: Birchwood Park - Conditional Use Permit for Excavation Page 10 Meeting Date: May 17, 2010 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: Bid Tabulation: Wooddale Avenue – 2010 MSA Street Improvement Project –Project No. 2009- 1101. RECOMMENDED ACTION: Motion to designate Valley Paving, Inc. the lowest responsible bidder and authorize execution of a contract with the firm in the amount of $137,890.60 for the 2010 MSA Street Improvement Project – Project No. 2009-1101. POLICY CONSIDERATION: Does the City Council wish to take the final step to allow this project to move forward? BACKGROUND: Bid Information: Bids were received on May 6, 2010 for the Wooddale Avenue - 2010 MSA Street Improvement Project. The project includes work on Wooddale Avenue between West 44th Street and West 42 ½ Street. The project involves pavement resurfacing by a mill and overlay process in which the top 2 inches of pavement is ground off and replaced with new asphalt. The project also includes minor repairs to the concrete curb, sidewalk, storm sewer, and pedestrian curb ramps to meet current ADA standards. The project will be constructed under traffic; motorists will be guided through the work zone during periods of temporary lane closures. A total of five (5) bids were received for this project. An advertisement for bids was published in the St. Louis Park Sun-Sailor on April 22, 2010 and in the Construction Bulletin on April 19, 2010. A summary of the bid results is as follows: CONTRACTOR BID AMOUNT Valley Paving, Inc. $137,890.60 Hardrives, Inc. $147,286.20* Midwest Asphalt Corporation $153,701.80 GMH Asphalt Corporation $159,460.55* Bituminous Roadways, Inc. $175,551.00 Engineer’s Estimate $142,600.00 *Bid corrected upon extension Meeting of May 17, 2010 (Item No. 4f) Page 2 Subject: Bid Tab 2010 MSA Street Improvement Project No. 2009-1101 Evaluation of Bids: Staff has reviewed all of the bids submitted and has tabulated the results. From the review, staff recommends Valley Paving, Inc. as the lowest responsible bidder. Valley Paving is an experienced contractor that has worked for the City before and has successfully completed previous contracts. Construction Timeline: Construction is planned to begin in mid-June and is expected to be completed in 5 - 6 weeks time. FINANCIAL OR BUDGET CONSIDERATION: This project has been programmed in the Capital Improvement Program (C.I.P.) for construction in 2010. This project will be funded by State Aid funds (gas tax monies). VISION CONSIDERATION: Not applicable. Attachments: None Prepared by: Jim Olson, Engineering Project Manager Reviewed by: Scott Brink, City Engineer Michael P. Rardin, Director of Public Works Approved by: Tom Harmening, City Manager Meeting Date: May 17, 2010 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: Parktacular Block Party --- Dispensing of Intoxicating Liquor by Park Tavern. RECOMMENDED ACTION: Motion to approve a resolution authorizing Park Tavern Lounge & Lanes to provide alcohol during the hours of 5:30 p.m. to 10:30 p.m. at the Parktacular Block Party to be held on June 19, 2010. POLICY CONSIDERATION: Does the Council wish to allow Park Tavern Lounge & Lanes to serve alcohol at Parktacular Street Dance on June 19, 2010? This is consistent with what has been done in the past. BACKGROUND: The Parktacular 2010 Community Celebration will be held June 17 through June 20. The Parktacular Block Party will be held on the Excelsior & Grand Town Green on Saturday, June 19 with gates opening at 5:30 p.m. and closing at 10:30 p.m. The outdoor concert entertainment will be provided by Trailer Trash who will perform from 6:30 p.m. to 10:30 p.m. Free parking will be available in the Excelsior & Grand ramps and at The Rec Center. Park Tavern has once again donated the funds to Parktacular to sponsor the Block Party for the fourth year which includes entertainment, food, and beverages. Along with food and soda, they will be selling adult beverages to anyone 21 years of age and older in an area to be fenced off as shown in the attached map. The hours in which alcohol will be available is from 5:30 p.m. to10:30 p.m. Park Tavern will be providing staff to check ID’s and wrist bands to ensure no alcohol will be sold to minors. Police officers will also be on duty at the event. Gate fee tickets and Parktacular buttons will be sold at the two entrances and many volunteers will be monitoring crowd control along with a ‘‘dump bucket’’ at each entrance/exit. After the 10:30 p.m. closing time of the Street Dance, the area will be cleaned. It should be noted that in checking with the St. Louis Park Police Department there have been no incidences reported stemming from the previous block parties. As stated by MN Statute 340A.404 Subd. 4. (b) regarding community festivals, the governing body of a municipality may authorize a holder of a retail on-sale intoxicating liquor license issued by the municipality to dispense intoxicating liquor off premises at a community festival held within the municipality. The authorization shall specify the area in which the intoxicating liquor must be dispensed and consumed, and shall not be issued unless the licensee demonstrates that it has liability insurance as prescribed by section 340A.409 to cover the event. Meeting of May 17, 2010 (Item No. 4g) Page 2 Subject: Parktacular Block Party --- Dispensing of Intoxicating Liquor by Park Tavern Park Tavern currently holds an on-sale intoxicating liquor license and upon approval by City Council to serve alcohol at the Parktacular Street Dance, the required insurance certificate will be submitted to the Clerk’s office. FINANCIAL OR BUDGET CONSIDERATION: Not Applicable VISION CONSIDERATION: The annual Parktacular Street Community Event supports the strategic direction of being a connected and engaged community by increasing use of existing gathering places Attachments: Resolution Map Prepared by: Nate Rosa, Recreation Supervisor Nancy Stroth, City Clerk Reviewed by: Cindy S. Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 4g) Page 3 Subject: Parktacular Block Party – Dispensing of Intoxicating Liquor by Park Tavern RESOLUTION NO. 10-______ RESOLUTION APPROVING AUTHORIZATION OF PARK TAVERN LOUNGE & LANES, 3401 LOUISIANA AVE S TO DISPENSE INTOXICATING LIQUOR OFF PREMISES AT THE PARKTACULAR STREET DANCE HELD ON JUNE 19, 2010 AT THE EXCELSIOR & GRAND TOWNE GREEN IN THE CITY OF ST. LOUIS PARK WHEREAS, Minnesota Statutes Chapter 340A and St. Louis Park Ordinance Code Chapter 3, provide for liquor licensing in cooperation with the Alcohol and Gambling Enforcement Division of the Minnesota Department of Public Safety: and WHEREAS, Minnesota Statute 340A.404 Subd. 4. (b) regarding community festivals, states the governing body of a municipality may authorize a holder of a retail on-sale intoxicating liquor license issued by the municipality to dispense intoxicating liquor off premises at a community festival held within the municipality; and WHEREAS, the 2010 Parktacular event is an annual celebration with many sponsors and volunteers promoting a spirit of pride, a sense of community and an atmosphere of celebration for all residents of the City of St. Louis Park; and WHEREAS, Park Tavern Lounge & Lanes, 3401 Louisiana Avenue currently holds an on- sale intoxicating liquor license and will be sponsoring the Parktacular Street Dance featuring entertainment, food, beverages, and staff to assure no alcohol will be sold to minors by checking identification and the use of wrist bands. NOW THEREFORE BE IT RESOLVED, that the City of St. Louis Park City Council authorizes Park Tavern Lounge & Lanes, 3401 Louisiana Avenue to dispense intoxicating liquor off premises at the Parktacular Block Party to be held June 19, 2010 from the hours of 5:30 p.m. to 10:30 p.m. at the Excelsior & Grand Towne Green. Reviewed for Administration: Adopted by the City Council on May 17, 2010 City Manager Mayor Attest: City Clerk Meeting of May 17, 2010 (Item No. 4g) Subject: Parktacular Block Party - Dispensing of Intoxicating Liquor Park Tavern Page 4 Meeting Date: May 17, 2010 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: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership. RECOMMENDED ACTION: Motion to adopt a resolution approving the Amended and Restated Contract for Private Redevelopment By and Between St. Louis Park Economic Development Authority, the City of St. Louis Park, and Duke Realty Limited Partnership related to The West End project. POLICY CONSIDERATION: Does the City Council find the proposed Amended and Restated Redevelopment Contract with Duke Realty is consistent with the intent of the current Redevelopment Contract? BACKGROUND: On December 17, 2007 the EDA and City approved a Redevelopment Contract with Duke Realty related to The West End project near I-394 and Highway 100. The project, as envisioned at the time, essentially consisted of two components – a lifestyle retail complex and a series of Class A office buildings. Development was to occur in a series of phases over approximately eight years. It also was anticipated that a Joint Powers Agreement (JPA) between St. Louis Park and Golden Valley would be needed, since the parking for the office development would be located in Golden Valley. Economic conditions have changed dramatically since the Redevelopment Contract was approved two and a half years ago. Assumptions about the timing of the development have shifted with the recent recession; the need for a JPA with Golden Valley has disappeared with Duke Realty’s successful pursuit of land use approvals directly from Golden Valley; and, the opportunity for including housing in The West End has presented itself as a result of changing market conditions. Much has been accomplished to date. The former warehouse and office buildings on the site have been removed, the bulk of the soil corrections and infrastructure improvements have been completed, and the retail component of the project has been built. Currently, approximately 70% of the retail space is leased. The economic downturn, however, slowed the pace of the office and hotel components of The West End. It was originally anticipated that both the first office building and the hotel would be under construction by now. It is now projected that it may be 2014 before construction on either of these components begins. Similarly, the second, third, and potential fourth office buildings are all expected to start construction much later than scheduled in the Redevelopment Contract. It is projected that the last of The West End office buildings may not commence construction until 2016. Completion of all components within The West End development is now projected to be 2021; five years later than scheduled in the Contract. Meeting of May 17, 2010 (Item No. 4h) Page 2 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Proposed Amended and Restated Redevelopment Contract In light of changes in circumstances since the date of the original Redevelopment Contract, the parties determined a need to modify the Contract. The attached Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership (Redeveloper) contains the following key revisions which are summarized below. 1. extend the commencement and completion deadlines for Phases IIb (the first office building), IIc (the hotel) and III (the remaining office buildings) by 5 years. 2. eliminate the references to the Joint Powers Agreement (JPA) with the City of Golden Valley. 3. remove the Utica utility relocations and completion of Utica Avenue from Phase I. 4. incorporate multifamily housing into the project. Revised Construction Schedule As mentioned above, economic conditions have slowed West End development, especially the office development component. The table below summarizes the original project construction schedule incorporated in the Contract and the revised schedule proposed by the Redeveloper. Essentially the new schedule delays the required commencement and completion dates for the office buildings by five years. Phase Original Required Commencement Date Revised Required Commencement Date Original Required Completion Date Revised Required Completion Date Phase I Demo, site work Dec 18, 2007 June 1, 2006 (No Change) August 1, 2009 August 1, 2009 (No Change) Phase II A 350,000 SF of retail & 28,000 SF of office July 1, 2008 July 1, 2008 (No Change) June 1, 2010 June 1, 2010 (No Change) Phase IIB 277,555 SF of office space & Phase IIC Hotel March 1, 2009 July 1, 2014 Dec 31, 2011 Dec 31, 2016 Phase III 833,000 SF of office space June 1, 2011 July 1, 2016 June 1, 2016 June 1, 2021 Elimination of the Joint Powers Agreement A JPA with Golden Valley had been anticipated when the original agreement was drafted. A JPA is no longer needed. Duke has successfully pursued and received the land use approvals needed from Meeting of May 17, 2010 (Item No. 4h) Page 3 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership each city. Regarding delivery of municipal services; the two cities will provide services to the portions of the development within their boundaries as they have always done. The cities will coordinate efforts with Golden Valley where necessary as we would for any development at our borders. No special agreements are anticipated to be needed at this time. The proposed Amended and Restated Contract reflect this new approach to the land use approvals. Removal of Utica Ave. utility relocations and completion of Utica Avenue from Phase I The current construction status of the Redeveloper Minimum Improvements and the Public Improvements are also reflected in the Amended and Restated Contract. Originally the regional sewer interceptor was to be relocated under Utica Ave as part of the Phase I infrastructure work in order to prepare the eastern portion of the site for the future office buildings. With the economic downturn in the office market the Redeveloper did not have the immediate necessity to relocate the sewer line as part of the Phase I improvements. However the sewer relocation does need to occur in the next several years. Therefore under the proposed Amended and Restated Contract the Public Improvements to Utica Ave and the relocation of the sewer interceptor will be required to be substantially completed by the earlier of December 31, 2016 or the date required by the Metropolitan Council. Housing Opportunities When The West End project was being conceived, consideration was given to incorporating housing into the master plan. At the time it was concluded that the timing was not right to include housing. It was hoped that housing could be added at a future date. Conditions have now changed and the potential for a housing development at The West End has surfaced. A housing developer is currently vying for the site on W16th Street originally designated for the hotel. It is anticipated that Duke will bring forward an upscale apartment proposal consisting of approximately 100 to 200 market rate units for the W16th Street site very soon. For housing to be constructed in The West End, it would require authorization within the Redevelopment Contract. Therefore, the Amended and Restated Contract includes within Section 4.1 (b) the definition of Phase IIC an allowance for at least 100 multifamily housing units. Also included in Section 4.1 is a provision that the total number of multifamily rental housing rental units in all Phases combined may not exceed 300 units; with the understanding that construction of multifamily rental housing in any Phase is contingent upon approval by the City Council of an amendment to the PUD. The addition of housing to The West End would be positive for the development and the community. It would add to the economic vitality of The West End. It is also consistent with the concept of creating a vibrant, 24/7, pedestrian oriented, transit friendly, mixed-use area. At the April 26th study session the possibility of including some affordable units within the housing at The West End was raised. At this time it is uncertain whether this is possible and what it would take to incorporate affordable housing into The West End as it has not been part of Duke’s or the housing developer’s plans to date. If it is the EDA’s direction to do so, staff will explore the idea of incorporating affordable housing at The West End with Duke and the potential housing developer. Meeting of May 17, 2010 (Item No. 4h) Page 4 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership Minor Changes and Updates Since 2007 many of the requirements in the Redevelopment Contract have been completed and other things changed. For instance, the Contract was approved prior to the completion of the plat and construction of the initial phases of the project. Thus, property references needed to be updated to reflect the new plat. In addition a new requirement was included stating that all subsequent Phases comply with the City’s recently adopted Green Building Policy. The Amended and Restated Contract also reflects several other revisions; none of which substantially alters the intent of the current Contract. A blacklined version of the Amended and Restated Contract has been attached so as to make clear all the various proposed revisions from the current Contract. Taxable TIF Note In the current Contract the EDA agreed to reimburse Duke for Redeveloper Public Improvements and Other Public Redevelopment Costs it incurred related to The West End project through issuance of one or more pay-as-you-go TIF notes in an aggregate amount not exceeding $21.1 million (referred to as “Initial Notes”) which is the desired financing method under the City's TIF Policy. The proposed Restated and Amended Contract retains this element. The Contract requires that the EDA authorize a resolution for the issuance of one or more TIF Notes when certain provisions have been met. Given that the Redeveloper has met those necessary provisions, the EDA is being asked to authorize the issuance of a single Tax Increment Pay as You Go Note for The West End. The Initial Note will be issued in the maximum aggregate principal amount of $21,100,000 and will be secured by Available Tax Increment generated by the entire TIF District. It will bear interest at a rate of 6.75%, and will have a term of 20 years (starting no earlier than 2011). Consistent with the City’s TIF Policy, Fiscal Disparities would be taken from inside the district. A 5% administrative fee would also be charged to the district which is the EDA’s typical rate. The Note is subordinate to the previously issued Senior TIF Bonds (totaling $4,965,000) which basically reimburses the City for the street improvements it made to Park Place Blvd in conjunction with The West End project. In other words, the City has first claim on the tax increments generated by the project up to $4,965,000 as reimbursement for the improvement costs it incurred related to Park Place Blvd. The Redeveloper understands that the EDA makes no warranties regarding the amount of available Tax Increment, or that revenues pledged to the Note will be sufficient to pay the principal and interest on the Note. The Redeveloper further understands that estimates of Tax Increment prepared by the EDA or its financial advisors in connection with The West End TIF District are not intended as representations on which the Redeveloper may rely. FINANCIAL OR BUDGET CONSIDERATION: In accordance with the proposed Amended and Restated Redevelopment Contract the EDA is being asked to authorize the issuance of a taxable, pay-as-you-go TIF Note in the maximum aggregate principal amount of $21,100,000 secured by Available Tax Increment generated by the entire West End TIF District. The Shoppes at West End component of the redevelopment project provide the lions share of the increment needed to support the public improvements undertaken by Duke Realty. The delay in the construction of office buildings will delay generation of tax increment that will be used to make payments to the Redeveloper for the entirety of the pay-as-you-go note. Meeting of May 17, 2010 (Item No. 4h) Page 5 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership VISION CONSIDERATION: The West End project is consistent with the City’s Vision; especially the Strategic Directions concerning gathering places, public art, trails, sidewalks and transportation. Attachments: Resolution approving Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership (See related EDA Report for The Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership) Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, EDA Executive Director and City Manager Meeting of May 17, 2010 (Item No. 4h) Page 6 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership CITY OF ST. LOUIS PARK RESOLUTION NO. 10-_____ RESOLUTION APPROVING AN AMENDED AND RESTATED CONTRACT FOR PRIVATE REDEVELOPMENT AMONG THE CITY OF ST. LOUIS PARK, THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY AND DUKE REALTY LIMITED PARTNERSHIP BE IT RESOLVED By the City Council (the “Council”) of the City of St. Louis Park ("City") as follows: Section 1. Recitals. 