The URL can be used to link to this page

Home My WebLink About2009/02/02 - ADMIN - Agenda Packets - City Council - RegularAGENDA FEBRUARY 2, 2009 6:00 p.m. SPECIAL STUDY SESSION – COUNCIL CHAMBERS Discussion Items 1. 6:00 p.m. Review of the Municipal Service Center Addition and Site Improvement Plan 7:10 p.m. ECONOMIC DEVELOPMENT AUTHORITY – Council Chambers 1. Call to Order 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes January 5, 2009 4. Approval of Agenda 5. Reports 5a. EDA Vendor Claims 6. Old Business 7. New Business 7a. Establishment of The Ellipse on Excelsior Tax Increment Financing District Recommended Action: Motion to adopt Resolution approving the establishment of The Ellipse on Excelsior Tax Increment Financing District within Redevelopment Project No. 1 (a redevelopment district) 7b. Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC (Bader Development) Recommended Action: Motion to adopt Resolution approving the Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC 8. Communications 9. Adjournment 7:30 p.m. CITY COUNCIL MEETING – Council Chambers 1. Call to Order 1a. Pledge of Allegiance 1b. Roll Call Meeting of February 2, 2009 City Council Agenda 2. Presentations 2a. League of Women Voters Donation for Tree Planting 2b. Larry Schwantz Retirement Recognition Resolution 3. Approval of Minutes -- None 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. Establishment of The Ellipse on Excelsior Tax Increment Financing District Recommended Action: • Conduct public hearing. • Motion to Adopt Resolution approving the establishment of The Ellipse on Excelsior Tax Increment Financing District within Redevelopment Project No. 1 (a redevelopment district). 7. Requests, Petitions, and Communications from the Public 8. Resolutions, Ordinances, Motions and Discussion Items 8a. Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Recommended Action: Planning Commission and staff recommend: • Motion to Adopt Resolution approving the Final Plat for Ellipse on Excelsior with conditions. • Motion to Adopt Resolution approving the Final Preliminary Planned Unit Development for Ellipse on Excelsior with conditions. 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. 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 of February 2, 2009 City Council Agenda 4. CONSENT CALENDAR 4a. Adopt Resolution approving 2009 Liquor License Renewals for the license year term of March 1, 2009 through March 1, 2010 with the exception of Al’s, located at 3912 Excelsior Boulevard, whose license will expire March 31, 2009 4b. Approve transfer of subsidiary ownership and Resolution approving renewal of the On-sale Intoxicating, On-sale Sunday, and Brewpub Off-sale liquor licenses to Granite City Restaurant Operations, Inc., dba Granite City Food & Brewery located at 5500 Excelsior Blvd. for the March 1, 2009 through March 1, 2010 license term 4c. Approve twenty five (25%) percent ownership transfer and Resolution approving renewal of the Off-sale Intoxicating liquor license for FC Liquors 2 Inc., dba Westwood Liquors, located at 2304 Louisiana Avenue South for the March 1, 2009 through March 1, 2010 license term 4d. Approve Resolution for an On-sale Wine license and On-Sale 3.2 Malt Liquor license for SLP Foods, LLC, dba Fuddruckers, located at 6445 Wayzata Boulevard, for the license term of March 1, 2009 through March 1, 2010 4e. Adopt Resolution approving an Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior project 4f. Waive second reading and adopt Ordinance to create Special Service District No. 5 and approve the summary ordinance for publication and approve Resolution imposing a service charge for Special Service District No. 5 4g. Authorize execution of a contract with Precision Landscape and Tree, Inc. as the 2009 Boulevard Tree and Stump Removal Contractor in an amount not to exceed $83,657 4h. Adopt Resolution to recognize Larry Schwantz’s retirement after 35 years of service to the City of St. Louis Park 4i. Accept a donation from the League of Women Voters in the amount of $2,672 for the purchase of trees available to residential purchase at a discounted rate to compliment trees lost on private property 4j. Adopt Resolution authorizing final payment in the amount of $2,629.60 for the Forcemain Rehab Project – Park Center Boulevard - Project No. 2008-2300 with G.F. Jedlicki, Inc., Contract No. 120-08 4k. Authorize execution of a contract with Rainbow Tree Care, Inc. as the 2009 Arbotect 20-S Elm Injection contractor at a cost of $12.15 per diameter inch 4l. Approve Resolution authorizing Condemnation of Land for Public Purposes – Highway 7- Wooddale Interchange Project 4m. Approve for Filing Human Rights Commission Minutes October 21, 2008 4n. Approve for Filing Human Rights Commission Minutes December 16, 2008 4o. Approve for Filing Planning Commission Minutes December 17, 2008 4p. Approve for Filing Vendor Claims Meeting Date: February 2, 2009 Agenda Item #: 1 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: Review of the Municipal Service Center Addition and Site Improvement Plan. RECOMMENDED ACTION: Following review of the proposed plans and possible energy enhancements, Council is requested to provide direction to staff on: 1) May staff proceed with initiating the land use approval process for an amendment to the existing Special Permit; and 2) Should staff integrate additional energy saving alternatives into the design? POLICY CONSIDERATION: Does the Council want to continue with the design process? BACKGROUND: This project is driven in part by the need to begin reconstruction of the Fire Stations beginning in 2010 and to correct deficiencies within the Municipal Service Center (MSC) building and on the site. The demolition and subsequent reconstruction of the Wooddale Fire Station will cause a permanent dislocation of our Utility Operation Division and require temporary relocation of Fire Department operations to the MSC. The design parameters initiated include a cost-effective addition, reduction of exterior storage, site security for vehicles, improve the building exterior finish to current standards, and improving the quality of stormwater containment and treatment. The project schedule is intending for construction to start early summer 2009 to enable having the shell completed before the winter season, allowing continued delivery of essential city services. A design group consisting of staff from all groups working from the MSC have been involved in continuing design meetings with the Architect. This involvement is intended to ensure a design that provides efficiency in our operations in addition to simply adding space. The design also allows flexibility for relocating some staff and vehicles from City Hall into the facility at a future date. DISCUSSION: General - Architect Jeff Oertel, of Oertel Architects will be present during the Study Session to display drawings of the proposed building and site design for Council review and discussion. As Council previously requested, a matrix of possible energy reducing enhancements for the building with cost and savings potential will also be discussed. Meeting of February 2, 2009 (Item No.1) Page 2 Subject: Review of the Municipal Service Center Addition and Site Improvement Plan Special Permit - The MSC site is operating under a Special Permit which was issued by the City Council April 20, 1987. This is required to be amended in order for the project to proceed. The public and administrative process of advertising for Public Hearing at Planning Commission and formal Council approval will need to begin soon to enable a construction start early this summer. The design direction provided to the architect has been to provide a building and site design that works as an operations hub in providing essential city services that will be harmonious with future redevelopment possibilities in the area. The details on proposed finish materials and appearance will be provided by the architect during the presentation. Minnehaha Creek Watershed District - An important goal of this project is to improve the storm water runoff from this site into Minnehaha Creek. This will require significant improvements to the current storm water system. Improved storage of outside materials with covered bins and screening will also be an added benefit. Staff and the Architect have begun discussions with the Minnehaha Creek Watershed District on meeting the wetland buffer setback, storm water retention, and water quality rules. Energy - The building is being designed with sustainable building and energy efficient components in mind. Oertel Architects have indicated that the building will likely be a LEED certifiable building. As previously discussed with Council, actual certification is not being pursued due to the added cost to the project. Oertel Architects estimated an additional $200,000 would be needed for administration, verification, third party review/inspection, and Green Building Council registration fees to receive a certification. In addition to sound environmental design, a number of energy conserving components could be designed into the building. The architect has assembled a matrix (attached) indicating various concepts which may be pursued, approximate upfront capital costs, payback, and the designers recommendation. Some types of energy projects also may have a public education component which may be considered. FINANCIAL OR BUDGET CONSIDERATION: The MSC project is operating with a $6 million budget for design and construction. Oertel Architects is beginning a preliminary cost estimate based on the proposed design to verify feasibility and assist with discussion on including energy saving additions. The Architect should have this information available during the discussion. VISION CONSIDERATION: Not applicable. Attachments: Oertel Architects - Energy Saving Systems Matrix Prepared by: Brian Hoffman, Director of Inspections Approved by: Tom Harmening, City Manager 1 OERTEL ARCHITECTS 1795 SAINT CLAIR AVENUE, SAINT PAUL, MN 55105 TEL: 651/696-5186 FAX: 651/696-5188 DATE: January 14, TO: Brian Hoffman FROM: Jeff Oertel RE: St. Louis Park MSC Energy saving systems considerations MEMORANDUM ______________________________________________________________________________ The following is a summary of potential building systems that can be added to the project to decrease operational costs and increase operational efficiencies. The cost and payback of the items below do not include or consider incentives from the utility companies, escalation of energy costs or special grants. Item estimated cost payback recommendation 1. Photovoltaic panels $100,000.00 80 years not recommended 2. Water based solar panels for domestic water (120 gallon cap.) $10,000.00 10 to 14 years recommended 3. Geothermal heating system (for the office areas only) $190,000.00 20 years or less for discussion 4. Energy recovery units * office area * vehicle maintenance * vehicle storage ($20,000.00 to $300,000.00, there are many variables) 5 years 10 years 20+ years * recommended * recommended * not recomm’d 5. HVAC energy management control system $120,000.00 7 to 10 years recommended 6. Lighting controls (occupancy sensors, solar sensors, etc.) $15,000.00 varies: short period of time recommended 7. VFDs (variable frequency drives) on various equipment / systems varies 5 to 10 years recommended 8. Recycled “grey water” for toilets, wash bay or irrigation varies, $20,000.00+/- 20+ years not recommended Meeting of February 2, 2009 (Item No. 1) Subject: Review of the Municipal Service Center Addition and Site Improvement Plan Page 3 2 9. Wind power (very complicated item) varies considerably long term, 30+ year payback not recommended 10. Daylighting (above average) varies, complicated mid to long term recommended 11. LED lighting material cost is 4 times normal very long term payback not recommended 12. Replacement of existing lights in the vehicle area with new T5 lamps $300.00 / unit 12 to 15 years recommend as an alternate 13. High speed roll up doors $18,000.00 premium/door perhaps 30 to 50 years not recommended Otherwise, there are a minimum level of standards for insulation, solar control, cost-efficient systems and performance within the cost and scope of the facility in general. JLO Meeting of February 2, 2009 (Item No. 1) Subject: Review of the Municipal Service Center Addition and Site Improvement Plan Page 4 Meeting Date: February 2, 2009 Agenda Item #: 3a UNOFFICIAL MINUTES ECONOMIC DEVELOPMENT AUTHORITY ST. LOUIS PARK, MINNESOTA JANUARY 5, 2009 1. Call to Order President Finkelstein called the meeting to order at 7:35 p.m. Commissioners present: President Finkelstein, John Basill, Jeff Jacobs, Paul Omodt, Loran Paprocki and Susan Sanger. Commissioners absent: C. Paul Carver Staff present: City Manager (Mr. Harmening), City Attorney (Mr. Scott) and Recording Secretary (Ms. Schmidt). 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes December 15, 2008 It was moved by Commissioner Sanger, seconded by Commissioner Basill, to approve the EDA minutes, as presented. The motion passed 6-0. 4. Approval of Agenda The motion passed 6-0. 5. Reports 5a. EDA Vendor Claims It was moved by Commissioner Omodt, seconded by Commissioner Jacobs, to approve the EDA Vendor Claims. The motion passed 6-0. 6. Old Business - None Meeting of February 2, 2009 (Item No. 3a) Page 2 Subject: Economic Development Authority Minutes January 5, 2009 7. New Business 7a. 2009 Economic Development Authority Officers It was moved by Commissioner Basill, seconded by Commissioner Jacobs, to elect Phil Finkelstein as President. The motion passed 5-1. (President Finkelstein opposed) It was moved by Commissioner Paprocki, seconded by Commissioner Sanger, to elect John Basill as Vice-President. The motion passed 6-0. It was moved by Commissioner Paprocki, seconded by Commissioner Omodt, to elect C. Paul Carver as Treasurer to the Economic Development Authority for the 2009 term. The motion passed 6-0. 8. Communications - None 9. Adjournment The meeting adjourned at 7:39 p.m. Meeting Date: February 2, 2009 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 January 17 through January 30, 2009. 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 01/28/2009CITY OF ST LOUIS PARK 12:36:27R55CKSUM LOG23000VO 1Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 37,199.16AQUILA COMMONS G & A DEVELOPER TAX INCREMNT PYMTAQUILA SENIOR LLC 37,199.16 57,878.97WOLFE LAKE COMMERCIAL TIF G&A DEVELOPER TAX INCREMNT PYMTBELT LINE PROPERTIES INC 57,878.97 286.00DEVELOPMENT - EDA G&A TRAININGCITIZENS INDEPENDENT BANK 286.00 177,925.46CSM TIF DIST G&A DEVELOPER TAX INCREMNT PYMTCSM CORPORATION 177,925.46 662,527.95PARK COMMONS G&A DEVELOPER TAX INCREMNT PYMTE&G EQUITIES LLC 662,527.95 29,816.80EDGEWOOD TIF DIST G & A DEVELOPER TAX INCREMNT PYMTEDGEWOOD INVESTORS LLC 29,816.80 832.50ELMWOOD TIF ADMIN OTHER CONTRACTUAL SERVICESEHLERS & ASSOCIATES INC 323.75WEST END TIF ADMIN OTHER CONTRACTUAL SERVICES 231.25HSTI TIF ADMIN OTHER CONTRACTUAL SERVICES 462.50VICTORIA PONDS TIF ADMIN OTHER CONTRACTUAL SERVICES 1,850.00 135,865.84PARK COMMONS G&A DEVELOPER TAX INCREMNT PYMTEXCELSIOR & GRAND LLC 135,865.84 12,355.13DEVELOPMENT - EDA G&A PLANNINGFORECAST PUBLIC ARTWORKS 12,355.13 409.78AQUILA COMMONS TIF ADMIN OTHER CONTRACTUAL SERVICESHENNEPIN COUNTY TREASURER 1,624.40ELMWOOD TIF ADMIN OTHER CONTRACTUAL SERVICES 473.33WOLFE LAKE TIF ADMIN OTHER CONTRACTUAL SERVICES 494.87HWY 7 BUSINESS CENTER TIF ADMN OTHER CONTRACTUAL SERVICES 1,065.76OAK PARK VILLAGE TIF ADMIN OTHER CONTRACTUAL SERVICES 3,306.27EXCELSIOR BLVD TIF ADMIN OTHER CONTRACTUAL SERVICES 1,307.09TRUNK HWY 7 TIF ADMIN OTHER CONTRACTUAL SERVICES 121.27HSTI TIF ADMIN OTHER CONTRACTUAL SERVICES 931.53VICTORIA PONDS TIF ADMIN OTHER CONTRACTUAL SERVICES 468.20PARK CTR HOUSING TIF ADMIN OTHER CONTRACTUAL SERVICES 918.81CSM TIF ADMIN OTHER CONTRACTUAL SERVICES Meeting of February 2, 2009 (Item No. 5a) Subject: EDA Vendor Claims Page 2 01/28/2009CITY OF ST LOUIS PARK 12:36:27R55CKSUM LOG23000VO 2Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 554.40MILL CITY TIF ADMIN OTHER CONTRACTUAL SERVICES 3,069.81PARK COMMONS TIF ADMIN OTHER CONTRACTUAL SERVICES 416.82EDGEWOOD TIF ADMIN OTHER CONTRACTUAL SERVICES 15,162.34 69,022.98HWY 7 BUSINESS CENTER G & A DEVELOPER TAX INCREMNT PYMTHIGHWAY 7 BUSINESS CENTER LLC 69,022.98 1,468.75DEVELOPMENT - EDA G&A OTHER CONTRACTUAL SERVICESHOISINGTON KOEGLER GROUP INC 1,468.75 22.00AQUILA COMMONS TIF ADMIN OTHER CONTRACTUAL SERVICESKENNEDY & GRAVEN 22.00ELMWOOD TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00WOLFE LAKE TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00HOIGAARD TIF AMIN OTHER CONTRACTUAL SERVICES 22.00HWY 7 BUSINESS CENTER TIF ADMN OTHER CONTRACTUAL SERVICES 22.00OAK PARK VILLAGE TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00EXCELSIOR BLVD TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00TRUNK HWY 7 TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00HSTI TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00VICTORIA PONDS TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00PARK CTR HOUSING TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00CSM TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00MILL CITY TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00PARK COMMONS TIF ADMIN OTHER CONTRACTUAL SERVICES 22.00EDGEWOOD TIF ADMIN OTHER CONTRACTUAL SERVICES 330.00 100,734.84MILL CITY G&A DEVELOPER TAX INCREMNT PYMTMSP REAL ESTATE INC. 100,734.84 50.79DEVELOPMENT - EDA G&A TELEPHONENEXTEL COMMUNICATIONS 50.79 17.30DEVELOPMENT - EDA G&A OFFICE SUPPLIESOFFICE DEPOT 17.30 45,347.82HSTI G&A DEVELOPER TAX INCREMNT PYMTPARK NICOLLET HEALTH SERVICES 45,347.82 200.20DEVELOPMENT - EDA G&A LEGAL NOTICESSUN NEWSPAPERS 200.20 Meeting of February 2, 2009 (Item No. 5a) Subject: EDA Vendor Claims Page 3 01/28/2009CITY OF ST LOUIS PARK 12:36:27R55CKSUM LOG23000VO 3Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 75,799.00VICTORIA PONDS G&A DEVELOPER TAX INCREMNT PYMTSVK DEVELOPMENT INC. 75,799.00 Report Totals 1,423,839.33 Meeting of February 2, 2009 (Item No. 5a) Subject: EDA Vendor Claims Page 4 Meeting Date: February 2, 2009 Agenda Item #: 7a 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: Establishment of The Ellipse on Excelsior Tax Increment Financing District. RECOMMENDED ACTION: Motion to adopt Resolution approving the establishment of The Ellipse on Excelsior Tax Increment Financing District within Redevelopment Project No. 1 (a redevelopment district). POLICY CONSIDERATION: Does the EDA support the establishment of The Ellipse on Excelsior Tax Increment Financing District to facilitate the proposed Ellipse on Excelsior mixed use project? The EDA/City Council has worked with Bader Development for over a year on its redevelopment plans for the Al’s Liquors and Anderson Cleaners properties at the northwest corner of Excelsior Boulevard and France Avenue. After numerous meetings with the adjacent neighborhoods, the EDA/Council reviewed Bader Development’s TIF Application at the July 14, 2008 Study Session. Potential business terms that would serve as the basis for a redevelopment contract were discussed at the November 10th Study Session where they were favorably received. It is now time to take the final step in the TIF process which is to formally authorize the creation of the TIF district which enables the city to allocate tax increment generated from the proposed Ellipse on Excelsior project toward the extraordinary Public Redevelopment Costs associated with the redevelopment of the subject site. BACKGROUND: Bader Development has an option to purchase and redevelop the nine (9) parcels that constitute the Al’s Liquors and Anderson Cleaners properties at the northwest corner of Excelsior Boulevard and France Avenue. All together, these parcels create a redevelopment site of 2.23 acres. Bader plans to remove the existing structures, remediate the contaminated soils, relocate sewer lines, and construct a five-story, mixed use building. The proposed Ellipse on Excelsior will consist of 132 residential apartments and 16,394 square feet of ground floor commercial space, as well as a corner plaza. Over the past year, representatives of Bader Development, surrounding neighborhoods and the City/EDA have worked collaboratively to develop a master plan for the subject redevelopment area that features: ¾ An attractive building with upscale image ¾ Urban design with distinctive architecture and human scale ¾ Mixed use – luxury residential & neighborhood commercial ¾ Surface and heated underground parking ¾ Sufficient landscaping and screening Meeting of February 2, 2009 (Item No. 7a) Page 2 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District ¾ Signage that deters traffic from the adjacent neighborhood ¾ Pedestrian friendly design ¾ Functional and attractive gathering space that includes public art Bader’s proposed project incorporates many principles of Livable Communities, Transit Oriented Development and sustainable design. Upon completion, The Ellipse on Excelsior is expected to present a highly attractive, quality image at one of the city’s eastern gateways. Request for TIF Assistance Any project on the subject site would incur extraordinary redevelopment costs. The site has impacted soils and structurally substandard buildings that would need to be removed. Two sewer laterals (one of which is a 36 inch storm water main) would need to be relocated in order to maximize the development potential of the site. Any new building on the site would likely require underground parking. In addition, street and traffic improvements would need to be made adjacent to the site. Finally, any prospective project would require substantial screening from the adjacent neighborhood. Thus, if any project is to be economically viable on the subject site it would likely require some level of public financial assistance. In order to offset the extraordinary costs associated with redeveloping the subject site, it is proposed that the EDA/City reimburse the Redeveloper with $1.45 million in tax increment as discussed at the November 11th Study Session. Bader’s request for TIF assistance is considered reasonable given the complexity, quality, projected total value, and other residual economic benefits derived from the proposed redevelopment. The city’s participation would leverage approximately $18 million in new investment. As a percentage of total project cost the requested amount of financial assistance is approximately 8%. This is consistent with the level of assistance provided by the EDA for other redevelopment projects. TIF District Approvals: The EDA/Council reviewed Bader Development’s TIF Application at the July 14, 2008 Study Session. At that meeting the EDA/Council expressed its support for the proposed project, directed staff to continue working with the Redeveloper and negotiate business terms that would enable the proposed project to move forward. Potential business terms that would serve as the basis for a redevelopment contract were discussed at the November 10th Study Session where they were favorably received. At its November 17th meeting, the City Council set a public hearing date of January 20, 2009 (since changed to February 2nd) for the proposed Redevelopment TIF District. The Planning Commission reviewed The Ellipse on Excelsior Tax Increment Financing Plan on December 17th and determined it was in conformance with the city’s Comprehensive Plan. Meeting of February 2, 2009 (Item No. 7a) Page 3 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Synopsis of the Proposed TIF District In order to provide the Redeveloper with the mutually-agreed upon tax increment a new redevelopment TIF district must be formed. Attached is a copy of the Tax Increment Financing Plan establishing The Ellipse on Excelsior Tax Increment Financing District (a redevelopment district). The Plan was prepared by the EDA’s TIF consultant, Ehlers & Associates. TIF Plans establish the geographic boundaries and financial parameters of a particular TIF district as well as the findings which statutorily qualify the district. In a general sense, TIF plans may be viewed as enabling legislation. The specific mutual obligations between the EDA and the Redeveloper are contained in a separate Redevelopment Contract between the parties. The proposed Ellipse on Excelsior TIF District consists of ten (10) parcels: the eight parcels owned by Al’s Liquors, a parcel occupied by Anderson’s Cleaners, and the former American Inn property. These properties have long been viewed as a potential redevelopment area. The Al’s Liquors and Anderson Cleaners parcels constitute the proposed Ellipse on Excelsior redevelopment site. The former motel property is included in the proposed redevelopment TIF district as it is likely to be redeveloped in the next five years. It is prudent to include the parcel in the proposed redevelopment TIF district at this time rather than go through the amendment process in the relatively near future. The proposed TIF District is within the city’s Redevelopment Project Area as is statutorily required. Inclusion of the proposed project within a designated Redevelopment Project Area gives the EDA/Council the authority to assist with all the redevelopment actions necessary to implement The Ellipse on Excelsior project. Duration of the District As authorized by statute, the duration of redevelopment districts is up to 25 years after receipt of the first increment by the city (a total of 26 years of tax increment). The date of receipt by the city of the first tax increment is expected to be 2011. Thus, it is estimated that the District would terminate after 2037, or when the TIF plan is satisfied. The EDA and City have the right to decertify the District prior to the legally required date. The city’s expressed obligations to the Redeveloper should be satisfied after approximately 13 years. It would appear in the Estimated Cash Flow For the TIF District (Appendix D of the proposed TIF Plan) that the $1.45 million obligation to the Redeveloper would be satisfied within approximately 8 years but this is because the cash flow projection reflects the redevelopment of the former American Inn property which is included in the proposed TIF District but is not part of the Bader project. TIF District Budget It should be noted that the financing uses and project costs reflected within the Uses of Funds section of the proposed TIF Plan is a not-to-exceed budget and not the actual expected project budget. Meeting of February 2, 2009 (Item No. 7a) Page 4 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Fiscal Disparities Election In keeping with the city’s TIF Policy, The Ellipse on Excelsior TIF District will contribute to fiscal disparities. Results of TIF Feasibility Analysis In 2005, staff retained LHB, Inc. to conduct a state-required inspection to determine if the proposed project site qualified as a redevelopment TIF district. LHB’s Report of Inspection Procedures and Results for Determining Qualifications Of A Tax Increment Financing District As A Redevelopment District : Al’s Liquor District, St. Louis Park, MN dated May 13, 2005 concluded that the proposed site met both the “Coverage Test” and the “Condition of Buildings Test” and thus qualified under Minnesota Statutes Section 479.174, Subdivision 10 as a redevelopment TIF district. FINANCIAL OR BUDGET CONSIDERATION: Authorizing the establishment of The Ellipse on Excelsior TIF District does not, in itself, commit the EDA to any specific level of TIF assistance for the proposed project. Procedurally it simply creates the funding vehicle that enables the EDA to provide the Redeveloper with the negotiated financial assistance. The terms and amount of TIF assistance are specified within the Redevelopment Contract with the Redeveloper which also is to be considered at Monday night’s EDA meeting. VISION CONSIDERATION: This project supports the Strategic Directions of providing a well-maintained and diverse housing stock, being a connected and engaged community, as well as promoting and integrating arts and community aesthetics in all city initiatives where appropriate. Attachments: Resolution The Ellipse on Excelsior Tax Increment Financing Plan Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, EDA Executive Director Meeting of February 2, 2009 (Item No. 7a) Page 5 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY CITY OF ST. LOUIS PARK HENNEPIN COUNTY STATE OF MINNESOTA EDA RESOLUTION NO. 09-____ RESOLUTION ADOPTING A MODIFICATION TO THE REDEVELOPMENT PLAN FOR REDEVELOPMENT PROJECT NO. 1, ESTABLISHING THE ELLIPSE ON EXCELSIOR TAX INCREMENT FINANCING DISTRICT THEREIN AND ADOPTING A TAX INCREMENT FINANCING PLAN THEREFOR. WHEREAS, it has been proposed by the Board of Commissioners (the "Board") of the St. Louis Park Economic Development Authority (the "EDA") and the City of St. Louis Park (the "City") that the City adopt a Modification to the Redevelopment Plan (the "Redevelopment Plan Modification") for Redevelopment Project No. 1 (the "Project Area") and establish the Ellipse on Excelsior Tax Increment Financing District and adopt a Tax Increment Financing Plan (the "TIF Plan") therefor (the Redevelopment Plan Modification and the TIF Plan are referred to collectively herein as the "Plans"), all pursuant to and in conformity with applicable law, including Minnesota Statutes, Sections 469.090 to 469.1082, and Sections 469.174 to 469.1799, inclusive, as amended (the "Act"), all as reflected in the Plans and presented for the Board's consideration; and WHEREAS, the EDA has investigated the facts relating to the Plans and has caused the Plans to be prepared; and WHEREAS, the EDA has performed all actions required by law to be performed prior to the adoption of the Plans, and has also requested that the City Planning Commission provide for review of and written comment on the Plans and that the Council schedule a public hearing on the Plans upon published notice as required by law. NOW, THEREFORE, BE IT RESOLVED by the Board as follows: 1. The EDA hereby finds that the Ellipse on Excelsior Tax Increment Financing District is in the public interest and is a "redevelopment district" under Minnesota Statutes, Section 469.174, Subd. 10 (a)(1), and finds that adoption of the proposed Plans conform in all respects to the requirements of the Act and will help fulfill a need to develop an area of the State of Minnesota which is already built up, and that the adoption of the proposed Plans will help in the preservation and enhancement of the tax base of the City and the State and promote the construction of high quality housing, and thereby serves a public purpose. Meeting of February 2, 2009 (Item No. 7a) Page 6 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District 2. The EDA further finds that the Plans will afford maximum opportunity, consistent with the sound needs for the City as a whole, for the development or redevelopment of the Project Area by private enterprise in that the intent is to provide only that public assistance necessary to make the private developments financially feasible. 3. The boundaries of the Project Area are not being expanded. 4. The reasons and facts supporting the findings in this resolution are described in the Plans. 5. Conditioned upon the approval thereof by the City Council following its public hearing thereon, the Plans, as presented to the EDA on this date, are hereby approved, established and adopted and shall be placed on file in the office of the City Clerk. 6. Upon approval of the Plans by the City Council, the staff, the EDA's advisors and legal counsel are authorized and directed to proceed with the implementation of the Plans and for this purpose to negotiate, draft, prepare and present to this Board for its consideration all further plans, resolutions, documents and contracts necessary for this purpose. Approval of the Plans does not constitute approval of any project or a Development Agreement with any developer. 7. Upon approval of the Plans by the City Council, the City Clerk is authorized and directed to forward a copy of the Plans to the Minnesota Department of Revenue and the Office of the State Auditor pursuant to Minnesota Statutes 469.175, Subd. 4a. 8. The City Clerk is authorized and directed to forward a copy of the Plans to the Hennepin County Auditor and request that the Auditor certify the original tax capacity of the District as described in the Plans, all in accordance with Minnesota Statutes 469.177. Reviewed for Administration: Adopted by the Economic Development Authority February 2, 2009 Executive Director President Attest Secretary This document is in draft form for distribution to the County and the School District. The TIF Plan contains the estimated fiscal and economic implications of the proposed TIF District. The City and the EDA may make minor changes to this draft document prior to the public hearing. As of January 26, 2009 Draft for Public Hearing MODIFICATION TO THE REDEVELOPMENT PLAN FOR REDEVELOPMENT PROJECT NO. 1 and the TAX INCREMENT FINANCING PLAN for the establishment of THE ELLIPSE ON EXCELSIOR TAX INCREMENT FINANCING DISTRICT (a redevelopment district) within REDEVELOPMENT PROJECT NO. 1 ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY CITY OF ST. LOUIS PARK HENNEPIN COUNTY STATE OF MINNESOTA Public Hearing: February 2, 2009 Adopted: Prepared by: EHLERS & ASSOCIATES, INC. 3060 Centre Pointe Drive, Roseville, Minnesota 55113-1105 651-697-8500 fax: 651-697-8555 www.ehlers-inc.com Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 7 TABLE OF CONTENTS (for reference purposes only) SECTION I - MODIFICATION TO THE REDEVELOPMENT PLAN FOR REDEVELOPMENT PROJECT NO. 1 ................................... 1-1 Foreword ............................................................. 1-1 SECTION II - TAX INCREMENT FINANCING PLAN FOR THE ELLIPSE ON EXCELSIOR TAX INCREMENT FINANCING DISTRICT ..... 2-1 Subsection 2-1. Foreword............................................... 2-1 Subsection 2-2. Statutory Authority........................................ 2-1 Subsection 2-3. Statement of Objectives ................................... 2-1 Subsection 2-4. Redevelopment Plan Overview .............................. 2-1 Subsection 2-5. Description of Property in the District and Property To Be Acquired . 2-2 Subsection 2-6. Classification of the District................................. 2-2 Subsection 2-7. Duration and First Year of Tax Increment of the District ........... 2-4 Subsection 2-8. Original Tax Capacity, Tax Rate and Estimated Captured Net Tax Capacity Value/Increment and Notification of Prior Planned Improvements ..... 2-4 Subsection 2-9. Sources of Revenue/Bonded Indebtedness .................... 2-5 Subsection 2-10. Uses of Funds ........................................... 2-6 Subsection 2-11. Fiscal Disparities Election.................................. 2-8 Subsection 2-12. Business Subsidies....................................... 2-8 Subsection 2-13. County Road Costs ....................................... 2-9 Subsection 2-14. Estimated Impact on Other Taxing Jurisdictions................ 2-10 Subsection 2-15. Supporting Documentation ................................ 2-12 Subsection 2-16. Definition of Tax Increment Revenues ....................... 2-12 Subsection 2-17. Modifications to the District................................ 2-12 Subsection 2-18. Administrative Expenses .................................. 2-13 Subsection 2-19. Limitation of Increment ................................... 2-14 Subsection 2-20. Use of Tax Increment .................................... 2-14 Subsection 2-21. Excess Increments ...................................... 2-15 Subsection 2-22. Requirements for Agreements with the Developer .............. 2-15 Subsection 2-23. Assessment Agreements ................................. 2-16 Subsection 2-24. Administration of the District ............................... 2-16 Subsection 2-25. Annual Disclosure Requirements ........................... 2-16 Subsection 2-26. Reasonable Expectations ................................. 2-16 Subsection 2-27. Other Limitations on the Use of Tax Increment................. 2-17 Subsection 2-28. Summary.............................................. 2-17 APPENDIX A PROJECT DESCRIPTION ................................................ A-1 APPENDIX B MAPS OF REDEVELOPMENT PROJECT NO. 1 AND THE DISTRICT ............. B-1 APPENDIX C DESCRIPTION OF PROPERTY TO BE INCLUDED IN THE DISTRICT............. C-1 APPENDIX D ESTIMATED CASH FLOW FOR THE DISTRICT .............................. D-1 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 8 APPENDIX E MINNESOTA BUSINESS ASSISTANCE FORM ............................... E-1 APPENDIX F REDEVELOPMENT QUALIFICATIONS FOR THE DISTRICT .................... F-1 APPENDIX G FINDINGS INCLUDING BUT/FOR QUALIFICATIONS .......................... G-1 APPENDIX H PRIOR IMPROVEMENTS .............................................. H-1 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 9 St. Louis Park Economic Development Authority Modification to the Redevelopment Plan for Redevelopment Project No. 1 1-1 SECTION I - MODIFICATION TO THE REDEVELOPMENT PLAN FOR REDEVELOPMENT PROJECT NO. 1 Foreword The following text represents a Modification to the Redevelopment Plan for Redevelopment Project No. 1. This modification represents a continuation of the goals and objectives set forth in the Redevelopment Plan for Redevelopment Project No. 1. Generally, the substantive changes include the establishment of Ellipse on Excelsior Tax Increment Financing District. For further information, a review of the Redevelopment Plan for Redevelopment Project No. 1 is recommended. It is available from the Economic Development Coordinator at the City of St. Louis Park. Other relevant information is contained in the Tax Increment Financing Plans for the Tax Increment Financing Districts located within Redevelopment Project No. 1. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 10 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-1 SECTION II - TAX INCREMENT FINANCING PLAN FOR THE ELLIPSE ON EXCELSIOR TAX INCREMENT FINANCING DISTRICT Subsection 2-1. Foreword The St. Louis Park Economic Development Authority (the "EDA"), the City of St. Louis Park (the "City"), staff and consultants have prepared the following information to expedite the establishment of the Ellipse on Excelsior Tax Increment Financing District (the "District"), a redevelopment tax increment financing district, located in Redevelopment Project No. 1. Subsection 2-2. Statutory Authority Within the City, there exist areas where public involvement is necessary to cause development or redevelopment to occur. To this end, the EDA and City have certain statutory powers pursuant to Minnesota Statutes ("M.S."), Sections 469.090 to 469.1082, inclusive, as amended, and M.S., Sections 469.174 to 469.1799, inclusive, as amended (the "Tax Increment Financing Act" or "TIF Act"), to assist in financing public costs related to this project. This section contains the Tax Increment Financing Plan (the "TIF Plan") for the District. Other relevant information is contained in the Modification to the Redevelopment Plan for Redevelopment Project No. 1. Subsection 2-3. Statement of Objectives The District currently consists of 10 parcels of land and adjacent and internal rights-of-way. The District is being created to facilitate the purchase and redevelopment of Al's Liquors and Anderson Cleaners properties (2.23 AC) on the northwest corner of Excelsior Boulevard and France Avenue. The Redeveloper plans to remove the existing structures, remediate the soils, make utility improvements, and construct a five-story, mixed use building with approximately 132 apartments and 16,394 square feet of ground floor commercial space. In addition, it is anticipated that a 33,000 square foot mixed-use building will be constructed on the remaining parcel that is currently occupied by a former motel. Please see Appendix A for further project information. Contracts for this have not been entered into at the time of preparation of this TIF Plan, but development is likely to occur in 2009. This TIF Plan is expected to achieve many of the objectives outlined in the Redevelopment Plan for Redevelopment Project No. 1. The activities contemplated in the Modification to the Redevelopment Plan and the TIF Plan do not preclude the undertaking of other qualified development or redevelopment activities. These activities are anticipated to occur over the life of Redevelopment Project No. 1 and the District. Subsection 2-4. Redevelopment Plan Overview 1. Property to be Acquired - Selected property located within the District may be acquired by the EDA or City and is further described in this TIF Plan. 2. Relocation - Relocation services, to the extent required by law, are available pursuant to M.S., Chapter 117 and other relevant state and federal laws. 3. Upon approval of a developer's plan relating to the project and completion of the necessary legal requirements, the EDA or City may sell to a developer selected properties that it may acquire within the District or may lease land or facilities to a developer. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 11 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-2 4. The EDA or City may perform or provide for some or all necessary acquisition, construction, relocation, demolition, and required utilities and public street work within the District. Subsection 2-5. Description of Property in the District and Property To Be Acquired The District encompasses all property and adjacent rights-of-way and abutting roadways identified by the parcels listed in Appendix C of this TIF Plan. Please also see the map in Appendix B for further information on the location of the District. The EDA or City may acquire any parcel within the District including interior and adjacent street rights of way. Any properties identified for acquisition will be acquired by the EDA or City only in order to accomplish one or more of the following: storm sewer improvements; provide land for needed public streets, utilities and facilities; carry out land acquisition, site improvements, clearance and/or development to accomplish the uses and objectives set forth in this plan. The EDA or City may acquire property by gift, dedication, condemnation or direct purchase from willing sellers in order to achieve the objectives of this TIF Plan. Such acquisitions will be undertaken only when there is assurance of funding to finance the acquisition and related costs. Subsection 2-6. Classification of the District The EDA and City, in determining the need to create a tax increment financing district in accordance with M.S., Sections 469.174 to 469.1799, as amended, inclusive, find that the District, to be established, is a redevelopment district pursuant to M.S., Section 469.174, Subd. 10(a)(1) as defined below: (a) "Redevelopment district" means a type of tax increment financing district consisting of a project, or portions of a project, within which the authority finds by resolution that one or more of the following conditions, reasonably distributed throughout the district, exists: (1) parcels consisting of 70 percent of the area in the district are occupied by buildings, streets, utilities, paved or gravel parking lots or other similar structures and more than 50 percent of the buildings, not including outbuildings, are structurally substandard to a degree requiring substantial renovation or clearance; (2) The property consists of vacant, unused, underused, inappropriately used, or infrequently used rail yards, rail storage facilities or excessive or vacated railroad rights-of-way; (3) tank facilities, or property whose immediately previous use was for tank facilities, as defined in Section 115C, Subd. 15, if the tank facility: (i) have or had a capacity of more than one million gallons; (ii) are located adjacent to rail facilities; or (iii)have been removed, or are unused, underused, inappropriately used or infrequently used; or (4) a qualifying disaster area, as defined in Subd. 10b. (b) For purposes of this subdivision, "structurally substandard" shall mean containing defects in structural elements or a combination of deficiencies in essential utilities and facilities, light and ventilation, fire protection including adequate egress, layout and condition of interior partitions, or similar factors, which defects or deficiencies are of sufficient total significance to justify Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 12 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-3 substantial renovation or clearance. (c) A building is not structurally substandard if it is in compliance with the building code applicable to new buildings or could be modified to satisfy the building code at a cost of less than 15 percent of the cost of constructing a new structure of the same square footage and type on the site. The municipality may find that a building is not disqualified as structurally substandard under the preceding sentence on the basis of reasonably available evidence, such as the size, type, and age of the building, the average cost of plumbing, electrical, or structural repairs or other similar reliable evidence. The municipality may not make such a determination without an interior inspection of the property, but need not have an independent, expert appraisal prepared of the cost of repair and rehabilitation of the building. An interior inspection of the property is not required, if the municipality finds that (1) the municipality or authority is unable to gain access to the property after using its best efforts to obtain permission from the party that owns or controls the property; and (2) the evidence otherwise supports a reasonable conclusion that the building is structurally substandard. (d) A parcel is deemed to be occupied by a structurally substandard building for purposes of the finding under paragraph (a) or by the improvement described in paragraph (e) if all of the following conditions are met: (1) the parcel was occupied by a substandard building or met the requirements of paragraph (e), as the case may be, within three years of the filing of the request for certification of the parcel as part of the district with the county auditor; (2) the substandard building or the improvements described in paragraph (e) were demolished or removed by the authority or the demolition or removal was financed by the authority or was done by a developer under a development agreement with the authority; (3) the authority found by resolution before the demolition or removal that the parcel was occupied by a structurally substandard building or met the requirement of paragraph (e) and that after demolition and clearance the authority intended to include the parcel within a district; and (4) upon filing the request for certification of the tax capacity of the parcel as part of a district, the authority notifies the county auditor that the original tax capacity of the parcel must be adjusted as provided by § 469.177, subdivision 1, paragraph (f). (e) For purposes of this subdivision, a parcel is not occupied by buildings, streets, utilities, paved or gravel parking lots or other similar structures unless 15 percent of the area of the parcel contains buildings, streets, utilities, paved or gravel parking lots or other similar structures. (f) For districts consisting of two or more noncontiguous areas, each area must qualify as a redevelopment district under paragraph (a) to be included in the district, and the entire area of the district must satisfy paragraph (a). In meeting the statutory criteria the EDA and City rely on the following facts and findings: • The District is a redevelopment district consisting of 10 parcels. • An inventory shows that parcels consisting of more than 70 percent of the area in the District are occupied by buildings, streets, utilities, paved or gravel parking lots or other similar structures. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 13 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-4 • An inspection of the buildings located within the District finds that more than 50 percent of the buildings are structurally substandard as defined in the TIF Act. (See Appendix F). Pursuant to M.S., Section 469.176, Subd. 7, the District does not contain any parcel or part of a parcel that qualified under the provisions of M.S., Sections 273.111 or 273.112 or Chapter 473H for taxes payable in any of the five calendar years before the filing of the request for certification of the District. Subsection 2-7. Duration and First Year of Tax Increment of the District Pursuant to M.S., Section 469.175, Subd. 1, and Section 469.176, Subd. 1, the duration and first year of tax increment of the District must be indicated within the TIF Plan. Pursuant to M.S., Section 469.176, Subd. 1b, the duration of the District will be 25 years after receipt of the first increment by the EDA or City (a total of 26 years of tax increment). The EDA or City elects to receive the first tax increment in 2011, which is no later than four years following the year of approval of the District. Thus, it is estimated that the District, including any modifications of the TIF Plan for subsequent phases or other changes, would terminate after 2036, or when the TIF Plan is satisfied. The EDA or City reserves the right to decertify the District prior to the legally required date. Subsection 2-8. Original Tax Capacity, Tax Rate and Estimated Captured Net Tax Capacity Value/Increment and Notification of Prior Planned Improvements Pursuant to M.S., Section 469.174, Subd. 7 and M.S., Section 469.177, Subd. 1, the Original Net Tax Capacity (ONTC) as certified for the District will be based on the market values placed on the property by the assessor in 2008 for taxes payable 2009. Pursuant to M.S., Section 469.177, Subds. 1 and 2, the County Auditor shall certify in each year (beginning in the payment year 2011) the amount by which the original value has increased or decreased as a result of: 1. Change in tax exempt status of property; 2. Reduction or enlargement of the geographic boundaries of the district; 3. Change due to adjustments, negotiated or court-ordered abatements; 4. Change in the use of the property and classification; 5. Change in state law governing class rates; or 6. Change in previously issued building permits. In any year in which the current Net Tax Capacity (NTC) value of the District declines below the ONTC, no value will be captured and no tax increment will be payable to the EDA or City. The original local tax rate for the District will be the local tax rate for taxes payable 2009, assuming the request for certification is made before June 30, 2009. The ONTC and the Original Local Tax Rate for the District appear in the table below. Pursuant to M.S., Section 469.174 Subd. 4 and M.S., Section 469.177, Subd. 1, 2, and 4, the estimated Captured Net Tax Capacity (CTC) of the District, within Redevelopment Project No. 1, upon completion of the project, will annually approximate tax increment revenues as shown in the table below. The EDA and City request 100 percent of the available increase in tax capacity for repayment of its obligations and current expenditures, beginning in the tax year payable 2011. The Project Tax Capacity (PTC) listed is an estimate of values when the project is completed. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 14 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-5 Project Estimated Tax Capacity upon Completion (PTC)$337,837 Original Estimated Net Tax Capacity (ONTC)$24,148 Fiscal Disparities Election $40,381 Estimated Captured Tax Capacity (CTC)$273,308 Original Local Tax Rate 1.066 Estimated Pay 2009 Estimated Annual Tax Increment (CTC x Local Tax Rate) $291,346 Percent Retained by the EDA 100% Pursuant to M.S., Section 469.177, Subd. 4, the EDA shall, after a due and diligent search, accompany its request for certification to the County Auditor or its notice of the District enlargement pursuant to M.S., Section 469.175, Subd. 4, with a listing of all properties within the District or area of enlargement for which building permits have been issued during the eighteen (18) months immediately preceding approval of the TIF Plan by the municipality pursuant to M.S., Section 469.175, Subd. 3. The County Auditor shall increase the original net tax capacity of the District by the net tax capacity of improvements for which a building permit was issued. The City has reviewed the area to be included in the District and has found building permits that were issued in the past 18 months prior to the public hearing. Please see Appendix H for the building permits that were issued. Subsection 2-9. Sources of Revenue/Bonded Indebtedness Public improvement costs, acquisition, relocation, utilities, parking facilities, streets and sidewalks, and site preparation costs and other costs outlined in the Uses of Funds will be financed primarily through the annual collection of tax increments. The EDA or City reserves the right to use other sources of revenue legally ap- plicable to the EDA or City and the TIF Plan, including, but not limited to, special assessments, general property taxes, state aid for road maintenance and construction, proceeds from the sale of land, and other contributions from the developer and investment income, to pay for the estimated public costs. The EDA or City reserves the right to incur bonded indebtedness or other indebtedness as a result of the TIF Plan. As presently proposed, the project will be financed by a pay-as-you-go note. Additional indebtedness may be required to finance other authorized activities. The total principal amount of bonded indebtedness, including a general obligation (GO) TIF bond, or other indebtedness related to the use of tax increment financing will not exceed $11,058,500 without a modification to the TIF Plan pursuant to applicable statutory requirements. It is estimated that $11,058,500 in interfund loans will be financed with tax increment revenues. It is estimated that $11,058,500 in transfers will be financed with tax increment revenues. It is estimated that $11,058,500 in bonded indebtedness will be financed with tax increment revenues. Any refunding amounts will be deemed a budgeted cost without a formal TIF Plan Modification. This provision does not obligate the EDA or City to incur debt. The EDA or City will issue bonds or incur other debt only upon the determination that such action is in the best interest of the City. The EDA or City may also finance the activities to be undertaken pursuant to the TIF Plan through loans from funds of the EDA or City or to reimburse the developer on a "pay-as-you-go" basis for eligible costs paid for by a developer. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 15 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-6 The estimated sources of funds for the District are contained in the following table. SOURCES OF FUNDS TOTAL Tax Increment $11,058,500 Revenue $0 PROJECT REVENUES $11,058,500 Interfund Loans $11,058,500 Bond Principal $11,058,500 Transfers $11,058,500 TIF Note Principal $4,000,000 The other financing sources listed above are included for purposes of OSA reporting for the TIF District. They are not intended to be cumulative. Transfers are included in case money is moved from one fund to another before an expenditure. Subsection 2-10. Uses of Funds Currently under consideration for the District is a proposal to facilitate the purchase and redevelopment of the properties on the northwest corner of Excelsior Boulevard and France Avenue. The EDA and City have determined that it will be necessary to provide assistance to the project for certain costs. The EDA has studied the feasibility of the development or redevelopment of property in and around the District. To facilitate the establishment and development or redevelopment of the District, this TIF Plan authorizes the use of tax increment financing to pay for the cost of certain eligible expenses. The estimate of public costs and uses of funds associated with the District is outlined in the following table. USES OF FUNDS TOTAL Land/Building Acquisition $4,000,000 Site Improvements/Preparation $2,200,000 Public Utilities $1,100,000 Streets and Sidewalks $1,000,000 Interest $1,652,670 Administrative Costs (up to 10%)$1,105,830 PROJECT COSTS TOTAL $11,058,500 Interfund Loans $9,405,852 Bond Principal $9,405,852 Transfers $9,405,852 TIF Note Principal $4,000,000 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 16 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-7 The other financing uses listed above are included for purposes of OSA reporting for the TIF District. They are not intended to be cumulative. Transfers are included in case money is moved from one fund to another before an expenditure. TIF is expected to be used for the project costs listed above, which is a not-to-exceed budget rather than an expected budget of costs. Pursuant to M.S., Section 469.175, Subd. 1 (a)(5), it is estimated that the cost of improvements, including administrative expenses which will be paid or financed with tax increments, will equal $11,058,500. For purposes of OSA reporting forms, it is estimated that the cost of improvements, including financing which will be paid for with tax increment will equal $43,276,079 as is presented in the previous budget. Estimated costs associated with the District are subject to change among categories without a modification to this TIF Plan. The cost of all activities to be considered for tax increment financing will not exceed, without formal modification, the budget above pursuant to the applicable statutory requirements. Pursuant to M.S., Section 469.1763, Subd. 2, no more than 25 percent of the tax increment paid by property within the District will be spent on activities related to development or redevelopment outside of the District but within the boundaries of Redevelopment Project No. 1, (including administrative costs, which are considered to be spent outside of the District) subject to the limitations as described in this TIF Plan. Subsection 2-11. Fiscal Disparities Election Pursuant to M.S., Section 469.177, Subd. 3, the EDA or City may elect one of two methods to calculate fiscal disparities. If the calculations pursuant to M.S., Section 469.177, Subd. 3, clause b, (within the District) are followed, the following method of computation shall apply: (1) The original net tax capacity shall be determined before the application of the fiscal disparity provisions of Chapter 276A or 473F. The current net tax capacity shall exclude any fiscal disparity commercial-industrial net tax capacity increase between the original year and the current year multiplied by the fiscal disparity ratio determined pursuant to M.S., Section 276A.06, subdivision 7 or M.S., Section 473F.08, subdivision 6. Where the original net tax capacity is equal to or greater than the current net tax capacity, there is no captured tax capacity and no tax increment determination. Where the original tax capacity is less than the current tax capacity, the difference between the original net tax capacity and the current net tax capacity is the captured net tax capacity. This amount less any portion thereof which the authority has designated, in its tax increment financing plan, to share with the local taxing districts is the retained captured net tax capacity of the authority. (2) The county auditor shall exclude the retained captured net tax capacity of the authority from the net tax capacity of the local taxing districts in determining local taxing district tax rates. The local tax rates so determined are to be extended against the retained captured net tax capacity of the authority as well as the net tax capacity of the local taxing districts. The tax generated by the extension of the less of (A) the local taxing district tax rates or (B) the original local tax rate to the retained captured net tax capacity of the authority is the tax increment of the authority. The EDA or City shall submit to the County Auditor at the time of the request for certification which method of computation of fiscal disparities the EDA or City elected. The EDA will choose to calculate fiscal disparities by clause b. According to M.S., Section 469.177, Subd. 3: Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 17 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-8 (c) The method of computation of tax increment applied to a district pursuant to paragraph (a) or (b) shall remain the same for the duration of the district, except that the governing body may elect to change its election from the method of computation in paragraph (a) to the method in paragraph (b). Subsection 2-12. Business Subsidies Pursuant to M.S., Section 116J.993, Subd. 3, the following forms of financial assistance are not considered a business subsidy: (1) A business subsidy of less than $150,000; (2) Assistance that is generally available to all businesses or to a general class of similar businesses, such as a line of business, size, location, or similar general criteria; (3) Public improvements to buildings or lands owned by the state or local government that serve a public purpose and do not principally benefit a single business or defined group of businesses at the time the improvements are made; (4) Redevelopment property polluted by contaminants as defined in M.S., Section 116J.552, Subd. 3; (5) Assistance provided for the sole purpose of renovating old or decaying building stock or bringing it up to code and assistance provided for designated historic preservation districts, provided that the assistance is equal to or less than 50% of the total cost; (6) Assistance to provide job readiness and training services if the sole purpose of the assistance is to provide those services; (7) Assistance for housing; (8) Assistance for pollution control or abatement, including assistance for a tax increment financing hazardous substance subdistrict as defined under M.S., Section 469.174, Subd. 23; (9) Assistance for energy conservation; (10) Tax reductions resulting from conformity with federal tax law; (11) Workers' compensation and unemployment compensation; (12) Benefits derived from regulation; (13) Indirect benefits derived from assistance to educational institutions; (14) Funds from bonds allocated under chapter 474A, bonds issued to refund outstanding bonds, and bonds issued for the benefit of an organization described in section 501 (c) (3) of the Internal Revenue Code of 1986, as amended through December 31, 1999; (15) Assistance for a collaboration between a Minnesota higher education institution and a business; (16) Assistance for a tax increment financing soils condition district as defined under M.S., Section 469.174, Subd. 19; (17) Redevelopment when the recipient's investment in the purchase of the site and in site preparation is 70 percent or more of the assessor's current year's estimated market value; (18) General changes in tax increment financing law and other general tax law changes of a principally technical nature. (19) Federal assistance until the assistance has been repaid to, and reinvested by, the state or local government agency; (20) Funds from dock and wharf bonds issued by a seaway port authority; (21) Business loans and loan guarantees of $150,000 or less; and (22) Federal loan funds provided through the United States Department of Commerce, Economic Development Administration. The EDA will comply with M.S., Sections 116J.993 to 116J.995 to the extent the tax increment assistance under this TIF Plan does not fall under any of the above exemptions. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 18 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-9 Subsection 2-13. County Road Costs Pursuant to M.S., Section 469.175, Subd. 1a, the county board may require the EDA or City to pay for all or part of the cost of county road improvements if the proposed development to be assisted by tax increment will, in the judgment of the county, substantially increase the use of county roads requiring construction of road improvements or other road costs and if the road improvements are not scheduled within the next five years under a capital improvement plan or within five years under another county plan. If the county elects to use increments to improve county roads, it must notify the EDA or City within forty- five days of receipt of this TIF Plan. In the opinion of the EDA and City and consultants, the proposed development outlined in this TIF Plan will have little or no impact upon county roads. The EDA and City are aware that the county could claim that tax increment should be used for county roads, even after the public hearing. Subsection 2-14. Estimated Impact on Other Taxing Jurisdictions The estimated impact on other taxing jurisdictions assumes that the redevelopment contemplated by the TIF Plan would occur without the creation of the District. However, the EDA or City has determined that such development or redevelopment would not occur "but for" tax increment financing and that, therefore, the fiscal impact on other taxing jurisdictions is $0. The estimated fiscal impact of the District would be as follows if the "but for" test was not met: IMPACT ON TAX BASE Estimated 2008/Pay 2009 Total Net Tax Capacity Estimated Captured Tax Capacity (CTC) Upon Completion Percent of CTC to Entity Total Hennepin County 1,465,565,440 273,308 0.0186% City of St. Louis Park 54,478,854 273,308 0.5017% St. Louis Park ISD No. 283 51,239,589 273,308 0.5334% IMPACT ON TAX RATES Estimated Pay 2009 Extension Rates Percent of Total CTC Potential Taxes Hennepin County 0.403790 37.88% 273,308 110,359 City of St. Louis Park 0.383730 36.00% 273,308 104,876 St. Louis Park ISD No. 283 0.192020 18.01% 273,308 52,481 Other 0.086460 8.11%273,308 23,630 Total 1.066000 100.00%291,346 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 19 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-10 The estimates listed above display the captured tax capacity when all construction is completed. The tax rate used for calculations is the estimated Pay 2009 rate. The total net capacity for the entities listed above are based on estimated Pay 2009 figures. The District will be certified under the actual Pay 2009 rates, which were unavailable at the time this TIF Plan was prepared. Pursuant to M.S. Section 469.175 Subd. 2(b): (1) Estimate of total tax increment. It is estimated that the total amount of tax increment that will be generated over the life of the District is $11,058,500; (2) Probable impact of the District on city provided services and ability to issue debt. An impact of the District on police protection is expected. With any addition of new residents or businesses, police calls for service will be increased. New developments add an increase in traffic, and additional overall demands to the call load. The City does not expect that the proposed development, in and of itself, will necessitate new capital investment in vehicles or require that the City expand its staff. The probable impact of the District on fire protection is not expected to be significant. Typically new buildings generate few calls, if any, and are of superior construction and are sprinklered. The impact of the District on public infrastructure is expected to be minimal. The developer (or the City, but financed through tax increments) is paying for the costs of utility improvements in the area. There is no probable impact of borrowing costs since no general obligation debt will be issued in relation to this project. (3) Estimated amount of tax increment attributable to school district levies. It is estimated that the amount of tax increments over the life of the District that would be attributable to school district levies, assuming the school district's share of the total local tax rate for all taxing jurisdictions remained the same is $1,364,506; (4) Estimated amount of tax increment attributable to county levies. It is estimated that the amount of tax increments over the life of the District that would be attributable to county levies, assuming the county's share of the total local tax rate for all taxing jurisdictions remained the same is $2,869,334; (5) Additional information requested by the county or school district. The City is not aware of any standard questions in a county or school district written policy regarding tax increment districts and impact on county or school district services. The county or school district must request additional information pursuant to M.S. Section 469.175 Subd. 2(b) within 15 days after receipt of the tax increment financing plan. No requests for additional information from the county or school district regarding the proposed development for the District have been received. Subsection 2-15. Supporting Documentation Pursuant to M.S. Section 469.175, Subd. 1 (a), clause 7 the TIF Plan must contain identification and description of studies and analyses used to make the determination set forth in M.S. Section 469.175, Subd. 3, clause (b)(2) and the findings are required in the resolution approving the District. Following is a list of Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 20 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-11 reports and studies on file at the City that support the EDA and City's findings: • LHB TIF Inspection Report • France Avenue and Excelsior Boulevard Development Guidelines Subsection 2-16. Definition of Tax Increment Revenues Pursuant to M.S., Section 469.174, Subd. 25, tax increment revenues derived from a tax increment financing district include all of the following potential revenue sources: 1. Taxes paid by the captured net tax capacity, but excluding any excess taxes, as computed under M.S., Section 469.177; 2. The proceeds from the sale or lease of property, tangible or intangible, to the extent the property was purchased by the Authority with tax increments; 3. Principal and interest received on loans or other advances made by the Authority with tax increments; 4. Interest or other investment earnings on or from tax increments; 5. Repayments or return of tax increments made to the Authority under agreements for districts for which the request for certification was made after August 1, 1993; and 6. The market value homestead credit paid to the Authority under M.S., Section 273.1384. Subsection 2-17. Modifications to the District In accordance with M.S., Section 469.175, Subd. 4, any: 1. Reduction or enlargement of the geographic area of the District, if the reduction does not meet the requirements of M.S., Section 469.175, Subd. 4(e); 2. Increase in amount of bonded indebtedness to be incurred; 3. A determination to capitalize interest on debt if that determination was not a part of the original TIF Plan; 4. Increase in the portion of the captured net tax capacity to be retained by the EDA or City; 5. Increase in the estimate of the cost of the project, including administrative expenses, that will be paid or financed with tax increment from the District; or 6. Designation of additional property to be acquired by the EDA or City, shall be approved upon the notice and after the discussion, public hearing and findings required for approval of the original TIF Plan. Pursuant to M.S. Section 469.175 Subd. 4(f), the geographic area of the District may be reduced, but shall not be enlarged after five years following the date of certification of the original net tax capacity by the county auditor. If a redevelopment district is enlarged, the reasons and supporting facts for the determination that the addition to the district meets the criteria of M.S., Section 469.174, Subd. 10, paragraph (a), clauses (1) to (5), must be documented in writing and retained. The requirements of this paragraph do not apply if (1) the only modification is elimination of parcel(s) from the District and (2) (A) the current net tax capacity of the parcel(s) eliminated from the District equals or exceeds the net tax capacity of those parcel(s) in the District's original net tax capacity or (B) the EDA agrees that, notwithstanding M.S., Section 469.177, Subd. 1, the original net tax capacity will be reduced by no more than the current net tax capacity of the parcel(s) eliminated from the District. The EDA or City must notify the County Auditor of any modification that reduces or enlarges the geographic Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 21 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-12 area of the District. Modifications to the District in the form of a budget modification or an expansion of the boundaries will be recorded in the TIF Plan. Subsection 2-18. Administrative Expenses In accordance with M.S., Section 469.174, Subd. 14, administrative expenses means all expenditures of the EDA or City, other than: 1. Amounts paid for the purchase of land; 2. Amounts paid to contractors or others providing materials and services, including architectural and engineering services, directly connected with the physical development of the real property in the project; 3. Relocation benefits paid to or services provided for persons residing or businesses located in the project; or 4. Amounts used to pay principal or interest on, fund a reserve for, or sell at a discount bonds issued pursuant to M.S., Section 469.178; or 5. Amounts used to pay other financial obligations to the extent those obligations were used to finance costs described in clauses (1) to (3). For districts for which the request for certification were made before August 1, 1979, or after June 30, 1982, administrative expenses also include amounts paid for services provided by bond counsel, fiscal consultants, and planning or economic development consultants. Pursuant to M.S., Section 469.176, Subd. 3, tax increment may be used to pay any authorized and documented administrative expenses for the District up to but not to exceed 10 percent of the total estimated tax increment expenditures authorized by the TIF Plan or the total tax increments, as defined by M.S., Section 469.174, Subd. 25, clause (1), from the District, whichever is less. Pursuant to M.S., Section 469.176, Subd. 4h, tax increments may be used to pay for the County's actual administrative expenses incurred in connection with the District. The county may require payment of those expenses by February 15 of the year following the year the expenses were incurred. Pursuant to M.S., Section 469. 177, Subd. 11, the County Treasurer shall deduct an amount (currently .36 percent) of any increment distributed to the EDA or City and the County Treasurer shall pay the amount deducted to the State Treasurer for deposit in the state general fund to be appropriated to the State Auditor for the cost of financial reporting of tax increment financing information and the cost of examining and auditing authorities' use of tax increment financing. This amount may be adjusted annually by the Commissioner of Revenue. Subsection 2-19. Limitation of Increment The tax increment pledged to the payment of bonds and interest thereon may be discharged and the District may be terminated if sufficient funds have been irrevocably deposited in the debt service fund or other escrow account held in trust for all outstanding bonds to provide for the payment of the bonds at maturity or redemption date. Pursuant to M.S., Section 469.176, Subd. 6: if, after four years from the date of certification of the original net tax capacity of the tax increment financing district pursuant to M.S., Section 469.177, no demolition, rehabilitation or renovation of Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 22 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-13 property or other site preparation, including qualified improvement of a street adjacent to a parcel but not installation of utility service including sewer or water systems, has been commenced on a parcel located within a tax increment financing district by the authority or by the owner of the parcel in accordance with the tax increment financing plan, no additional tax increment may be taken from that parcel and the original net tax capacity of that parcel shall be excluded from the original net tax capacity of the tax increment financing district. If the authority or the owner of the parcel subsequently commences demolition, rehabilitation or renovation or other site preparation on that parcel including qualified improvement of a street adjacent to that parcel, in accordance with the tax increment financing plan, the authority shall certify to the county auditor that the activity has commenced and the county auditor shall certify the net tax capacity thereof as most recently certified by the commissioner of revenue and add it to the original net tax capacity of the tax increment financing district. The county auditor must enforce the provisions of this subdivision. The authority must submit to the county auditor evidence that the required activity has taken place for each parcel in the district. The evidence for a parcel must be submitted by February 1 of the fifth year following the year in which the parcel was certified as included in the district. For purposes of this subdivision, qualified improvements of a street are limited to (1) construction or opening of a new street, (2) relocation of a street, and (3) substantial reconstruction or rebuilding of an existing street. The EDA or City or a property owner must improve parcels within the District by approximately January 2013 and report such actions to the County Auditor. Subsection 2-20. Use of Tax Increment The EDA or City hereby determines that it will use 100 percent of the captured net tax capacity of taxable property located in the District for the following purposes: 1. To pay the principal of and interest on bonds issued to finance a project; 2. to finance, or otherwise pay the cost of redevelopment of the Redevelopment Project No. 1 pursuant to M.S., Sections 469.090 to 469.1082; 3. To pay for project costs as identified in the budget set forth in the TIF Plan; 4. To finance, or otherwise pay for other purposes as provided in M.S., Section 469.176, Subd. 4; 5. To pay principal and interest on any loans, advances or other payments made to or on behalf of the EDA or City or for the benefit of Redevelopment Project No. 1 by a developer; 6. To finance or otherwise pay premiums and other costs for insurance or other security guaranteeing the payment when due of principal of and interest on bonds pursuant to the TIF Plan or pursuant to M.S., Chapter 462C. M.S., Sections 469.152 through 469.165, and/or M.S., Sections 469.178; and 7. To accumulate or maintain a reserve securing the payment when due of the principal and interest on the tax increment bonds or bonds issued pursuant to M.S., Chapter 462C, M.S., Sections 469.152 through 469.165, and/or M.S., Sections 469.178. These revenues shall not be used to circumvent any levy limitations applicable to the City nor for other purposes prohibited by M.S., Section 469.176, Subd. 4. Tax increments generated in the District will be paid by Hennepin County to the EDA for the Tax Increment Fund of said District. The EDA or City will pay to the developer(s) annually an amount not to exceed an amount as specified in a developer's agreement to reimburse the costs of land acquisition, public improvements, demolition and relocation, site preparation, and administration. Remaining increment funds will be used for EDA or City administration (up to 10 percent) and the costs of public improvement activities outside the District. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 23 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-14 Subsection 2-21. Excess Increments Excess increments, as defined in M.S., Section 469.176, Subd. 2, shall be used only to do one or more of the following: 1. Prepay any outstanding bonds; 2. Discharge the pledge of tax increment for any outstanding bonds; 3. Pay into an escrow account dedicated to the payment of any outstanding bonds; or 4. Return the excess to the County Auditor for redistribution to the respective taxing jurisdictions in proportion to their local tax rates. The EDA or City must spend or return the excess increments under paragraph (c) within nine months after the end of the year. In addition, the EDA or City may, subject to the limitations set forth herein, choose to modify the TIF Plan in order to finance additional public costs in Redevelopment Project No. 1 or the District. Subsection 2-22. Requirements for Agreements with the Developer The EDA or City will review any proposal for private development to determine its conformance with the Redevelopment Plan and with applicable municipal ordinances and codes. To facilitate this effort, the following documents may be requested for review and approval: site plan, construction, mechanical, and electrical system drawings, landscaping plan, grading and storm drainage plan, signage system plan, and any other drawings or narrative deemed necessary by the EDA or City to demonstrate the conformance of the development with City plans and ordinances. The EDA or City may also use the Agreements to address other issues related to the development. Pursuant to M.S., Section 469.176, Subd. 5, no more than 25 percent, by acreage, of the property to be acquired in the District as set forth in the TIF Plan shall at any time be owned by the EDA or City as a result of acquisition with the proceeds of bonds issued pursuant to M.S., Section 469.178 to which tax increments from property acquired is pledged, unless prior to acquisition in excess of 25 percent of the acreage, the EDA or City concluded an agreement for the development or redevelopment of the property acquired and which provides recourse for the EDA or City should the development or redevelopment not be completed. Subsection 2-23. Assessment Agreements Pursuant to M.S., Section 469.177, Subd. 8, the EDA or City may enter into a written assessment agreement in recordable form with the developer of property within the District which establishes a minimum market value of the land and completed improvements for the duration of the District. The assessment agreement shall be presented to the County Assessor who shall review the plans and specifications for the improvements to be constructed, review the market value previously assigned to the land upon which the improvements are to be constructed and, so long as the minimum market value contained in the assessment agreement appears, in the judgment of the assessor, to be a reasonable estimate, the County Assessor shall also certify the minimum market value agreement. Subsection 2-24. Administration of the District Administration of the District will be handled by the Economic Development Coordinator. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 24 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-15 Subsection 2-25. Annual Disclosure Requirements Pursuant to M.S., Section 469.175, Subds. 5, 6, and 6b the EDA or City must undertake financial reporting for all tax increment financing districts to the Office of the State Auditor, County Board and County Auditor on or before August 1 of each year. M.S., Section 469.175, Subd. 5 also provides that an annual statement shall be published in a newspaper of general circulation in the City on or before August 15. If the City fails to make a disclosure or submit a report containing the information required by M.S., Section 469.175 Subd. 5 and Subd. 6, the OSA will direct the County Auditor to withhold the distribution of tax increment from the District. Subsection 2-26. Reasonable Expectations As required by the TIF Act, in establishing the District, the determination has been made that the anticipated development would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future and that the increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in the market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the TIF Plan. In making said determination, reliance has been placed upon written representation made by the developer to such effects and upon EDA and City staff awareness of the feasibility of developing the project site. A comparative analysis of estimated market values both with and without establishment of the District and the use of tax increments has been performed as described above. Such analysis is included with the cashflow in Appendix D, and indicates that the increase in estimated market value of the proposed development (less the indicated subtractions) exceeds the estimated market value of the site absent the establishment of the District and the use of tax increments. Subsection 2-27. Other Limitations on the Use of Tax Increment 1. General Limitations. All revenue derived from tax increment shall be used in accordance with the TIF Plan. The revenues shall be used to finance, or otherwise pay the cost of redevelopment of the Redevelopment Project No. 1 pursuant to M.S., Sections 469.090 to 469.1082. Tax increments may not be used to circumvent existing levy limit law. No tax increment may be used for the acquisition, construction, renovation, operation, or maintenance of a building to be used primarily and regularly for conducting the business of a municipality, county, school district, or any other local unit of government or the state or federal government. This provision does not prohibit the use of revenues derived from tax increments for the construction or renovation of a parking structure. 2. Pooling Limitations. At least 75 percent of tax increments from the District must be expended on activities in the District or to pay bonds, to the extent that the proceeds of the bonds were used to finance activities within said district or to pay, or secure payment of, debt service on credit enhanced bonds. Not more than 25 percent of said tax increments may be expended, through a development fund or otherwise, on activities outside of the District except to pay, or secure payment of, debt service on credit enhanced bonds. For purposes of applying this restriction, all administrative expenses must be treated as if they were solely for activities outside of the District. 3. Five Year Limitation on Commitment of Tax Increments. Tax increments derived from the District shall be deemed to have satisfied the 75 percent test set forth in paragraph (2) above only if the five year rule set forth in M.S., Section 469.1763, Subd. 3, has been satisfied; and beginning with the sixth year Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 25 St. Louis Park Economic Development Authority Tax Increment Financing Plan for the Ellipse on Excelsior Tax Increment Financing District 2-16 following certification of the District, 75 percent of said tax increments that remain after expenditures permitted under said five year rule must be used only to pay previously committed expenditures or credit enhanced bonds as more fully set forth in M.S., Section 469.1763, Subd. 5. 4. Redevelopment District. At least 90 percent of the revenues derived from tax increment from a redevelopment district must be used to finance the cost of correcting conditions that allow designation of redevelopment and renewal and renovation districts under M.S., Section 469.176 Subd. 4j. These costs include, but are not limited to, acquiring properties containing structurally substandard buildings or improvements or hazardous substances, pollution, or contaminants, acquiring adjacent parcels necessary to provide a site of sufficient size to permit development, demolition and rehabilitation of structures, clearing of the land, the removal of hazardous substances or remediation necessary for development of the land, and installation of utilities, roads, sidewalks, and parking facilities for the site. The allocated administrative expenses of the EDA or City, including the cost of preparation of the development action response plan, may be included in the qualifying costs. Subsection 2-28. Summary The St. Louis Park Economic Development Authority is establishing the District to preserve and enhance the tax base, redevelop substandard areas, and provide employment opportunities in the City. The TIF Plan for the District was prepared by Ehlers & Associates, Inc., 3060 Centre Pointe Drive, Roseville, Minnesota 55113, telephone (651) 697-8500. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 26 APPENDIX A-1 APPENDIX A PROJECT DESCRIPTION The Al's Liquors and Anderson Cleaners properties (2.23 AC) on the northwest corner of Excelsior Boulevard and France Avenue will be purchased for redevelopment. The Redeveloper plans to remove the existing structures, remediate the soils, make utility improvements, and construct a five-story, mixed use building with approximately 132 apartments and 16,394 square feet of ground floor commercial space. In addition, it is anticipated that a 33,000 square foot mixed-use building will be constructed on the remaining parcel that is currently occupied by a former motel. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 27 APPENDIX B-1 APPENDIX B MAPS OF REDEVELOPMENT PROJECT NO. 1 AND THE DISTRICT Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 28 APPENDIX B-2 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 29 APPENDIX C-1 APPENDIX C DESCRIPTION OF PROPERTY TO BE INCLUDED IN THE DISTRICT The District encompasses all property and adjacent rights-of-way and abutting roadways identified by the parcels listed below. Parcel Numbers Address Owner 06-028-24-41-0002 3920 Excelsior Blvd Al’s Liquor Store, Inc. 06-028-24-41-0069 3912 Excelsior Blvd Al’s Liquor Store, Inc. 06-028-24-41-0053 3900 Excelsior Blvd Excelsior Blvd LLC 06-028-24-41-0056 3417 Glenhurst Ave Al’s Liquor Store, Inc. 06-028-24-41-0057 3413 Glenhurst Ave Al’s Liquor Store, Inc. 06-028-24-41-0051 3412 France Ave S Al’s Liquor Store, Inc. 06-028-24-41-0050 3408 France Ave S Al’s Liquor Store, Inc. 06-028-24-41-0058 3409 Glenhurst Ave Al’s Liquor Store, Inc. 06-028-24-41-0003 3924 Excelsior Blvd Midwest Hospitality, Inc. 06-028-24-41-0052 3416 France Ave S Al’s Liquor Store, Inc. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 30 APPENDIX D-1 APPENDIX D ESTIMATED CASH FLOW FOR THE DISTRICT Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 31 12/5/2008Base Value Assumptions - Page 1Al's Bar Redevelopment - No InflationCity of St. Louis Park133 Apartments, 16,383 Sq/Ft Retail and 33,000 Sq/Ft OfficeASSUMPTIONS AND RATESDistrictType:RedevelopmentMaximum/Frozen Local Tax Rate: 106.6000% Pay 2009 EstDistrict Name/Number:Current Local Tax Rate: (Use lesser of Current or Max.)106.6000% Pay 2009 EstCounty District #:State-wide Tax Rate (Comm./Ind. only used for total taxes)46.0000% Pay 2009 EstFirst Year Construction or Inflation on Value2009Market Value Tax Rate (Used for total taxes)0.13097% Pay 2009 EstExisting District - Specify No. Years RemainingInflation Rate - Every Year:3.00%PROPERTY TAX CLASSES AND CLASS RATESInterest Rate:6.50%Exempt Class Rate (Exempt)0.00%Present Value Date:1-Aug-09Commercial Industrial Preferred Class Rate (C/I Pref.)First Period Ending1-Feb-10First $150,0001.50%Tax Year District was Certified:Pay 2009Over $150,0002.00%Cashflow Assumes First Tax Increment For District:2011Commercial Industrial Class Rate (C/I)2.00%Years of Tax Increment26Rental Housing Class Rate (Rental)1.25%Assumes Last Year of Tax Increment2036Affordable Rental Housing Class Rate (Aff. Rental)0.75%Fiscal Disparities Election [Outside (A), Inside (B), or NA]Inside(B)Non-Homestead Residential (Non-H Res.)1.25%Incremental or Total Fiscal DisparitiesIncrementalHomestead Residental Class Rate (Hmstd. Res.)Fiscal Disparities Contribution Ratio27.5357% Pay 2009 EstFirst $500,0001.00%Fiscal Disparities Metro-Wide Tax Rate115.7820% Pay 2009 EstOver $500,0001.25%Agricultural Non-Homestead1.00%PercentageTax Year Property CurrentClassAfterLandBuildingTotal Of Value Used Original Original Tax OriginalAfter ConversionMap # PIDOwnerAddress Market Value Market Value Market Value for District Market Value Market Value Class Tax Capacity Conversion Orig. Tax Cap. Area/Phase10602824410002Al's Liquor3920 Excelsior Blvd 532,0001,000533,000$ 100% 533,000 Pay 2009 C/I Pref.9,910 Rental6,663 120602824410069Al's Liquor3912 Excelsior Blvd 600,0001,000601,000$ 100% 601,000 Pay 2009 C/I Pref.11,270 Rental7,513 130602824410053Excelsior Blvd LLC3900 Excelsior Blvd 100,00032,500132,500$ 100% 132,500 Pay 2009 C/I Pref.1,988 Rental1,656 140602824410052Al's Liquor3416 France Ave S 193,0001,000194,000$ 100% 194,000 Pay 2009 C/I Pref.3,130 Rental2,425 150602824410056Al's Liquor3417 Glenhurst Ave150,0001,000151,000$ 100% 151,000 Pay 2009 C/I Pref.2,270 Rental1,888 160602824410057Al's Liquor3413 Glenhurst Ave81,100081,100$ 100%81,100 Pay 2009 C/I Pref.1,217 Rental1,014 170602824410051Al's Liquor3412 France Ave S 77,000077,000$ 100%77,000 Pay 2009 C/I Pref.1,155 Rental963 180602824410050Al's Liquor3408 France Ave S 81,100081,100$ 100%81,100 Pay 2009 C/I Pref.1,217 Rental1,014 190602824410058Al's Liquor3409 Glenhurst Ave81,100081,100$ 100%81,100 Pay 2009 C/I Pref.1,217 Rental1,014 1100602824410003MidW Hosp3924 Excelsior Blvd 694,000 775,000 1,469,000$ 100% 1,469,000 Pay 2009- - 2,589,300 811,500 3,400,8003,400,800 33,37224,148Note:1. Base values are Pay 2009 and need to reviewed for final value in 20092. County may not adjust original tax capacity to new use, resulting in a higher base value. BASE VALUE INFORMATION (Original Tax Capacity)Prepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\St. Louis Park\tif\Ellipse on Excelsior\TIF Run 12-02-08 - FINAL FOR TIF PLAN.xlsMeeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing DistrictPage 32 12/5/2008Base Value Assumptions - Page 2Al's Bar Redevelopment - No InflationCity of St. Louis Park133 Apartments, 16,383 Sq/Ft Retail and 33,000 Sq/Ft OfficePropertyPercentage Percentage Percentage Percentage First YearTotal Market ValueMarketTaxProjectCompleted Completed Completed Completed Full TaxesArea/PhaseNew Use Sq. Ft./Units Sq. Ft./UnitsValueClass Tax Capacity2009201020112012 Payable1Apt133115,00015,295,000 Rental 191,18850%100%100%100%20121Retail16,3831502,457,450 C/I Pref. 48,39950%100%100%100%20122Office33,0001504,950,000 C/I Pref. 98,2500%100%100%100%2012TOTAL22,702,450337,837 Subtotal Residential13315,295,000191,188 Subtotal Commercial/Ind.49,3837,407,450146,649 Note:1. Market values are based upon estimates from Developer and need to be verified.TotalFiscal LocalLocalFiscal State-wide MarketTaxDisparities Tax PropertyDisparities PropertyValueTotal Taxes PerNew UseCapacityTax CapacityCapacityTaxesTaxes TaxesTaxesTaxes Sq. Ft./UnitApt191,1880191,188 203,8060020,032 223,838 1,682.99Retail48,39913,32735,07237,38715,430 22,2643,21978,299 4.78Office98,25027,05471,19675,89531,323 45,1956,483 158,897 4.82TOTAL337,83740,381297,456 317,08846,754 67,459 29,733 461,033Note: 1. Taxes and tax increment will vary signficantly from year to year depending upon values, rates, state law, fiscal disparities and other factors which cannot be predicted.Total Property Taxes461,033Current Market Value - Est.3,400,800less State-wide Taxes(67,459)New Market Value - Est.22,702,450less Fiscal Disp. Adj.(46,754) Difference19,301,650less Market Value Taxes(29,733)Present Value of Tax Increment4,238,142less Base Value Taxes (25,741) Difference 15,063,508Annual Gross TIF 291,347Value likely to occur without Tax Increment is less than:15,063,508 WHAT IS EXCLUDED FROM TIF?MARKET VALUE BUT / FOR ANALYSISTAX CALCULATIONSPROJECT INFORMATION (Project Tax Capacity)Prepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\St. Louis Park\tif\Ellipse on Excelsior\TIF Run 12-02-08 - FINAL FOR TIF PLAN.xlsMeeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing DistrictPage 33 12/5/2008Tax Increment Cashflow - Page 3Al's Bar Redevelopment - No InflationCity of St. Louis Park133 Apartments, 16,383 Sq/Ft Retail and 33,000 Sq/Ft OfficeTAX INCREMENT CASH FLOWProject Original Fiscal CapturedLocal Annual Semi-Annual State Admin. Semi-Annual Semi-Annual PERIOD% of TaxTax Disparities TaxTax Gross Tax Gross Tax AuditoratNet Tax Present ENDING Tax PaymentOTC Capacity Capacity Incremental CapacityRate Increment Increment 0.36%5% Increment Value Yrs. Year Date- - - - 02/01/10- - - - 08/01/10- - - - 02/01/11100% 119,793 (24,148) (6,664) 88,982 107% 94,855 47,428 (171) (2,363) 44,894 39,503 0.5 2011 08/01/11100% 119,793 (24,148) (6,664) 88,982 107% 94,855 47,428 (171) (2,363) 44,894 77,762 1 2011 02/01/12100% 337,837 (24,148) (40,381) 273,308 107% 291,347 145,673 (524) (7,257) 137,891 191,576 1.5 2012 08/01/12100% 337,837 (24,148) (40,381) 273,308 107% 291,347 145,673 (524) (7,257) 137,891 301,808 2 2012 02/01/13100% 347,972 (24,148) (40,381) 283,443 107% 302,151 151,075 (544) (7,527) 143,005 412,529 2.5 2013 08/01/13100% 347,972 (24,148) (40,381) 283,443 107% 302,151 151,075 (544) (7,527) 143,005 519,765 3 2013 02/01/14100% 358,411 (24,148) (40,381) 293,882 107% 313,279 156,639 (564) (7,804) 148,272 627,451 3.5 2014 08/01/14100% 358,411 (24,148) (40,381) 293,882 107% 313,279 156,639 (564) (7,804) 148,272 731,747 4 2014 02/01/15100% 369,163 (24,148) (41,592) 303,423 107% 323,449 161,725 (582) (8,057) 153,085 836,039 4.5 2015 08/01/15100% 369,163 (24,148) (41,592) 303,423 107% 323,449 161,725 (582) (8,057) 153,085 937,049 5 2015 02/01/16100% 380,238 (24,148) (42,840) 313,250 107% 333,925 166,962 (601) (8,318) 158,043 1,038,047 5.5 2016 08/01/16100% 380,238 (24,148) (42,840) 313,250 107% 333,925 166,962 (601) (8,318) 158,043 1,135,867 6 2016 02/01/17100% 391,645 (24,148) (44,125) 323,372 107% 344,715 172,357 (620) (8,587) 163,150 1,233,668 6.5 2017 08/01/17100% 391,645 (24,148) (44,125) 323,372 107% 344,715 172,357 (620) (8,587) 163,150 1,328,392 7 2017 02/01/18100% 403,394 (24,148) (45,449) 333,798 107% 355,829 177,914 (640) (8,864) 168,410 1,423,091 7.5 2018 08/01/18100% 403,394 (24,148) (45,449) 333,798 107% 355,829 177,914 (640) (8,864) 168,410 1,514,810 8 2018 02/01/19100% 415,496 (24,148) (46,812) 344,536 107% 367,276 183,638 (661) (9,149) 173,828 1,606,499 8.5 2019 08/01/19100% 415,496 (24,148) (46,812) 344,536 107% 367,276 183,638 (661) (9,149) 173,828 1,695,302 9 2019 02/01/20100% 427,961 (24,148) (48,217) 355,597 107% 379,066 189,533 (682) (9,443) 179,408 1,784,071 9.5 2020 08/01/20100% 427,961 (24,148) (48,217) 355,597 107% 379,066 189,533 (682) (9,443) 179,408 1,870,046 10 2020 02/01/21100% 440,800 (24,148) (49,663) 366,989 107% 391,210 195,605 (704) (9,745) 185,156 1,955,982 10.5 2021 08/01/21100% 440,800 (24,148) (49,663) 366,989 107% 391,210 195,605 (704) (9,745) 185,156 2,039,213 11 2021 02/01/22100% 454,024 (24,148) (51,153) 378,723 107% 403,719 201,860 (727) (10,057) 191,076 2,122,402 11.5 2022 08/01/22100% 454,024 (24,148) (51,153) 378,723 107% 403,719 201,860 (727) (10,057) 191,076 2,202,972 12 2022 02/01/23100% 467,645 (24,148) (52,688) 390,809 107% 416,603 208,301 (750) (10,378) 197,174 2,283,497 12.5 2023 08/01/23100% 467,645 (24,148) (52,688) 390,809 107% 416,603 208,301 (750) (10,378) 197,174 2,361,487 13 2023 02/01/24100% 481,674 (24,148) (54,268) 403,258 107% 429,873 214,937 (774) (10,708) 203,455 2,439,427 13.5 2024 08/01/24100% 481,674 (24,148) (54,268) 403,258 107% 429,873 214,937 (774) (10,708) 203,455 2,514,915 14 2024 02/01/25100% 496,124 (24,148) (55,897) 416,080 107% 443,542 221,771 (798) (11,049) 209,924 2,590,351 14.5 2025 08/01/25100% 496,124 (24,148) (55,897) 416,080 107% 443,542 221,771 (798) (11,049) 209,924 2,663,413 15 2025 02/01/26100% 511,008 (24,148) (57,573) 429,287 107% 457,620 228,810 (824) (11,399) 216,587 2,736,421 15.5 2026 08/01/26100% 511,008 (24,148) (57,573) 429,287 107% 457,620 228,810 (824) (11,399) 216,587 2,807,131 16 2026 02/01/27100% 526,338 (24,148) (59,301) 442,890 107% 472,121 236,060 (850) (11,761) 223,450 2,877,785 16.5 2027 08/01/27100% 526,338 (24,148) (59,301) 442,890 107% 472,121 236,060 (850) (11,761) 223,450 2,946,215 17 2027 02/01/28100% 542,128 (24,148) (61,080) 456,901 107% 487,057 243,528 (877) (12,133) 230,519 3,014,588 17.5 2028 08/01/28100% 542,128 (24,148) (61,080) 456,901 107% 487,057 243,528 (877) (12,133) 230,519 3,080,809 18 2028 02/01/29100% 558,392 (24,148) (62,912) 471,333 107% 502,441 251,220 (904) (12,516) 237,800 3,146,971 18.5 2029 08/01/29100% 558,392 (24,148) (62,912) 471,333 107% 502,441 251,220 (904) (12,516) 237,800 3,211,051 19 2029 02/01/30100% 575,144 (24,148) (64,799) 486,197 107% 518,286 259,143 (933) (12,911) 245,300 3,275,071 19.5 2030 08/01/30100% 575,144 (24,148) (64,799) 486,197 107% 518,286 259,143 (933) (12,911) 245,300 3,337,075 20 2030 02/01/31100% 592,398 (24,148) (66,743) 501,507 107% 534,607 267,303 (962) (13,317) 253,024 3,399,019 20.5 2031 08/01/31100% 592,398 (24,148) (66,743) 501,507 107% 534,607 267,303 (962) (13,317) 253,024 3,459,014 21 2031 02/01/32100% 610,170 (24,148) (68,746) 517,277 107% 551,417 275,709 (993) (13,736) 260,980 3,518,947 21.5 2032 08/01/32100% 610,170 (24,148) (68,746) 517,277 107% 551,417 275,709 (993) (13,736) 260,980 3,576,993 22 2032 02/01/33100% 628,475 (24,148) (70,808) 533,520 107% 568,732 284,366 (1,024) (14,167) 269,175 3,634,977 22.5 2033 08/01/33100% 628,475 (24,148) (70,808) 533,520 107% 568,732 284,366 (1,024) (14,167) 269,175 3,691,137 23 2033 02/01/34100% 647,330 (24,148) (72,932) 550,250 107% 586,566 293,283 (1,056) (14,611) 277,616 3,747,234 23.5 2034 08/01/34100% 647,330 (24,148) (72,932) 550,250 107% 586,566 293,283 (1,056) (14,611) 277,616 3,801,566 24 2034 02/01/35100% 666,750 (24,148) (75,120) 567,482 107% 604,936 302,468 (1,089) (15,069) 286,310 3,855,835 24.5 2035 08/01/35100% 666,750 (24,148) (75,120) 567,482 107% 604,936 302,468 (1,089) (15,069) 286,310 3,908,396 25 2035 02/01/36100% 686,752 (24,148) (77,374) 585,231 107% 623,856 311,928 (1,123) (15,540) 295,265 3,960,894 25.5 2036 08/01/36100% 686,752 (24,148) (77,374) 585,231 107% 623,856 311,928 (1,123) (15,540) 295,265 4,011,741 26 2036 02/01/37 Total11,098,477 (39,955) (552,926) 10,505,596 Present Value From 08/01/2009Present Value Rate6.50%4,238,142 (15,257) (211,144) 4,011,741 Prepared by Ehlers & Associates, Inc. - Estimates OnlyN:\Minnsota\St. Louis Park\tif\Ellipse on Excelsior\TIF Run 12-02-08 - FINAL FOR TIF PLAN.xlsMeeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing DistrictPage 34 APPENDIX E-1 APPENDIX E MINNESOTA BUSINESS ASSISTANCE FORM (MINNESOTA DEPARTMENT OF EMPLOYMENT AND ECONOMIC DEVELOPMENT) A Minnesota Business Assistance Form (MBAF) should be used to report and/or update each calendar year's activity by April 1 of the following year. Please see the Minnesota Department of Employment and Economic Development (DEED) website at http://www.deed.state.mn.us/Community/subsidies/MBAFForm.htm for information and forms. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 35 APPENDIX F-1 APPENDIX F REDEVELOPMENT QUALIFICATIONS FOR THE DISTRICT Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 36 City of St. Louis ParkAl's Liquor TIF District 5/13/2005 Coverage Area ofCoverageBuilding15% ofBuilding Code No of Buildings20% ofMeets 20%No of buildingsTIF Code No.PID #Owner/BusinessProperty AddressImproved or VacantSurvey Method UsedSite Area(S.F.)Coverage Area of Improvements(S.F.)Coverage Percent of ImprovementsCoverageQuantity(S.F.)No. of BuildingsBuildingReplacementCost15% of Replacement CostDeficiencies (w/o Energy Code)No. of Buildings Exceeding 15% Criteria20% of Replacement CostMeets 20% Substandard CriteriaNo. of buildings determined substandardParcel #1 06-028-24-41-0003 Best Western American Inn3924 Excelsior Boulevard Improved Interior/Exterior 31,540 31,540100%31,540 1 $1,724,555 $258,683 $278,0241$344,911Yes1Parcel #2 06-028-24-41-0002 Al's Liquor Stores, Inc. 3920 Excelsior BoulevardParking 26,600 26,00098%26,600 0Parcel #3 06-028-24-41-0069 Al's Liquor Stores, Inc. 3912 Excelsior BoulevardImprovedInterior/Exterior 27,269 27,00099%27,269 1$452,110 $67,817 $129,3701$90,422Yes1Parcel #4 06-028-24-41-0053 Anderson's Cleaners 3900 Excelsior BoulevardImprovedInterior/Exterior 3,128 3,128100%3,1281$106,200 $15,930$19,2671$21,240Yes1Parcel #5 06-028-24-41-0056 Al's Liquor Stores, Inc. 3417 Glenhurst AvenueParking 6,250 4,50072%6,2500Parcel #6 06-028-24-41-0052 Al's Liquor Stores, Inc. 3416 France Avenue So.Parking 8,041 8,041100%8,0410Parcel #7 06-028-24-41-0057 Al's Liquor Stores, Inc. 3413 Glenhurst AvenueVacant 6,250 00%00Parcel #806 028 24 41 0051Al's Liquor Stores Inc3412 France Avenue SoVacant6 25000%00Parcel #806-028-24-41-0051Als Liquor Stores, Inc.3412 France Avenue So.Vacant 6,250 00%00Parcel #9 06-028-24-41-0058 Al's Liquor Stores, Inc. 3409 Glenhurst AvenueVacant 6,250 0 0% 0 0Parcel #10 06-028-24-41-0050 Al's Liquor Stores, Inc. 3408 France Avenue So.Vacant 6,250 00%00TOTALS 127,828102,828 333 80.4%100.0% Percent of Substandard Bldgs. 100.0%D:\05Proj\050079\Surv\[AlsLiquorFinalSpreadsheet 5-13-05.xls]Property Info Total Coverage Percent Code deficiency thresholdPage 1Al's Liquor Final Spreadsheet.xlsMeeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing DistrictPage 37 APPENDIX G-1 APPENDIX G FINDINGS INCLUDING BUT/FOR QUALIFICATIONS The reasons and facts supporting the findings for the adoption of the Tax Increment Financing Plan (TIF Plan) for Ellipse on Excelsior Tax Increment Financing District (District), as required pursuant to Minnesota Statutes, Section 469.175, Subdivision 3 are as follows: 1. Finding that Ellipse on Excelsior Tax Increment Financing District is a redevelopment district as defined in M.S., Section 469.174, Subd. 10(a)(1). The District consists of 10 parcels, with plans to redevelop the area for commercial purposes. At least 70 percent of the area of the parcels in the District is occupied by buildings, streets, utilities, paved or gravel parking lots or other similar structures and more than 50 percent of the buildings in the District, not including outbuildings, are structurally substandard to a degree requiring substantial renovation or clearance. (See Appendix F of the TIF Plan.) 2. Finding that the proposed development, in the opinion of the City Council, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future and that the increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in the market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the TIF Plan. The proposed development, in the opinion of the City, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future: This finding is supported by the fact that the redevelopment proposed in the TIF Plan meets the City's objectives for redevelopment, but due to the high cost of redevelopment on the parcels currently occupied by substandard buildings and costs associated with their removal, soil remediation, site improvements and utility relocation, and the cost of financing the proposed improvements, this project is feasible only through assistance, in part, from tax increment financing. The developer was asked for and provided a letter and a proforma as justification that the developer would not have gone forward without tax increment assistance. (See attachment in Appendix G of the TIF Plan.) The increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the TIF Plan: This finding is justified on the grounds that the cost of demolition, soil remediation, site and public improvements and utilities add to the total redevelopment cost. Historically, these types of costs in this area have made redevelopment infeasible without tax increment assistance. The City reasonably determines that no other redevelopment of similar scope is anticipated on this site without substantially similar assistance being provided to the development. Therefore, the City concludes as follows: a. The City's estimate of the amount by which the market value of the entire District will increase without the use of tax increment financing is $0. b. If the proposed development occurs, the total increase in market value will be $19,301,650 (see Appendix D and the table below) Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 38 APPENDIX G-2 c. The present value of tax increments from the District for the maximum duration of the district permitted by the TIF Plan is estimated to be $4,238,142 (see Appendix D and the table below). d. Even if some development other than the proposed development were to occur, the Council finds that no alternative would occur that would produce a market value increase greater than $15,063,508 (the amount in clause b less the amount in clause c) without tax increment assistance. But-For Analysis Current Market Value 3,400,800 New Market Value - Estimate 22,702,450 Difference 19,301,650 Present Value of Tax Increment 4,238,142 Difference 15,063,508 Value Likely to Occur Without TIF is Less Than: 15,063,508 3. Finding that the TIF Plan for the District conforms to the general plan for the development or redevelopment of the municipality as a whole. The Planning Commission has reviewed the TIF Plan and found that the TIF Plan conforms to the general development plan of the City. 4. Finding that the TIF Plan for the District will afford maximum opportunity, consistent with the sound needs of the City as a whole, for the development or redevelopment of Redevelopment Project No. 1 by private enterprise. The project to be assisted by the District will result in increased employment in the City and the State of Minnesota, the renovation of substandard properties and increased tax base of the State and will add a high quality development to the City. Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 39 APPENDIX H-1 APPENDIX H PRIOR IMPROVEMENTS Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 40 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 41 Meeting of February 2, 2009 (Item No. 7a) Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Page 42 Meeting Date: February 2, 2009 Agenda Item #: 7b 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: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC (Bader Development). RECOMMENDED ACTION: Motion to adopt Resolution approving the Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC. POLICY CONSIDERATION: Does the EDA approve the proposed Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC to facilitate The Ellipse on Excelsior project? BACKGROUND: Bader Development has an option to purchase and redevelop the nine (9) parcels that constitute the Al’s Liquors and Anderson Cleaners properties at the northwest corner of Excelsior Boulevard and France Avenue. All together, these parcels create a redevelopment site of 2.23 acres. Bader plans to remove the existing structures, remediate the contaminated soils, relocate sewer lines, and construct a five-story, mixed use building. The proposed Ellipse on Excelsior will consist of 132 residential apartments and 16,394 square feet of ground floor commercial space, as well as a corner plaza. Over the past year, representatives of Bader Development, surrounding neighborhoods and the City/EDA have worked collaboratively to develop a master plan for the subject redevelopment area that features: ¾ An attractive building with upscale image ¾ Urban design with distinctive architecture and human scale ¾ Mixed use – luxury residential & neighborhood commercial ¾ Surface and heated underground parking ¾ Sufficient landscaping and screening ¾ Signage that deters traffic from the adjacent neighborhood ¾ Pedestrian friendly design ¾ Functional and attractive gathering space that includes public art Bader’s proposed project incorporates many principles of Livable Communities, Transit Oriented Development and sustainable design. Upon completion, The Ellipse on Excelsior is expected to present a highly attractive, quality image at one of the city’s eastern gateways. Meeting of February 2, 2009 (Item No. 7b) Page 2 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Property Value Currently, the subject nine (9) properties to be redeveloped have a total market value of less than $1.8 million. The projected market value of the site upon redevelopment will be nearly $18 million. The property taxes payable in 2008 on these same properties are $35,683. Upon redevelopment, the site will generate an estimated $298,823 in property taxes. Job Creation Bader estimates that approximately 19 total jobs will be created between the commercial and residential portions of the project. Request for Financial Assistance Any project on the subject site would incur extraordinary redevelopment costs. The site has impacted soils and structurally substandard buildings that need to be removed. Two sewer laterals (one of which is a 36 inch storm water main) would need to be relocated in order to maximize the development potential of the site. Any new building on the site would likely require underground parking. In addition, street and traffic improvements would need to be made adjacent to the site. Finally, any prospective project would require substantial screening from the adjacent neighborhood. Thus, if any project is to be economically viable on the subject site it would likely require some level of public financial assistance. Redeveloper/EDA Financing In order to offset the extraordinary costs associated with redeveloping the subject site, it is proposed that the EDA/City reimburse the Redeveloper with $1.45 million in tax increment. The proposed level of assistance package is consistent with EDA targets, previous projects, and is financially feasible. These extraordinary Public Redevelopment Costs include the following: Public Improvements Estimated Cost Building demolition & Site clearance $50,000 Soil remediation 220,000 Earthwork & excavation 350,000 Stormwater & sanitary sewer relocations (includes arch., eng., survey, legal costs) 250,000 Site curb, gutter, & sidewalks 90,000 Street improvements 60,000 Underground parking structure 350,000 Neighborhood screening & Traffic improvements 80,000 Total $1,450,000 Meeting of February 2, 2009 (Item No. 7b) Page 3 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC To reimburse the Redeveloper for the Public Redevelopment Costs it incurs while constructing the project, the proposed Redevelopment Contract calls for the EDA to issue two (2) TIF Notes (Series A & B). The Series A Note, attributable the majority of the Public Redevelopment Costs outlined above, will be issued in the maximum principal amount of $1,230,000. The Series B Note would be attributable to 40% of the Soil Remediation Costs incurred by the Redeveloper or $220,000 whichever is less. The pledge of Available Tax Increment to payment of principal of and interest on the Series B Note will be subordinate to the pledge of Available Tax Increment to payment of principal of and interest on the Series A Note. The Notes will be “pay-as-you-go” which is the desired financing method under the city's TIF Policy. Fiscal Disparities will be taken from inside the district which is likewise consistent with the city’s TIF Policy. Finally, a 5% administrative fee will be charged to the TIF district which is the EDA’s typical rate. The Notes will be issued in the maximum aggregate principal amount of $1.45 million and will be issued upon satisfactory written evidence that the above qualified costs were incurred. Each Note will bear interest at a rate of 6%. It is estimated that financial obligations to the Redeveloper will be satisfied within approximately 13 years after project completion. Proforma Analysis The EDA and its TIF consultant, Ehlers & Associates, have been working with Bader Development to review it’s proformas in order to determine the proper level of assistance needed to move the proposed project forward. Ehlers analyzed the proforma in comparison with general industry standards for land price, construction costs, lease rates, return on equity/profit, various fees, etc. Overall, Ehlers believes Bader’s cost and revenue assumptions are reasonable and appropriate. In addition, the projected market values per square foot in the project have been reviewed by the City’s Assessor who concurs they are within appropriate market ranges. Ehlers has concluded that The Ellipse on Excelsior project is not economically feasible without public financial assistance and that the negotiated level of assistance is reasonable given the complexity, quality, projected total value, and other residual economic benefits derived from the proposed redevelopment. The city’s participation would leverage approximately $18 million in new market value. The requested amount of financial assistance, as a percentage of total project cost, is approximately 8%. This is consistent with the level of assistance provided by the EDA for other redevelopment projects. TIF Lookback As with other projects involving TIF, the proposed Redevelopment Contract with Bader contains a “Lookback” provision. The EDA will perform a “lookback” calculation on the earliest of (i) the date when 93% of the Apartments are leased; (ii) the date of any Transfer in whole or in part of the Apartments; or (iii) three years after the date of issuance of the Certificate of Completion for the project. The Redeveloper must submit evidence of its actual annualized cumulative internal rate of return (the “IRR”) from the Apartments, calculated as of the applicable Lookback Date, along with the estimated annualized cumulative IRR from the Apartments assuming a sale in the tenth year after the date of issuance of the Certificate of Completion for the Apartments. The amount by which the IRR exceeds twenty percent (20%) is considered Excess Income. If the EDA determines that Meeting of February 2, 2009 (Item No. 7b) Page 4 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC there is Excess Income, it will apply fifty percent (50%) of that amount toward prepayment of the outstanding principal amount of the Notes. In a memo to staff, Ehlers explains how the proposed project’s IRR was calculated: On apartments, return on a project is determined by an internal rate of return calculation (IRR). This means that they are looking for an annual cash-on-cash return on their equity they invest in the project, in addition to net proceeds from a sale or refinance of the project. The typical IRR that is requested is 20%, which consists of 10% annual cash-on-cash return (similar to retail and office projects), in addition to the remaining percentage coming from net proceeds of a sale or refinance (for purposes of calculating an IRR we assume a sale in year 10 of the project whether it actually happens or not). Profit is viewed in this way since apartment developers/owners are typically long-term owners/investors in their project and they are building a portfolio of projects to own and manage for the next 30 to 40 years. As noted in the Redevelopment Contract, Bader Development’s benchmark for the look back and profit sharing is a 20% IRR (annual cash-on-cash return of 10% and 10% from net sale proceeds). REDEVELOPMENT CONTRACT: Bader Development’s proposed project plans and request for financial assistance have been presented and/or discussed at several study sessions over the past year. A list of specific business terms was discussed at the November 10, 2008 study session and was favorably received. These terms served as the basis for the proposed Redevelopment Contract with Ellipse on Excelsior LLC (Bader Development). The proposed Contract was prepared by the EDA’s legal counsel, Kennedy & Graven in consultation with staff. A Summary of the Contract is attached. The attached authorizing resolution allows for modifications to the Contract that do not alter the substance of the transaction without bringing the Contract back to the EDA. Business Subsidy The assistance provided to the Redeveloper under the Agreement does not constitute a “business subsidy” under the Business Subsidy Act (Section 116J.993 to 116J.995) because this is a redevelopment where “the recipient’s investment in the purchase of the site and in site preparation is 70% or more of the assessor’s current year’s estimated market value”. Summary The proposed Ellipse on Excelsior project clearly has numerous benefits over the current land use. Most notably, the density of the proposed project would result in a substantial increase in the market value for the site and hence a greater property tax yield. Visually, it would remove two structurally substandard buildings and with the construction of the proposed mixed use building would aesthetically enhance the entrance into the city from the east. Additionally it would provide an opportunity for 132 luxury apartments, neighborhood commercial businesses, a public gathering place and public art. The proposed project conforms to the criteria outlined in the city’s TIF Policy for the provision of tax increment. The purpose for providing the proposed tax increment is to preserve and enhance the tax base, remediate contamination, redevelop a substandard area, and Meeting of February 2, 2009 (Item No. 7b) Page 5 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC provide an impetus for mixed use development which is desirable for increased population and life- cycle housing within the city. FINANCIAL OR BUDGET CONSIDERATION: It is proposed that $1.45 million in total tax increment be provided to Ellipse on Excelsior LLC in order to offset the Public Redevelopment Costs associated with The Ellipse on Excelsior mixed use project. VISION CONSIDERATION: This project supports the Strategic Directions of providing a well-maintained and diverse housing stock, being a connected and engaged community, as well as promoting and integrating arts and community aesthetics in all city initiatives where appropriate. Attachments: Resolution Contract Summary Ehlers Memo to Staff Contract for Private Redevelopment Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, Executive Director Meeting of February 2, 2009 (Item No. 7b) Page 6 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY EDA RESOLUTION NO .09-____ RESOLUTION APPROVING CONTRACT FOR PRIVATE REDEVELOPMENT WITH ELLIPSE ON EXCELSIOR LLC. BE IT RESOLVED by the Board of Commissioners (“Board”) of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (“Authority”) as follows: Section 1. Recitals. 1.01. On this date, the Authority and the City of St. Louis Park have approved the establishment of the Ellipse on Excelsior Tax Increment Financing District (the “TIF District”) within Redevelopment Project No. 1 (the “Project”) and have adopted a tax increment financing plan for the purpose of financing certain improvements within the Project, all pursuant to Minnesota Statutes, Sections 469.001 to 469.047, Sections 469.090 to 469.1082, and Sections 469.174 to 469.1799, as amended. 1.02. The Authority and Ellipse on Excelsior LLC (the “Redeveloper") have proposed to enter into a Contract for Private Redevelopment (the “Contract”), setting forth the terms and conditions of redevelopment of certain property within the Project. 1.03. The Board has reviewed the Contract and finds that the 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; Further Proceedings. 2.01. The Board hereby approves the Contract as presented to the Board, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Contract by those officials shall be conclusive evidence of their approval. Meeting of February 2, 2009 (Item No. 7b) Page 7 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority’s obligations under the Contract as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Contract. Reviewed for Administration: Adopted by the Economic Development Authority February 2, 2009 Executive Director President Attest Secretary Meeting of February 2, 2009 (Item No. 7b) Page 8 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC SUMMARY OF THE CONTRACT FOR PRIVATE REDEVELOPMENT BETWEEN THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY AND ELLIPSE ON EXCELSIOR LLC The following is summary of the Contract for Private Redevelopment (“Contract”) between the St. Louis Park Economic Development Authority (“EDA”) and Ellipse on Excelsior LLC (“Redeveloper”) for “The Ellipse On Excelsior” mixed use building to be constructed at the NW quadrant of Excelsior Blvd. & France Ave., St. Louis Park. 1. All parties agree that the Redeveloper will be solely responsible for the acquisition of the subject nine parcels that constitute the Redevelopment Property (Exhibit A) and that the City/EDA has no obligation to acquire the Redevelopment Property. 2. Except for any misrepresentation or any misconduct, affirmative act or negligence of the EDA or the City and except for any breach by the EDA or the City of their obligations under the Agreement, Redeveloper agrees to hold the EDA and the City harmless from any claim arising out of the presence of any hazardous wastes or pollutants existing on or in the Redevelopment Property. 3. Redeveloper agrees to submit a Voluntary Response Action plan to the MPCA and obtain all necessary approvals to properly remediate the subject property so as to allow for the construction of the Minimum Improvements. 4. Redeveloper agrees to obtain all planning approvals necessary to construct the Minimum Improvements, including without limitation a planned unit development and replat of the Redevelopment Property. 5. Redeveloper agrees that it will pay the reasonable costs of consultants and attorneys retained by the EDA in connection with the creation of the TIF District and the negotiation in preparation of the Contract and other incidental agreements and documents related to the development contemplated hereunder. Upon termination of the Contract, the Redeveloper remains obligated for costs incurred through the effective date of termination. 6. The Redeveloper must remediate the contaminated soils on the Redevelopment Property in compliance with MPCA requirements. The Redeveloper also agrees to prepare plans and specifications for and construct all street, sanitary and storm sewer improvements; sidewalks; fencing, landscaping; and other related amenities and utility work related to the proposed Minimum Improvements. 7. Before commencing such construction, the Redeveloper must submit plans and specifications regarding the Minimum Improvements for approval by the City. Plans related to the soil remediation however do not require approval by the City. All work on the Minimum Meeting of February 2, 2009 (Item No. 7b) Page 9 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Improvements shall be in accordance with the approved construction plans 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 procedures. 8. Redeveloper agrees to undertake the “Minimum Improvements” as shown in the Master Site Plan (Exhibit B). In summary, the Redeveloper agrees to purchase the subject nine properties, remove the current buildings and structures, remediate the soils, construct a five story, mixed use building consisting of approximately 133 market rate apartments, approximately 16,300 square feet of groundfloor commercial space, as well as necessary underground and surface parking along with all associated infrastructure, sidewalks, landscaping and corner plaza. 9. The Redeveloper shall construct an outdoor Plaza as depicted in the Site Plan for the use and enjoyment of residents and invitees of the Minimum Improvements and members of the general public. The Plaza shall incorporate amenities to be mutually agreed upon by the City and Redeveloper, and which may include public art, street furnishings or landscaping, and or decorative lighting elements. The parties agree that the City shall be responsible for the cost of any maintenance and repair of the public art. The Redeveloper shall be allowed to perform these same duties if the EDA fails to do so after the appropriate notice and cure opportunity and to be reimbursed its costs and expenses. 10. The Redeveloper agrees to construct and maintain safe pedestrian connections between the Redevelopment Property and the adjacent Bass Lake Park in a form acceptable to the city. 11. Subject to Unavoidable Delays, the Redeveloper agrees to commence construction on the Minimum Improvements by November 1, 2009 and complete construction of the same by March 1, 2011. 12. The Redeveloper is initially responsible for: all Public Redevelopment Costs. All Public Redevelopment Costs are Redeveloper’s initial responsibility and are subject to reimbursement through tax increment financing. 13. In order to offset the Public Redevelopment Costs associated with developing the Redevelopment Property, the EDA agrees to take all steps necessary in accordance with State law to establish a new Redevelopment Tax Increment Financing District, and to utilize tax increment from the Redevelopment Property to fund the eligible activities specified in the Contract. 14. The tax increment from the Redevelopment TIF District will be payable to Redeveloper in the form of two “TIF Notes”, which would be structured on the following basis: Meeting of February 2, 2009 (Item No. 7b) Page 10 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC ¾ Issue total: Up to $1,450,000 ¾ Type: Pay-as-you-go ¾ Term: Up to 13 years ¾ Interest Rate: 6.5% ¾ Admin Fee: 5% ¾ Fiscal Disparities: Paid from within the district Note Provisions: • The Contract would provide for one pay-as-you-go TIF Note in the maximum principal amount of $1,230,000 to reimburse Redeveloper for such eligible Public Redevelopment Costs such as: building demolition, soil remediation, site preparation, utility and street work, underground parking, and streetscaping related to the Minimum Improvements (the “Public Redevelopment or Series A Note”), secured by Available Tax Increment generated by the Minimum Improvements. • The Contract would provide for another pay-as-you-go TIF Note in the maximum principal amount not to exceed $220,000 to reimburse Redeveloper for costs it incurs associated with the environmental remediation on the subject property (the “Environmental Costs or Series B Note”), also secured by Available Tax Increment generated by the Minimum Improvements. The pledge of Available Tax Increment to payment of principal of and interest on the Series B Note will be subordinate to the pledge of Available Tax Increment to payment of principal of and interest on the Series A Note. • Redeveloper may assign and/or sell the Series B Note to a third party, and has also requested the ability to request tax-exempt TIF revenue notes to refund any outstanding TIF Note. o Redeveloper is responsible for finding purchaser, and EDA is entitled to review and approve underwriting criteria. o EDA’s obligations to reimburse Redeveloper for Environmental Costs are limited to net proceeds of the Additional Notes. o Standard qualifications apply: Redeveloper understands that Available Tax Increment may not be sufficient to pay principal and interest of the Additional Notes, and any costs exceeding net proceeds are the sole responsibility of Redeveloper. o Redeveloper may request tax-exempt take-out of TIF Notes (the “Refunding Notes”) secured by Available Tax Increment, subordinate to any outstanding TIF Notes. o EDA is not obligated to issue the Refunding Notes, and will base its decision on projections of TIF revenue for the duration of the TIF District, approval of the underwriter for the Refunding Notes, and various market, legal, and timing constraints. Meeting of February 2, 2009 (Item No. 7b) Page 11 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC o If the net proceeds of the Refunding Notes are projected to be insufficient to prepay the existing TIF Notes in full, the Redeveloper may (i) release the EDA from its obligations with respect to the unpaid principal and interest on the TIF Notes; (ii) pay the EDA an amount sufficient to prepay the difference between the Refunding Notes and the TIF Notes; or (iii) waive its right to request issuance of the Refunding Notes. 15. Lookback Provision: The EDA will perform a “lookback” calculation on the earliest of (i) the date when 93% of the Apartments are leased; (ii) the date of any Transfer in whole or in part of the Apartments; or (iii) three years after the date of issuance of the Certificate of Completion for the project. The Redeveloper must submit evidence of its actual annualized cumulative internal rate of return (the “IRR”) from the Apartments, calculated as of the applicable Lookback Date, along with the estimated annualized cumulative IRR from the Apartments assuming a sale in the tenth year after the date of issuance of the Certificate of Completion for the Apartments. The amount by which the IRR exceeds twenty percent (20%) is considered Excess Income. If the EDA determines that there is Excess Income, it will apply fifty percent (50%) of that amount toward prepayment of the outstanding principal amount of the Notes. 16. Both parties agree that any assistance provided to the Redeveloper under this Agreement is not a “business subsidy” under Minnesota Statutes, Section 116J.993, subd. 3 because the assistance is for redevelopment. 17. Redeveloper shall undertake all work related to the Minimum Improvements in compliance with all applicable federal and state laws, including without limitation all applicable state and federal Occupational Safety and Health Act regulations. Any subcontractors retained by Redeveloper shall be subject to the same requirements. 18. If Redeveloper requires mortgage financing for the development of the Project, the EDA agrees to subordinate its rights under the Agreement to the Holder of any Mortgage securing construction or permanent financing, in accordance with the terms of a mutually-approved subordination agreement. 19. Redeveloper agrees that the EDA and the City will not be held liable for any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Redevelopment Property or the Minimum Improvements. 20. Developer agrees that the project will be professionally managed by a property management company with substantial experience in operating mixed use developments and is subject to EDA approval. Meeting of February 2, 2009 (Item No. 7b) Page 12 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC 21. The parties agree that the Redeveloper shall be responsible for all maintenance (including snow and ice removal) and repair costs associated with the Redeveloper Public Improvements on the Redevelopment Property (“Maintenance Costs”) including: • Private streets, alleys, driveways, service drives, surface parking stalls and parking lots. • Boulevards (excluding public street right of ways) • Parking structures • Sidewalks • Public plaza • Landscaping • Stormwater ponds Redeveloper agrees to keep the above Redeveloper Public Improvements in good condition and is resposibile for all repairs of same. Redeveloper shall not be responsible for the maitenance and repair of those public improvements typically maintained by the city’s Special Sercvice District 22. Upon the written request of the EDA or City, the Redeveloper agrees to file any petition to enter into the special service district for the continued maintenance of the streetscaping along Excelsior Boulevard right of way. 23. By no later than December 31, 2010, the Redeveloper shall submit to the EDA for review and approval a plan for maintenance and operation of all pedestrian and landscaping improvements located within the Redevelopment Property other than those within the Excelsior Boulevard right of way (the “Maintenance Plan”). The Maintenance Plan must address, at a minimum: snow removal from pedestrian connections and sidewalks; maintenance and replacement of landscaping, irrigation and other streetscaping; snow removal and maintenance of any surface parking and parking lots; and maintenance of the Plaza, but excluding maintenance covered by the City’s Special Service District No. 2, a description of how the Maintenance costs will be assessed to tenants; and enforcement mechanisms. If the Redeveloper fails to perform the Maintenance in accordance with the Maintenance Plan, the EDA, at its option and following thirty (30) days written notice to the Redeveloper, may enter the Redevelopment property and perform the Maintenance. The Redeveloper agrees to permit the City to specially assess any costs of the Maintenance proportionately against the Minimum Improvements. 24. The Redeveloper agrees to reimburse the City for all costs related to the Easement Agreement with Minikahda Court Apartments Limited Partnership, including costs of negotiating and drafting the Easement Agreement, the consideration paid by the City for the Utility Easement, and the costs of performing the site work required on the Adjacent Property pursuant to the Easement Agreement. Such reimbursement shall occur after delivery by the EDA to the Redeveloper of written evidence of actual costs incurred, whether or not Redeveloper has commenced construction of the Minimum Improvements at that time. Meeting of February 2, 2009 (Item No. 7b) Page 13 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC 25. Upon satisfactory completion of the Minimum Improvements, the EDA will provide the Redeveloper with a Certificate of Completion which shall provide that the Redeveloper’s obligation to construct the Minimum Improvements pursuant to the Redevelopment Agreement is deemed satisfied. 26. Redeveloper agrees not to transfer the Redevelopment Agreement or the Redevelopment Property (except to an affiliate) prior to receiving a Certificate of Completion without the prior written consent of the EDA, except for construction mortgage financing and/or permanent financing. The EDA's consent shall not be unreasonably withheld, conditioned or delayed. The EDA agrees to provide its consent or refusal to consent to Redeveloper in writing within 10 days after a request for such consent from Redeveloper. 27. The Redeveloper agrees to submit to the EDA written reports so as to allow the EDA to remain in compliance with reporting requirements under state statutes. The EDA will provide information to the Redeveloper regarding the required forms. 28. The Redeveloper agrees that no portion of the Redevelopment Property will be used for a sexually-oriented business as defined in City Code, Section 14:5-3(28), a pawnshop, a check- cashing business, payday loan agency, a tattoo business; or a gun business, and that such restrictions may be placed in the Redevelopment Deed. 29. The Redeveloper agrees not to discriminate upon the basis of race, color, creed, sex or national origin in the construction and maintenance of the Minimum Improvements and Public Improvements as well as lease, rental, use or occupancy of the Redevelopment Property or any improvements erected thereon. 30. Redeveloper acknowledges that the City/EDA makes no representations or warranties as to the condition of the soils on the Redevelopment Property or its fitness for construction of the Minimum Improvements. 31. Redeveloper, City and EDA agree to indemnify, defend and hold harmless each other and their officers, employees, and agents from and against all cost, loss, claim, damage or expense, including reasonable attorney fees, arising out of (i) any injury, property loss or damage whatsoever that results or arises from the undertakings of the Contract except to the extent such injury, loss or damage arises from the negligence of the Indemnified Parties; and (ii) any work performed for the benefit of the Redevelopment Property by a person or entity not a party to this Contract, except to the extent such claim arises from a party directly engaged by the Indemnified Parties. Meeting of February 2, 2009 (Item No. 7b) Page 14 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC EXHIBIT A REDEVELOPMENT PROPERTY The subject Redevelopment Property includes all or portions of the following nine (9) properties and as reflected in the Master Site Plan. PID: 0602824410002 City Address:* 3920 EXCELSIOR BLVD PID: 0602824410069 City Address:* 3912 EXCELSIOR BLVD PID: 0602824410053 City Address:* 3900 EXCELSIOR BLVD PID: 0602824410052 City Address:* 3416 FRANCE AVE S PID: 0602824410051 City Address:* 3412 FRANCE AVE S PID: 0602824410050 City Address:* 3408 FRANCE AVE S PID: 0602824410056 City Address:* 3417 GLENHURST AVE PID: 0602824410057 City Address:* 3413 GLENHURST AVE PID: 0602824410058 City Address:* 3409 GLENHURST AVE Meeting of February 2, 2009 (Item No. 7b) Page 15 Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC EXHIBIT B Master Site Plan To: Greg Hunt – Economic Development Coordinator MEMO From: Stacie Kvilvang Subject: Ellipse on Excelsior Date: February 2, 2009 Bader Development is proposing to construct a mixed-use development consisting of a 132-unit market rate apartment complex and approximately 16,000 sq/ft of retail on the former Al’s Bar and adjacent drycleaner site. Bader Development has requested $1,450,000 of financial assistance from the City in the form of Pay-As- You-Go (PAYG) tax increment over a thirteen (13) year period to assist in offsetting some of the extraordinary redevelopment costs related to land acquisition, demolition, remediation and site improvements. The Development Agreement provides for a look back on the project and sets a specific benchmark for a rate of return on the project. To date, the projects that the City has provided assistance that have a look back attached to them have been for retail, office, industrial and for-sale residential projects. The rate of return for these projects has ranged from 10% to 15%. A market rate of return differs by the type of project being constructed. For example, in retail/office projects developers typically review a market return in terms of cash-on-cash or cash-on-cost. That means, they are looking for a return on the equity they have invested on an annual basis. This return varies from 10% to 15%, with the average return requested of approximately 12% (in the first year of stabilization). Profit is viewed this way since a commercial developer may or may not be a long-term owner. They view the property as an investment that can be readily sold and typically do so in the first five (5) years. On a for sale residential project, such as condominiums or town homes, return on a project is determined by the amount of money a developer receives after paying for all development costs. The developer is the last one paid on the project and expects a return of 10% to 15% on the project after costs (i.e. total development costs equal $24M, 10% profit would be $2.4M). Level of return is based upon product, location and perception of risk in the project. Profit is calculated this way since they are short term investors in the project (no future cash comes from the project once they sell to home owners). On apartments, return on a project is determined by an internal rate of return calculation (IRR). This means that they are looking for an annual cash-on-cash return on their equity they invest in the project, in addition to net proceeds from a sale or refinance of the project. The typical IRR that is requested is 20%, which consists of 10% annual cash-on-cash return (similar to retail and office projects), in addition to the remaining percentage coming from net proceeds of a sale or refinance (for purposes of calculating an IRR we assume a sale in year 10 of the project whether it actually happens or not). Profit is viewed in this way since apartment developers/owners are typically long-term owners/investors in their project and they are building a portfolio of projects to own and manage for the next 30 to 40 years. As noted in the Development Agreement, Bader Development’s benchmark for the look back and profit sharing is a 20% IRR (annual cash-on-cash return of 10% and 10% from net sale proceeds). Please contact me at 651-697-8506 if you have any questions or require further information. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 16 Fifth draft, January 22, 2009 CONTRACT FOR PRIVATE REDEVELOPMENT By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and ELLIPSE ON EXCELSIOR LLC Dated as of: ____________, 2009 This document was drafted by: KENNEDY & GRAVEN, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 (612) 337-9300 http://www.kennedy-graven.com Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 17 TABLE OF CONTENTS Page PREAMBLE ............................................................................................................................................1 ARTICLE I Definitions Section 1.1. Definitions.......................................................................................................................2 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority...................................................................................6 Section 2.2. Representations and Warranties by the Redeveloper....................................................6 ARTICLE III Property Acquisition; Public Redevelopment Costs Section 3.1. Status of Redevelopment Property.................................................................................8 Section 3.2. Environmental Conditions..............................................................................................8 Section 3.3 Relocation........................................................................................................................8 Section 3.4 Issuance of Notes............................................................................................................9 Section 3.5. TIF Lookback................................................................................................................10 Section 3.6. Business Subsidy ..........................................................................................................11 Section 3.7. Payment of Authority Costs.........................................................................................11 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Improvements.....................................................................................10 Section 4.2. Construction Plans........................................................................................................10 Section 4.3. Commencement and Completion of Construction......................................................12 Section 4.4. Certificate of Completion.............................................................................................12 Section 4.5. Records..........................................................................................................................14 Section 4.6. Plaza; Pedestrian Park Connection ..............................................................................14 Section 4.7. Special Service District; Maintenance.........................................................................14 Section 4.8. Utility Easement............................................................................................................15 ARTICLE V Insurance Section 5.1. Insurance .......................................................................................................................16 Section 5.2. Subordination................................................................................................................17 Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 18 ARTICLE VI Tax Increment; Taxes Section 6.1. Right to Collect Delinquent Taxes...............................................................................18 Section 6.2. Review of Taxes ...........................................................................................................18 Section 6.3. Assessment Agreement ................................................................................................18 ARTICLE VII Other Financing Section 7.1. Generally.......................................................................................................................19 Section 7.2. Authority’s Option to Cure Default on Mortgage.......................................................19 Section 7.3. Modification; Subordination........................................................................................19 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development...............................................................................20 Section 8.2. Prohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement............................................................................................20 Section 8.3. Release and Indemnification Covenants......................................................................21 ARTICLE IX Events of Default Section 9.1. Events of Default Defined............................................................................................23 Section 9.2. Remedies on Default.....................................................................................................23 Section 9.3. No Remedy Exclusive..................................................................................................24 Section 9.4. No Additional Waiver Implied by One Waiver .........................................................24 Section 9.5. Attorney Fees................................................................................................................24 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Representatives Not Individually Liable..................................25 Section 10.2. Equal Employment Opportunity..................................................................................25 Section 10.3. Restrictions on Use.......................................................................................................25 Section 10.4. Provisions Not Merged With Deed..............................................................................25 Section 10.5. Titles of Articles and Sections......................................................................................25 Section 10.6. Notices and Demands...................................................................................................25 Section 10.7. Counterparts..................................................................................................................26 Section 10.8. Recording......................................................................................................................26 Section 10.9. Amendment...................................................................................................................26 Section 10.10. Authority Approvals.....................................................................................................26 Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 19 TESTIMONIUM ...................................................................................................................................27 SIGNATURES ......................................................................................................................................27 SCHEDULE A Redevelopment Property SCHEDULE B Authorizing Resolution SCHEDULE C Certificate of Completion SCHEDULE D Subordination Agreement SCHEDULE E Pro Forma SCHEDULE F Site Plan SCHEDULE G Assessment Agreement Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 20 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made as of the __ day of February, 2009, by and between the St. Louis Park Economic Development Authority (the “Authority”), a public body corporate and politic under the laws of Minnesota, and Ellipse on Excelsior LLC (the “Redeveloper”), a Delaware limited liability company. WITNESSETH: WHEREAS, the Authority was created pursuant to Minnesota Statutes Sections 469.090 to 469.1081 (the "Act") and was authorized to transact business and exercise its powers by a resolution of the City Council of the City; and WHEREAS, the Authority has undertaken a program to promote the development and redevelopment of land which is underutilized within the City of St. Louis Park, Minnesota (the “City”), and in this connection created the Redevelopment Project No. 1 (hereinafter referred to as the “Project”) in an area (hereinafter referred to as the “Project Area”) located in the City pursuant to Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”); and WHEREAS, pursuant to the Act, the Authority is authorized to undertake certain activities to prepare such real property for development and redevelopment by private enterprise; and WHEREAS, the Redeveloper acquired certain property (the “Redevelopment Property”) in the Project Area to develop on that property a mixed-use facility consisting of rental housing and commercial space, further described herein (the “Minimum Improvements”); and WHEREAS, the Authority has established the Ellipse on Excelsior Tax Increment Financing District (“TIF District”) pursuant to Minnesota Statutes, Sections 469.174 to 469.1799, as amended, made up of property in the Project Area including the Redevelopment Property; and WHEREAS, the Authority believes that the development of the Redevelopment Property pursuant to and in general fulfillment of this Agreement, is 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 the Project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as follows: Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 21 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: “Act” means Minnesota Statutes Sections 469.090 to 469.1081, as amended. “Affiliate” means with respect to any entity (a) any corporation, partnership, limited liability company or other business entity or person controlling, controlled by or under common control with the entity, and (b) any successor to such party by merger, acquisition, reorganization or similar transaction involving all or substantially all of the assets of such party (or such Affiliate). For the purpose hereof the words “controlling”, “controlled by” and “under common control with” shall mean, with respect to any corporation, partnership, limited liability company or other business entity, the ownership of fifty percent or more of the voting interests in such entity or possession, directly or indirectly, of the power to direct or cause the direction of management policies of such entity, whether through ownership of voting securities or by contract or otherwise. “Agreement” means this Agreement, as the same may be from time to time modified, amended, or supplemented. “Authority” means the St. Louis Park Economic Development Authority. “Authority Representative” means the Executive Director of the Authority, or any person designated by the Executive Director to act as the Authority Representative for the purposes of this Agreement. "Authorizing Resolution" means the resolution of the Authority, substantially in the form of attached Schedule B to be adopted by the Authority to approve this agreement and authorize the issuance of the Note. “Available Tax Increment” has the meaning provided in the Authorizing Resolution. “Business Day” means any day except a Saturday, Sunday, legal holiday, a day on which the City is closed for business, or a day on which banking institutions in the City are authorized by law or executive order to close. “Business Subsidy Act” means Minnesota Statutes, Sections 116J.993 to 116J.995, as amended. “City” means the City of St. Louis Park, Minnesota. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 22 “Certificate of Completion” means the certification provided to the Redeveloper pursuant to Section 4.4 of this Agreement. "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Redeveloper on the Redevelopment Property which (a) shall be as detailed as the plans, specifications, drawings and related documents which are submitted to the appropriate building officials of the City, and (b) shall include at least the following for each building: (1) site plan; (2) foundation plan; (3) underground parking plans; (4) floor plan for each floor; (5) cross sections of each (length and width); (6) elevations (all sides); (7) landscape plan; and (8) such other plans or supplements to the foregoing plans as the Authority may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. “County” means the County of Hennepin, Minnesota. “Development Pro Forma” means the financial pro forma for the Minimum Improvements attached hereto as Schedule E. “Environmental Costs” has the meaning provided in Section 3.3(a) hereof. “Environmental Reports” means the following reports relating to the environmental condition of the Redevelopment Property:_______________________ and all amendments, modifications and supplements thereto: (a) Phase I Environmental Site Assessment, Anderson Cleaners & Al’s Liquor Store Parcels, Excelsior Boulevard and France Avenue South, St. Louis Park, MN dated August 2008, prepared by Liesch Companies and (b) Phase II Environmental Site Assessment, Proposed Ellipse on Excelsior, Northwest Quadrant of Excelsior Boulevard and France Avenue South, St. Louis Park, MN dated October 2008, prepared by Liesch Companies. “Event of Default” means an action by the Redeveloper listed in Article IX of this Agreement. "Holder" means the owner of a Mortgage. “HRA Act” means Minnesota Statutes, Sections 469.001 to 469.047, as amended. "Maturity Date" means the date that the Note has been paid in full or terminated in accordance with its terms, whichever is earlier. “Minimum Improvements” means construction on the Redevelopment Property of a five- story mixed use building consisting of approximately 132 market-rate apartments and approximately 16,000 square feet of commercial space, and associated surface and structured underground parking, along with all associated infrastructure, sidewalks, landscaping and corner plaza. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 23 “Mortgage” means any mortgage made by the Redeveloper that is secured, in whole or in part, with the Redevelopment Property and that is a permitted encumbrance pursuant to the provisions of Article VIII of this Agreement. "Parcel" means any parcel of the Redevelopment Property. "Project" means the Authority's Redevelopment Project No. 1. “Public Redevelopment Costs” has the meaning provided in Section 3.4(a) hereof. “Project Area” means the geographic area within the boundaries of the Project. “Redeveloper” means Ellipse on Excelsior LLC, a Delaware limited liability company, or its permitted successors and assigns. “Redevelopment Plan” means the Redevelopment Plan for the Project. “Redevelopment Property” means the real property described in Schedule A of this Agreement, provided that upon filing of a final plat of such property, the platted legal description will control. "Series A Note" means a Tax Increment Revenue Note, substantially in the form contained in the Authorizing Resolution, to be delivered by the Authority to the Redeveloper in accordance with Section 3.4 hereof to reimburse the Redeveloper for Public Redevelopment Costs. “Series B Note” means a Tax Increment Revenue Note, substantially in the form contained in the Authorizing Resolution, to be delivered by the Authority to the Redeveloper in accordance with Section 3.4 hereof to reimburse the Redeveloper for Environmental Costs. “State” means the state of Minnesota. “Streetscaping” means sidewalk, lighting, and boulevard treatments consistent with those elements existing on that portion of Excelsior Boulevard abutting the Redevelopment Property in the City. "Tax Increment" means that portion of the real property taxes that is paid with respect to the Redevelopment Property and that is remitted to the Authority as tax increment pursuant to the Tax Increment Act. "Tax Increment Act" or "TIF Act" means the Tax Increment Financing Act, Minnesota Statutes Sections 469.174 to 469.179, as amended. "Tax Increment District" or "TIF District" means the Ellipse on Excelsior Tax Increment Financing District created by the City and the Authority. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 24 "Tax Increment Plan" or "TIF Plan" means the Tax Increment Financing Plan for the TIF District approved by the City Council on ______________, 2009, and as it may be amended. . “Tax Official” means any County assessor, County auditor, County or State board of equalization, the commissioner of revenue of the State, or any State or federal district court, the tax court of the State, or the State Supreme Court. “Transfer” has the meaning set forth in Section 8.2(a) hereof. “Unavoidable Delays” means delays beyond the reasonable control of the party seeking to be excused as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the Authority or City in exercising their rights under this Agreement), including without limitation condemnation or threat of condemnation of any portion of the Redevelopment Property, which directly result in delays. Unavoidable Delays shall not include delays experienced by the Redeveloper in obtaining permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such construction is required under Section 4.3 of this Agreement, so long as the Construction Plans have been approved in accordance with Section 4.2 hereof. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 25 ARTICLE II Representations and Warranties Section 2.1. Representations by the Authority. (a) The Authority is an economic development authority duly organized and existing under the laws of the State. 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 Authority will use its best efforts to facilitate development of the Minimum Improvements, including but not limited to cooperating with the Redeveloper in obtaining necessary administrative and land use approvals and construction financing pursuant to Section 7.1 hereof. (c) The Authority will issue the Note, subject to all the terms and conditions of this Agreement. (d) The activities of the Authority are undertaken for the purpose of fostering the redevelopment of certain real property that is occupied by substandard and obsolete buildings, which will revitalize this portion of the Project Area, increase tax base, and increase housing opportunities. Section 2.2. Representations and Warranties by the Redeveloper. The Redeveloper represents and warrants that: (a) The Redeveloper is a limited liability company, duly organized and in good standing under the laws of the State of Delaware, is not in violation of any provisions of its articles of organization or bylaws, is duly qualified as a foreign limited liability company and authorized to transact business within the State, has power to enter into this Agreement and has duly authorized the execution, delivery, and performance of this Agreement by proper action of its members. (b) If the conditions precedent to construction occur, the Redeveloper will construct the Minimum Improvements in accordance with the terms of this Agreement, the Redevelopment Plan and all local, state and federal laws and regulations (including, but not limited to, environmental, zoning, building code and public health laws and regulations). (c) The Redeveloper will use reasonable efforts to secure all permits, licenses and approvals necessary for construction of the Minimum Improvements. (d) The Redeveloper has delivered the Environmental Reports to the Authority. (e) The Redeveloper has received no written notice or other written communication from any local, state or federal official that the activities of the Redeveloper or the Authority in the Project Area may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the Authority is aware). Subject to the contents of the Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 26 Environmental Reports, the Redeveloper is aware of no facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state or federal environmental law, regulation or review procedure. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which the Redeveloper is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) The proposed development by the Redeveloper hereunder would not occur but for the tax increment financing assistance being provided by the Authority hereunder. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 27 ARTICLE III Property Acquisition; Public Redevelopment Costs Section 3.1. Status of Redevelopment Property. (a) The Redevelopment Property consists of the Parcels described in Schedule A. As of the date of this Agreement the Redeveloper has entered into purchase agreements to acquire all Parcels of the Redevelopment Property. The Authority has no obligation to acquire the Redevelopment Property. (b) The Redeveloper shall prepare and obtain City approval of a plat of the Redevelopment Property (the “Redevelopment Plat”) at Redeveloper’s cost and subject to all City ordinances and procedures. Nothing in this Agreement is intended to limit the City’s authority in reviewing the preliminary plat, or to preclude revisions requested or required by the City. Section 3.2. Environmental Conditions. (a) The Redeveloper acknowledges that the Authority makes no representations or warranties as to the condition of the soils on the Redevelopment Property or the fitness of the Redevelopment Property for construction of the Minimum Improvements or any other purpose for which the Redeveloper may make use of such property, and that the assistance provided to the Redeveloper under this Agreement neither implies any responsibility by the Authority or the City for any contamination of the Redevelopment Property nor imposes any obligation on such parties to participate in any cleanup of the Redevelopment Property. (b) Without limiting its obligations under Section 8.3 of this Agreement the Redeveloper further agrees that it 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 (including without limitation any asbestos in any existing building), unless and to the extent that such hazardous wastes or pollutants are present as a result of the actions or omissions of the indemnitees. 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 the Redeveloper has entered into purchase agreements to acquire all Parcels of the Redevelopment Property. The Authority has no obligation to acquire the Redevelopment Property or any portion thereof, and has no obligation to pay relocation benefits with regard to any Parcel. (b) Without limiting the Redeveloper's obligations under Section 8.3 hereof, the Redeveloper will indemnify, defend, and hold harmless the Authority, the City, and their 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 the Redevelopment Property as a result of the implementation of this Agreement. Section 3.4. Issuance of Notes. (a) Generally. The Authority has determined that, in order to make development of the Minimum Improvements financially feasible, it is necessary to Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 28 reimburse Redeveloper for the cost of demolition, site preparation, underground structured parking, and utility and street work including streetscaping costs (collectively referred to as “Public Redevelopment Costs”), as well as environmental remediation costs (the “Environmental Costs”) related to the Redevelopment Property, subject to the terms of this Section. (b) Terms. To reimburse the Public Redevelopment Costs incurred by Redeveloper, the Authority shall issue and the Redeveloper shall purchase the Series A Note in the maximum principal amount of $1,230,000. To reimburse Environmental Costs incurred by Redeveloper, the Authority shall issue and the Redeveloper shall purchase the Series B Note in a principal amount which is the lesser of 40% of the Environmental Costs incurred by Redeveloper or $220,000. The pledge of Available Tax Increment to payment of principal of and interest on the Series B Note shall be subordinate to the pledge of Available Tax Increment to payment of principal of and interest on the Series A Note (the Series A Note and Series B Note are hereinafter referred to as the “Notes”). The Authority shall issue and deliver the Notes upon Redeveloper having: (i) delivered to the Authority written evidence satisfactory to the Authority that Redeveloper has incurred Public Redevelopment Costs and/or Environmental Costs in an amount least equal to the principal amount of the Series A Note and/or Series B Note, which evidence must include copies of the paid invoices or other comparable evidence for costs of allowable Public Redevelopment Costs and/or Environmental Costs. (ii) submitted and obtained Authority approval of financing in accordance with Section 7.1; and (iii) delivered to the Authority an investment letter in a form reasonably satisfactory to the Authority. The terms of the Notes will be substantially those set forth in the form of the Note shown in Schedule B, and the Notes will be subject to all terms of the Authorizing Resolution, which are incorporated herein by reference. (c) Termination of right to Notes. In accordance with Section 469.1763, Subdivision 3 of the TIF Act, conditions for delivery of the Notes must be met within five years after the date of certification of the TIF District by the County. If the conditions are not satisfied by such date, the City has no further obligations under this Section 3.3 (d) Assignment of Notes. The Authority acknowledges that the Redeveloper may assign the Series A Note and/or the Series B Note to third parties. The Authority consents to such an assignment, conditioned upon receipt of an investment letter from such third parties in a form reasonably acceptable to the Authority. (e) Qualifications. The Redeveloper understands and acknowledges that the Authority makes no representations or warranties regarding the amount of Tax Increment, or that revenues pledged to the Notes will be sufficient to pay the principal and interest on the Notes. Any estimates of Tax Increment prepared by the Authority or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the Authority, and are not intended Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 29 as representations on which the Redeveloper may rely. Public Redevelopment Costs and Environmental Costs exceeding the principal amount of the Series A Note and Series B Note are the sole responsibility of Redeveloper. Section 3.5. 