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Home My WebLink About2009/04/20 - ADMIN - Agenda Packets - City Council - RegularAGENDA APRIL 20, 2009 6:15p.m. BOARD AND COMMISSION RECOGNITION – Council Chambers 7:20 p.m. ECONOMIC DEVELOPMENT AUTHORITY – Council Chambers 1. Call to Order 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes April 6, 2009 4. Approval of Agenda 5. Reports - None 6. Old Business 7. New Business 7a. Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) Recommended Action: Motion to Adopt Resolution approving the Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development). 8. Communications 9. Adjournment 7:30 p.m. CITY COUNCIL MEETING – Council Chambers 1. Call to Order 1a. Pledge of Allegiance 1b. Roll Call 2. Presentations 2a. Proclamation for Tree City USA Designation and Arbor Day 2b. Proclamation for National Volunteer Week 2c. Proclamation - Beautify the Park and the Minnesota Energy Challenge 3. Approval of Minutes 3a. Special Study Session Minutes April 6, 2009 3b. City Council Minutes April 6, 2009 Meeting of April 20, 2009 City Council Agenda 4. Approval of Agenda and Items on Consent Calendar NOTE: The Consent Calendar lists those items of business which are considered to be routine and/or which need no discussion. Consent items are acted upon by one motion. If discussion is desired by either a Councilmember or a member of the audience, that item may be moved to an appropriate section of the regular agenda for discussion. The items for the Consent Calendar are listed on the last page of the Agenda. Recommended Action: Motion to approve the agenda as presented and to approve items on the consent calendar. (Alternatively: Motion to add or remove items from the agenda, motion to move items from consent calendar to regular agenda for discussion and to approve those items remaining on the consent calendar.) 5. Boards and Commissions -- None 6. Public Hearings -- None 7. Requests, Petitions, and Communications from the Public 8. Resolutions, Ordinances, Motions and Discussion Items 8a. St. Louis Park Municipal Service Center Expansion Recommended Action: Motion to Adopt Resolution approving a Major Amendment to a Special Permit for building expansion at 7305 Oxford Street. Motion to Adopt Resolution approving a Variance to the architectural standards for an accessory structure at 7305 Oxford Street. 8b. Municipal Service Center Project Report – Project No. 2008-1900 Recommended Action: Motion to Adopt Resolution accepting this report, establishing and ordering MSC Remodeling Project No. 2008-1900, approving plans and specifications, and authorizing advertisement for bids. 8c. Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Recommended Action: Adopt Resolution Providing for the Sale of $2,020,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A. 9. Communication Auxiliary aids for individuals with disabilities are available upon request. To make arrangements, please call the Administration Department at 952/924-2525 (TDD 952/924-2518) at least 96 hours in advance of meeting. Meeting of April 20, 2009 City Council Agenda 4. CONSENT CALENDAR 4a. Approve the 2009 Neighborhood Grants 4b. Authorize the Mayor and City Manager authority to enter into a contract with Homes Within Reach (HWR), also known as West Hennepin Affordable Housing Land Trust, to establish a $100,000 revolving line-of-credit designated for providing financial assistance with the cost of housing maintenance, repairs and rehab to affordable homeownership units purchased in St. Louis Park 4c. Recommend approval of an extension until May 31, 2010 for Duke Realty to file the final plat and final planned unit development (PUD) applications for The Towers at West End, and an extension until May 31, 2010 for the conditional use permit for excavating, filling, and grading 4d. Designate ASTECH Corporation the lowest responsible bidder and authorize execution of contract with the firm in the amount of $1,392,181.65 for the 2009 Local Street Rehabilitation Project – Area 5, Project No. 2008-1000 and 2009-1300 4e. Adopt Resolution establishing a special assessment for the repair of the sewer service line at 3140 Hampshire Avenue South 4f. Adopt Resolution establishing a special assessment for the repair of the sewer service line at 3953 Zarthan Avenue South 4g. Approve for Filing Human Rights Commission Minutes January 20, 2009 4h. Approve for Filing Housing Authority Minutes March 11, 2009 4i. Approve for Filing Vendor Claims 4j. Approve for Filing Planning Commission Minutes March 18, 2009 St. Louis Park Economic Development Authority and regular City Council meetings are carried live on Civic TV cable channel 17 and replays are frequent; check www.parktv.org for the schedule. The meetings are also streamed live on the internet at www.parktv.org, and saved for Video on Demand replays. The agenda is posted on Fridays on the official city bulletin board in the lobby of City Hall and on the text display on Civic TV cable channel 17. The agenda and full packet are available by noon on Friday on the city’s website. Meeting Date: April 20, 2009 Agenda Item #: 3a UNOFFICIAL MINUTES ECONOMIC DEVELOPMENT AUTHORITY ST. LOUIS PARK, MINNESOTA APRIL 6, 2009 1. Call to Order President Finkelstein called the meeting to order at 7:22 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), Economic Development Coordinator (Mr. Hunt), Communications Coordinator (Mr. Zwilling), Community Development Director (Mr. Locke) and Recording Secretary (Ms. Schmidt). 2. Roll Call 3. Approval of Minutes 3a. Economic Development Authority Minutes February 17, 2009 It was moved by Commissioner Jacobs, seconded by Commissioner Omodt, to approve the EDA minutes as presented. The motion passed 6-0. 4. Approval of Agenda The Agenda was approved as submitted. 5. Reports 5a. EDA Vendor Claims It was moved by Commissioner Jacobs, seconded by Commissioner Omodt, to approve the EDA Vendor Claims. The motion passed 6-0. 6. Old Business - None Meeting of April 20, 2009 (Item No. 3a) Page 2 Subject: Economic Development Authority Minutes April 6, 2009 7. New Business 7a. First Amendment to Redevelopment Contract with Oak Hill 7100 LLC (Anderson Builders). EDA Resolution No. 09-04 Mr. Hunt presented the staff report. It was moved by Commissioner Paprocki, seconded by Commissioner Sanger, to approve EDA Resolution No. 09-04 for the First Amendment to Redevelopment Contract with Oak Hill 7100 LLC. The motion passed 6-0. 7b. Support for Bader Development’s Application for a Hennepin County Transit Oriented Development (TOD) grant related to the Ellipse on Excelsior project. EDA Resolution No. 09-05 Mr. Hunt presented the staff report. It was moved by Commissioner Basill, seconded by Commissioner Omodt, to approve EDA Resolution No. 09-05, supporting Bader Development’s Application for a Hennepin County Transit Oriented Development (TOD) grant related to the Ellipse on Excelsior. The motion passed 6-0. 8. Communications - None 9. Adjournment The meeting adjourned at 7:25 p.m. ______________________________________ ______________________________________ Secretary President Meeting Date: April 20, 2009 Agenda Item #: 7a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development). RECOMMENDED ACTION: Motion to Adopt Resolution approving the Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development). POLICY CONSIDERATION: Does the EDA wish to approve the proposed Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC to facilitate the Wooddale Pointe mixed use project? BACKGROUND: Greco Development has an option agreement with The Rottlund Company to purchase two vacant parcels (3601 Wooddale Avenue and 5810 37th Street West) totaling approximately 2 acres. This redevelopment site is located at the southeast corner of 36th Street and Wooddale Avenue and directly across the street from the future Southwest Light Rail Transit (LRT) station. Upon purchase Greco is proposing to clean up the property and construct a five story, mixed use, senior residential housing complex. The building would include 111 senior rental units on the second through fifth floors. Wooddale Pointe would be an “age in place” facility, in which seniors would receive various levels of care as their health needs dictated. Health care services would range from simply monitoring medication to complete memory care. The advantage of this type of facility is that it allows couples and/or friends to remain together in the same building, even though their individual health care needs may be different. The facility will be managed by Ebenezer Management Services; a part of Fairview Health Services. Ebenezer Management Services manages a broad portfolio of senior properties in the Twin Cities and greater Minnesota. Managed properties include: senior condominiums and cooperatives; market-rate senior rentals; adult day centers; independent living, assisted living and memory care; skilled nursing facilities and quality affordable senior housing. The first floor of the project would be a combination of 10,000 SF of commercial space, and 21,000 SF of common area for the residents, guests, and neighborhood. Potential commercial uses would likely include a mix of neighborhood-oriented service and retail businesses such as: organic grocer, deli/café, and hair salon. Also proposed on the redevelopment site is a public gathering area at the very corner of the 36th Street/Wooddale Avenue intersection. This corner plaza area or “pocket park” would feature benches, landscaping planters, and public art. Proposed parking for the project would include 75 underground stalls and 56 surface stalls for employees, guests, and commercial Meeting of April 20, 2009 (Item No. 7a) Page 2 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) customers. Bike racks will also be integrated into the site furnishings and the building so as to make it easier for employees, retail customers, and visitors to arrive by bicycle. The Redeveloper also plans to seek LEED certification for the project. Construction on the proposed project is expected to commence by September 1, 2009 and be completed by March 1, 2011. Over the past year, representatives of Greco Development, the Elmwood neighborhood 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 –residential & neighborhood commercial ¾ Pedestrian friendly & transit accommodating design ¾ Functional and attractive gathering space that includes public art ¾ Surface and underground parking Greco’s proposed project incorporates many principles of Livable Communities, Transit Oriented Development and sustainable design. Upon completion, Wooddale Pointe is expected to present a highly attractive, quality image at one of the city’s key intersections and future LRT stops. Property Value The subject site (consisting of two parcels) currently has a total TIF district base market value of approximately $1.6 million. The market value of the site upon redevelopment is estimated at approximately $15 million. The property taxes payable in 2009 on these same properties are $42,179. Upon redevelopment, the site would generate an estimated $231,600 in property taxes. Job Creation Greco estimates that approximately 85 total jobs will be created between the commercial and residential portions of the project. Project Proforma Analysis The EDA and its TIF consultant, Ehlers & Associates, reviewed Greco Development’s project proforma in order to determine whether public financial assistance was necessary and if so, what the proper level of assistance should be 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 Greco’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. Meeting of April 20, 2009 (Item No. 7a) Page 3 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) Proposed Financial Assistance Through it analysis, Ehlers verified there is a financial gap in the Redeveloper’s project proforma and that the proposed Wooddale Pointe redevelopment is not feasible without $650,000 in public financial assistance. Such assistance would reimburse the Redeveloper for a portion of the costs associated with contamination remediation, site preparation, and underground structured parking. Ehlers concluded that Greco’s revised tax increment request was considered reasonable given the complexity, quality, projected total value, and other residual economic benefits derived from the proposed redevelopment. The EDA’s participation would leverage approximately $15 million in new market value. The requested amount of financial assistance, as a percentage of total project cost, is approximately 4%. This is consistent with the level of assistance provided by the EDA for other redevelopment projects. The proposed TIF Note would be “pay-as-you-go” which is the desired financing method under the EDA's TIF Policy. Fiscal Disparities would be taken from inside the district which is likewise consistent with the EDA’s TIF Policy. The Note would be issued in the maximum aggregate principal amount of $650,000 upon satisfactory written evidence that the above qualified costs were incurred. The Note would bear interest at a rate of 7%. It is estimated that financial obligations to the Redeveloper would be satisfied within approximately six years after project completion. That assumes fiscal disparities are taken from within the district (as per EDA policy), a 5% EDA administrative fee from the TIF generated by the project, and no inflation. Tax increment needed to facilitate the proposed project would be derived from the existing Elmwood TIF District. At the January 12th study session, the EDA expressed an unwillingness to assume the entirety of the Greco’s financial gap as any provision of tax increment to the proposed project would subtract from the tax increment previously designated for the construction of Highway 7/Wooddale interchange (to be built adjacent to the subject project). The EDA, therefore, authorized the submittal of an application for a $454,000 Transit Oriented Development (TOD) grant from Hennepin County to fund certain TOD related public improvements related to the subject property. If such a grant is approved (in November), the maximum principal amount of the TIF Note would be subsequently decreased by the amount of the grant to reflect the benefit of the grant to the Redeveloper. TIF Lookback As with other projects involving TIF, the proposed Redevelopment Contract with Greco contains a “Lookback” provision. The EDA will perform a “lookback” calculation on the earliest of (i) the date when 95% 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 20% (annual cash-on-cash return of 10% and 10% from net sale proceeds) 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. Meeting of April 20, 2009 (Item No. 7a) Page 4 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) REDEVELOPMENT CONTRACT: Greco 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 April 6, 2009 study session and was favorably received. These terms served as the basis for the proposed Redevelopment Contract with Wooddale Catered Living, LLC (Greco Development). A summary of the Contract is attached. Also attached is the authorizing resolution which 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 Wooddale Pointe project 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 aesthetically enhance a key intersection in the city that is directly across the street from the future light rail station. Additionally it would provide an opportunity for 111 senior assisted living apartments, neighborhood commercial businesses, a public gathering place and public art. The proposed project conforms to the criteria outlined in the EDA’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 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 $650,000 in tax increment be provided to Wooddale Catered Living LLC in order to offset some of the Public Redevelopment Costs associated with the proposed Wooddale Pointe redevelopment enabling the project to move forward. 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. Meeting of April 20, 2009 (Item No. 7a) Page 5 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) Attachments: Resolution Contract Summary Contract for Private Redevelopment Prepared by: Greg Hunt, Economic Development Coordinator Reviewed by: Kevin Locke, Community Development Director Approved by: Tom Harmening, EDA Executive Director and City Manager Meeting of April 20, 2009 (Item No. 7a) Page 6 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 09-___ RESOLUTION APPROVING CONTRACT FOR PRIVATE REDEVELOPMENT WITH WOODDALE CATERED LIVING, 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 August 2, 2004, the Authority and the City of St. Louis Park approved the establishment of the Elmwood Village Tax Increment Financing District (the “TIF District”) within Redevelopment Project No. 1 (the “Project”) and 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 Wooddale Catered Living, 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 and the TIF District, including tax increment financing assistance to the Redeveloper. 1.03. The Authority has reviewed the tax increment financing plan for the TIF District and finds that the improvements to be assisted through tax increment do not require any amendments or modifications of the tax increment financing plan for the TIF District. 1.04. 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 April 20, 2009 (Item No. 7a) Page 7 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 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 April 20, 2009 Executive Director President Attest Secretary Meeting of April 20, 2009 (Item No. 7a) Page 8 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) SUMMARY OF THE CONTRACT FOR PRIVATE REDEVELOPMENT BETWEEN THE ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY AND WOODDALE CATERED LIVING, LLC The following is summary of the Contract for Private Redevelopment (“Contract”) between the St. Louis Park Economic Development Authority (“EDA”) and Wooddale Catered Living, LLC (“Redeveloper”) for “The Wooddale Pointe” 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 two 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. Meeting of April 20, 2009 (Item No. 7a) Page 9 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 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 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 two parcels, remediate the soils, construct a five story, mixed use building consisting of approximately 111 age restricted apartments, approximately 10,000 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. Subject to Unavoidable Delays, the Redeveloper agrees to commence construction on the Minimum Improvements by September 1, 2009 and complete construction of the same by March 1, 2011. 11. 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. 12. In order to offset the Public Redevelopment Costs incurred by the Redeveloper associated with the subject property (contamination clean up, site preparation and underground structed parking), the EDA agrees to issue a pay-as-you-go TIF Note in the maximum principal amount of $650,000. Tax Increment is to be generated by the proposed Minimum Improvements located within the existing Elmwood Village Tax Increment Financing District. Meeting of April 20, 2009 (Item No. 7a) Page 10 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 13. The tax increment from the Renewal & Renovation TIF District will be payable to Redeveloper in the form of a single “TIF Note”, which would be structured on the following basis: ¾ Issue total: Up to $650,000 ¾ Type: Pay-as-you-go ¾ Term: Up to 6 years ¾ Interest Rate: 7% ¾ Admin Fee: 5% ¾ Fiscal Disparities: Paid from within the district 14. To finance a portion of the costs of developing the Redevelopment Property, the EDA has applied for a grant in the principal amount of $454,000 through the Transit Oriented Development (“TOD”) Program administered by Hennepin County. Redeveloper acknowledges that if such Grant is approved, the maximum principal amount of the Note will be decreased by the amount of the Grant to reflect the benefit of the Grant to the Redeveloper. 15. Lookback Provision: The EDA will perform a “lookback” calculation on the earliest of (i) the date when 95% 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. Meeting of April 20, 2009 (Item No. 7a) Page 11 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 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. 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 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 21. 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 the 36th Street right of way. 22. 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. 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, 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. 23. 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. Meeting of April 20, 2009 (Item No. 7a) Page 12 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 24. 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. 25. 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. 26. 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. 27. 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. 28. 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. 29. 