1.01. The St. Louis Park Economic Development Authority (the “Authority”) is currently administering its Redevelopment Project No. 1 ("Project") pursuant to Minnesota Statutes, Sections 469.001 to 469.047 ("HRA Act"), and within the Project has established The West End Tax Increment Financing District (“TIF District”). 1.02. The Authority and the City entered into a Contract for Private Redevelopment Dated as of December 17, 2007 (the “Original Contract”), regarding redevelopment of a portion of the property within the TIF District. 1.03. In light of changing market conditions, the parties have proposed to revise certain terms of the Original Contract, and to that end have prepared an Amended and Restated for Private Redevelopment (the “Amended Contract”). 1.04. The Council has reviewed the Amended Contract and finds that the approval and execution thereof and performance of the City's obligations thereunder are in the best interest of the City and its residents. Section 2. City Approval; Other Proceedings. 2.01. The Amended Contract as presented to the Council is hereby in all respects approved, subject to modifications that do not alter the substance of the transaction and that are approved by the Mayor and City Manager provided that execution of the documents by such officials shall be conclusive evidence of approval. 2.02. The Mayor and City Manager are hereby authorized to execute on behalf of the City the Amended Contract, and any documents referenced therein requiring execution by the City, and to carry out, on behalf of the City its obligations thereunder. Meeting of May 17, 2010 (Item No. 4h) Page 7 Subject: Amended and Restated Redevelopment Contract with Duke Realty Limited Partnership 2.03. City staff and consultants are authorized to take any actions necessary to carry out the intent of this resolution. Reviewed for Administration: Adopted by the City Council of the City of St. Louis Park, May 17, 2010 City Manager Mayor Attest Secretary Meeting Date: May 17, 2010 Agenda Item #: 4i OFFICIAL MINUTES Parks and Recreation Advisory Commission Meeting March 17, 2010 - 7 p.m. - Meeting MEMBERS PRESENT: Christina Barberot, Sam Flumerfelt, George Foulkes, George Hagemann, Steve Hallfin, Kirk Hawkinson and Tom Worthington MEMBERS ABSENT: Jenny Coig STAFF PRESENT: Rick Birno, Jim Vaughan, Cindy Walsh and Stacy Voelker 1. Call to Order George Hagemann, Chair, called the meeting to order at 6:58 p.m. 2. Presentation: Lacrosse Association Members introduced themselves to Mr. Kevin Reed, head coach. Mr. Reed began his coaching career as a high school coach for Hopkins Lacrosse, and then went to varsity coaching. Mr. Reed noticed many St. Louis Park kids playing on the Hopkins teams so he began the program in St. Louis Park. In 2007, the first year, approximately 45 individuals participated. The program began with Junior Varsity and Varsity at Cedar Manor. In 2008, a 9/10 team was added and they won the club championship playing at Ainsworth Park. Recently they added a7/8 team. They’ve had good seasons. The Association collaborates with Hopkins to get enough teams and have 60+ kids total participating in the 7 to 12 grades. Mr. Reed hopes the 7/8 grade level increases and would like to initiate grades 5/6 next year. He also found there may be interest at the 3rd – 4th grade level so the association is contemplating adding a clinic for that age group. The association has six coaches that get paid minimally for their time. The association president is Erika Fredericksen. They currently practice indoor at the Hopkins Pavilion then proceed to the fields April 15 to mid-June. They play their home, away and Jamboree games with four to five other teams from other cities. Mr. Reed advised thy occasionally have a summer program. As the Association does a lot of traveling, their budget is approximately $20,000 to $30,000 per year and they make approximately $5,000 to $10,000 per year from fundraising. The demographics of participants, Mr. Reed advised, are mixed and the scholarship requests have risen. The cost for grades 9-10, High School Varsity is $400. The younger age groups are $180 which covers their practices and uniforms. Mr. Hagemann inquired on the cost of the equipment and more details on the scholarships. Mr. Reed advised that last year a scholarship board was constructed; this year is the first year of a scholarship process which is modeled after the Hockey Associations. The inquirer submits a form to the president who then provides the form to the board for review. Mr. Reed advised the association has never said “no” to any child who is unable to pay. The association has received corporate sponsorship money for the scholarship fund in the past. Meeting of May 17, 2010 (Item No. 4i) Page 2 Subject: Parks and Recreation Advisory Commission Minutes March 17, 2010 The equipment expense is around $200 to get outfitted, plus $100 - $200 for a helmet. One way to save is to utilize hockey gear for Lacrosse as its similar equipment. None of the equipment cost is covered in the registration fee. Ms. Barberot inquired if equipment that is outgrown is donated. Mr. Reed proposed revamping their website to include an equipment exchange area to promote reusing equipment. Mr. Hallfin inquired if they are playing varsity programs (i.e. high schools) to which Mr. Reed responded they do play high school teams. The club level is viewed as a step down from High school teams, commented Mr. Reed, which creates a challenge to acquire teams to play games. The association has communicated with Benilde-St. Margaret’s school and the St. Louis Park High School to acquire team play. The association’s relationship with the school district is very good. The city has been great, advised Mr. Reed. The association is working with Jim Lombardi, Recreation Supervisor, to put together a recreation league and share equipment. Mr. Reed complimented the city on their help in acquiring the Junior High facility for play. Mr. Hallfin inquired on Mr. Reed’s opinion on the potential additional of a turf field at the High School. It would be great, advised Mr. Reed. The association may be able to commit funds to the project as well. Ms. Barberot would like the association to expand to include girls in the activity. Mr. Worthington indicated there are a lot of 7th and 8th graders on the Girls High School Lacrosse team. Mr. Worthington inquired if there is a fall league; Mr. Reed advised no formal fall league is offered but may offer tournaments. Members thanked Mr. Reed for his efforts; Mr. Reed expressed his gratitude to be part of the association. 3. Approval of Minutes a. January 20, 2010 Mr. Hagemann noted one amendment on page 4, item 6d, paragraph two. Change “provide a great deal for the community as a preferred contractor” to facilitate offering a discount to residents”. Commissioner Worthington made a motion to approve the January 20, 2010 minutes. The motion passed 7- 0 with changes. 4. New Business a. 2010 Playground Replacement Mr. Birno advised the members two playgrounds will be replaced in 2010 in Jorvig and Browndale Parks. Neighborhood meetings were held and resident’s selected Little Tykes Commercial Playground equipment was selected for both parks. The Jorvig neighborhood and Historical Society preferred the train theme for Jorvig. Both structures are scheduled to be replaced by mid-June. The proposed $30,000 structure at Browndale Park is a replacement for the existing structure. There were eight to nine options available. When the Meeting of May 17, 2010 (Item No. 4i) Page 3 Subject: Parks and Recreation Advisory Commission Minutes March 17, 2010 replacement occurs, advised Mr. Birno, much of the old equipment will be recycled with the remainder going into the garbage. Mr. Birno advised horseshoe pits are in more of a demand and will get revamped also. b. Birchwood Park Building Replacement Ms. Walsh indicated staff has discussed potential Birchwood Park renovations with the neighborhood over the past year. This is the last old park building to be replaced. The old building will be demolished in approximately two to three weeks and soil borings will take place. The soil is very peaty as it was a low area that was filled in. Soil corrections will take place prior to replacing the building. The goal is to have the building ready by ice skating season and will be staffed in the winter. Staff will be provided at the same number of warming houses, but will rotate locations annually. Off street parking will be created, advised Ms. Walsh, and the neighborhood recommended staff fix and retain the horseshoe pits. Mr. Birno advised no summer playground program, nor any youth activities, will be held there this summer due to the construction. The neighborhood is aware and very understanding. One unique item proposed at Birchwood Park, Ms. Walsh continued, is a cell monopole. These poles are currently on water towers and schools. The neighborhood is excited about the revenue the city will gain and recommended the revenue is retained in the Park Improvement Fund (“PIF”). The proposal must be brought before the Planning Commission and Council for approval. Staff will coordinate the Conditional Use Permit at the same time. Mr. Worthington voiced his concern about the precedent of cell tower in parks. Ms. Walsh indicated it all depends on what the neighborhood is comfortable with. Mr. Hagemann feels it is an integrated use to an existing pole; more comfortable with mixed use. Mr. Worthington inquired if guidelines should be established on what’s allowed in the parks; Ms. Walsh indicated the zoning ordinance covers that. Ms. Barberot feels there is a need to generate more revenue, especially in these economic times. Mr. Hallfin inquired where the revenue will go; it is requested the revenue stay in the PIF Ms. Walsh advised. Mr. Hagemann inquired if the Commission needs to pass a motion for the money to remain in the PIF. Mr. Birno advised the neighborhood was very direct in their request for revenue stay in PIF. Mr. Worthington feels guidelines should be set. Mr. Hallfin feels this would suggest no precedence and each proposal would be discussed as individual items. Mr. Worthington prefers to articulate decision process on how each proposal is discussed and the steps to follow. Perhaps have a decision tree which includes discussion on public participation, lasting use, interfere with other uses, etc. Mr. Birno inquired if the decision process from the Fish and Wildlife Department is public information and could be reviewed by staff. Members discussed and agreed every proposal would go through the PRAC and a process. Ms. Walsh advised the proposal will go to council in April. Mr. Hagemann proposed a motion that the Parks and Recreation Advisory Commission support a cell phone tower when the decision is made the revenue would go into Park Improvement Fund. Ms. Barberot advised from past experience revenue helped recreation uses for tough economic times there are ways to find revenue without compromising values. Meeting of May 17, 2010 (Item No. 4i) Page 4 Subject: Parks and Recreation Advisory Commission Minutes March 17, 2010 Commissioner Hagemann motioned when the economic use of St. Louis Park Public Park lands occur, the funds will be directed to the Park Improvement Fund. Approved 7 - 0. 5. Old Business a. Minnehaha Creek Clean up Planning The Commission was directed to meet at 9:30 a.m. on Saturday, April 17 at the Knollwood canoe landing by Bremer bank. Staff will provide a large map of the creek sections and prefer to mark on map where large items are in creek for maintenance to find. Commission members will lead groups and have sections defined on the map. Target will provide refreshments (water and soda) for 100 participants, Ms. Barberot indicated. Members and staff discussed the logistics of the clean up and refreshment distribution. Mr. Vaughan advised signs will be posted directing volunteers. Items provided include recycling and garbage containers, grabbers, pickers, gloves, and waders. Volunteers will be instructed to pull heavy bags to a specified location that’s easily accessible for maintenance to pick up. Known volunteers include Target, Girls’ Lacrosse team, Girl Scout troop, and Boy Scout troop. Mr. Flumerfelt will attempt to have 10-15 volunteers from BSM attend. Mr. Vaughan asked if Commission members are unavailable to attend, please advise. Members thanked Mr. Vaughan. 6. Communications a. Chair Mr. Hagemann indicated he has been working with Scott Brink, the City Engineer, on the Sidewalk and Trial Comprehensive plan. The plan proposes a stripped shoulder on Wooddale Bridge for an on-road bike route and through lanes for bicycles on Wooddale Avenue. This is one of the five obstacles identified in the St. Louis Park Vision. Refuge areas in medians will be included for pedestrians and bicyclists. The Friends of the Arts Arts and Culture grant was presented to Council on Monday, advised Mr. Hagemann. The grant fund had $23,000 this year that was supported by the City and the Community Foundation to fund entities that want to sponsor art activities in St. Louis Park. The subset of that program is to review the decision making process and clarify school programs that have access to school funds. Also, the Arts and Culture committee is discussing if the funding should be given away annually or save for a monumental project over several years to create a larger venue. Ms. Barberot suggested a scholarship for St. Louis Park students that will study art; Mr. Hagemann advised the Arts for Life program sponsors individuals. The individuals do not need to be local to participate in that program. The Friends of the Arts and the Art & Culture Grant committee recommended Mr. Hagemann ask the Commission to ask city staff to investigate and develop hosting a new Meeting of May 17, 2010 (Item No. 4i) Page 5 Subject: Parks and Recreation Advisory Commission Minutes March 17, 2010 space on the city’s existing website that showcase all opportunities for art (i.e. pictures, sound, video, historical information, funders). Mr. Hagemann indicated the City of Edina has this on their website. Commission members inquired if the city would include this information on their website, would they also maintain it? Mr. Hagemann advised they would and FOA would like to memorialize all things that have been done. Members discussed proposition. Mr. Foulkes inquired on how the city would acquire information. Mr. Hagemann advised part of the process would be to identify specifics by staff. The Friends of the Arts and the Park and Recreation Advisory Commission motion that staff investigate and promote the City developing and hosting new space on its website that will showcase the public art opportunities available in St Louis Park, including those on private land, when appropriate. It is recommended that this space include any pictures, sound, video and written descriptions or other historical information necessary for residents to get a good understanding of each piece of art and its context and funder(s). It is also recommended that a map or other tool be included to allow both easy locating of individual pieces of art as well as showing an overview of all locations. This motion was adopted by the Board of the Friends of the Arts on Thursday February 25, 2010. Ms. Walsh advised staff will research and bring back to the Commission at a future meeting. b. Commissioners Ms. Barberot distributed a Star Tribune article describing how Three Rivers will discontinue the sale of water in plastic bottles. It was suggested to provide water fountains or have the city sell reusable plastic water bottles. Ms. Walsh advised the city is under a three-year contract for the vending machines located at The Rec Center which is one of the only places that has vending. The Baseball Association provides concessions at Carlson and Skippy fields; the Rotary provides concessions at Paul Frank field as does the Soccer Association, Ms. Walsh indicated. Drinking water is available in city parks. Mr. Birno advised there is a 9 to 1 sales ratio for fountain drinks in the Aquatic Park concession area versus plastic water bottles. Ms. Walsh indicated most people are unaware there is no market for recycling plastic any longer. Mr. Birno indicated the city can request canned water when the vending contract is renegotiated. Members directed staff to research and provide ideas to raise awareness and move away from plastic bottles. Mr. Hawkinson inquired if St. Louis Park has a Miracle League as Hopkins does; Mr. Hallfin advised no, but St. Louis Park works with Hopkins Challenger program which is a great program as it covers the area, not just Hopkins. Mr. Hawkinson inquired if there are restrictions to stay off the fields due to moisture. Mr. Birno advised there are restrictions now; permits are issued no earlier than the first week in April for field use. Jim Vaughan, Environmental Coordinator, advised the city’s tree sale will be available through Friday, March 19. May 1 will be the distribution date for pick up from the Municipal Service Center. Meeting of May 17, 2010 (Item No. 4i) Page 6 Subject: Parks and Recreation Advisory Commission Minutes March 17, 2010 c. Friends of the Arts Update Mr. Hagemann advised the poetry project, “Versus and Voices” is well underway with good publicity included on the St. Louis Park arts website. d. Program Report – Rick Birno Mr. Birno distributed winter rink participation numbers for the winter (4,600 for year) which indicates winter rinks were busy, with good sales on hot cocoa. Members also received a flyer of the summer concert series and special summer activities. e. Director Report Ms. Walsh advised the Commission that the turf feasibility study will be presented to Council on Monday, March 22. This is only a feasibility study about the cost and does not include partnership opportunities, logistics, etc. Members were reminded the Council has different members now than the ones that recommended the study. Soils in St. Louis Park are not good, Ms. Walsh indicated, and stormwater soil/ponding is big piece of this study given the School districts site. Ponding may need to be underground due to location limitations. Mr. Worthington inquired of the cost savings if completed at the same time as Benilde-St. Margaret. Ms. Walsh advised savings are very minimal and not enough to make a difference on whether or not to do the project. Staff explored what other cities charge for turf time as the field would be used on a permit basis. The permit charges range from $25 to $120 per hour. Ms. Walsh advised the cost of carpet turf is $750,000 which is about half of the cost when dealing with landscaping, soil prep, etc. The expense would be approximately 1.5 million without the additional stadium building. Ms. Walsh also mentioned the concession building may need to be replaced and indoor restrooms may be required to add if a turf field is added. Mr. Hallfin and Mr. Hagemann commented new council members have been unresponsive to their emails. 