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 portion of the Minimum Improvements consisting of the apartment units (the “Apartments”). The Authority and the Redeveloper agree that those assumptions will be reviewed at the times described in this Section, and that the amount of Tax Increment assistance provided under Section 3.3 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 the Apartments; (ii) the date of any Transfer in whole or in part of the Apartments; or (iii) three years after the date of issuance of the Certificate of Completion for the Apartments. “Net Operating Income” means all net rental income from the Apartments received in the last fiscal year prior to the Calculation Date, subject to the following adjustments: (i) if the Apartments have not reached Stabilization as of the Calculation Date, income will be calculated as the sum of actual rent, parking and miscellaneous income plus assumed rent, parking and miscellaneous income for the space needed to reach 93% lease-up at rates equal to the average rent and parking income from actual leases and miscellaneous income as of the Calculation Date; (ii) from that total will be deducted actual fees, operating and management expenses as outlined on Schedule E hereto (if Stabilization has occurred) or estimated fees, operating and management expenses as if the Apartments were 93% leased (if Stabilization has not occurred). “Stabilization” means 93% of the Apartments are leased. (c) Lookback Calculation. On the applicable Calculation Date, the Redeveloper shall deliver to the Authority reasonable evidence of its actual annualized cumulative internal rate of return (the “IRR”) from the Apartments, calculated as of the applicable Calculation Date, along with the estimated annualized cumulative IRR from the Apartments assuming a sale in the tenth year after the date of issuance of the Certificate of Completion for the Apartments. The IRR shall be calculated based on equity, revenues and expenses in substantially in the format of the lookback pro forma attached as Schedule E hereto. The Redeveloper agrees to provide to the Authority any background documentation reasonably related to the financial data, upon written request from the Authority or the Authority’s financial consultant. The Authority may, by written request, require Redeveloper to deliver to the Authority a written certificate of a certified public accountant regarding total redevelopment costs and revenues, to be provided at Redeveloper’s expense. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 30 The amount by which the IRR exceeds twenty percent (20%) shall be referred to as the “Excess Percentage.” The Excess Percentage, multiplied by Redeveloper’s equity in the Apartments (as calculated for purposes of determining the IRR), is the “Participation Amount.” If the Authority determines that there is a Participation Amount, the Authority shall deliver written notice to the Redeveloper stating the Participation Amount and applying fifty percent (50%) of the Participation Amount as prepayment of the outstanding principal amount of the Note in accordance with Section 5(b) of the Note, effective upon delivery of such notice. Section 3.6. Business Subsidy. The Redeveloper warrants and represents that the Redeveloper’s investment in the purchase of the Redevelopment Property equals at least 70% of the County assessor’s finalized market value of the Redevelopment Property for the 2008 assessment year, calculated as follows: Aggregate cost of acquisition of Redeveloper Parcels……...…..$4,100,000 Assessor's finalized market value of Redevelopment Property (pay 2009)...................……………$1,930,000 $4,100,000 (net acquisition cost) is 212% of $1,930,000 (assessor's finalized fair market value of the Redevelopment Property payable in 2009). 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. Section 3.7. Payment of Authority Costs. The Redeveloper agrees that it will pay, within 15 days after written notice from the Authority, the reasonable costs of consultants and attorneys retained by the Authority in connection with the creation of the TIF District and the negotiation in preparation of this Agreement and other incidental agreements and documents related to the development contemplated hereunder. The Authority will provide written reports describing the costs accrued under this Section upon request from the Redeveloper, but not more often than intervals of 45 days. Any amount deposited by the Redeveloper upon filling its application for tax increment financing with the Authority will be credited to the Redeveloper’s obligation under this Section. Upon termination of this Agreement in accordance with its terms, the Redeveloper remains obligated under this section for costs incurred through the effective date of termination. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 31 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Improvements. The Redeveloper agrees that it will construct or cause construction of the Minimum Improvements on the Redevelopment Property in accordance with the approved Construction Plans and that it will, during any period while the Redeveloper retains ownership of any portion of the Minimum Improvements, operate and maintain, preserve and keep the Minimum Improvements or cause the Minimum Improvements to be maintained, preserved and kept with the appurtenances and every part and parcel thereof, in good repair and condition. Section 4.2. Construction Plans. (a) Before commencing construction of the Minimum Improvements, the Redeveloper shall submit to the Authority Construction Plans for the Minimum Improvements. The Construction Plans shall provide for the construction of the Minimum Improvements and shall be in conformity with this Agreement, the Redevelopment Plan and all applicable State and local laws and regulations. The Authority will approve the Construction Plans in writing if (i) the Construction Plans conform to all terms and conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the Redevelopment Plan; (iii) the Construction Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations; (iv) the Construction Plans are adequate to provide for construction of the Minimum Improvements; (v) the Construction Plans do not provide for expenditures in excess of the funds available to the Redeveloper for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. No approval by the Authority shall relieve the Redeveloper of the obligation to comply with the terms of this Agreement, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the Authority shall constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Redeveloper in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the Authority, in whole or in part. Such rejections shall set forth in detail the reasons therefor based upon the criteria set forth in (i) through (vi) above, and shall be made within 20 days after the date of receipt of final plans from the Redeveloper. If the Authority rejects any Construction Plans in whole or in part, the Redeveloper shall submit new or corrected Construction Plans within twenty (20) days after written notification to the Redeveloper of the rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the Authority. The Authority's approval shall not be unreasonably withheld. Said approval shall constitute a conclusive determination that the Construction Plans (and the Minimum Improvements, constructed in accordance with said plans) comply to the Authority's satisfaction with the provisions of this Agreement relating thereto. The Redeveloper hereby waives any and all claims and causes of action whatsoever resulting from the review of the Construction Plans by the Authority and/or any changes in the Construction Plans requested by the Authority. Neither the Authority, the Authority, nor any employee or official of the Authority or City shall be responsible in any manner whatsoever for any defect in the Construction Plans or in any work done pursuant to the Construction Plans, including changes requested by the Authority. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 32 (b) If the Redeveloper desires to make any material change in the Construction Plans or any component thereof after their approval by the Authority, the Redeveloper shall submit the proposed change to the Authority for its approval. For the purpose of this section, the term “material” means changes that increase or decrease construction costs by $500,000 or more. If the Construction Plans, as modified by the proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the Authority shall approve the proposed change and notify the Redeveloper in writing of its approval. Such change in the Construction Plans shall, in any event, be deemed approved by the Authority unless rejected, in whole or in part, by written notice by the Authority to the Redeveloper, setting forth in detail the reasons therefor. Such rejection shall be made within 10 days after receipt of the notice of such change. The Authority's approval of any such change in the Construction Plans will not be unreasonably withheld. Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable Delays, the Redeveloper shall commence construction of the Minimum Improvements by November 1, 2009. Subject to Unavoidable Delays, the Redeveloper shall complete the construction of the Minimum Improvements by March 1, 2011. All work with respect to the Minimum Improvements to be constructed or provided by the Redeveloper on the Redevelopment Property shall be in 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, or any part thereof, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently prosecute to completion the development of the Redevelopment Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be commenced and completed within the period specified in this Section 4.3 of this Agreement. After the date of this Agreement and until the Minimum Improvements have been fully leased, the Redeveloper shall make reports, in such detail and at such times as may reasonably be requested by the Authority, but no more than monthly, as to the actual progress of the Redeveloper with respect to such construction and leasing. Section 4.4. Certificate of Completion. (a) Promptly after completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Redeveloper to construct the Minimum Improvements (including the dates for beginning and completion thereof), the Authority Representative shall deliver to the Redeveloper a Certificate in substantially the form shown as Schedule C, in recordable form and executed by the Authority. (b) If the Authority Representative shall refuse or fail to provide any certification in accordance with the provisions of this Section 4.4 of this Agreement, the Authority Representative shall, within thirty (30) days after written request by the Redeveloper, provide the Redeveloper with a written statement, indicating in adequate detail in what respects the Redeveloper has failed to complete the Minimum Improvements in accordance with the provisions of the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in the opinion of the Authority, Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 33 for the Redeveloper to take or perform in order for the Authority to issue the Certificate of Completion. (c) The construction of the Minimum Improvements shall be deemed to be substantially complete upon issuance of a certificate of occupancy for the Minimum Improvements, and upon determination by the Authority Representative that all related site improvements on the Redevelopment Property have been substantially completed in accordance with approved Construction Plans, subject to landscaping and/or public art that cannot be completed until seasonal conditions permit. Section 4.5. Records. The Authority and the City through any authorized representatives, shall have the right at all reasonable times after reasonable notice to inspect, examine and copy all books and records of Redeveloper relating to the Minimum Improvements. Such records shall be kept and maintained by Redeveloper through the Maturity Date. Section 4.6. Plaza; Pedestrian Park Connection. (a) The Redeveloper shall construct an outdoor Plaza as depicted in the Site Plan attached hereto as Schedule F, for the use and enjoyment of residents and invitees of the Minimum Improvements and members of the general public. The Plaza shall incorporate amenities to be mutually agreed upon by the Authority and Redeveloper, and which shall include public art (the “Public Art”) and may include street furnishings or landscaping, and/or decorative lighting elements. The Authority shall be responsible for the cost of any maintenance and repair of the Public Art (the “Art Maintenance”). If the Authority fails to perform the Art Maintenance after thirty (30) days written notice from Redeveloper of the Authority’s obligation to perform such maintenance, then the Redeveloper may perform the Art Maintenance and forward evidence of the costs incurred in such Art Maintenance to the Authority. The Authority shall pay the Redeveloper the costs of the Art Maintenance within sixty (60) days of receipt of such evidence. (b) The Redeveloper shall construct and maintain safe pedestrian connections from the Redevelopment Property to Bass Lake Park, in accordance with construction plans therefor in a form acceptable to the Authority, provided that the Authority’s approval of such plans shall not be unreasonably withheld. Section 4.7 Special Service District; Maintenance. (a) The Redeveloper understands that the Redevelopment Property currently lies within the City’s Special Service District No. 2 (the “Special Service District”) and is subject to existing special service charges. Upon written request of the Authority or City, the Redeveloper will file any petition required under Minnesota Statutes, Chapter 428A and 1995 Minnesota Laws, Chapter 264, Article 3, Section 41 in order to renew any levy of special service charges within the Special Service District. The detailed special services and service charges to be assessed will be determined by mutual agreement of the parties. In accordance with Minnesota Statutes, Chapter 428A, special services will not include any service that is ordinarily provided throughout the City from general fund revenues except to the extent an increased level of service is provided in the special service district. Special service charges may be imposed only against that portion of the Redevelopment Property classified for commercial use. The Redeveloper further waives all rights to veto, appeal or otherwise object to imposition of a service charge levied in accordance with this paragraph. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 34 (b) By no later than December 31, 2010, the Redeveloper shall submit to the Authority for review and approval a plan for maintenance and operation of all pedestrian and landscaping improvements located within the Redevelopment Property other than those within the Excelsior Boulevard right of way and (the “Maintenance Plan”). The Maintenance Plan must address, at a minimum: snow removal from pedestrian connections and sidewalks; maintenance and replacement of landscaping, irrigation and other Streetscaping; snow removal and maintenance of any surface parking and parking lots; and maintenance of the Plaza, but excluding maintenance covered by the Special Service District (the “Maintenance”); a description of how the Maintenance costs will be assessed to tenants; and enforcement mechanisms. Within sixty (60) days after receipt of the Maintenance Plan, the Authority will approve or deny the Maintenance Plan in writing, which approval shall not be unreasonably withheld, delayed or denied. If the Authority denies approval of the Maintenance Plan, the denial shall set forth in detail the reasons therefor, and Redeveloper shall submit a new or corrected Maintenance Plan within thirty (30) days after written notification to the Redeveloper of the denial. (c) If the Redeveloper fails to perform the Maintenance in accordance with the Maintenance Plan, the Authority, at its option and following 30 days written notice to the Redeveloper, may enter the Redevelopment property and perform the Maintenance. The Redeveloper agrees to permit the City to specially assess any costs of the Maintenance proportionately against the Minimum Improvements. The Redeveloper, on behalf of itself and its successors and assigns, acknowledges the benefit to the lots within the Redevelopment Property of the Maintenance and consents to such assessment and waives the right to a hearing, notice of hearing, or any appeal. Section 4.8. Utility Easement. As of the date of this Agreement, the City has entered into a easement agreement (the “Easement Agreement”) with Minikahda Court Apartments Limited Partnership encumbering certain property adjacent to the Redevelopment Property (the “Adjacent Property”) for the construction and maintenance of utilities necessary for construction of the Minimum Improvements (the “Utility Easement”). The Redeveloper agrees to reimburse the City for all costs related to the Easement Agreement, including costs of negotiating and drafting the Easement Agreement, the consideration paid by the City for the Utility Easement, and the costs of performing the site work required on the Adjacent Property pursuant to the Easement Agreement. Such reimbursement shall occur within thirty (30) days after delivery by the Authority to the Redeveloper of written evidence of actual costs incurred, whether or not Redeveloper has commenced construction of the Minimum Improvements at such time. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 35 ARTICLE V Insurance Section 5.1. Insurance. (a) The Redeveloper will provide and maintain at all times during the process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance Policy and, from time to time during that period, at the request of the Authority, furnish the Authority with proof of payment of premiums on policies covering the following: (i) Builder’s risk insurance, written on the so-called “Builder’s Risk -- Completed Value Basis,” in an amount equal to 100% of the principal amount of the Note, and with coverage available in nonreporting form on the so-called “all risk” form of policy. The interest of the Authority shall be protected in accordance with a clause in form and content satisfactory to the Authority; (ii) Comprehensive general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations, and contractual liability insurance) together with an Owner’s Protective Liability Policy with limits against bodily injury and property damage of not less than $1,000,000 for each occurrence (to accomplish the above-required limits, an umbrella excess liability policy may be used). The Authority shall be listed as an additional insured on the policy; and (iii) Workers’ compensation insurance, with statutory coverage, provided that the Redeveloper may be self-insured with respect to all or any part of its liability for workers’ compensation. (b) Upon completion of construction of the Minimum Improvements and prior to the Maturity Date, the Redeveloper shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the request of the Authority shall furnish proof of the payment of premiums on, insurance as follows: (i) Insurance against loss and/or damage to the Minimum Improvements under a policy or policies covering such risks as are ordinarily insured against by similar businesses. (ii) Comprehensive general public liability insurance, including personal injury liability (with employee exclusion deleted), against liability for injuries to persons and/or property, in the minimum amount for each occurrence and for each year of $1,000,000, and shall be endorsed to show the City and Authority as additional insureds. (iii) Such other insurance, including workers' compensation insurance respecting all employees of the Redeveloper, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Redeveloper may be self-insured with respect to all or any part of its liability for workers' compensation. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 36 (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Redeveloper that are authorized under the laws of the State to assume the risks covered thereby. Upon request, the Redeveloper will deposit annually with the Authority policies evidencing all such insurance, or a certificate or certificates or binders of the respective insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to reduce the coverage provided below the amounts required herein without giving written notice to the Redeveloper and the Authority at least 30 days before the cancellation or modification becomes effective. In lieu of separate policies, the Redeveloper may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Redeveloper shall deposit with the Authority a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. (d) The Redeveloper agrees to notify the Authority immediately in the case of damage exceeding $100,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof resulting from fire or other casualty. In such event the Redeveloper will forthwith repair, reconstruct, and restore the Minimum Improvements to substantially the same or an improved condition or value as it existed prior to the event causing such damage and, to the extent necessary to accomplish such repair, reconstruction, and restoration, the Redeveloper will apply the net proceeds of any insurance relating to such damage received by the Redeveloper to the payment or reimbursement of the costs thereof. The Redeveloper shall complete the repair, reconstruction and restoration of the Minimum Improvements, regardless of whether the net proceeds of insurance received by the Redeveloper for such purposes are sufficient to pay for the same. Any net proceeds remaining after completion of such repairs, construction, and restoration shall be the property of the Redeveloper. (e) In lieu of its obligation to reconstruct the Minimum Improvements as set forth in this Section, the Redeveloper shall have the option of: (i) paying to the Authority an amount that, in the opinion of the Authority and its fiscal consultant, is sufficient to pay or redeem the outstanding principal and accrued interest on the Note, or (ii) so long as the Redeveloper is the owner of the Note, waiving its right to receive subsequent payments under the Note. (f) The Redeveloper and the Authority agree that all of the insurance provisions set forth in this Article V shall terminate upon the termination of this Agreement. Section 5.2. Subordination. Notwithstanding anything to the contrary herein, the rights of the Authority with respect to the receipt and application of any insurance proceeds shall, in all respects, be subordinate and subject to the rights of any Holder under a Mortgage allowed pursuant to Article VII of this Agreement. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 37 ARTICLE VI Tax Increment; Taxes Section 6.1. Right to Collect Delinquent Taxes. The Redeveloper acknowledges that the Authority is providing substantial aid and assistance in furtherance of the development through reimbursement of land acquisition costs. The Redeveloper understands that the Tax Increments pledged to payment on the Note are derived from real estate taxes on the Redevelopment Property, which taxes must be promptly and timely paid. To that end, the Redeveloper agrees for itself, its successors and assigns, in addition to the obligation pursuant to statute to pay real estate taxes, that it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Redevelopment Property and the Minimum Improvements. The Redeveloper acknowledges that this obligation creates a contractual right on behalf of the Authority to sue the Redeveloper or its successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon and to pay over the same as a tax payment to the county auditor. In any such suit, the Authority shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 6.2. Review of Taxes. The Redeveloper agrees that prior to the Maturity Date it will not cause a reduction in the real property taxes paid in respect of the Redevelopment Property through: (A) willful destruction of the Redevelopment Property or any part thereof; or (B) willful refusal to reconstruct damaged or destroyed property pursuant to Section 5.1 of this Agreement, except as provided in Section 5.1(e). The Redeveloper also agrees that it will not, prior to the Maturity Date, seek exemption from property tax for the Redevelopment Property or any portion thereof or transfer or permit the transfer of the Redevelopment Property to any entity that is exempt from real property taxes and state law (other than any portion thereof dedicated or conveyed to the City in accordance with platting of the Redevelopment Property), or apply for a deferral of property tax on the Redevelopment Property pursuant to any law. Section 6.3. Assessment Agreement. (a) Upon execution of this Agreement, the Redeveloper shall, with the Authority, execute an Assessment Agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8, specifying an assessor's minimum Market Value for the Redevelopment Property and Minimum Improvements constructed thereon. The amount of the minimum Market Value shall be $8,819,000 as of January 2, 2011, and $17,637,450 as of January 2, 2012 and each January 2 thereafter, notwithstanding the status of construction by such dates. (b) The Assessment Agreement shall be substantially in the form attached hereto as Schedule G. Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a market value to the property in excess of such assessor's minimum Market Value. The Assessment Agreement shall remain in force for the period specified in the Assessment Agreement. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 38 ARTICLE VII Other Financing Section 7.1. Generally. Before issuance of the Note, the Redeveloper shall submit to the Authority or provide access thereto for review by Authority staff, consultants and agents, evidence reasonably satisfactory to the Authority that Redeveloper has available funds, or commitments to obtain funds, whether in the nature of mortgage financing, equity, grants, loans, or other sources sufficient for paying the cost of the developing the Minimum Improvements, provided that any lender or grantor commitments shall be subject only to such conditions as are normal and customary in the commercial lending industry. Section 7.2. Authority's Option to Cure Default on Mortgage. In the event that any portion of the Redeveloper's funds is provided through mortgage financing, and there occurs a default under any Mortgage authorized pursuant to Article VII of this Agreement, the Redeveloper shall cause the Authority to receive copies of any notice of default received by the Redeveloper from the holder of such Mortgage. Thereafter, the Authority shall have the right, but not the obligation, to cure any such default on behalf of the Redeveloper within such cure periods as are available to the Redeveloper under the Mortgage documents. Section 7.3. Modification; Subordination. The Authority agrees to subordinate its rights under this Agreement to the Holder of any Mortgage securing construction or permanent financing, in accordance with the terms of a subordination agreement substantially in the form attached as Schedule D, or such other form as the Authority approves. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 39 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development. The Redeveloper represents and agrees that its purchase of the Redevelopment Property, and its other undertakings pursuant to the Agreement, are, and will be used, for the purpose of development of the Redevelopment Property and not for speculation in land holding. Section 8.2. Prohibition Against Redeveloper’s Transfer of Property and Assignment of Agreement. The Redeveloper represents and agrees that prior to issuance of a Certificate of Completion for all of the Minimum Improvements: (a) Except only by way of security for, and only for, the purpose of obtaining financing necessary to enable the Redeveloper or any successor in interest to the Redevelopment Property, or any part thereof, to perform its obligations with respect to undertaking the redevelopment contemplated under this Agreement, and any other purpose authorized by this Agreement, the Redeveloper has not made or created and will not make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Redevelopment Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity whether or not related in any way to the Redeveloper (collectively, a “Transfer”), without the prior written approval of the Authority (whose approval will not be unreasonably withheld, subject to the standards described in paragraph (b) of this Section) unless the Redeveloper remains liable and bound by this Redevelopment Agreement in which event the Authority’s approval is not required. Any such Transfer shall be subject to the provisions of this Agreement. For the purposes of this Agreement, the term Transfer does not include (i) acquisition of a controlling interest in Redeveloper by another entity or merger of Redeveloper with another entity; or (ii) any sale, conveyance, or transfer in any form to any Affiliate. (b) In the event the Redeveloper, upon Transfer of the Redevelopment Property or any portion thereof either before or after issuance of the final Certificate of Completion, seeks to be released from its obligations under this Redevelopment Agreement as to the portions of the Redevelopment Property that is transferred, the Authority shall be entitled to require, except as otherwise provided in the Agreement, as conditions to any such release that: (i) Any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the Authority, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Redeveloper as to the portion of the Redevelopment Property to be transferred. (ii) Any proposed transferee, by instrument in writing satisfactory to the Authority and in form recordable in the public land records of Hennepin County, Minnesota, shall, for itself and its successors and assigns, and expressly for the benefit of the Authority, have expressly assumed all of the obligations of the Redeveloper under this Agreement as to Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 40 the portion of the Redevelopment Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Redeveloper is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Redevelopment Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the Authority) deprive the Authority of any rights or remedies or controls with respect to the Redevelopment Property, the Minimum Improvements or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Redevelopment Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally, or practically, to deprive or limit the Authority of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Redevelopment Property that the Authority would have had, had there been no such transfer or change. In the absence of specific written agreement by the Authority to the contrary, no such transfer or approval by the Authority thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by this Agreement or otherwise with respect to the Redevelopment Property, from any of its obligations with respect thereto. (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement or the Redevelopment Property governed by this Article VIII, shall be in a form reasonably satisfactory to the Authority. (iv) At the written request of Redeveloper, the Authority shall execute and deliver to Redeveloper and the proposed transferee an estoppel certificate containing commercially customary and reasonable certifications. In the event the foregoing conditions are satisfied then the Redeveloper shall be released from its obligation under this Agreement, as to the portion of the Redevelopment Property that is transferred, assigned, or otherwise conveyed. Section 8.3. Release and Indemnification Covenants. (a) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties as hereinafter defined, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Redeveloper releases from and covenants and agrees that the Authority, the City, and the governing body members, officers, agents, servants, and employees thereof (the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Redevelopment Property or the Minimum Improvements. (b) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties, and except for any breach by any of the Indemnified Parties Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 41 of their obligations under this Agreement (including without limitation any failure by the Authority to perform any procedure required under law in connection with establishment of the TIF District), the Redeveloper agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action, or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, maintenance, and operation of the Redevelopment Property. (c) Except for any willful misrepresentation or any willful or wanton misconduct or negligence of the Indemnified Parties as hereinafter defined, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Indemnified Parties shall not be liable for any damage or injury to the persons or property of the Redeveloper or its officers, agents, servants, or employees or any other person who may be about the Redevelopment Property or Minimum Improvements. (d) All covenants, stipulations, promises, agreements and obligations of the Authority contained herein shall be deemed to be the covenants, stipulations, promises, agreements, and obligations of such entity and not of any governing body member, officer, agent, servant, or employee of such entities in the individual capacity thereof. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 42 ARTICLE IX Events of Default Section 9.1. Events of Default Defined. The following shall be “Events of Default” under this Agreement and the term “Event of Default” shall mean, whenever it is used in this Agreement, any one or more of the following events, after the non-defaulting party provides thirty (30) days written notice to the defaulting party of the event, but only if the event has not been cured within said thirty (30) days or, if the event is by its nature incurable within thirty (30) days, the defaulting party does not, within such thirty- (30-) day period, provide assurances reasonably satisfactory to the party providing notice of default that the event will be cured and will be cured as soon as reasonably possible: (a) Failure by the Redeveloper or Authority to observe or perform any covenant, condition, obligation, or agreement on its part to be observed or performed under this Agreement. (b) If, before issuance of the certificate of completion for all the Minimum Improvements, the Redeveloper shall (i) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the United States Bankruptcy Act or under any similar federal or State law, which action is not dismissed within sixty (60) days after filing; or (ii) make an assignment for benefit of its creditors; or (iii) admit in writing its inability to pay its debts generally as they become due; or (iv) be adjudicated a bankrupt or insolvent. Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs, the non-defaulting party may: (a) Suspend its performance under this Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under the Agreement. (b) Upon a default by the Redeveloper under this Agreement, the Authority may terminate the Note and this Agreement. (c) Take whatever action, including legal, equitable, or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant under this Agreement, provided that nothing contained herein shall give the Authority the right to seek specific performance by Redeveloper of the construction of the Minimum Improvements. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 43 Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to any party is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. To entitle the Authority to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as may be required in this Article IX. Section 9.4. 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. Section 9.5. Attorney Fees. Whenever any Event of Default occurs and if the non- defaulting party employs attorneys or incurs other expenses for the collection of payments due or to become due or for the enforcement of performance or observance of any obligation or agreement on the part of the defaulting party under this Agreement, the defaulting party shall, within ten (10) days of written demand by the non-defaulting party, pay to the non-defaulting party the reasonable fees of such attorneys and such other expenses so incurred by the non-defaulting party. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 44 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; Representatives Not Individually Liable. The Authority and the Redeveloper, to the best of their respective knowledge, represent and agree that no member, official, or employee of the Authority shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement that affects his personal interests or the interests of any corporation, partnership, or association in which he, directly or indirectly, is interested. No member, official, or employee of the City or Authority shall be personally liable to the Redeveloper, or any successor in interest, in the event of any default or breach by the Authority or for any amount that may become due to the Redeveloper or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment Opportunity. 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 until the Maturity Date, the Redeveloper, and such successors and assigns, shall devote the Redevelopment Property to the operation of the Minimum Improvements as described in Section 4.1 hereof, and shall not discriminate upon the basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the use or occupancy of the Redevelopment Property or any improvements erected or to be erected thereon, or any part thereof. Redeveloper agrees that no portion of the Redevelopment Property will be used for a sexually-oriented business, a pawnshop, a check-cashing business, a tattoo business, or a gun business. Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Redevelopment Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 10.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections of the Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 10.6. Notices and Demands. 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, postage prepaid, return receipt requested, or delivered personally, to the following addresses (or to such other addresses as either party may notify the other): To Redeveloper: Ellipse on Excelsior LLC Attn: Scott Bader Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 45 5402 Parkdale Boulevard, Suite 200 St. Louis Park, MN 55416 To Authority: St. Louis Park EDA Attn: Executive Director 5005 Minnetonka Boulevard St. Louis Park, Minnesota 55416-2518 Section 10.7. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 10.8. Recording. The Authority may record this Agreement and any amendments thereto with the Hennepin County recorder. The Redeveloper shall pay all costs for recording. The Redeveloper’s obligations under this Agreement are covenants running with the land for the term of this Agreement, enforceable by the Authority against the Redeveloper, its successor and assigns, and every successor in interest to the Redevelopment Property, or any part thereof or any interest therein. Section 10.9 Amendment. This Agreement may be amended only by written agreement approved by the Authority and the Redeveloper. Section 10.10. Authority Approvals. Unless otherwise specified, any approval required by the Authority under this Agreement may be given by the Authority Representative, except that final approval of issuance of the Note shall be made by the Authority’s board of commissioners. (The remainder of this page is intentionally left blank.) Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 46 IN WITNESS WHEREOF, the Authority and Redeveloper have caused this Agreement to be duly executed by their duly authorized representatives as of the date first above written. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 2009 by ______________________ and ______________ the President and Executive Director of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 47 ELLIPSE ON EXCELSIOR LLC By _______________________________________ Its STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ________, 2009, by _________________________, the _________________ of Ellipse on Excelsior LLC, a Delaware limited liability company, on behalf of the company. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 48 SCHEDULE A REDEVELOPMENT PROPERTY Lot 1, Block 1, Ellipse on Excelsior, according to the recorded and filed plat thereof, Hennepin County, Minnesota. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 49 SCHEDULE B AUTHORIZING RESOLUTION ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. ______ RESOLUTION AWARDING THE SALE OF, AND PROVIDING THE FORM, TERMS, COVENANTS AND DIRECTIONS FOR THE ISSUANCE OF ITS TAX INCREMENT REVENUE NOTES TO ELLIPSE ON EXCELSIOR LLC. BE IT RESOLVED BY the Board of Commissioners ("Board") of the St. Louis Park Economic Development Authority, St. Louis Park, Minnesota (the "Authority") as follows: Section 1. Authorization; Award of Sale. 1.01. Authorization. The Authority and the City of St. Louis Park have heretofore approved the establishment of its Ellipse on Excelsior Tax Increment Financing District (the "TIF District") within Redevelopment Project No. 1 ("Project"), and have adopted a tax increment financing plan for the purpose of financing certain improvements within the Project. Pursuant to Minnesota Statutes, Section 469.178, the Authority is authorized to issue and sell its bonds for the purpose of financing a portion of the public development costs of the Project. Such bonds are payable from all or any portion of revenues derived from the TIF District and pledged to the payment of the bonds. The Authority hereby finds and determines that it is in the best interests of the Authority that it issue and sell its Tax Increment Revenue Notes, Series 200_A and Series 200_B (the "Notes") for the purpose of financing certain public redevelopment costs and environmental remediation costs of the Project. 1.02. Issuance, Sale, and Terms of the Notes. (a) The Authority hereby authorizes the President and Executive Director to issue the Notes in accordance with the Contract for Private Redevelopment dated as of __________, 2009, between the Authority and Ellipse on Excelsior LLC (the “Agreement”), and approved on ____________, 2009 by the Authority. All capitalized terms in this resolution have the meaning provided in the Agreement unless the context requires otherwise. (b) The Notes shall be issued in the maximum aggregate principal amount of $1,450,000 to Ellipse on Excelsior LLC (the "Owner") in consideration of certain eligible costs incurred by the Owner under the Agreement, shall be dated the date of delivery thereof, and shall bear interest at the rate of 6.0% from the date of issue per annum to the earlier of maturity or prepayment. The Notes will be issued in two series: (i) Series 200_A (such year to be the year of issue; hereafter the “Series Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 50 A Note”), issued in the principal amount of Public Redevelopment Costs submitted and approved in accordance with Section 3.4 of the Agreement; and (ii) Series 200_B (such year to be the year of issue; hereafter the “Series B Note”), issued in the principal amount of Environmental Costs submitted and approved in accordance with Section 3.4 of the Agreement. The Notes are secured by Available Tax Increment, as further described in the form of the Notes herein. The Authority hereby delegates to the Executive Director the determination of the date on which the Notes are to be delivered, in accordance with the Agreement. Each series of the Notes may be issued in the denominations described in Section 3.4 of the Agreement. Section 2. Form of Notes. The Notes shall be in substantially the following form, with the blanks to be properly filled in and the principal amount adjusted as of the date of issue: Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 51 UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $_____________ TAX INCREMENT REVENUE NOTE SERIES 200_ Date Rate of Original Issue 6.0% The St. Louis Park Economic Development Authority (“Authority”) for value received, certifies that it is indebted and hereby promises to pay to Ellipse on Excelsior LLC or registered assigns (the "Owner"), the principal sum of $__________ and to pay interest thereon at the rate of 6.0% per annum, solely from the sources and to the extent set forth herein. Capitalized terms shall have the meanings provided in the Contract for Private Redevelopment between the Authority and the Owner, dated as of _____________, 2008 (the "Agreement"), unless the context requires otherwise. 1. Payments. Principal and interest ("Payments") shall be paid on August 1, 20__ and each February 1 and August 1 thereafter to and including February 1, 20__ ("Payment Dates") in the amounts set forth in Exhibit A hereto and from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Interest accruing from the date of issue through and including February 1, 20__ shall be compounded semiannually on February 1 and August 1 of each year and added to principal. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon 30 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 at the rate stated herein shall accrue on the unpaid principal, commencing on the date of original issue. Interest shall be computed on the basis of a year of 360 days and charged for actual days principal is unpaid. [Series A Note: Insert the following] 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean 95% of the Tax Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 52 Increment attributable to the Minimum Improvements and Redevelopment Property that is paid to the Authority by Hennepin County in the six months preceding each Payment Date on the Note. (b) The Authority shall have no obligation to pay principal of and interest on this Note on each Payment Date from any source other than Available Tax Increment and the failure of the Authority to pay scheduled Payments on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. If on any Payment Date the Available Tax Increment is insufficient to make the Payment due on that date, the deficiency will be deferred and paid, without interest thereon, to the extent possible on any subsequent Payment Date on which the Authority has Available Tax Increment in excess of the Payment due on such date. The Authority shall have no obligation to pay unpaid balance of principal or accrued interest that may remain after the final Payment on February 1, 20__. [Series B Note: Insert the following:] 3. Available Tax Increment. (a) Payments on this Note are payable on each Payment Date solely from and in the amount of Available Tax Increment, which shall mean 95% of the Tax Increment attributable to the Minimum Improvements and Redevelopment Property that is paid to the Authority by Hennepin County in the six months preceding each Payment Date on the Note and remains on hand after payment or provision for payment on such Payment Date of the principal and interest then due on the Authority’s Tax Increment Revenue Note, Series 200_A dated ______________, 200_ (“Series A Note”). (b) The pledge of Available Tax Increment hereunder is subordinate to the pledge of Available Tax Increment to the Series A Note as and to the extent described in this section. The Authority shall have no obligation to pay principal of and interest on this Note on each Payment Date from any source other than Available Tax Increment and the failure of the Authority to pay scheduled Payments on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. If on any Payment Date the Available Tax Increment is insufficient to make the Payment due on that date, the deficiency will be deferred and paid, without interest thereon, to the extent possible on any subsequent Payment Date on which the Authority has Available Tax Increment in excess of the Payment due on such date. The Authority shall have no obligation to pay unpaid balance of principal or accrued interest that may remain after the final Payment on February 1, 20__. 4. Default. If on any Payment Date there has occurred and is continuing any Event of Default under the Agreement, the Authority may withhold from payments hereunder under all Available Tax Increment. If the Event of Default is thereafter cured in accordance with the Agreement, the Available Tax Increment withheld under this Section shall be deferred and paid, without interest thereon, within 30 days after the Event of Default is cured. If the Event of Default is not cured in a timely manner, the Authority may terminate this Note by written notice to the Owner in accordance with the Agreement. 5. Prepayment. (a) The principal sum and all accrued interest payable under this Note is prepayable in whole or in part at any time by the Authority without premium or penalty. No Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 53 partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. [Series A Note, insert the following:] (b) Upon receipt by Redeveloper of the Authority’s written statement of the Participation Amount as described in Section 3.5 of the Agreement, fifty percent of such Participation Amount will be deemed to constitute, and will be applied to, prepayment of the principal amount of this Note. Such deemed prepayment is effective as of the date of delivery of such statement to the Owner, and will be recorded by the Registrar in its records for the Note. Upon request of the Owner, the Authority will deliver to the Owner a statement of the outstanding principal balance of the Note after application of the deemed prepayment under this paragraph. 6. Nature of Obligation. This Note is one of an issue in the total principal amount of $_________________, issued to aid in financing certain public redevelopment costs and administrative costs of a Project undertaken by the Authority pursuant to Minnesota Statutes, Sections 469.001 through 469.047, and is issued pursuant to an authorizing resolution (the "Resolution") duly adopted by the Authority on ________, 200_, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.179, as amended. This Note is a limited obligation of the Authority which is payable solely from Available Tax Increment pledged to the payment hereof under the Resolution. This Note and the interest hereon shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the Authority. Neither the State of Minnesota, nor any political subdivision thereof shall be obligated to pay the principal of or interest on this Note or other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment of the principal of or interest on this Note or other costs incident hereto. 7. Registration and Transfer. This Note is issuable only as a fully registered note without coupons. As provided in the Resolution, and subject to certain limitations set forth therein, this Note is transferable upon the books of the Authority kept for that purpose at the principal office of the City Finance Director, by the Owner hereof in person or by such Owner's attorney duly authorized in writing, upon surrender of this Note together with a written instrument of transfer satisfactory to the Authority, duly executed by the Owner. Upon such transfer or exchange and the payment by the Owner of any tax, fee, or governmental charge required to be paid by the Authority with respect to such transfer or exchange, there will be issued in the name of the transferee a new Note of the same aggregate principal amount, bearing interest at the same rate and maturing on the same dates. Except as otherwise provided in Section 3.4(d) of the Agreement, this Note shall not be transferred to any person or entity, unless the Authority has provided written consent to such transfer and the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 54 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 Ellipse on Excelsior LLC Federal Tax I.D. No. _____________ Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 55 Exhibit A Scheduled Payments Payment Date Principal Interest Total Payment August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__ August 1, 20__ February 1, 20__* *Maturity Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 56 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 other than an affiliate, or other related entity, of the Owner unless the Authority has been provided with an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Authority, that such transfer is exempt from registration and prospectus delivery requirements of federal and applicable state securities laws. The Registrar may close the books for registration of any transfer after the fifteenth day of the month preceding each Payment Date and until such Payment Date. (c) Cancellation. The Note surrendered upon any transfer shall be promptly cancelled by the Registrar and thereafter disposed of as directed by the Authority. (d) Improper or Unauthorized Transfer. When the Note is presented to the Registrar for transfer, the Registrar may refuse to transfer the same until it is satisfied that the endorsement on such Note or separate instrument of transfer is legally authorized. The Registrar shall incur no liability for its refusal, in good faith, to make transfers which it, in its judgment, deems improper or unauthorized. (e) Persons Deemed Owners. The Authority and the Registrar may treat the person in whose name the Note is at any time registered in the bond register as the absolute owner of the Note, whether the Note shall be overdue or not, for the purpose of receiving payment of, or on Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 57 account of, the principal of and interest on such Note and for all other purposes, and all such payments so made to any such registered owner or upon the owner's order shall be valid and effectual to satisfy and discharge the liability of the Authority upon such Note to the extent of the sum or sums so paid. (f) Taxes, Fees and Charges. For every transfer or exchange of the Note, the Registrar may impose a charge upon the owner thereof sufficient to reimburse the Registrar for any tax, fee, or other governmental charge required to be paid with respect to such transfer or exchange. (g) Mutilated, Lost, Stolen or Destroyed Note. In case any Note shall become mutilated or be lost, stolen, or destroyed, the Registrar shall deliver a new Note of like amount, maturity dates and tenor in exchange and substitution for and upon cancellation of such mutilated Note or in lieu of and in substitution for such Note lost, stolen, or destroyed, upon the payment of the reasonable expenses and charges of the Registrar in connection therewith; and, in the case the Note lost, stolen, or destroyed, upon filing with the Registrar of evidence satisfactory to it that such Note was lost, stolen, or destroyed, and of the ownership thereof, and upon furnishing to the Registrar of an appropriate bond or indemnity in form, substance, and amount satisfactory to it, in which both the Authority and the Registrar shall be named as obligees. The Note so surrendered to the Registrar shall be cancelled by it and evidence of such cancellation shall be given to the Authority. If the mutilated, lost, stolen, or destroyed Note has already matured or been called for redemption in accordance with its terms, it shall not be necessary to issue a new Note prior to payment. 3.04. Preparation and Delivery. The Note shall be prepared under the direction of the Executive Director and shall be executed on behalf of the Authority by the signatures of its President and Executive Director. In case any officer whose signature shall appear on the Note shall cease to be such officer before the delivery of the Note, such signature shall nevertheless be valid and sufficient for all purposes, the same as if such officer had remained in office until delivery. When the Note has been so executed, it shall be delivered by the Executive Director to the Owner thereof in accordance with the Agreement. Section 4. Security Provisions. 4.01. Pledge. The Authority hereby pledges to the payment of the principal of and interest on the Note all Available Tax Increment as defined in the Note. Available Tax Increment shall be applied to payment of the principal of and interest on the Note in accordance with the terms of the form of Note set forth in Section 2 of this resolution. 4.02. Bond Fund. Until the date the Note is no longer outstanding and no principal thereof or interest thereon (to the extent required to be paid pursuant to this resolution) remains unpaid, the Authority shall maintain a separate and special "Bond Fund" to be used for no purpose other than the payment of the principal of and interest on the Note. The Authority irrevocably agrees to appropriate to the Bond Fund on or before each Payment Date the Available Tax Increment in an amount equal to the Payment then due, or the actual Available Tax Increment, whichever is less. Any Available Tax Increment remaining in the Bond Fund shall be transferred to the Authority's account for the TIF District upon the termination of the Note in accordance with its terms. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 58 4.03. Additional Obligations. The Authority may apply or pledge Available Tax Increment in excess of the amount needed to make Payments due on each Payment Date, to any other obligations (including without limitation any interfund loan). Any such pledge or expenditure is subordinate to the Note, including the requirement to pay any accumulated deficiency in meeting scheduled Payments on the Note. Section 5. Certification of Proceedings. 