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 April 20, 2009 (Item No. 7a) Page 13 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) 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 April 20, 2009 (Item No. 7a) Page 14 Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC (Greco Development) EXHIBIT B Master Site Plan 347980v2 MNI SA285-90 Third Draft April 15, 2009 CONTRACT FOR PRIVATE REDEVELOPMENT By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and Wooddale Catered Living, LLC Dated as of: April ___, 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 15 347980v2 MNI SA285-90 i 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 Issuance of Notes.....................................................................................................9 Section 3.4. TOD Grant.............................................................................................................14 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. Management...........................................................................................................14 Section 4.6. Records and Reports..............................................................................................14 Section 4.7. Plaza.......................................................................................................................14 Section 4.8. Special Service District; Maintenance...................................................................14 ARTICLE V Insurance Section 5.1. Insurance................................................................................................................16 Section 5.2. Subordination.........................................................................................................17 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 16 347980v2 MNI SA285-90 ii 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 TESTIMONIUM ...........................................................................................................................27 SIGNATURES ..............................................................................................................................27 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 17 347980v2 MNI SA285-90 iii 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 18 347980v2 MNI SA285-90 1 CONTRACT FOR PRIVATE REDEVELOPMENT THIS AGREEMENT, made as of the ____ day of April, 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 Wooddale Catered Living, LLC (the “Redeveloper”), a Minnesota 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 of St. Louis Park, Minnesota (the “City”); and WHEREAS, the Authority has undertaken a program to promote the development and redevelopment of land which is underutilized within 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 intends to acquire certain property (the “Redevelopment Property”) in the Project Area to develop on that property a mixed-use facility consisting of senior rental housing and commercial space, further described herein (the “Minimum Improvements”); and WHEREAS, the Authority has previously established the Elmwood Village Tax Increment Financing District (the “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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 19 347980v2 MNI SA285-90 2 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: “Act” means Minnesota Statutes Sections 469.090 to 469.1081, as amended. “Affiliate” means with respect to any entity (a) any corporation, partnership, limited liability company or other business entity or person controlling, controlled by or under common control with the entity, and (b) any successor to such party by merger, acquisition, reorganization or similar transaction involving all or substantially all of the assets of such party (or such Affiliate). For the purpose hereof the words “controlling”, “controlled by” and “under common control with” shall mean, with respect to any corporation, partnership, limited liability company or other business entity, the ownership of fifty percent or more of the voting interests in such entity or possession, directly or indirectly, of the power to direct or cause the direction of management policies of such entity, whether through ownership of voting securities or by contract or otherwise. “Agreement” means this Agreement, as the same may be from time to time modified, amended, or supplemented. “Authority” means the St. Louis Park Economic Development Authority. “Authority Representative” means the Executive Director of the Authority, or any person designated by the Executive Director to act as the Authority Representative for the purposes of this Agreement. “Authorizing Resolution” means the resolution of the Authority, substantially in the form of attached Schedule B to be adopted by the Authority to authorize the issuance of the Note. “Available Tax Increment” has the meaning provided in the Authorizing Resolution. “Business Day” means any day except a Saturday, Sunday, legal holiday, a day on which the City is closed for business, or a day on which banking institutions in the City are authorized by law or executive order to close. “Business Subsidy Act” means Minnesota Statutes, Sections 116J.993 to 116J.995, as amended. “City” means the City of St. Louis Park, Minnesota. “Certificate of Completion” means the certification provided to the Redeveloper pursuant to Section 4.4 of this Agreement. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 20 347980v2 MNI SA285-90 3 “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. “Event of Default” means an action by the Redeveloper listed in Article IX of this Agreement. “Grant” has the meaning provided in Section 3.4. “Grant-Eligible Costs” means the costs eligible for funding under the grant agreement for the Grant. “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 111 units of rental housing for seniors and approximately 10,000 square feet of commercial space, and associated surface and structured underground parking, along with all associated infrastructure, sidewalks, landscaping and corner plaza. “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. “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. “Parcel” means any parcel of the Redevelopment Property. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 21 347980v2 MNI SA285-90 4 “Project” means the Authority’s Redevelopment Project No. 1. “Public Redevelopment Costs” has the meaning provided in Section 3.3(a) hereof. “Project Area” means the geographic area within the boundaries of the Project. “Redeveloper” means Wooddale Catered Living, LLC, a Minnesota 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. “State” means the state of Minnesota. “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 Elmwood Village Tax Increment Financing District created by the City and the Authority. “Tax Increment Plan” or “TIF Plan” means the Tax Increment Financing Plan for the TIF District approved by the City Council on August 2, 2004, 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. “Termination Date” means 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 Elmwood Village Tax Increment Financing District, (b) the date when the Note has been fully paid, defeased or terminated in accordance with its terms; or (c) the date of termination of the Note and this Agreement by the Authority due to an Event of Default as set forth in Section 9.2 hereof. “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, Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 22 347980v2 MNI SA285-90 5 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 23 347980v2 MNI SA285-90 6 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 Minnesota, 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 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). The Redeveloper is Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 24 347980v2 MNI SA285-90 7 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. (e) 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. (f) The proposed development by the Redeveloper hereunder would not occur but for the tax increment financing assistance being provided by the Authority hereunder. [The remainder of this page is intentionally left blank.] Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 25 347980v2 MNI SA285-90 8 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 shall prepare a voluntary response action plan providing for remediation of hazardous wastes and contaminants on the Redevelopment Property (the “VRAP”) for approval by the Minnesota Pollution Control Agency. The Redeveloper shall promptly undertake remediation and any other actions required under the VRAP, a portion of which may be reimbursed through issuance of the Note by the Authority. (b) 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. (c) 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. Issuance of Note. (a) Generally. The Authority has determined that, in order to make development of the Minimum Improvements financially feasible, it is necessary to reimburse Redeveloper for a portion of the cost of site preparation, environmental remediation, and underground structured parking (collectively referred to as “Public Redevelopment Costs”), related to the Redevelopment Property, subject to the terms of this Section. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 26 347980v2 MNI SA285-90 9 (b) Terms. To reimburse the Public Redevelopment Costs incurred by Redeveloper, the Authority shall issue and the Redeveloper shall purchase the Note in the maximum principal amount of $650,000 The Authority shall issue and deliver the Note upon Redeveloper having: (i) delivered to the Authority written evidence satisfactory to the Authority that Redeveloper has incurred Public Redevelopment Costs in an amount least equal to the principal amount of the Note, which evidence must include copies of the paid invoices or other comparable evidence for costs of allowable Public Redevelopment 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 Note will be substantially those set forth in the form of the Note shown in Schedule B, and the Note will be subject to all terms of the Authorizing Resolution, which is incorporated herein by reference. (c) Termination of right to Note. All conditions for delivery of the Note must be met by no later than May 31, 2009, which date is five (5) years after the date of certification of the TIF District by the County and complies with the so-called five-year rule under Section 469.1763 of the TIF Act; provided that if legislation is approved in the 2009 legislative session that extends the five-year rule for the TIF District until at least March 1, 2011 (which is the required completion date for the Minimum Improvements specified in Section 4.3 hereof), then March 1, 2011 is substituted for May 31, 2009 in this paragraph. If the conditions for delivery of the Note are not satisfied by date described in this paragraph, the City has no further obligations under this Section 3.3. (d) Assignment of Note. The Authority acknowledges that the Redeveloper may assign the Note to a third party. The Authority consents to such an assignment, conditioned upon receipt of an investment letter from such third party in a form reasonably acceptable to the Authority. (e) Qualifications. The Redeveloper understands and acknowledges that all Public Redevelopment Costs must be paid by the Redeveloper and will be reimbursed from Available Tax Increment pursuant to the terms of the Note. The Authority makes no representations or warranties regarding the amount of Tax Increment, or that revenues pledged to the Note will be sufficient to pay the principal and interest on the Note. Any estimates of Tax Increment prepared by the Authority or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the Authority, and are not intended as representations on which the Redeveloper may rely. Public Redevelopment Costs exceeding the principal amount of the Note are the sole responsibility of Redeveloper. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 27 347980v2 MNI SA285-90 10 Section 3.4. TOD Grant. (a) To finance a portion of the costs of developing the Redevelopment Property, the Authority has applied for a grant (the “Grant”) in the principal amount of $454,000 through the Transit Oriented Development (“TOD”) Program administered by the County. Redeveloper acknowledges that if such Grant is approved, the maximum principal amount of the Note will be decreased by the amount of the Grant to reflect the benefit of the Grant to the Redeveloper. If the Grant is approved, the terms of the remainder of this Section apply. (b) The Authority will pay or reimburse the Redeveloper for Grant-Eligible Costs from and to the extent of the grant proceeds from Grant in accordance with the terms of the grant agreement between the Authority and County and the terms of this section. Notwithstanding anything to the contrary herein, if Grant-Eligible Costs exceed the amount to be reimbursed under this Section, such excess shall be the sole responsibility of the Redeveloper (except to the extent reimbursable under the Note). (c) All disbursements will be made subject to the conditions precedent that on the date of such disbursement: (1) The Authority has received a written statement from the Redeveloper’s authorized representative certifying with respect to each payment: (a) that none of the items for which the payment is proposed to be made has formed the basis for any payment theretofore made under this section or has been submitted as a Public Redevelopment Cost under Section 3.3 hereof; (b) that each item for which the payment is proposed is a Grant- Eligible Cost as described in the grant agreement, and (c) the Redeveloper reasonably anticipates completion of the Grant-Eligible Costs and the Minimum Improvements in accordance with the terms of this Agreement. (2) No Event of Default under this Agreement or event which would constitute such an Event of Default but for the requirement that notice be given or that a period of grace or time elapse, shall have occurred and be continuing. (3) No license or permit necessary for undertaking the Grant-Eligible Costs or constructing the Minimum Improvements shall have been revoked or the issuance thereof subjected to challenge before any court or other governmental authority having or asserting jurisdiction thereover. (4) Redeveloper has submitted, and the Authority has approved, Construction Plans for the Minimum Improvements in accordance with Article IV hereof, and financing commitment in accordance with Article VII hereof. (d) Whenever the Redeveloper desires a disbursement to be made hereunder, which shall be no more often than bi-weekly, the Redeveloper shall submit to the Authority a draw request in a form reasonably satisfactory to the Authority, duly executed on behalf of the Redeveloper accompanied by paid invoices or other comparable evidence that the cost has been incurred and paid or is payable by Redeveloper. Each draw request shall constitute a representation and warranty by the Redeveloper that all representations and warranties set forth in this Agreement are true and correct as of the date of such draw request. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 28 347980v2 MNI SA285-90 11 (e) If the Redeveloper has performed all of its agreements and complied with all requirements theretofore to be performed or complied with hereunder, including satisfaction of all applicable conditions precedent contained in Article III hereof, the Authority shall make a disbursement to the Redeveloper in the amount of the requested disbursement or such lesser amount as shall be approved, within twenty Business Days after the date of the Authority’s receipt of the draw request, or, if later, upon receipt of grant proceeds from the County. (f) The making of the final disbursement by the Authority under this Section shall be subject to the condition precedent that the Redeveloper shall be in compliance with all conditions set forth in this Section and further, that the Authority shall have received a lien waiver from each contractor for all work done and for all materials furnished by it for the Grant-Eligible Costs. (g) The Authority may, in its sole discretion, without notice to or consent from any other party, waive any or all conditions for disbursement set forth in this Article. However, the making of any disbursement prior to fulfillment of any condition therefor shall not be construed as a waiver of such condition, and the Authority shall have the right to require fulfillment of any and all such conditions prior to authorizing any subsequent disbursement. 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 __% 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 __% leased (if Stabilization has not occurred). “Stabilization” means __% of the Apartments are leased. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 29 347980v2 MNI SA285-90 12 (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. 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 seventy percent (70%) of the County assessor’s estimated market value of the Redevelopment Property for the 2008 assessment year (which is the most current year for which values have been finalized by the County), calculated as follows: Aggregate cost of acquisition of Redeveloper Parcels ................$1,620,000 Assessor’s estimated market value of Redevelopment Property (pay 2009).....................................................................$1,356,000 The acquisition cost) is 119.5% of the assessor’s most recent estimated fair market value of the Redevelopment Property. 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 fifteen (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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 30 347980v2 MNI SA285-90 13 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 forty-five (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. [The remainder of this page is intentionally left blank.] Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 31 347980v2 MNI SA285-90 14 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 twenty (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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 32 347980v2 MNI SA285-90 15 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. (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 ten (10) days after receipt of the notice of such change. The Authority’s approval of any such change in the Construction Plans will not be unreasonably withheld. Section 4.3. Commencement and Completion of Construction. (a) Subject to Unavoidable Delays, the Redeveloper shall commence construction of the Minimum Improvements by September 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. (b) The Redeveloper agrees for itself, its successors, and assigns, and every successor in interest to the Redevelopment Property, or any part thereof, that the Redeveloper, and such successors and assigns, shall promptly begin and diligently prosecute to completion the development of the Redevelopment Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be commenced and completed within the period specified in this Section 4.3 of this Agreement. After the date of this Agreement and until the Minimum Improvements have been 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. (c) The Redeveloper shall use commercially reasonable efforts to obtain Leadership in Energy and Environmental Design (“LEED”) core and shell certification for the Minimum Improvements. As a condition to issuance of a Certificate of Completion for the Minimum Improvements, Redeveloper shall submit to the Authority either (a) evidence of core and shell LEED certification or (b) in absence of actual certification, evidence in a form satisfactory to the Authority of Redeveloper’s best efforts to obtain such certification and an explanation of why certification was not feasible. 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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 33 347980v2 MNI SA285-90 16 obligations of the Redeveloper to construct the Minimum Improvements (including the dates for beginning and completion thereof and the efforts regarding LEED certification described in this Section), 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, 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. Management. The Redeveloper shall at all times engage a property management company with substantial experience in operating mixed use developments, subject to approval by the Authority, which approval will not be unreasonably withheld. The Redeveloper will annually submit evidence of such management by February 1 of each year. Section 4.6. Records and Reports. (a) 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 Termination Date. (b) The Redeveloper also agrees to submit to the Authority written reports so as to allow the Authority to remain in compliance with reporting requirements under state statutes. The Authority will provide information to the Redeveloper regarding the required forms. Section 4.7. Plaza. 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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 34 347980v2 MNI SA285-90 17 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. Section 4.8 Special Service District; Maintenance. (a) Upon written request of the Authority or City, the Redeveloper will file any petition required under Minnesota Statutes, Chapter 428A in order to establish a special service district that includes the West 36th Street right of way on the Redevelopment Property, but not the Wooddale Avenue right of way, and to levy a special service charge aganst the Redevelopment Property. The detailed special services and service charges to be assessed will be determined by mutual agreement of the parties, provided that parties hereby agree on the following general principles: (a) the special services will include maintenance of all streetscaping, streelighting and sidewalks within the right of way, but will not include snow removal; and (b) the special service charges will be allocated to properties within the special service district based on front footage. 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. (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 (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 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. 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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 35 347980v2 MNI SA285-90 18 [The remainder of this page is intentionally left blank.] Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 36 347980v2 MNI SA285-90 19 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 37 347980v2 MNI SA285-90 20 (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 thirty (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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 38 347980v2 MNI SA285-90 21 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 $__________ as of January 2, 2011, and $__________ 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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 39 347980v2 MNI SA285-90 22 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 40 347980v2 MNI SA285-90 23 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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 41 347980v2 MNI SA285-90 24 the Authority, have expressly assumed all of the obligations of the Redeveloper under this Agreement as to 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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 42 347980v2 MNI SA285-90 25 (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 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 43 347980v2 MNI SA285-90 26 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-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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 44 347980v2 MNI SA285-90 27 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. 