7. Adjournment It was moved by Commissioner Hallfin to adjourn at 8:47 p.m. The motion passed 7 - 0. Respectfully submitted, Stacy Voelker Stacy Voelker Recording Secretary Meeting Date: May 17, 2010 Agenda Item #: 4j Police Advisory Commission Minutes – March 3, 2009 Aquila Room, City Hall I. Call to Order Chair Widmer called the meeting to order at 7:01. Commissioners Present: Alexa Trussoni, Cindy Hoffman, Ken Huiras, Pat Swiderski and Hans Widmer Staff Present: Lieutenant Harcey and Ms. Stegora-Peterson. II. Approval of Minutes Motion to approve the January minutes was made by Commissioner Huiras, seconded by Commissioner Swiderski. The minutes were approved. III. Election of Officers Commissioner Trussoni nominated Hans Widmer as Chair. Chair Widmer accepted the nomination. Motion to approve the nomination of Hans Widmer as Chair was made by Commissioner Trussoni, seconded by Commissioner Swiderski. The motion was approved. Commissioner Huiras nominated Jim Smith as Vice Chair. Motion to approve the nomination of Jim Smith as Vice Chair was made by Commissioner Huiras, seconded by Commissioner Swiderski. The motion was approved. IV. New Commissioners Lt. Harcey indicated the Council was still doing interviews. There are five vacancies and three applicants with a lot of experience. V. HRC Update Commissioner Swiderski noted she hadn’t been able to attend the last meetings, but would try to make it to the next one. Commissioner Trussoni volunteered to go as well. Meeting of May 17, 2010 (Item No. 4j) Page 2 Subject: Police Advisory Commission Minutes March 3, 2010 Annual Report - 2010 planning: Recap of City Council Report Out Chair Widmer indicated he attended the Council Study Session with Commissioner Huiras and Chief Luse. The Council said that they were doing a good job and gave a few new ideas for the Commission to work on. Lt. Harcey stated the Council was very engaged and had a lot of input and recommendations that were encouraging. Chair Widmer noted some of the ideas included: Information on what constitutes a crime; recommend doing public service announcements (PSA) bilingual (Spanish and Somali); Have a card for Police to present to non English speaking residents with necessary information (Lt. Harcey didn’t feel that was a problem. If necessary they can get an interpreter); More outreach to immigrant groups-work with the HRC; Create education and prevention on domestic abuse (PSA-work with Cornerstone); Mental Health issues; Traffic issues (cut through traffic, speeding, stop signs) and education. Lt. Harcey stated the Council was thinking about upcoming construction on Excelsior and Highway 7 this summer and was concerned about cut through traffic. Chair Widmer suggested Commissioners think about ideas and how to work on some of the Council suggestions. VI. 2010 Golf Tournament – initiate planning process Lt. Harcey would like to get information sent (postcard) in April to previous sponsors and participants. VII. PSA – Video Project - Update Chair Widmer asked about the Day in the Life PSA? Lt. Harcey responded an Officer is scheduled to film with Mr. Dunlap and it should be completed soon. They will start working on a Traffic Stop PSA and also one on Community Policing (Commissioner Hoffman was working on an outline). Lt. Harcey asked if a Commissioner could contact Cornerstone to help work on a domestic violence PSA? Commissioner Hoffman volunteered to contact them. Chair Widmer suggested Commissioners think about cut through traffic and speeding issues for a future PSA. VIII. Citizen’s Academy – Spring 2010 Class – Graduation March 7, 2010 Lt. Harcey noted he would send information via Email to Commissioners. Meeting of May 17, 2010 (Item No. 4j) Page 3 Subject: Police Advisory Commission Minutes March 3, 2010 Children’s First Event Booth with HRC – May 16, 2010 – Plan Now Please save this date. There may also be an open house that Commissioners can be involved with. IX. Other Old or New Business Commissioner Huiras thanked the Police Department School Liaison for attending the Men's group at Lennox. Commissioner Swiderski suggested preparing a hand out on cut-through traffic and the upcoming construction to give out at the Ice Cream Social. Commissioner Trussoni expressed concerns about officers driving too fast on Minnetonka when coming and going to work (non emergency). X. Adjourn The meeting adjourned at 7:38 PM. Meeting Date: May 17, 2010 Agenda Item #: 4k 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 May 1, 2010 through May 14, 2010. 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 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 1Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 1,510.95FABRICATIONOTHER IMPROVEMENT SUPPLIES3M 1,510.95 32.06PARK MAINTENANCE G & A GENERAL SUPPLIESAAA LAMBERTS LANDSCAPE PRODUCT 87.87STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 119.93 376.72SPLASH PAD MAINT - Oak Hill Pk GENERAL SUPPLIESABLE HOSE & RUBBER INC 376.72 239.21GENERAL REPAIR EQUIPMENT MTCE SERVICEABM EQUIPMENT & SUPPLY INC 239.21 720.00PRE-SCHOOL PROGRAMS OTHER CONTRACTUAL SERVICESABRAKADOODLE 720.00 758.25POLICE G & A EQUIPMENT MTCE SERVICEACCURATE RADAR SPECIALTIES 758.25 137.91PARK AND RECREATION BALANCE SH INVENTORYACTION FLEET INC 137.91 179.79PARK EQUIPMENT MAINTENANCE OTHER CONTRACTUAL SERVICESAIM ELECTRONICS 179.79 1,953.15EMPLOYEE FLEX SPEND G&A TUITIONALBRECHT, MARY 1,953.15 90.47PARK AND RECREATION BALANCE SH INVENTORYAMERICAN TIRE DISTRIBUTORS 90.47 143.52PUBLIC WORKS OPS G & A OPERATIONAL SUPPLIESAMERIPRIDE LINEN & APPAREL SER 88.72PARK MAINTENANCE G & A OPERATIONAL SUPPLIES 26.72ENTERPRISE G & A GENERAL SUPPLIES 95.62VEHICLE MAINTENANCE G&A OPERATIONAL SUPPLIES 69.36WATER UTILITY G&A OPERATIONAL SUPPLIES 69.36SEWER UTILITY G&A OPERATIONAL SUPPLIES 493.30 3,356.14INSTALLATIONOTHER IMPROVEMENT SUPPLIESANDERSEN INC, EARL 1,965.43PARK EQUIPMENT MAINTENANCE OTHER IMPROVEMENT SUPPLIES 5,321.57 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 2 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 2Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 488.83PARK MAINTENANCE G & A GENERAL SUPPLIESAPACHE GROUP OF MINNESOTA 361.02BUILDING MAINTENANCE GENERAL SUPPLIES 849.85 302.03HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEAQUILA NEIGHBORHOOD ASSN 302.03 280.04ICE RESURFACER BLDG/STRUCTURE SUPPLIESARENA SYSTEMS 280.04 1,880.00WATER UTILITY G&A EQUIPMENT MTCE SERVICEAUTOMATIC SYSTEMS INC 1,880.00SEWER UTILITY G&A EQUIPMENT MTCE SERVICE 940.00STORM WATER UTILITY G&A EQUIPMENT MTCE SERVICE 4,700.00 2,443.34PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESB&H FLOORING 2,443.34 7,117.79TREE REPLACEMENT TREE REPLACEMENTBAILEY NURSERIES INC 7,117.79 300.00POLICE G & A OTHER CONTRACTUAL SERVICESBENSON CONSTRUCTION CORP, J 300.00 2,000.00HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEBIRCHWOOD NEIGHBORHOOD ASSOC 2,000.00 24.91HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEBLACKSTONE NEIGHBORHOOD ASSN 24.91 97.21WATER UTILITY G&A GENERAL CUSTOMERSBOLAND, AMANDA 97.21 702.77PARK AND RECREATION BALANCE SH INVENTORYBOYER TRUCK PARTS 702.77 107.46WATER UTILITY G&A GENERAL CUSTOMERSBRAMA, ELIZABETH 107.46 221.47WATER UTILITY G&A GENERAL CUSTOMERSBREDESON, ERIK 221.47 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 3 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 3Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 135.50ENGINEERING G & A SUBSCRIPTIONS/MEMBERSHIPSBRINK, SCOTT 135.50 527.22HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEBROOKSIDE NEIGHBORHOOD ASSN 527.22 679.70HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEBROWNDALE NEIGHBORHOOD ASSOCIA 679.70 285.48WATER UTILITY G&A GENERAL CUSTOMERSBUEIDE, DAVID 285.48 160.00SOFTBALLOTHER CONTRACTUAL SERVICESBURGAU, NATE 160.00 15,090.00REILLY BUDGET OTHER IMPROVEMENT SUPPLIESCALGON CARBON CORP 15,090.00 13,708.99ADMINISTRATION G & A LEGAL SERVICESCAMPBELL KNUTSON PROF ASSOC 54.25EXCESS PUBLIC LAND LEGAL SERVICES 1,352.50RIGHT-OF-WAY IMPROVEMENTS OTHER THAN BUILDI 15,115.74 400.00WATER UTILITY G&A LICENSESCANADIAN PACIFIC RAILWAY 400.00 744.15EMPLOYEE FLEX SPEND G&A TUITIONCAPECCHI, MICHAEL 744.15 255.43IT G & A EQUIPMENT MTCE SERVICECARTRIDGE CARE 255.43 188.25EMPLOYEE FLEX SPEND G&A GENERAL PROFESSIONAL SERVICESCBIZ FINANCIAL SOLUTIONS INC 188.25 241.85TECHNOLOGY REPLACEMENT OFFICE EQUIPMENTCDW GOVERNMENT INC 241.85 4,796.90DISCOUNT LOAN PROGRAM OTHER CONTRACTUAL SERVICESCENTER ENERGY & ENVIRONMENT 5,205.28GREEN REMODELING PROGRAM OTHER CONTRACTUAL SERVICES 5,454.66MOVE-UP PROGRAM OTHER CONTRACTUAL SERVICES Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 4 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 4Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 15,456.84 1,531.99FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY 770.43PARK MAINTENANCE G & A HEATING GAS 63.40WESTWOOD G & A HEATING GAS 57.70NATURALIST PROGRAMMER HEATING GAS 68.12GO BONDS-FIRE STATIONS G&A HEATING GAS 3,424.12WATER UTILITY G&A HEATING GAS 123.75REILLY G & A HEATING GAS 219.73SEWER UTILITY G&A HEATING GAS 6,259.24 66.57WATER UTILITY G&A OPERATIONAL SUPPLIESCINTAS FIRST AID & SAFETY 66.57 5.00-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCITIZENS INDEPENDENT BANK 7.41IT G & A BANK CHARGES/CREDIT CD FEES 14.00FACILITIES MCTE G & A BANK CHARGES/CREDIT CD FEES 631.72GENERAL BUILDING MAINTENANCE GENERAL SUPPLIES 13.04-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTS 940.79HOLIDAY PROGRAMS GENERAL SUPPLIES 14.47-CABLE TV BALANCE SHEET DUE TO OTHER GOVTS 171.58CABLE TV G & A OFFICE EQUIPMENT 45.00TELECOMMUNICATIONS COMMISSION SEMINARS/CONFERENCES/PRESENTAT 66.32TV PRODUCTION GENERAL SUPPLIES 1,052.36TV PRODUCTION NON-CAPITAL EQUIPMENT 30.80TV PRODUCTION REPAIRS 154.32TV PRODUCTION MEETING EXPENSE 3,081.79 117.09INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESCOLBORN, CHRISTINE 117.09 15,763.06ADMINISTRATION G & A LEGAL SERVICESCOLICH & ASSOCIATES 15,763.06 723.22BUILDING MAINTENANCE GENERAL SUPPLIESCONTINENTAL RESEARCH CORP 723.22 19.78-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCREATIVE PRODUCT SOURCING INC 307.43DARE PROGRAM OPERATIONAL SUPPLIES 287.65 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 5 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 5Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 29.26POLICE G & A SUBSISTENCE SUPPLIESCUB FOODS 22.43NEIGHBORHOOD OUTREACH OPERATIONAL SUPPLIES 94.76ERUOPERATIONAL SUPPLIES 146.45 9,113.24WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESDAKOTA SUPPLY GROUP 9,113.24 56.86BUILDING MAINTENANCE GENERAL SUPPLIESDALCO ENTERPRISES INC 56.86 237.00FINANCE G & A GENERAL PROFESSIONAL SERVICESDEPOSITORY TRUST & CLEARING CO 237.00 25.00FACILITIES MCTE G & A LICENSESDEPT LABOR & INDUSTRY 2,546.88INSPECTIONS G & A DUE TO OTHER GOVTS 25.00PARK MAINTENANCE G & A SUBSCRIPTIONS/MEMBERSHIPS 2,596.88 237.00PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDIDEPT NATURAL RESOURCES 237.00 253.35ENTERPRISE G & A ADVERTISINGDEX MEDIA EAST LLC 253.35 2,450.00UNINSURED LOSS G&A UNINSURED LOSSDIAMOND ENERGY SYSTEMS INC 2,450.00 302.06BUILDING MAINTENANCE BUILDING MTCE SERVICEDJ ELECTRIC SERVICES INC 935.32PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 1,237.38 1,082.35SUPPORT SERVICES G&A POSTAGEDO-GOOD.BIZ INC 1,082.35 762.22ELEVATOR MTCE BUILDING MTCE SERVICEDYMANYK ELECTRIC INC 4,568.11E-911 PROGRAM EQUIPMENT MTCE SERVICE 5,330.33 1,748.25WIRING REPAIR OTHER CONTRACTUAL SERVICESEGAN COMPANIES INC 1,748.25 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 6 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 6Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 7,513.32PARK AND RECREATION BALANCE SH INVENTORYEGAN OIL CO 7,513.32 1,187.50ESCROWSEHLERS & ASSOCIATES INC 1,187.50 875.00CABLE TV G & A OTHER CONTRACTUAL SERVICESELERT & ASSOCIATES 875.00 675.00OPERATIONSOPERATIONAL SUPPLIESEMERGENCY MEDICAL PRODUCTS 675.00 33,973.83SOLID WASTE COLLECTIONS RECYCLING SERVICEEUREKA RECYCLING 33,973.83 1,463.77IT G & A OFFICE EQUIPMENTEXECUTIVE OFFICE CONCEPTS LTD 1,463.77 94.51PARK AND RECREATION BALANCE SH INVENTORYFACTORY MOTOR PARTS CO 94.51 3.51VEHICLE MAINTENANCE G&A GENERAL SUPPLIESFASTENAL COMPANY 17.48SEWER UTILITY G&A GENERAL SUPPLIES 20.99 83.47POLICE G & A POSTAGEFEDEX 83.47 967.95WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESFERGUSON WATERWORKS 111.30WATER UTILITY G&A IMPROVEMENTS OTHER THAN BUILDI 149.37STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 1,228.62 274.31ICE RESURFACER MOTOR FUELSFERRELLGAS 274.31 58.13WATER UTILITY G&A GENERAL CUSTOMERSFIRST FINANCIAL TITLE AGENCY 58.13 8.86WATER UTILITY G&A GENERAL CUSTOMERSFORCELLE, TIMOTHY 8.86 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 7 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 7Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 27.23HUMAN RESOURCES GENERAL SUPPLIESFOSSE, ALI 27.23 229.94WATER UTILITY G&A GENERAL CUSTOMERSGIBRALTAR TITLE AGENCY LLC 229.94 750.00ESCROWSPMC ESCROWGONG, ERIC 750.00 845.00UNINSURED LOSS G&A UNINSURED LOSSGRANITE LEDGE ELECTRICAL CONTR 845.00 300.00SOFTBALLOTHER CONTRACTUAL SERVICESHAMILTON, MIKE 300.00 2,600.00PUBLIC WORKS G & A TRAININGHAMLINE UNIVERSITY 2,600.00 8,392.71STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICEHD SUPPLY WATERWORKS LTD 8,392.71 24.22MIXING SAND AND SALT OTHER IMPROVEMENT SUPPLIESHEDBERG AGGREGATES 1,321.54STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 1,345.76 200.00SOFTBALLOTHER CONTRACTUAL SERVICESHENDERSON, TRACY 200.00 536.29POLICE G & A OTHER RECOVERIESHENNEPIN COUNTY ATTORNEY'S OFF 536.29 10.00IT G & A SUBSCRIPTIONS/MEMBERSHIPSHENNEPIN COUNTY GIS USER GROUP 30.00ASSET MANAGEMENT SUBSCRIPTIONS/MEMBERSHIPS 40.00 664.77POLICE G & A SUBSISTENCE SERVICEHENNEPIN COUNTY SHERIFF 664.77 5,062.50POLICE G & A SUBSISTENCE SERVICEHENNEPIN COUNTY TREASURER 357.37PARK MAINTENANCE G & A GARBAGE/REFUSE SERVICE 2,172.95SPEC ASSMT CONSTRUCTION GENERAL PROFESSIONAL SERVICES Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 8 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 8Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 133.33WATER UTILITY G&A TRAINING 133.33SEWER UTILITY G&A TRAINING 133.34STORM WATER UTILITY G&A TRAINING 7,992.82 330.58WATER UTILITY G&A BLDG/STRUCTURE SUPPLIESHIRSHFIELDS 330.58 379.69GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHOME DEPOT CREDIT SERVICES 18.62PARK MAINTENANCE G & A GENERAL SUPPLIES 200.08TREE MAINTENANCE OTHER IMPROVEMENT SUPPLIES 106.60BEAUTIFICATION / FLOWERS LANDSCAPING MATERIALS 25.05BUILDING MAINTENANCE GENERAL SUPPLIES 140.54PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 69.34WATER UTILITY G&A BLDG/STRUCTURE SUPPLIES 94.93WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIES 32.12SEWER UTILITY G&A GENERAL SUPPLIES 1,066.97 52.33GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHOME HARDWARE 6.37POLICE G & A POLICE EQUIPMENT 60.81PARK MAINTENANCE G & A GENERAL SUPPLIES 119.51 325.00SOFTBALLOTHER CONTRACTUAL SERVICESHOWES, JEFFREY 325.00 175.00SOFTBALLOTHER CONTRACTUAL SERVICESHOWES, KRISTINE 175.00 84.74SPECIAL PROJECTS GENERAL SUPPLIESHSBC BUSINESS SOLUTIONS 13.98WESTWOOD G & A CONCESSION SUPPLIES 17.98FAMILY PROGRAMS CONCESSION SUPPLIES 116.70 127.94PARK AND RECREATION BALANCE SH INVENTORYI-STATE TRUCK CENTER 127.94 1,714.95CABLE TV G & A OTHER CONTRACTUAL SERVICESIMPLEX.NET INC 38.06CABLE TV G & A BANK CHARGES/CREDIT CD FEES 1,753.01 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 9 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 9Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 50.79WATER UTILITY G&A EQUIPMENT PARTSINDELCO 49.63WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIES 100.42 3.20IT G & A TELEPHONEINTEGRA TELECOM 3.20 241.05PARK AND RECREATION BALANCE SH INVENTORYINVER GROVE FORD 241.05 42.00JR LEADERS GENERAL SUPPLIESISD #283 77.00WESTWOOD G & A GENERAL SUPPLIES 119.00 60.18WATER UTILITY G&A GENERAL CUSTOMERSJAKUBIC, MEG 60.18 823.02OPERATIONSOPERATIONAL SUPPLIESJEFFERSON FIRE & SAFETY INC 823.02 701.84WATER UTILITY G&A BUILDING MTCE SERVICEJOHN HENRY FOSTER MN 701.84 170.51PARK AND RECREATION BALANCE SH INVENTORYJOHNSON LUBRICANTS, BOB 170.51 668,895.00MUNICIPAL BLDG BUILDINGS & STRUCTURESJORGENSON CONSTRUCTION INC 668,895.00 2,990.90PARK GROUNDS MAINTENANCE OTHER IMPROVEMENT SUPPLIESJRK SEED & SURG SUPPLY 2,990.90 1,501.25GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESK & K SALES 1,501.25 1,636.20PARK AND RECREATION BALANCE SH INVENTORYKATH FUEL OIL SERVICE 1,636.20 29.43FAMILY PROGRAMS CONCESSION SUPPLIESKENIGER, ALISA 29.43 621.00ESCROWSKENNEDY & GRAVEN Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 10 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 10Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 621.00 16,813.03PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESKRECH, O'BRIEN, MUELLER & WASS 16,813.03 86.76PATCHING-PERMANENT OTHER IMPROVEMENT SUPPLIESLAKES GAS CO 189.38CRACK SEALING PROJECTS OTHER IMPROVEMENT SUPPLIES 276.14 2,500.00ESCROWSBROOKSIDE TRAFFIC STUDYLAKEWEST DEVELOPMENT CO 2,500.00 54.19PARK AND RECREATION BALANCE SH INVENTORYLANO EQUIPMENT INC 54.19 15,000.00ESCROWSPMC ESCROWLARISH & DARRIL OTTO, SUSAN 15,000.00 112.25ELECTRICAL SYSTEM MTCE BLDG/STRUCTURE SUPPLIESLARSON, JH CO 1,533.41BUILDING MAINTENANCE GENERAL SUPPLIES 1,645.66 3,291.75TREE REPLACEMENT TREE REPLACEMENTLAUREL TREE FARMS 3,291.75 243.88EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l expLEAGUE OF MINNESOTA CITIES 243.88 99.93ADMINISTRATION G & A OFFICE SUPPLIESLEAGUE OF MN CITIES 99.93 1,834.69UNINSURED LOSS G&A UNINSURED LOSSLEAGUE OF MN CITIES INSURANCE 1,834.69 244.