5.01. Certification of Proceedings. The officers of the Authority are hereby authorized and directed to prepare and furnish to the Owner of the Note certified copies of all proceedings and records of the Authority, and such other affidavits, certificates, and information as may be required to show the facts relating to the legality and marketability of the Note as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates, and affidavits, including any heretofore furnished, shall be deemed representations of the Authority as to the facts recited therein. Section 6. Effective Date. This resolution shall be effective upon full execution of the Agreement. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 59 Reviewed for Administration: Adopted by the Economic Development Authority __________, 2009 Executive Director President Attest Secretary Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 60 SCHEDULE C CERTIFICATE OF COMPLETION WHEREAS, the St. Louis Park Economic Development Authority (the "Authority") and Ellipse on Excelsior LLC (“Redeveloper”) entered into a certain Contract for Private Redevelopment dated _______________, 2009 (“Contract”), filed of record as Document No. _____________ on _________________; and WHEREAS, the Contract contains certain covenants and restrictions set forth in Articles III and IV thereof related to completing certain Minimum Improvements; and WHEREAS, the Redeveloper has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the Authority to permit the execution and recording of this certification; NOW, THEREFORE, this is to certify that all construction and other physical improvements related to the Minimum Improvements specified to be done and made by the Redeveloper have been completed and the agreements and covenants in Articles III and IV of the Contract have been performed by the Redeveloper, and this Certificate is intended to be a conclusive determination of the satisfactory termination of the covenants and conditions of Articles III and IV of the Contract related to completion of the Minimum Improvements, but any other covenants in the Contract shall remain in full force and effect. Dated: _______________, 20__. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By Authority Representative Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 61 STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 20__ by ______________________, the __________________ of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public This document drafted by: Kennedy & Graven, Chartered 470 U.S. Bank Plaza Minneapolis, MN 55402 Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 62 SCHEDULE D Form of Subordination Agreement THIS SUBORDINATION AGREEMENT (this "Agreement") is made as of this _____ day of __________, 20__, between _______________ ("Lender"), whose address is at _________________________, and the ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic ("Authority"). RECITALS A. Ellipse on Excelsior LLC, a Delaware limited liability company ("Redeveloper"), is the owner of certain real property situated in Hennepin County, Minnesota and legally described in Exhibit A attached hereto and incorporated herein (the "Property"). B. Lender has made a mortgage loan to Redeveloper in the original principal amount of $__________ (the "Loan"). The Loan is the evidenced and secured by the following documents: (i) a certain promissory note (the "Note") made by Redeveloper dated __________, 200_, in the amount of $___________; and (ii) a certain mortgage, security agreement and fixture financing statement (the "Mortgage") made by Redeveloper dated __________, 200_, filed __________, 200_, as Hennepin County Recorder/Registrar of Titles Doc. No. __________ encumbering the Property; and (iii) a certain assignment of leases and rents (the "Assignment") made by Redeveloper dated __________, 200_, filed __________, 200_, as Hennepin County Recorder/Registrar of Titles Doc. No. __________ encumbering the Property. The Note, the Mortgage, the Assignment, and all other documents and instruments evidencing, securing and executed in connection with the Loan, are hereinafter collectively referred to as the "Loan Documents." C. Authority is the owner and holder of certain rights under a certain unrecorded Contract for Private Redevelopment (the "Contract") by and between Redeveloper and Authority dated ____________,2009. D. Redeveloper is entitled under the Contract to acquire a certain Tax Increment Tax Revenue Note, Series 200_ in the original principal amount of $______________ (the “TIF Note”). NOW, THEREFORE, in consideration of the foregoing and as an inducement to Lender to make the Loan, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto represent, warrant and agree as follows: Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 63 1. Consent. The Authority acknowledges that the Lender is making the Loan to the Redeveloper and consents to the same. The Authority also consents to and approves the collateral assignment of the Contract and TIF Note (when and if issued) by the Redeveloper to the Lender as collateral for the Loan; provided, however, that this consent shall not deprive the Authority of or otherwise limit any of the Authority’s rights or remedies under the Contract and TIF Note and shall not relieve the Redeveloper of any of its obligations under the Contract and TIF Note; provided further, however, the limitations to the Authority’s consent contained in this Paragraph 1 are subject to the provisions of Paragraph 2 below. 2. Subordination. The Authority hereby agrees that the rights of the Authority with respect to [_____________________] under the Contract are and shall remain subordinate and subject to liens, rights and security interests created by the Loan Documents and to any and all amendments, modifications, extensions, replacements or renewals of the Loan Documents; provided, however, that nothing herein shall be construed as subordinating the requirement contained in the Contract the Property be used in accordance with the provisions of Section 10.3 of the Contract, or as subordinating the Authority’s rights under the TIF Note to suspend payments in accordance with the TIF Note. 3. Notice to Authority. Lender agrees to use commercially reasonable efforts to notify Authority of the occurrence of any Event of Default given to Redeveloper under the Loan Documents, in accordance with Section 7.2 of the Contract. The Lender shall not be bound by the other requirements in Section 7.2 of the Contract. 4. Statutory Exception. Nothing in this Agreement shall alter, remove or affect Lender’s obligation under Minnesota Statutes, § 469.029 to use the Property in conformity to Section 10.3 of the Contract. 5. No Assumption. The Authority acknowledges that the Lender is not a party to the Contract and by executing this Agreement does not become a party to the Contract, and specifically does not assume and shall not be bound by any obligations of the Redeveloper to the Authority under the Contract, and that the Lender shall incur no obligations whatsoever to the Authority except as expressly provided herein. 6. Notice from Authority. So long as the Contract remains in effect, the Authority agrees to give to the Lender copies of notices of any Event of Default given to Redeveloper under the Contract. 7. Governing Law. This Agreement is made in and shall be construed in accordance with the laws of the State of Minnesota. 8. Successors. This Agreement and each and every covenant, agreement and other provision hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, including any person who acquires title to the Property through the Lender of a foreclosure of the Mortgage. 9. Severability. The unenforceability or invalidity of any provision hereof shall not render any other provision or provisions herein contained unenforceable or invalid. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 64 10. Notice. Any notices and other communications permitted or required by the provisions of this Agreement shall be in writing and shall be deemed to have been properly given or served by depositing the same with the United States Postal Service, or any official successor thereto, designated as registered or certified mail, return receipt requested, bearing adequate postage, or delivery by reputable private carrier and addresses as set forth above. 11. Transfer of Title to Lender. The Authority agrees that in the event the Lender, a transferee of Lender, or a purchaser at foreclosure sale, acquires title to the Property pursuant to a foreclosure, or a deed in lieu thereof, the Lender, transferee, or purchaser shall not be bound by the terms and conditions of the Contract except as expressly herein provided. Further the Authority agrees that in the event the Lender, a transferee of Lender, or a purchaser at foreclosure sale acquires title to the Property pursuant to a foreclosure sale or a deed in lieu thereof, then the Lender, transferee, or purchaser shall be entitled to all rights conferred upon the Redeveloper under the Contract, provided that no condition of default exists and remains uncured beyond applicable cure periods in the obligations of the Redeveloper under the Contract. 12. Estoppel. The Authority hereby represents and warrants to Lender, for the purpose of inducing Lender to make advances to Redeveloper under the Loan Documents that: (a) No default or event of default by Redeveloper exists under the terms of the Contract on the date hereof; (b) The Contract has not been amended or modified in any respect, nor has any material provision thereof been waived by either the Authority or the Redeveloper, and the Contract is in full force and effect; (c) Such other reasonable certifications as the Lender may request. 13. Amendments. The Authority hereby represents and warrants to Lender for the purpose of inducing Lender to make advances to Redeveloper under the Loan Documents that Authority will not agree to any amendment or modification to the or any TIF Note issued under the Contract that materially affects the collection of Available Tax Increment (as defined in the Contract) in any way affects the Property without the Lender’s written consent. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 65 IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year first written above. ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY By: Its President By: Its Executive Director STATE OF MINNESOTA ) )ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ___________, by and , the President and Executive Director, respectively, of the St. Louis Park Economic Development Authority, a public body corporate and politic, on behalf of such public body. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 66 [LENDER] By: Its __________________________ Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 67 SCHEDULE E PRO FORMA Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 68 SCHEDULE F SITE PLAN Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 69 SCHEDULE G ASSESSMENT AGREEMENT _______________________________________________________________________________ ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and ELLIPSE ON EXCELSIOR LLC This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 70 ASSESSMENT AGREEMENT THIS AGREEMENT, made on or as of the ____ day of _________________, 2009 by and between the St. Louis Park Economic Development Authority, a public body, corporate and politic (the “Authority”) and Ellipse on Excelsior LLC, a Delaware limited liability company (the “Redeveloper”). WITNESSETH, that WHEREAS, on or before the date hereof the Authority and Redeveloper have entered into a Contract for Private Redevelopment dated ____________, 2009 (the “Redevelopment Contract”), pursuant to which the Authority is to facilitate development of certain property in the Authority of St. Louis Park hereinafter referred to as the “Property” and legally described in Exhibit A hereto; and WHEREAS, pursuant to the Redevelopment Contract the Redeveloper is obligated to construct certain improvements (the “Minimum Improvements”) upon the Property; and WHEREAS, the Authority and Redeveloper desire to establish a minimum market value for the Property and the Minimum Improvements to be constructed thereon, pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and WHEREAS, the Authority and the City Assessor (the “Assessor”) have reviewed the preliminary plans and specifications for the improvements and have inspected such improvements; NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. The minimum market value which shall be assessed for ad valorem tax purposes for the Property described in Exhibit A, together with the Minimum Improvements constructed thereon, shall be $_______________ as of January 2, 2011 notwithstanding the progress of construction by such date, and as of each January 2 thereafter until termination of this Agreement under Section 2 hereof. 2. The minimum market value herein established shall be of no further force and effect and this Agreement shall terminate on the earlier of the following: (a) The date of receipt by the Authority of the final payment from Hennepin County of Tax Increments from the ______________ Tax Increment Financing District, or (b) the date when the Note, as defined in the Redevelopment Contract, has been fully paid, defeased or terminated in accordance with its terms. The event referred to in Section 2(b) of this Agreement shall be evidenced by a certificate or affidavit executed by the Authority. 3. This Agreement shall be promptly recorded by the Authority. The Redeveloper shall pay all costs of recording. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 71 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Redevelopment Contract between the Authority and the Redeveloper. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. 6. Each of the parties has authority to enter into this Agreement and to take all actions required of it, and has taken all actions necessary to authorize the execution and delivery of this Agreement. 7. In the event any provision of this Agreement shall be held invalid and unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. 8. The parties hereto agree that they will, from time to time, execute, acknowledge and deliver, or cause to be executed, acknowledged and delivered, such supplements, amendments and modifications hereto, and such further instruments as may reasonably be required for correcting any inadequate, or incorrect, or amended description of the Property or the Minimum Improvements or for carrying out the expressed intention of this Agreement, including, without limitation, any further instruments required to delete from the description of the Property such part or parts as may be included within a separate assessment agreement. 9. Except as provided in Section 8 of this Agreement, this Agreement may not be amended nor any of its terms modified except by a writing authorized and executed by all parties hereto. 10. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. 11. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 72 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 ________, 2009 by ____________________ and ___________________________, the President and Executive Director of the St. Louis Park Economic Development Authority, on behalf of the Authority. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 73 ELLIPSE ON EXCELSIOR LLC By Its STATE OF MINNESOTA ) ) SS. COUNTY OF__________ ) The foregoing instrument was acknowledged before me this _____ day of _____________, 2009 by ____________________, the ____________________ of Ellipse on Excelsior LLC, a Delaware limited liability company, on behalf of the limited liability company. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 74 CERTIFICATION BY CITY ASSESSOR The undersigned, having reviewed the plans and specifications for the improvements to be constructed and the market value assigned to the land upon which the improvements are to be constructed, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above described property, hereby certifies that the values assigned to the land and improvements are reasonable. City Assessor for the City of St. Louis Park STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ___ day of ____________, 2009 by _____________________, the City Assessor of the City of St. Louis Park. Notary Public Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 75 EXHIBIT A of ASSESSMENT AGREEMENT Legal Description of Property Lot 1, Block 1, Ellipse on Excelsior, according to the recorded and filed plat thereof, Hennepin County, Minnesota. Meeting of February 2, 2009 (Item No. 7b) Subject: Contract for Private Redevelopment between the EDA and Ellipse on Excelsior LLC Page 76 Meeting Date: February 2, 2009 Agenda Item #: 2a 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: League of Women Voters Donation for Tree Planting. RECOMMENDED ACTION: Jim Vaughan, Environmental Coordinator, will be present to accept a donation in the amount of $2,672 from Eilseen Knisely, a representative from the League of Women Voters, for the purchase of trees. These trees will be purchased by the city and available for sale to residents at a discounted rate for planting on private property. The donation will be formally 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 League of Women Voters is graciously donating to the Park and Recreation Department an amount of $2,672. The donations are given with restrictions that it be used for purchasing trees. FINANCIAL OR BUDGET CONSIDERATION: This donation will assist in purchasing trees which will be available for residents to purchase at a discounted rate to compliment trees lost on private property. Staff is recommending that the City match the dollars raised by the League of Women Voters by committing $2,600 from the Park Improvement Fund. VISION CONSIDERATION: Managing our urban forest is consistent with the city’s Strategic Direction of being a leader in environmental stewardship. Attachments: None Prepared by: Stacy Voelker, Administrative Secretary Reviewed by: Cindy Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting Date: February 2, 2009 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: Larry Schwantz Retirement Recognition Resolution. RECOMMENDED ACTION: The Mayor is asked to read the Resolution and present a plaque to Public Service Worker Larry Schwantz for 35 years of service to the City of St. Louis Park. POLICY CONSIDERATION: This action is consistent with established City policy. BACKGROUND: City Policy states that employees who retire or resign in good standing with over 20 years of service will be presented with a resolution from the Mayor, City Manager, and City Council. Larry will be in attendance for the presentation at the beginning of the meeting. The Mayor is asked to read the resolution and present Larry with a plaque in recognition of his years of service to the City. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: None. Attachments: Resolution Prepared by: Ali Fosse, HR Coordinator Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 2b) Page 2 Subject: Larry Schwantz Retirement Recognition Resolution RESOLUTION NO. 09-___ RESOLUTION OF THE CITY COUNCIL OF ST. LOUIS PARK, MINNESOTA, RECOGNIZING THE CONTRIBUTIONS OF AND EXPRESSING APPRECIATION TO LARRY SCHWANTZ WHEREAS, Larry Schwantz began his employment with the City of St. Louis Park over 35 years ago on November 26, 1973; and WHEREAS, Larry has been a life-long St. Louis Park resident; and WHEREAS, Larry is a creative thinker and has created many games for the Recreation Department’s programs; and WHEREAS, Larry took pride in the special events and Northern Lights offered to the community; and WHEREAS, Larry was a referee in the community for many years; and WHEREAS, Larry took pride in flooding the winter rinks and ensuring the grass was mowed in the summer; and WHEREAS, Larry was able to flatten any tire on any piece of equipment, by curbs or punctures; and WHEREAS, Larry was recipient of the 2007 Outstanding Employee Service Award for extraordinary customer service and the 1995 Spirit of St. Louis Park award; and WHEREAS, Larry was a modest individual, who never liked being in the spotlight but enjoyed being behind the scenes; and WHEREAS, Larry was a great “go to” guy and had a big heart always helping anyone in need; and WHEREAS, Larry found true love while working here as he met his wife while at the Municipal Service Center; and WHEREAS, Larry was a legend in his own mind pertaining to corny jokes; and WHEREAS, Larry created a bait tank in his garage to ease the cost of fishing; and WHEREAS, Larry will spend his retirement fishing, traveling to Florida and Mexico, camping, and enjoying the great outdoors. Meeting of February 2, 2009 (Item No. 2b) Page 3 Subject: Larry Schwantz Retirement Recognition Resolution NOW THEREFORE BE IT RESOLVED that the City Council of the City of St. Louis Park, Minnesota, by this resolution and public record, would like to thank Parks and Recreation Public Service Worker Larry Schwantz for his great contributions and 35 years of dedicated service to the City of St. Louis Park and wish him the best in his retirement. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 Agenda Item #: 4a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: 2009 Liquor License Renewals. RECOMMENDED ACTION: Motion to Adopt Resolution approving 2009 Liquor License Renewals for the license year term of March 1, 2009 through March 1, 2010 with the exception of Al’s, located at 3912 Excelsior Boulevard, whose license will expire March 31, 2009. POLICY CONSIDERATION: Does Council wish to approve renewal of liquor licenses for the next year’s term? BACKGROUND: Renewal applications, liquor liability insurance certificates and license fees have been received from the 41 current liquor licensed establishments. Three of the 41 establishments are being considered in separate consent reports at this meeting for required additional council approval as follows: 1. Granite City Food & Brewery restructuring and ownership transfer 2. Westwood Liquors 25% stock ownership transfer 3. Fuddruckers change of license type Two previous liquor establishments are no longer operating in St. Louis Park. In 2008, Bennigan’s, 6475 Wayzata Boulevard, closed all their businesses; and Santorini’s, 9920 Wayzata Boulevard, relocated to Eden Prairie. The list of establishments, types of licenses, and fees are attached. Due to Al’s Bar proposed closing in March of 2009, their liquor license fee is prorated for one month. The City has received all of the required criteria for the liquor license renewals. As required in City Ordinance Section 3-70(7)(e), all property tax payments for establishments are current. FINANCIAL OR BUDGET CONSIDERATION: Fees received for liquor license renewals are budgeted as revenues each year to help support the General Fund and the cost of administering the licenses. VISION CONSIDERATION: Not applicable. Attachments: List of 2009 Establishments and License Fees Resolution Prepared by: Kris Luedke, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4a ) Page 2 Subject: 2009 Liquor License Renewals 2009 LIQUOR LICENSE RENEWALS Establishment Name Licensee Name Address Fee Al's (closing by end of March 2009) Al's Liquor Store Inc. 3912 Excelsior Blvd $ 625 (1 month) Alaska Eatery Taher Restaurant Acquistion LLC 6501 Wayzata Blvd $ 7,700 Applebee’s Grill Bar Applebee's Restaurants North LLC 8332 Highway 7 $ 7,700 American Legion Frank Lundberg American Legion 5605 36th St W $ 700 Best of India Best of India 8120 Minnetonka Blvd $ 2,750 Bunny’s Rackner Inc. 5916 Excelsior Blvd $ 7,700 Byerly’s St. Louis Park Byerly’s Inc. 3777 Park Ctr Blvd $ 7,700 Byerly’s Wine & Spirits Byerly Beverages, Inc. 3785 Park Ctr Blvd $ 380 Chili’s Southwest Grill & Bar ERJ Dining 5245 Wayzata Blvd $ 7,700 Chipotle Mexican Grill Chipotle Mexican Grill, Inc. 5480 Excelsior Blvd $ 2,750 Costco Wholesale #377 Costco Wholesale Corp. 5801 W 16th St $ 380 Cub Foods Knollwood Diamond Lake 1994 LLC 3620 Texas Ave S $ 100 Doubletree Park Place Hotel W2005 WYN Hotels 1500 Park Place Blvd $ 7,700 Grand City Buffet Grand City Buffet Inc 8914 Hwy 7 $ 2,750 Jennings' Liquor Store Jennings Red Coach Inn Inc. 4631 Excelsior Blvd $ 380 Knollwood Liquor Knollwood Liquor Inc. 7924 State Hwy 7 $ 380 Laredo’s Collins Restaurant 4656 Excelsior Blvd $ 7,700 Liquor Barrel, Inc. Miracle Mile Liquor Barrel 5111 Excelsior Blvd $ 380 Marriott Mpls West CSM Lodging Services, Inc. 9970 Wayzata Blvd $ 7,700 McCoy's Public House McCoy's of Minneapolis, Inc. 3801 Grand Way $ 7,700 Minneapolis Golf Club Minneapolis Golf Club 2001 Flag Ave S $ 700 Olive Garden #1424 GMRI Inc. 5235 Wayzata Blvd $ 7,700 Park Tavern Lounge & Lanes Philips Investment Co. 3401 Louisiana Ave S $ 7,700 Pei Wei Asian Diner Pei Wei Asian Diner Inc 5330 Cedar Lake Road #600 $ 2,750 Sam’s Club #6318 Sam’s West Inc. 3745 Louisiana Ave S $ 480 St. Louis Park Liquors Nguyen, Lua T.K. 6316 Minnetonka Blvd $ 380 Target Store T-2189 Target Corporation 8900 Highway 7 $ 100 Taste of India Taste of India/St. Louis Pk Inc. 5617 Wayzata Blvd $ 2,750 Texa-Tonka Lanes H.J.K.S. Inc. 8200 Minnetonka Blvd $ 7,700 Texas-Tonka Liquors Texas-Tonka Liquors Inc. 8242 Minnetonka Blvd $ 380 TGI Friday’s TGI Friday’s of MN Inc. 5875 Wayzata Blvd $ 7,700 Thanhdo Restaurant Thanhdo Inc. 3005 Utah Ave S $ 2,750 The Four Firkins – Lagers Ales & Wines The Four Firkins-Lagers Ales & Wines LLC 8009 Minnetonka Blvd $ 380 Trader Joe’s Trader Joe’s 4500 Excelsior Blvd $ 380 Vescio's Italian Restaurant Vescio's of St. Louis Park, Inc. 4001 State Hwy 7 $ 2,750 Vintage Wine & Spiritz Vintage Wine & Spiritz 8942 Highway 7 $ 380 Yangtze River Restaurant Yangtze Inc. 5625 Wayzata Blvd $ 7,700 Yum, Inc. Yum!, Inc. 4000 Minnetonka Blvd $ 2,750 TOTAL $ 136,305 Meeting of February 2, 2009 (Item No. 4a ) Page 3 Subject: 2009 Liquor License Renewals RESOLUTION NO. 09- _____ RESOLUTION APPROVING ISSUANCE OF LIQUOR LICENSE RENEWALS FOR MARCH 1, 2009 THROUGH MARCH 1, 2010 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, no license may be issued or renewed if required criteria has not been met, and NOW THEREFORE BE IT RESOLVED by the City of St. Louis Park City Council that the applicants and establishments listed in Exhibit A have met the criteria necessary for issuance of their respective liquor licenses, and the applications are hereby approved for March 1, 2009 to March 1, 2010 (with the exception of Al’s, located at 3912 Excelsior Boulevard, whose license will expire March 31, 2009). Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting of February 2, 2009 (Item No. 4a ) Page 4 Subject: 2009 Liquor License Renewals Resolution No. 09-_____ EXHIBIT A 2009 Liquor License Renewals Establishment Name Address Type of License Al’s (closing end of March 2009) 3912 Excelsior Blvd On-sale Intoxicating (for March 2009 only) Alaska Eatery 6501 Wayzata Blvd On-sale Intoxicating and On-sale Sunday Applebee’s Grill Bar 8332 Highway 7 On-sale Intoxicating and On-sale Sunday American Legion 5605 36th St W Club and On-sale Sunday Best of India 8120 Minnetonka Blvd On-sale Wine On-sale 3-2 Malt Liquor Bunny’s 5916 Excelsior Blvd On-sale Intoxicating and On-sale Sunday Byerly’s St. Louis Park 3777 Park Ctr Blvd On-sale Intoxicating and On-sale Sunday Byerly’s Wine & Spirits 3785 Park Ctr Blvd Off-sale Intoxicating Chili’s Southwest Grill & Bar 5245 Wayzata Blvd On-sale Intoxicating and On-sale Sunday Chipolte Mexican Grill 5480 Excelsior Blvd On-sale Wine and On-sale 3-2 Malt Liquor Costco Wholesale #377 5801 W 16th St Off-sale Intoxicating Cub Food Knollwood 3620 Texas Ave S Off-sale 3-2 Malt Liquor Doubletree Park Place Hotel 1550 Park Place Blvd On-sale Intoxicating and On-sale Sunday Grand City Buffet Inc 8914 Highway 7 On-sale Wine and On-sale 3-2 Malt Liquor Jennings’ Liquor Store 4631 Excelsior Blvd Off-sale Intoxicating Knollwood Liquor 7924 State Hwy 7 Off-sale Intoxicating Laredo’s 4656 Excelsior Blvd On-sale Intoxicating and On-sale Sunday Liquor Barrel, Inc. 5111 Excelsior Blvd Off-sale Intoxicating Marriot Mpls West 9970 Wayzata Blvd On-sale Intoxicating and On-sale Sunday McCoy’s Public House 3801 Grand Way On-sale Intoxicating and On-sale Sunday Minneapolis Golf Club 2001 Flag Ave S Club and On-sale Sunday Olive Garden #1424 5245 Wayzata Blvd On-sale Intoxicating and On-sale Sunday Park Tavern Lounge and Lanes 3401 Louisiana Ave S On-sale Intoxicating and On-sale Sunday Pei Wei Asian Diner 5330 Cedar Lake Road On-sale Wine and On-sale 3-2 Malt Liquor Sam’s Club #6318 3745 Louisiana Ave S Off-sale Intoxicating and Off-sale 3.2 Malt Liquor St. Louis Park Liquors 6316 Minnetonka Blvd Off-sale Intoxicating Target Store T-2189 8900 Highway 7 Off-sale 3-2 Malt Liquor Taste of India 5617 Wayzata Blvd On-sale Wine and On-sale 3-2 Malt Liquor Texa-Tonka Lanes 8200 Minnetonka Blvd On-sale Intoxicating and On-sale Sunday Texas-Tonka Liquors 8242 Minnetonka Blvd Off-sale Intoxicating TGI Friday's 5875 Wayzata Blvd On-sale Intoxicating and On-sale Sunday Thanhdo Restaurant 3005 Utah Ave S On-sale Wine and On-sale 3-2 Malt Liquor The Four Firkins 8009 Minnetonka Blvd Off-sale Intoxicating Trader Joe’s 4500 Excelsior Blvd Off-sale Intoxicating Vescio's Italian Restaurant 4001 State Hwy 7 On-sale Wine and On-sale 3-2 Malt Liquor Vintage Wine & Spiritz 8942 Highway 7 Off-sale Intoxicating Yangtze River Restaurant 5625 Wayzata Blvd On-sale Intoxicating and On-sale Sunday Yum, Inc. 4000 Minnetonka Blvd On-sale Wine and On-sale 3-2 Malt Liquor Meeting Date: February 2, 2009 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: Granite City Food & Brewery Liquor License Ownership Transfer and Renewal. RECOMMENDED ACTION: Motion to approve transfer of subsidiary ownership and Resolution approving renewal of the On- sale Intoxicating, On-sale Sunday, and Brewpub Off-sale liquor licenses to Granite City Restaurant Operations, Inc., dba Granite City Food & Brewery located at 5500 Excelsior Blvd. for the March 1, 2009 through March 1, 2010 license term. POLICY CONSIDERATION: Does the Council wish to approve the liquor license restructuring transfer and renewal of the liquor licenses to Granite City Restaurant Operations, Inc. for the March 1, 2009 – March 1, 2010 license term? BACKGROUND: Granite City Food & Brewery, Ltd. has had an internal corporate restructuring of ownership. They have created a wholly owned subsidiary, Granite City Restaurant Operations, Inc., to be the holder of all liquor licenses. The parent company name, Granite City Food & Brewery, Ltd remains the same. Steve Wagenheim and James Gilbertson are officers of both parent company and the wholly owned subsidiary. There will be no changes at the operations level and no changes to the premises. Specifically, the name of the restaurant, general manager, employees, menu, and hours of operation will remain the same. There are a total of five Granite City Food & Brewery locations in Minnesota. Meeting of February 2, 2009 (Item No. 4b) Page 2 Subject: Granite City Food & Brewery Liquor License Ownership Transfer and Renewal The existing On-sale Intoxicating, On-sale Sunday, and Brewpub Off-sale Malt Liquor licenses are currently in place for the premises through March 1, 2009. City Ordinance Section 3-69 (b) states licenses issued to corporations shall be valid only as long as there is no change in the officers or ownership interest of the corporation, unless such change is approved by the city council. The Police Department has run a background investigation and has found no reason to deny the new ownership based on the investigation. The application and Police report are on file in the Office of the City Clerk should Councilmembers wish to review the information prior to the Council Meeting. The City of St. Louis Park has received all of the required criteria for their license renewal and as required by City Ordinance Section 3-70(7)(e), all property tax payments for this establishment are current. FINANCIAL OR BUDGET CONSIDERATION: The fees for liquor licenses are found in Appendix A - Fee Schedule of the City Code. The fee for this liquor license applicant is $7,800. VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Kris Luedke, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4b) Page 3 Subject: Granite City Food & Brewery Liquor License Ownership Transfer and Renewal RESOLUTION NO. 09- _____ RESOLUTION APPROVING ISSUANCE OF LIQUOR LICENSES FOR GRANITE CITY RESTAURANT OPERATIONS, INC., DBA GRANITE CITY FOOD & BREWERY, 5500 EXCELSIOR BOULEVARD March 1, 2009 – March 1, 2010 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, no license may be issued or renewed if required criteria has not been met, and NOW THEREFORE BE IT RESOLVED by the City of St. Louis Park City Council that the applicant and establishment of Granite City Restaurant Operations, Inc., dba Granite City Food & Brewery at 5500 Excelsior Blvd has met the criteria necessary for issuance of their On-Sale Intoxicating, On-Sale Sunday, and Off-sale Brewpub liquor licenses, and the application is hereby approved for the license year term - March 1, 2009 to March 1, 2010. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 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: Westwood Liquor License Ownership Transfer and Renewal. RECOMMENDED ACTION: Motion to approve twenty five (25%) percent ownership transfer and Resolution approving renewal of the Off-sale Intoxicating liquor license for FC Liquors 2 Inc., dba Westwood Liquors, located at 2304 Louisiana Avenue South for the March 1, 2009 through March 1, 2010 license term. POLICY CONSIDERATION: Does Council wish to approve the liquor license 25% ownership transfer to Rebecca Lambertson for FC Liquors 2 Inc., dba Westwood Liquor and renewal of the next year license term? BACKGROUND: James Lambertson, owner of Westwood Liquors, has elected to transfer 25% percent stock ownership in FC Liquors Inc. to Rebecca Lambertson. Rebecca has been employed at the establishment full-time since October of 2002 and is currently the store manager. City Ordinance Section 3-68 (a) states that no license may be transferred to another person without the approval of the city council. City Ordinance Section 3-69 (b) states that licenses issued to corporations shall be valid only as long as there is no change in the officers or ownership interest of the corporation, unless such change is approved by the city council. The Police Department has completed the background investigation and has found no reason to deny the transfer of 25% ownership of the existing liquor license for Westwood Liquors to Rebecca Lambertson. The City of St. Louis Park has received all of the required criteria for their license renewal and as required by City Ordinance Section 3-70(7)(e) all property tax payments for this establishment are current. FINANCIAL OR BUDGET CONSIDERATION: The liquor license renewals fees are found in Appendix A - Fee Schedule of the City Code. The fee for this liquor license applicant is $380. Meeting of February 2, 2009 (Item No. 4c) Page 2 Subject: Westwood Liquor License Ownership Transfer and Renewal VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Kris Luedke, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4c) Page 3 Subject: Westwood Liquor License Ownership Transfer and Renewal RESOLUTION NO. 09- _____ RESOLUTION APPROVING ISSUANCE OF LIQUOR LICENSE RENEWAL FOR FC LIQUORS 2 INC., DBA WESTWOOD LIQUORS, 2304 LOUISIANA AVENUE SOUTH MARCH 1, 2009 – MARCH 1, 2010 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, no license may be issued or renewed if required criteria has not been met, and NOW THEREFORE BE IT RESOLVED by the City of St. Louis Park City Council that the applicant and establishment of FC Liquors 2 Inc., dba Westwood Liquors at 2304 Louisiana Avenue South has met the criteria necessary for issuance of their Off-sale Intoxicating liquor license, and the application is hereby approved for license year term - March 1, 2009 to March 1, 2010. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 17, 2009 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: Fuddruckers Liquor License. RECOMMENDED ACTION: Motion to Approve Resolution for an On-sale Wine license and On-Sale 3.2 Malt Liquor license for SLP Foods, LLC, dba Fuddruckers, located at 6445 Wayzata Boulevard, for the license term of March 1, 2009 through March 1, 2010. POLICY CONSIDERATION: Does the Council wish to approve the On-Sale Wine and 3.2 Malt Liquor licenses for Fuddruckers for the license term through March 1, 2010? BACKGROUND: Fuddruckers has chosen not to renew their current On-sale Intoxicating liquor license which will expire on March 1, 2009. The establishment is interested in downgrading to a wine and 3.2 malt liquor license for the next year term and the City has received their application. Although a new license type is requested by SLP Foods LLC, there are no changes to the premises or ownership of the Fuddruckers restaurant located at 6445 Wayzata Boulevard. A new store manager was hired and information was submitted to the Police Department for the required background investigation. The Police Department found no reason to deny the license based on the investigation. The City has received all of the required criteria for their liquor license and all property tax payments for this establishment are current. The application and Police report are on file in the Office of the City Clerk should Councilmembers wish to review the information. FINANCIAL OR BUDGET CONSIDERATION: The fees for new liquor licenses are found in Appendix A - Fee Schedule of the City Code. The fee for this liquor license applicant is $2,750. VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Kris Luedke, Office Assistant Reviewed by: Nancy Stroth, City Clerk Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4d) Page 2 Subject: Fuddruckers Liquor License RESOLUTION NO. 09- _____ RESOLUTION APPROVING ISSUANCE OF LIQUOR LICENSE FOR SLP FOODS, LLC, DBA FUDDRUCKERS, 6445 WAYZATA BOULEVARD March 1, 2009 – March 1, 2010 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, no license may be issued or renewed if required criteria has not been met, and NOW THEREFORE BE IT RESOLVED by the City of St. Louis Park City Council that the applicant and establishment of SLP Foods, LLC, dba Fuddruckers located at 6445 Wayzata Boulevard has met the criteria necessary for issuance of an On-sale Wine license and On-sale 3.2 Malt Liquor license, and the application is hereby approved for the license year term - March 1, 2009 to March 1, 2010. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 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: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project. RECOMMENDED ACTION: Motion to Adopt Resolution approving an Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior project. POLICY CONSIDERATION: Does the City Council wish to enter into the proposed Easement Agreement with Minikahda Court Apartments LLC to facilitate Bader Development’s proposed Ellipse on Excelsior project? BACKGROUND: Staff has been working with Bader Development over the past year related to its proposed Ellipse on Excelsior project at the northwest corner of Excelsior Boulevard and France Avenue. Currently, two utility mains (one of which is a 36 inch storm water main) run from north to south approximately through the middle of the subject redevelopment site and need to be relocated to accommodate the proposed project. Several alternative solutions for rerouting these pipes were considered. The best approach is to reroute the utilities to the southwest property line and parallel to the proposed building’s west side. The utility lines would be underneath the driveway which separates the redevelopment site and the former motel property next door. This alignment requires rerouting the existing utility lines across an undeveloped corner of the Minikahda Court Apartments property adjacent to the Bass Lake Park and the redevelopment site. The city currently has several utility easements in the area but they need to be further expanded in order to allow for the relocation of the laterals. An agreement has been obtained with the owner of the Minikahda Court Apartments for this easement expansion. Agreement Summary Within the proposed Agreement the Minikahda Court Apartments agrees to provide the City with a permanent easement for the construction of an underground storm sewer and sanitary sewer. In return for this easement, the City agrees to compensate the property owner $7,000 and perform the following site work on its property no later than September 30, 2009: (a) Construct two (2) wood chip paths on either side of the garage building located approximately along the northeast boundary of the Grantor Property as informal pedestrian trails into the adjacent Bass Lake Park. (b) Remove volunteer trees and underbrush in the Easement Area. Meeting of February 2, 2009 (Item No. 4e) Page 2 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project (c) Cut and remove volunteer trees directly behind the garage building (located approximately along the northeast boundary of the Grantor Property) as mutually identified by Grantor and City. (d) Cut and remove selected larger trees along the northeastern boundary of the Grantor Property as mutually identified by Grantor and City. (e) Trim branches on selected trees along the northeastern boundary of the Grantor Property as mutually identified by Grantor and City. (f) Remove two (2) large tree stumps behind the garage building (located approximately along the northeast boundary of the Grantor Property). (g) Cut and remove natural undergrowth (primarily Burdock and Buckthorn) along the northeastern boundary of the Grantor Property (approximately the length of the adjacent Bass Lake Property to the electrical power pole). (h) Plant assorted trees, as mutually agreed upon by Grantor and City as to size, number and variety, behind the garage building (located approximately along the northeast boundary of the Grantor Property) as a natural screen. FINANCIAL OR BUDGET CONSIDERATION: Bader Development has agreed (through the Redevelopment Contract with the EDA) to reimburse the City for all costs associated with the fulfillment of the proposed Easement Agreement. VISION CONSIDERATION: The Ellipse project supports the Strategic Directions of providing a well-maintained and diverse housing stock, being a connected and engaged community, as well as promoting and integrating arts and community aesthetics in all city initiatives where appropriate. Attachments: Easement Agreement Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4e) Page 3 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project EASEMENT AGREEMENT THIS EASEMENT AGREEMENT (“Agreement”) is made and entered into effective as of the _ day of February, 2009, by Minikahda Court Apartments Limited Partnership, a Minnesota limited partnership (hereinafter called “Grantor”) whose address is 1107 Hazeltine Boulevard, Suite 200, Chaska, MN 55318 in favor of the City of St. Louis Park, a Minnesota municipal corporation (hereinafter called the “City”), whose address is 5005 Minnetonka Boulevard, St. Louis Park, Minnesota 55416. WITNESSETH: WHEREAS, Grantor is the owner of the real property hereinafter described in Exhibit A attached hereto and by reference incorporated herein (“Grantor Property”), located in Hennepin County, Minnesota; and WHEREAS, Grantor has agreed to grant a permanent easement for underground storm sewer, sanitary sewer and drainage purposes in favor of the City over that portion of the Grantor Property as legally described on Exhibit B attached hereto and as depicted on Exhibit C attached hereto (collectively, the “Easement Area”) on the terms and conditions provided herein. NOW, THEREFORE, in consideration of the sum of Seven Thousand Dollars ($7,000.00) and other good and valuable consideration, the receipt of and sufficiency of which are hereby acknowledged by Grantor, the parties hereto agree as follow: 2. Grant of Easement. Grantor hereby grants and conveys to City a perpetual non- exclusive easement for the construction, use, maintenance, inspection, repair and replacement of underground storm sewer, sanitary sewer and drainage facilities (the “Easement”) over, under and through the Easement Area, together with the right to enter upon the Easement Area in order to facilitate the foregoing, it being the understanding of the parties hereto that all such utility facilities will be located underground. City shall have the right to grade, level, fill, drain, and excavate the Easement Area as necessary for the initial construction of the utility and drainage system, including the right to remove trees, bushes, undergrowth, and other obstructions interfering with the location and construction of said drainage and utility system. City covenants and agrees to restore the Easement Area to a good, clean, safe and sanitary condition, at City’s sole cost and expense, in conjunction with any work performed by the City in the Easement Area. General on-going maintenance and upkeep of the Easement Area shall be Grantor’s responsibility. Further, City covenants and agrees with respect to the Easement Area, to comply with all laws, rules, regulations and requirements applicable to the Easement Area and the Easement (collectively, the “Laws”). Meeting of February 2, 2009 (Item No. 4e) Page 4 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project 3. Grantor Rights. Grantor retains the right to use and enjoy the land within the Easement Area for any lawful purposes, provided such use and enjoyment does not interfere with City’s ability to utilize the Easement granted herein. Accordingly, Grantor shall not place, install or erect any building structures or other improvements over, on or under the Easement Area; provided, however, Grantor shall be allowed to install such items as lawn, planting, trees and other landscaping (“Improvements”) over and on the Easement Area after the initial construction by the City of the drainage and utility system. City shall repair and/or replace the Improvements damaged or caused by the City’s construction, use, maintenance, repair and/or replacement of the underground utility and drainage system. All repairs made by the City shall be of the same quality and character, and in the case of plants replaced, shall be the same size and species, as the damaged improvements prior to the damage. 4. Additional Consideration. In addition to the $7,000.00 cash payment by the City to Grantor, the City will perform the following site work on Grantor’s property in conjunction with the City’s initial utility work, but not later than September 30, 2009: (a) Construct two (2) wood chip paths (which thereafter Grantor agrees to maintain) on either side of the garage building located approximately along the northeast boundary of the Grantor Property as informal pedestrian trails into the adjacent Bass Lake Park. (b) Remove volunteer trees and underbrush in the Easement Area. (c) Cut and remove volunteer trees directly behind the garage building (located approximately along the northeast boundary of the Grantor Property) as mutually identified by Grantor and City. (d) Cut and remove selected larger trees along the northeastern boundary of the Grantor Property as mutually identified by Grantor and City. (e) Trim branches on selected trees along the northeastern boundary of the Grantor Property as mutually identified by Grantor and City. (f) Remove two (2) large tree stumps behind the garage building (located approximately along the northeast boundary of the Grantor Property). (g) Cut and remove natural undergrowth (primarily Burdock and Buckthorn) along the northeastern boundary of the Grantor Property (approximately the length of the adjacent Bass Lake Property to the electrical power pole). (h) Plant assorted trees, as mutually agreed upon by Grantor and City as to size, number and variety, behind the garage building (located approximately along the northeast boundary of the Grantor Property) as a natural screen. Meeting of February 2, 2009 (Item No. 4e) Page 5 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project 5. Covenants Running with the Land. The obligations and burdens, and the rights and benefits, of Grantor hereunder shall run with title to the Easement Area forever. The obligations and burdens, and the rights and benefits, of City hereunder shall be personal to City and shall bind City, its successors and assigns, forever. 6. Indemnity. City does hereby indemnify, defend, and hold Grantor harmless, to the extent of its statutory liability limits, from and against any and all claims, demands, losses, damages, liabilities, expenses, suits, actions and judgments, including, without limitation, reasonable attorneys’ fees and costs, (collectively, the “Claims”) arising out of or in any way related to City’s use of the Easement Area, expressly including but not limited to, Claims arising from or related to personal injury or damage to or loss of property, or the City’s failure to observe and abide by any of the terms, covenants, conditions, or restrictions in this Agreement. 7. Entire Agreement. This instrument contains the entire agreement of the parties, and no representations, inducements, promises or agreements, oral or otherwise, not embodied herein or in similarly executed instruments shall be of any force or effect. This Agreement may only be modified or amended, in whole or in part, with the consent of both of the parties hereto, by agreement in writing, executed and acknowledged by both of said parties. 8. Mortgagee Subordination. The Grantor Property is currently encumbered by a mortgage held by Fannie Mae whose consent to and approval of this Agreement and subordination of its mortgage lien to this Easement shall be evidenced by execution of that certain Joinder and Consent of Mortgagee form as set forth in Exhibit D attached hereto and made a part hereof. 9. Miscellaneous. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their legal representatives, successors and assigns. Subject to Section 4 above, the provisions of this Agreement are for the exclusive benefit of the parties, or their successors and assigns, and are not for the benefit of any third person, nor will this Agreement be deemed to have conferred any rights, express or implied, upon any third person. If any term, provision or condition contained in this Agreement is, to any extent, held invalid or unenforceable, the remainder of this Agreement (or the application of such term, provision or condition to persons or circumstances other than those in respect to which it is held invalid or unenforceable) will not be affected thereby and each term, provision or condition of this Agreement will be valid and enforceable to the full extent permitted by law. This Agreement shall be construed and enforced in accordance with the laws of the State of Minnesota. This Agreement may be executed in counterparts, and as so executed shall constitute one and the same agreement. Meeting of February 2, 2009 (Item No. 4e) Page 6 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above. GRANTOR: Minikahda Court Apartments Limited Partnership, a Minnesota limited partnership By: John B. Goodman Enterprises, Inc., a Minnesota corporation Its: General Partner By: ________________________________ Its: _________________________________ STATE OF MINNESOTA ) ) ss COUNTY OF CARVER ) The foregoing was acknowledged before me this day of , 2009, by ________________________, the ______________________ of John B. Goodman Enterprises, Inc., a corporation under the laws of the State of Minnesota and the General Partner of Minikahda Court Apartments Limited Partnership, a limited partnership under the laws of the State of Minnesota, who acknowledged the execution of the foregoing document as a free act and deed on behalf of said partnership. Notary Public, Minnesota Meeting of February 2, 2009 (Item No. 4e) Page 7 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project CITY: City of St. Louis Park, a Minnesota municipal corporation By: _________________________________ Its: Mayor By: _________________________________ Its: City Manager STATE OF MINNESOTA ) ) ss COUNTY OF HENNEPIN ) The foregoing was acknowledged before me this day of , 2009, by ____________________________, and _________________________ the Mayor and City Manager, respectively of the City of St. Louis Park, a municipal corporation under the laws of the State of Minnesota, on behalf of the corporation. Notary Public, Minnesota Meeting of February 2, 2009 (Item No. 4e) Page 8 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project EXHIBIT A LEGAL DESCRIPTION OF GRANTOR PROPERTY That part of the Southeast Quarter of Section 6, Township 28, Range 24, described as follows: Commencing at a point in the Northwesterly line of Excelsior Avenue, as now laid out and opened, distant 102.3 feet Northeasterly from the intersection of said Northwesterly line of Excelsior Avenue with the Northeasterly line of Huntington Avenue as now laid out and dedicated in the plat of Huntington Woods First Addition; thence Northeasterly along the Northwesterly line of said Excelsior Avenue a distance of 5.7 feet to the actual point of beginning of the tract of land to be described; thence continuing Northeasterly along the Northwesterly line of said Excelsior Avenue a distance of 505 feet, to a point 336.3 feet Southwesterly, measured along the Northwesterly line of said Excelsior Avenue from its intersection with the Southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota”; thence at a right angle Northwesterly 190 feet; thence at a right angle Northeasterly 284.2 feet to the center line of County Ditch No. 14 as said ditch is now constructed; thence Northwesterly deflecting to the left at an angle of 109 degrees, 52 minutes from last described course a distance of 530 feet; thence Southwesterly deflecting to the left at an angle of 103 degrees 01 minutes from last described course a distance of 308.27 feet; thence Southwesterly deflecting to the right at an angle of 17 degrees 02 minutes from last described course a distance of 370 feet to a point 420 feet Northwesterly along a line drawn from the initial point of commencement and at a right angle to the Northwesterly line of aforesaid Excelsior Avenue; thence Southeasterly along last named right angle line 212.25 feet; thence at a right angle Northeasterly 5.7 feet; thence at a right angle Southeasterly 207.75 feet to the actual point of beginning, according to the United States Government Survey thereof, and situate in Hennepin County, Minnesota. Together with an easement for the purpose of erecting and maintaining a concrete curb from Douglas Rees and Donna Rees, his wife, and Richard B. Thomson and Evelyn V. Thomson, his wife, dated July 28, 1959, and filed for record in the office of the Register of Deeds in Hennepin County on September 12, 1950, as Document No. 2650578. Meeting of February 2, 2009 (Item No. 4e) Page 9 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project EXHIBIT B LEGAL DESCRIPTION OF EASEMENT AREA Commencing at a point in the northwesterly line of Excelsior Boulevard distant 336.3 feet southwesterly of the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota”, according to the recorded plat thereof; thence on an assumed bearing of North 48 degrees 05 minutes 47 seconds West, perpendicular to said northwesterly line, a distance of 190.00 feet; thence North 41 degrees 54 minutes 13 seconds East, parallel to said northwesterly line, a distance of 171.52 feet, along a line hereinafter referred to as Line A, to the point of beginning of the easement to be described; thence North 48 degrees 05 minutes 47 seconds West a distance of 9.83 feet; thence North 41 degrees 46 minutes 05 seconds East a distance of 8.03 feet; thence North 48 degrees 05 minutes 47 seconds West a distance of 18.69 feet; thence North 72 degrees 06 minutes 12 seconds East a distance of 56.73 feet to a point in said Line A, hereinafter referred to as Point B; thence South 41 degrees 54 minutes 13 seconds West, along said Line A, a distance of 57.05 feet to the point of beginning. AND Beginning at a point in said Line A distant 39.74 feet northeasterly of said Point B; thence North 41 degrees 54 minutes 13 seconds East, along said Line A, a distance of 15.88 feet; thence deflecting to the left at an angle of 109 degrees 52 minutes a distance of 39.17 feet; thence South 37 degrees 50 minutes 54 seconds West a distance of 58.86 feet; thence North 72 degrees 06 minutes 12 seconds East a distance of 64.96 feet to the point of beginning. Meeting of February 2, 2009 (Item No. 4e) Page 10 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project EXHIBIT C DEPICTION OF EASEMENT AREA Meeting of February 2, 2009 (Item No. 4e) Page 11 Subject: Public Utility Easement Agreement with Minikahda Court Apartments LLC for The Ellipse on Excelsior Project EXHIBIT D JOINDER AND CONSENT OF MORTGAGEE TO EASEMENT AGREEMENT Fannie Mae being the holder of that certain Multifamily Mortgage, Assignment of Rents and Security Agreement dated October 24, 1996 and recorded _______________, 1996 as Document No. ____________, (the “Mortgage”) which Mortgage was assigned by Assignment of Mortgage dated ______________, 2006 and recorded ___________________, 1996 as Document No. ______________, hereby joins in, consents, and subordinates the lien of its Mortgage to the filing of this Easement Agreement. IN WITNESS WHEREOF, the undersigned has executed this Joinder and Consent this _____ day of _______________, 200__. By:________________________________ Print Name: _________________________ Title: _______________________________ STATE OF ______________ ) ) ss COUNTY OF ____________) The foregoing was acknowledged before me this day of , 200__, by ________________________, the ______________________ of Fannie Mae, a federally chartered and stockholder owned corporation organized and existing under the Federal National Mortgage Association Charter Act, 12 U.S.C. §1716, et seq., as amended, who acknowledged the execution of the foregoing document as a free act and deed on behalf of said corporation. Notary Public This instrument was drafted by: The Goodman Group 1107 Hazeltine Boulevard, Suite 200 Chaska, MN 55318 Telephone: 952-361-8000 Meeting Date: February 2, 2009 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: Boulevard Tree Removal Contract for 2009. RECOMMENDED ACTION: Motion to authorize execution of a contract with Precision Landscape and Tree, Inc. as the 2009 Boulevard Tree and Stump Removal Contractor in an amount not to exceed $83,657. POLICY CONSIDERATION: Does the City Council wish to continue with this initiative? BACKGROUND: Since 2004 the city has implemented a cost sharing program for all boulevard tree removals, with the impacted property owner and the city equally sharing the cost of removal of the condemned tree and its stump. Once a tree is identified and marked for removal, staff sends a proposal to the impacted property owner for 50% of the cost of tree and stump removal (stump removal will include grinding stump, removal of grinding debris, backfilling stump hole with quality black soil and seeding area with specified grass seed mix). If the resident chooses to use the city contractor, which 99% of residents impacted since 2004 have chosen to do, the city will invoice the property owner for 50% of the removal costs, once the job is complete. Bid Analysis: Bid packages for the 2009 Boulevard Tree and Stump Removal contract were mailed out in mid-December to 26 tree firms. Bids were opened on January 15, 2009 at City Hall. Eight bids were subsequently received in the amounts as follows: TREE COMPANY NAME BID Precision Landscape and Tree, Inc. $ 83,657.00 Upper Cut Tree Services, Inc. $ 83,844.00 Arbor Barber, Inc. $ 85,717.84 B J Haines Tree Service $ 85,744.00 Pioneer Tree & Landscape Inc. $ 96,745.00 Sobiech Backhoe & Tree Service $ 98,667.00 S & S Tree & Horticultural Specialists, Inc. $117,205.00 Emery’s Tree Service $122,130.00 Meeting of February 2, 2009 (Item No. 4g) Page 2 Subject: Boulevard Tree Removal Contract for 2009 FINANCIAL OR BUDGET CONSIDERATION: The amount from Precision Landscape and Tree, Inc. represents an average cost of $383 for a 22” diameter tree. In 2005, the city paid $402 for the same size tree. Staff is pleased the above bid amount represents a decrease in cost for the city from last year. In addition, staff is comfortable working with Precision Landscape. VISION CONSIDERATION: Managing our urban forest is consistent with the city’s Strategic Direction of being a leader in environmental stewardship. Attachments: None Prepared by: Jim Vaughan, Environmental Coordinator Reviewed by: Cindy Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting Date: February 2, 2009 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: Larry Schwantz Retirement Recognition Resolution. RECOMMENDED ACTION: Motion to adopt Resolution to recognize Larry Schwantz’s retirement after 35 years of service to the City of St. Louis Park POLICY CONSIDERATION: None. BACKGROUND: City Policy states that employees who retire or resign in good standing with over 20 years of service will be presented with a resolution from the Mayor, City Manager, and City Council. This consent item will officially adopt the resolution that honors Larry Schwantz for his years of service. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: None. Attachments: Resolution Prepared by: Ali Fosse, HR Coordinator Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4h) Page 2 Subject: Larry Schwantz Retirement Recognition Resolution RESOLUTION NO. 09-___ RESOLUTION OF THE CITY COUNCIL OF ST. LOUIS PARK, MINNESOTA, RECOGNIZING THE CONTRIBUTIONS OF AND EXPRESSING APPRECIATION TO LARRY SCHWANTZ WHEREAS, Larry Schwantz began his employment with the City of St. Louis Park over 35 years ago on November 26, 1973; and WHEREAS, Larry has been a life-long St. Louis Park resident; and WHEREAS, Larry is a creative thinker and has created many games for the Recreation Department’s programs; and WHEREAS, Larry took pride in the special events and Northern Lights offered to the community; and WHEREAS, Larry was a referee in the community for many years; and WHEREAS, Larry took pride in flooding the winter rinks and ensuring the grass was mowed in the summer; and WHEREAS, Larry was able to flatten any tire on any piece of equipment, by curbs or punctures; and WHEREAS, Larry was recipient of the 2007 Outstanding Employee Service Award for extraordinary customer service and the 1995 Spirit of St. Louis Park award; and WHEREAS, Larry is a modest individual, who never liked being in the spotlight but enjoyed being behind the scenes; and WHEREAS, Larry was a great “go to” guy and had a big heart always helping anyone in need; and WHEREAS, Larry found true love while working here as he met his wife while at the Municipal Service Center; and WHEREAS, Larry was a legend in his own mind pertaining to corny jokes; and WHEREAS, Larry created a bait tank in his garage to ease the cost of fishing; and WHEREAS, Larry will spend his retirement fishing, traveling to Florida and Mexico, camping, and enjoying the great outdoors. Meeting of February 2, 2009 (Item No. 4h) Page 3 Subject: Larry Schwantz Retirement Recognition Resolution NOW THEREFORE BE IT RESOLVED that the City Council of the City of St. Louis Park, Minnesota, by this resolution and public record, would like to thank Parks and Recreation Public Service Worker Larry Schwantz for his great contributions and 35 years of dedicated service to the City of St. Louis Park and wish him the best in his retirement. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 Agenda Item #: 4i Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Acceptance of Donation from League of Women Voters for Tree Planting. RECOMMENDED ACTION: Motion to accept a donation from the League of Women Voters in the amount of $2,672 for the purchase of trees available to residential purchase at a discounted rate to compliment trees lost on private property. POLICY CONSIDERATION: Does the City Council wish to accept the gifts with restrictions on their 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 League of Women Voters is graciously donating to the Park and Recreation Department an amount of $2,672. The donations are given with the restrictions. FINANCIAL OR BUDGET CONSIDERATION: This donation will assist in purchasing trees which will be available for residents to purchase at a discounted rate to compliment trees lost on private property. Staff is proposing that this money be matched with $2,600 expenditure from the Park Improvement Fund. VISION CONSIDERATION: Managing our urban forest is consistent with the city’s Strategic Direction of being a leader in environmental stewardship. Attachments: Resolution Prepared by: Stacy Voelker, Administrative Secretary Reviewed by: Cindy Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4i) Page 2 Subject: Acceptance of Donation from League of Women Voters for Tree Planting RESOLUTION NO. 09-________ RESOLUTION APPROVING ACCEPTANCE OF DONATION FROM LEAGUE OF WOMEN VOTERS IN THE AMOUNT OF $2,672 FOR USE BY THE PARKS AND RECREATION DEPARTMENT FOR PRIVATE TREE SALE 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 League of Women Voters desire to assist the Parks and Recreation Department in assisting in the purchasing of trees which will be available for residents to purchase at a discounted rate to compliment trees lost on private property with a donation of $2,672; NOW THEREFORE BE IT RESOLVED, by the City Council of the City of St. Louis Park that the gift is hereby accepted with thanks and appreciation. Reviewed for Administration Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 Agenda Item #: 4j Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Final Payment Resolution - Contract 120-08 – G.F. Jedlicki, Inc. (2008-2300). RECOMMENDED ACTION: Motion to adopt Resolution authorizing final payment in the amount of $2,629.60 for the Forcemain Rehab Project – Park Center Boulevard - Project No. 2008-2300 with G.F. Jedlicki, Inc., Contract No. 120-08. POLICY CONSIDERATION: Not applicable. BACKGROUND: This project was planned for and is included in the City’s adopted Capital Improvement Program. It consisted of the replacement of approximately 100’ of sanitary sewer forcemain and check valves and the rehabilitation of Lift Station #20 located at 3420 Park Center Boulevard, just to the west of Target’s westerly entrance. The Contractor completed this work within the contract time allowed at a final contract cost of $30,742.00. Change Order No. 1 amounted to $730.00 – the City plans didn’t provide for turf restoration, which was needed to complete the project resulting in the change order. FINANCIAL OR BUDGET CONSIDERATION: The CIP budgeted $60,000.00 for this project from the Sanitary Sewer Utility Fund. VISION CONSIDERATION: Not applicable. Attachment: Resolution Prepared by: Scott Merkley, Public Works Coordinator Reviewed by: Mike Rardin, Public Works Director Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4j) Page 2 Subject: Final Payment Resolution - Contract 120-08 – G.F. Jedlicki, Inc. (2008-2300) RESOLUTION NO. 09-___ RESOLUTION ACCEPTING WORK ON SANITARY SEWER FORCEMAIN REHAB – PARK CENTER BOULEVARD PROJECT CITY PROJECT NO. 2008-2300 CONTRACT NO. 120-08 NOW THEREFORE BE IT RESOLVED, by the City Council of the City of St. Louis Park, Minnesota, as follows: 1. Pursuant to a written contract with the City dated September 17, 2008, G.F. Jedlicki, Inc. has satisfactorily completed the sanitary sewer forcemain rehab project, as per Contract No. 120-08. 2. The Director of Public Works has filed his recommendations for final acceptance of the work. 3. The work completed under this contract is accepted and approved. The City Manager is directed to make final payment on the contract, taking the contractor's receipt in full. Original Contract Price $35,445.00 Change Order $ 730.00 Underrun 5,433.00 Previous Payments $28,112.40 Balance Due $2,629.60 Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting Date: February 2, 2009 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: Elm Tree Injection Contract for 2009. RECOMMENDED ACTION: Motion to authorize execution of a contract with Rainbow Tree Care, Inc. as the 2009 Arbotect 20- S Elm Injection contractor at a cost of $12.15 per diameter inch. POLICY CONSIDERATION: Does the City Council wish to continue with this budgeted program? BACKGROUND: Since its inception in 1990, the city has promoted public participation in this program designed to proactively treat healthy mature American Elms. A specialized chemical injection of Arbotect 20-S, a fungicide, is used in an effort to preserve the community’s urban forest. When this chemical is properly applied in an on-going three-year cycle, it effectively prevents the infection of Dutch elm disease in approximately 98.5% of the treated trees. Since 1990, the city has subsidized more than 7,000 tree injections. As in previous years, the city is expecting more than 325 requests for tree injections in 2009. Last year the city subsidized 40% of the cost for all elm tree injections, regardless if the tree is located on private property or public boulevards. This year, due to budget constraints and Council policy change, the city will subsidize 15% of total injection cost for trees on private or public property. With the decrease of 25%, the net cost of this program is expected to be approximately $25,000 ($20,000 lower than the 40% subsidy rate), which is assumed in the 2009 Park and Recreation Environmental Division budget. During the 2006 budget process, this contract was let for bid, with two companies submitting proposals for this service as follows: Rainbow Tree Care $12.15 per diameter inch S & S Tree and Horticultural Specialists, Inc. $23.85 per diameter inch Rainbow Tree Care presented the lowest responsible bid and was awarded the 2006 contract. This contract contained a clause for renewal in 2007 and subsequent years thereafter, at the same cost and specifications as the 2006 contract, if agreed upon by all parties. The 2006 contract was renewed in 2007 and 2008, with all pertinent parties agreeing to renew again in 2009. Meeting of February 2, 2009 (Item No. 4k) Page 2 Subject: Elm Tree Injection Contract for 2009 FINANCIAL OR BUDGET CONSIDERATION: With the renewal/extension clause enacted from 2006 through 2008 Elm Injection Program Contracts, the 2009 contract bid amount remains at the 2006 level ($12.15 per diameter inch). The funds for this program are included in the city budget for 2009. It appears that the city’s bid, based upon a volume price, is extremely competitive and with the decrease in subsidy of 25%, this stable, lower price appears particularly attractive. If a private homeowner were to contract for Arbotect injections on their own, they would pay almost twice the rate the city receives. Since the inception of the program, Rainbow Tree Care has conscientiously and successfully performed all the city’s Arbotect injection contracts. VISION CONSIDERATION: Managing our urban forest is consistent with the city’s Strategic Direction of being a leader in environmental stewardship. Attachments: None Prepared by: James Vaughan, Environmental Coordinator Reviewed by: Cindy S. Walsh, Director of Parks and Recreation Approved by: Tom Harmening, City Manager Date: February 2, 2009 Agenda Item #: 4l 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: Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project. RECOMMENDED ACTION: Motion to approve Resolution authorizing Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project. POLICY CONSIDERATION: In order to insure this project can remain on schedule, does the Council wish to authorize the use of condemnation to insure the necessary land can be assembled in a timely way? BACKGROUND: History: At the November 24, 2008 Study Session, the City Council was provided an update with regards to the status and progress of the Highway 7/Wooddale Avenue Interchange project. Presented were the project design (including specific technical issues such as noise walls and traffic signals), the project schedule, funding, right of way needs, construction staging, utilities, light rail, and other various project related issues. Current Status: Since the update was provided on November 24, a public hearing on the Environmental Assessment was conducted on January 6, 2009. This hearing was conducted to comply with federal and state requirements. Attendance at the hearing was relatively light, and most of the comments expressed pertained to the same technical issues conveyed to Council at the previous Study Session. These included comments regarding a proposed noise wall and concerns expressed with regards to pedestrians and bicycles. Another project update will be presented to the Council at the February 9, 2009 Study Session. In addition, the consulting engineer for the project (SRF) has completed appraisals for the required right of way acquisitions. As a result, offers to property owners for the needed easements and additional right of way may now proceed. Although the City owns the majority of property needed on the south side of Highway 7, portions of property are still needed from McGarvey Coffee and the property owned by Apex Realty and occupied by SPS. In addition, relatively small pieces of right of way are also needed along the north side of the highway from the School District and from the small office building and apartments at the northeast corner of the intersection. Meeting of February 2, 2009 (Item No. 4l) Page 2 Subject: Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project Subsequent action also requires the signing off of a Finding of No Significant Impact (FONSI) by the FHWA prior to the letting of bids. Final sign off of the FONSI and the project itself cannot occur until all right of way and easements are secured. In order to meet the desired project schedule (as outlined below), right of way compensation offers and subsequent acquisition must proceed quickly. The sense of urgency in this matter is also driven by the expected schedule requirements as a result of the anticipation of receiving federal stimulus funds, of which the City has applied. Projected Project Schedule As previously directed, staff is continuing to proceed with a process that will allow for construction to commence in the summer of 2009. The project schedule itself will be contingent in part on funding, including the possibility of receiving federal stimulus funds. If these funds become available, it is anticipated that the following schedule will need to be accommodated to make use of the funds: Study Session Update to Council February 2009 Present Plans to City Council for Approval, declare March 2009 FONSI (Finding of No Significant Impact), and authorize advertisement for bids Finalize Right of Way acquisitions May, 2009 Approval of EA/Negative Declaration May, 2009 by Mn/DOT and FHWA Advertise for Bids May 2009 Award Construction Contract June 2009 Commence Construction July 2009 In order to meet this tight schedule, any delays, right of way acquisitions and approvals at all levels (Federal, State, City, and other), must happen on schedule without any delays. The intent of staff is to acquire the necessary right of way thru a negotiated process. The attached resolution for Council consideration, prepared by and in conjunction with the City Attorney, includes provisions for condemnation (quick take), in the event that negotiations and subsequent acquisitions cannot occur in a timely manner. FINANCIAL AND BUDGET CONSIDERATION The project budget as previously presented anticipates right of way acquisition costs. An updated and detailed project budget update will be provided at the February 9, 2009 Study Session. Meeting of February 2, 2009 (Item No. 4l) Page 3 Subject: Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project VISION CONSIDERATION: The following Strategic Direction and focus area was identified by Council in 2007: St. Louis Park is committed to being a connected and engaged community. Focus will be on: • Promoting regional transportation issues and related dedicated funding sources affecting St. Louis Park including but not limited to Hwy. 100 and SWLRT. Attachments: Resolution Authorizing Condemnation of Land for Public Purposes Prepared by: Scott Brink, City Engineer Reviewed by: Mike Rardin, Director of Public Works Kevin Locke, Director of Community Development Bruce DeJong, Director of Finance Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 4l) Page 4 Subject: Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project RESOLUTION NO. 09-____ RESOLUTION AUTHORIZING CONDEMNATION OF LAND FOR PUBLIC PURPOSES WHEREAS, the City Council of the City of St. Louis Park does hereby determine that it is necessary and for a public use and purpose to acquire easements over the property identified on the attached Exhibit "A", subject to engineering modifications, if any, for purposes in connection with the Trunk Highway 7/Wooddale Avenue Project; and WHEREAS, City staff and consultants have and will continue to work with the property owners to acquire the necessary easements; and WHEREAS, the City Council finds that the project schedule makes it necessary to acquire title to, and possession of, the easements as soon as possible in order for the project to proceed in an efficient, cost effective and expeditious manner; NOW, THEREFORE, be it resolved by the City Council of the City of St. Louis Park, Minnesota: 1. That the City Attorney is authorized to commence eminent domain proceedings pursuant to Minnesota Statutes Chapter 117 to acquire the necessary easements over the property identified on the attached Exhibit "A", subject to engineering modifications, if needed. 2. That the City Attorney is authorized to acquire the necessary property interest pursuant to the “quick take” provisions of Minnesota Statutes Section 117.042. 3. That the Mayor and the City Manager are authorized to execute all documents necessary, in the opinion of the City Attorney, to effect the acquisition of the necessary property interests. 4. The City has obtained appraisals of the property being acquired. The Council hereby authorizes the City Manager or designee to approve the appraisals and continue negotiations with the property owners relating to the acquisition of the easements. Reviewed for Administration: Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting of February 2, 2009 (Item No. 4l) Page 5 Subject: Condemnation of Land for Public Purposes – Highway 7-Wooddale Interchange Project EXHIBIT “A” RESOLUTION NO. 09-____ Parcel 1 Independent School District 283 PIN No. 16-117-21-33-0005 Parcel 2 Apex Realty Partnership PIN No. 16-117-21-33-0103 Parcel 3 City of St. Louis Park (Lessee: McGarvey Coffee, Inc.) PIN No. 16-117-21-31-0001 Parcel 4 Daljit S. Sikka and Jaswinder K. Sikka PIN No. 16-117-21-32-0057 Parcel 5 Gaylord Ryg and Bonnie Ryg PIN No. 16-117-21-32-0056 Meeting Date: February 2, 2009 Agenda Item #: 4m City of St. Louis Park Human Rights Commission Minutes – October 21, 2008 Westwood Room, City Hall I. Call to Order Chair Miller called the meeting to order at 7:02 p.m. A. Roll Call Commissioners Present: Mohammed Abdi, Mary Feldman, Sharon Lyon, Lisa Miller, Stuart Morgan, Joe Polach, Vladimir Sivriver and Shelley Taylor Absent: Helen Fu and Bill Gavzy Staff: Marney Olson and Amy Stegora-Peterson B. Approval of Agenda The agenda was approved as presented. C. Approval of Minutes It was noted that the youth members’ terms had expired and an advertisement was submitted for replacements. The September 16, 2008 minutes were approved, as revised (youth members in attendance). II. Commissioner and Committee Reports A. Individual commissioner and staff reports Ms. Olson also noted that Ahmed Maaraba had resigned from the Commission. Another person had applied to serve. B. Vision report Ms. Olson distributed a copy of the Vision Lens. She met with the Directors and other groups in the City and presented the Lens and they were excited about it. They would like to have it displayed at all of the front counters of City offices. It is important to get people to recognize it. Magnets will also be made that can be handed out to staff and residents at future events with HRC participation. III. Unfinished Business - None Meeting of February 2, 2009 (Item No. 4m) Page 2 Subject: Human Rights Commission Minutes October 21, 2008 IV. New Business A. Film Series Commissioners discussed possibilities of why attendance was low. Chair Miller suggested considering working with another group that is established and that may have sponsors. Ms. Olson noted that the Human Right Center at the University does a film series and they could potentially work with them and help promote it. Chair Miller stated as part of the work plan they needed to discuss the purpose of the film series, the resources and time involved, and if it should be done differently. They could consider doing only one film per year. Commissioners further talked about ways of spreading the word about the next film to get better attendance. B. Work Plan Sub Committee update Ms. Olson distributed notes from a sub committee meeting. Some of the ideas discussed included: piggybacking on events that draw crowds to reach more people, a cultural festival, or attending an open house being held by the City at the Rec Center. Commissioner Morgan added that they discussed the Commission being a resource for people and acting as a conduit to other organizations by using the web site and hand outs, etc. Ms. Olson indicated they want to form connections with organizations and come up with a presentation for the Vision Lens and show it as a tool. They can present the Vision Lens at events such as Children’s First Ice Cream Social, National Night Out and also to various boards. Another idea is using the City calendar to show the diverse groups of people in the community, “Who is St. Louis Park.” Commissioner Polach suggested the High School ELL teacher as a resource and would ask her to attend a meeting. Ms. Olson suggested canceling the November meeting because the film series is the same week. Commissioners present agreed. V. Set Agenda for Next Meeting ¾ Film Series ¾ Work Plan ¾ Human Rights Award VI. Adjournment The meeting was adjourned at 7:55 p.m. Respectfully submitted, Amy L. Stegora-Peterson Recording Secretary Meeting Date: February 2, 2009 Agenda Item #: 4n City of St. Louis Park Human Rights Commission Minutes – December 16, 2008 Westwood Room, City Hall I. Call to Order Chair Miller called the meeting to order at 7:17 p.m. A. Roll Call Commissioners Present: Bill Gavzy, Sharon Lyon, Lisa Miller, Stuart Morgan, Vladimir Sivriver and Shelley Taylor Absent: Mohammed Abdi, Helen Fu and Mary Feldman, Staff: Marney Olson, Lt. Lori Dreier and Amy Stegora-Peterson B. Approval of Agenda The agenda was approved with the addition of Election of Chair and Vice Chair for 2009. C. Approval of Minutes The October 21, 2008 meeting minutes were approved as presented. II. Commissioner and Committee Reports A. Individual commissioner and staff reports Ms. Olson noted that Commissioner Polach’s term was expiring at the end of the month and he would not be continuing. City Council is interviewing possible replacements. B. Committee reports - Film Series “Our House” Update Ms. Olson stated that the film series went well. The Senior High School borrowed the film to show students. City staff had also requested it. Residents have requested other films that the Commission has shown. Commissioner Taylor felt it was a phenomenal success with great speakers and conversation. Commissioner Morgan received a letter from the speaker stating it was a great experience. The Commission discussed the advertising and that a few negative comments were received about the subject matter. Meeting of February 2, 2009 (Item No. 4n) Page 2 Subject: Human Rights Commission Minutes December 16, 2008 III. Unfinished Business Ms. Olson distributed the Vision Lens magnets. IV. New Business A. Human Rights Award Ms. Olson received three nominations and the Commission could give as many awards as they chose. Commissioners felt they needed more information on Mr. Glasper and Commissioner Taylor volunteered to visit the barbershop. B. 2009 Work Plan Discussion Ms. Olson distributed a draft work plan based on what the work plan sub committee had discussed when they met. She contacted a few people regarding the training and may have a person able to do a “basic” training and educate them on how they can share the information. Commissioners approved the work plan. C. 2008 Annual Report Ms. Olson stated she needed to provide the Annual Report with the Work Plan to City Council. They will discuss it at a Council study session. The report includes all activities the Commission has done over the past year. She would notify Comissioners of the meeting date. The next meeting is January 20th, which is also the inauguration. The agenda will be limited, but the Commission should choose the recipient of the Human Rights award. The Commission will continue meeting monthly on the third Tuesday. D. Election of Officers Commissioner Morgan was nominated as Chair and accepted the nomination. Commissioner Miller was nominated to serve as Vice Chair and accepted the nomination. The Commission approved the nominations. V. Set Agenda for Next Meeting Human Right Award Recipient VI. Adjournment The meeting was adjourned at 8:25 p.m. Respectfully submitted, Amy L. Stegora-Peterson Recording Secretary Meeting Date: February 2, 2009 Agenda Item #: 4o OFFICIAL MINUTES PLANNING COMMISSION ST. LOUIS PARK, MINNESOTA December 17, 2008--6:00 p.m. COUNCIL CHAMBERS MEMBERS PRESENT: Lynne Carper, Claudia Johnston-Madison, Robert Kramer, Richard Person, Carl Robertson, Larry Shapiro MEMBERS ABSENT: Dennis Morris STAFF PRESENT: Meg McMonigal, Adam Fulton, Greg Hunt, Gary Morrison, Bruce DeJong, Scott Brink, Nancy Sells 1. Call to Order – Roll Call 2. Approval of Minutes of December 3, 2008 Commissioner Johnston-Madison made a motion to recommend approval of the December 3, 2008 minutes. Commissioner Shapiro seconded the motion, and the motion passed on a vote of 6-0. 3. Other Business A. Ellipse TIF Plan Conformity with Comprehensive Plan Resolution No. 80 Greg Hunt, Economic Development Coordinator, presented the staff report. Commissioner Johnston-Madison made a motion to recommend approval of Resolution No. 80 finding the proposed establishment of the Ellipse on Excelsior Tax Increment Financing District to be in conformance with the Comprehensive Plan of the City of St. Louis Park. Commissioner Person seconded the motion, and the motion passed on a vote of 6-0. Meeting of February 2, 2009 (Item No. 4o) Page 2 Subject: Planning Commission Minutes December 17, 2008 B. CIP Conformity with Comprehensive Plan Bruce DeJong, Finance Director, presented the staff report. Commissioner Person asked for an update on planning for the fire station. Mr. DeJong discussed the schedule. Discussion was held about the Highway 7 overpass, state budget deficit and MnDOT projects, and the West 36th Street streetscape project. Commissioner Person asked if the West 36th Street project included public art and if Planning Commission would see the streetscape plan. Meg McMonigal, Planning and Zoning Supervisor, replied the finalized plans included public art. She said staff could present the final plans to the Planning Commission. It was 90% complete. Commissioner Carper made a motion to find the 2009-13 Capital Improvement Plan consistent with the City’s Comprehensive Plan. Commissioner Kramer seconded the motion, and the motion passed on a vote of 6-0. 4. Hearings A. Conditional Use Permit for In-Vehicle Sales and Variance – Mulberry’s Cleaners Location: 3900 Minnetonka Boulevard Applicant: Daniel G. Miller (Mulberrys, LLC) Case Nos.: 08-47-CUP and 08-48-VAR Gary Morrison, Assistant Zoning Administrator, presented the staff report. Commissioner Kramer commented that traffic leaving the pick up area would exit onto France and turn left onto France. He asked if there was a concern about traffic. Mr. Morrison replied there were no concerns about traffic, this was a low volume use. Chair Robertson asked about landscaping along the north side and the buffer fence. He asked if there is enough room with the proposed traffic flow to add any landscaping to soften the fence. Meeting of February 2, 2009 (Item No. 4o) Page 3 Subject: Planning Commission Minutes December 17, 2008 Mr. Morrison replied staff looked at it and felt because it was such a small parcel, there was not enough room. They added some landscaping along Minnetonka Blvd and along the building. Along the north, the drive lane goes right to the property line. Chair Robertson asked if there was more parking than required. He said he had issues with the parking backing up to the drive aisle. They couldn’t have a drive aisle and a parking lane be one in the same. Mr. Morrison replied that had not been discussed. The parking lot was existing. It was such a small site, this was the best they could do. To remove parking and reduce it to less than five parking spaces was limiting what could happen on that property and difficult for businesses to survive. Dan Miller, applicant, thanked the Planning Commission for welcoming him to the community. Chair Robertson opened the public hearing. As no one was present wishing to speak, the Chair closed the public hearing. Commissioner Kramer asked about the walkway between France and the front door. Mr. Morrison responded customers walking to the site would be coming from the residential neighborhood to the north and that was the quickest access directly into the building from the existing sidewalk on France Avenue. Another location could be coming down to the south along Minnetonka Blvd. Commissioner Kramer asked if people would walk on that path and if it gave a false sense of safety. Mr. Morrison replied the path would be painted. Chair Robertson thought this was a nice improvement, but the parking bothered him. Shifting the accessible parking space to the corner and possibly rotating the other two so they were back to back would fit in the same and would eliminate the conflict between the two. He would like the applicant to take a look at that. He said it can and should be improved. Meeting of February 2, 2009 (Item No. 4o) Page 4 Subject: Planning Commission Minutes December 17, 2008 Commissioner Johnston-Madison made a motion to recommend approval of the Conditional Use Permit for In-Vehicle Sales and Variance, subject to conditions recommended by staff. Commissioner Kramer seconded the motion, and the motion passed on a vote of 6- 0. B. Conditional Use Permit for Fill – Boardwalk Center Location: 3555 State Highway 100 Applicant: PBK Investments Case No.: 08-46-CUP Adam Fulton, Planner, presented the staff report. Commissioner Carper asked about the traffic flow at the intersection. He had seen traffic studies on the intersection for other projects. Mr. Fulton replied there were some traffic studies predominantly pertaining to the Park Summit project located on the Southeast corner of the intersection. The traffic related to the intersection focused predominantly to the south where Park Center Blvd could potentially be extended to the South to connect directly to Excelsior Blvd. This intersection review is being completed by the same consulting firm that completed the traffic study and will take any concerns into account in the intersection design. Chair Robertson asked about the final grade. Mr. Fulton replied probably less than 10%, per a typical engineering standard. They will probably match the existing grade or make it less steep. Commissioner Johnston-Madison felt any improvement to the driveway was a good idea. Mr. Fulton described the proposal further. Commissioner Person asked about the contours shown in the handouts showing a drop of eight feet from the street to the west end of the site. That would be a lot less than a seven-degree grade. Mr. Fulton responded it is a fairly minimal grade. The decrease in elevation is being handled over a longer distance and will occur more gradually. Chair Robertson opened the public hearing. As no one was present wishing to speak, the Chair closed the public hearing. Meeting of February 2, 2009 (Item No. 4o) Page 5 Subject: Planning Commission Minutes December 17, 2008 Commissioner Kramer made a motion to recommend approval of the Conditional Use Permit for fill, subject to conditions recommended by staff. Commissioner Johnston-Madison seconded the motion, and the motion passed on a vote of 6-0. C. (continued from December 3, 2008) Major Amendment to a Special Permit for the reconstruction of the athletic facilities Conditional Use Permit for grading of over 400 cubic yards of material Conditional Use Permit for modifications to the floodplain Location: 2501 Highway 100 South Applicant: Benilde-St. Margaret’s School Case Nos.: 08-45-SP, 08-43-CUP, 08-44-CUP Mr. Fulton presented the staff report including the site, public process, sound/noise issues, neighborhood involvement, storm water management, and trail easement. He corrected the setback information noted in the staff report that Benilde was 19 feet to the property line on the north field. Benilde-St. Margaret’s is able to meet the 25-foot setback requirement. He said Benilde will plant trees to the east and south of the proposed main field, along the frontage road and would add trees on the north and south side adjacent to Princeton Court. Scott Brink, City Engineer, discussed the storm water management and Princeton Court townhomes. The Benilde property has a minor impact on the high water elevation, however they want to make sure whatever they do on the property doesn’t increase the flood elevation or provide negative impacts. Staff looked at the storm water calculations to make sure they met the City requirements and did not increase the rate or volume into the wetland flood storage. The Watershed District still has several detailed comments that need to be worked out with the plan. Commissioner Johnston-Madison noted the report from BKBM that was attached to the letter from Robert DeMay and asked if Mr. Brink had an opportunity to review it. Mr. Brink replied he received it that day and hadn’t had a chance to go through it thoroughly. Commissioner Johnston-Madison stated she detected unresolved issues and concerns in the materials and asked at what point the City would be looking at those issues. Mr. Brink responded the main thing is to make sure that the wetland and the lake flood elevation is not increasing. They know that was not going to happen even based on some of the points made in the BKBM report. A lot of the comments are technical, and things to be worked out with the details of the site plan. Meeting of February 2, 2009 (Item No. 4o) Page 6 Subject: Planning Commission Minutes December 17, 2008 Commissioner Kramer stated he read through the materials and Mr. Brink made it sound like the townhomes should have a small concern regarding the entire program Benilde was proposing, but why was it the townhomes residents had the perception that this was a major issue? Mr. Brink replied he couldn’t speak for the residents, but they had some flooding problems from the storm sewer in the street. He met with the neighbors and their concerns were valid. Commissioner Johnston-Madison asked what kind of flooding they had experienced. Mr. Brink replied he was not aware of any structural flooding during his time with the City. Flooding can mean many things including structural or heavy ponding that isn’t damaging property. Commissioner Person indicated Mr. Brink mentioned some things like underground detention, permeable pavers or pavements, additional landscaping, perhaps rain gardens and asked if he could go into more detail in how that would help with the storm water mitigation. Mr. Brink indicated it involved storage of water on the Benilde site and releasing the water to the wetland at a rate that is acceptable to the City and the Watershed that doesn’t negatively impact the property down stream. They would build a combination storage system and pipe system that goes out of the storage system in a manner where they can limit it. He said permeable pavement is fairly new and the theory is that instead of the water discharging directly into the storm sewer and into the wetland, it will seep through porous pavement and go straight into the ground and eventually into the ground water. Doug Kulee, Co-chair of the Building Committee, Benilde-St. Margaret’s, introduced members of the Building Committee and those involved with the project. He presented Benilde-St. Margaret’s history and the issues and reasons for the proposal. Commissioner Johnston-Madison asked if the main field which would be the track field, was grandfathered with the lighting. Mr. Fulton replied that was correct, it was grandfathered in regarding the lighting. Benilde could volunteer to modify the lights so they did not cause as much spillover. Commissioner Johnston-Madison asked if Benilde had considered what it would cost to modify the lights on that field. Mr. Kulee replied the code had been met, but they were willing to look at the cost of modification. Meeting of February 2, 2009 (Item No. 4o) Page 7 Subject: Planning Commission Minutes December 17, 2008 Commissioner Carper asked if neighbors were allowed to go onto the fields when they were not in use. Mr. Kulee responded unofficially it happened. People are often walking around with dogs, etc. Chair Robertson opened the public hearing. Robert DeMay, 2505 Quentin Ct, commenting on his behalf and the Condominium Association, stated that they respected Benilde St. Margaret and believed Benilde also respected the Association. They wanted to maintain their property value and the reasonable residential use of their property. He referred to his letter, which the Planning Commission had received. The major point of concern is that Benilde says it will do many things. He believed Benilde was a good neighbor and wanted to be a good neighbor, but they didn’t believe the Planning Commission could approve a concept. One example was that there had been discussion about floodplain maintenance and the drainage system. There is talk about the concept, but there were things to be worked out. That didn’t give much comfort to members of the association. There has been real flooding twice and the water came into the lower levels and had to be taken out and damage was done to several units. He received a memorandum from the Watershed District consultant, Todd Schumacher, going through questions that the Watershed District still hadn’t answered. Mr. DeMay said it isn’t clear if this plan can meet the drainage requirements. The plan involves squeezing fields into every inch of the property. Until the issues were resolved, the Association believed a recommendation was premature. Mr. DeMay spoke about the lot as a non-conforming lot. He stated that any expansion of the use of the lot is prohibited, any expansion of the character and the intensification of the use should be prohibited. Under the special permit, it should either be brought into conformance or made closer to compliance with the current requirements. Currently field five is ringed around two sides with trees and a full buffer and there is a buffer next to the parking lot as well. Some of the units see the buffer of trees and barely see the original field. Other units see a diamond and buffering to the rear, not the old field. In the new proposal they can see the new field, a gatehouse and a plaza. Is this bringing it more into conformity or are they intensifying the non-conforming use? The Association believes they are intensifying the non-conforming use. They are willing to work something out with Benilde, but they believe the presumptions should be, bring it into conformity if you are going to increase the intensification of the use and if you can’t bring it into conformity by being the full 25-foot setback, work out something that makes sense. He asked to also make sure they stay consistent with the current CUP. The proposal is to take trees along the East side of the parking lot that were part of a condition of a previous CUP to be a substitute for other conditions in the CUP and now they were going to remove those trees and put them along the property line. He thought the intent was right, but the plan wasn’t there yet and there were many ways in which their Association was under a threat of being deprived of the Meeting of February 2, 2009 (Item No. 4o) Page 8 Subject: Planning Commission Minutes December 17, 2008 reasonable, enjoyable residential use of their property. Until all of those issues could be resolved, he suggested the Planning Commission should not recommend that plan. Duane Krohnke, 2505 Princeton Ct, agreed with Mr. DeMay’s comments. He distributed a hand out to Commissioners. He said the conditions proposed by the Planning Department were inadequate to protect the homeowners. They proposed additional conditions, some of which had been accepted in concept by the school. They need to be in the special permit as conditions. He rejected the argument made by the City Planner based on assumptions stemming out of the alleged setbacks in the mid 1980’s by some of the town homes from the property line between them and Benilde. When the town homes were developed, the Benilde field immediately to the north was vastly different than it is today and from what they propose. Until 1985, there was a mini forest, a grove of trees and a casual recreational field. There was no intent when the town homes were built that this would impose upon or welcome an amenity like what they have now or what is proposed. In 1995, the conditions of this field were significantly and abruptly changed without notice to the neighborhood, to the public and without any permit by the school. They destroyed the forest and destroyed the tree grove. Immediately after the Association protested to the City. His home was barely above the 875 feet and he was concerned that whatever calculations or assumptions were made, if there was any mistake, he would be adversely affected. He objected to the recent removal of cottonwoods from the City’s definition of significant trees. They had been buffered by large Cottonwood trees which provided significant protection. He requested the application be denied or at the minimum tabled. Linda Goldberg, Executive Director Beth-El Synagogue, 5224 W 26th St., stated that Benilde-St. Margaret’s has been a responsible and responsive neighbor over the years. Benilde and Beth-El share many things together, most notably parking. Their schedules are busy at opposite times and lots are shared for overflow parking which relieves the neighborhood of parking issues. Joan Sullivan, 2317 Westridge Lane, has had many discussions with Bob Tift, Pres. of Benilde, because her property is right up against the football field. They had been trying to work on things for her. They sincerely want to change this, but she didn’t trust that they would. The CUP needs to have in place enforcement issues, so they can make it very clear what has to happen if Benilde disregards the law, as it often does. Joy Peterson, 2301 Westridge Lane, stated her property is close to the existing field. She supported moving the field or moving most of the games to the new field in concept. She had concerns Benilde would continue to use that field at the same time. They referred to it as a track field, but that was not what they were calling it at their meetings. They were talking about having two varsity games at the same time. Some of her concerns were that Benilde hadn’t succeeded in being a good neighbor in last 15 years. Things had become progressively worse. She often heard disrespectful music in the spring. She wanted to believe that things were going to get better, but was concerned about why they hadn’t gotten better in the last several years. Meeting of February 2, 2009 (Item No. 4o) Page 9 Subject: Planning Commission Minutes December 17, 2008 Nicholas Slade, 2316 Westridge Lane, indicated there had been an increase in usage in the last six years he had been living there. He agreed that Benilde was attempting to try to address the issues, but didn’t think the plan was there yet and requested the item be tabled to try to resolve some of the issues. He didn’t want to see the problems he had with sound and lights be moved on to Princeton Court. He had issues about the number of trees. His biggest concern was the enforcement issue. They regularly have noise problems with the current field. When the lights are on, his entire back yard is lit up. The lights and sound system currently are not complying, even though they have made some attempts. He noted recent experiences with noise, stating Benilde needs to comply with the law and they currently don’t, although neighbors complain on a regular basis. In the six years he has lived there, the amount of usage and number of games had increased. What is to say in the future that usage wouldn’t change? He felt there needed to be limits in the CUP for future usage to keep it restricted. He suggested they deny or table the item until all issues are truly addressed. Another concern was the access point to the west, on Park Woods Rd. He applauded the efforts to move the field and add parking, but that road has parking on both sides and it is very hard for the neighborhood to go in and out of that area. Stan Jurgenson, 2309 Westridge Ln., expressed concerns about noise issues. If there is a new field he hoped all of the issues and concerns would be addressed. He would like to see it put in writing that the existing field would only be used for track and junior varsity and that there would never be loud speakers after 5:00 p.m., except for track meets. He would like to see in the writing that the fields are not going to be used for anybody else other than Benilde teams and maybe on occasion a loaned field. Maybe they should consider a penalty, such as forfeiture of the next game or something monetary. Ward Johnson, 2200 S. Hill Lane, agreed with previous speakers about the noise and that there needs to be something in writing. One of the main issues he saw with the uniqueness of Benilde and their location was that it abutted to residential on three sides. In Benilde’s literature they state their outdoor facilities are for joyful celebration. This is in conflict because the residents want a quiet, stable, and well-maintained living environment. One of the issues is that in Benilde’s hope and desire to celebrate, they celebrate to the max, with maximum noise levels. There was never any presentation of setting the sound at lower than the maximum. That is very important to try to achieve as Benilde goes forward with their proposal. At the parking lot for number four field, overflow parking goes on the street. In the new design, he asked the design team to have the staff parking remain staff parking and shut off access and flow everything out of the south parking lot into the fields. He would like to see a design to show how the flow could go out of the south parking lot. Benilde and their consultants had spent about a year working on this. He asked to continue the public hearing to January 21st. He distributed some handouts. He said the neighborhood has been working on sound issues for eight years. He asked if more testing could be done by City staff with Benilde’s consultants to come up with a solution. Meeting of February 2, 2009 (Item No. 4o) Page 10 Subject: Planning Commission Minutes December 17, 2008 Tom Cesar, BKBM, stated he was available for questions from the Commission. Chair Robertson closed the public hearing. Ms. McMonigal clarified that the use was not non-conforming, it was a conforming use. She said there was not a recent elimination of cottonwoods designated as a significant tree. The City Forester has been asked to look into whether larger cottonwoods and some other types of trees should be considered as significant trees. Ms. McMonigal asked Mr. Brink to describe the general water flow in the area. from the Benilde site and where the water flows to. There is some confusion about whether it flows toward the Princeton Court townhomes or not. She addressed parking on Parkwoods Rd., noting staff spoke with the Fire and Emergency staff who indicated they could get vehicles through when there is parking on both sides. It is a public street, and neighbors could petition the City to have parking restrictions on that road. Chair Robertson asked about parking permits. Ms. McMonigal replied there are a few locations that have parking permits in St. Louis Park. Mr. Brink described how they were proposing to route stormwater. On the south side of field two, where additional parking spaces would be created is where the underground storage would be built. Through the rest of the project, there are storm lines that drain to that point. From there it would flow directly east alongside the south side of field one and into the existing wetland and new wetland created that ultimately flows just south of the existing football field and into the wetland and into Twin Lake. Commissioner Johnston-Madison noted in regard to parking on Parkwoods Rd., the neighbors should be proactive and work with the City and consider parking by permit. With this amount of proposed change, if this moves forward, she felt Benilde should be required to look at updating the lights on the current field. She was not comfortable about the flooding as described in the letter from Mr. DeMay. She felt more research needed to be done regarding the cause of that and if that would be alleviated if the condos were built right at the flood level, why did that occur? Mr. Fulton responded he was surprised to learn they were built at 875.1 feet. When he looked through their original approvals, one of their conditions of approval for the town homes was that the lowest floor elevation be 876 feet. He didn’t understand why they were built at 875.1 feet at the lowest. Commissioner Johnston-Madison and Ms. McMonigal discussed general water flow. Ms. McMonigal indicated it was her understanding that the water flowed away from townhomes, not toward them. Meeting of February 2, 2009 (Item No. 4o) Page 11 Subject: Planning Commission Minutes December 17, 2008 Commissioner Johnston-Madison stated in the new proposal that was fine, except that the water was flooding now and it had flooded twice in the recent past. Mr. DeMay clarified that all of the water they were talking about flows into the DNR wetland and then there is a dug out pond that is on the side of the Princeton Court units that are next to that wetland. The pond that is between them is connected by a culvert, so all of the water flows into the wetland and adjoining areas and the town homes are right along that wetland. The 875.1’ building abuts right up against the wetland. He didn’t know how it got there, but they were dealing with it, and it was essentially everybody’s problem. They were not saying Benilde had to take care of it, they were saying to make sure that all of the calculations are done so that they can be sure that Benilde’s changes don’t do anything that will exacerbate it and those questions are unanswered. Commissioner Johnston-Madison stated Benilde should think about if the proposed practice field was necessary. She was hearing from a lot of people that Benilde needed to limit the number of fields in use at any given time. Mr. Fulton indicated sound regulation was something that fell outside the scope of the zoning ordinance. Some of the other questions could be addressed through the mechanism of a conditional use permit. Commissioner Johnston-Madison stated she would leave that on the table as something to talk about. In terms of enforcing the ordinances, she asked if the Inspections Dept. enforced the light or the sound? Mr. Fulton replied they enforce the noise ordinance. The light falls within zoning ordinance. Commissioner Johnston-Madison stated one of the challenges of living in a neighborhood like this, once the disturbance happens, it is over with. She was not comfortable moving forward at this time. Commissioner Kramer agreed that he was not comfortable making a recommendation. Commissioner Person asked for an estimate about the number of events with light and sound, by day of the week and season, that would occur with the new complex. Commissioner Carper felt some of his questions had been addressed adequately and he had gotten enough information in terms of the water flow and the flood levels. Watershed District requirements and approval would happen on its own course. He said he was disappointed to hear they were still having sound problems from the football field as it exists. There is some grandfathering effect in terms of the lights and sound. He suggested perhaps it would be appropriate for Benilde to spend a little more money to mitigate those issues that Meeting of February 2, 2009 (Item No. 4o) Page 12 Subject: Planning Commission Minutes December 17, 2008 seem to be happening rather than just fielding complaints and develop a method to meet with neighbors regularly and report to City Council in a more structured response to the community. Commissioner Shapiro stated the current sound issues need to be dealt with. Looking at the plan, it would appear that moving the football field to the middle of the site and moving the main baseball field to the middle of the site would mitigate some of the sound complaints. This should reduce the noise to the neighborhood. They all would want to know that the water issue was not going to make things worse. Chair Robertson stated overall he liked the plan. He agreed with the comments made that a lot of thought was put into it (20 iterations). He said he thought the design was well thought through and worked well. A lot of