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 45 347980v2 MNI SA285-90 28 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, a gun business, or a payday loan agency. 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): Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 46 347980v2 MNI SA285-90 29 To Redeveloper: Wooddale Catered Living, LLC Attn: Arnold J. Gregory 129 North 2nd Street, Suite 100 Minneapolis, Minnesota 55401 To Authority: St. Louis Park Economic Development Authority 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 47 347980v2 MNI SA285-90 30 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 48 347980v2 MNI SA285-90 31 WOODDALE CATERED LIVING, LLC By Arnold J. Gregory Its Chief Manager STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of __________, 2009, by Arnold J. Gregory, the Chief Manager of Wooddale Catered Living, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 49 347980v2 MNI SA285-90 A-1 SCHEDULE A REDEVELOPMENT PROPERTY Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 50 347980v2 MNI SA285-90 B-1 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 NOTE, SERIES 20__A TO WOODDALE CATERED LIVING, 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 Elmwood Village Tax Increment Financing District (the “TIF District”) within Redevelopment Project No. 1 (“Project”), and have adopted a tax increment financing plan for the purpose of financing certain improvements within the Project. Pursuant to Minnesota Statutes, Section 469.178, the Authority is authorized to issue and sell its bonds for the purpose of financing a portion of the public development costs of the Project. Such bonds are payable from all or any portion of revenues derived from the TIF District and pledged to the payment of the bonds. The Authority hereby finds and determines that it is in the best interests of the Authority that it issue and sell its Tax Increment Revenue Note, Series 20__A (the “Note”) for the purpose of financing certain public redevelopment costs of the Project. 1.02. Issuance, Sale, and Terms of the Note. (a) The Authority hereby authorizes the President and Executive Director to issue the Note in accordance with the Contract for Private Redevelopment dated as of April ___, 2009, between the Authority and Wooddale Catered Living, 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 Note shall be issued in the maximum aggregate principal amount of $___________ to Wooddale Catered Living, 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 __________ percent (________%) from the date of issue per annum to the earlier of maturity or prepayment. The Note will be issued in the Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 51 347980v2 MNI SA285-90 B-2 principal amount of Public Redevelopment Costs submitted and approved in accordance with Section 3.4 of the Agreement. The Note is secured by Available Tax Increment, as further described in the form of the Note herein. The Authority hereby delegates to the Executive Director the determination of the date on which the Note is to be delivered, in accordance with the Agreement. Section 2. Form of Note. The Note shall be in substantially the following form, with the blanks to be properly filled in and the principal amount adjusted as of the date of issue: [The remainder of this page is intentionally left blank.] Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 52 347980v2 MNI SA285-90 B-3 UNITED STATE OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY No. R-1 $_____________ TAX INCREMENT REVENUE NOTE SERIES 20__ Date Rate of Original Issue _________% ___________, 2009 The St. Louis Park Economic Development Authority (the “Authority”) for value received, certifies that it is indebted and hereby promises to pay to Wooddale Catered Living, LLC or registered assigns (the “Owner”), the principal sum of $__________ and to pay interest thereon at the rate of _________ percent (_______%) 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 April ___, 2009 (the “Agreement”), unless the context requires otherwise. 1. Payments. Principal and interest (“Payments”) shall be paid on August 1, 20__ and each February 1 and August 1 thereafter to and including February 1, 20__ (“Payment Dates”) in the amounts and from the sources set forth in Section 3 herein. Payments shall be applied first to accrued interest, and then to unpaid principal. Interest accruing from the date of issue through and including _________ 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 thirty (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. 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, on each Payment Date, Ninety-five percent (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 the Payment Date. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 53 347980v2 MNI SA285-90 B-4 (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 the entire amount of principal or interest on this Note on any Payment Date shall not constitute a default hereunder as long as the Authority pays principal and interest hereon to the extent of Available Tax Increment. The Authority shall have no obligation to pay any unpaid balance of principal or accrued interest that may remain after the final Payment on February 1, 20__. 4. Default. If on any Payment Date there has occurred and is continuing any Event of Default under the Agreement, the Authority may withhold from payments hereunder under all Available Tax Increment. 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 thirty (30) days after the Event of Default is cured. If the Event of Default is not cured in a timely manner, the Authority may terminate this Note by written notice to the Owner in accordance with the Agreement. 5. Prepayment. (a) The principal sum and all accrued interest payable under this Note is prepayable in whole or in part at any time by the Authority without premium or penalty. No partial prepayment shall affect the amount or timing of any other regular Payment otherwise required to be made under this Note. (b) Upon receipt by Redeveloper of the Authority’s written statement of the Participation Amount as described in Section 3.5 of the Agreement, fifty percent (50%) 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 $330,000, 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 ________, 2009, 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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 54 347980v2 MNI SA285-90 B-5 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. 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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 55 347980v2 MNI SA285-90 B-6 REGISTRATION PROVISIONS The ownership of the unpaid balance of the within Note is registered in the bond register of the City Finance Director, in the name of the person last listed below. Date of Registration Registered Owner Signature of City Finance Director _________, 20__ Wooddale Catered Living, LLC Federal Tax I.D No_____________ Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 56 347980v2 MNI SA285-90 B-7 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 57 347980v2 MNI SA285-90 B-8 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 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 58 347980v2 MNI SA285-90 B-9 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. 4.03. Additional Obligations. The Authority will issue no other obligations secured in whole or in part by Available Tax Increment unless such pledge is on a subordinate basis to the pledge on the Note. Section 5. Certification of Proceedings. 5.01. Certification of Proceedings. The officers of the Authority are hereby authorized and directed to prepare and furnish to the Owner of the Note certified copies of all proceedings and records of the Authority, and such other affidavits, certificates, and information as may be required to show the facts relating to the legality and marketability of the Note as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates, and affidavits, including any heretofore furnished, shall be deemed representations of the Authority as to the facts recited therein. Section 6. Effective Date. This resolution shall be effective upon approval. [The remainder of this page is intentionally left blank.] Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 59 347980v2 MNI SA285-90 B-10 Reviewed for Administration: Adopted by the St. Louis Park Economic Development Authority __________, 2009 Executive Director President Attest Secretary Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 60 347980v2 MNI SA285-90 C-1 SCHEDULE C CERTIFICATE OF COMPLETION WHEREAS, the St. Louis Park Economic Development Authority (the “Authority”) and Wooddale Catered Living, LLC (the “Redeveloper”) entered into a certain Contract for Private Redevelopment dated April ___, 2009 (the “Contract”), filed of record as Document No. _____________ on ___________, 2009; 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 61 347980v2 MNI SA285-90 C-2 STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this ____ day of _________, 2009 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, Minnesota 55402 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 62 347980v2 MNI SA285-90 D-1 SCHEDULE D Form of Subordination Agreement THIS SUBORDINATION AGREEMENT (this “Agreement”) is made as of this _____ day of __________, 2009, between _______________ (the “Lender”), whose address is at _________________________, and the ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY, a public body corporate and politic (“Authority”). RECITALS A. Wooddale Catered Living, LLC, a _____________ limited liability company (the “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 __________, 2009, in the amount of $___________; and (ii) a certain mortgage, security agreement and fixture financing statement (the “Mortgage”) made by Redeveloper dated __________, 2009, 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 __________, 2009, 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 Contract for Private Redevelopment (the “Contract”) by and between Redeveloper and Authority dated April ___, 2009. D. Redeveloper is entitled under the Contract to acquire a certain Tax Increment Tax Revenue Note, Series 2009 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 63 347980v2 MNI SA285-90 D-2 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 (a) the requirement contained in the Contract the Property be used in accordance with the provisions of Section 10.3 of the Contract, (b) the Authority’s rights under the TIF Note to suspend payments in accordance with the TIF Note, and (c) the Authority’s rights under the Assessment Agreement referenced in Section 6.3 of the Contract. 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 64 347980v2 MNI SA285-90 D-3 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 65 347980v2 MNI SA285-90 D-4 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 ___________, 2009, 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 66 347980v2 MNI SA285-90 D-5 [LENDER] By: Its STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ___________, 2009, by _______________________ and ______________________ the __________________, of __________________, a ________________, on behalf of such____________________. Notary Public Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 67 347980v2 MNI SA285-90 E-1 SCHEDULE E PRO FORMA Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 68 347980v2 MNI SA285-90 F-1 SCHEDULE F SITE PLAN Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 69 347980v2 MNI SA285-90 G-1 SCHEDULE G ASSESSMENT AGREEMENT ______________________________________________________________________________ _ ASSESSMENT AGREEMENT and ASSESSOR’S CERTIFICATION By and Between ST. LOUIS PARK ECONOMIC DEVELOPMENT AUTHORITY and WOODDALE CATERED LIVING, LLC This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 70 347980v2 MNI SA285-90 G-2 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 Wooddale Catered Living, LLC, a Minnesota 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 April ___, 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, 2010, 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 Elmwood Village 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. Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 71 347980v2 MNI SA285-90 G-3 3. This Agreement shall be promptly recorded by the Authority. The Redeveloper shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 72 347980v2 MNI SA285-90 G-4 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 73 347980v2 MNI SA285-90 G-5 WOODDALE CATERED LIVING, LLC By Arnold J. Gregory Its Chief Manager STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of __________, 2009, by Arnold J. Gregory, the Chief Manager of Wooddale Catered Living, LLC, a Minnesota limited liability company, on behalf of the company. Notary Public Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 74 347980v2 MNI SA285-90 G-6 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 April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 75 347980v2 MNI SA285-90 G-7 EXHIBIT A of ASSESSMENT AGREEMENT Legal Description of Property Meeting of April 20, 2009 (Item No. 7a) Subject: Contract for Private Redevelopment between the EDA and Wooddale Catered Living LLC Page 76 Meeting Date: April 20, 2009 Agenda Item #: 2a Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Proclamation for Tree City USA Designation and Arbor Day. RECOMMENDED ACTION: The Mayor is asked to recognize St. Louis Park as a Tree City USA and read a proclamation declaring the recognition and proclaiming April 25, 2009 as Arbor Day and the month of May 2009 as Arbor Month in the City of St. Louis Park. Environmental Coordinator Jim Vaughan will be at the council meeting to receive the proclamation. The proclamation will be used for publicity and recognition of the City of St. Louis Park as a Tree City USA, Arbor Day and Arbor Month. POLICY CONSIDERATION: None. BACKGROUND: The “Tree City USA® program, sponsored by the Arbor Day Foundation in cooperation with the USDA Forest Service and the National Association of State Foresters, provides direction, technical assistance, public attention, and national recognition for urban and community forestry programs in thousands of towns and cities that millions of Americans call home. The many benefits of being a Tree City include creating a framework for action, education, a positive public image, and citizen pride. There are 3,310 communities that are currently a Tree City USA, and over 120 million people live in a Tree City USA. In 1872, J. Sterling Morton proposed to the Nebraska Board of Agriculture that a special day be set aside for the planting of trees. That holiday was established, called Arbor Day, and was first observed with the planting of more than a million trees in Nebraska. Arbor Day is now observed throughout the nation and the world. Trees reduce the erosion of our precious topsoil by wind and water, cut heating and cooling costs, moderate the temperature, clean the air, produce life-giving oxygen, and provide habitat for wildlife. Trees are a renewable resource giving us paper, wood for our homes, fuel for our fires and countless other wood products. Trees in our city increase property values, enhance the economic vitality of business areas, and beautify our community. FINANCIAL OR BUDGET CONSIDERATION: None. Meeting of April 20, 2009 (Item No. 2a) Page 2 Subject: Proclamation for Tree City USA Designation and Arbor Day VISION CONSIDERATION: This action is consistent with the City Councils Strategic Directions of being a steward of the environment. Attachments: Proclamation Prepared by: Jim Vaughan, Environmental Coordinator Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 2a) Page 3 Subject: Proclamation for Tree City USA Designation and Arbor Day PROCLAMATION Tree City USA Designation and Arbor Day/Month WHEREAS, St. Louis Park has been recognized as a “Tree City USA” by the National Arbor Day Foundation for 29 consecutive years and desires to continue in its tree planting ways, NOW THEREFORE, let it be known that the Mayor and City Council of the City of St. Louis Park, Minnesota, do hereby proclaim April 25, 2009 as ARBOR DAY and the month of May 2009 as ARBOR MONTH in the City of St. Louis Park; and LET IT FURTHER BE KNOWN that we urge all citizens to support efforts to protect our trees and woodlands, and to support our City’s urban forestry program. WHEREFORE, I set my hand and cause the Great Seal of the City of St. Louis Park to be affixed this 20th day of April, 2009. __________________________________ Jeffrey W. Jacobs, Mayor Meeting Date: April 20, 2009 Agenda Item #: 2b Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Proclamation for National Volunteer Week RECOMMENDED ACTION: The Mayor is asked to recognize St. Louis Park volunteers and read a proclamation declaring April 19 – April 25, 2009 National Volunteer Week. There will not be anyone specifically in attendance at the council meeting to receive the proclamation. The proclamation will be used for publicity and recognition of volunteers during National Volunteer Week. POLICY CONSIDERATION: None. BACKGROUND: National Volunteer Week was created in 1974 when President Richard Nixon signed an executive order to establish the week as an annual celebration of volunteerism. Every year since that time each U.S. President, along with many governors, mayors and other elected officials, has signed a proclamation promoting National Volunteer Week. In St. Louis Park, we have hundreds of volunteers who donate their time and talents each year for the betterment of our community. The proclamation will recognize and honor these volunteers. FINANCIAL OR BUDGET CONSIDERATION: None. VISION CONSIDERATION: None. Attachments: Proclamation Prepared by: Ali Fosse, HR Coordinator Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 2b) Page 2 Subject: National Volunteer Week Proclamation PROCLAMATION National Volunteer Week WHEREAS, the entire community can effect positive change with any volunteer action no matter how big or small; and WHEREAS, the City of St. Louis Park wishes to honor our volunteers who tirelessly share their time and talent by volunteering to help our youth, the elderly, families in need, and the disabled in our community; and WHEREAS, our City’s volunteers are a great treasure, vital to our future as a caring and productive city, and integral to our vision of becoming a connected and engaged community; and WHEREAS, over 1,400 volunteers in St. Louis Park work over 15,000 hours each year in areas such as Adopt a Park/Garden, Westwood Nature Center events, Literacy 1st, Parktakular, Before and After School Reading Programs, Rec Center events, Pick up the Park, and for organizations such as Meadowbrook, STEP and Perspectives; NOW, THEREFORE, let it be known that the Mayor and City Council of the City of St. Louis Park wish to proclaim the week of April 19-April 25, 2009 as “NATIONAL VOLUNTEER WEEK” and call upon all citizens to recognize and celebrate the important work that volunteers do every day throughout our community, and encourage citizens to explore ways to help their neighbors in need and serve a cause greater than themselves. WHEREFORE, I set my hand and cause the Great Seal of the City of St. Louis Park to be affixed this 20th day of April, 2009. ______________________________________ Jeffrey W. Jacobs, Mayor Meeting Date: April 20, 2009 Agenda Item #: 2c Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Proclamation - Beautify the Park and the Minnesota Energy Challenge. RECOMMENDED ACTION: The Mayor is asked to read the Proclamation which kicks off the Beautify the Park and the Minnesota Energy Challenge initiatives. POLICY CONSIDERATION: Not Applicable BACKGROUND: Minnesota Energy Challenge At the February 23, 2009 study session the E-Group staff submitted a draft 2009 Environmental Objective for Council’s consideration: St. Louis Park residents will have the highest participation rate in the Minnesota Energy Challenge in the state as a first step in reducing the city’s overall energy consumption. To achieve this, the E- Group has recommended that the city participate in the MN Energy Challenge. The goal for 2009 is to have 1,000 residents take the challenge. The MN Energy Challenge is a web-based program that teaches ways to reduce energy consumption and help the environment while saving money. The program is consistent with one of the Council’s Vision Strategic Directions and it complements the city’s own environmental and energy education and incentive programs. The E-Group is working with the Center for Energy and Environment (CEE) to promote residents’ participation in the Challenge through all of our outreach tools: webpage; newsletters; remodeling fair and tour; Cable TV, twitter, etc, along with our loan and rebate programs for high efficiency furnaces and water heaters. Computer kiosks will be set up at city sponsored community events, such as the Nature Center Earth Day, the Ice Cream Social and Community Open House – the idea is to bring the program to events where residents are already gathered and help people sign up. The MN Energy Challenge website at www.mnenergychallenge.org is an easy site to use and it has a secure user login. Participants are able to easily enter information into the website about current energy use and the site provides immediate feedback to participants about ways to reduce consumption and help the environment. CEE will work with the city to group all St. Louis Park results together so that the city can track overall results. Meeting of April 20, 2009 (Item No. 2c) Page 2 Subject: Proclamation - Beautify the Park and the Minnesota Energy Challenge This is a fun and affordable way to increase environmental awareness and provide educational opportunities for our residents. Attached to this report is a proclamation supporting the city’s goal of having the highest participation rate of any city in the state. Beautify the Park The City’s annual Beautify the Park initiative encourages residents to take some time to walk around their property, their alley, their neighborhood, and their community. Residents are encouraged to pick up litter, leaves, and any other remnants of winter, and give their neighborhood a fresh start this spring. The Mayor has kicked off this initiative as shown on a video which can be viewed by going to www.beautifythepark.org FINANCIAL OR BUDGET CONSIDERATION: None other than staff time and other minimal expenses. The MN Energy Challenge is a free program. VISION CONSIDERATION: This activity is consistent with one of the City Council’s Strategic Directions – “St. Louis Park is committed to being a leader in environmental stewardship. We will increase environmental consciousness and responsibility in all areas of city business”. Attachments: Proclamation Prepared by: Kathy Larsen, Housing Programs Coordinator, E-Group Vice Chair Reviewed by: Marcia Honold, Management Assistant Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 2c) Page 3 Subject: Proclamation - Beautify the Park and the Minnesota Energy Challenge PROCLAMATION To kick off the Beautify the Park initiative and announce the City’s participation in the MN Energy Challenge WHEREAS, the City Council of St. Louis Park is committed to the City VISION’s strategic direction to be a leader in environmental stewardship and to increase environmental consciousness and responsibility in all areas of city business; and WHEREAS, the City’s Beautify the Park initiative encourages residents to take some time to walk around their property, their alley, their neighborhood, and their community. Residents are encouraged to pick up litter, leaves, and any other remnants of winter, and give their neighborhood a fresh start this spring; and WHEREAS, residents are encouraged to videotape their clean-up adventures and submit their videos for the City’s website. WHEREAS, the City’s 2009 Environmental Objective is to participate in the Minnesota Energy Challenge. The Minnesota Energy Challenge teaches ways to reduce energy consumption and reduce our carbon footprint. WHEREAS, citizens are encouraged to join the St. Louis Park Energy Challenge team; and WHEREAS, the City’s goal is that St. Louis Park residents will have the highest Minnesota Energy Challenge participation in the state with a goal of 1,000 participating households in 2009. NOW THEREFORE, let it be known that the Mayor and City Council of the City of St. Louis Park do hereby proclaim Earth Week 2009 to be the kick-off of these initiatives, and call upon all citizens in our community to join in on these environmental activities. WHEREFORE, I set my hand and cause the Great Seal of the City of St. Louis Park to be affixed this 20th day of April, 2009. _______________________________ Jeff Jacobs, Mayor Meeting Date: April 20, 2009 Agenda Item #: 3a UNOFFICIAL MINUTES CITY COUNCIL SPECIAL STUDY SESSION ST. LOUIS PARK, MINNESOTA APRIL 6, 2009 The meeting convened at 6:05 p.m. Councilmembers present: Mayor Jeff Jacobs, John Basill, C. Paul Carver via phone, Phil Finkelstein, Loran Paprocki and Susan Sanger. Paul Omodt arrived at 6:30 p.m. Councilmembers absent: None Staff present: City Manager (Mr. Harmening), Director of Inspections (Mr. Hoffman), Director of Public Works (Mr. Rardin), Facilities Superintendent (Mr. Altepeter), Communications Coordinator (Mr. Zwilling), Economic Development Coordinator (Mr. Hunt), Community Development Director (Mr. Locke), Assistant Planner (Mr. Fulton) and Recording Secretary (Ms. Schmidt). Guest: Deb Brandwick, Oertel Architects 1. Future Study Session Agenda Planning Mr. Harmening and Council discussed study session agenda planning. 2. MSC Update Mr. Hoffman updated Council on the MSC Project and requested that Council provide direction for moving the project forward as the building owner. Ms. Brandwick gave an overview of the proposed building and site design. Council and staff had discussion on the salt storage building options. Council had mixed feelings on the options proposed and suggested staff look into a possible CUP zoning amendment. Councilmember Sanger stated she would not be in support of a variance for the membrane salt building and questioned what the hardship would be for granting the variance. Mr. Fulton stated its unique site and use constitutes the hardship. 3. Wooddale Point Redevelopment Contract Mr. Hunt presented the proposed business terms for the Wooddale Point Redevelopment Contract. It was the consensus of Council to move forward. Meeting of April 20, 2009 (Item No. 3a) Page 2 Subject: City Council Special Study Session Minutes April 6, 2009 The meeting adjourned at 7:14 p.m. Written Reports provided and documented for recording purposes only: 4. Active Living Hennepin County Communities Update 5. WHAHLT Line of Credit (Housing Authority) 6. 2008 Residential Survey ______________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: April 20, 2009 Agenda Item #: 3b UNOFFICIAL MINUTES CITY COUNCIL MEETING ST. LOUIS PARK, MINNESOTA APRIL 6, 2009 1. Call to Order Mayor Jacobs called the meeting to order at 7:30 p.m. Councilmembers present: Mayor Jeff Jacobs, John Basill, Phil Finkelstein, Paul Omodt, Loran Paprocki and Susan Sanger. Councilmembers absent: C. Paul Carver. Staff present: City Manager (Mr. Harmening), Communications Coordinator (Mr. Zwilling), Engineering Project Manager (Mr. Olson) and Recording Secretary (Ms. Schmidt). 2. Presentations 2a. Caring Youth Day Mayor Jacobs read a Proclamation declaring April 28, 2009 as Caring Youth Day recognizing Moriah Stephens and Mike Jacobs. Mayor Jacobs explained that this is the 20th Anniversary of a vision by Roland and Doris Larson to recognize young people for their spirit of caring and concern for others in the community. He further thanked Youth Development Committee Coordinator Shelley Beissel for her involvement. 3. Approval of Minutes 3a. City Council Minutes March 2, 2009 It was noted on page five, item #8a, the sixth paragraph, should state: “… traffic issues resulting from the construction of Highway 7.” The minutes were approved as amended. 3b. City Council Study Session Minutes March 9, 2009 It was noted on page two, item #2, the second paragraph, should state: “… area north of Highway 25 near the Beltline station.” The minutes were approved as amended. Meeting of April 20, 2009 (Item No. 3b) Page 2 Subject: City Council Minutes April 6, 2009 3c. Special City Council Minutes March 23, 2009 The minutes were approved as presented. 3d. City Council Study Session Minutes March 23, 2009 The minutes were approved as presented. 4. Approval of Agenda and Items on Consent Calendar NOTE: The Consent Calendar lists those items of business which are considered to be routine and/or which need no discussion. Consent items are acted upon by one motion. If discussion is desired by either a Councilmember or a member of the audience, that item may be moved to an appropriate section of the regular agenda for discussion. 4a. Approve Resolution No. 09-052 authorizing execution of and approving closing documents regarding 1978 Industrial Revenue Bonds (IRBs) for McGarvey Coffee/Sara Lee Corporation. 4b. Approve Resolution No. 09-053 adopting minor housekeeping revisions to the Council’s Rules and Procedures for Boards and Commissions relating to annual reporting and recognition. 4c. Approve Amendment No. 2 to Contract No. 148-06 which provides additional engineering consulting services for the Dakota Park Flood Improvement Project - Project No. 2003-1300. 4d. Adopt Resolution No. 09-054 establishing a special assessment for the repair of the water service line 4300 Browndale Avenue. 4e. Adopt Resolution No. 09-055 establishing a special assessment for the repair of the sewer line at 1831 Pennsylvania Avenue South. 4f. Approve Amendment No. 5 to Contract No. 129-06 which provides additional engineering consulting services for the Highway 7/Wooddale Avenue Interchange Project - Project No. 2004-1700. 4g. Approve Resolution No. 09-056 allowing an extension to 2009 renewal of the on- sale intoxicating liquor license to Al’s Bar located at 3917 Excelsior Boulevard to extend though June 30, 2009. 4h. Accept for Filing Charter Commission Minutes May 14, 2008. 4i. Accept for Filing Charter Commission Minutes September 10, 2008. 4j. Accept for Filing Park & Recreation Advisory Commission Minutes January 9, 2009. 4k. Approve for Filing Vendor Claims. It was moved by Councilmember Omodt, seconded by Councilmember Finkelstein, to approve the Agenda and items listed on the Consent Calendar. The motion passed 6-0. Meeting of April 20, 2009 (Item No. 3b) Page 3 Subject: City Council Minutes April 6, 2009 5. Boards and Commissions – None 6. Public Hearings – None 7. Requests, Petitions, and Communications from the Public – None 8. Resolutions, Ordinances, Motions and Discussion Items 8a. Project Report: Alabama Avenue - MSA Street Improvement Project – Project No. 2009-1100 Mr. Olson presented the staff report. Councilmember Basill asked if bump outs at intersections had been worked into the project. Mr. Olson stated they had difficulty trying to place bump outs because of the storm sewer placement, roadway and costs involved. He further explained staff had decided that by leaving the current road configuration they would not need bump outs and instead would stripe the road at the minimum lane width, creating a narrow corridor feel which has previously seemed to calm traffic. Councilmember Basill stated concern and felt the bump outs were for traffic calming as well as pedestrian traffic. He also stated concern that they were not looking at bump outs by the park and possibly another one farther down. Councilmember Basill stated there was also a visibility concern south of the tracks and asked if they would be improving this. Mr. Olson stated they will be widening the road two feet to the west south of the tracks which would then meet the state aid standard for street width. The curve just north of Bunny’s rear parking lot would also be flattened or reduced to help increase visibility. Councilmember Basill asked when the road became a state aid route. Mr. Olson stated 1957. Councilmember Omodt asked if the road would be closed for three full days. Mr. Olson stated yes. He further stated the residents should be able to have access to their homes by the end of the work day and the contractor should be giving notification at the start of each day so residents can move their vehicles out of their driveways for use during the day. Councilmember Omodt asked about the cost difference. Mr. Olson stated the costs illustrated are construction costs without engineering expenses. Meeting of April 20, 2009 (Item No. 3b) Page 4 Subject: City Council Minutes April 6, 2009 Mr. Dalton, 3961 Alabama Avenue, felt none of the residents would benefit from the street improvement project other than Bunny's. He stated concern with cars parking on both sides of the street and vehicles being left for days, causing snow plowing concerns as well as residents entering their own driveways which is a big safety concern. Councilmember Paprocki suggested Mr. Dalton talk to staff about the placement of parking restrictions. Mayor Jacobs recalled a law relating to the closeness of parking next to a driveway and suggested marking the curb. Mr. Olson advised the law states a 5 foot clearance from the driveway, and he was uncertain if they could yellow the curbs without placing signage as well. Mayor Jacobs stated the curbs could still be yellowed and suggested more law enforcement. Councilmember Basill suggested placing a sign as vehicles enter Alabama from Excelsior and to paint the curb yellow. Mayor Jacobs asked if Bunny’s was non-conforming, and Mr. Harmening stated yes. Councilmember Basill suggested they revisit the plowing concern at a future date. Mr. Harmening stated this might be an area that should be exempt, which would allow them time to find other parking. Mayor Jacobs felt that the 5 foot distance requirement needed to be addressed and enforced. Councilmember Basill asked about the timing, still stating concern with the bump outs. Mr. Olson stated if they pursued additional bump outs, they would need to resubmit plans to MnDOT and staff would need to evaluate if it could still be completed this year. Councilmember Basill suggested they take that time and look at it. Councilmember Finkelstein stated they should look at them around the park. He also stated they would need to address the enforcement concerns. Councilmember Finkelstein further stated they were not doing this for Bunny’s, they were doing it for the traffic projections for the years to come, making it a good time to improve the road, especially with the funding being provided by state aid. Councilmember Basill asked if this could be brought back to a study session and Council meeting and still meet the deadlines for this year. Councilmember Finkelstein asked if they could approve it with the stipulation of adding additional bump outs. Mr. Harmening asked if there were any legal or technical reasons why they can’t do the bump outs. Mr. Olson stated there were no legal or technical reasons, but they would need to get the revisions approved from state aid. He further stated that technically it would make it more challenging and add costs. Meeting of April 20, 2009 (Item No. 3b) Page 5 Subject: City Council Minutes April 6, 2009 Mr. Harmening asked if the costs were state aid eligible. Mr. Olson stated the storm sewer is, but he is uncertain about the traffic calming elements of bump outs. Mr. Harmening asked if Councilmember Basill wanted bump outs on all four corners of the park intersection. Councilmember Basill stated he wanted the two bump outs on Alabama not Cambridge. It was moved by Councilmember Basill to adopt a resolution, accepting report, establishing and ordering Improvement Project No. 2009-1100, approving plans and specifications, and authorizing advertisement for bids with the condition to look at 2 – 3 bump outs strategically placed throughout corridor, allowing staff to make the necessary adjustments. Mr. Harmening suggested the Council continue the matter and instruct staff to look at the suggestions and have Council readdress it at a future Council meeting. Councilmember Basill withdrew his motion. It was moved by Councilmember Basill, seconded by Councilmember Omodt to continue this item at a future City Council meeting. The motion passed 6-0. 9. Communications Councilmember Paprocki reminded everyone that it would be an excellent opportunity for residents in Aquila Neighborhood where street construction and watermain replacement is taking place to take advantage of discounts available to have their water service lines replaced. Councilmember Finkelstein stated the 7th and 8th grade girls junior high basketball games were an event filled day. He also stated the Lions had their 52nd annual pancake breakfast. 10. Adjournment The meeting adjourned at 8:24 p.m. ______________________________________ ______________________________________ Nancy Stroth, City Clerk Jeff Jacobs, Mayor Meeting Date: April 20, 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 Neighborhood Grants. RECOMMENDED ACTION: Motion to approve the 2009 Neighborhood Grants. POLICY CONSIDERATION: Does Council wish to approve the allocation of neighborhood grants for 2009? BACKGROUND: Each year, grant funding is made available to neighborhood associations to promote strong neighborhoods and enhance community connections by bringing neighbors together. The City Council appropriated $31,000 in grant funds for the 2009 neighborhood grant program and $2,000 for environmental requests. In addition, another $15,000 was set aside to assist neighborhoods with purchasing insurance. Regarding insurance, Neighborhood Associations are responsible for providing outside insurance when planning neighborhood events in parks that bring outside equipment into the park such as, but not limited to, moonwalks, petting zoos, etc. To assist neighborhood associations with purchasing additional insurance, neighborhoods can apply for a maximum of $500 in addition to the standard grant for insurance reimbursement in 2009. Grant applications from 23 neighborhoods were received in March. Fifteen of these neighborhoods also applied for additional insurance reimbursements and eleven applied for the environmental grant request. On April 7th, a Grant Review Committee met to review the grant applications and make funding recommendations to the City Council. FINANCIAL OR BUDGET CONSIDERATION: The Grant Review Committee recommends approval of $29,740 to fund the following 23 neighborhood grants: $2000 Aquila $850 Fern Hill $2000 Birchwood $1550 Kilmer Pond $1805 Blackstone $1200 Minikahda Oaks $885 Bronx Park $1055 Minikahda Vista $400 Brooklawn $595 Minnehaha $1370 Brookside $1500 Oak Hill Meeting of April 20, 2009 (Item No. 4a) Page 2 Subject: 2009 Neighborhood Grants $2000 Browndale $1480 Sorensen $1000 Cobblecrest $1025 South Oak Hill $1000 Creek side $710 Texa Tonka $1100 Eliot View $1500 Triangle $1400 Elmwood $2000 Westwood Hills $1315 Willow Park Funding by Category in 2009: 58% Community Building/Social Activities such as picnics, potlucks, hayrides, etc. 15% Park Expenses and Nature Activities: portable bathroom rental, park enhancements such as benches, and environmental components including tree planting and park clean ups 10% Newsletter expenses 9% Operating expenses: meeting expenses, postage, etc. 6% National Night Out 2% Garage Sales The Grant Review Committee recommends approval of $1100 to fund the environmental requests. The following neighborhoods applied for $100 each: Blackstone, Browndale, Elmwood, Fern Hill, Kilmer Pond, Minikahda Oaks, Minnehaha, Oak Hill, Sorensen, Triangle and Willow Park. In addition to the environmental grant request, $1335 was requested in the general neighborhood grant for environmental components such as earth day events, park clean ups, tree planting, etc. The Grant Review Committee recommends approval of $4,890 to fund insurance purchased by neighborhood associations for activities that take place in city parks that require additional insurance. The following neighborhoods applied for insurance reimbursement: Birchwood, Blackstone, Bronx Park, Brookside, Browndale, Cobblecrest, Elmwood, Kilmer Pond, Minikahda Oaks, Minikahda Vista, Oak Hill, South Oak Hill, Triangle, Westwood Hills and Willow Park. All of the funding being recommended is within the budget parameters set by the City Council. VISION CONSIDERATION: The neighborhood grants support the strategic direction - St. Louis Park is committed to being a connected and engaged community. The environmental component of the grant this year also supports the strategic direction – St. Louis Park is committed to being a leader in environmental stewardship. Attachments: 2009 Grant Committee Worksheet Prepared by: Marney Olson, Community Liaison Reviewed by: John Luse, Chief of Police Approved by: Tom Harmening, City Manager Requested Amount Recommended Amount $2,000 Aquila $2,000 $600 Neighborhood Picnic $450 Administration ($350 postage, $50 volunteer insurance, and $50 annual meeting cost) $150 Trail/Green Space Maintenance $600 Art Installation in the Park $125 Bike Trail meet & greet $75 Garage Sale $2,000 Birchwood $2,000 $500 Summer Party $500 Newsletter $500 Winter Party $500 Movie Night $500 Insurance Request $1,918 Blackstone $1,805 $288 Porta-Potty at Blackstone Park $160 Park Lawn/Trees Reduced operating $75 Volleyball/Frisbee/Garage Sale support to $150. $225 Summer Gathering Eliminating election $75 Weekend Ice Cream float Social expense. Recommend $445 National Night Out neighborhood hold $215 Pizza Night election in conjunction $170 Winter Gathering with one of their many $265 Operating Support neighborhood events. $300 Insurance Request $100 Flowers for Blackstone Park Grant Committee Worksheet 2009 Neighborhood Grant Request The 2009 Grant Review Committee, consisting of three St. Louis Park volunteers, reviewed each grant application prior to the grant review committee meeting. At the meeting the committee and Community Liaison reviewed each neighborhood grant and made recommendations based on the grant guidelines. Page 1 of 52009 Neighborhood Grant Worksheet Meeting of April 20, 2009 (Item No. 4a) Subject: 2009 Neighborhood Grants Page 3 Requested Amount Recommended Amount $885 Bronx Park $885 $525 Annual Neighborhood Picnic $100 Neighborhood Garage Sale $185 General Meeting Expenses $75 Children's Activities $100 Insurance Request $400 Brooklawns $400 $300 Halloween Party $100 Kid's Fourth of July Neighborhood Parade $1,370 Brookside $1,370 $500 National Night Out $200 Parade & Picnic at Jackley Park $250 Annual Meeting $100 Garage Sale $120 Porta-Potty at Jackely Park (share w/ Creekside) $200 Halloween Party $40 Insurance Request $2,025 Browndale $2,000 $500 Newsletter $600 Fall Event $2000 is the max. $400 Summer Solstice Dance and Fundraiser grant request $200 Family Camp Out allowed $100 Winterfest $125 Spring Egg Hunt $100 Earth Day Park Cleanup $500 Insurance Request $100 Earth Day Park Cleanup $1,000 Cobblecrest $1,000 $600 Fall Hayride $100 Community Garden $150 National Night Out $150 Newsletter Mailing $300 Insurance Request Page 2 of 52009 Neighborhood Grant Worksheet Meeting of April 20, 2009 (Item No. 4a) Subject: 2009 Neighborhood Grants Page 4 Requested Amount Recommended Amount $1,000 Creekside $1,000 $15 Spring Plant Sale/Exchange $15 Creek Cleanup $40 Neighborhood Flower Urn $30 Garden Tour $50 National Night Out $50 Adult Only Gathering $150 Porta Potty for Jackley Park $200 Meadowbrook Beautification $450 Neighborhood Block Party $1,100 Eliot View $1,100 $150 Neighborhood Clean Up/Garage Sale $600 Neighborhood Picnic $200 Bowling & Pizza Party $150 Quarterly Neighborhood Meetings $1,400 Elmwood $1,400 $400 May Garage Sale/Plant Exchange $400 Summer Picnic $600 Halloween Party $500 Insurance Request $100 Justad Park Planting $850 