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESLENTNER, LAURA 244.00 52.20POLICE G & A OTHER CONTRACTUAL SERVICESLEXISNEXIS 52.20 794.63SEWER UTILITY G&A MOTOR FUELSLUBRICATION TECHNOLOGIES INC 794.63 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 11 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 11Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 4,452.41PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESLUMA SALES ASSOC 4,452.41 550.00GENERAL REPAIR EQUIPMENT MTCE SERVICEMAACO AUTO PAINTING 550.00 110.00COMM & MARKETING G & A OTHER CONTRACTUAL SERVICESMAGC 110.00 125.68VEHICLE MAINTENANCE G&A GENERAL SUPPLIESMCCLARD & ASSOCIATES INC 125.68 845.00RANGEREPAIRSMEGGITT TRAINING SYSTEMS INC 845.00 42.97ROUTINE MAINTENANCE OTHER IMPROVEMENT SUPPLIESMENARDS 16.06WESTWOOD G & A GENERAL SUPPLIES 27.66STORM WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIES 86.69 457.34SEWER UTILITY G&A GENERAL CUSTOMERSMETHODIST HOSPITAL 457.34 48.00INSPECTIONS G & A MECHANICALMETRO HEATING & COOLING 48.00 212.00VOLLEYBALLOTHER CONTRACTUAL SERVICESMETRO VOLLEYBALL OFFICIALS 212.00 27,027.00INSPECTIONS G & A DUE TO OTHER GOVTSMETROPOLITAN COUNCIL 27,027.00 894.35PATCHING-PERMANENT OTHER IMPROVEMENT SUPPLIESMIDWEST ASPHALT CORP 894.35 1,035.00WATER UTILITY G&A OTHER CONTRACTUAL SERVICESMIDWEST TESTING LLC 1,035.00 238.12HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEMINIKAHDA OAKS NEIGHBORHOOD AS 238.12 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 12 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 12Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 149.04EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA BENEFIT ASSOC 149.04 1,467.20EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSMINNESOTA CHILD SUPPORT PYT CT 1,467.20 16.00EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA NCPERS LIFE INS 16.00 252.00FACILITIES MCTE G & A LICENSESMINNESOTA REVENUE 252.00 12.68DAMAGE REPAIR SMALL TOOLSMN MAINTENANCE EQUIPMENT INC 12.68 1,240.00REILLY BUDGET LICENSESMPCA 1,240.00 412.36PARK AND RECREATION BALANCE SH INVENTORYMTI DISTRIBUTING CO 412.36 106.57ELECTRICAL SYSTEM MTCE EQUIPMENT PARTSNAPA (GENUINE PARTS CO) 477.37PARK AND RECREATION BALANCE SH INVENTORY 63.45BUILDING MAINTENANCE GENERAL SUPPLIES 41.99VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 689.38 2,002.50STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICENEUMANNS ENTERPRISE 2,002.50 427.50BEAUTIFICATION / FLOWERS LANDSCAPING MATERIALSNORTHERN PERENNIALS INC 427.50 500.00POLICE G & A OTHER CONTRACTUAL SERVICESOAK KNOLL ANIMAL HOSPITAL 500.00 7.27WATER UTILITY G&A GENERAL CUSTOMERSOBRYAN, STEVE 7.27 123.63HUMAN RESOURCES OFFICE SUPPLIESOFFICE DEPOT 14.04FINANCE G & A OFFICE SUPPLIES 56.16GENERAL INFORMATION OFFICE SUPPLIES Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 13 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 13Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 82.97GENERAL BUILDING MAINTENANCE OFFICE SUPPLIES 32.04POLICE G & A OFFICE SUPPLIES 16.12POLICE G & A OPERATIONAL SUPPLIES 16.11PATROLOPERATIONAL SUPPLIES 126.65COP SHOP OFFICE SUPPLIES 47.80INSPECTIONS G & A GENERAL SUPPLIES 120.44PUBLIC WORKS G & A OFFICE SUPPLIES 18.78PUBLIC WORKS OPS G & A OFFICE SUPPLIES 59.91ORGANIZED REC G & A OFFICE SUPPLIES 18.78PARK MAINTENANCE G & A OFFICE SUPPLIES 13.47WESTWOOD G & A OFFICE SUPPLIES 18.78VEHICLE MAINTENANCE G&A OFFICE SUPPLIES 3.50HOUSING REHAB G & A OFFICE SUPPLIES 769.18 590.04ADMINISTRATION G & A GENERAL PROFESSIONAL SERVICESOFFICE TEAM 1,731.38INSPECTIONS G & A GENERAL PROFESSIONAL SERVICES 2,321.42 174.57REFORESTATIONOTHER IMPROVEMENT SUPPLIESOLSEN CHAIN & CABLE CO INC 29.00VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 163.35SEWER UTILITY G&A BLDG/STRUCTURE SUPPLIES 366.92 136.13INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESPAPP, MELISSA 136.13 1,464.00EMPLOYEE FLEX SPEND G&A TUITIONPARKER, JON 1,464.00 952.09COMM & MARKETING G & A PRINTING & PUBLISHINGPERNSTEINER CREATIVE GROUP INC 952.09 6.00POLICE G & A TRAININGPETTY CASH 44.67CRACK SEALING PROJECTS GENERAL SUPPLIES 34.08TRAININGTRAINING 10.00TRAININGSEMINARS/CONFERENCES/PRESENTAT 7.75MEETINGSMEETING EXPENSE 15.00VEHICLE MAINTENANCE G&A SEMINARS/CONFERENCES/PRESENTAT 89.50VEHICLE MAINTENANCE G&A LICENSES 207.00 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 14 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 14Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 111.15PARK GROUNDS MAINTENANCE OTHER CONTRACTUAL SERVICESPHILIP'S TREE CARE INC 111.15 490.88INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESPOLK, MARLA 490.88 221.66PARK AND RECREATION BALANCE SH INVENTORYPOMP'S TIRE SERVICE INC 221.66 361.40PARK MAINTENANCE G & A TELEPHONEPOPP TELECOM 361.40 126.00ICE RESURFACER EQUIPMENT MTCE SERVICEPRINTERS SERVICE INC 126.00 112.21IT G & A OFFICE SUPPLIESQUILL CORP 112.21 5,000.00ESCROWSBROOKSIDE TRAFFIC STUDYQUIRING EXCAVATING LLC 5,000.00 50.00TREE MAINTENANCE OTHER IMPROVEMENT SUPPLIESRAINBOW TREECARE 50.00 2,130.70FACILITY OPERATIONS GARBAGE/REFUSE SERVICERANDY'S SANITATION INC 960.92REC CENTER BUILDING GARBAGE/REFUSE SERVICE 434.39SPEC ASSMT CONSTRUCTION OTHER CONTRACTUAL SERVICES 93.68WATER UTILITY G&A GARBAGE/REFUSE SERVICE 712.50SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICE 4,332.19 95.00INSPECTIONS G & A MULTI-FAMILY HOUSINGRASMUSSEN, MARY 95.00 194.34FACILITIES MCTE G & A GENERAL SUPPLIESREED CONSTRUCTION DATA 273.06STREET CAPITAL PROJ G & A IMPROVEMENTS OTHER THAN BUILDI 467.40 2,763.83SOLID WASTE COLLECTIONS OTHERREHRIG PACIFIC CO 2,763.83 484.86GENERAL REPAIR EQUIPMENT MTCE SERVICERESTORATION AUTO GLASS NEW BRI Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 15 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 15Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 484.86 750.00HUMAN RESOURCES ORGANIZATIONAL DEVELOPMENTRICE LEADERSHIP CONSULTING, ML 750.00 300.00FACILITY ROOM RENTAL RENT REVENUEROGERS, TERESA 300.00 291.00ADMINISTRATION G & A SUBSCRIPTIONS/MEMBERSHIPSROTARY CLUB OF SLP 85.00SUPERVISORYSUBSCRIPTIONS/MEMBERSHIPS 224.00SUPERVISORYMEETING EXPENSE 600.00 475.00PLUMBING MTCE BUILDING MTCE SERVICEROTO-ROOTER 824.00BOILER MTCE BUILDING MTCE SERVICE 1,299.00 48.40INSPECTIONS G & A MECHANICALSABRE PLUMBING, HEATING & A/C 48.40 1,200.51EMPLOYEE FLEX SPEND G&A TUITIONSANBORN, SARAH 1,200.51 643.88BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSCAN AIR FILTER INC 643.88 49.14PARK MAINTENANCE G & A GENERAL SUPPLIESSCHERER BROS. LUMBER CO. 49.14 112.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESSCHMIDT, KELLIE 112.00 3,821.64PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDISEH 3,821.64 9.89-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSSENTRY SECURITY FASTENERS INC 153.71POLICE G & A POLICE EQUIPMENT 143.82 137.38PARK BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSHERWIN WILLIAMS 137.38 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 16 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 16Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 514.07GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESSIGN PRODUCERS INC 514.07 579.82BUILDING MAINTENANCE BUILDING MTCE SERVICESIMPLEXGRINNELL LP 579.82 300.00COMMUNITY PARTNERSHIPS OTHER CONTRACTUAL SERVICESSLP FRIENDS OF THE ARTS 300.00 1,043.00ATHLETIC CAMPS OTHER CONTRACTUAL SERVICESSLP TOWN TEAM 1,043.00 2.41-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSSNIPERCRAFT 37.41RANGEPOLICE EQUIPMENT 35.00 3,750.00PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESSODA RESTORATION 3,750.00 1,277.41PLUMBING MTCE BLDG/STRUCTURE SUPPLIESSPS COMPANIES INC 425.80GROUNDS MTCE LANDSCAPING MATERIALS 11.71PARK MAINTENANCE G & A GENERAL SUPPLIES 26.42BUILDING MAINTENANCE GENERAL SUPPLIES 44.44WATER UTILITY G&A GENERAL SUPPLIES 1,785.78 52.20INSPECTIONS G & A ELECTRICALSTAFFORD HOME SERVICE 52.20 1,072.57POLICE G & A OTHER RECOVERIESSTATE OF MINNESOTA 1,072.57 150.00GREEN REMODELING PROGRAM OTHER CONTRACTUAL SERVICESSTONHOUSE, JOHN & SANDRA 150.00 166.24ADMINISTRATION G & A LEGAL NOTICESSUN NEWSPAPERS 110.83STREET CAPITAL PROJ G & A LEGAL NOTICES 117.98MUNICIPAL BLDG IMPROVEMENTS OTHER THAN BUILDI 395.05 1,685.50OFF-LEASH DOG PARK OTHER IMPROVEMENT SUPPLIESSYLVA CORPORATION INC 1,685.50 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 17 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 17Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 330.00DARE PROGRAM OPERATIONAL SUPPLIESTEE'S PLUS 330.00 186.10BUILDING MAINTENANCE EQUIPMENT MTCE SERVICETENNANT SALES AND SERVICE CO. 186.10 97.00BUILDING MAINTENANCE BUILDING MTCE SERVICETERMINIX INT 97.00 45.26ADMINISTRATION G & A LONG TERM DISABILITYTHE HARTFORD - PRIORITY ACCOUN 53.29HUMAN RESOURCES LONG TERM DISABILITY 15.84COMM & MARKETING G & A LONG TERM DISABILITY 41.70IT G & A LONG TERM DISABILITY 19.98ASSESSING G & A LONG TERM DISABILITY 50.28FINANCE G & A LONG TERM DISABILITY 112.56COMM DEV G & A LONG TERM DISABILITY 17.56FACILITIES MCTE G & A LONG TERM DISABILITY 121.05POLICE G & A LONG TERM DISABILITY 76.83OPERATIONSLONG TERM DISABILITY 57.81INSPECTIONS G & A LONG TERM DISABILITY 43.61PUBLIC WORKS G & A LONG TERM DISABILITY 56.83ENGINEERING G & A LONG TERM DISABILITY 20.48PUBLIC WORKS OPS G & A LONG TERM DISABILITY 68.74ORGANIZED REC G & A LONG TERM DISABILITY 20.48PARK MAINTENANCE G & A LONG TERM DISABILITY 17.08ENVIRONMENTAL G & A LONG TERM DISABILITY 17.08WESTWOOD G & A LONG TERM DISABILITY 18.05REC CENTER/AQUATIC PARK SAL LONG TERM DISABILITY 17.56VEHICLE MAINTENANCE G&A LONG TERM DISABILITY 16.59HOUSING REHAB G & A LONG TERM DISABILITY 20.48WATER UTILITY G&A LONG TERM DISABILITY 1,865.49EMPLOYEE FLEX SPEND G&A LONG TERM DISABILITY 2,794.63 148.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESTHOMPSON, HOLLY 148.00 40.00INSTRUCTIONAL SKATING LESSONS OTHER CONTRACTUAL SERVICESTHOMPSON, MEGAN 40.00 322.13ADMINISTRATION G & A OTHER CONTRACTUAL SERVICESTIMESAVER OFF SITE SECRETARIAL Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 18 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 18Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 322.13 250.00SOFTBALLOTHER CONTRACTUAL SERVICESTRAUTMANN, JOHN 250.00 309.09PARK AND RECREATION BALANCE SH INVENTORYTRI STATE BOBCAT 309.09 48.30WATER UTILITY G&A GENERAL CUSTOMERSTROUP, LISA 48.30 635.86PARK BUILDING MAINTENANCE OTHER CONTRACTUAL SERVICESTWIN CITY HARDWARE 635.86 211.00EMPLOYEE FLEXIBLE SPENDING B/S UNITED WAYUNITED WAY OF MINNEAPOLIS AREA 211.00 110.00POLICE G & A OTHER CONTRACTUAL SERVICESUNO DOS TRES COMMUNICATIONS 110.00 1,026.00TREE DISEASE PRIVATE CLEANING/WASTE REMOVAL SERVICEUPPER CUT TREE SERVICE 1,211.96STORM WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 2,237.96 45.61VEHICLE MAINTENANCE G&A POSTAGEUPS STORE 45.61 62.25WATER UTILITY G&A TELEPHONEUSA MOBILITY WIRELESS INC 62.25 1,800.00AQUATIC PARK MAINTENANCE BUILDING MTCE SERVICEUSAQUATICS 1,800.00 103.50HUMAN RESOURCES RECOGNITIONVAIL, LORI 103.50 225.54OPERATIONSOPERATIONAL SUPPLIESVALLEY NATIONAL GASES WV LLC 225.54 25.76ENVIRONMENTAL G & A GENERAL SUPPLIESVAUGHAN, JIM 166.50ENVIRONMENTAL G & A MILEAGE-PERSONAL CAR 192.26 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 19 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 19Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 40.00WATER UTILITY G&A GENERAL CUSTOMERSVEBER, MARIA 40.00 1,276.71VOICE SYSTEM MTCE TELEPHONEVERIZON WIRELESS 73.30COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 1,350.01 686.21WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESVESSCO INC 686.21 205.68ENGINEERING G & A OPERATIONAL SUPPLIESVIKING INDUSTRIAL CTR 62.84PARK MAINTENANCE G & A OPERATIONAL SUPPLIES 62.85TREE MAINTENANCE OPERATIONAL SUPPLIES 331.37 895.98EMPLOYEE FLEX SPEND G&A TUITIONVOELKER, STACY M 895.98 1,321.50WATER UTILITY G&A OTHER IMPROVEMENT SERVICEWATER CONSERVATION SERVICE INC 1,321.50 155.00SEWER UTILITY G&A SUBSCRIPTIONS/MEMBERSHIPSWATER ENVIRONMENT FEDERATION 155.00 14,000.00ESCROWSPMC ESCROWWERNEKE, MIKE 14,000.00 1,024.06HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEWESTWOOD HILLS NEIGHBORHOOD AS 1,024.06 144.00PARK PAVILIONS PROGRAM REVENUEWHITESELL, HEATHER 144.00 514.92MUNICIPAL BLDG RENTAL BUILDINGSWILLIAMS SCOTSMAN INC 514.92 197.72OFF-LEASH DOG PARK GENERAL SUPPLIESWRAP CITY GRAPHICS 197.72 8,493.22FACILITY OPERATIONS ELECTRIC SERVICEXCEL ENERGY 100.89PARK BUILDING MAINTENANCE ELECTRIC SERVICE Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 20 5/12/2010CITY OF ST LOUIS PARK 13:22:56R55CKSUM LOG23000VO 20Page -Council Check Summary 5/14/2010 -5/1/2010 Vendor AmountBusiness Unit Object 9,760.29ENTERPRISE G & A ELECTRIC SERVICE 516.82WATER UTILITY G&A ELECTRIC SERVICE 18,871.22 10,561.25PARK AND RECREATION BALANCE SH INVENTORYYOCUM OIL CO INC 10,561.25 100.20INSPECTIONS G & A BUILDINGYOUNGBERG, RICHARD 100.20 97.55PUBLIC WORKS OPS G & A GENERAL SUPPLIESZEE MEDICAL SERVICE 97.56PARK MAINTENANCE G & A GENERAL SUPPLIES 97.13BUILDING MAINTENANCE GENERAL SUPPLIES 97.55VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 389.79 100.60PARK AND RECREATION BALANCE SH INVENTORYZIEGLER INC 100.60 130.00PUBLIC WORKS OPS G & A GENERAL SUPPLIESZIMMERMAN, JEAN 130.00 40.48WATER UTILITY G&A GENERAL CUSTOMERSZOCCHI, MICHAEL 40.48 Report Totals 1,072,818.77 Meeting of May 17, 2010 (Item No. 4k) Subject: Vendor Claims Page 21 Meeting Date: May 17, 2010 Agenda Item #: 4l MINUTES St. Louis Park Housing Authority St. Louis Park City Hall – Westwood Room Wednesday, April 14, 2010 5:00 p.m. MEMBERS PRESENT: Commissioners Catherine Courtney, Renee DuFour, Trinicia Hill STAFF PRESENT: Jane Klesk, Teresa Schlegel, Michele Schnitker 1. Call to Order The meeting was called to order at 5:03 p.m. Commissioner DuFour stated she would be leaving the meeting early. 2. Approval of Minutes for March, 2010 The Board minutes of March 10, 2010 were unanimously approved with the following amendments: Agenda item b was moved ahead of agenda item a. The last sentence of agenda item b was changed to read, Commissioner Hill seconded the motion; the motion passed 3- 0. 3. Hearings – None 4. Reports and Committees – None 5. Unfinished Business – None 6. New Business a. Approval of Public Housing Operating Budget, Resolution No. 593 Ms. Schnitker reviewed the Public Housing Budget, explaining that the HA will transition to a new fiscal year corresponding to the calendar year. Therefore the current fiscal year, for HUD budgeting purposes, begins April 1, 2010 and ends December 31, 2011, encompassing a period of 21 months. Ms. Schnitker stated the budget documents also contain a twelve-month budget for comparison purposes. Commissioner DuFour moved to adopt Resolution No. 593, Resolution of the Housing Authority of St. Louis Park Approving the Public Housing Operating Budget for the Fiscal Year Ending December 31, 2011. Commissioner Hill seconded the motion; the motion passed 3-0. b. Approval of Insurance Award Meeting of May 17, 2010 (Item No. 4l) Page 2 Subject: Housing Authority Minutes April 14, 2010 Ms. Schlegel explained that the HA solicited insurance coverage proposals from twelve agencies in addition to placing an ad in the local newspaper. One proposal was received which was a renewal proposal from the current carrier, State Farm Insurance. Since State Farm reduced their rates this year and their rating remains at A++, staff recommends accepting State Farm’s proposal. Commissioner DuFour moved to recommend that the HA (1) accept the proposal of State Farm at the rate of $25,986 for property, liability and crime (with a $5,000 deductible per incident); $1,673.40 for automobile; and $1,707 for umbrella liability of $5 million; and (2) authorize staff to renew the flood policy when due, at an anticipated premium of $2,924. Commissioner Hill seconded the motion; the motion passed 3-0. Commissioner DuFour left the meeting. c. Approval of Public Housing Utility Allowances, Resolution No. 594 Due to lack of a quorum, it was unanimously agreed to table approval of Public Housing Utility Allowances, Resolution No. 594, until the May meeting. d. Amendment to Housing Authority Bylaws, Resolution No. 595 Due to lack of a quorum, it was unanimously agreed to table approval of the Amendment to Housing Authority Bylaws, Resolution No. 595, until the May meeting. 7. Communications from Executive Director a. Claims List for April, 2010 b. Communications 1. Monthly Report for March, 2010 2. Scattered Site Houses and Hamilton House (verbal report) 3. Draft Financial Statements 8. Other 9. Adjournment Chair Courtney declared the meeting adjourned at 5:28 p.m. Respectfully submitted, ________________________ Renee DuFour, Secretary Meeting Date: May 17, 2010 Agenda Item #: 6a 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: Public hearing to consider appeal of BOZA decision of 3541 Glenhurst Ave S. Variances. RECOMMENDED ACTION: Mayor to close the hearing. Motion to approve a resolution adopting the proposed findings and decision denying the requested variance to allow a 17 foot 3 inch rear yard setback instead of the required 25 feet. POLICY CONSIDERATION: Does the City Council find reason to overturn the Board of Zoning Appeals (BOZA) decision. DESCRIPTION OF REQUEST: Jason and Aryel Londer (applicants) would like to build an addition to the home consisting of a living space addition and an attached garage. The attached garage requires the variances to the rear yard. The BOZA denied the variance, and the applicants are appealing the BOZA decision to the City Council. The purpose of the appeal is to ask the City Council to review the case and the BOZA decision. The Council may uphold, overturn, or modify the BOZA decision. BACKGROUND: On January 22, 2010, Jason and Aryel Londer applied for the following three variances from the Zoning Ordinance for a proposed living space addition and attached garage (see attached exhibit): 1. From the requirements of Section 36-164(f)(7) to allow a 3 foot 7 inch side setback instead of the required 7 feet, 5 inches for a living space addition; 2. From the requirements of Section 36-164(f)(5) to allow a 1 foot 3 inch side setback instead of the required 5 feet for an attached garage; and 3. From the requirements of Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet for an attached garage. On February 23, 2010, Jason Londer asked to reschedule the hearing, and subsequently revised the application. The living space addition was modified so that the variance for the living space addition was no longer needed (Variance #1), and the garage was moved further away from the side property line resulting in a reduced variance for the attached garage (Variance #2); the proposed side setback was increased from 1 foot 3 inches to 3 feet 6 inches. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 2 The BOZA conducted a public hearing on April 22, 2010 on the revised application for the following two variances: From the requirements of Section 36-164(f)(5) of the Zoning Ordinance to allow a 3 foot 6 inch side setback instead of the required 5 feet for the garage; and From Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet for the attached garage. Staff presented the report, and recommended approval of the two variances. Comments were received from five people in the audience. Four were neighbors that spoke in opposition of the variances; the fifth was the architect representing the Londers. Jason Londer also spoke on behalf of his application. The Board voted to deny both variances on a 3-1 vote. A draft Resolution of denial was brought to the BOZA at a special meeting on May 11, 2010. The Resolution of denial was approved and is attached for your review. The Londers submitted a letter of appeal on May 2, 2010. The letter was successfully submitted within the required 10 day appeal period, which expired on May 3, 2010. The Londers further revised the proposal on May 11, 2010, and asked that the Council review the new proposal during the appeal. The City Attorney advised staff that the Council may review the revised proposals at the appeal hearing even though it is not the same proposal reviewed by BOZA. The May 11th proposal is preferred by the applicant (see attached exhibit). It further reduces the size of the attached garage so that it meets the side setback, and eliminates the need for that variance. As a result only one variance is required, a variance to the rear yard setback – a 17 foot, 3 inch setback instead of the required 25 feet for an attached garage. In addition to the preferred layout, the applicant included a site plan showing how the addition and garage could be constructed without any variances. This is accomplished by replacing the attached garage with a detached garage. The attached garage has to meet the 25-foot rear setback and 5-foot side setback; however a detached garage of the same size has to meet only a 2-foot rear and side setback. The applicant included this drawing to illustrate how the preferred layout with the one variance to the rear yard has less of an impact on the neighboring property because the attached garage is actually further from the side property line (5 feet) than the detached garage is (2 feet). The detached option was mentioned by the applicant’s architect at the BOZA hearing. BOZA considered this, and included it in their findings for denial saying: “Granting of the requested variances is not necessary for the preservation and enjoyment of a substantial property right because a detached two-car garage can be built without variances.” All of these proposals are attached to the report as exhibits. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 3 BOZA Action: The Board of Zoning Appeals voted to deny the requested variances based on the following findings: 1. The hardship or difficulty resulting from the grade change is not sufficient or significant enough to warrant a variance. 2. Building a detached garage in the back would require a grade to be corrected by constructing an engineered retaining wall. Economic considerations such as this do not, by themselves, warrant approval of the variances. 3. Granting of the requested variances are not necessary for the preservation and enjoyment of a substantial property right because a detached two-car garage can be built without variances. A copy of the BOZA April 22nd staff report, April 22nd minutes and Resolution of denial are attached as exhibits. The exhibits include all attachments, including letters and petitions submitted by the applicant and neighbors. ANALYSIS: Staff initially recommended that the BOZA approve the requested variances, however, based on the representation made by the applicant’s architect at the BOZA public hearing that it is possible to construct the addition and a detached 2-car garage without variances, staff is now recommending denial of the variance. The applicant also submitted an exhibit created by his architect (Attachment: Proposal – May 11th No Variances) showing how the addition and detached garage could be constructed without variances. Section 36-33(d)(5)a requires that all seven criteria must be met for a variance to be granted. The analysis of the criteria follows: 1. Where by reason of narrowness, shallowness, or shape of a lot, or where by reason of exceptional topographical or water conditions or other extraordinary and exceptional conditions of such lot, the strict application or the terms of this chapter would result in peculiar and practical difficulties or exceptional or undue hardship upon the owner of such lot in developing or using such lot in a manner customary and legally permissible within the use district in which such lot is located. The lot is 50 feet wide, 134.9 feet deep and 6,750 square feet in area. Its width is 10 feet less than the required 60 foot minimum lot width, and the lot area is 450 square feet less than the 7,200 square foot minimum required for the R-2 Zoning District. There is also a grade change of approximately 3 feet in the back yard. While these factors can create a difficulty in constructing an addition and 2-car garage, the applicants have shown in the attached site plan that they can build the addition and 2-car garage without variances. This indicates that the lot width, area and grade change do not constitute an undo hardship preventing them from using the property in a manner that is customary and permissible. Staff believes this criterion has not been satisfied. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 4 2. Conditions applying to the structure or land in question are peculiar to the property or immediately adjoining property, and do not apply, generally, to other land or structures in the use district in which the land is located. The majority of the lots in the neighborhood are 50 feet wide, and do not meet the minimum lot area requirement. The grade of the back 10 feet of the property drops approximately 3 feet. The grade change is unique to the applicant’s property and the immediately adjacent properties. As noted in criterion 1 above, the applicant can, however, construct the addition and detached garage without variances. Staff believes this criterion has not been satisfied. 3. The granting of the proposed variance is necessary for the preservation and enjoyment of a substantial property right of the applicant. The applicant has demonstrated that the addition to the home and a 2-car detached garage can be constructed without variances. The requested variance makes it possible to attach the garage to the home. However, the city does not consider an attached garage to be a substantial property right. Staff believes this criterion has not been satisfied. 4. The granting of the proposed variance will not impair an adequate supply of light and air to the adjacent property, unreasonably increase the congestion in the public streets, increase the danger of fire, or endanger public safety. The applicant’s proposal to request a variance to attach the garage keeps the garage 5 feet from the side property line. The detached garage, which does not require a variance, can be located 2 feet from the side property line. In some cases, granting the variance would be perceived as having less of an impact on the neighboring property. The neighbor spoke at the public hearing saying that she would rather have the detached garage 2 feet from the side property line because it would be located further in the back yard, 2 feet from the rear property line. She did not like the look of having the garage closer to her house even though it was 5 feet from the side property line because it disrupted views across the back yard, and made the back yard feel more closed in. Given the neighbors testimony at the BOZA meeting, staff concludes that this criterion has not been satisfied. 5. The granting of the variance will not unreasonably impact on the character and development of the neighborhood, unreasonably diminish or impair established property values in the surrounding area, or in any other way impair the health, safety, and comfort of the area. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 5 The granting of the variance will keep the garage 5 feet from the side property line. Staff believes it would not diminish or impair property values in the surrounding area, or in any way impair the health, safety and comfort of the area. Staff believes this criterion has been satisfied. 6. The granting of the proposed variance will not be contrary to the intent of this chapter and the comprehensive plan. The Zoning Ordinance allows detached garages, and a detached garage can be built without variances. Staff believes this criterion has not been satisfied. 7. The granting of a variance will not merely serve as a convenience to the applicant but is necessary to alleviate a demonstrable undue hardship or difficulty. Variances are not required for the applicant to build the addition and 2-car garage as demonstrated by the exhibit showing how a detached garage can be built without variances. Therefore, the purpose of the variance is to gain the convenience of an attached garage. It is not needed to alleviate a demonstrable undue hardship or difficulty that is preventing the applicant from having a 2-car garage detached or attached. Staff believes this criterion has not been satisfied. Staff believes that 6 of the 7 required criteria have not been satisfied, and is therefore recommending denial of the requested variance. Attachments: Draft Resolution of Denial Proposals January 22nd February 23rd May 11th – One Variance May 11th – No Variances Photographs submitted by applicant on May 11th BOZA April 22, 2010 Minutes BOZA letters from Neighbors BOZA Resolution of Denial BOZA April 22, 2010 Staff Report with attachments Prepared by: Gary Morrison, Assistant Zoning Administrator Reviewed by: Meg McMonigal, Planning & Zoning Supervisor Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 6 VARIANCE RESOLUTION NO. 10-______ RESOLUTION DENYING THE APPLICATION FOR A VARIANCE TO THE REAR YARD SETBACK FOR A PROPOSED ATTACHED GARAGE LOCATED AT 3541 GLENHURST AVENUE BE IT RESOLVED BY the City Council of St. Louis Park, Minnesota FINDINGS 1. Jason and Aryel Londer own property located in the R-2 Single Family Residential District at the following location, to-wit: Lot Ten (10), Block One (1), “Hanke’s Minikahda Terrace”, according to the recorded plat thereof, and situated in Hennepin County, Minnesota 2. On January 22, 2010, Jason and Aryel Londer applied for three variances from the Zoning Ordinance for a proposed living space addition and attached garage: From the requirements of Section 36-164(f)(7) to allow a 3 foot 7 inch side setback instead of the required 7 feet, 5 inches; From the requirements of Section 36-164(f)(5) to allow a 1 foot 4 inch side setback instead of the required 5 feet; and From the requirements of Section 36-164(f)(5) to allow a 17 foot, 5 inch rear setback instead of the required 25 feet 3. On February 23, 2010, Jason Londer asked to reschedule the hearing, and subsequently revised the application to request the following variances for a proposed attached garage only; the variance for the living space addition was no longer needed: From the requirements of Section 36-164(f)(5) of the Zoning Ordinance to allow a 3 foot 6 inch side setback instead of the required 5 feet and From Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet 4 Based on the testimony, evidence presented, and files and records, the Board of Zoning Appeals denied the requested variances. 5. On May 2, 2010, Jason Londer requested an appeal of Board of Zoning Appeals action. 6. On May 11, 2010, Jason Londer submitted an amendment to the application to request the following variance only: From Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 7 He also provided an exhibit showing how the addition and a detached 2-car garage could be built without variances. 7. On May 17, 2010 the City Council considered the appeal and the effect of the proposed variance upon the health, safety and welfare of the community, hardships or difficulties resulting from existing conditions of the land, effects on adjacent properties, the effect on values of property in the surrounding area, and the preservation of a substantial property right. 8. Based on the testimony, evidence presented, and files and records, the City Council adopts the findings of the Board of Zoning Appeals, and hereby determines that the requested variance does not meet the requirements of Section 36-3(d)(5)a of the Zoning Ordinance for the following reasons: a. The hardship or difficulty resulting from the grade change is not sufficient or significant enough to warrant a variance. b. Building a detached garage in the back would require a grade to be corrected by constructing an engineered retaining wall. Economic considerations such as this do not by themselves warrant approval of the variances. c. Granting of the requested variance is not necessary for the preservation and enjoyment of a substantial property right because a detached two-car garage can be built without variances. 9 The contents of Board of Zoning Appeals Case File 10-03-VAR are hereby entered into and made part of the public hearing record and the record of decision for this case. CONCLUSION The applicant’s request for a variance from Section 36-164(f)(5) to allow a 17 foot, 3 inch rear yard setback is hereby denied based on the findings set forth above. Reviewed for Administration Adopted by the City Council May 17, 2010 City Manager Mayor Attest: City Clerk Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 8 January 22nd Proposal: Variance #3: 17 foot, 3 inch setback instead of required 25 feet. Variance #2: 1 foot, 3 inch setback instead of required 5 feet. Variance #1: 3 foot, 7 inch setback instead of required 7 feet, 5 inches. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 9 February 23rd Revision (Reviewed by BOZA): Variance #2: Variance reduced. Proposes a 3 foot, 6 inch setback instead of required 5 feet. Variance #3: No change. 17 foot, 3 inch setback instead of required 25 feet. Variance #1: No longer needed, meets required setback. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 10 May 11th Proposal – One Variance (For review by Council): This is the applicant’s preferred layout. It requires one variance. Variance #3: 17 foot, 3 inch setba of required 25 No change. ck instead feet. Variance #2: needed, meets setb No longer ack. Variance #1: needed, meets req setback. No longer uired Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 11 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 12 May 11th Proposal – No Variances: This is not the applicant’s preferred layout. It illustrates how the addition and garage could be built without variances. The garage is detached from the house, and as a result, requires only a two foot side and rear setback. Variance #1: No varianc needed. Meets setback. e Variance #3: required. Meets 2 foot minimum setback for a detached garage. No variance Variance #2: No varianc required. Meets 2 foot minimum setback for a detached garage. e Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 13 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 13 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 14 Pictures submitted by the applicant View showing the grade change from the rear property line into the neighbor’s property. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 15 Pictures showing the applicants back yard as seen from neighbors driveway. The rear property line is approximated with the dashed line (inserted by staff). Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 16 OFFICIAL MINUTES OF APRIL 22, 2010 BOARD OF ZONING APPEALS CITY OF ST. LOUIS PARK The St. Louis Park Board of Zoning Appeals Committee conducted a regular meeting on Thursday, April 22, 2010, at St. Louis Park City Hall, 5005 Minnetonka Boulevard, St. Louis Park, Minnesota. Members Present: Chair Henry Solmer Vice-Chair Ryan Burt Commissioner Susan Bloyer Commissioner James Gainsley Members Absent: Paul Roberts Staff Present: Gary Morrison, Assistant Zoning Administrator Nancy Sells, Administrative Secretary 1. CALL TO ORDER – ROLL CALL Chair Solmer called the regular meeting to order at 6:00 p.m. 2. APPROVAL OF MINUTES OF FEBRUARY 25, 2010 Commissioner Gainsley made a motion to approve the minutes of February 25, 2010. Motion carried. Voting yes: Bloyer, Burt, Gainsley, Solmer. 3. CONSENT AGENDA: None 4. PUBLIC HEARINGS A. Case No. 10-03-VAR—The request of Jason and Aryel Londer for a variance from Section 36-164(f)(5) of the Zoning Ordinance to allow a 3 foot 6 inch side setback instead of the required 5 feet and a 17 foot, 3 inch rear setback instead of the required 25 feet for a proposed attached garage for property located in the R-2 Single Family Residential District at 3541 Glenhurst Avenue South Mr. Morrison presented the staff report. He spoke about the first proposal, saying the difference between the first proposal and the current proposal is that the mudroom was removed and the garage is a little bigger. Removing the mudroom made it possible to move the addition further south so it meets the setback and made it possible to move the garage further away from the south property line, even though it is one foot wider than the original proposal. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 17 Mr. Morrison explained when considering variances alternatives are looked at to achieve the goals of the property owner while meeting all the requirements of the code. He stated the applicant is proposing an attached garage and while it’s further away from the property line than a detached garage would be, the detached garage could be built in the backyard and meet code. He said a couple of things come into play: 1) the detached garage is closer to the side property line than the current proposal; 2) one of the reasons for keeping the garage further forward is the grade of the backyard. He explained the garage could be pushed back into the grade which would require fill, and an engineered retaining wall which is possible, but an additional expense; and 3) a power line runs along the back power line and there is the issue of its separation from the roof of the garage. Mr. Morrison concluded by saying staff recommends approval of the two variances based on these findings: proposed addition is reasonable in size for this lot, the proposed garage addition will not block sunlight and air to adjoining properties, the proposed garage addition is slightly smaller than the typical 24 x 24 two car garage; and the grade along the back property line creates a difficulty for building a detached garage. Conditions are: 1) garage must be built according to attached exhibits; and 2) garage cannot be expanded in any manner without first amending the variance. Commissioner Gainsley asked if all lots on the block are 10 feet less than they should be. Mr. Morrison responded the vast majority of the lots are all narrow. Commissioner Gainsley asked about the linear power line setback. Mr. Morrison responded in the code it is three feet horizontal. Commissioner Gainsley asked if it would meet the three foot horizontal. Mr. Morrison responded he didn’t have the numbers. He said looking at the slope of the roof at that point, the garage itself is two ft. from property line but it slopes up from there. Mr. Morrison said it depends where the power line is. He said the city doesn’t have an easement on record for these power lines. Commissioner Bloyer asked for verification that the applicant purchased the home six months ago. Mr. Morrison responded the home was purchased in October, 2009. Chair Solmer said he noticed the date on one of the surveys is October 2009, the month the applicant purchased. Chair Solmer asked if the power line runs right along the property line. Mr. Morrison responded that the power line does run right along the property line. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 18 Chair Solmer asked if at this point the only variances required are to facilitate an attached garage. Mr. Morrison responded that was correct. He said the addition meets the code. He spoke about playing around with the design a bit such as reshaping the addition, making a detached garage work, and maintaining the living space instead of going straight back. He said that gets into designing interior space and is a little bit more of a gray area. He added one of the variables regards maintaining the turning radius to get into the garage. That also brings a wall closer to the property line to the north. He spoke about the 7 ft. 5 in. setback, saying if that length is shortened then the setback becomes less and the wall moves closer to the property line. Commissioner Gainsley asked why the garage is bigger in second proposal. Mr. Morrison replied it is the applicant’s choice. A two car garage works at 22 x 22 but storage is lost. Technically, even 20 x 20 will hold two cars. Commissioner Gainsley asked if it would be reasonable if it was 1 ft. less so it wouldn’t need a variance. Mr. Morrison said a 6 inch variance would be needed. Chair Solmer opened the public hearing. Jason Londer, applicant, said the project was designed with St. Louis Park housing goals in mind. He stated that the house was his wife’s grandfather’s old house. He owned it for over 60 years. The Londers bought the house last October. He said their family size will be expanding, necessitating the expansion. Mr. Londer stated over a number of months they have explored other options with the architect. They feel this is the best option given the narrowness of the lot, growing family size, and the intent to complement the neighborhood. Commissioner Solmer asked if the applicant was aware that the home was nonconforming to existing zoning when they purchased it. Mr. Londer responded no. He said they purchased the house with the intent that they would be putting on an addition in the future. Chair Solmer said he noted the date on the survey was the same month the applicant took possession of the house. Mr. Londer explained it was always the intent to expand, but when they purchased they didn’t know all of the requirements of the ordinances. He said it has been a learning process. He said they knew the detached garage wasn’t conforming but that’s about all they did know. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 19 Commissioner Gainsley stated the general rule is that a variance can’t be granted if the property owner has caused the need for a variance to occur. He said the applicant bought the house and knew it was non-conforming in hopes that something could be done afterwards. Mr. Londer replied they did not know that. They bought the house and updated it. Now it’s just the size factor. He said they had no idea about any of the ordinances when they purchased the house. They heard stories that the two car detached/tandem garage was non- conforming. But they did not know how it was non-conforming and at that point they didn’t know about the addition. At that point they were in their planning stage. Commissioner Gainsley asked if the applicant could simply make the garage smaller and eliminate the need for one variance. Mr. Londer responded that would be very tight as they want to store other items in the garage. Commissioner Gainsley spoke about putting a shed on the property for storage. Mr. Londer said they wouldn’t be opposed to a smaller garage, but they have gone through numerous iterations and have slightly reduced the size by removing the mudroom. He said originally they had a turnaround but because of the steepness of the driveway they reduced the size and deleted the mudroom. He said they would really like to move forward with the plan as it is. Mr. Londer said if that is not an option and the board feels it should be accommodated as much as possible with as few variances, then that is what they will do. Commissioner Gainsley asked if other properties on the block have two car garages. Mr. Morrison said there is a bit of a mixture of garage sizes on the block. Commissioner Gainsley said if the garage was a bit narrower it would still work as a two car garage and that would be a reasonable use. Mr. Londer commented it would be a little bit tighter. It is their preference to do it the other way if that is possible. Commissioner Gainsley said all of the properties around the applicant are 10 ft. less than they should be for this area. They have 1 car garages except for one which has a 2 car garage, so it’s difficult to find that the applicant is not getting a reasonable use by having a garage that is somewhat narrower. He said the applicant is perhaps entitled to some leeway because the lot is narrower. Mr. Londer stated that there are neighbors who have 2 car garages. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 20 Commissioner Burt said the first proposal was for 22 x 22 and the current proposal is for 23 x 24. He said even if the applicant came in 1 ½ ft., they would still have a deeper garage on the back side than originally proposed. Mr. Londer said originally they thought 22 x 22 was the standard size for a 2 car garage. They learned standard size is 24 x 24. Accounting for the narrowness, one alternative to accommodate storage would be to make it a little bit longer. Commissioner Burt said the board has to decide on the variance that is before them currently, but ultimately the applicant has to decide what he wants to do. He added that generally the board tries to keep projects to as few variances as possible. Mr. Londer spoke about an option making the garage more narrow and a little bit longer. Melissa Buss, 3545 Glenhurst, spoke about the February 24, 2010 letter submitted to staff and commissioners. She said five of the six households that signed the original letter opposing the variances are present. She forwarded a letter to the Chair dated April 22, 2010, from June and Neil Petrie, 3536 Glenhurst, who opposed the variance requests and could not be present at the meeting. Ms. Buss introduced the neighbors who were present. She explained after the February request was put on hold, a second letter was written which was included in the board packet. Two more signatures were added, totaling 11 neighbors who have signed the letter opposing the variances. The letter with the additional two signatures was forwarded to the Chair. Ms. Buss said the letter reflects the overall philosophy of the end of the block. They don’t think variances should be allowed. They are thrilled the Londers purchased the house from Mrs. Londer’s grandfather. They are thrilled the property is going to be improved but would prefer that no variances be necessary to do so. Ms. Buss said the applicants can build whatever they want as long as it is within the general zoning ordinance. She stated that the letter submitted by 11 neighbors reflects that overall philosophy. Ms. Buss said the neighbors are very concerned with the size of the addition and the attached garage. When looking at the rest of the neighbor’s houses, nobody has an addition this large off the back of their property. She said she has a lot of concern looking at the drawings: a 30 ft. addition, 2 stories high with attached garage with 9-12 pitch that is 19 ft high. She commented that it starts to be a lot of house and a lot of garage relative to the rest of the neighbor’s houses. She said those are the two main concerns of the neighbors. Ms. Buss spoke about her specific concern as a property owner just south. Her view to the north will be blocked by a large addition and a large garage. She said she and her husband have young children and the family is in the back yard quite often. The garage and addition will be in the area where they do not have trees. She said in their opinion it is not a reasonable addition. It appears to double the size of the footprint of the overall house, with an approximate increase of 83%. Ms. Buss said they are surprised by such a marked change and would expect a more modest addition more in the nature and character of the Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 21 neighborhood. She said the proposal doesn’t qualify as an undue hardship. To put a garage in back of the lot and spend money to bring the grade up is more of an economic issue, not an undue hardship issue. Ms. Buss stated that she and her husband installed retaining walls, as did another neighbor, and it doesn’t seem to be a huge economic issue. She said her detached garage is in the back as are the majority of garages in the neighborhood. She said staff recommendation seems to be a recommendation of approval on a difficulty basis, not on an undue hardship basis. Ms. Buss said they would prefer to have the applicant redesign to be more in compliance and not require any variances. They would prefer a more modest addition with a garage with a 4-12 pitch rather than a 9-12 pitch so it would be a lot shorter and not so obstrusive. It should be more to the back end of the property. Commissioner Gainsley asked Ms. Buss her reaction to a narrower garage with one variance, although that wouldn’t address the pitch. Ms. Buss responded the neighborhood had discussed that, and the overall philosophy is that they should expand their property without variances. There are other ways to do it within the code. Commissioner Burt said it’s important that everyone understand what BOZA is being asked to do. Several comments dealt with footprint and size. He said that’s not a variance. The footprint is legal and conforming. The garage height is conforming and legal. The setback requirements are met on the north side. He said regarding garage size, the board is being asked whether 1.6 ft. is a requirement for the use and enjoyment of property. That aspect and impact is all the board has the authority to rule on currently. Ms. Buss said she understood that it is the size of the addition and the garage that are driving these designs together. She said in talking with staff, they were encouraged to speak from their personal view as to how the application really impacts them. She said she understood Commissioner Burt’s remarks. The unifying theme from neighbors is that no variances be allowed. Ms. Buss stated that she understands the need for 2 car garages. Commissioner Burt asked about proximity to the property line if the applicant built a detached garage in back which didn’t require a variance. Mr. Morrison said that would be a 2 ft. setback. Ms. Buss commented that she would prefer that, even if it was closer because there are trees there and it is more out of her viewpoint going north. Ms. Buss thanked Mr. Morrison for an excellent job of explaining the process to the neighbors. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 22 Pauline Battaglia, 3535 Glenhurst, a resident of 42 years, stated she was not against the addition, but was against the size of the addition. Her family room looks to the south on green grass and trees. They will look at a wall 19’ high if the addition goes through and that is not acceptable. Doug Yaeger, 3601 Glenhurst, commented that he had a 2 car garage put in the back corner. They had to have an engineered wall built and it wasn’t a big deal. The slope of the property is approximately the same, if not worse. Half of the houses on the block have 2 car garages and virtually all of them are moved back into the corner. He said he’s opposed to variances. He’s concerned about the 5’ setback on the side as it will compromise safety by becoming a fire hazard if too close to property line. He spoke about first hand experience of a neighbor’s garage burning down which did damage to his property. It’s important to meet the code. If the garage is allowed to be longer, then the peak will be even higher. He will see that from his backyard, also. Commissioner Gainsley asked if Mr. Yaeger had a power line issue on his property. Mr. Yaeger responded yes. He said he assumes the garage meets the code regarding the power line. The garage does have a 4-12 pitch. Most of the garages on the block are 4-12 pitch. Marette Tyrer, 3532 Glenhurst, a 42 year resident, said she raised two daughters in a story 1½ house. She stated she agrees with the remarks of the other neighbors. She said she was concerned about precedent and others building huge houses on the block resulting in losing the small neighborhood feel of 1 ½ story houses. Her property is flat and she has a double garage set way back. The Chair acknowledged receipt of the April 22, 2010 letter from June and Neil Petrie, 3536 Glenhurst, opposed to the variances. The letter was circulated to the board. Tim Whitten, architect, spoke about the applicant’s desire to leave the front of the house the same. He said he understands neighbors not wanting any variances. He said they looked at an option of doing a detached garage and shared some of that with staff. There was an option for 6 ft. between the house and garage. The garage could come forward and stretch to the back so it would have an even greater impact on neighborhood. The neighborhood doesn’t want any variances, even if the result was a greater impact. Mr. Whitten said the variances could make a softer, lesser impact which was a compromise the applicant wanted to make. It’s best for everybody. It’s less of an impact then no variances could be. He said that’s the intent of having variances. It makes perfect sense. Commissioner Gainsley said the board’s purpose is to decide if variances are justified, not to judge designs. Chair Solmer commented as regards impact, the side view of an attached garage will present an unbroken wall, where a detached garage allows a visual gap. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 23 Mr. Whitten stated there is quite a bit of recess on the south. The applicant would like to work with landscaping and trellises on the north side to transition the addition on that side. Mr. Londer said they met with neighbors multiple times to understand issues and what they could do to make this as accommodating as possible. Conversations were held about landscaping. He said he’s heard about concerns regarding size and the variances. He said this evening is the first time he’s heard a preference for moving the garage further back. This is the first time he’s heard concerns about the view from the south. The process has been very lengthy, extensive and expensive. He said understanding neighbor’s preferences prior to this evening would have helped him be more accommodating. Mr. Londer added he was still going to work to make it as accommodating as possible. Marette Tyrer asked about lot coverage percentage. Chair Solmer said the proposal does not exceed the percent coverage. Mr. Morrison said the coverage is fine. He said the shape of a lot can be used to justify a variance. The argument is made that the lot is narrower than what is allowed by code, the narrowness causes hardship, and width comes into play. As no one else was present wishing to speak, the Chair closed the public hearing. Commissioner Gainsley spoke about hardship and neighbors concerns about overbuilding. A person has a right to reasonable use of property which in St. Louis Park is now a 2 car garage. There is a lot size problem and a grade problem which are hardships. The power line is a gray area for him. It seemed to work for another neighbor with a similar property. The board would prefer not to give variances. He said the board would rather the applicant finds alternatives. Alternatives have been mentioned. A detached garage seems viable. Commissioner Gainsley said he is persuaded a lot by the fact that there is so much opposition. The applicant would be entitled to a certain amount of liberty because of hardship, but it doesn’t entitle him to everything. Economics is not a reason to grant a variance by itself. Commissioner Gainsley said in weighing hardship vs. neighbor’s opposition and reasonable use, it seems to come out that the neighborhood view should prevail because a detached garage in back seems viable. He said he would like to deny the variances and have the applicant reach an understanding about trying to do a detached garage. The best solution is to use alternatives which are available. Commissioner Burt said he disagreed on one point, what exactly is the opposition to and what does the board have the authority to decide. He said the size of the addition, the size of the property is not an issue for these variances. The height is not an issue for the variances. They are obviously important for the neighborhood, but are not an issue for the board to decide today. He said he’s curious about what is involved with an engineered retaining wall to support a garage. He said it doesn’t seem that tough. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision – Jason & Aryel Londer Page 24 Commissioner Bloyer said she is not as convinced that the engineered retaining wall would be a simple matter. She said she has mixed feelings about the variance requests. She said it helps that the property has been in the family. She said she agreed with the architect that sometimes neighbors have to be careful what they ask for, they might get something they don’t want. She spoke about an expansion in her neighborhood. Commissioner Bloyer said there are other hardships in this case and she is not as convinced that an engineered wall would be a simple matter. Chair Solmer said he understood neighbor concern regarding a permanent impact on view. He said the applicant is within the law and ordinance to build. The board can only consider variances for the garage. He said it’s possible to build in the back corner without variances with the additional expense of an engineered wall, a feasible item. Because of power line clearance the roof profile might have to be lessened. Making a lower roof might save money. Chair Solmer said he believes there is no need to grant variances for the applicant to enjoy full use of the property. The applicant can reconfigure to meet his needs. A garage set further back would also give more room for turning radius. Commissioner Gainsley said he agrees with Commissioner Burt that the board determines the need for a variance based on hardship and reasonable use of property, not on issues of overbuilding or size. He said that is where his opinion comes from. He said the fact that you shouldn’t wish for something you might get is a good point, but not for the board to judge. Commissioner Burt made motion to adopt the staff recommendation approving requested variances for the proposed attached garage with the following conditions: 1. The garage must be built according to the attached exhibits. 2. The garage cannot be expanded in any manner without first amending this variance. The motion was denied 1-3 (Bloyer in favor; Burt, Gainsley, Solmer opposed). Commissioner Gainsley clarified the motion with the following: Commissioner Gainsley made a motion to deny the variances. The motion carried 3-1 (Bloyer opposed). Mr. Morrison read the statement regarding appeal. The appeal period ends May 3rd. 5. Unfinished Business: None 6. New Business: None 7. Communications: None 8. Adjournment The meeting was adjourned at 7:15 p.m. Respectfully submitted, Nancy Sells Administrative Secretary Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 25 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 26 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 27 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 28 BOZA RESOLUTION NO. 01-10 A RESOLUTION DENYING VARIANCES TO SIDE AND REAR SETBACKS FOR A PROPOSED ATTACHED GARAGE LOCATED AT 3541 GLENHURST AVENUE BE IT RESOLVED BY the Board of Zoning Appeals of St. Louis Park, Minnesota: FINDINGS 1. Jason and Aryel Londer own property located in the R-2 Single Family Residential District at the following location, to-wit: Lot Ten (10), Block One (1), “Hanke’s Minikahda Terrace”, according to the recorded plat thereof, and situated in Hennepin County, Minnesota 2. On January 22, 2010, Jason and Aryel Londer applied for three variances from the Zoning Ordinance for a proposed living space addition and attached garage: From the requirements of Section 36-164(f)(7) to allow a 3 foot 7 inch side setback instead of the required 7 feet, 5 inches; From the requirements of Section 36-164(f)(5) to allow a 1 foot 4 inch side setback instead of the required 5 feet; and From the requirements of Section 36-164(f)(5) to allow a 17 foot, 5 inch rear setback instead of the required 25 feet 3. On February 23, 2010, Jason Londer asked to reschedule the hearing, and subsequently revised the application to request the following variances for a proposed attached garage only; the variance for the living space addition was no longer needed: From the requirements of Section 36-164(f)(5) of the Zoning Ordinance to allow a 3 foot 6 inch side setback instead of the required 5 feet and From Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet 4. The Board of Zoning Appeals reviewed the application for Variance Case No. 10-03- VAR on April 22, 2010 and voted to deny the requested variances. This resolution memorializes the Board’s action and summarizes the reasons for the denial as expressed by the Board at the April 22 meeting. Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 29 5. Based on the testimony, evidence presented, and files and records, the Board of Zoning Appeals makes the following findings: a. The requested variance does not meet the requirements of Section 36- 33(d)(5) of the Zoning Ordinance necessary to be met for the Board of Zoning Appeals to grant variances because: i. The hardship or difficulty resulting from the grade change is not sufficient or significant enough to warrant a variance. ii. Building a detached garage in the back would require a grade to be corrected by constructing an engineered retaining wall. Economic considerations such as this do not by themselves warrant approval of the variances. iii. Granting of the requested variance is not necessary for the preservation and enjoyment of a substantial property right because a detached two-car garage can be built without variances. 6. The contents of the Board of Zoning Appeals Case File 10-03-VAR are hereby entered into and made part of the public hearing record and the record of decision for this case. CONCLUSION The Board of Zoning Appeals hereby denies the following requested variances: 1. A 1 foot 6 inch variance from the requirements of Section 36-164(f)(5) of the Zoning Ordinance to allow a 3 foot 6 inch side setback instead of the required 5 feet and 2. A 7 foot 9 inch variance from Section 36-164(f)(5) to allow a 17 foot, 3 inch rear setback instead of the required 25 feet Adopted by the Board of Zoning Appeals: May 11, 2010 s/Henry Solmer Henry Solmer, Chair ATTEST: s/Gary Morrison Gary Morrison, Assistant Zoning Administrator Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 30 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 31 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 32 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 33 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 34 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 35 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 36 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 37 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 38 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 39 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 40 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 41 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 42 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 43 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 44 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 45 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 46 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 47 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 48 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 49 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 50 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 51 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 52 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 53 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 54 Meeting of May 17, 2010 (Item No. 6a) Subject: Appeal of BOZA Decision - Jason & Aryel Londer Page 55 Meeting Date: May 17, 2010 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: Beth El Synagogue Conditional Use Permit for Renovations and Addition. RECOMMENDED ACTION: Motion to Adopt Resolution granting approval for a Conditional Use Permit for renovations and an addition to Beth El Synagogue, located at 5224 26th Street West. POLICY CONSIDERATION: Does the proposed plan for the Beth El Synagogue satisfy the requirements for approval of a Conditional Use Permit? BACKGROUND: Requested is a Conditional Use Permit (CUP) to allow for renovations and an addition at Beth El Synagogue. The proposal includes interior modifications to improve accessibility, a new entry area to improve access and security for students, and a new library & education center. The CUP requirement for religious institutions in the R-1 Zoning District was adopted by the City Council in 2009. Beth El Synagogue was constructed in 1968, so there is not currently a CUP for the site. The Planning Commission reviewed the CUP and held a public hearing on April 21st, 2010. Two residents spoke at the hearing; one resident had concerns about parking at the adjacent Benilde-St. Margaret’s site, and the other was in support of the proposed CUP. The Planning Commission recommended approval of the CUP. Proposal Background: The Beth El Synagogue was constructed in 1968. The existing synagogue includes worship space, gathering spaces for events, a preschool, and the congregation offices. The proposed renovations and addition will renew the space and address access and security issues that have become problematic for operational reasons. The preschool space within the synagogue, in particular, will benefit from the proposed entry modifications. At the current time there are two potential access points to the preschool. Following the renovations, there will be a single access point that can be monitored by preschool staff throughout the day. The new library and education center will be used by congregants and the school to provide additional learning and study space within the synagogue. The Beth El site is immediately south of the Benilde-St. Margaret’s (BSM) site, which is currently undergoing renovations to its outdoor recreation facilities. Beth El and BSM have a shared parking agreement, discussed further below. Meeting of May 17, 2010 (Item No. 8a) Page 2 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition Beth El held a neighborhood meeting to review the proposal on March 25th, 2010. Residents from the surrounding area within the Fern Hill neighborhood were invited to the meeting; notifications were also sent to the neighborhood leaders for the Fern Hill and Lake Forest neighborhoods. Only one resident was in attendance, representing the Princeton/Quentin Court Townhomes. The project team provided the attendee with information related to the proposed architectural design, stormwater management, and parking. Conditional Use Permit Review: The CUP requirement for religious institutions was adopted by the City Council in 2009. The intent of the ordinance was for new or modified religious institutions in residential areas to undergo a greater level of review to ensure compatibility with the neighborhood. The CUP requirement for “Religious Institutions” in the R-1 Zoning District includes the following conditions: • Buildings shall be located a minimum of 30 feet from any lot line of a lot in an R district. • An off-street passenger loading area shall be provided in order to maintain vehicular and pedestrian safety. • Outdoor recreational and play areas shall be located at least 25 feet from any lot in an R district. • Access shall be to a roadway identified in the comprehensive plan as a collector or arterial or shall be otherwise located so that access can be provided without generating significant traffic on local residential streets. The existing synagogue and the proposed renovations meet the CUP requirements. The building and outdoor play area for the preschool are located a sufficient distance from all adjacent homes. The off-street passenger loading area is located immediately east of the primary entrance, and is part of the proposed renovation. Access to the site is provided via 25 ½ Street West and 26th Street West, meeting the CUP requirement. Stormwater Management The proposed addition includes the creation of a landscaped area in place of pavement to the north of the new library/education center. As a result there is no net change in impervious area on the site; no additional stormwater will flow off of the site. There are changes proposed to how drainage works on the site. At the present time, the site drains into adjacent catch basins to the south in 26th Street. The proposed change will re-route water to divert it to the north toward 25 ½ Street; water will proceed through the Benilde-St. Margaret (BSM) stormwater pond and into Twin Lake. The City Engineer has reviewed the impact to the BSM stormwater pond and determined that it is minimal and will not affect how the pond would normally function. The result of the proposed drainage change will be to reduce the pressure on the stormwater infrastructure in 26th Street. The Beth El proposal would add a small amount of capacity back to the 72” storm sewer pipe in 26th Street. Meeting of May 17, 2010 (Item No. 8a) Page 3 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition Landscaping & Screening Landscaping on the site will be enhanced as a result of the proposed addition. Thirty-four new trees and 190 new shrubs are proposed to be located around the building. Following completion of the addition, the site will exceed the requirement for the number of required trees: the requirement is for a total of 49 trees, and there will be 59 trees on the site. The site will have too few shrubs; however, the proposal brings the site into substantially greater compliance with the requirements of the Zoning Ordinance. Following the completion of the renovations and additions, there will be 190 shrubs on the site; the Zoning Ordinance requires 294 shrubs. Alternative measures, including public pedestrian amenities along 26th Street and a neighborhood-oriented design, bring the site into compliance. The extra trees are also deemed equivalent to the minimum shrub requirement. The parking lot around the building is surrounded by a grass boulevard with trees planted on it. Due to orientation and existing screening, additional screening is not warranted at this time because there are no changes to the parking lot as part of this proposal. At a future date when the parking lot is replaced, improved or re-surfaced, additional screening and landscape islands will be required. A condition has been added to the approval to reflect this requirement. Architectural Materials The existing building and the proposed addition are compliant with the Zoning Ordinance requirements for use of architectural materials. The existing building is constructed of brick and has a number of windows; the new addition would feature some stone in addition to brick that would match the existing building. The building features over 95% Class I materials; the Zoning Ordinance requires a minimum of 60% Class I materials. Section 36-366, “Architectural design,” includes a provision for the screening of refuse containers. At the present time, there is a dumpster located on the north side of the building. The proposed renovation would include the construction of a fully enclosed refuse area, close to the existing dumpster location. The proposed enclosure will better screen this enclosure and bring the site into compliance for screening. Setbacks The site complies with the setback requirements for the existing building and proposed addition. In the table below, setbacks are measured to the property line: Yard Type Setback Requirement Setback Proposed Front yard (East) 30’ 429’ Side yard abutting a street (south) 15’ 17.5’ Side yard abutting a street (north) 15’ 42.5’ Rear yard 25’ 29’ Off-Street Parking The off-street parking requirement for Beth El Synagogue is determined by the sum of all uses occurring on the site. However, because the use characteristics for the multiple uses that occur on site vary widely, shared parking is appropriate. Use of the sanctuary space during holiday periods creates the greatest parking demand on the site. There are a total of 640 available seats in the Meeting of May 17, 2010 (Item No. 8a) Page 4 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition sanctuary. Besides the sanctuary, there is also a pre-school at Beth El that results in a minimal number of parking spaces used by staff during the week. The total requirement for the sanctuary space, based on a Zoning Ordinance requirement for one parking space per three seats, is 214 spaces. At the present time there are 312 available off-street parking spaces on the site. Nine parking spaces would be removed under the current proposal, reducing the total available parking to 303 spaces. Of the total, 22 spaces would be reserved as handicapped spaces. With 303 available parking spaces, the total number of spaces exceeds the requirements of the Zoning Ordinance by 89 spaces. In addition to providing parking for major events at the synagogue, Beth El also has a shared parking arrangement with Benilde – St. Margaret’s School (BSM). BSM uses approximately 150 to 200 spaces at Beth El on a regular weekday, when there is minimal demand for parking spaces at the synagogue. In return, Beth El uses the BSM parking lots during major events where the available parking on site is insufficient. Major events with high parking demand take place at Beth El approximately three or four times per year. The available parking between the two facilities is sufficient for major events on both the Beth El and BSM sites. Bicycle Parking A larger change to the Beth El facilities would trigger the need to come into compliance with the City’s bike parking requirements. The proposed addition does not make major changes to the parking lot, nor does it change the existing use pattern of the building. However, the bicycle parking requirement is an important component of the Zoning Ordinance. For this reason, Beth El is proposing the installation of 10 bicycle parking spaces as part of the renovation and addition. There will also be space provided on the site for the 20 remaining required bicycle parking spaces, which will be installed in the future, if warranted. Site Issues The majority of the Beth El site will not change as a result of the proposed modifications. The parking lot is in good condition and will be left intact as will the landscaping surrounding the parking lot. As noted