the issues brought up were real issues, but they were somewhat outside of what the Planning Commission review. The sound and light engineers need to work out details. They trust that when something moves forward and it is approved per DNR approval, that the hydrologist at the DNR would be looking at this and making sure that what was happening was not making the situation worse. The Planning Commission does look at the big concept and comment on it and make sure the small details are to be addressed, but they were not the right body to make decisions on those details. Everything explained to him as far as changes being made in the hydrology and in the design was going to lessen the impact. He said the water was not Benilde’s problem, they don’t want them to make it worse, but it was not their problem to solve. He thought the design would decrease Benilde’s runoff into the water system and they were helping the system with this design. He spoke about comments made about setbacks and what was on the other side of the property. It might have been wooded, but they couldn’t control what the neighbor did on their property. If they want to cut down the tree, it was their tree to cut down. They help them replace it. Chair Robertson said he was worried after hearing comments about the lighting. Mr. Fulton noted that the existing light has a broad exception for any outdoor recreation lighting that was installed previously, there are no regulations for foot-candles in existing recreational lighting. Chair Robertson said the sound issues were one of the toughest problems and was not something the Commission could address. It was frustrating it had been going on for so long. He liked the idea of game forfeitures. For the most part he liked the plan and felt he had enough information to make a recommendation. The concept was good. There were some issues to work through, but not enough to slow down the process. Commissioner Kramer said he respected Chair Robertson’s comments, although if he was saying the decibel level was not within the Commission’s purview, he didn’t agree. It isn’t clear that this plan is going to be in compliance any more than it was clear that the runoff would be in compliance, any more than it was clear that the setbacks were right. He had Meeting of February 2, 2009 (Item No. 4o) Page 13 Subject: Planning Commission Minutes December 17, 2008 questions for the sound engineer, it sounded like there could be more than one sound system operating at a time, was that correct? If so, are decibels from two sound systems additive or how does that work? He asked for discussion about competing sound systems and what it does to the brain and to the neighbors. Dan Cincoski responded when two sound systems are working at the same time, if they are both at exactly the same level and similar sound type, you will increase the sound level by about 3db. If they were saying at the boundary one sound system is providing 60 db of sound, those two sound systems working exactly the same together would be 63 db. That was only if they were exactly the same. If one is different, then there is a drop down to 60 db. The intention is to make the sound 60 db at the boundaries. The sound level at the fields would be adjusted based on that. Commissioner Kramer asked if the analysis took into consideration the reflective sounds off the hard surfaces of other buildings and the absorption of trees, etc.? Mr. Cincoski replied it doesn’t deal with any absorption of the trees, they would help improve it. As far as the building, the same application applies to the two sound sources together. If the sound bounces off the building, it could contribute about 3 db. The building has no focal points and spreads the sound out. Commissioner Kramer stated even if the speakers were directed toward the highway, would it hit the building and bounce back toward the residences? Mr. Cincoski stated at the baseball field they were not directing the sound, they were using directional speakers and were minimizing the amount of sound that hit the building and directing it away from the building. The sound coming from the stadium field is directed toward the building, but the speakers are being put up high enough that they are directed down and the sound going out is attenuated quicker. The sound that hits the ground would go up in the air. Commissioner Kramer asked if the sounds could be heard inside of a house? Mr. Cincoski replied if the house is close to the property line and it is 60 db at the property line and the windows are open, they would probably hear it. If the windows are closed, it is possible at some times they would hear a little bit of sound, but it would be very low in level. Commissioner Kramer asked what level it would have to be for a neighbor to hear it 2 ½ blocks away? Mr. Cincoski responded by providing an example from his home in Wayzata two miles from the high school, where he can hear it at a 30-db level. It carries on for a long way, but gets to a level that is acceptable (60 db is legal during the day and 50 db at night). Meeting of February 2, 2009 (Item No. 4o) Page 14 Subject: Planning Commission Minutes December 17, 2008 Commissioner Kramer asked about the bass range of the speakers. Mr. Cincoski stated the systems that have been designed and the new sound systems can be tuned so there isn’t a lot of bass energy. Voice energy would be the strongest. This sound system is not designed to put out high levels of bass. Commissioner Kramer asked if Beth El had been able to hear any of the sounds inside the building during services. Ms. Goldberg replied no. Commissioner Johnston-Madison understood why Benilde would want to improve their fields. At the same time, she didn’t agree that this was the best plan and was questioning whether the practice field was necessarily. She agreed that they had to take a look at the sound, lighting, and water flow. Commissioner Person said he was inclined to table this. Many speakers submitted 20+ pages of possible conditions and they needed an analysis from staff as to whether the staff recommendations covered the other recommendations for conditions that had been submitted. Commissioner Shapiro said he agreed with Chair Robertson’s comments and liked the plan. The plan wasn’t going to go forward if the Watershed District doesn’t give approval. The Planning Commission was not there to decide whether the water worked or not. Commissioner Carper said he was prepared to vote on the item, however he thought they would find themselves in a tie. Under those circumstances, he supported tabling the item. Ms. McMonigal asked what information could be brought forward that would help the Commission on its decision. She was concerned about bringing back a lot more detailed information that would be resolved by the Watershed District. Chair Robertson stated he would be comfortable moving it forward, asking staff to review the materials with the applicant and either including them or not including them as it moves forward to City Council. There was still work to be done, but what was there was worthy of moving forward. Commissioner Kramer stated on paper it looked like a good plan, what he was hearing from much of the neighborhood was a lack of confidence in Benilde’s ability to police itself. Mr. Fulton noted that Planning staff met with Inspection and Police staff. Inspections staff has regularly monitored the situation and had determined Benilde has been in compliance. The perception by the neighborhood was that it had not been in compliance. The Meeting of February 2, 2009 (Item No. 4o) Page 15 Subject: Planning Commission Minutes December 17, 2008 monitoring that has taken place has shown them to be in compliance, which is being disputed by neighbors. Commissioner Johnston-Madison stated that Benilde hadn’t policed itself as well as it could. Mr. Kulee explained he was a volunteer. Benilde taught him to give back to the community. He was there to present and continue the legacy of good quality education. He wanted to address a couple of the comments and thought it was a part of the Planning Commission and City Council to adhere to and respect the staff, the City Engineer and the Watershed District who do analysis on a regular basis. Benilde does not take this lightly. Benilde was empathetic with Princeton Court residents. The developer installed their buildings at an improper location. That was not the fault of Benilde-St. Margaret’s. Benilde would adhere to the requirements of the City and would not increase the rate of flow and would improve the water quality in this area. He stated Benilde was not adding fields, they were improving the quality of their fields. Benilde would adhere to anything the City came up with regarding restrictive parking on the north side. They understood the existing lighting system was a grandfathered system. They would work with the City and neighbors to improve that in any way they could. They could disconnect the system until they came up with a plausible solution for the neighbors. They had talked about the sound-limiting device. They were willing to do it prior to the new fields being installed. Bob Tift, President of Benilde St. Margaret, indicated in the Elmwood neighborhood where he lives, he was able to hear announcements from the St. Louis Park High School. He knew that residents put up with a lot of noise, which was part of living next to a high school and he apologized for the noise issues in the past. One of the challenges of working with adolescents was that it was a learning experience every day including someone wanting to bend or break the rules. Benilde has consequences for that. He said Benilde recently got a bid for the decibel limiter, so no matter what the input source was, it would limit it. They will continue to do their best to monitor content and the issues noted. Graham Sones, ATS&R, reiterated that the plan had come from twenty renditions. They are in step with the Minnehaha Creek Watershed District in obtaining all of the requirements. This is a particularly difficult site. It has some grandfathered storm water conditions on it. The existing wetlands in place need to be mitigated, but they also serve the function of water quality and storm water rate control. That calculation was integral to the beginning of this process and they continue to use that quantity to measure the requirement for water quality and phosphorus removal. The Watershed District has provided an analysis of their calculations and there are more questions to be answered on their part. They are in step with that process. They are being heard at its first meeting in January. One of the other aspects of the storm water that they require is working with best management practices, which they are doing by installing vegetative swales. They also are limiting the rate rainwater leaves the site with the stormwater not to exceed the current rate. They are also handling a fair amount of storm water from the City street. There is an easement that runs into the Benilde property, a 15” pipe that deposits water into the wetland. In order to fill that wetland, they Meeting of February 2, 2009 (Item No. 4o) Page 16 Subject: Planning Commission Minutes December 17, 2008 need to store that water for rate and treat the water for water quality to the degree he mentioned. He was confident they could take care of the 15 items the Watershed District had put in front of them. The process is well underway, the design is solid and they were confident they could proceed. Dean Beeninga, ATS &R, Project Architect, stated this had been a very important process for all of them for a long time. The committee had been working 2-3 years on this project. In 2000 they improved the facility with an auditorium, a chapel and some additional classrooms. This is a follow up to a 20-year master plan. What they did as the next step was to improve the facilities or the grounds for the increased use of athletics with the advent of girl’s athletics, Lacrosse, and the high participation rate. They have items in place to follow all of the regulations. The sound system can be regulated. They have baffles on the lights so the light doesn’t leak. The new lights will be taller and will shoot down. They had been working hand in hand with the Watershed District. There is no way they can go forward without their approval. They felt sound, light and water were the main items in this project that had very aggressively been addressed and worked on with City staff. Each field is precious to the school. The plan takes the concentration of the events to the middle of the field, furthest from the north and south. It brings the biggest field closest to the parking, in the middle of the field. They didn’t think the periphery or the north would be used as much and mostly be used in the afternoon. The baseball field was the next most intense and it had been pulled close to the building in the middle of the field and close to the parking. Field five was mostly for physical education and softball practice and not a competition field. It would be used mostly during the day. Commissioner Johnston-Madison indicated that the Commission hadn’t missed the point and understood that the issues were sound, light and water. When she talked about overwhelming information, it was not that she didn’t understand, she just wanted to make sure that they considered all of the information presented. She asked Ms. McMonigal when it could go forward to City Council. Ms. McMonigal replied it could go January 5th or January 20th. Commissioner Johnston-Madison suggested it be the later date, the reason being if she moved it along it would be with the understanding that the documents presented at this meeting were reviewed by staff and that those issues are addressed. Commissioner Kramer asked if they could include some of the terms in the CUP addressing the noise level, lighting, etc. He said what would give him comfort would be to know that there is a way to manage those issues. Sound and light were harder to get their arms around. He wanted it somewhat codified that these issues were there today and there was someone on staff who would watch them. Meeting of February 2, 2009 (Item No. 4o) Page 17 Subject: Planning Commission Minutes December 17, 2008 Chair Robertson replied under the conditions, they could reiterate that 65 db is the limit at the wall. They could talk about reducing bass to the minimum level necessary to function and things along those lines. Commissioner Kramer asked if they could do that and knowing that the City Council was going to review this he wanted to make sure they were looking at this carefully. He would be willing to move it to the City Council if the new recommendations are given and it is put into the CUP that they have some very clear recommendations. Chair Robertson stated everything given to them would be put into the record. Commissioner Kramer stated he would only do that if the Council pays attention to this and that the Planning Commission was sharing information with them. Ms. McMonigal stated the Commission may add any conditions or suggestions with the motion. Commissioner Johnston-Madison noted the point she was trying to make was if it moved forward, that staff take a serious look at all of the information and make recommendations to Council. It was one thing to hand the information to Council and another to have it evaluated by staff to see what was proper and what wasn’t. Ms. McMonigal suggested the Commission add as part of the condition that staff review the new documents and provide recommendations to the City Council. Commissioner Person indicated that was what he was saying as well. They talked about tabling this, but he agreed with the other Commissioners that as long as staff was thoroughly considering the information and making them as part of their report to the City Council, along with the Planning Commission recommendation he would be satisfied with it. Commissioner Shapiro stated the Commission could control certain things and say that the sound system had to be within a certain range at the property line because that was what the sound requirements were. There was a difference between sound coming out of a loudspeaker and noise. They would not be able to tell the students how loud they could cheer, there would be noise in the neighborhood. That is part of having an athletic field there. They could regulate the lights, they could control the sound that came out of the speaker, but beyond that, he didn’t believe they could get involved. Commissioner Kramer thought that the ordinance was about amplified sound and not about voices and he respected what Commissioner Shapiro was saying. Meeting of February 2, 2009 (Item No. 4o) Page 18 Subject: Planning Commission Minutes December 17, 2008 Commissioner Shapiro made a motion to recommend approval of the Major Amendment and Conditional Use Permits, subject to conditions recommended by staff and consideration of the additional materials the Planning Commission had been provided at the meeting from the neighbors. Commissioner Kramer seconded the motion, and the motion passed on a vote of 6-0. 5. Communications - None 6. Adjournment The meeting was adjourned 9:30 p.m. Respectfully submitted, Amy Stegora-Peterson Recording Secretary Meeting Date: February 2, 2009 Agenda Item #: 4p 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 January 17 through January 30, 2009. 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 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 1Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 185.91TREE MAINTENANCE GENERAL SUPPLIESA-1 OUTDOOR POWER INC 508.80TREE MAINTENANCE SMALL TOOLS 694.71 432.13VEHICLE MAINTENANCE G&A GENERAL SUPPLIESA-OK EQUIPMENT & SUPPLY CO 432.13 9.76PARK BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESACE SUPPLY CO 9.76 350.00GENERAL REPAIR EQUIPMENT MTCE SERVICEACTION FLEET INC 3,840.79EQUIPMENT REPLACE G&A MACHINERY & AUTO EQUIPMENT 4,190.79 1,340.47OPERATIONSEQUIPMENT MTCE SERVICEALEX AIR APPARATUS INC 1,340.47 195.00HUMAN RESOURCES SUBSCRIPTIONS/MEMBERSHIPSAMERICAN PAYROLL ASSOC 195.00 57.86GENERAL BUILDING MAINTENANCE OPERATIONAL SUPPLIESAMERIPRIDE LINEN & APPAREL SER 137.70PUBLIC WORKS OPS G & A OPERATIONAL SUPPLIES 152.01PARK MAINTENANCE G & A OPERATIONAL SUPPLIES 95.92ENTERPRISE G & A GENERAL SUPPLIES 88.58VEHICLE MAINTENANCE G&A OPERATIONAL SUPPLIES 67.92WATER UTILITY G&A OPERATIONAL SUPPLIES 67.92SEWER UTILITY G&A OPERATIONAL SUPPLIES 667.91 286.49INSTALLATIONOTHER IMPROVEMENT SUPPLIESANDERSEN INC, EARL 147.34SKATING RINK MAINTENANCE GENERAL SUPPLIES 433.83 791.97BUILDING MAINTENANCE GENERAL SUPPLIESAPACHE GROUP OF MINNESOTA 791.97 191.94GENERAL CUSTODIAL DUTIES CLEANING/WASTE REMOVAL SUPPLYARAMARK UNIFORM CORP ACCTS 97.30ENTERPRISE G & A GENERAL SUPPLIES 289.24 25.00ENVIRONMENTAL G & A SUBSCRIPTIONS/MEMBERSHIPSARBOR DAY FOUNDATION 25.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 2 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 2Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 305.00BUILDING MAINTENANCE LICENSESASCAP 305.00 30.95COMMUNICATIONS/GV REIMBURSEABL TELEPHONEAT&T 30.95 450.00FACILITY ROOM RENTAL RENT REVENUEBALENGER, BETH ANN 450.00 16,565.00STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICESBASSETT CREEK WATER MGMT 16,565.00 254.75RANGEOPERATIONAL SUPPLIESBATTERIES PLUS 31.57BUILDING MAINTENANCE GENERAL SUPPLIES 286.32 150.00SUPPORT SERVICES TRAININGBCA - BTS 250.00PATROLTRAINING 400.00 70.01-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSBEACON ATHLETICS 1,147.01PARK GROUNDS MAINTENANCE GENERAL SUPPLIES 1,077.00 24.95PUBLIC WORKS OPS G & A SUBSCRIPTIONS/MEMBERSHIPSBETTER ROADS MAGAZINE 24.95 522.00EMPLOYEE FLEX SPEND G&A HEALTH INSURANCEBLUE PRINT FOR HEALTH 522.00 50.02WATER UTILITY G&A GENERAL CUSTOMERSBOMSTA, KATE 50.02 97.50-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSBROOKSIDE MOBILE 1,597.50VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 1,500.00 27,434.00OPERATIONSCLEANING/WASTE REMOVAL SUPPLYCALGON CARBON CORP 27,434.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 3 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 3Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 1,019.85DESKTOP SUPPORT/SERVICES EQUIPMENT MTCE SERVICECARTRIDGE CARE 1,019.85 156.89EMPLOYEE FLEX SPEND G&A GENERAL PROFESSIONAL SERVICESCBIZ FINANCIAL SOLUTIONS INC 156.89 4,927.26FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY 3,004.25PARK MAINTENANCE G & A HEATING GAS 361.32WESTWOOD G & A HEATING GAS 409.80NATURALIST PROGRAMMER HEATING GAS 8,930.66WATER UTILITY G&A HEATING GAS 370.36REILLY G & A HEATING GAS 1,072.85SEWER UTILITY G&A HEATING GAS 19,076.50 18,473.31FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY SERVICES IN 13,748.67ENTERPRISE G & A HEATING GAS 32,221.98 202.69-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCITIZENS INDEPENDENT BANK 88.95ADMINISTRATION G & A MEETING EXPENSE 57.03HUMAN RESOURCES OFFICE SUPPLIES 11.55HUMAN RESOURCES GENERAL SUPPLIES 166.25HUMAN RESOURCES ORGANIZATIONAL DEVELOPMENT 52.00HUMAN RESOURCES RECOGNITION 64.85HUMAN RESOURCES CITE 102.00HUMAN RESOURCES TRAINING 25.82HUMAN RESOURCES MEETING EXPENSE 41.04IT G & A MEETING EXPENSE 4.95DESKTOP SUPPORT/SERVICES GENERAL SUPPLIES 60.28NETWORK SUPPORT SERVICES DATACOMMUNICATIONS 30.00FINANCE G & A TRAINING 370.00FINANCE G & A SEMINARS/CONFERENCES/PRESENTAT 41.03FINANCE G & A MEETING EXPENSE 413.00COMM DEV PLANNING G & A SUBSCRIPTIONS/MEMBERSHIPS 8.96POLICE G & A OPERATIONAL SUPPLIES 255.49POLICE G & A SUBSISTENCE SUPPLIES 377.00DARE PROGRAM OPERATIONAL SUPPLIES 64.12OPERATIONSOFFICE SUPPLIES 246.33OPERATIONSGENERAL SUPPLIES 2,079.99OPERATIONSFIRE PREVENTION SUPPLIES Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 4 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 4Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 2,093.99OPERATIONSOPERATIONAL SUPPLIES 32.04OPERATIONSSMALL TOOLS 1,729.58OPERATIONSTRAINING 292.77OPERATIONSEMERGENCY PREPAREDNESS 54.10INSPECTIONS G & A GENERAL SUPPLIES 465.00INSPECTIONS G & A TRAINING 175.77-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTS 7.99ORGANIZED REC BUDGET TRAINING 2,641.94ORGANIZED REC G & A GENERAL SUPPLIES 113.49HOLIDAY PROGRAMS GENERAL SUPPLIES 200.00PERFORMING ARTS GENERAL SUPPLIES 244.95PRE-SCHOOL PROGRAMS GENERAL SUPPLIES 32.04BASKETBALLGENERAL SUPPLIES 22.68BASKETBALLPOSTAGE 37.39WINTER RINKS GENERAL SUPPLIES 7.99PARK MAINTENANCE G & A TRAINING 25.05WW RENTAL HOUSE (1322)OTHER IMPROVEMENT SUPPLIES 12.48ENVIRONMENTAL G & A TRAINING 35.27WESTWOOD G & A OFFICE SUPPLIES 898.08WESTWOOD G & A GENERAL SUPPLIES 284.17AQUATIC PARK G & A GENERAL SUPPLIES 9.85VEHICLE MAINTENANCE G&A MOTOR FUELS 32.57-CABLE TV BALANCE SHEET DUE TO OTHER GOVTS 51.22CABLE TV G & A OFFICE EQUIPMENT 824.99FRANCHISE ADMINISTRATION SUBSCRIPTIONS/MEMBERSHIPS 607.51TV PRODUCTION GENERAL SUPPLIES 1,500.00EQUIPMENT MANAGEMENT REPAIRS 16,374.18 664.04CONCESSIONSCONCESSION SUPPLIESCOCA-COLA BOTTLING CO 664.04 264.00POLICE G & A MAINTENANCECOLLINS COMMUNICATIONS 264.00 159.95NETWORK SUPPORT SERVICES DATACOMMUNICATIONSCOMCAST 159.95 150.00ENGINEERING G & A TRAININGCOMMISSIONER OF TRANSPORTATION 100.00TRAININGTRAINING 250.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 5 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 5Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 175.19OPERATIONSGENERAL SUPPLIESCONTINENTAL SAFETY EQUIPMENT 175.19 395.50DARE PROGRAM OPERATIONAL SUPPLIESCREATIVE PRODUCT SOURCING INC 61.29DARE PROGRAM POSTAGE 456.79 46.40INSPECTIONS G & A BUILDINGCUSTOM REMODELERS INC 46.40 4,703.28WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESDAKOTA SUPPLY GROUP 4,703.28 1,007.93BUILDING MAINTENANCE GENERAL SUPPLIESDALCO ENTERPRISES INC 1,007.93 104.00PRE-SCHOOL PROGRAMS PROGRAM REVENUEDAMERGIS, SARAH 104.00 71.93PARK MAINTENANCE G & A SMALL TOOLSDEKO FACTORY SERVICE INC 71.93 764.34POLICE G & A RENTAL EQUIPMENTDELAGE LANDEN FINANCIAL SERVIC 764.34 9,659.49EMPLOYEE FLEX SPEND G&A UNEMPLOYMENTDEPT EMPLOYMENT & ECONOMIC DEV 9,659.49 1,040.40OPERATIONSTRAININGDIVERGENT MGMT GROUP LLC 1,040.40 492.16PARK EQUIPMENT MAINTENANCE OTHER CONTRACTUAL SERVICESDJ ELECTRIC SERVICES INC 110.00BUILDING MAINTENANCE BUILDING MTCE SERVICE 1,089.76PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 1,691.92 356.35POSTAL SERVICES POSTAGEDO-GOOD.BIZ INC 356.35 384.25TREE MAINTENANCE SMALL TOOLSDOUG'S POWER EQUIPMENT INC 384.25 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 6 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 6Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 359.44SANDING/SALTING OTHER IMPROVEMENT SUPPLIESDUSTCOATING INC 359.44 318.00ELECTRICAL SYSTEM MTCE EQUIPMENT MTCE SERVICEDYMANYK ELECTRIC INC 318.00 1,711.25ESCROWSEHLERS & ASSOCIATES INC 1,075.31WATER UTILITY G&A OTHER CONTRACTUAL SERVICES 1,075.31SEWER UTILITY G&A OTHER CONTRACTUAL SERVICES 1,075.31SOLID WASTE G&A OTHER CONTRACTUAL SERVICES 1,075.32STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICES 6,012.50 33.22GENERAL REPAIR EQUIPMENT PARTSEMERGENCY APPARATUS MTNCE 33.22 9,556.05CONSTRUCTION PAYMENTS IMPROVEMENTS OTHER THAN BUILDIENCOMM MIDWEST 9,556.05 71.72GENERAL REPAIR EQUIPMENT PARTSEQUIPMENT DISTRIBUTION MANAGEM 71.72 68,103.90SOLID WASTE COLLECTIONS RECYCLING SERVICEEUREKA RECYCLING 68,103.90 239.52GENERAL REPAIR EQUIPMENT PARTSFACTORY MOTOR PARTS CO 239.52 127.78GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESFASTENAL COMPANY 127.78 56.83OPERATIONSGENERAL SUPPLIESFIRE EQUIPMENT SPECIALTIES INC 56.83 113.10-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSFIRE SAFETY USA INC 1,853.10OPERATIONSGENERAL SUPPLIES 1,740.00 2,655.37GENERAL REPAIR EQUIPMENT PARTSFORCE AMERICA INC 2,655.37 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 7 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 7Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 35.00YOUTH PROGRAMS PROGRAM REVENUEGEE-HOOVER, DEBRA 35.00 2,110.18BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESGOODWAY TECHNOLOGIES CORP 2,110.18 198.08WATER UTILITY G&A OTHER IMPROVEMENT SERVICEGOPHER STATE ONE-CALL INC 198.08 5,750.00APPLICATION SUPPORT/SERVICES OFFICE EQUIPMENTGOVERNMENTJOBS.COM INC 5,750.00 4.00-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSGRAFIX SHOPPE 65.49GENERAL REPAIR EQUIPMENT PARTS 61.49 80.13DATA SYSTEM MTCE GENERAL SUPPLIESGRAINGER INC, WW 80.13 1,200.00APPLICATION SUPPORT/SERVICE COMPUTER SERVICESGREEN, HOWARD R COMPANY 1,200.00 33.33INSTRUCTIONAL SKATING LESSONS PROGRAM REVENUEGUSTAFSON, KRIS 33.33 412.50BROOMBALLOTHER CONTRACTUAL SERVICESHAMILTON, MIKE 412.50 8,045.09GO BONDS-FIRE STATIONS G&A OTHER CONTRACTUAL SERVICESHANSON, TIMOTHY 8,045.09 100.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSHARCEY, MICHAEL 100.00 31.63FALLGENERAL SUPPLIESHEGNA, JESSICA 31.63 175.00BASKETBALLOTHER CONTRACTUAL SERVICESHENDERSON, TRACY 175.00 360.15NETWORK SUPPORT SERVICES COMPUTER SERVICESHENNEPIN COUNTY INFO TECH Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 8 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 8Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 1,747.04POLICE G & A EQUIPMENT MTCE SERVICE 2,107.19 375.00POLICE G & A SUBSISTENCE SERVICEHENNEPIN COUNTY SHERIFFS ACCTG 375.00 2,951.79ASSESSING G & A OTHER CONTRACTUAL SERVICESHENNEPIN COUNTY TREASURER 215.00REPAIRSOTHER IMPROVEMENT SERVICE 3,166.79 439.45TRAININGTRAININGHIGHWAY TECHNOLOGIES INC 439.45 133.80GENERAL BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESHIRSHFIELDS 133.80 2.76SANDING/SALTING OTHER IMPROVEMENT SUPPLIESHOME DEPOT CREDIT SERVICES 69.41WATER UTILITY G&A OPERATIONAL SUPPLIES 113.21WATER UTILITY G&A SMALL TOOLS 85.43WATER UTILITY G&A BLDG/STRUCTURE SUPPLIES 40.00WATER UTILITY G&A BANK CHARGES/CREDIT CD FEES 122.86SEWER UTILITY G&A OPERATIONAL SUPPLIES 14.27STORM WATER UTILITY G&A BLDG/STRUCTURE SUPPLIES 447.94 235.60ADMINISTRATION G & A MEETING EXPENSEHONOLD, MARCIA 235.60 360.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSIACP 360.00 64.00INSTRUCTIONAL SKATING LESSONS GENERAL SUPPLIESICE SKATING INST AMERICA 64.00 788.26GENERAL REPAIR EQUIPMENT PARTSINTERSTATE BATTERY SYSTEM OF M 788.26 9.75-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSINTRADO INC 159.75COMMUNICATIONS/GV REIMBURSEABL COMPUTER SUPPLIES 150.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 9 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 9Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 61.80ADMINISTRATION G & A GENERAL PROFESSIONAL SERVICESIRON MOUNTAIN 61.80 242.60ADMINISTRATION G & A RENTAL EQUIPMENTJ & F REDDY RENTS 242.60 250.00BASKETBALLOTHER CONTRACTUAL SERVICESJOHNSON, SHAWN 250.00 39.95INSPECTIONS G & A SUBSCRIPTIONS/MEMBERSHIPSJOURNAL OF LIGHT CONSTRUCTION 39.95 166.07POLICE G & A POSTAGEKUSTOM SIGNALS INC 166.07 22.97PARK BUILDING MAINTENANCE GENERAL SUPPLIESLARSON, JH CO 22.97 362.47GENERAL REPAIR GENERAL SUPPLIESLAWSON PRODUCTS INC 362.47 1,562.00FINANCE G & A PUBLIC LIABILITY INSURANCELEAGUE OF MN CITIES INSURANCE 13,750.34WIRELESS G & A UNINSURED LOSS 2,175.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l exp 70,063.25UNINSURED LOSS B/S PREPAID EXPENSES 6,493.08UNINSURED LOSS G&A UNINSURED LOSS 94,043.67 65.60POLICE G & A OTHER CONTRACTUAL SERVICESLEXISNEXIS 65.60 2,717.88EMPLOYEE FLEX SPEND G&A TUITIONLINDBLOM, MIKE 2,717.88 139.76GENERAL REPAIR EQUIPMENT PARTSLITTLE FALLS MACHINE INC 139.76 485.00INSPECTIONS G & A TOBACCO PRODUCTSLUND FOOD HOLDINGS INC 485.00 145.00ENGINEERING G & A SEMINARS/CONFERENCES/PRESENTATMAAPT 145.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 10 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 10Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 359.46GENERAL REPAIR EQUIPMENT PARTSMACQUEEN EQUIP CO 359.46 506.50ENTERPRISE G & A EQUIPMENT MTCE SERVICEMAXIMUM SOLUTIONS INC. 506.50 80.00YOUTH PROGRAMS PROGRAM REVENUEMCCABE, MARY 80.00 20.24SEWER UTILITY G&A GENERAL SUPPLIESMCCOY, WILLIAM PETROLEUM FUELS 20.24 120.00INSPECTIONS G & A TRAININGMEHA 120.00 90.00INSPECTIONS G & A SUBSCRIPTIONS/MEMBERSHIPSMEHA ACTIVE MEMBERSHIP 90.00 44.83PARK BUILDING MAINTENANCE GENERAL SUPPLIESMENARDS 12.27BUILDING MAINTENANCE GENERAL SUPPLIES 57.10 852.00POLICE G & A EQUIPMENT MTCE SERVICEMETRO SALES INC 852.00 424.00VOLLEYBALLOTHER CONTRACTUAL SERVICESMETRO VOLLEYBALL OFFICIALS 424.00 741.74EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSMINNESOTA CHILD SUPPORT PYT CT 741.74 60.00SPECIAL EVENTS OTHER CONTRACTUAL SERVICESMINNESOTA DEPT AGRICULTURE 60.00 70.00INSPECTIONS G & A TRAININGMINNESOTA DEPT OF HEALTH 70.00 240.00FINANCE G & A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA GFOA 240.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 11 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 11Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 75.00PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDIMINNESOTA POLLUTION CONTROL AG 75.00 432.00OPERATIONSSUBSCRIPTIONS/MEMBERSHIPSMINNESOTA STATE FIRE DEPT ASSO 432.00 20.00ORGANIZED REC G & A MEETING EXPENSEMINNESOTA STATE UNIVERSITY 20.00 720.00PUBLIC WORKS G & A SUBSCRIPTIONS/MEMBERSHIPSMINNESOTA TRANSP ALLIANCE 720.00 22,391.73PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESMINNETONKA, CITY OF 22,391.73 392.99WATER UTILITY G&A OTHER IMPROVEMENT SERVICEMINVALCO INC 392.99 64.50WESTWOOD G & A GENERAL SUPPLIESMN DNR 64.50 210.00WATER UTILITY G&A GENERAL CUSTOMERSMOORE, ELIZABETH 210.00 1,720.00ORGANIZED REC G & A SUBSCRIPTIONS/MEMBERSHIPSMRPA 731.00BASKETBALLSUBSCRIPTIONS/MEMBERSHIPS 2,451.00 25.00HUMAN RESOURCES SUBSCRIPTIONS/MEMBERSHIPSMUNICIPALS 25.00 255.00WATER UTILITY G&A OTHER CONTRACTUAL SERVICESMVTL LABORATORIES 255.00 460.00VEHICLE MAINTENANCE G&A SUBSCRIPTIONS/MEMBERSHIPSNAFA INC 460.00 67.38GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESNAPA (GENUINE PARTS CO) 9.99PREVENTATIVE MAINTENANCE EQUIPMENT PARTS 599.51GENERAL REPAIR EQUIPMENT PARTS 22.80SEWER UTILITY G&A OPERATIONAL SUPPLIES Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 12 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 12Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 28.07SEWER UTILITY G&A EQUIPMENT PARTS 727.75 490.00GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICENEWMECH CO INC 490.00 57.79ADMINISTRATION G & A TELEPHONENEXTEL COMMUNICATIONS 86.82HUMAN RESOURCES TELEPHONE 50.79ASSESSING G & A TELEPHONE 101.58FINANCE G & A TELEPHONE 197.13EDA / HA REIMBURSEMENT TELEPHONE 882.67POLICE G & A TELEPHONE 434.73OPERATIONSTELEPHONE 50.79INSPECTIONS G & A TELEPHONE 242.44ENGINEERING G & A TELEPHONE 229.78PUBLIC WORKS OPS G & A TELEPHONE 68.20PARK AND REC G&A TELEPHONE 241.31ORGANIZED REC G & A TELEPHONE 120.58PARK MAINTENANCE G & A TELEPHONE 50.79ENVIRONMENTAL G & A TELEPHONE 205.47WESTWOOD G & A TELEPHONE 50.79REC CENTER/AQUATIC PARK SAL TELEPHONE 51.15VEHICLE MAINTENANCE G&A TELEPHONE 333.98WATER UTILITY G&A TELEPHONE 111.70SEWER UTILITY G&A TELEPHONE 17.05SOLID WASTE G&A TELEPHONE 3,585.54 298.56EMPLOYEE FLEX SPEND G&A TUITIONNIELSEN, TAMMY 298.56 3,549.08-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSNORTH AMERICAN SALT CO 58,150.33SANDING/SALTING OTHER IMPROVEMENT SUPPLIES 54,601.25 50.00HUMAN RESOURCES SUBSCRIPTIONS/MEMBERSHIPSNORTHSTAR CHAPTER 50.00 50,000.00TASK FORCE GRANTS - STATENORTHWEST DRUG TASKFORCE 50,000.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 13 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 13Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 500.00ANIMAL CONTROL OTHER CONTRACTUAL SERVICESOAK KNOLL ANIMAL HOSPITAL 500.00 107.73ADMINISTRATION G & A OFFICE SUPPLIESOFFICE DEPOT 368.10HUMAN RESOURCES OFFICE SUPPLIES 19.10GENERAL INFORMATION OFFICE SUPPLIES 163.45POLICE G & A OFFICE SUPPLIES 85.83SUPPORT SERVICES OFFICE SUPPLIES 251.23INSPECTIONS G & A GENERAL SUPPLIES 92.16ORGANIZED REC G & A OFFICE SUPPLIES 57.24VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 1,144.84 131.86NETWORK SUPPORT SERVICES DATACOMMUNICATIONSOFFICE OF ENTERPRISE TECHNOLOG 62.86VOICE SYSTEM MTCE TELEPHONE 4,255.95FACILITY OPERATIONS TELEPHONE 102.55NEIGHBORHOOD OUTREACH TELEPHONE 769.15COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 5,322.37 841.50INSPECTIONS G & A GENERAL PROFESSIONAL SERVICESOFFICE TEAM 841.50 228.71OPERATIONSOPERATIONAL SUPPLIESOHLIN SALES INC 228.71 86.00VEHICLE MAINTENANCE G&A TRAININGOMAN, JEFF 86.00 106.50PORTABLE TOILETS OTHER CONTRACTUAL SERVICESON SITE SANITATION 106.50 53.37ENGINEERING G & A OFFICE SUPPLIESPECCHIA, TOM 53.37 3,500.00HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESPERSONNEL DECISIONS INT 3,500.00FINANCE G & A SEMINARS/CONFERENCES/PRESENTAT 7,000.00 128.69GENERAL REPAIR EQUIPMENT PARTSPIONEER RIM & WHEEL CO 128.69 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 14 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 14Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 1,755.46GENERAL REPAIR TIRESPOMP'S TIRE SERVICE INC 229.14GENERAL REPAIR EQUIPMENT MTCE SERVICE 1,984.60 361.93PARK MAINTENANCE G & A TELEPHONEPOPP TELECOM 361.93 675.00PARK BUILDING MAINTENANCE OTHER CONTRACTUAL SERVICESPRECISION FIRE SPRINKLER INC 675.00 7.00YOUTH PROGRAMS PROGRAM REVENUEPRICE, DENISE 7.00 144.61VEHICLE MAINTENANCE G&A POSTAGEQUICKSILVER EXPRESS COURIER 144.61 1,291.74FACILITY OPERATIONS TELEPHONEQWEST 110.54COP SHOP TELEPHONE 208.90COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 1,144.50COMMUNICATIONS/GV REIMBURSEABL DATACOMMUNICATIONS 1,417.41E-911 PROGRAM TELEPHONE 4,173.09 208.26ENVIRONMENTAL G & A OFFICE SUPPLIESREED BUSINESS INFORMATION 208.26 295.00OPERATIONSTRAININGREGIONS HOSPITAL 295.00 420.00SUPPORT SERVICES TRAININGREID & ASSOCIATES, JOHN E 420.00 7,000.00ESCROWSPMC ESCROWRELLER, EUGENE 7,000.00 520.80ADULT FITNESS PROGRAMS OTHER CONTRACTUAL SERVICESRICHARDSON, TERESA 520.80 178.00SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICERRT PROCESSING SOLUTIONS LLC 178.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 15 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 15Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 1,315.98SANDING/SALTING OTHER IMPROVEMENT SUPPLIESSA-AG INC 1,315.98 128.38HUMAN RESOURCES RECOGNITIONSCHAAKE COMPANY, AJ 128.38 39.90GENERAL REPAIR EQUIPMENT PARTSSCHARBER & SONS 39.90 225.00BASKETBALLOTHER CONTRACTUAL SERVICESSCULLY, KEVIN 225.00 10,000.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l expSEDGWICK CMS 10,000.00 308.00STORM WATER UTILITY G&A OTHER CONTRACTUAL SERVICESSEH 308.00 301.50ADULT FITNESS PROGRAMS OTHER CONTRACTUAL SERVICESSHEEHAN, ALEEAH 301.50 192.32GRAFFITI CONTROL OTHER IMPROVEMENT SUPPLIESSHERWIN-WILLIAMS CO 192.32 9.48ADMINISTRATION G & A TRAVEL/MEETINGSSONGLE, LISA 23.44ADMINISTRATION G & A MEETING EXPENSE 7.26HUMAN RESOURCES ORGANIZATIONAL DEVELOPMENT 40.18 171.04BUILDING MAINTENANCE GENERAL SUPPLIESSPARTAN GROUP LLC 171.04 2,172.47DESKTOP SUPPORT/SERVICES DATACOMMUNICATIONSSPRINT 2,172.47 139.46PARK BUILDING MAINTENANCE GENERAL SUPPLIESSPS COMPANIES INC 8.23BUILDING MAINTENANCE GENERAL SUPPLIES 147.69 862.22PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDISRF CONSULTING GROUP INC 4,313.90PE DESIGN IMPROVEMENTS OTHER THAN BUILDI Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 16 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 16Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 112,676.34PE PLANS/SPECS IMPROVEMENTS OTHER THAN BUILDI 117,852.46 389.04WESTWOOD G & A EQUIPMENT MTCE SERVICESTANLEY CONVERGENT SECURITY SO 389.04 13.78GENERAL REPAIR EQUIPMENT PARTSSTONEBROOKE EQUIPMENT INC 13.78 79.88POLICE G & A POLICE EQUIPMENTSTREICHER'S 2,075.67EQUIPMENT REPLACE G&A MACHINERY & AUTO EQUIPMENT 2,155.55 4,590.00REILLY BUDGET GENERAL PROFESSIONAL SERVICESSUMMIT ENVIROSOLUTIONS INC 4,590.00 864.24ADMINISTRATION G & A LEGAL NOTICESSUN NEWSPAPERS 300.31ENVIRONMENTAL G & A LEGAL NOTICES 1,164.55 144.00INSPECTIONS G & A MECHANICALSWIFT MECHANICAL 144.00 32.01WINTERGENERAL SUPPLIESTARGET BANK 32.01 6.11-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSTEE'S PLUS 100.11DARE PROGRAM OPERATIONAL SUPPLIES 94.00 144.32WESTWOOD G & A BUILDING MTCE SERVICETERMINIX INT 48.11WATER UTILITY G&A BLDG/STRUCTURE SUPPLIES 192.43 401.00ADMINISTRATION G & A OTHER CONTRACTUAL SERVICESTIMESAVER OFF SITE SECRETARIAL 401.00 177.74DARE PROGRAM OPERATIONAL SUPPLIESUNIFORMS UNLIMITED 177.74 278.00EMPLOYEE FLEXIBLE SPENDING B/S UNITED WAYUNITED WAY OF MINNEAPOLIS AREA 278.00 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 17 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 17Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 165.00PUBLIC WORKS G & A SEMINARS/CONFERENCES/PRESENTATUNIVERSITY OF MINNESOTA REGIST 330.00ENGINEERING G & A SEMINARS/CONFERENCES/PRESENTAT 495.00 2,092.50WIRELESS G & A OTHER CONTRACTUAL SERVICESUNPLUGGED CITIES LLC 2,092.50 .92NETWORK SUPPORT SERVICES TELEPHONEUSA MOBILITY WIRELESS INC 28.94POLICE G & A TELEPHONE 29.86 .36ENTERPRISE G & A INTEREST/FINANCE CHARGESVALLEY NATIONAL GASES WV LLC 16.30BUILDING MAINTENANCE GENERAL SUPPLIES 16.66 435,605.71CONSTRUCTION PAYMENTS IMPROVEMENTS OTHER THAN BUILDIVALLEY PAVING INC 435,605.71 9,038.49WATER UTILITY G&A OTHER IMPROVEMENT SERVICEVALLEY-RICH CO INC 9,038.49 60.00SUPPORT SERVICES OTHER CONTRACTUAL SERVICESVERIFIED CREDENTIALS 60.00 477.61WATER UTILITY G&A OPERATIONAL SUPPLIESVIKING INDUSTRIAL CTR 477.61 50.00BASKETBALLOTHER CONTRACTUAL SERVICESWARREN, DEVIN 50.00 2,999.45COMMUNICATIONS/GV REIMBURSEABL RADIO COMMUNICATIONSWASHINGTON COUNTY 2,999.45 379.45CONCESSIONSCONCESSION SUPPLIESWATSON CO INC 379.45 100.00POLICE G & A SUBSCRIPTIONS/MEMBERSHIPSWEIGEL, GREG 100.00 125.25INSPECTIONS G & A BUILDINGWESTURN ROOFING & SIDING 125.25 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 18 01/28/2009CITY OF ST LOUIS PARK 12:34:21R55CKSUM LOG23000VO 18Page -Council Check Summary 01/30/2009 -01/17/2009 Vendor AmountBusiness Unit Object 355.00AQUATIC PARK MAINTENANCE SUBSCRIPTIONS/MEMBERSHIPSWORLD WATERPARK ASSOC 355.00 529.84ARENA MAINTENANCE BLDG/STRUCTURE SUPPLIESWRAP CITY GRAPHICS 529.84 20.25OPERATIONSELECTRIC SERVICEXCEL ENERGY 29,293.15PUBLIC WORKS OPS G & A ELECTRIC SERVICE 29.21BRICK HOUSE (1324)ELECTRIC SERVICE 90.06WW RENTAL HOUSE (1322)ELECTRIC SERVICE 25,357.64WATER UTILITY G&A ELECTRIC SERVICE 1,821.30OPERATIONSELECTRIC SERVICE 4,006.57SEWER UTILITY G&A ELECTRIC SERVICE 666.99OPERATIONSELECTRIC SERVICE 61,285.17 1,607.25WIRELESS G & A OTHER CONTRACTUAL SERVICESXO COMMUNICATIONS 1,607.25 6,331.11CITY HALL BLDG/STRUCTURE SUPPLIESXTERIOR XPERTS 6,331.11 2,500.00HUMAN RESOURCES TRAINING REVENUEYESS! 2,500.00 167.39GENERAL REPAIR GENERAL SUPPLIESZEP MFG 167.39 329.82GENERAL REPAIR EQUIPMENT PARTSZIEGLER INC 329.82 750.00ESCROWSPMC ESCROWZOBEL, LAUREN 750.00 Report Totals 1,202,987.48 Meeting of February 2, 2009 (Item No. 4p) Subject: Vendor Claims Page 19 Meeting Date: February 2, 2009 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: Establishment of The Ellipse on Excelsior Tax Increment Financing District. RECOMMENDED ACTION: • Conduct public hearing • Motion to Adopt Resolution approving the establishment of The Ellipse on Excelsior Tax Increment Financing District within Redevelopment Project No. 1 (a redevelopment district). POLICY CONSIDERATION: Does the City Council support the establishment of The Ellipse on Excelsior Tax Increment Financing District to facilitate the proposed Ellipse on Excelsior mixed use project? The EDA/City Council has worked with Bader Development for over a year on its redevelopment plans for the Al’s Liquors and Anderson Cleaners properties at the northwest corner of Excelsior Boulevard and France Avenue. After numerous meetings with the adjacent neighborhoods, the EDA/Council reviewed Bader Development’s TIF Application at the July 14, 2008 Study Session. Potential business terms that would serve as the basis for a redevelopment contract were discussed at the November 10th Study Session where they were favorably received. It is now time to take the final step in the TIF process which is to formally authorize the creation of the TIF district which enables the city to allocate tax increment generated from the proposed Ellipse on Excelsior project toward the extraordinary Public Redevelopment Costs associated with the redevelopment of the subject site. BACKGROUND: Bader Development has an option to purchase and redevelop the nine (9) parcels that constitute the Al’s Liquors and Anderson Cleaners properties at the northwest corner of Excelsior Boulevard and France Avenue. All together, these parcels create a redevelopment site of 2.23 acres. Bader plans to remove the existing structures, remediate the contaminated soils, relocate sewer lines, and construct a five-story, mixed use building. The proposed Ellipse on Excelsior will consist of 132 residential apartments and 16,394 square feet of ground floor commercial space, as well as a corner plaza. Meeting of February 2, 2009 (Item No. 6a) Page 2 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Over the past year, representatives of Bader Development, surrounding neighborhoods and the City/EDA have worked collaboratively to develop a master plan for the subject redevelopment area that features: ¾ An attractive building with upscale image ¾ Urban design with distinctive architecture and human scale ¾ Mixed use – luxury residential & neighborhood commercial ¾ Surface and heated underground parking ¾ Sufficient landscaping and screening ¾ Signage that deters traffic from the adjacent neighborhood ¾ Pedestrian friendly design ¾ Functional and attractive gathering space that includes public art Bader’s proposed project incorporates many principles of Livable Communities, Transit Oriented Development and sustainable design. Upon completion, The Ellipse on Excelsior is expected to present a highly attractive, quality image at one of the city’s eastern gateways. Request for TIF Assistance Any project on the subject site would incur extraordinary redevelopment costs. The site has impacted soils and structurally substandard buildings that would need to be removed. Two sewer laterals (one of which is a 36 inch storm water main) would need to be relocated in order to maximize the development potential of the site. Any new building on the site would likely require underground parking. In addition, street and traffic improvements would need to be made adjacent to the site. Finally, any prospective project would require substantial screening from the adjacent neighborhood. Thus, if any project is to be economically viable on the subject site it would likely require some level of public financial assistance. In order to offset the extraordinary costs associated with redeveloping the subject site, it is proposed that the EDA/City reimburse the Redeveloper with $1.45 million in tax increment as discussed at the November 11th Study Session. Bader’s request for TIF assistance is considered reasonable given the complexity, quality, projected total value, and other residual economic benefits derived from the proposed redevelopment. The city’s participation would leverage approximately $18 million in new investment. As a percentage of total project cost the requested amount of financial assistance is approximately 8%. This is consistent with the level of assistance provided by the EDA for other redevelopment projects. TIF District Approvals: The EDA/Council reviewed Bader Development’s TIF Application at the July 14, 2008 Study Session. At that meeting the EDA/Council expressed its support for the proposed project, directed staff to continue working with the Redeveloper and negotiate business terms that would enable the proposed project to move forward. Potential business terms that would serve as the basis for a redevelopment contract were discussed at the November 10th Study Session where they were favorably received. At its November 17th meeting, the City Council set a public hearing date of January 20, 2009 (since changed to February 2nd) for the proposed Redevelopment TIF District. Meeting of February 2, 2009 (Item No. 6a) Page 3 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District The Planning Commission reviewed The Ellipse on Excelsior Tax Increment Financing Plan on December 17th and determined it was in conformance with the city’s Comprehensive Plan. Synopsis of the Proposed TIF District In order to provide the Redeveloper with the mutually-agreed upon tax increment a new redevelopment TIF district must be formed. Attached is a copy of the Tax Increment Financing Plan establishing The Ellipse on Excelsior Tax Increment Financing District (a redevelopment district). The Plan was prepared by the EDA’s TIF consultant, Ehlers & Associates. TIF Plans establish the geographic boundaries and financial parameters of a particular TIF district as well as the findings which statutorily qualify the district. In a general sense, TIF plans may be viewed as enabling legislation. The specific mutual obligations between the EDA and the Redeveloper are contained in a separate Redevelopment Contract between the parties. The proposed Ellipse on Excelsior TIF District consists of ten (10) parcels: the eight parcels owned by Al’s Liquors, a parcel occupied by Anderson’s Cleaners, and the former American Inn property. These properties have long been viewed as a potential redevelopment area. The Al’s Liquors and Anderson Cleaners parcels constitute the proposed Ellipse on Excelsior redevelopment site. The former motel property is included in the proposed redevelopment TIF district as it is likely to be redeveloped in the next five years. It is prudent to include the parcel in the proposed redevelopment TIF district at this time rather than go through the amendment process in the relatively near future. The proposed TIF District is within the city’s Redevelopment Project Area as is statutorily required. Inclusion of the proposed project within a designated Redevelopment Project Area gives the EDA/Council the authority to assist with all the redevelopment actions necessary to implement The Ellipse on Excelsior project. Duration of the District As authorized by statute, the duration of redevelopment districts is up to 25 years after receipt of the first increment by the city (a total of 26 years of tax increment). The date of receipt by the city of the first tax increment is expected to be 2011. Thus, it is estimated that the District would terminate after 2037, or when the TIF plan is satisfied. The EDA and City have the right to decertify the District prior to the legally required date. The city’s expressed obligations to the Redeveloper should be satisfied after approximately 13 years. It would appear in the Estimated Cash Flow For the TIF District (Appendix D of the proposed TIF Plan) that the $1.45 million obligation to the Redeveloper would be satisfied within approximately 8 years but this is because the cash flow projection reflects the redevelopment of the former American Inn property which is included in the proposed TIF District but is not part of the Bader project. TIF District Budget It should be noted that the financing uses and project costs reflected within the Uses of Funds section of the proposed TIF Plan is a not-to-exceed budget and not the actual expected project budget. Meeting of February 2, 2009 (Item No. 6a) Page 4 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Fiscal Disparities Election In keeping with the city’s TIF Policy, The Ellipse on Excelsior TIF District will contribute to fiscal disparities. Results of TIF Feasibility Analysis In 2005, staff retained LHB, Inc. to conduct a state-required inspection to determine if the proposed project site qualified as a redevelopment TIF district. LHB’s Report of Inspection Procedures and Results for Determining Qualifications Of A Tax Increment Financing District As A Redevelopment District : Al’s Liquor District, St. Louis Park, MN dated May 13, 2005 concluded that the proposed site met both the “Coverage Test” and the “Condition of Buildings Test” and thus qualified under Minnesota Statutes Section 479.174, Subdivision 10 as a redevelopment TIF district. FINANCIAL OR BUDGET CONSIDERATION: Authorizing the establishment of The Ellipse on Excelsior TIF District does not, in itself, commit the City to any specific level of TIF assistance for the proposed project. Procedurally it simply creates the funding vehicle that enables the EDA to provide the Redeveloper with the negotiated financial assistance. The terms and amount of TIF assistance are specified within the Redevelopment Contract with the Redeveloper which also is to be considered at Monday night’s EDA meeting. VISION CONSIDERATION: This project supports the Strategic Directions of providing a well-maintained and diverse housing stock, being a connected and engaged community, as well as promoting and integrating arts and community aesthetics in all city initiatives where appropriate. Attachments: Resolution The Ellipse on Excelsior Tax Increment Financing Plan (see 020209 EDA Item No. 7a) Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 6a) Page 5 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District CITY OF ST. LOUIS PARK HENNEPIN COUNTY STATE OF MINNESOTA RESOLUTION NO. 09-____ RESOLUTION ADOPTING A MODIFICATION TO THE REDEVELOPMENT PLAN FOR REDEVELOPMENT PROJECT NO. 1; AND ESTABLISHING THE ELLIPSE ON EXCELSIOR TAX INCREMENT FINANCING DISTRICT THEREIN AND ADOPTING A TAX INCREMENT FINANCING PLAN THEREFOR. BE IT RESOLVED by the City Council (the "Council") of the City of St. Louis Park, Minnesota (the "City"), as follows: Section 1. Recitals 1.01. The Board of Commissioners of the St. Louis Park Economic Development Authority (the "EDA") has heretofore established Redevelopment Project No. 1 and adopted the Redevelopment Plan therefor. It has been proposed by the EDA and the City that the City adopt a Modification to the Redevelopment Plan for Redevelopment Project No. 1 (the "Redevelopment Plan Modification") and establish the Ellipse on Excelsior Tax Increment Financing District (the "District") therein and adopt a Tax Increment Financing Plan (the "TIF Plan") therefor (the Redevelopment Plan Modification and the TIF Plan are referred to collectively herein as the "Plans"); all pursuant to and in conformity with applicable law, including Minnesota Statutes, Sections 469.090 to 469.1082 and Sections 469.174 to 469.1799, all inclusive, as amended, (the "Act") all as reflected in the Plans, and presented for the Council's consideration. 1.02. The EDA and City have investigated the facts relating to the Plans and have caused the Plans to be prepared. 1.03. The EDA and City have performed all actions required by law to be performed prior to the establishment of the District and the adoption and approval of the proposed Plans, including, but not limited to, notification of Hennepin County and Independent School District No. 283 having taxing jurisdiction over the property to be included in the District, a review of and written comment on the Plans by the City Planning Commission, approval of the Plans by the EDA on February 2, 2009, and the holding of a public hearing upon published notice as required by law. Meeting of February 2, 2009 (Item No. 6a) Page 6 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District 1.04. Certain written reports (the ''Reports") relating to the Plans and to the activities contemplated therein have heretofore been prepared by staff and consultants and submitted to the Council and/or made a part of the City files and proceedings on the Plans. The Reports include data, information and/or substantiation constituting or relating to the basis for the other findings and determinations made in this resolution. The Council hereby confirms, ratifies and adopts the Reports, which are hereby incorporated into and made a part of this resolution to the same extent as if set forth in full herein. 1.05 The City is not modifying the boundaries of Redevelopment Project No. 1, but is, however, modifying the Redevelopment Plan therefor. Section 2. Findings for the Adoption and Approval of the Plans 2.01. The Council hereby finds that the Plans are intended, and in the judgment of this Council, the effect of the actions contemplated in the Plans will be, to provide an impetus for development in the public interest and accomplish certain objectives as specified in the Plans, which are hereby incorporated herein. Section 3. Findings for the Establishment of Ellipse on Excelsior Tax Increment Financing District 3.01. The Council hereby finds that the District is in the public interest and is a "redevelopment district" under Minnesota Statutes, Section 469.174, Subd. 10 (a)(1) of the Act. 3.02. The Council further finds that the proposed redevelopment would not occur solely through private investment within the reasonably foreseeable future and that the increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in the market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the Tax Increment Financing Plan; that the Plans conform to the general plan for the development or redevelopment of the City as a whole; and that the Plans will afford maximum opportunity consistent with the sound needs of the City as a whole, for the development or redevelopment of the District by private enterprise. 3.03. The Council further finds, declares and determines that the City made the above findings stated in this Section and has set forth the reasons and supporting facts for each determination in writing, attached hereto as Exhibit A. 3.04. The St. Louis Park Economic Development Authority elects to calculate fiscal disparities for the District in accordance with Minnesota Statutes, Section 469.177, Subd. 3, clause b, which means the fiscal disparities contribution would be taken from inside the District. Meeting of February 2, 2009 (Item No. 6a) Page 7 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Section 4. Public Purpose 4.01. The adoption of the Plans conforms in all respects to the requirements of the Act and will help fulfill a need to develop an area of the City which is already built up, to provide employment opportunities, to improve the tax base and to improve the general economy of the State and thereby serves a public purpose. For the reasons described in Exhibit A, the City believes these benefits directly derive from the tax increment assistance provided under the TIF Plan. A private developer will receive only the assistance needed to make this development financially feasible. As such, any private benefits received by a developer are incidental and do not outweigh the primary public benefits. Section 5. Approval and Adoption of the Plans 5.01. The Plans, as presented to the Council on this date, including without limitation the findings and statements of objectives contained therein, are hereby approved, ratified, established, and adopted and shall be placed on file in the office of the Economic Development Director. 5.02. The staff of the City, the City's advisors and legal counsel are authorized and directed to proceed with the implementation of the Plans and to negotiate, draft, prepare and present to this Council for its consideration all further plans, resolutions, documents and contracts necessary for this purpose. 