Fern Hill $850 $500 Fern Hill park Grand Reopening Celebration $350 Summer Mailing $100 Reusable Water Bottles $1,550 Kilmer Pond $1,550 $50 Kilmer Pond Clean Up $500 Halloween Hayride $500 Back to School Event and Art Crawl $500 Spring Fling $500 Insurance Request $100 Kilmer Pond Clean Up Page 3 of 52009 Neighborhood Grant Worksheet Meeting of April 20, 2009 (Item No. 4a) Subject: 2009 Neighborhood Grants Page 5 Requested Amount Recommended Amount $1,200 Minikahda Oaks $1,200 $120 Neighborhood Directory $400 Winter & Spring Social $100 National Night Out $535 Annual Picnic $45 Excelsior/France Development - Info Sharing $500 Volunteer Insurance $100 Friends of Bass Lake $1,055 Minikahda Vista $1,055 $125 Newsletter/Steering Committee $600 National Night Out $100 Annual Meeting $230 Block Captain Appreciation $200 Insurance Request $595 Minnehaha $595 $135 National Night Out $300 Tree Planting $160 Neighborhood Garage Sale w/ Amhurst Neigh. $100 Spring Clean-up $1,500 Oak Hill Park $1,500 $700 Summer Fun Event (Special Amount Request) $250 Fall Outdoor Movie Night Grant committee $75 Back to School Garage Sale approved special $50 Winter Fun Event request amount $425 Misc. Organizational Expenses (incl. mailing)for Summer Event $100 Reusable Chalk Board Easels $100 Insurance Request $1,480 Sorensen $1,480 $520 Newsletter $450 10th Annual Fall Social $170 Annual Meeting $340 Webster Park Porta-Potty $100 Alliance for Sustainability Speaker Page 4 of 52009 Neighborhood Grant Worksheet Meeting of April 20, 2009 (Item No. 4a) Subject: 2009 Neighborhood Grants Page 6 Requested Amount Recommended Amount $1,025 South Oak Hill $1,025 $275 Summer Kick-Off Ice Cream Social $125 Garage Sale $525 Back to School Potluck & BBQ $100 General Meetings $150 Insurance Request $710 Texa Tonka $710 $480 National Night Out $230 SLP Police Dept Basketball Night $1,500 Triangle $1,500 $600 Neighborhood Newsletters $600 Annual Event $300 Park Bench $500 Insurance Request $100 Annual Event - Environmental $2,000 Westwood Hills $2,000 $350 Ice Cream Social $600 Winter Hayride $600 Oktober Fest $300 City Bench $150 Wine and Cheese Party $500 Insurance Request $1,315 Willow Park $1,315 $600 Summer Celebration in the Park $175 Fall Ice Cream Social $540 Semi-Annual Newsletters $200 Insurance Request $100 Spring Clean Up Event Recommended $29,878 Total Requested by all Neighborhoods $29,740 $4,890 Total Insurance Request $4,890 $1,100 Total Environmental Request $1,100 Page 5 of 52009 Neighborhood Grant Worksheet Meeting of April 20, 2009 (Item No. 4a) Subject: 2009 Neighborhood Grants Page 7 Meeting Date: April 20, 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: Homes Within Reach: City Funded Revolving Line-of-Credit to Assist with Rehab Costs of Affordable Homeownership Units RECOMMENDED ACTION: Motion authorizing the Mayor and City Manager authority to enter into a contract with Homes Within Reach (HWR), also known as West Hennepin Affordable Housing Land Trust, to establish a $100,000 revolving line-of-credit designated for providing financial assistance with the cost of housing maintenance, repairs and rehab to affordable homeownership units purchased in St. Louis Park. POLICY CONSIDERATION: Is the City interested in establishing a revolving line-of-credit to provide an additional tool in which the City could further facilitate affordable homeownership opportunities in our community? To date, the City has provided financial contributions to HWR to assist in the acquisition and rehabilitation of four St. Louis Park single-family homes that were then sold, using the land trust model, to low income households. The City’s 2009 Housing Rehab Fund budget provides financial assistance for the acquisition of two more single-family homes and one duplex. BACKGROUND: The City continues to partner with West Hennepin Affordable Housing Land Trust (WHAHLT), also known as Homes Within Reach (HWR), to provide long-term affordable home ownership opportunities for low-moderate income families. The goal of this private non-profit is to provide ownership opportunities for working households in suburban Hennepin County. The buyer pays for the cost of the home only, and the land trust purchases the land that it then leases back to the buyer for 99 years. Homebuyers must have incomes at or below 60% of the median area income, or $48,550 for a household of four. All of the homes are under the resale-restricted domain of the Land Trust and are designed to stay affordable for low-mod income households through one-resale after another without the need for additional subsidies. The homeowner is responsible for the payment of all real estate taxes on the house and on the land. The ground lease between the HWR and the homebuyer protects the assets of the land by providing the Land Trust certain rights to safeguard the condition of the home and the continuity of the homeownership. The homeowner may sell his/her home only to HWR or a qualified HWR buyer. Meeting of April 20, 2009 (Item No. 4b) Page 2 Subject: Homes Within Reach: City Funded Revolving Line-of-Credit to Assist with Rehab Costs of Affordable Homeownership Units The resale price is limited by a formula which more than likely (based on market conditions) allows the seller to recover the original cost of the house plus a modest profit. When a homeowner sells a HWR home, they receive 35% of the appreciation of the home. The use of the land trust ensures that public money supports the long-term affordability of homes, compared to previous affordable housing models that benefited only the first buyers. HWR has purchased and sold four homes in St. Louis Park in the past two years. The City allocated CDBG and Housing Rehab funds to assist with acquisition costs and has budgeted funds in 2009 to assist with the purchase of two more single-family homes and one duplex. HWR leverages the City’s funds with funding from the MN Housing Finance Agency, HOME funds, County Affordable Housing Incentive Funds (AHIF) and funds from the Metropolitan Council. The maximum line-of credit will be $100,000 and the maximum available draw against the line-of credit for one house will be $50,000. Each draw will be interest free, except that any interest HWR earns on the funds must be paid to the City. The City Manager will have full discretion to approve or deny funding for each housing unit and the funds will be designated to fund rehab and repair costs. HWR will be required to submit a written request to the City that includes the property’s address, estimated market value and scope of required rehab/repair work. Purchase price and a closing statement will be submitted following the closing. A portion of the funds will be repaid to the City upon sale of the home to a homebuyer with the remaining balance due within 90 days. City Staff provided a study session report on this matter for the special meeting on April 6. FINANCIAL OR BUDGET CONSIDERATION: The Housing Rehab fund will be the source of funds utilized to establish the revolving line-of-credit. In addition to the line-of-credit, the City will continue to provide financial assistance through the allocation of Housing Rehab funds to facilitate the purchase of two homes and a duplex in 2009. VISION CONSIDERATION: This action is consistent with the Council’s eighteen-month strategic direction - “SLP is committed to Providing a Well Maintained and Diverse Housing Stock”. The line-of-credit provides an additional tool for promoting the City’s Strategic Direction focus area of “working towards affordable single-family home ownership throughout the City” at minimal expense to the City. Attachments: None Prepared by: Michele Schnitker, Housing Supervisor Approved by: Tom Harmening, City Manager Meeting Date: April 20, 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: West End Final Plat, Final Planned Unit Development, and Conditional Use Permit Time Extensions RECOMMENDED COUNCIL ACTION: Motion to recommend approval of an extension until May 31, 2010 for Duke Realty to file the final plat and final planned unit development (PUD) applications for The Towers at West End, and an extension until May 31, 2010 for the conditional use permit for excavating, filling, and grading. POLICY CONSIDERATION: Should the City allow Duke Realty additional time to file applications for final plat and final PUD applications for The Towers at West End? Should the City allow a year extension to the conditional use permit (CUP) for excavating, filling, and grading associated with the road and utility work for West End? BACKGROUND: Under the zoning code, Duke Realty is required to submit an application for final plat and final PUD within 90 days of City Council preliminary plat and Preliminary PUD approvals. The 90 days expire on May 31, 2009. The City received a written request from Duke Realty for an extension. The office market is slow at this time and Duke Realty does not expect to start construction of the first office building until 2010. The company is also seeking to delay relocating existing utilities to Utica Avenue and reconstructing Utica Avenue until 2010. Duke Realty submitted revised erosion control and right-of-way permits to the City of St. Louis Park for administrative review and approval. The scaled back plans connect the utilities in 16th Street to existing utility mains, so the Shops at West End can open in 2009 as scheduled. VISION CONSIDERATION: None. FINANCIAL OR BUDGET CONSIDERATION: None. Attachments: None 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 Date: April 20, 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: Bid Tabulation: 2009 Local Street Rehabilitation Project – Area 5, Project No. 2008-1000 and 2009-1300. RECOMMENDED ACTION: Motion to designate ASTECH Corporation the lowest responsible bidder and authorize execution of contract with the firm in the amount of $1,392,181.65 for the 2009 Local Street Rehabilitation Project – Area 5, Project No. 2008-1000 and 2009-1300. POLICY CONSIDERATION: Does the City Council wish to continue to implement our pavement management program? BACKGROUND: Bid Information: Bids were received on April 7, 2009 for the 2009 Local Street Rehabilitation Project – Area 5. This is the fifth year of the City’s Pavement Management Program. Work for this year’s program will occur on selected streets in the Aquila and Amhurst Neighborhoods. The work includes replacing the old pavement with a new asphalt surface. Other work associated with the project includes drainage system repairs and water main replacement. A total of twelve (12) bids were received for this project. An advertisement for bids was published in the St. Louis Park Sun-Sailor on March 19, and 26, 2009 and in the Construction Bulletin on March 16, and 23, 2009. A summary of the bid results is as follows: * Bid corrected upon extension CONTRACTOR BID AMOUNT ASTECH Corporation $1,392,181.65 Midwest Asphalt Corporation $1,436,558.44 Valley Paving, Inc. $1,438,900.14 GMH Asphalt Corporation $1,472,167.45 Hardrives, Inc. * $1,532,986.62 Northwest Asphalt, Inc.* $1,567,707.91 Northdale Const. Co., Inc.* $1,597,280.06 PCI Roads $1,640,398.55 Bituminous Roadways, Inc. $1,646,285.80 Thomas and Sons $1,661,485.10 Palda & Sons, Inc.* $1,686,857.70 C.S. McCrossan Construction, Inc. $1,813,535.70 Engineer’s Estimate $1,861,802.60 Meeting of April 20, 2009 (Item No. 4d) Page 2 Subject: Bid Tabulation: 2009 Local Street Rehabilitation Project – Area 5, Project No. 2008-1000 and 2009-1300 Evaluation of Bids: Staff has reviewed all of the bids submitted and has tabulated the results. From the review, staff recommends ASTECH Corporation as the lowest responsible bidder. ASTECH is a reputable contractor but has not worked for the City before. ASTECH has successfully completed a number of similar projects for cities located in the north metro area. Staff has checked references to ensure they perform quality and timely work. Construction Timeline: Construction is planned to begin in mid-May and should be completed by mid-August. FINANCIAL OR BUDGET CONSIDERATION: The Pavement Management Fund will provide approximately $1,105,000 for the street work. Utility funds will provide approximately $287,300 for work associated with the storm sewer and water systems. VISION CONSIDERATION: Not applicable. Attachments: None Prepared by: Jim Olson, Engineering Project Manager Reviewed by: Scott Brink, City Engineer Michael P. Rardin, Director of Public Works Approved by: Tom Harmening, City Manager Meeting Date: April 20, 2009 Agenda Item #: 4e Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Special Assessment - Sewer Service Line Repair at 3140 Hampshire Avenue South. RECOMMENDED ACTION: Motion to Adopt Resolution establishing a special assessment for the repair of the sewer service line at 3140 Hampshire Avenue South. POLICY CONSIDERATION: The proposed action is consistent with policy previously established by the City Council. BACKGROUND: James H. Sanderson, owner of the single family residence at 3140 Hampshire Avenue, has requested the City to authorize the repair of the sewer service line for his home and assess the cost against the property in accordance with the City’s special assessment policy. Analysis: The City requires the repair of service lines to promote the general public health, safety and welfare within the community. The special assessment policy for the repair or replacement of water or sewer service lines for existing homes was adopted by the City Council in 1996. This program was put into place because sometimes property owners face financial hardships when emergency repairs like this are unexpectedly required. Plans and permits for this service line repair work were completed, submitted, and approved by City staff. The property owner hired a contractor and repaired the sewer service line in compliance with current codes and regulations. Based on the completed work, this repair qualifies for the City’s special assessment program. The property owner has petitioned the City to authorize the sewer service line repair and special assess the cost of the repair. The total eligible cost of the repair has been determined to be $2,200.00. FINANCIAL OR BUDGET CONSIDERATION: The City has funds in place to finance the cost of this special assessment. VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Scott Anderson, Utility Superintendent Through: Mike Rardin, Public Works Director Bruce DeJong, Director of Finance Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 4e) Page 2 Subject: Special Assessment Sewer Service Line Repair 3140 Hampshire RESOLUTION NO. 09-____ RESOLUTION AUTHORIZING THE SPECIAL ASSESSMENT FOR THE REPAIR OF THE SEWER SERVICE LINE AT 3140 HAMPSHIRE AVENUE SOUTH, ST. LOUIS PARK, MN WHEREAS, the Property Owner at 3140 Hampshire Avenue has petitioned the City of St. Louis Park to authorize a special assessment for the repair of the sewer service line for the single family residence located at 3140 Hampshire Avenue; and WHEREAS, the Property Owner has agreed to waive the right to a public hearing, right of notice and right of appeal pursuant to Minnesota Statute, Chapter 429; and WHEREAS, the City Council of the City of St. Louis Park has received a report from the Utility Superintendent related to the repair of the sewer service line. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that: 1. The petition from the Property Owner requesting the approval and special assessment for the sewer service line repair is hereby accepted. 2. The sewer service line repair that was done in conformance with the plans and specifications approved by the Public Works Department and Department of Inspections is hereby accepted. 3. The total cost for the repair of the sewer service line is accepted at $2,200.00. 4. The Property Owner has agreed to waive the right to a public hearing, notice and appeal from the special assessment; whether provided by Minnesota Statutes, Chapter 429, or by other statutes, or by ordinance, City Charter, the constitution, or common law. 5. The Property Owner has agreed to pay the City for the total cost of the above improvements through a special assessment over a ten (10) year period at the interest rate of 5.85 %. 6. The Property Owner has executed an agreement with the City and all other documents necessary to implement the repair of the sewer service line and the special assessment of all costs associated therewith. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk Meeting Date: April 20, 2009 Agenda Item #: 4f Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: Proclamation EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Special Assessment - Sewer Service Line Repair at 3953 Zarthan Avenue South. RECOMMENDED ACTION: Motion to Adopt Resolution establishing a special assessment for the repair of the sewer service line at 3953 Zarthan Avenue South. POLICY CONSIDERATION: The proposed action is consistent with policy previously established by the City Council. BACKGROUND: Keith Reif and Kimberly Dilauro, owners of the single family residence at 3953 Zarthan Avenue South, have requested the City to authorize the repair of the sewer service line for their home and assess the cost against the property in accordance with the City’s special assessment policy. Analysis: The City requires the repair of service lines to promote the general public health, safety and welfare within the community. The special assessment policy for the repair or replacement of sewer service lines for existing homes was adopted by the City Council in 1996. This program was put into place because sometimes property owners face financial hardships when emergency repairs like this are unexpectedly required. Plans and permits for this service line repair work were completed, submitted, and approved by City staff. The property owners hired a contractor and repaired the sewer service line in compliance with current codes and regulations. Based on the completed work, this repair qualifies for the City’s special assessment program. The property owners have petitioned the City to authorize the sewer service line repair and special assess the cost of the repair. The total eligible cost of the repair has been determined to be $4,995.00. FINANCIAL OR BUDGET CONSIDERATION: The City has funds in place to finance the cost of this special assessment. VISION CONSIDERATION: Not applicable. Attachments: Resolution Prepared by: Scott Anderson, Utility Superintendent Through: Mike Rardin, Public Works Director Bruce DeJong, Director of Finance Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 4f) Page 2 Subject: Special Assessment - Sewer Service Line Repair at 3953 Zarthan Avenue South RESOLUTION NO. 09-____ RESOLUTION AUTHORIZING THE SPECIAL ASSESSMENT FOR THE REPAIR OF THE SEWER SERVICE LINE AT 3953 ZARTHAN AVENUE SOUTH, ST. LOUIS PARK, MN WHEREAS, the Property Owners at 3953 Zarthan Avenue have petitioned the City of St. Louis Park to authorize a special assessment for the repair of the sewer service line for the single family residence located at 3953 Zarthan Avenue; and WHEREAS, the Property Owners have agreed to waive the right to a public hearing, right of notice and right of appeal pursuant to Minnesota Statute, Chapter 429; and WHEREAS, the City Council of the City of St. Louis Park has received a report from the Utility Superintendent related to the repair of the sewer service line. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that: 1. The petition from the Property Owners requesting the approval and special assessment for the sewer service line repair is hereby accepted. 2. The sewer service line repair that was done in conformance with the plans and specifications approved by the Public Works Department and Department of Inspections is hereby accepted. 3. The total cost for the repair of the sewer service line is accepted at $4,995.00. 4. The Property Owners have agreed to waive the right to a public hearing, notice and appeal from the special assessment; whether provided by Minnesota Statutes, Chapter 429, or by other statutes, or by ordinance, City Charter, the constitution, or common law. 5. The Property Owners have agreed to pay the City for the total cost of the above improvements through a special assessment over a ten (10) year period at the interest rate of 5.85%. 6. The Property Owners have executed an agreement with the City and all other documents necessary to implement the repair of the sewer service line and the special assessment of all costs associated therewith. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk Meeting Date: April 20, 2009 Agenda Item #: 4g City of St. Louis Park Human Rights Commission Minutes – January 20, 2009 Westwood Room, City Hall I. Call to Order Chair Morgan called the meeting to order at 7:05 p.m. A. Roll Call Commissioners Present: Mohammed Abdi, Helen Fu, Mary Feldman, Bill Gavzy, Stuart Morgan and Vladimir Sivriver Absent: Sharon Lyon, Lisa Miller and Shelley Taylor Staff: Marney Olson and Amy Stegora-Peterson B. Approval of Agenda The agenda was approved as presented. C. Approval of Minutes The minutes of December 16, 2008, were approved as presented. II. Commissioner and Committee Reports A. Individual commissioner and staff reports Ms. Olson stated she submitted a grant on behalf of the Commission to the Minnesota Depart of Human Right to fund diversity training for Commissioners. Notification about grant money will occur in February. There are a couple of options for the trainers. Sandy Johnson, who has worked with the Commission in the past, is willing to help develop training around the Diversity Lens. A sub-committee could work with her to develop training on ways to present the Diversity Lens. If the Commission receives a grant, they can pursue other training options. Commissioner Fu suggested having the training video taped and Commissioners felt it was something to be considered. Ms. Olson stated that the Commission work plan would be before City Council at their February 9th meeting. She will present an update at the next meeting with their comments. Chair Morgan thanked Commissioner Feldman for her help with the last film. Commissioner Feldman stated she had received a lot of feedback afterward and viewers were appreciative. Meeting of April 20, 2009 (Item No. 4g) Page 2 Subject: Human Rights Commission Minutes January 20, 2009 III. Unfinished Business A. Human Rights Award Commissioners discussed the potential recipients and how they fit into the guidelines. Ms. Olson relayed information she had received in addition to the nomination forms about the candidates. After discussion, the Commission determined that the Human Rights Award be given to Stephen Glasper. Ms. Olson would contact Mr. Glasper and arrange for the award to be presented at an upcoming City Council meeting. Commissioners were encouraged to attend. Commissioners also discussed ideas of spreading the word about award recipients such as distributing “baseball” type cards at National Night Out parties. IV. New Business - None V. Set Agenda for Next Meeting ¾ Work Plan (City Council comments) ¾ Grant update VI. Adjournment The meeting was adjourned at 7:50 p.m. Respectfully submitted, Amy L. Stegora-Peterson Recording Secretary Meeting Date: April 20, 2009 Agenda Item #: 4h MINUTES St. Louis Park Housing Authority St. Louis Park City Hall – Westwood Room Wednesday, March 11, 2009 5:00 p.m. MEMBERS PRESENT: Commissioners Catherine Courtney, Steve Fillbrandt, Renee Fitzgerald, Trinicia Hill STAFF PRESENT: Jane Klesk, Teresa Schlegel, Michele Schnitker 1. Call to Order The meeting was called to order at 5:05 p.m. 2. Approval of Minutes for February, 2009 The Board minutes of February 11, 2009 were unanimously approved. 