above, when the parking lot is replaced, improved or re-surfaced, additional screening and landscape islands will be required. Engineering Comments & On-Street Parking Modifications The City Engineer has reviewed the proposed changes to the site. Because the addition will result in no net change to impervious area, the City stormwater requirements do not apply. Minnehaha Creek Watershed District has also reviewed the proposal and determined that only erosion control and Best Management Practices (BMPs) are required. Beth El requested that the City Engineer also review whether it would be possible to install signage limiting parking to drop-off/pick-up only along the west side of 26th Street, immediately adjacent to their parcel. It was determined that the request was acceptable and would serve as a safe alternative space to drop-off or pick-up Beth El students if the queuing area in the parking lot was full. The City Engineer will work with Beth El to determine the specific locations for the potential parking restrictions and review the proposal further with the Traffic Issues Group prior to bringing forward a resolution to restrict parking. Meeting of May 17, 2010 (Item No. 8a) Page 5 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: Through regular services and events, Beth El Synagogue serves as a neighborhood gathering place for residents and non-residents alike. Beth El has also hosted important community gatherings, bringing educational speakers to the community to speak about important issues with a state, national, and even global perspective. The shared parking between the Beth El and BSM organizations also serves as a form of environmental stewardship, reducing the total amount of paved area needed for both sites during peak events. Attachments: Resolution – Conditional Use Permit Draft Planning Commission Minutes – April 21, 2010 Location Map Site Plan and related documents Prepared by: Adam Fulton, Planner Reviewed by: Meg McMonigal, Planning and Zoning Supervisor Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of May 17, 2010 (Item No. 8a) Page 6 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition RESOLUTION NO. 10-_____ RESOLUTION GRANTING CONDITIONAL USE PERMIT UNDER SECTION 36-163(d)(7) OF THE ST. LOUIS PARK ORDINANCE CODE RELATING TO ZONING TO PERMIT RENOVATIONS AND ADDITION FOR PROPERTY ZONED R-1 SINGLE FAMILY RESIDENTIAL DISTRICT LOCATED AT 5224 WEST 26th STREET BE IT RESOLVED BY the City Council of the City of St. Louis Park: Findings 1. Beth El Synagogue has made application to the City Council for a Conditional Use Permit under Section 36-163(d)(7) of the St. Louis Park Ordinance Code for the purpose of renovations and addition within a R-1 Single Family Residential District located at 5224 West 26th Street for the legal description as follows, to-wit: Per certificate of Title Number 665225 That part of the South 330 feet of the Northwest Quarter of Section 31, Township 29, Range 24, lying West of the East 1108 feet thereof and East of a line drawn parallel with and distant 20 feet Southwesterly of the following described line: Commencing at the North quarter of said Section 31; thence West along the North line of the Northwest Quarter of said Section 31 a distance of 1316.421 feet thence deflecting to the left at an angle of 78 degrees 57 minutes 13 seconds a distance of 801.9 feet; thence Southerly along a 1 degree tangential curve to the right (central angle 9 degrees 4 minutes) a distance of 906.7 feet; thence Southerly, tangent to said curve, a distance of 332.6 feet; thence at a right angle Southeasterly a distance of 71 feet; thence Southwesterly at a right angle a distance of 57.46 feet; thence Southerly along a 11 degree tangential curve to the left (central angle 22 degrees 34 minutes 6 seconds) a distance of 205.17 feet; thence Southerly, tangent to said curve, a distance of 41.94 feet to the point of beginning of the line to be described; thence Southerly along a 25 degree tangential curve to the right (central angle 39 degrees 35 minutes 12 seconds) a distance of 158.35 feet; thence Southerly, tangent to the last described curve a distance of 35.17 feet; thence Southerly along a 11 degree tangential curve to the left (central angle 25 degrees 16 minutes 6 seconds) a distance of 229.71 feet; thence Southerly, tangent to the last described curve, to the South line of said Northwest Quarter and there terminating. A part of the South boundary line of said land is marked by Judicial Landmarks set pursuant to Torrens Case No. 14446. 2. The City Council has considered the advice and recommendation of the Planning Commission (Case No. 10-12-CUP) and the effect of the proposed renovations and addition on the health, safety and welfare of the occupants of the surrounding lands, existing and anticipated traffic conditions, the effect on values of properties in the surrounding area, the effect of the use on the Comprehensive Plan, and compliance with the intent of the Zoning Ordinance. Meeting of May 17, 2010 (Item No. 8a) Page 7 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition 3. The Council has determined that the renovations and addition will not be detrimental to the health, safety, or general welfare of the community nor will it cause serious traffic congestion nor hazards, nor will it seriously depreciate surrounding property values, and the proposed renovations and addition are in harmony with the general purpose and intent of the Zoning Ordinance and the Comprehensive Plan. 4. The contents of Planning Case File 10-12-CUP are hereby entered into and made part of the public hearing record and the record of decision for this case. Conclusion The Conditional Use Permit to permit renovations and addition at the location described is granted based on the findings set forth above and subject to the following conditions: 1. The site shall be developed, used and maintained in accordance with Exhibits incorporated by reference herein. 2. Prior to starting any site work, the following conditions shall be met: a. The Conditional Use Permit shall be approved by the City Council. b. A preconstruction meeting shall be held with the appropriate development, construction and City representatives. c. All necessary permits must be obtained. d. Specifications for tree protection and erosion control fencing must be submitted and approved by the City Forester. Required tree protection and erosion control fencing must be installed prior to grading activities. 3. Prior to the issuance of a building permit, the following conditions shall be met: a. Plans shall be reviewed by the City Engineer and Zoning Administrator to ensure that all proposed utilities, public access points and construction documents conform to the requirements of the City Code of Ordinances and City policies. b. To ensure construction of the landscaping, other required public improvements, and the cleaning of public streets during construction, a financial guarantee shall be provided in the amount of 125% of the cost of the landscaping materials. c. The planned installation of any mechanical equipment shall include means to ensure it is fully screened from off-site view. 4. The developer shall comply with the following conditions during construction: a. All City noise ordinances shall be complied with, including that there be no construction activity between the hours of 10 p.m. and 7 a.m. b. Loud equipment shall be kept as far as possible from residences at all times. c. The site shall be kept free of dust and debris that could blow onto neighborhood properties. d. Public streets shall be maintained free of dirt and shall be cleaned as necessary. Meeting of May 17, 2010 (Item No. 8a) Page 8 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition e. The site shall be kept free of dust and debris that could blow onto neighboring properties. f. The City shall be contacted a minimum of 72 hours prior to any work in a public street. Work in a public street shall take place only upon the determination by the Director of Public Works that appropriate safety measures have been taken to ensure motorist and pedestrian safety. g. The Zoning Administrator may impose additional conditions if it becomes necessary in order to mitigate the impact of construction on surrounding properties. 5. Prior to the issuance of any temporary or permanent occupancy permit the following shall be completed: a. Fire lanes shall be signed and striped in accordance with the signed Official Exhibits. b. Landscaping and irrigation shall be in accordance with the signed Official Exhibits. c. A minimum of 10 bicycle parking spaces shall be installed. d. Exterior building improvements shall be completed in accordance with the signed Official Exhibits and approved materials and colors. e. All mechanical equipment shall be installed and it shall be demonstrated that all such equipment is fully screened from off-site views. To protect the health, safety and welfare of the community, the painting of mechanical equipment shall not be considered screening. 6. At such a time as the off-street parking area is fully resurfaced, reconstructed, or improved, the applicant comply with the Zoning Ordinance by: a. Adding parking lot islands. b. Providing additional landscaping and screening. c. Increasing the number of available bicycle parking spaces, if warranted. 7. No outside storage is permitted. Incidental outside storage shall be removed within 48 hours. 8. To ensure pedestrian and vehicular safety, the installation of any on-site traffic calming measures not indicated on the official exhibits, including speed bumps, shall require a major amendment to the Conditional Use Permit. 9. The developer shall pay an administrative fine of $750.00 per violation of any condition of this approval. In addition to any other remedies, the developer or owner shall pay an administrative fee of $750 per violation of any condition of this approval. Meeting of May 17, 2010 (Item No. 8a) Page 9 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition Under the Zoning Ordinance Code, this permit shall be revoked and cancelled if the building or structure for which the conditional use permit is granted is removed. Assent form and official exhibits must be signed by applicant (or applicant and owner if applicant is different from owner) prior to issuance of a building permit. Approval of a Building Permit is required, and may impose additional requirements. The City Clerk is instructed to record certified copies of this resolution in the Office of the Hennepin County Register of Deeds or Registrar of Titles as the case may be. Reviewed for Administration: Adopted by the City Council May17, 2010 City Manager Mayor Attest: City Clerk Meeting of May 17, 2010 (Item No. 8a) Page 10 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition Excerpts Unofficial Planning Commission Minutes April 21, 2010 3. Hearings A. Conditional Use Permit for Renovations and Addition Location: 5224 West 26th Street Applicant: Beth El Synagogue Case No.: 10-12-CUP Adam Fulton, Planner, presented the staff report. Commissioner Carper stated when looking at the stormwater plan he didn’t see any engineering on the parking lot in terms of reconstruction. He asked what will happen to move the water to the northeast and into the 25 ½ Street collector. Mr. Fulton replied that staff reviewed the drainage of the parking lot, but it was not proposed for reconstruction at this time. There will still be sheet flow happening on the parking lot. With the new addition and the modifications happening around the building, there is an opportunity to move that water into the pipe they are installing and bring the water to the north. Gary Kraup, Beth El president, thanked staff and commissioners for working with the design team. He described the Beth El community. He said Beth El was proposing to enhance the landmark status of the synagogue, which had hosted many national and international speakers. Mr. Kraup said Beth El has good relationships with others in the community including Benilde St. Margaret’s. He introduced Paul May of Miller, Dunwoodie Architecture who introduced other members of their team. Mr. May discussed the renovations and noted most were internal and for accessibility and safety. Chair Person opened the public hearing. Robert DeMay, 2505 Quentin Ct, agreed that Beth El is a good neighbor and means a lot to the community. He said the shared parking arrangement between Beth El and Benilde St. Margaret’s helps to relieve parking issues in the neighborhood. He said in interpreting the parking requirements, staff said they were only looking at the sanctuary rather than the totality of the capacity. Given the circumstances of Beth El, he thought that was appropriate. He stated he believes there is a looming parking issue related to the stadium Benilde was building, but it was a community issue. In the Benilde special use permit, the City Council reserved the right to say if parking became an issue greater than what they had anticipated, they could place additional conditions if necessary. Mr. DeMay suggested the same kind of condition would be appropriate here because they don’t know the kind of uses and the totality of the circumstances. Normally there is only an issue on high holy days and some public events where they draw national figures. Mr. DeMay requested that the Meeting of May 17, 2010 (Item No. 8a) Page 11 Subject: Beth El Synagogue Conditional Use Permit for Renovations and Addition Commission consider the possibility of adding a condition that would allow flexibility if it became an issue. Bob Tift, President, Benilde St. Margaret’s, said he supported Beth El’s application. He spoke about Benilde’s wonderful relationship with the Beth El community. Chair Person closed the public hearing. Commissioner Carper stated he felt it was a good project and he had no objections. Commissioner Johnston-Madison asked about the resident’s request to add the condition about the parking. Commissioner Robertson stated the Commission always has the ability to deal with parking issues. He said he was comfortable dealing with it later, if necessary. Commissioner Johnston-Madison asked staff for further discussion on that. Mr. Fulton noted a substantial number of conditions were added to the Benilde St. Margaret approval for their special permit. Under either a special permit or a conditional use permit, the city has the ability to come back for review if issues come up. He said the Planning Commission could add a condition requesting if at some future time the parking problem becomes increasingly exacerbated, there would be an opportunity for further review or additional parking required. Commissioner Johnston-Madison asked who would request such a review. Mr. Fulton replied a resident could make a complaint, however if the Planning Commission were to hear from residents, they could make a request. It could also be staff initiated. Traffic issues are generally monitored by the Public Works Department, but the Planning division works closely with them on parking issues. The shared parking agreement had addressed many of the parking issues. Commissioner Johnston-Madison said she understood the review process. She thanked Beth El, the staff and project team for coming to a study session a few weeks ago. She said it was a good project. Commissioner Robertson made a motion to recommend approval of the conditional use permit, subject to conditions recommended by staff. Commissioner Kramer seconded the motion, and the motion passed on a vote of 5-0. 26TH ST W 25 1/2 ST WHIGHWAY 100 SSALEM AVE STOLEDO AVE SRALEIGH AVE SQUENTIN AVE SQUENTIN CTHIGHWAY 100 SHIGHWAY 100 SHIGHWAY 100 S5224 26th Street West - Beth El SynagogueConditional Use Permit April 21, 2010 Zoning Classification R1 - Single Family Residential R2 - Single Family Residential R3 - Two Family Residential R4 - Multi-Familiy Residential RC - Multi-Family Residential POS - Parks and Open Space MX - Mixed-Use C1 - Neighborhood Commercial C2 - General Commercial O - Office IP - Industrial Park IG - General Industrial 225 Feet R-3 R-1R-C R-1 Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use Premit Page 12 February 23, 2010 17' - 6"34' - 8"62' - 10"17' - 10"17' - 6"17' - 6"67' - 9"29' - 2"42' - 5"429' - 1" TO NEAREST WALL24' - 0"24' - 0"24' - 0"ADDED GREENSPACE / GARDENSNEW TURNAROUND(4) ADA PARKING STALLS REMOVEDEXISTING TREES REMAINNEW SCHOOL ENTRY ADDITIONNEW LANDSCAPING ANDGRADING FOR EGRESSWINDOWSNEW EDUCATIONCENTER ADDITIONTOLEDO AVESOUTHSALEM AVESOUTHPROPERTY BOUNDARYRIGHT OF WAY LINE26TH STREETPROPERTY BOUNDARYRIGHT OF WAY LINERIGHT OF WAY LINEPROPERTY BOUNDARYRIGHT OF WAY LINEPROPERTY BOUNDARY25 1/2 STREET25 1/2 STREETFRONTAGE ROADSTATE HWY. NO. 100NEW ADDITIONNEW GREENSPACEEXISTING BUILDINGNEW DRIVEWAY PAVINGPARKING STALLS REMOVEDNPROPOSEDTRASHENCLOSUREsee also: landscape plan A9PROPOSED MONUMENT SIGNCANOPYREMOVE ENTRYAT UPPER LEVELPROPOSED SIGNAGE FOR "DROP-OFF ONLY"NEW PLANTED ISLANDENTER / EXITENTER / EXITEXISTING ONE-WAY ACCESS DRIVE(1) PARKING STALL REMOVED TO CREATE ADASTALL - TYP. THIS ROW SOUTH TO 26th STREETENTER/ EXITEXITONE-WAYONE-WAYPARKING CALCULATIONExisting: 286 - 9x18 stalls; 26 handicapped; Total = 312 stallsProposed: 281 - 9x18 stalls; 22 handicapped; Total = 303 stallsBUILDING FOOTPRINT AREAExisting: +/- 46,050 SFProposed: +/- 49,230 SF +/- 3,180 SF AddedNET SITE AREA232,516 SF or 5.34 AcresF.A.R. ALLOWED .3 or 69,754.8 SFF.A.R. ACTUAL.21 or 49,230 SFFOR BUILDING HEIGHT SEE ELEVATIONSFOR IMPERVIOUS SURFACE RATIO SEE C-1A.0SITE PLAN SCALE 1”=60’-0”Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 13 February 23, 2010 NEW SCHOOLENTRYRAMPTURN AROUND / DROP OFFSANCTUARYSOCIAL HALL 01SOCIAL HALL02PLATFORMCLASSROOM07CLASSROOM06CLASSROOM05CLASSROOM04KITCHENCLASSROOM01CLASSROOM02CLASSROOM03VICTOR HALLCHAPELEDUCATION CENTER(NEW)KITCHENMECH.SERVINGSTOR.TRASHENCLOSURENAPOFF.MECHANICALGIFTA.1LOWER LEVEL FLOOR PLAN PROPOSEDSCALE 1”=40’-0”Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 14 February 23, 2010 A.3BUILDING ELEVATIONSSCALE 1/32”=1’-0”1. PROPOSED SOUTH ELEVATION2. PROPOSED NORTH ELEVATION3. PROPOSED WEST ELEVATION 4. PROPOSED EAST ELEVATIONNOTE: Existing buildings faded back to illustrate additions. New brick to match existing brick.Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 15 February 23, 2010 A.6CONCEPT LANDSCAPE PLANSCALE 1”=40’-0”A. SITE SECTION AT SOUTH RETAINING WALLANOTE: See LP1.01 and LP1.02 for Planting detailsMeeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 16 February 23, 2010 C-1GRADING, UTILITY AND EROSION CONTROL PLANSCALE 1”=60’-0”Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 17 Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 18 Meeting of May 17, 2010 (Item No. 8a) Subject: Beth El Synagogue Conditional Use PremitPage 19