5.03 The Auditor of Hennepin County is requested to certify the original net tax capacity of the District, as described in the Plans, and to certify in each year thereafter the amount by which the original net tax capacity has increased or decreased; and the St. Louis Park Economic Development Authority is authorized and directed to forthwith transmit this request to the County Auditor in such form and content as the Auditor may specify, together with a list of all properties within the District, for which building permits have been issued during the 18 months immediately preceding the adoption of this resolution. Meeting of February 2, 2009 (Item No. 6a) Page 8 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District 5.04. The City Clerk is further authorized and directed to file a copy of the Plans with the Commissioner of the Minnesota Department of Revenue and the Office of the State Auditor pursuant to Minnesota Statutes 469.175, Subd. 4a. Reviewed for Administration Adopted by the City Council February 2, 2009 City Manager Mayor Attest: City Clerk Meeting of February 2, 2009 (Item No. 6a) Page 9 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District EXHIBIT A RESOLUTION NO. 09-____ The reasons and facts supporting the findings for the adoption of the Tax Increment Financing Plan (TIF Plan) for Ellipse on Excelsior Tax Increment Financing District (District), as required pursuant to Minnesota Statutes, Section 469.175, Subdivision 3 are as follows: 1. Finding that Ellipse on Excelsior Tax Increment Financing District is a redevelopment district as defined in M.S., Section 469.174, Subd. 10(a)(1). The District consists of 10 parcels, with plans to redevelop the area for commercial purposes. At least 70 percent of the area of the parcels in the District is occupied by buildings, streets, utilities, paved or gravel parking lots or other similar structures and more than 50 percent of the buildings in the District, not including outbuildings, are structurally substandard to a degree requiring substantial renovation or clearance. (See Appendix F of the TIF Plan.) 2. Finding that the proposed development, in the opinion of the City Council, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future and that the increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in the market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the TIF Plan. The proposed development, in the opinion of the City, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future: This finding is supported by the fact that the redevelopment proposed in the TIF Plan meets the City's objectives for redevelopment, but due to the high cost of redevelopment on the parcels currently occupied by substandard buildings and costs associated with their removal, soil remediation, site improvements and utility relocation, and the cost of financing the proposed improvements, this project is feasible only through assistance, in part, from tax increment financing. The developer was asked for and provided a letter and a proforma as justification that the developer would not have gone forward without tax increment assistance. (See attachment in Appendix G of the TIF Plan.) The increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the District permitted by the TIF Plan: This finding is justified on the grounds that the cost of demolition, soil remediation, site and public improvements and utilities add to the total redevelopment cost. Historically, these types of costs in this area have made redevelopment infeasible without tax increment assistance. The City reasonably determines that no other redevelopment of similar scope is anticipated on this site without substantially similar assistance being provided to the development. Meeting of February 2, 2009 (Item No. 6a) Page 10 Subject: Establishment of The Ellipse on Excelsior Tax Increment Financing District Therefore, the City concludes as follows: a. The City's estimate of the amount by which the market value of the entire District will increase without the use of tax increment financing is $0. b. If the proposed development occurs, the total increase in market value will be $19,301,650 (see Appendix D and G of the TIF Plan) c. The present value of tax increments from the District for the maximum duration of the district permitted by the TIF Plan is estimated to be $4,238,142 (see Appendix D and G of the TIF Plan). d. Even if some development other than the proposed development were to occur, the Council finds that no alternative would occur that would produce a market value increase greater than $15,063,508 (the amount in clause b less the amount in clause c) without tax increment assistance. 3. Finding that the TIF Plan for the District conforms to the general plan for the development or redevelopment of the municipality as a whole. The Planning Commission has reviewed the TIF Plan and found that the TIF Plan conforms to the general development plan of the City. 4. Finding that the TIF Plan for the District will afford maximum opportunity, consistent with the sound needs of the City as a whole, for the development or redevelopment of Redevelopment Project No. 1 by private enterprise. The project to be assisted by the District will result in increased employment in the City and the State of Minnesota, the renovation of substandard properties, and increased tax base of the State, and will add a high quality development to the City. Meeting Date: February 2, 2009 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: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD). RECOMMENDED ACTIONS: Planning Commission and staff recommend: • Motion to Adopt Resolution approving the Final Plat for Ellipse on Excelsior with conditions. • Motion to Adopt Resolution approving the Final Preliminary Planned Unit Development for Ellipse on Excelsior with conditions. DEVELOPMENT PROPOSAL: The applicant proposes a five-story mixed use building with 132 residential apartments, 16,394 square feet of commercial on the ground floor, and underground and surface parking. POLICY CONSIDERATION: • Is the Final Plat in conformance with the approved preliminary plat? • Is the Final Planned Unit Development in substantial compliance with the preliminary PUD plan and the comprehensive plan? LOCATION: Site Area: 2.28 acres Zoning District: MX – Mixed Use Comprehensive Plan: Commercial Mixed Use Current Use: bar, dry cleaner Adjacent Land Uses: North: single-family houses East: France Av, golf course South: Excelsior Blvd, gas station West: Glenhurst Av, park, motel Meeting of February 2, 2009 (Item No. 8a) Page 2 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) BACKGROUND: The applicant proposes to redevelop the Al’s Bar and Anderson Cleaners sites on the northwest corner of Excelsior Boulevard and France Avenue. The development is a five-story mixed use building with 132 residential apartments, 16,394 square feet of commercial on the ground floor, and underground and surface parking. The City Council has approved a Comprehensive Plan map amendment, rezoning, preliminary plat with variances, preliminary PUD, and easement vacations for the development site. PLANNED UNIT DEVELOPMENT (PUD) OBJECTIVES: A mixed use building is required by Planned Unit Development (PUD) in the Mixed Use zoning district. The zoning code requires that applicants for a Planned Unit Development demonstrate how the proposal will “enhance, support, and further the following objectives”: 1. Provide for integrated pedestrian facilities to and within the project: The building location, orientation, façade entrances, sidewalks and plaza provide integrated pedestrian facilities to and within the project. There are sidewalks provided along France Avenue and Excelsior Boulevard. The plaza provides direct and attractive pedestrian access to the storefronts. Ground floor apartments fronting Excelsior Boulevard have direct pedestrian direct access. The parking lot includes a raised (“tabletop”) pedestrian crossing connecting the apartment entrance to the residential patio space to slow traffic and improve safety. 2. Enhance linkages to mass transit facilities: The site is served by Metro Transit routes 12 and 114. Route 12 is considered a “frequently operating transit line” under the Zoning Code. The development will provide an attractive destination. The plaza provides direct walking connections to store entrances and improves the aesthetics of the existing bus stop. No shelters or bus turnouts are requested or proposed. 3. Incorporate implementation of travel demand management strategies as part of the PUD. The purpose of a travel demand management strategy is to spread the number of automobile trips throughout the day, reducing the negative impacts that occur during peak travel times. The mixed-use building satisfies the travel demand strategies requirement. 4. Provide public plazas and designed outdoor recreation area which exceeds minimum chapter requirements: The plan provides 29.3% of the lot area for Designed Outdoor Recreation Area (DORA). The minimum requirement is 12% of the lot area. 5. Provide a high degree of aesthetics through overall design and display of public art: The development site plan provides enhanced gathering spaces, streetscape elements, upscale apartments, attractive retail facades, interesting architectural features, and will incorporate public art into the plaza. Meeting of February 2, 2009 (Item No. 8a) Page 3 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) PUD Modifications: The Final PUD proposes the following modifications: • Increased residential density from 50 units per acre to 59.2 units per acre. • Reduced in the overall Class I exterior building materials percentage from 80 percent to 64 percent. ZONING ANALYSIS: The following analysis shows the redevelopment complies with the Mixed Use zoning district (MX) standards, with modifications as allowed with a Planned Unit Development (PUD). Meeting of February 2, 2009 (Item No. 8a) Page 4 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Zoning Compliance Table Factor Required Proposed Met? Use Mixed-use/Residential Mixed-use/Residential Yes Lot Area 2.0 acres 2.23 acres Yes Density 50 units per acre, or 75 units per acre (with conditions) 59.2 units per acre (conditions are met) Yes Height 30 ft. max., within 60 ft. of R2; 60 ft. max., within 120 feet of R2; No limit on remainder of site Met Building is 60 ft. tall; Yes Off-Street Parking Required (less 10% transit reduction) 253 stalls Provided 276 stalls Yes Setbacks – Front/Rear See setback analysis below. Yes Setbacks – Side/Side See setback analysis below. Yes Commercial Use of Ground Floor Area Majority – Over 50% is required 16,394 (50.4%) Yes Ground Floor Area Ratio N/A 0.34 Yes D.O.R.A. 11,685 sq. ft. (12%) 28,564 sq. ft. (29.3%) Yes Tree Replacement 148.8 caliper inches Approx. 155 caliper inches Yes 149 trees 57 trees 168 shrubs 574 shrubs Landscaping Alternative landscaping The plan provides a very large corner plaza with seating, decorative sidewalk treatments, and public art Yes Transit service None required Frequently operating bus service (Routes 12, 114) Yes Stormwater Required city and watershed standards Stormwater management is provided underground Yes Meeting of February 2, 2009 (Item No. 8a) Page 5 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Density The Mixed Use zoning district allows the proposed 59.2 units per acre density with a PUD. It is permitted because the development provides housing above commercial uses, the residential gross floor area is more than twice the commercial area, the building is situated at or near the street right- of-way, and surface parking is screened from the Excelsior Boulevard and France Avenue right-of- ways. Architectural Design Description The building and site design are influenced by, and reflect, the France Avenue and Excelsior Boulevard Design Guidelines. The design takes advantage of the location as a gateway feature into the City, neighborhood, and development. The building frames the street and proposed corner plaza, providing a distinct, memorable and attractive character. The corner plaza is a prominent gathering space. The proposed building is five stories (60 feet) tall. It has a concave design framing a corner plaza. Commercial uses are proposed on the east half of the first floor of the building (fronting the plaza). The west half of the first floor is residential units. The commercial spaces will have two entrances, including an entry on the back of the building adjacent to parking. Having two entries compels a quality presentation on both sides of the building. The developer made adjustments to earlier concept site and building designs to mitigate the impacts of the height. These include fencing, landscaping, increasing setbacks, reducing the number of units on the north side of the building, vegetative and architectural treatments, and stepping back the upper floors on part of the building. These changes improve the pedestrian scale of the building and reduce shadows cast onto neighboring properties. Height The north part of the building closest to the R-2 zone and the adjacent single family houses ranges from 51 feet to 56.14 feet above grade; the remainder of the building is 60 feet tall. The elevator penthouses are taller than 60 feet, but are exceptions allowed by City Code. The building meets the MX district height regulations. Shadow Study The applicant’s architect certified the shadow study, which concludes that the development meets the City’s requirements. Attached is a summary of the shadow study showing that the site meets the shadow requirements in the City’s Zoning Ordinance. Building Materials Building materials include stone, brick and glass on the ground level surrounding the building, and glass and stucco panel veneer (cement board) on the upper floors. Balconies will be metal. Overall, the building provides 64 percent Class 1 materials, and 36 percent Class II materials. Meeting of February 2, 2009 (Item No. 8a) Page 6 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) The MX District requires at least 80 percent Class I materials on each face of the building visible from public areas within the development or from off-site. The Class I materials requirement may be reduced to 60 percent at the discretion of the City Council if a balance of architectural interest and visual compatibility is provided through approval of the following: • A variety of compatible materials and colors; • Height and building wall deviations; • Architectural features; • Canopies over sidewalks; and • Pedestrian-scale details. City Council found during the preliminary PUD review that the design meets several of the MX zoning district criteria to allow the reduction. Also, there was general consensus that the particular application of cement board (“Hardi” board) with a stucco veneer will be attractive and high-quality, despite the fact that it may fall within the Class II material category as defined in the zoning code. Setbacks In the MX District, building setbacks are regulated by the redevelopment plan or final PUD site plan and development agreement approved by the City Council. The proposed setbacks meet the zoning requirements as shown below: Parking The proposed development qualifies for several parking reductions in the zoning code because it is adjacent to frequently operating bus service and the mix of uses provide opportunities for shared parking efficiencies. The plan provides 278 parking stalls, just three fewer spaces than would be required without any parking reductions. The MX district allows the City Council to reduce required parking by up to 30 percent. As shown in the following table, 177 parking stalls are provided below-grade for the exclusive use of the apartment residents. The remaining 101 spaces in the surface parking lot are available for guests, and customers and employees of the commercial uses. The plan has a surplus of 26 parking stalls. Yard Required Proposed Met? North (based on proposed height) 60 feet 60 - 77 feet Yes South (motel) N/A 30 feet Yes East (Excelsior Blvd., France Ave.) N/A 0 - 5 feet from Excelsior Blvd., 6.2 feet from France Ave. Yes West (Minikahda Court apts., park) N/A 1.7 - 6.7 feet from apt. site, 126 feet from park Yes Meeting of February 2, 2009 (Item No. 8a) Page 7 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) The plan meets the bicycle parking requirement with a mix of indoor, covered and uncovered outdoor bicycle racks – approximately 160 spaces. The bicycle parking plan uses the proof-of- parking provision so all the spaces won’t be built at this time. Designed Outdoor Recreation Area (DORA) The plan provides 29.3% of the land area for DORA. The DORA includes the corner plaza, rooftop sundeck, patio overlooking the park, and sidewalk connections within the site. Both the plaza and patio provide outdoor seating, special surface treatments and landscaping. This exceeds the minimum DORA requirement of 12%. Landscaping The landscaping plan provides 57 of the 149 trees required on the site. It provides 574 shrubs, 406 more than the 168 shrubs required. There are also several areas that include perennial plantings. The development uses alternative landscaping provisions to make up for the shortfall in tree plantings. The development incorporates public art, seating and special surface treatments into the corner plaza design. A landscaped rooftop sundeck will be available to apartment residents. The plan meets City Code requirements. The City is organizing a public artist/art selection process, similar to the process the City has used in other projects. This process will influence the final landscape design of the plaza area. Waste Storage The trash will be managed inside the building. Trash rooms for the apartments will be located in the underground garage. A trash room for the commercial uses will be at the ground level on the north side of the building. Required Parking Proposed Parking 176 bedrooms 176 spaces Underground spaces (Restricted to residents) 177 spaces Restaurant (3,000 sq. ft.) 50 spaces Commercial (13,394 sq. ft.) 54 spaces Surface parking (Available to guests and commercial uses) 101 spaces Minimum required without reductions 280 spaces Total provided 278 spaces 10% transit reduction (28 spaces ) 1.1% reduction request (3 spaces) Off-Street Parking Requirement Minimum required with reduction 252 spaces Total provided 278 spaces Meeting of February 2, 2009 (Item No. 8a) Page 8 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Utilities To construct the building as proposed, public sanitary and storm sewer mains must be relocated. The utilities will be relocated by the developer as part of this project. At the developer’s expense, the City acquired an easement from a neighboring property owner to accommodate the proposed utility relocation. Stormwater from the site will be stored underground and provide infiltration of the first ½-inch of rainfall. The proposed system meets the City’s rate control requirements. The plan requires review and approval by the Minnehaha Creek Watershed District (MCWD). The developer and MCWD are together exploring implementation of additional best management practices above and beyond the minimum requirements. Traffic SRF Consulting Group, Inc. provided a traffic study for the project proposal. The study concludes that the existing adjacent road system and intersection will safely accommodate the proposed development. The applicant proposes to construct a landscaped median in France Avenue to help give drivers a visual cue that they are entering into a neighborhood and slow traffic. This improvement is intended to reduce the number of vehicles entering the Minikahda Oaks neighborhood that incorrectly assume there is an outlet. The developer will build and maintain the landscaped median. Excavation/Haul Route The project entails exporting 33,500 cubic yards of material. The applicant anticipates hours of operation will be from 7:00 a.m. to 3:30 p.m. Monday through Friday, and from 9:00 a.m. to 3:30 p.m. on Saturdays; however, City Code would allow work until 10:00 p.m. The haul route from the site will be onto Excelsior Boulevard to Highway 100. There should be no trucks on France Avenue north of the site. Soil export will take approximately 20 working days. Plan Changes since Preliminary PUD Approval Since the City Council consideration of the preliminary PUD, the developer made three revisions to the plan. The landscaping plan provides deciduous trees on the northwest side of the screen fence and coniferous trees on the northeast side of the site per the request of neighboring residents. The rooftop sundeck was moved to the center of the building to avoid conflicts with proposed mechanical equipment. The plan notes the locations of above ground utility boxes on the site (one is north of the France Avenue driveway and two are located on the southwest corner of the site), which will be fully screened. FINAL PLAT: The final plat combines nine lots into a 2.23-acre lot and dedicates right-of-way to Excelsior Boulevard. The Planning Commission and staff find that it is in substantial conformance with the approved preliminary plat with variances. Meeting of February 2, 2009 (Item No. 8a) Page 9 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Utility Easements The plat provides a 29-foot wide drainage and utility easement along the southwest side of the property, to accommodate the proposed relocation of City sanitary and storm sewer mains. It also provides drainage and utility easements adjacent to Glenhurst Avenue and north property line. The City Council granted a subdivision variance to waive the requirement for perimeter easements along Excelsior Boulevard, France Avenue, and an area adjacent to Bass Lake Park. The City acquired a public drainage and utility easement from the adjacent property owner to accommodate the proposed utility relocation plan. FINANCIAL OR BUDGET CONSIDERATION: The requested zoning approvals do not impact City finances or budget. VISION CONSIDERATION: This project and site design address three parts of the strategic direction, including increasing use of new gathering spaces, providing a well-maintained and diverse housing stock, and promoting and integrating arts and community aesthetics in all City initiatives and implementation where appropriate. Attachments: • Resolution approving the Final Plat with conditions • Resolution approving the Final Planned Unit Development with conditions • Architectural Drawings o Site Plan o First Floor Plan o Second through Fifth Floor Plan o Garage Floor Plan o DORA Plan o Landscaping Plan o Building Illustration and Elevations o Shadow Study Summary • Civil Drawings o Final Plat o Grading Plan o Utility Plan Prepared by: Sean Walther, Senior Planner Reviewed by: Meg McMonigal, Planning and Zoning Supervisor Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of February 2, 2009 (Item No. 8a) Page 10 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) RESOLUTION NO. 09-____ RESOLUTION GIVING APPROVAL FOR FINAL PLAT OF ELLIPSE ON EXCELSIOR 3900, 3912, 3920 Excelsior Boulevard; 3408, 3412, 3416 France Avenue South; and 3409, 3413, 3417 Glenhurst Avenue South BE IT RESOLVED BY the City Council of St. Louis Park: Findings 1. David Payne, James Rossman, and Bader Development, owners and subdividers of the land proposed to be platted as Ellipse on Excelsior have submitted an application for approval of final plat of said subdivision in the manner required for platting of land under the St. Louis Park Ordinance Code, and all proceedings have been duly had thereunder. 2. The proposed final plat has been found to be in all respects consistent with the City Plan and the regulations and requirements of the laws of the State of Minnesota and the ordinances of the City of St. Louis Park. 3. The proposed plat is situated upon the following described lands in Hennepin County, Minnesota, to-wit: Parcel 1: Lots 3, 4 and 11, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”. (Registered property: Certificate of Title No. 666066) Parcel 2: Lots 5, 7, 8, 9 and 10, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”; and That part of the Northeast Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, Hennepin County, Minnesota, described as follows: Commencing at a point on the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota” which is distant 50 feet at right angles from the centerline of Excelsior Avenue; thence southwesterly parallel with said centerline of Excelsior Avenue 30 feet; thence northwesterly at right angles to Excelsior Avenue 190 feet to a point of the centerline of Greeley Avenue (now Glenhurst Avenue) extended southerly; thence at an angle of 48 degrees 17 minutes to the right 97 feet along said extended centerline to the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota”; thence southeasterly 258.4 feet along last mentioned line, to the beginning; and Meeting of February 2, 2009 (Item No. 8a) Page 11 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) That part of the Northeast Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, Hennepin County, Minnesota, described as follows: Commencing at a point on the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota” which point is 50 feet northwesterly at right angles from the centerline of Excelsior Avenue also known as U.S. Trunk Highway No. 169; thence southwesterly parallel with the centerline of Excelsior Avenue a distance of 30 feet to the actual point of beginning of the tract to be described; thence northwesterly along a line drawn at right angles to said Excelsior Avenue, a distance of 190 feet; thence southwesterly parallel with the centerline of Excelsior Avenue a distance of 140 feet; thence southeasterly along a line drawn at right angles to said Excelsior Avenue a distance of 190 feet to a point 50 feet northwesterly at right angles from the centerline of said Excelsior Avenue; thence northeasterly parallel with said centerline 140 feet to the actual point of beginning. (abstract property) Parcel 3: Lot 6, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”. (abstract property) Conclusion 1. The proposed final plat of Ellipse on Excelsior is hereby approved and accepted by the City as being in accord and conformity with all ordinances, City plans and regulations of the City of St. Louis Park and the laws of the State of Minnesota, provided, however, that this approval is made subject to the opinion of the City Attorney and Certification by the City Clerk subject to the following conditions: A. Prior to, or upon, the City signing the final plat: 1. A public drainage and utility easement shall be acquired from the adjacent property owner to accommodate the proposed utility plan. 2. The developer or owner shall pay park and trail dedication fees in the amounts of $206,980 and $29,700 respectively to the City. 3. The developer shall submit a mylar copy of the final plat to the City for City records. 4. The developer shall provide a financial security in the form of cash or letter of credit in the amount of $1,000 to insure that the final placement of iron monuments in accordance with the final plat. The developer shall submit a written notice from the developer’s surveyor that said monuments have been installed. B. The developer or owner shall reimburse City attorney’s fees in drafting/reviewing such documents as required in the Plat approval. C. The developer or owner shall pay an administrative fee of $750 per violation of any condition of this approval. Meeting of February 2, 2009 (Item No. 8a) Page 12 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) 2. The City Clerk is hereby directed to supply two certified copies of this Resolution to the above-named owner and subdivider, who is the applicant herein. 3. The Mayor and City Manager are hereby authorized to execute all contracts required herein, and the City Clerk is hereby directed to execute the certificate of approval on behalf of the City Council upon the said plat when all of the conditions set forth in Paragraph No. 1 above and the St. Louis Park Ordinance Code have been fulfilled. 4. Such execution of the certificate upon said plat by the City Clerk, as required under Section 26-123(1)j of the St. Louis Park Ordinance Code, shall be conclusive showing of proper compliance therewith by the subdivider and City officials charged with duties above described and shall entitle such plat to be placed on record forthwith without further formality. 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 February 2, 2009 City Manager Mayor Attest: City Clerk Meeting of February 2, 2009 (Item No. 8a) Page 13 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) RESOLUTION NO. 09-____ RESOLUTION APPROVING A FINAL PLANNED UNIT DEVELOPMENT (PUD) UNDER SECTION 36-367 OF THE ST. LOUIS PARK ORDINANCE CODE RELATING TO ZONING FOR PROPERTY ZONED MX-MIXED USE AND R-4 MULTIPLE FAMILY RESIDENTIAL LOCATED AT 3900, 3912, 3920 EXCELSIOR BOULEVARD 3409, 3413, 3417 GLENHURST AVENUE SOUTH 3408, 3412, 3416 FRANCE AVENUE SOUTH ELLIPSE ON EXCELSIOR WHEREAS, the City Council approved the Preliminary PUD on December 1, 2008 Resolution No. 08-154; and WHEREAS, a complete application for approval of a Final Planned Unit Development (PUD) was received on December 15, 2008 from the applicant, and WHEREAS, the Planning Commission reviewed the Final PUD at the meeting of January 7, 2009, and WHEREAS, the Planning Commission recommended approval of the Final PUD on a 5-0 vote with all members present voting in the affirmative, and WHEREAS, the City Council has considered the staff reports, Planning Commission minutes and testimony of those appearing at the public hearing or otherwise including comments in the record of decision. BE IT RESOLVED BY the City Council of the City of St. Louis Park: Findings 1. Bader Development has made application to the City Council for a Planned Unit Development under Section 36-367 of the St. Louis Park Ordinance Code within the MX-Mixed Use and R-4 Multiple Family Residential districts located at 3900, 3912, 3920 Excelsior Boulevard; 3409, 3413, 3417 Glenhurst Avenue South; and 3408, 3412, 3416 France Avenue South for the legal description as follows, to-wit: Parcel 1: Lots 3, 4 and 11, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”. (Registered property: Certificate of Title No. 666066) Meeting of February 2, 2009 (Item No. 8a) Page 14 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Parcel 2: Lots 5, 7, 8, 9 and 10, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”; and That part of the Northeast Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, Hennepin County, Minnesota, described as follows: Commencing at a point on the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota” which is distant 50 feet at right angles from the centerline of Excelsior Avenue; thence southwesterly parallel with said centerline of Excelsior Avenue 30 feet; thence northwesterly at right angles to Excelsior Avenue 190 feet to a point of the centerline of Greeley Avenue (now Glenhurst Avenue) extended southerly; thence at an angle of 48 degrees 17 minutes to the right 97 feet along said extended centerline to the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota”; thence southeasterly 258.4 feet along last mentioned line, to the beginning; and That part of the Northeast Quarter of the Southeast Quarter of Section 6, Township 28, Range 24, Hennepin County, Minnesota, described as follows: Commencing at a point on the southwesterly line of “Minikahda Oaks, Hennepin County, Minnesota” which point is 50 feet northwesterly at right angles from the centerline of Excelsior Avenue also known as U.S. Trunk Highway No. 169; thence southwesterly parallel with the centerline of Excelsior Avenue a distance of 30 feet to the actual point of beginning of the tract to be described; thence northwesterly along a line drawn at right angles to said Excelsior Avenue, a distance of 190 feet; thence southwesterly parallel with the centerline of Excelsior Avenue a distance of 140 feet; thence southeasterly along a line drawn at right angles to said Excelsior Avenue a distance of 190 feet to a point 50 feet northwesterly at right angles from the centerline of said Excelsior Avenue; thence northeasterly parallel with said centerline 140 feet to the actual point of beginning. (abstract property) Parcel 3: Lot 6, Block 5, in “Minikahda Oaks, Hennepin County, Minnesota”. (abstract property) 2. The City Council has considered the advice and recommendation of the Planning Commission (Case No. 08-36-PUD) and the effect of the proposed PUD 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 City Council has determined that the PUD will not be detrimental to the health, safety, or general welfare of the community nor with certain contemplated traffic improvements will it cause serious traffic congestion nor hazards, nor will it seriously depreciate surrounding property values. Meeting of February 2, 2009 (Item No. 8a) Page 15 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) The Council has also determined that the proposed PUD is in harmony with the general purpose and intent of the Zoning Ordinance and the Comprehensive Plan and that the requested modifications comply with the requirements of Section 36-367(b)(5). The specific modifications include: A. Increased residential density from 50 units per acre to 59.2 units per acre. B. Reduction in the overall Class I exterior building materials percentage from 80 percent to 64 percent. 4. The contents of Planning Case File 08-36-PUD are hereby entered into and made part of the public hearing record and the record of decision for this case. Conclusion The Final Planned Unit Development at the location described is approved based on the findings set forth above and subject to the following conditions: 1. The site shall be developed, used and maintained in conformance with the Final PUD official exhibits. 2. The following requirements, consistent with the official exhibits, shall apply to the PUD: A. The maximum number of residential units shall be 132. B. The minimum number of parking spaces shall be 278. C. The maximum of gross floor area used for restaurant shall be 3,000 square feet. The City Council may approve an increase to 3,500 square feet of restaurant with a minor amendment to the Final PUD. D. The maximum building height shall be 60 feet. E. The majority of the first floor shall be used for commercial purposes. F. The plan shall meet the MX District setbacks from the adjacent R2 zoning district. E. All trash handling and storage facilities shall be located inside the building. F. All utility service structures shall be buried. If any utility service structure cannot be buried (i.e. electric transformer), it shall be integrated into the building or landscaping design and 100% screened from off-site. 3. Before starting any land disturbing activities on the site (excluding demolition of existing buildings): A. The developer and owner shall sign the assent form and official exhibits. B. The developer shall submit to the City proof of recording the final plat with Hennepin County. C. The developer shall submit building material samples and colors to the City for administrative review and approval. D. The developer or developer’s engineer shall schedule pre-construction meetings at mutually agreeable times with all parties concerned, including City staff, to review the program for the construction work. Meeting of February 2, 2009 (Item No. 8a) Page 16 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) 1. The developer’s general contractor shall present a parking plan for construction equipment and vehicles, and workers’ vehicles, at the preconstruction conference that minimizes or eliminates parking in the surrounding residential neighborhoods. E. The developer shall obtain all required permits for the proposed work, including but not necessarily limited to: 1. City right-of-way permits (required for any work within the right-of-way, including utility work, curb and gutter, sidewalk, driveway aprons, parking bays, road closures and sidewalk closures. 2. Hennepin County permits for all work within the County right-of-way. 3. NPDES permit. 4. Minnehaha Creek Watershed District permits. 5. City erosion control permit (the City will require a copy of the watershed district and NPDES permits prior to issuance). 4. Prior to issuance of building permits, the developer shall enter into a Planning Development Contract with the City that addresses, at a minimum, the following: A. Installation and on-going maintenance at Developer’s expense of on-street loading and streetscape improvements along all public streets, including the proposed landscaped median in France Avenue. Construction plans for said improvements shall be submitted to the City Engineer for review and approval. B. Installation at Developer’s expense of relocating and abandoning public sanitary and storm sewer mains in accordance with City approved design and materials. C. Participation by the property owner in the special service district relating to maintenance of streetscape improvement within the public right-of-way along Excelsior Boulevard. D. Installation and on-going maintenance of public artwork that will be located in the plaza area at the corner of Excelsior Boulevard and France Avenue. The minimum financial contribution shall be finalized before the City Council takes action on the Final PUD. E. Performance guarantee (financial securities) in the form of cash or letter of credit for 1.25 times the estimated cost of installing public improvements, development landscaping, and survey monuments. F. Developer or owner cooperation, but not necessarily financial contribution, to consolidate driveway accesses onto Excelsior Boulevard should the site at 3924 Excelsior Boulevard (American Inn) redevelop and provides an opportunity for a full driveway access (not right-in, right-out only) to Excelsior Boulevard for both properties. 5. The developer or owner shall reimburse City attorney’s fees in drafting/reviewing such documents as required in the Planned Unit Development approval. 6. During construction the developer, general contractor and subcontractors shall comply with the following requirements: A. Construction activities involving the use of power equipment, manual tools, movement of equipment, or similar activities shall be limited to between the hours of 7:00 a.m. and 10:00 p.m. on weekdays and between the hours of 9:00 a.m. and 10:00 p.m. on Meeting of February 2, 2009 (Item No. 8a) Page 17 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) Saturdays. No construction activity shall occur on Sundays and holidays. Limited exceptions to these construction hours may be permitted if the City issues a noise permit. B. The developer and general contractor shall implement and enforce a parking plan for construction equipment and vehicles, and workers’ vehicles, which minimizes or eliminates parking in the surrounding residential neighborhoods. C. The developer shall install and maintain chain link security fencing that is at least six feet tall along the perimeter of the site. All gates and access points shall be locked during non-working hours. D. Temporary electric power connections shall not adversely impact surrounding neighborhood service. E. Construction vehicles and equipment shall not line up, park or idle on neighborhood streets. F. Vehicular traffic access on France Avenue shall be maintained at all times. G. Pedestrian access along Excelsior Boulevard and to the existing bus stop shall be maintained during construction. Any expected disruptions shall be limited in duration and scope, and communicated to the City and County well in advance. 7. Before the City issues a final certificate of occupancy: A. The Developer shall provide the City with a complete set of reproducible "as constructed" plans and an electronic file of the "as constructed" plans, all prepared in accordance with City standards. 8. The following façade design guidelines shall be applicable to all ground floor non-residential facades located in the Mixed-Use building facing Excelsior Boulevard and France Avenue: A. Façade Transparency. Windows and doors shall meet the following requirements: 1. For street-facing facades, no more than 10% of total window and door area shall be glass block, mirrored, spandrel, frosted or other opaque glass, finishes or material including window painting and signage. The remaining 90% of window and door area shall be clear or slightly tinted glass, allowing views into and out of the interior. 2. Visibility into the space shall be maintained for a minimum depth of three feet. This requirement shall not prohibit the display of merchandise. Display windows may be used to meet the transparency requirement. B. Awnings. 1. Awnings must be constructed of heavy canvas fabric, metal and/or glass. Plastic and vinyl awnings are prohibited. 2. Backlit awnings are prohibited. C. Use of Sidewalk. A business may use that portion of a sidewalk extending a maximum of five feet from the building wall for the following purposes, provided a six-foot minimum horizontal clearance along Excelsior Boulevard and France Avenue is maintained between obstructions on public sidewalks and provided that all activity is occurring on private property: 1. Display of merchandise. 2. Benches, planters, ornaments and art. 3. Signage, as permitted in the zoning ordinance. Meeting of February 2, 2009 (Item No. 8a) Page 18 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) 4. Dining areas may extend beyond five feet of the building, provided eight feet minimum horizontal clearance along Excelsior Boulevard and France Avenue is maintained between the obstructions on the sidewalk. D. All wall vents and assorted fixtures shall be painted to match the color of the wall to which they are attached. 9. The development shall comply with the following Fire Department requirements: A. New on-site fire hydrants shall meet City specifications. B. An existing hydrant is shown remaining at the corner of Excelsior and France. The condition of this hydrant (and overall fire protection needs for the site) must be reviewed and approved by the Fire Department. C. Fire standpipes shall be provided in east and northwest stairways. D. The fire sprinkler system shall be an NFPA 13 system zoned by the floor level. Zone valves shall be in a location approved by the Fire Marshal. E. The elevator shall have a back up generator per State of Minnesota elevator code. F. Floor levels for the elevator shall be designated/labeled garage (-1), ground floor (1), second floor (2) and etc. G. The make up and exhaust fans in the garage level shall have fire department override switches at a location approved by the Fire Marshal. 10. The development shall comply with the following Public Works Department requirements: A. The developer shall cap all existing water services to be removed. B. The underlying soil conditions of the proposed relocation area for sanitary and storm sewer mains shall be verified for adequacy. C. The utility relocation construction work area extends into Excelsior Boulevard, and it is expected that lane closures will be necessary. Work within the Excelsior Boulevard right- of-way, or any lane closures, shall occur only with the permission of Hennepin County. Hennepin County will likely require full restoration standards to all roadway and other disturbances. D. The proposed relocation of the sanitary sewer lift station wall panel shall be reviewed and approved by the Public Works Utility Division. E. The developer shall be responsible for all bypass pumping as needed during the course of constructing the relocated sanitary and storm sewer mains. F. The property owner shall be responsible for long term maintenance of the proposed landscaped median in France Avenue. G. The minimum sidewalk clearance width between obstructions (i.e. landscaping, light poles, bollards, stairways, building, etc.) shall be six feet at all locations. H. The plan shall comply with the recommendations of the traffic study prepared by SRF Consulting Engineers and dated 10-30-08, including: 1. Provision of sufficient space for temporary vehicle parking in the proposed Excelsior Boulevard loading area to prevent queuing onto Excelsior Boulevard. 2. Installation of proper signage to clearly identify the ramp as “Resident Parking Only,” in order to prevent unfamiliar vehicles from entering the below ground parking garage area. Meeting of February 2, 2009 (Item No. 8a) Page 19 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) 3. Installation and use of secure access (i.e. card key) to the below ground parking garage located at the garage entrance. 4. Installation of signage such as “stop” or “yield” signs, in accordance with MUTCD, shall be provided on-site to prevent internal conflicts amongst vehicles, as well as vehicular and pedestrian conflict areas. 5. Provision of adequate clearance and installation of proper signage for service and emergency vehicles at the west end of the development where the surface parking lot passes under the proposed building. 6. Installation and maintenance of neighborhood identification sign in the proposed France Avenue median. 7. Installation of “No Outlet” sign(s) on northbound France Avenue. 8. Location and design of the proposed France Avenue landscaped median shall provide sufficient clearance for all traffic on France Avenue to easily enter and exit the development’s driveway (i.e., offset distance of the median and design of median nose) and shall not restrict access into or out of the adjacent home north of the proposed redevelopment. 9. Consideration shall be given of vehicle and pedestrian sight distance and potential for damage by vehicles and snow plows with respect to the design and location of France Avenue gateway treatments. 10. Provision of at least 14 feet wide travel lanes on France Avenue (curb face to curb face) in the vicinity of the proposed landscaped median in France Avenue to provide adequate space for large semi-trucks and on-street bicycle traffic. 11. Installation of “No Parking” signs along France Avenue for the entire length of the proposed France Avenue median. I. All maintenance in the boulevard area (including streetscape and snow removal) shall be provided by the property owner, or through the Excelsior Boulevard special service district. J. Street lighting units on Excelsior Boulevard must be identical to existing Excelsior Boulevard units for uniformity and maintenance purposes. K. Proper traffic control and safety in accordance with MUTCD (in addition to specific County and City permit requirements for all work within the public right of way). L. The developer shall maintain horizontal separation from landscaping (i.e. boulevard trees) of at least three feet from shallow underground utilities (i.e. fiber optic cable, private utilities, etc.), and eight feet horizontal separation from deeper underground utilities (i.e. water, sanitary sewer, etc.). 11. The property owner(s) shall be responsible for obtaining a City license for the underground parking structure. 12. Future commercial tenants shall be responsible for obtaining all City licenses (i.e. restaurant), sign permits, and building permits to finish interior spaces. 13. Commercial and office tenants shall provide customer entrances from the plaza. Meeting of February 2, 2009 (Item No. 8a) Page 20 Subject: Ellipse on Excelsior – Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD) 14. The plaza design and features shall maintain an open connection to the public sidewalk. Temporary or permanent barriers that restrict access to commercial and office customer entrances onto the plaza and connections to the public sidewalk shall be prohibited. Limited use of temporary fencing surrounding tenant outdoor seating areas may be approved administratively by the Zoning Administrator or his/her designee provided convenient access to the commercial and office building entrances onto the plaza are maintained. 15. The developer shall submit a sign plan for the entire development to the City for administrative review and approval by the Zoning Administrator or his/her designee prior to City issuance of sign permits. 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. Pursuant to Section 36-367(e)(6) of the Zoning Ordinance, the City will require execution of a development agreement as a condition of approval of the Final PUD. The development agreement shall address those issues which the City Council deems appropriate and necessary. The Mayor and City Manager are authorized to execute the development agreement. 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 February 2, 2009 City Manager Mayor Attest: City Clerk SITE PLAN THE ELLIPSE ON EXCELSIORSt. Louis Park, MinnesotaDecember 1, 200808.0089.0BD BaderDevelopmentMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 21 5'-0"6'-6"TO PLANK99'-0"65'-8"179'-4"187'-9"36'-412"103'-9"7 6 '- 3 "142'-0"1 6 4'- 9 "114'-3"108'-0"A11/16" = 1'-0"First Floor PlanA101Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: MS SN First Floor Plan EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTAL Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 22 66'-0"172'-4"211'-3"9 4 '- 2 "77'-10"6 4 '- 0 "141'-10"1 6 4 '- 0 "114'-3"108'-4"A11/16" = 1'-0"SECOND THRU FIFTH FLOOR PLANA102Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: MS SN Second Thru Fifth Floor Plan EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 16 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 O 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTAL Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 23 205'-3"1 9 3 '- 1 1 "78'-6"66'-0"179'-4"186'-7"15'-1"21'-3"103'-9"1 3 7 '- 1 1 "R85'-0"R47'-5"R64'-6"A11/16" = 1'-0"GARAGE FLOOR PLANA100Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: MS SN Garage Floor Plan EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTAL Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 24 SITE AREASTOTAL BUILDING FOOTPRINTSITE AREA32,881 S.F.97,378 S.F.(2.23 ACRES)DORARESIDENTIALUSE AREAS28,564 S.F.COMMERCIALSURFACE PARKING16,106 S.F.16,394 S.F.30,063 S.F.(INCL. 5,588 S.F. ROOF DECK)A11/16" = 1'-0"ARCHITECTURAL SITE PLANAS101Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: ARCHITECTURAL SITE PLAN - PROPOSED USES MS Checker EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTAL Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 25 PAINTED ALUMINUM GUARD RAIL3'-6"PRECAST CAPROCK FACE BLOCK VENEERCONCRETE3'-6"SEGMENTAL RETAINING WALLPAINTED ALUMINUM GUARD RAILASPHALT DRIVECONCRETE CURB7 7'- 31 2"101'-2"30'-0"5'-8"SIDE YARD SETBACK113'-8" REAR YARD SETBACK 5'-0"7'-0"FRONT YARD SETBACK 2ND FLR. SETBACK 6 0'- 0 " 4'- 9 3 4" 8 2 '- 3 1 4"6'-6"AS100E5AS100D5A11/16" = 1'-0"ARCHITECTURAL SITE PLANAS100Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: ARCHITECTURAL SITE PLAN MS Checker EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTAL E51/4" = 1'-0"RETAINING WALL & GUARD RAIL DETAILD51/4" = 1'-0"GUARD RAIL DETAIL AT EDGE OF PARKINGMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 26 GATEWAY THE ELLIPSE ON EXCELSIORSt. Louis Park, MinnesotaDecember 1, 200808.0089.0BD BaderDevelopmentMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 27 57'-212"BRICKVENEERRESIDENTIALENTRYALUMINUMSTOREFRONTCAST STONE CAPMETAL DECKAND RAILINGALUMINUMWINDOWGLAZINGLIFT STATION SIGNALMETAL PANEL VENEERALUMWINDOWSMETAL PARAPETCAPBUILDING MATERIAL RECAPCLASS 1 MATERIALS 64%CLASS 2 MATERIALS 36%RETAIL ENTRIES:ALUMINUM STOREFRONT GLAZING W/ METAL CAP AND AWNINGRETAIL ENTRIES:ALUMINUM STOREFRONT GLAZING W/ METAL CAP AND AWNING4" STONEVENEERSTONEVENEERALUMWINDOWSSTUCCO PANELVENEERMETAL PARAPETCAPMETAL BALCONIES AND RAILINGSALUMWINDOWSMETAL PARAPETCAPMETAL BALCONIES AND RAILINGSCAST STONESILLBRICK SOLDIERCOURSINGSECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"13'-0"10'-678" 60'-0" 10'-57 8"10'-578"11'-158"FIRST FLR. RES. LOBBYEL. 100'-0"T.O. PARAPETEL. 160'-0"3'-33 4"E L E V A T I O N L E G E N DSECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"13'-0"10'-67 8" 57'-10" 10'-57 8"10'-578"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"T.O. PARAPETEL. 157'-10"1'-13 4"1'-0"1'-0"SECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"13'-0"10'-67 8" 57'-10" 10'-578"10'-57 8"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"T.O. PARAPETEL. 157'-10"1'-13 4"1'-0"ALUMWINDOWSMETAL BALCONIES AND RAILINGS4" STONEVENEERSTUCCO PANELVENEERMTL. REVEALSTYP.MTL. REVEALSTYP.MTL. REVEALSTYP.SECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"13'-0"10'-67 8" 57'-10" 10'-578"10'-57 8"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"T.O. PARAPETEL. 157'-10"1'-13 4"1'-0"ALUMWINDOWSMETAL PARAPETCAPMETAL BALCONIES AND RAILINGSALUMINUMSTOREFRONT3 COAT STUCCOSYSTEMALUMWINDOWSBRICKVENEERALUMINUMSTOREFRONTBCDEFGJKAHIL3 COAT STUCCOSYSTEM3 COAT STUCCOSYSTEM3 COAT STUCCOSYSTEMA200Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: EXTERIOR ELEVATIONS MS Checker EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTALA13/32" = 1'-0"ELEVATION AA33/32"= 1'-0"ELEVATION CA53/32"= 1'-0"ELEVATION DD53/32"= 1'-0"ELEVATION EE33/32"= 1'-0"ELEVATION BMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 28 S I G N A G ES I G N A G ES I G N A G ES I G N A G ESECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"14'-0"10'-67 8" 56'-814" 10'-578"10'-57 8"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"SECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"14'-0"10'-67 8" 56'-814" 10'-57 8"10'-578"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"SECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"14'-0"10'-678" 56'-814" 10'-57 8"10'-578"11'-158"FIRST FLR. RES. LOBBYEL. 100'-0"STUCCO PANELVENEERALUM WINDOWS3 COAT STUCCO SYSTEME L E V A T I O N L E G E N DBCDEFGJKAHILA201Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: EXTERIOR ELEVATIONS MS Checker EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTALA13/32" = 1'-0"ELEVATION FA33/32"= 1'-0"ELEVATION GA53/32"= 1'-0"ELEVATION IMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 29 SECOND FLOOREL. 114'-0"THIRD FLOOREL. 124'-6-7/8"FOURTH FLOOREL. 135'-0-3/4"FIRST FLOOR RETAILEL. 101'-0"FIFTH FLOOREL. 145'-6-5/8"GARAGE SLABEL. 88'-0"T.O. PARAPETEL. 156'-8-1/4"FIRST FLOOR RES.EL. 102'-0"14'-0"10'-67 8"T.O. PARAPET 3EL. 160'-0"3'-33 4"ALUMWINDOWSSTUCCO PANELVENEERMETAL PARAPETCAPMETAL PARAPETCAPOPENOPENOPENBRICKVENEERLIFT STATIONACCESS PANEL60'-0" 10'-57 8"10'-578"11'-15 8"FIRST FLR. RES. LOBBYEL. 100'-0"MTL. REVEALSTYP.4" CAST STONE CAPCIP CONC.DECKROUND PRECAST COL.E L E V A T I O N L E G E N DBCDEFGJKAHIL3 COAT STUCCO VENEERA202Copyright 2008 DJR Architecture, Inc 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 Architect under the laws of the State of Minnesota. PRINT NAME SIGNATURE REGISTRATION NUMBER DATE Issue:Date:Project #: Date: Drawn by: Checked by: EXTERIOR ELEVATIONS MS Checker EXCELSIOR AND FRANCE, ST. LOUIS PARK, MN The Ellipse on Excelsior 10.3.2008 08-0089.0 CLIENT BADER DEVELOPMENT 5402 Parkdale Drive Ste 200 Minneapolis, MN 55416 CONTRACTOR FRANA COMPANIES 633 SECOND AVE S HOPKINS, MN 55343 STRUCTURAL HANUSCHAK CONSULT. INC. 26 EDMUNTON STREET WINNEPEG, MA, R3C, 1P7 CANADA LANDSCAPE ARCHITECT DAMON FARBER ASSOCIATES 923 NICOLLET MALL MINNEAPOLIS, MN 55402 CIVIL ENGINEER MFRA 14800 28TH AVE NORTH SUITE 140 PLYMOUTH , MN 55447 09-15-2008PLANNING SUBMITTAL 10-15-2008REVISION 11-03-2008PRELIMINARY PRICING SET 11-21-2008REVISED PLANNING SUBMITTALA13/32" = 1'-0"ELEVATION JA33/32"= 1'-0"ELEVATION LD13/32" = 1'-0"ELEVATION KMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 30 SUMMARYFEBRUARY 21NOVEMBER 213405Glenhurst100%98%20%0%0%0%0%3404France0%0%30%35%55%100%90%3405Glenhurst100%100%55%0%0%0%0%3404France0%0%75%80%80%100%100%3405Glenhurst100%100%60%0%0%0%0%3404France0%0%15%20%25%80%100%3405Glenhurst 5% 0% 3404France 0% 0% DECEMBER 21 JANUARY 21OCTOBER 21More than 2 hours greater than 50% shadow9:00 am10:00 am11:00 am12:00 pm1:00 pm2:00 pm3:00 pm3405Glenhurst 3%0%3404France 0%0%All new multiple-family and nonresidential buildings and additions thereto shall be located so that the structure does not cast a shadow which covers more than 50 percent of another building wall for a period greater than two hours between 9:00 a.m. and 3:00 p.m. for more than 60 days of the year.3404 France passes on November 19th and again on January 16th, a span of 57 days.3405 Glenhurst passes on December 18th and again on February 4th, a span of 47 days.THE ELLIPSE ON EXCELSIORSt. Louis Park, MinnesotaDecember 1, 200808.0089.0BD BaderDevelopmentMeeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 31 Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 32 Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 33 Meeting of February 2, 2009 (Item No. 8a) Subject: Ellipse on Excelsior - Final Plat and Final PUD (Case Nos.: 08-35-S, 08-36-PUD)Page 34