3. Hearings – None 4. Reports and Committees – None 5. Unfinished Business – None 6. New Business a. Approval of Insurance Coverage for FY 2009 Ms. Schlegel reviewed the results of the Request for Proposals for the HA’s insurance coverage for FY 2009, stating that State Farm was the lowest bidder. Commissioner Fitzgerald moved for acceptance of the State Farm proposal including $30,083 for property, liability and crime (with a $5,000 deductible); $1,421 for automobile; and $2,037 for umbrella liability in the amount of $5,000,000; and to obtain coverage through the City for Workers’ Compensation insurance for approximately $6,731; and to authorize HA staff to renew the Hamilton House flood policy when due, for an anticipated premium of approximately $2,876. After discussion, Commissioner Fitzgerald requested that staff ask State Farm what the difference in cost is between a $5,000,000 umbrella and smaller umbrellas. Commissioner Hill seconded the above motion and the motion passed 4-0. b. Approval of Section 8 Utility Allowances, Resolution No. 581 Ms. Schnitker stated that in accordance with HUD regulations Section 8 utility allowances are analyzed annually. Gas and water rates went up slightly and electrical rates showed very little change. Commissioner Fillbrandt moved to approve Meeting of April 20, 2009 (Item No. 4h) Page 2 Subject: Housing Authority Minutes March 11, 2009 Resolution No. 581, Resolution of the St. Louis Park Housing Authority Amending the Section 8 Utility Allowance Schedule and Commissioner Fitzgerald seconded the motion. The motion passed 4-0. c. Approval of Hamilton House Caretaker Contracts Ms. Schlegel explained that the current caretaker contracts expire March 31, 2009. Both caretakers provide satisfactory services and have expressed interest in continuing their services. Commissioner Fillbrandt moved to approve the contract with Samir and Azemka Music for $450 per month and free rental of Unit 422, and with Joe Wellentin for $450 per month and free rental of unit 222, both beginning April 1, 2009 and terminating March 31, 2010. Commissioner Hill seconded the motion and the motion passed 4-0. d. Homes Within Reach – Request to Establish a City Revolving Line-of-Credit Ms. Schnitker advised that Homes Within Reach (HWR) has requested that the City establish a revolving line-of-credit to assist in financing maintenance repairs and rehab of St. Louis Park properties acquired by HWR, prior to sale to a homebuyer through their program. Staff will submit a report to a future Council Study Session recommending that the line-of-credit be established. 7. Communications from Executive Director a. Claims List March – 2009 b. Communications 1. Monthly Report for March – 2009 2. Scattered Site Houses and Hamilton House (verbal report) 3. Draft Financial Statements Ms. Schnitker provided an update on the Live Where You Work Program. The first program participant, a Citizens Bank employee, will close on a home on March 12th. 8. Other 9. Adjournment Commissioner Fitzgerald moved to adjourn the meeting, and Commissioner Fillbrandt seconded the motion. The motion passed 4-0. The meeting was adjourned at 5:48 p.m. Respectfully submitted, _____________________________ Renee Fitzgerald, Secretary Meeting Date: April 20, 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: Vendor Claims. RECOMMENDED ACTION: Motion to Accept for filing Vendor Claims for the period April 4 through April 17, 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 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 1Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 90.00INSPECTIONS G & A TRAINING10,000 LAKES CHAPTER 90.00 185.04FABRICATIONOTHER IMPROVEMENT SUPPLIES3M 185.04 1,253.83INSPECTIONS G & A BUILDINGAAA EXTERIORS LLC 1,253.83 1,533.60SEASON PASSES GENERAL SUPPLIESACTIVE NETWORK INC 1,533.60 192.35EMPLOYEE FLEX SPEND G&A GENERAL PROFESSIONAL SERVICESADMINISTRATION RESOURCES CORP 192.35 382.00STREET CAPITAL PROJ G & A BUILDING MTCE SERVICEALLIANCE MECH SRVCS INC 382.00 13.79HOME SCHOOL GENERAL SUPPLIESALMSTEAD'S SUPERVALU 13.79 797.22PARK AND RECREATION BALANCE SH INVENTORYAMERICAN TIRE DISTRIBUTORS 260.63-GENERAL REPAIR TIRES 536.59 57.86GENERAL BUILDING MAINTENANCE OPERATIONAL SUPPLIESAMERIPRIDE LINEN & APPAREL SER 137.70PUBLIC WORKS OPS G & A OPERATIONAL SUPPLIES 88.36PARK MAINTENANCE G & A OPERATIONAL SUPPLIES 143.88ENTERPRISE G & A GENERAL SUPPLIES 88.58VEHICLE MAINTENANCE G&A OPERATIONAL SUPPLIES 33.96WATER UTILITY G&A OPERATIONAL SUPPLIES 33.96SEWER UTILITY G&A OPERATIONAL SUPPLIES 584.30 863.72PRINTING/REPRO SERVICES OFFICE SUPPLIESANCHOR PAPER CO 863.72 56.12WATER UTILITY G&A PRINTING & PUBLISHINGANDERSON, SCOTT 56.13STORM WATER UTILITY G&A PRINTING & PUBLISHING 112.25 30.00GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESAPPLIANCE SMART Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 2 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 2Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 274.83GENERAL BUILDING MAINTENANCE EQUIPMENT MTCE SERVICE 304.83 334.86ENTERPRISE G & A GENERAL SUPPLIESARAMARK UNIFORM CORP ACCTS 334.86 379.27GARAGE MTCE BUILDING MTCE SERVICEAUTOMATIC GARAGE DOOR & FIREPL 379.27 595.30WATER UTILITY G&A EQUIPMENT MTCE SERVICEAUTOMATIC SYSTEMS INC 595.30 190.99WATER UTILITY G&A GENERAL CUSTOMERSBACHUL, TRACY 190.99 1,032.00EMPLOYEE FLEX SPEND G&A TUITIONBALVIN, AARON 1,032.00 4,017.00HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESBARNA, GUZY & STEFFEN LTD 4,017.00 182.12PARK AND RECREATION BALANCE SH INVENTORYBATTERIES PLUS 42.81BUILDING MAINTENANCE GENERAL SUPPLIES 224.93 29.25-PARK AND RECREATION BALANCE SH DUE TO OTHER GOVTSBEACON ATHLETICS 479.25MOWINGOTHER CONTRACTUAL SERVICES 450.00 907.75ARENA MAINTENANCE GENERAL SUPPLIESBECKER ARENA PRODUCTS 907.75 63.87POLICE G & A OPERATIONAL SUPPLIESBIKEMASTERS 63.87 9,952.41WATER UTILITY G&A OTHER CONTRACTUAL SERVICESBLOOMINGTON, CITY OF 9,952.41 1,584.80POLICE G & A OPERATIONAL SUPPLIESBOUND TREE MEDICAL, LLC 84.15POLICE G & A POSTAGE 1,668.95 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 3 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 3Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 143.49WATER UTILITY G&A GENERAL CUSTOMERSBOVARD, RALPH 143.49 680.28PARK AND RECREATION BALANCE SH INVENTORYBOYER TRUCK PARTS 680.28 2,700.00OFFICE EQUIPMENT BUILDINGS & STRUCTURESBRAUN INTERTEC CORPORATION 2,700.00 29.91PUBLIC WORKS G & A OFFICE SUPPLIESBREDENBERG, JASON 29.91 1,549.60EMPLOYEE FLEX SPEND G&A TUITIONBRINK, SCOTT 1,549.60 35.28-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSBROWNELLS, INC 578.11RANGEOPERATIONAL SUPPLIES 542.83 1,625.88PARK GROUNDS MAINTENANCE OTHER IMPROVEMENT SUPPLIESBRYAN ROCK PRODUCTS INC 1,625.88 27,434.00OPERATIONSCLEANING/WASTE REMOVAL SUPPLYCALGON CARBON CORP 27,434.00 2.30-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSCALL ONE INC 37.75COMMUNICATIONS/GV REIMBURSEABL OPERATIONAL SUPPLIES 35.45 10,976.42ADMINISTRATION G & A LEGAL SERVICESCAMPBELL KNUTSON PROF ASSOC 10,976.42 500.00PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDICANADIAN PACIFIC RAILWAY 500.00 411.00PRINTING/REPRO SERVICES RENTAL EQUIPMENTCANON FINANCIAL SERVICES 411.00 1,402.74DESKTOP SUPPORT/SERVICES EQUIPMENT MTCE SERVICECARTRIDGE CARE 1,402.74 257.94PARK AND RECREATION BALANCE SH INVENTORYCATCO PARTS SERVICE Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 4 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 4Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 257.94 4,094.91DESKTOP SUPPORT/SERVICES OFFICE EQUIPMENTCDW GOVERNMENT INC 4,094.91 1,840.12DISCOUNT LOAN PROGRAM OTHER CONTRACTUAL SERVICESCENTER ENERGY & ENVIRONMENT 920.00MOVE-UP PROGRAM SERVICES/MRKTG OTHER CONTRACTUAL SERVICES 25,000.00TRANSFORMATION LOAN OTHER CONTRACTUAL SERVICES 27,760.12 3,924.44FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY 2,296.87PARK MAINTENANCE G & A HEATING GAS 226.67WESTWOOD G & A HEATING GAS 299.21NATURALIST PROGRAMMER HEATING GAS 109.54GO BONDS-FIRE STATIONS G&A HEATING GAS 7,513.99WATER UTILITY G&A HEATING GAS 383.20REILLY G & A HEATING GAS 825.83SEWER UTILITY G&A HEATING GAS 15,579.75 6,885.74FACILITY OPERATIONS HEATING GASCENTERPOINT ENERGY SERVICES IN 6,885.74 272.83GENERAL FUND BALANCE SHEET CLEARING ACCOUNTCITIZENS INDEPENDENT BANK 258.96DESKTOP SUPPORT/SERVICES OFFICE EQUIPMENT 259.20NETWORK SUPPORT SERVICES TRAINING 9.83NETWORK SUPPORT SERVICES BANK CHARGES/CREDIT CD FEES 457.34TECHNOLOGY REPLACE G&A OFFICE EQUIPMENT 139.75DESKTOP SUPPORT/SERVICES OFFICE EQUIPMENT 1,397.91 125.60INSPECTIONS G & A BUILDINGCLOSURE CONSTRUCTION INC 125.60 14,930.13ADMINISTRATION G & A LEGAL SERVICESCOLICH & ASSOCIATES 14,930.13 229.65BUILDING MAINTENANCE GENERAL SUPPLIESCONTINENTAL RESEARCH CORP 229.65 131.00BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIESCRAWFORD DOOR SALES CO INC. 131.00 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 5 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 5Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 33.68PARK AND RECREATION BALANCE SH INVENTORYCRYSTEEL TRUCK EQUIP INC 33.68 213.64POLICE G & A SUBSISTENCE SUPPLIESCUB FOODS 119.73NEIGHBORHOOD OUTREACH MEETING EXPENSE 333.37 5.10INSPECTIONS G & A GENERAL SUPPLIESCULLIGAN BOTTLED WATER 5.10 7,734.24WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESDAKOTA SUPPLY GROUP 7,734.24 38.98PARK MAINTENANCE G & A GENERAL SUPPLIESDEKO FACTORY SERVICE INC 38.98 10,540.42EMPLOYEE FLEX SPEND G&A UNEMPLOYMENTDEPT EMPLOYMENT & ECONOMIC DEV 10,540.42 2,644.32INSPECTIONS G & A DUE TO OTHER GOVTSDEPT LABOR & INDUSTRY 2,644.32 510.00COMMUNICATIONS/GV REIMBURSEABL TELEPHONEDEPT OF PUBLIC SAFETY 510.00 247.25ENTERPRISE G & A ADVERTISINGDEX MEDIA EAST LLC 3.19ENTERPRISE G & A INTEREST/FINANCE CHARGES 250.44 2,991.63POSTAL SERVICES POSTAGEDO-GOOD.BIZ INC 2,991.63 1,150.00WATER UTILITY G&A EQUIPMENT MTCE SERVICEDOWNHOLE WELL SERVICES LLC 1,150.00 1,907.65WATER UTILITY G&A EQUIPMENT MTCE SERVICEELECTRIC MOTOR REPAIR 1,907.65 1,806.41GENERAL REPAIR EQUIPMENT MTCE SERVICEEMERGENCY APPARATUS MTNCE 1,806.41 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 6 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 6Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 7,345.80APPLICATION SUPPORT/SERVICE EQUIPMENT MTCE SERVICEESRI 7,345.80 361.31PARK AND RECREATION BALANCE SH INVENTORYFACTORY MOTOR PARTS CO 361.31 14.16GENERAL REPAIR GENERAL SUPPLIESFASTENAL COMPANY 37.28WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 51.44 41.03ADMINISTRATION G & A POSTAGEFEDEX 26.09POLICE G & A POSTAGE 67.12 117.21WEED CONTROL WEED CUTTINGFENEIS, CHRIS 270.80WATER UTILITY G&A GENERAL CUSTOMERS 388.01 468.54ICE RESURFACER MOTOR FUELSFERRELLGAS 468.54 89.18HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEFLEETHAM, DEB 89.18 615.40FINANCE G & A GENERAL PROFESSIONAL SERVICESFLOYD TOTAL SECURITY 615.40 579.06PARK AND RECREATION BALANCE SH INVENTORYFORCE AMERICA INC 579.06 895.00FACILITIES MCTE G & A TRAININGFORKLIFTS OF MN INC. 895.00 61.60COMM DEV PLANNING G & A MILEAGE-PERSONAL CARFULTON, ADAM 61.60 12,500.00GENERAL FUND BALANCE SHEET INSURANCE PAYABLEGALLAGHER RISK MGMT SERVICES I 12,500.00 550.00BASKETBALLOTHER CONTRACTUAL SERVICESGHIZONI, DAVE 550.00 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 7 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 7Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 1,852.50PRINTING/REPRO SERVICES PRINTING & PUBLISHINGGLEASON PRINTING 1,852.50 15.00SEASON PASSES PROGRAM REVENUEGOSSELIN, MARY 15.00 268.91ORGANIZED REC G & A GENERAL SUPPLIESGRAINGER INC, WW 268.90PARK GROUNDS MAINTENANCE OTHER IMPROVEMENT SUPPLIES 162.51ARENA MAINTENANCE GENERAL SUPPLIES 519.38BUILDING MAINTENANCE GENERAL SUPPLIES 1,219.70 600.00APPLICATION SUPPORT/SERVICE COMPUTER SERVICESGREEN, HOWARD R COMPANY 600.00 867.84WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIESHAWKINS INC 867.84 978.35NETWORK SUPPORT SERVICES COMPUTER SERVICESHENNEPIN COUNTY INFO TECH 1,904.00POLICE G & A EQUIPMENT MTCE SERVICE 2,882.35 8,240.00PARK MAINTENANCE G & A OTHER CONTRACTUAL SERVICESHENNEPIN COUNTY SENTENCING TO 8,240.00 2,700.00PARK IMPROVEMENT G & A PAYMENT IN LIEU OF TAXESHENNEPIN COUNTY TREASURER 2,700.00 457.08OPERATIONSTRAININGHENNEPIN TECHNICAL COLLEGE 457.08 3,200.00ESCROWSPMC ESCROWHERO, JEFF 3,200.00 1,625.00APPLICATION SUPPORT/SERVICE GENERAL PROFESSIONAL SERVICESHEYER SOLUTIONS 1,625.00 372.75DAMAGE REPAIR OTHER IMPROVEMENT SUPPLIESHIGHWAY TECHNOLOGIES INC 372.75 13.50WATER UTILITY G&A GENERAL CUSTOMERSHILARIO, VICTOR 13.50 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 8 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 8Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 213.97WATER UTILITY G&A GENERAL CUSTOMERSHOGAN, BRIAN 213.97 36.37GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHOME DEPOT CREDIT SERVICES 20.00GENERAL BUILDING MAINTENANCE MISC EXPENSE 6.89CRACK SEALING PROJECTS EQUIPMENT PARTS 13.21SANDING/SALTING GENERAL SUPPLIES 4.53SANDING/SALTING EQUIPMENT PARTS 188.46DAMAGE REPAIR OTHER IMPROVEMENT SUPPLIES 736.26PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 15.84WATER UTILITY G&A SMALL TOOLS 43.23WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIES 96.10WATER UTILITY G&A BUILDING MTCE SERVICE 87.21WATER UTILITY G&A OTHER IMPROVEMENT SERVICE 44.50SEWER UTILITY G&A SMALL TOOLS 67.91SEWER UTILITY G&A BLDG/STRUCTURE SUPPLIES 1,360.51 48.62GENERAL BUILDING MAINTENANCE GENERAL SUPPLIESHOME HARDWARE 51.07DAMAGE REPAIR OTHER IMPROVEMENT SUPPLIES 155.30PARK MAINTENANCE G & A GENERAL SUPPLIES 12.76BUILDING MAINTENANCE GENERAL SUPPLIES 267.75 25.00FINANCE G & A MISC EXPENSEHREHA, VIRGINIA 25.00 62.99ADMINISTRATION G & A MEETING EXPENSEHSBC BUSINESS SOLUTIONS 26.08WESTWOOD G & A GENERAL SUPPLIES 89.07 353.45PARK AND RECREATION BALANCE SH INVENTORYI-STATE TRUCK CENTER 353.45 279.00OPERATIONSSUBSCRIPTIONS/MEMBERSHIPSIAFC 279.00 45.00VEHICLE MAINTENANCE G&A SUBSCRIPTIONS/MEMBERSHIPSIATN 45.00 147.00INSTRUCTIONAL SKATING LESSONS GENERAL SUPPLIESICE SKATING INST AMERICA Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 9 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 9Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 147.00 1,298.58PRINTING/REPRO SERVICES EQUIPMENT MTCE SERVICEIKON OFFICE SOLUTIONS 384.84TECHNOLOGY REPLACE G&A OFFICE EQUIPMENT 33,332.49TECHNOLOGY REPLACE G&A OFFICE FURNITURE & EQUIPMENT 35,015.91 521.86TREE MAINTENANCE OTHER IMPROVEMENT SUPPLIESINDEPENDENT BLACK DIRT CO 521.86 102.48INSPECTIONS G & A BUILDINGINTEGRITY PLUS HOME EXTERIORS 102.48 273.54PARK AND RECREATION BALANCE SH INVENTORYINTERSTATE BATTERY SYSTEM OF M 273.54 10.43-GENERAL FUND BALANCE SHEET DUE TO OTHER GOVTSINTOXIMETERS INC 170.93POLICE G & A REPAIRS 160.50 64.79ADMINISTRATION G & A GENERAL PROFESSIONAL SERVICESIRON MOUNTAIN 49.50POLICE G & A OTHER CONTRACTUAL SERVICES 114.29 37.01ROUTINE MAINTENANCE OTHER IMPROVEMENT SUPPLIESJERRY'S MIRACLE MILE 10.30PARK AND RECREATION BALANCE SH INVENTORY 47.31 375.00BASKETBALLOTHER CONTRACTUAL SERVICESJOHNSON, QUINTIN 375.00 95.85SKATING RINK MAINTENANCE GENERAL SUPPLIESJRK SEED & SURG SUPPLY 95.85 58,175.00STREET CAPITAL PROJ G & A BUILDING MTCE SERVICEKEVITT EXCAVATING INC 58,175.00 130.74POLICE G & A POLICE EQUIPMENTKUSTOM SIGNALS INC 130.74 135.41HOUSING REHAB G & A MILEAGE-PERSONAL CARLARSEN, KATHY 135.41 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 10 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 10Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 204.96WATER UTILITY G&A OTHER IMPROVEMENT SERVICELARSON, JH CO 204.96 6,636.00EMPLOYEE FLEX SPEND G&A League of MN Cities dept'l expLEAGUE OF MINNESOTA CITIES 6,636.00 80.00ADMINISTRATION G & A SEMINARS/CONFERENCES/PRESENTATLEAGUE OF MN CITIES 80.00 8,038.00VEHICLE MAINTENANCE G&A MOTOR VEHICLE LIAB INSURANCELEAGUE OF MN CITIES INSURANCE 8,038.00 43.13WATER UTILITY G&A GENERAL CUSTOMERSLEPP, CALVIN 43.13 63.35POLICE G & A OTHER CONTRACTUAL SERVICESLEXISNEXIS 63.35 48.06WATER UTILITY G&A GENERAL CUSTOMERSLINDMEYER, CHERYL 48.06 76.91PARK AND RECREATION BALANCE SH INVENTORYMACQUEEN EQUIP CO 473.18SEWER UTILITY G&A EQUIPMENT PARTS 550.09 20.00WESTWOOD G & A SUBSCRIPTIONS/MEMBERSHIPSMAEE 20.00 53.35WESTWOOD G & A MILEAGE-PERSONAL CARMCCONNELL, BECKY 53.35 24.83ROUTINE MAINTENANCE OTHER IMPROVEMENT SUPPLIESMENARDS 118.09DAMAGE REPAIR OTHER IMPROVEMENT SUPPLIES 37.18WESTWOOD G & A GENERAL SUPPLIES 180.10 100.65PUBLIC WORKS G & A MILEAGE-PERSONAL CARMERKLEY, SCOTT 100.65 109.08SEWER UTILITY G&A GENERAL CUSTOMERSMETHODIST HOSPITAL 109.08 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 11 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 11Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 75.00POLICE GRANTS & E-911BUDGET TRAININGMETRO CISM TEAM 75.00 50.00OPERATIONSEQUIPMENT PARTSMETRO FIRE INC 50.00 10,038.64REILLY BUDGET CLEANING/WASTE REMOVAL SUPPLYMETROPOLITAN COUNCIL 285,423.79OPERATIONSCLEANING/WASTE REMOVAL SERVICE 295,462.43 5,038.03WATER UTILITY G&A OTHERMID AMERICA METER INC 289.88REILLY BUDGET EQUIPMENT MTCE SERVICE 5,327.91 500.00HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESMILLER, RICHARD JOHN 500.00 313.00PAWN FEES OTHER CONTRACTUAL SERVICESMINNEAPOLIS FINANCE DEPT 313.00 10.00PE INVEST/REVIEW/PER IMPROVEMENTS OTHER THAN BUILDIMINNEHAHA CREEK WATERSHED 10.00 20.00PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESMINNEHAHA CREEK WATERSHED DIST 10.00PE REPORTS/CORRESPONDENCE IMPROVEMENTS OTHER THAN BUILDI 30.00 397.99EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA BENEFIT ASSOC 397.99 741.74EMPLOYEE FLEXIBLE SPENDING B/S WAGE GARNISHMENTSMINNESOTA CHILD SUPPORT PYT CT 741.74 16.00EMPLOYEE FLEXIBLE SPENDING B/S ACCRUED OTHER BENEFITSMINNESOTA NCPERS LIFE INS 16.00 59.79PRINTING/REPRO SERVICES OFFICE SUPPLIESMINUTEMAN PRESS 59.79 6.59H.V.A.C. EQUIP. MTCE BLDG/STRUCTURE SUPPLIESNAPA (GENUINE PARTS CO) 445.47PARK AND RECREATION BALANCE SH INVENTORY Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 12 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 12Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 1.68VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 43.54VEHICLE MAINTENANCE G&A SMALL TOOLS 21.92PREVENTATIVE MAINTENANCE EQUIPMENT PARTS 14.06GENERAL REPAIR GENERAL SUPPLIES 37.36GENERAL REPAIR EQUIPMENT PARTS 570.62 78.42ADMINISTRATION G & A TELEPHONENEXTEL COMMUNICATIONS 160.41HUMAN RESOURCES TELEPHONE 920.65RESEARCH & DEVELOPMENT TELEPHONE 71.42ASSESSING G & A TELEPHONE 122.21FINANCE G & A TELEPHONE 1,075.44EDA / HA REIMBURSEMENT TELEPHONE 1,132.94POLICE G & A TELEPHONE 643.85OPERATIONSTELEPHONE 71.53INSPECTIONS G & A TELEPHONE 242.09ENGINEERING G & A TELEPHONE 375.37PUBLIC WORKS OPS G & A TELEPHONE 88.83PARK AND REC G&A TELEPHONE 388.63ORGANIZED REC G & A TELEPHONE 258.65PARK MAINTENANCE G & A TELEPHONE 71.42ENVIRONMENTAL G & A TELEPHONE 279.91WESTWOOD G & A TELEPHONE 71.42REC CENTER/AQUATIC PARK SAL TELEPHONE 250.42VEHICLE MAINTENANCE G&A TELEPHONE 400.86WATER UTILITY G&A TELEPHONE 134.55SEWER UTILITY G&A TELEPHONE 37.68SOLID WASTE G&A TELEPHONE 6,876.70 500.00ANIMAL CONTROL OTHER CONTRACTUAL SERVICESOAK KNOLL ANIMAL HOSPITAL 500.00 97,798.03OFFICE EQUIPMENT BUILDINGS & STRUCTURESOERTEL ARCHITECTS 97,798.03 56.24POLICE G & A OFFICE SUPPLIESOFFICE DEPOT 28.73INSPECTIONS G & A GENERAL SUPPLIES 21.41PUBLIC WORKS OPS G & A OFFICE SUPPLIES 21.41PARK MAINTENANCE G & A OFFICE SUPPLIES 25.85ENVIRONMENTAL G & A OFFICE SUPPLIES 62.37WESTWOOD G & A OFFICE SUPPLIES Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 13 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 13Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 21.42VEHICLE MAINTENANCE G&A OFFICE SUPPLIES 75.32SEWER UTILITY G&A OFFICE SUPPLIES 312.75 150.86OPERATIONSOPERATIONAL SUPPLIESOHLIN SALES INC 150.86 27.18SEWER UTILITY G&A GENERAL SUPPLIESOLSEN CHAIN & CABLE CO INC 27.18 40.60WATER UTILITY G&A GENERAL CUSTOMERSOLSON, CANDY LYNN 40.60 10.00HUMAN RESOURCES GENERAL PROFESSIONAL SERVICESPARK NICOLLET CLINIC 10.00 126.29WATER UTILITY G&A GENERAL CUSTOMERSPASCHE, NIKOLE 126.29 7,969.10BUILDING MAINTENANCE BUILDING MTCE SERVICEPBBS EQUIPMENT CORP 7,969.10 452.63PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESPETERSEN ALUMINUM CORP 452.63 4.59POLICE G & A MEETING EXPENSEPETTY CASH 4.59 400.00SEWER UTILITY G&A OTHER IMPROVEMENT SERVICEPLATINUM CORP 400.00 20.23-SEWER UTILITY BALANCE SHEET DUE TO OTHER GOVTSPOLLARDWATER.COM 331.47SEWER UTILITY G&A SMALL TOOLS 311.24 48.88WATER UTILITY G&A GENERAL CUSTOMERSPONGPITOON, MELISSA 48.88 350.00PARK MAINTENANCE G & A TELEPHONEPOPP TELECOM 350.00 2,000.00MOVE-UP PROGRAM SERVICES/MRKTG OFFICE SUPPLIESPOSTMASTER - PERMIT #603 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 14 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 14Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 472.71WATER UTILITY G&A POSTAGE 472.71SEWER UTILITY G&A POSTAGE 472.69SOLID WASTE COLLECTIONS POSTAGE 472.70STORM WATER UTILITY G&A POSTAGE 3,890.81 10.00YOUTH PROGRAMS PROGRAM REVENUEPRICE, DENISE 10.00 180.00ICE RESURFACER EQUIPMENT MTCE SERVICEPRINTERS SERVICE INC 180.00 2,250.00GARAGE MTCE BUILDING MTCE SERVICEQUALITY CLEANING INC 2,250.00 169.71VEHICLE MAINTENANCE G&A POSTAGEQUICKSILVER EXPRESS COURIER 169.71 645.87FACILITY OPERATIONS TELEPHONEQWEST 55.39NEIGHBORHOOD OUTREACH TELEPHONE 110.78COP SHOP TELEPHONE 626.70COMMUNICATIONS/GV REIMBURSEABL TELEPHONE 1,418.13E-911 PROGRAM TELEPHONE 2,856.87 515.71ICE RESURFACER EQUIPMENT MTCE SERVICER & R SPECIALTIES 515.71 1,812.14FACILITY OPERATIONS GARBAGE/REFUSE SERVICERANDY'S SANITATION INC 814.48REC CENTER BUILDING GARBAGE/REFUSE SERVICE 79.68WATER UTILITY G&A GARBAGE/REFUSE SERVICE 599.14SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICE 3,305.44 112.63WATER UTILITY G&A POSTAGERAPID GRAPHICS & MAILING 112.62SEWER UTILITY G&A POSTAGE 112.63SOLID WASTE COLLECTIONS POSTAGE 112.62STORM WATER UTILITY G&A POSTAGE 450.50 148.83PAVEMENT MANAGEMENT G&A IMPROVEMENTS OTHER THAN BUILDIREED BUSINESS INFORMATION 148.83WATER CAPITAL PROJ G & A IMPROVEMENTS OTHER THAN BUILDI Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 15 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 15Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 297.66 513.89PARK EQUIPMENT MAINTENANCE OTHER CONTRACTUAL SERVICESRETROFIT COMPANIES INC 513.89 59,895.60TREE TRIMMING/PRUNING OTHER CONTRACTUAL SERVICESS & S TREE & HORTICULTURAL SPE 59,895.60 80.22WESTWOOD G & A GENERAL SUPPLIESSAM'S CLUB 20.80WESTWOOD G & A CONCESSION SUPPLIES 101.02 20.87PARK AND RECREATION BALANCE SH INVENTORYSCHERER BROS. LUMBER CO. 6.96PARK MAINTENANCE G & A GENERAL SUPPLIES 137.05PARK BUILDING MAINTENANCE BLDG/STRUCTURE SUPPLIES 5,151.33PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICES 5,316.21 48.45WATER UTILITY G&A GENERAL CUSTOMERSSCHMIDT, STEVEN 48.45 58.24WATER UTILITY G&A GENERAL CUSTOMERSSCOTT, MICHAEL 58.24 76.00HOUSING REHAB G & A TRAININGSENSIBLE LAND USE COALITION 76.00 44.61WATER UTILITY G&A GENERAL CUSTOMERSSHELSTAD, BRUCE 44.61 186.67PUBLIC WORKS OPS G & A GENERAL SUPPLIESSIMPLEXGRINNELL LP 186.67AQUATIC PARK BUDGET GENERAL SUPPLIES 186.66VEHICLE MAINTENANCE G&A GENERAL SUPPLIES 560.00 71.26ADMINISTRATION G & A MEETING EXPENSESONGLE, LISA 71.26 2,172.47DESKTOP SUPPORT/SERVICES DATACOMMUNICATIONSSPRINT 2,172.47 80.79SWEEPINGEQUIPMENT PARTSSPS COMPANIES INC Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 16 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 16Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 154.97WATER UTILITY G&A OTHER IMPROVEMENT SUPPLIES 235.76 236.50GENERAL BUILDING MAINTENANCE BUILDING MTCE SERVICESTANLEY ACCESS TECH LLC 1,200.66BUILDING MAINTENANCE EQUIPMENT MTCE SERVICE 1,437.16 1,033.38AQUATIC PARK G & A OPERATIONAL SUPPLIESSTITCHIN POST 1,033.38 34.99ERUOPERATIONAL SUPPLIESSTREICHER'S 54.29PARK AND RECREATION BALANCE SH INVENTORY 89.28 344.93INSPECTIONS G & A TRAININGSUGAR LAKE LODGE 344.93 227.02ADMINISTRATION G & A LEGAL NOTICESSUN NEWSPAPERS 227.02 48.11WATER UTILITY G&A BLDG/STRUCTURE SUPPLIESTERMINIX INT 48.11 2,700.00REILLY BUDGET OTHER CONTRACTUAL SERVICESTESTAMERICA LABORATORIES INC 2,700.00 682.38BUILDING MAINTENANCE BUILDING MTCE SERVICETHYSSENKRUPP ELEVATOR 682.38 251.25ADMINISTRATION G & A OTHER CONTRACTUAL SERVICESTIMESAVER OFF SITE SECRETARIAL 251.25 740.00AQUATIC PARK BUDGET ADVERTISINGTWIN CITIES KIDS DIRECTORY 740.00 536.80PARK IMPROVE CAPITAL PROJECT OTHER CONTRACTUAL SERVICESTWIN CITY HARDWARE 536.80 85.39PARK MAINTENANCE G & A GENERAL SUPPLIESULINE 85.39 1,213.74POLICE G & A OPERATIONAL SUPPLIESUNIFORMS UNLIMITED (PD) Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 17 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 17Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 638.36POLICE G & A POLICE EQUIPMENT 703.11RESERVESOPERATIONAL SUPPLIES 54.00COMMUNITY SERVICE OFFICER OPERATIONAL SUPPLIES 2,609.21 370.65EMPLOYEE FLEXIBLE SPENDING B/S UNITED WAYUNITED WAY OF MINNEAPOLIS AREA 370.65 130.24WATER UTILITY G&A OPERATIONAL SUPPLIESUSA BLUE BOOK 250.78WATER UTILITY G&A OTHER 130.24SEWER UTILITY G&A OPERATIONAL SUPPLIES 511.26 76.47POLICE G & A TELEPHONEUSA MOBILITY WIRELESS INC 530.92OPERATIONSTELEPHONE 607.39 7,744.76WATER UTILITY G&A OTHER IMPROVEMENT SERVICEVALLEY-RICH CO INC 7,744.76 268.40ENVIRONMENTAL G & A MILEAGE-PERSONAL CARVAUGHAN, JIM 268.40 80.00HUMAN RESOURCES RECRUITMENTVERIFIED CREDENTIALS 80.00 72.10COMMUNICATIONS/GV REIMBURSEABL TELEPHONEVERIZON WIRELESS 72.10 477.65PARK AND RECREATION BALANCE SH INVENTORYVERMEER OF MINNESOTA 477.65 55,415.82SOLID WASTE COLLECTIONS GARBAGE/REFUSE SERVICEWASTE MANAGEMENT 23,147.70SOLID WASTE COLLECTIONS YARD WASTE SERVICE 24,497.84SOLID WASTE DISPOSAL GARBAGE/REFUSE SERVICE 103,061.36 285.00PARK BUILDING MAINTENANCE OTHER CONTRACTUAL SERVICESWASTE TECHNOLOGY INC 285.00 326.70CONCESSIONS/HOCKEY ASSOC CONCESSION SUPPLIESWATSON CO INC 326.70 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 18 4/16/2009CITY OF ST LOUIS PARK 7:25:05R55CKSUM LOG23000VO 18Page -Council Check Summary 4/17/2009 -4/4/2009 Vendor AmountBusiness Unit Object 90.68INSPECTIONS G & A BUILDINGWEATHERGUARD CONSTRUCTION 90.68 2,824.76WATER UTILITY G&A OTHER IMPROVEMENT SERVICEWEBER ELECTRIC 834.39REILLY BUDGET EQUIPMENT MTCE SERVICE 1,520.56SEWER UTILITY G&A BLDG/STRUCTURE SUPPLIES 5,179.71 173,545.00WESTMORELAND HIA OTHER CONTRACTUAL SERVICESWESTMORELAND HILLS OWNER ASSN 173,545.00 741.11HOUSING REHAB BALANCE SHEET CONTRACTS PAYABLEWESTWOOD HILLS NEIGHBORHOOD AS 741.11 162.95VEHICLE MAINTENANCE G&A GENERAL SUPPLIESWIPERS & WIPES INC 162.95 3,087.74FACILITY OPERATIONS ELECTRIC SERVICEXCEL ENERGY 192.78PARK BUILDING MAINTENANCE ELECTRIC SERVICE 353.16WESTWOOD G & A ELECTRIC SERVICE 12,210.58ENTERPRISE G & A ELECTRIC SERVICE 29,541.18WATER UTILITY G&A ELECTRIC SERVICE 3,612.53SEWER UTILITY G&A ELECTRIC SERVICE 266.67OPERATIONSELECTRIC SERVICE 49,264.64 1,793.79NETWORK SUPPORT/SERVICES OFFICE EQUIPMENTXIOTECH CORP 1,793.79 27,731.43OFFICE EQUIPMENT BUILDINGS & STRUCTURESXTERIOR XPERTS 27,731.43 1,233.62PARK AND RECREATION BALANCE SH INVENTORYZIEGLER INC 1,233.62 Report Totals 1,223,600.46 Meeting of April 20, 2009 (Item No. 4i) Subject: Vendor Claims Page 19 Meeting Date: April 20, 2009 Agenda Item #: 4j OFFICIAL MINUTES PLANNING COMMISSION ST. LOUIS PARK, MINNESOTA March 18, 2009--6:00 p.m. COUNCIL CHAMBERS MEMBERS PRESENT: Lynne Carper, Claudia Johnston-Madison, Robert Kramer, Dennis Morris, Richard Person, Carl Robertson, Larry Shapiro MEMBERS ABSENT: None STAFF PRESENT: Meg McMonigal, Adam Fulton, Nancy Sells, Brian Hoffman, Director of Building Inspections 1. Call to Order – Roll Call 2. Approval of Minutes of January 7, 2009 and January 21, 2009 Commissioner Carper noted on page 12 of the January 7th minutes FAA should be corrected to FCC. Commissioner Carper made a motion to recommend approval of the minutes of January 7, 2009, as amended, and to recommend approval of the minutes of January 21, 2009. Commissioner Shapiro seconded the motion, and the motion passed on a vote of 7-0. 3. Hearings A. Major Amendment to Special Permit and Variance Municipal Service Center Location: 7305 Oxford Street Applicant: City of St. Louis Park Case No.: 09-04-SP and 09-05-VAR Mr. Fulton presented the staff report. Commissioner Morris noted there would still be outdoor storage of some paving materials. He asked if a variance was being requested for that. Mr. Fulton replied the outdoor storage was grandfathered under the special permit. He said the screening for the storage would be improved. Commissioner Morris asked if the storage bins were considered accessory buildings and constructed with materials to match the existing main structure. Meeting of April 20, 2009 (Item No. 4j) Page 2 Subject: Planning Commission Minutes March 18, 2009 Mr. Fulton replied the intent on the storage structure was that it would be invisible because of the grading and landscaping on the site. Commissioner Morris noted three sides would be exposed. He asked if the materials match the main building. Mr. Fulton referred the question to the project architect. Commissioner Morris asked if the variance was for the accessory buildings and commented they are supposed to be constructed with the same materials as the main building. Mr. Fulton replied the storage bins are accessory to the primary structure, but they were not considered buildings. They don’t have a roof, they do have concrete sides, and they serve a function of screening the outdoor storage. Commissioner Morris noted the plan states it is a standard seamed roof covered bin storage. He said four sides and a roof is a building. Commissioner Robertson asked what the hardship is for the self storage variance. Mr. Fulton replied the building is unique to the City. There is no other site where this could go, which in and of itself makes it unique. Because of the uniqueness of the building, the structure itself, and the site, there is a hardship. Commissioner Robertson stated the hardship was a stretch. Commissioner Carper stated they were saying they needed that design of the self storage for best practices. He asked about the best practices. He said it sounded like they were dumping the salt on the ground and moving it into the building. He didn’t see why that was a problem if they had proper maintenance. Why do they have to have this type of building? He requested clarification on the landscaping. When he looked at the numbers he saw a required 109 trees and 654 shrubs. He saw 88 trees and 501 shrubs, essentially a 20% reduction in trees and shrubs. He wanted to better understand the alternatives and why the alternatives are equivalent to 20%. He could understand it, but anything approved for the City sets precedent for anyone else making a request. Mr. Fulton referred the first part of the question to Brian Hoffman, Project Manager and Director of Building Inspections. Regarding the second question, Mr. Fulton stated there was not space for all of the required landscaping. The architects had determined they had maxed out the landscaping that could be put on the site. Alternatives (native landscaping around the pond and off the site, a proposed sidewalk for increased pedestrian access and improvements to the park) were provided which meet the requirements of the alternative provision. Meeting of April 20, 2009 (Item No. 4j) Page 3 Subject: Planning Commission Minutes March 18, 2009 Ms. McMonigal added that a sidewalk would not be required with a special permit application. The city-owned land to the east would include some of the additional landscaping. Chair Kramer asked staff to speak about landscape requirements and sites which cannot contain all of the requirements. Mr. Fulton explained that the landscape requirement is either the greater of the building area or the site perimeter. He said in the case of a very large building like the MSC, or something like the West End project with multiple stories, the requirement can’t be met. Multiple issues are being addressed on the sites. Mr. Fulton went on to say that normally applicants would be required to provide tree replacement elsewhere in the City. In this case the City is the applicant and is already providing tree replacement. Chair Kramer asked with the remodeling of the parking lot to the left for the canoe landing, will there be space for portable bathrooms? Mr. Fulton replied the Parks Department worked with the MSC project team. There is space to add portable bathrooms in the future. Commissioner Person asked about discussions held with the Minnehaha Creek Watershed District. Mr. Fulton replied some preliminary discussion has been held, but the project team still has details to work out with the Watershed District. Commissioner Person said he felt there might be an opportunity to collaborate and improve that stretch of the creek and the canoe landing. He asked if the creek is ever subject to flooding in this area and could they assume there was no connection between the storm water ponds and the creek? Mr. Fulton replied there was a connection. If the ponds were full in a major rain event, there would be some spill over into the creek. The drainage from the site ultimately does go to the creek. They were trying to improve the quality of the water leaving the site and entering the creek. The site is next to the creek, but up significantly. The flood plain comes close to the site, but does not impact any of the areas proposed for construction. Mr. Hoffman discussed the project background. Plans are to start construction in July 2009 and be done by next spring. One of the directions on this project from City Council was to be environmentally conscious. The team was making sure to meet the storm water and environmental concerns and they did meet with the Watershed District. A hearing will be held by the Watershed District in early April. The team was also looking at how to save energy and reuse components. The existing salt storage buildings have some problems with Meeting of April 20, 2009 (Item No. 4j) Page 4 Subject: Planning Commission Minutes March 18, 2009 corrosion. They want to reuse the walls of that building for the storage bins. They were also trying to design a LEED certifiable building at a silver level. They would be making some energy improvements and try to reduce energy costs. The bins on the east side would be seven feet tall. They initially talked about covering them, but working with staff, they determined there was no need to cover the equipment that would be outside. A walled enclosure will provide screening. The south side bins would be used for dry material (i.e. wood chips and dirt) and are screened. Products need to be covered to avoid erosion. This is also an opportunity to energize the adjacent park. Jeff Oertel, Oertel Architects, stated per City Council’s directive, the building would be a LEED silver building and they were looking at ways to improve everything within the building. One of the ideas was to reuse the panels that were the structure for the salt building. They would be placed at the bin area to the east of the building so that any lip that would be visible above the berm would be brick. Regarding the question about salt handling, he said he had worked on many buildings used for salt storage. The preferred type is the fabric covered structure. There are pre-cast buildings, heavy wood timber buildings and metal buildings, which don’t last very long. Excessive use of salt is getting into the eco- structure. The concentrated loads of salt are especially bad. The MPCA was pushing to get a requirement to not only store all of the salt under cover (which is a requirement) but to dump, load and mix under cover as well. Incidental dropping of material is something they were trying to avoid. The open-fronted, curved roof meets a lot of goals for loading and handling. They looked at trying to re-use the precast building in a new location, but it was more expensive for the City to do that. Mr. Oertel stated that he liked the dome style building. One of the goals for the salt building is to make it from poured concrete and coat the walls with a thick coating that matches the brick, which assists with long-term maintenance. Commissioner Robertson asked about the salt storage building and the life expectancy of fabric construction. Mr. Oertel replied the first building in the state like this was built in 1996. The membrane was just replaced last year. He further described the structure. Commissioner Robertson asked if the framework was subject to corrosion. Mr. Oertel replied that the doors and mechanical parts could take a beating because of the corrosive environment. It was more superficial than structural. Commissioner Robertson asked if they could have the same design without fabric, such as a pre-finished metal, which might last longer. It would also match the existing structure and feel more permanent. Meeting of April 20, 2009 (Item No. 4j) Page 5 Subject: Planning Commission Minutes March 18, 2009 Mr. Oertel responded he didn’t believe there was a gain structurally by having a solid roof as opposed to a light weight roof. The membrane is pretty inexpensive and it is hard to beat that price. The roof should last twenty years as the material is made even better now. He said the preference was toward the membrane for durability and cost. Commissioner Carper asked if it would be possible to build a regular building with an open front. Mr. Oertel replied it would be possible, but it was a matter of impracticality and cost and using the money available in the best way. Commissioner Morris asked about recycling of the building and if the cut panels from the existing building would be reused as the side walls for the out buildings. He asked if the panels were just going to be saw-cut concrete panels. Mr. Oertel responded that the precast panels are pre-fabricated in 8-10 foot widths. There will be a seam. Commissioner Morris asked if the coating on the remaining outside wall will be a concrete wash. Mr. Oertel replied it will be a concrete wash with an extremely heavy, rubber material. It has a texture to cover imperfections on the sub surface. Commissioner Morris asked if they would use those materials on the recycled materials on the sheds. Mr. Oertel replied no, they were counting on the brick to serve as the visible area. Commissioner Morris stated they would have sheet metal type roofing that is open to the sides as a cover to protect the materials inside. Mr. Oertel clarified that was on the original design. On the east end they were proposing to eliminate the shed and the framework holding up the roof on the entire east side. He explained on the south side the bins that hold the class five materials will be of new construction at the base with the same brick veneer, but up above there will be a standing seam metal roof. Commissioner Morris asked if the new construction will match the exterior of the new addition. Mr. Oertel replied that it will match the exterior of the new addition. He said all of the vehicle areas will be pre-cast panels made in a factory with brick installed. The office area will be brick with a framework behind it. Meeting of April 20, 2009 (Item No. 4j) Page 6 Subject: Planning Commission Minutes March 18, 2009 Commissioner Morris noted that the plans before the Commission had been updated. Mr. Hoffman explained that the buildings on the south side of the building were continuing as planned with the brick veneer sides and standing seam metal roof to protect the dry storage goods. The stand alone bins on the east side of the property were intended to be used from the existing salt storage facility which was a brick veneer panel meeting class one standards. It would create screening for the storage items that they wanted to contain, but did not require covering. Commissioner Morris asked if the bins would contain equipment, rather than materials. Mr. Hoffman replied that was correct. He said there will still be other items on site and dry materials. The bins would be used to keep organized and screened items like load trailers. The lower walls would be a stamp molded concrete and look like a brick veneer product and be colored to match the building. Commissioner Morris commented that at the salt storage buildings the trucks load and don’t go all the way into the building. There needs to be room for front-end loaders to maneuver and mix the sand and salt and load. He said he felt the big green dome is ugly and doesn’t meet the standards. Commissioner Morris said if the applicant was a contractor, the City would tell them to build a storage building. Mr. Oertel indicated another change was that the welding bay was eliminated. He said regarding the fabric colors, there used to be a semi-translucent product, but the UV rays damaged the product and the membrane wasn’t lasting more than ten years. They now only make white, blue, tan and green. Staff preferred green. Chair Kramer opened the public hearing. As no one was present wishing to speak, the Chair closed the public hearing. Commissioner Robertson liked the project overall. He said he was not completely sold on the fabric self storage. He thought they should use white fabric. The shape worked well for storage. A square building with a flat roof would lose something. The fabric didn’t feel permanent enough and didn’t have a long life-span. Commissioner Carper said he agreed with Chair Robertson and felt it was a good project. He said he was also concerned about the dome area. He read the variance language from the staff report. He understood that the City needs to minimize the cost, but if the applicant was anyone else, the Commission wouldn’t consider their need to reduce costs as a reason for a variance. Commissioner Carper said if the Commission approved something on this basis, it might be setting a precedent. Meeting of April 20, 2009 (Item No. 4j) Page 7 Subject: Planning Commission Minutes March 18, 2009 Commissioner Morris asked if the School District proposed a similar type structure for a tennis court, a soft-roof sports facility, would it be permitted in a school setting? Mr. Fulton replied they would have to evaluate it on an individual basis. Generally schools are not located in industrial districts and it would be different. Commissioner Morris stated that he saw a need for this type of structure being economical, functional, and aesthetically pleasing. He spoke about the Comprehensive Plan update and suggested this type of structure may have a place in both industrial uses. He said the request did not meet the criteria of the variance for this specific location and need. It was capable of supporting a structure that met the code, notwithstanding the needs of the City to both recycle its building materials and have a functional building. Commissioner Shapiro said he agreed with Commissioners Carper and Morris. He spoke about the criteria for granting variances. He said this site is where the MSC needs to be. He believed the Commission needed to treat the City like any other applicant. Commissioner Shapiro said there is the possibility of building what the code requires. The lot doesn’t preclude it. It shouldn’t be a matter of cost. Commissioner Robertson made a motion to recommend approval of the Major Amendment subject to conditions recommended by staff. Commissioner Morris seconded the motion, and the motion passed on a vote of 7-0. Commissioner Robertson made a motion to recommend denial of the variance based on a lack of hardship. Commissioner Morris seconded the motion. Commissioner Morris asked if the project could go forward if the variance was denied. He asked if the existing salt storage building would stay in place if the Council agrees with the Planning Commission. Commissioner Robertson suggested it would need to be redesigned to meet architectural standards. Ms. McMonigal stated the Planning Commission would be making a recommendation to the City Council. Commissioner Robertson stated his suggestion would be to redesign the salt storage building to meet architectural standards and match the new building materials. It was the roofing and sides. Meeting of April 20, 2009 (Item No. 4j) Page 8 Subject: Planning Commission Minutes March 18, 2009 Commissioner Carper suggested that the salt area could be relocated temporarily and covered. Staff could come forward with a new ordinance permitting this type of building. Then the applicant can proceed with a building of this or similar design as long as it meets the requirements of the new ordinance. Commissioner Johnston-Madison stated this is an industrial area and she has seen a lot of this type of storage and she has no problem with it. She liked the green color because it matched the dark building better. White would stick out. If it was a proposal for an addition for a school, she would say no. This was a definite improvement to the site. Commissioner Johnston-Madison stated she did feel there was a hardship. Commissioner Robertson stated cost was not the hardship. The definition of hardship related to do with special features of the site that would preclude them from building a building that does meet the architectural standards. They could build a building that met those standards. Commissioner Johnston-Madison asked about the City’s discussion for this project, asking if it was mainly about cost. Mr. Oertel replied there are many ways to construct this building and he could not deny that cost was driving this throughout the project. Staff had been trying to use every dollar as best as possible. Despite other opinions, this structure was very flexible, adaptable, and re-roof- able; therefore it was a very efficient. Beyond that, his opinion was that the roof and the sculptural quality of the dome looked better than the flat roof and precast design. The dome was no different than a gable roof except that it was curved and you see a plastic membrane instead of shingles. It was a matter of interpretation. The membrane is a roofing material. Chair Kramer stated no one objected when Northwest Racquet Club had a domed building. This seems to be an industry standard for salt storage buildings and wide open broad buildings. While it is an industrial area, he wondered what the big deal was. A lot of the discussion had been about technical issues and compliance as opposed to the other things. He was unsure if he liked the green roof. He would like to agree with the recommendation to deny, but would ask staff to create language that would allow something like this to exist for salt storage buildings. Commissioner Carper stated the architect said he didn’t believe there was a sufficient architectural difference. He asked what criteria staff used to make the decision that a variance was required. Mr. Fulton replied it was essentially the two materials. There is a large hoop building covered in plastic and a substantial portion of the side wall is made up of the plastic. It is not similar to the proposed building, which is a brick structure. Meeting of April 20, 2009 (Item No. 4j) Page 9 Subject: Planning Commission Minutes March 18, 2009 Commissioner Johnston-Madison felt they needed to look at different criteria for this type of building and suggested that be added to the recommendation. She asked if that would slow down the process. Mr. Hoffman responded it wouldn’t slow things down. He went on to say it was unique because the City was the owner and applicant. Staff met with Council through the design process. The recommendation was between the Planning Commission and the City Council. Staff would revisit this with Council and let them know the outcome. The team wanted to get this out to bid in May. Staff will meet with the City Council and discuss how this fits in with the overall property design and what they were trying to achieve. The Council will decide to continue or do a redesign. Chair Kramer asked if City Council was aware of the conflict the Commission discussed. Mr. Hoffman replied yes, and they wanted to move forward. Ms. McMonigal stated the Planning Commission makes its own recommendation and then it will move forward to City Council. The motion to deny the variance passed on a vote of 5-2 (Commissioners Johnston-Madison and Person opposed). 4. Other Business - None 5. Communications Ms. McMonigal spoke about the neighborhood plan meetings being held for the update of the Comprehensive Plan. Ms. McMonigal discussed the Planning Commission annual report which will be presented to the City Council on March 23rd. Ms. McMonigal made an announcement about the recognition event for all Commissions on April 20th. 6. Adjournment The meeting was adjourned 7:35 p.m. Respectfully submitted, Amy Stegora-Peterson Recording Secretary Meeting Date: April 20, 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: St. Louis Park Municipal Service Center Expansion. RECOMMENDED ACTION: Motion to Adopt Resolution approving a Major Amendment to a Special Permit for building expansion at 7305 Oxford Street. Motion to Adopt Resolution approving a Variance to the architectural standards for an accessory structure at 7305 Oxford Street. POLICY CONSIDERATION: Proposed is a Major Amendment to a Special Permit and a Variance to the architectural standards for an accessory structure. The Major Amendment is required for substantial changes proposed to an approved site plan. The Variance is required for the construction of a salt storage building differing from the architectural standards of the Zoning Ordinance. Staff and the Planning Commission both recommend approval of the proposed Major Amendment. In regard to the Variance, Staff and the Planning Commission differ. Staff reviewed the proposed Variance and recommended approval based on unique characteristics of the proposal that represented a hardship. The Planning Commission differed from Staff and recommended denial of the Variance citing a lack of hardship. For the Council’s consideration, Staff has included two resolutions related to the Variance. One resolution reflects Staff’s recommendation of approval. Another reflects the Planning Commission’s recommendation of denial. The Minnehaha Creek Watershed District Board approved the project at its April 9th meeting. BACKGROUND: Proposal: The expansion of the Municipal Service Center (MSC) includes a 24,000 square foot expansion to the vehicle and equipment storage area, an entry and office expansion to add office space on two levels, the addition of a service bay to the front of the building, a vehicle washing facility, new storage bins along Minnehaha Creek, and modifications to Creekside Park. The park is adjacent to the MSC and was included in the original Special Permit covering the MSC. The MSC expansion is needed to move the Utilities personnel and operations to this location from Fire Station #1 and accommodate the City’s operations, as the current facility is undersized and out-of-date. Meeting of April 20, 2009 (Item No. 8a) Page 2 Subject: St. Louis Park Municipal Service Center Expansion The changes to the primary building require the demolition of the existing salt storage building; a new salt storage building is proposed. The new salt storage building would be constructed of 8-foot concrete walls and an arched-shaped structural truss covered with a membrane roof, as depicted in the attached exhibits. The variance request is associated with the plastic membrane, which does not meet the architectural requirements of the Zoning Ordinance. Background: The MSC expansion is the first of three public facility upgrades being undertaken by the City. In 2005, the City became aware of critical structural problems at both of its fire stations. Emergency repairs were undertaken immediately, and in the short-term the fire stations remain fully functional. Both stations will be rebuilt in the coming years. Station #1 is located at Wooddale and Oxford Street. It also houses the City’s Utility Division. They need to be relocated to the MSC before the fire station can be replaced. The MSC expansion’s primary purpose is to make room for the Utility Department. With the need for additional space at the MSC, there is also the opportunity to modernize the facility. The MSC will also serve as a temporary fire station while Fire Station #1 is rebuilt. Though space will be tight, the expansion will allow the City to maintain all public works services while temporarily also providing an enclosed location for fire trucks and apparatus. While the fire station is located at the MSC, there will also be a temporary living facility for firefighters at the site. Zoning Review: Public service structures are permitted with conditions in the I-G General Industrial zoning district. The conditions included primarily relate to the structure’s distance from a residential building or a residential zoning district. In this case, the site is close to the Meadowbrook Apartments, across Minnehaha Creek; however, the distance between the MSC and the apartment buildings is far enough that these conditions do not apply. Amending the Special Permit allows for a building expansion but requires that the building and the expansion come into “greater or complete compliance with the Zoning Ordinance.” In this case, there are issues where complete compliance cannot be achieved. They are listed below. In all other respects the plan is compliant with the Zoning Ordinance. • Existing mechanical equipment on the existing building cannot be fully screened from off- site view. All new mechanical equipment will be fully screened. • Existing architectural conditions at the MSC do not meet the requirements of the Zoning Ordinance. New portions of the building will meet the requirements, but some portions of the building may remain out of compliance. • Outdoor storage cannot be fully screened from off-site views nor fully located on paved surfaces. The nature of a Municipal Service Center and the functions that occur there require significant outside storage and heavy equipment activities. Sand and salt and other bulk materials must be stored on site; vehicles are fueled and cleaned out (like a “grit pit” for cleaning sewer maintenance equipment) on site requiring special facilities not typical of other industrial uses. Meeting of April 20, 2009 (Item No. 8a) Page 3 Subject: St. Louis Park Municipal Service Center Expansion Ordinance Requirement Required Proposed Met? Use I-G Zoning District Public Service Structure Permitted with conditions Yes Height – Principal Building 75’ maximum 29’ 6” Yes Height – Salt Building 29’ 6” maximum 29’ Yes Materials – MSC 60% Class I for all new construction Greater than 60% brick and glass Yes Materials – Salt Building Match principal structure Plastic membrane; variance requested No Setbacks – North / South 20’ 10’ 76’ 106’ Yes Setbacks – West / East 12’ 0’ 207’ 78’ Yes Off-Street Parking 109 spaces 111 spaces Yes Bicycle Parking 11 spaces 12 spaces Yes Floor Area Ratio 1.0 maximum 0.272 Yes Tree replacement 200 caliper inches 206 caliper inches Yes Landscaping 109 trees 654 shrubs 88 trees 501 shrubs Alternatives provided Yes Stormwater City quantity requirement Two ponds Yes The redevelopment of this site is complex because the existing building must be operational during construction. There are several constraints limiting the location of new facilities at the site. To complete the expansion project, the existing grit removal pit (used for wash-out of equipment after cleaning sewer and water main breaks) must be left in place. The fueling station must be removed and relocated such that it is convenient for both emergency police access and for plows operating during major snow events. Site access must be controlled to discourage vandalism and theft: gates are included on the site plan to limit access during non-business hours. Landscaping and Screening The City’s Zoning Ordinance requires substantial landscaping and screening of outside storage and loading or servicing areas. Landscaping on the site adds trees and shrubs to improve aesthetics and provides a screening buffer between the site and adjacent properties. Irrigation will be installed along Oxford Street; because of the high water table in the area and the proximity to Minnehaha Creek, it is not anticipated that irrigation will be necessary in other parts of the site. The City’s Environmental Coordinator has reviewed the plans prepared by the architects and has made several recommendations to help maximize the survivability and long term viability of the landscaping. Meeting of April 20, 2009 (Item No. 8a) Page 4 Subject: St. Louis Park Municipal Service Center Expansion The proposed landscape plan comes close to the number of plantings required in the Zoning Ordinance. However, the substantial enhancements proposed for the site’s stormwater treatment include planting native species that meet the Alternatives provision found in the landscaping requirements. Also included as landscape requirement alternatives are improvements to Creekside Park, wetland improvement along the creek that will involve reseeding the area for native species and removal of invasive species, and the installation of outdoor seating for employees working at the MSC. Parking Parking is provided on the site in accordance with the Zoning Ordinance. In addition to the parking provided, there will be areas of the site that could be used for future overflow parking. During the summer months, for example, the City might have temporary employees at the MSC. This increases parking demand. On the other hand, there are also several employees who use motorcycles to arrive at work during the summer; for this reason, motorcycle parking has been included on the plans. Bicycle parking requirements are met on the site. A total of twelve bike parking spaces are available per the requirements of the Zoning Ordinance. In the future it is possible that an increasing number of employees may ride bikes to the site; the MSC is located less than a ¼ mile from the future Louisiana Avenue Station along the SW LRT Transit line. If bike parking needs increase, the City will respond by increasing the availability of bike parking outside the building and possibly also adding bike parking inside the building. Lighting The site is extremely visible from the Meadowbrook Apartments located to the south and east. For this reason, lighting issues are most applicable on the south side of the site. Lighting will be provided on this side of the building to accomplish the critical security goals for the site. However, all lighting will be shielded from view and will not be directed towards or across Minnehaha Creek. The lighting plan meets all requirements of the Zoning Ordinance. Tree Replacement The tree replacement requirement for the site is 200 caliper inches of trees. A total of 53 trees will be removed as part of the site redevelopment. Many of these must be removed to accommodate the large stormwater holding pond located to the southwest of the building. The replacement requirement is met through the installation of 88 new trees totaling 206 caliper inches. The new trees will substantially enhance the character of the site and will more closely represent vegetation that might have been found on the site prior to any development happening in the area. Site Access Vehicle access along Oxford Street remains the same as it has historically functioned. Improvements there will increase pedestrian access to the site through the construction of a sidewalk with access from Oxford Street directly to the building’s front entrance. Meeting of April 20, 2009 (Item No. 8a) Page 5 Subject: St. Louis Park Municipal Service Center Expansion Modifications to Creekside Park are included as part of the site reconstruction. The parking lot will be reconfigured and a new trail installed providing access to the creek. Though it is part of the Comprehensive Plan, no trail is proposed along the creek at this time. There may be adequate space for a trail if proposed at some future date. Salt Storage Building To accommodate the expansion of the MSC, the existing salt building must be removed. To replace it, a new 6,400 square foot building is proposed. As proposed, the new storage building would represent the current best practice for salt storage, meeting environmental and service-related goals of the City. Salt is a corrosive material, making the choice of building materials important to the long term serviceability of the salt storage structure. In contrast to the existing building, the materials used in the new building will be less susceptible to corrosion. Because the structure would be open- ended, any moisture entering the building will rapidly evaporate. Salt will also be able to be dumped directly in the new building. The current practice is for salt to be dumped outside the existing building and moved into the building with a front end loader. This change will minimize salt runoff from the site directly into Minnehaha Creek. The variance request is needed because the salt storage building does not meet the provisions of the architectural standards in the Zoning Ordinance. Those standards require that any accessory structure match the principal building in architectural character and materials used. The storage building will have a poured in place textured concrete wall and an arched synthetic flexible plastic membrane wall and roof structure that will not match the existing building. Engineering Comments The Engineering Division has reviewed the plans. Several modifications to the plans were requested at the Planning Commission meeting relating to site design. Those issues have now been resolved and no Engineering issues remain outstanding. Public Process – Planning Commission A public hearing was held at the Planning Commission meeting. There were no citizens present to comment on the proposal. The minutes from the Planning Commission meeting are attached. As reported above, the Planning Commission recommended approval of the Special Permit and recommended denial of the Variance, citing a lack of hardship. Summary The MSC meets all requirements of the Zoning Ordinance except those related to building materials on the salt storage building. Variance Request: A variance is requested from the design requirements of City Code, Section 36-366-b-3, “Additions and Accessory Structures.” The variance request is for an exemption from the requirement that new accessory buildings shall address and respect the original architectural design and general appearance of the principle building and shall comply with the building materials requirements of the Zoning Ordinance. Specifically, the variance is being requested to allow 1.) an arched flexible plastic Meeting of April 20, 2009 (Item No. 8a) Page 6 Subject: St. Louis Park Municipal Service Center Expansion membrane roof instead of a standard flat roof; and, 2.) poured in place textured and colored concrete walls instead of brick walls matching the existing building. A portion of the wall area is made up of the flexible plastic membrane, as well. The variance is needed because the arched flexible plastic membrane roof and the textured concrete walls are not consistent with the principal MSC structure which is brick clad and flat roofed; and because textured, poured in place concrete is not considered a Class I material by the Zoning Ordinance. Sixty percent of the walls visible from off site are supposed to be constructed of Class I materials. Criteria Variances shall be granted only provided that the following evaluation criteria from the City Code, Section 36-33 “Application and review process for conditional use permits and variances,” can be satisfactorily answered: 1. Where by reason of narrowness, shallowness, or shape of a lot, or where by reason of exceptional topographical or water conditions or other extraordinary and exceptional conditions of such lot, the strict application or the terms of this chapter would result in peculiar and practical difficulties or exceptional or undue hardship upon the owner of such lot in developing or using such lot in a manner customary and legally permissible within the use district in which such lot is located. After substantial review by City Staff, it was determined that this location was the most appropriate in the City for the Municipal Service Center. In order to maintain essential public services, salt must be stored for winter use at this location. The salt storage building as proposed represents the current best practice for salt storage. This represents an unusual and unique condition which requires a variance from the architectural standards of the Zoning Ordinance. There are no other known locations in the City where such a large quantity of salt must be stored in a covered location for the duration of the winter season. 2. Conditions applying to the structure or land in question are peculiar to the property or immediately adjoining property, and do not apply, generally, to other land or structures in the use district in which the land is located. The proposed structure represents the only public Municipal Service Center in the City. It is not anticipated that other such structures will be necessary in other locations in the City. The conditions are peculiar to this site alone and essentially could not be replicated on another site within the I-G, General Industrial district or in any other district in the City. The MSC is a heavy equipment operations area; the salt storage building, by its very nature and function, will be subject to rough treatment. The interior wall materials need to be constructed of durable, non-decorative materials. Materials capable of withstanding front-end loaders and other heavy equipment. Poured concrete walls are better suited to withstand abuse than a brick veneer. Meeting of April 20, 2009 (Item No. 8a) Page 7 Subject: St. Louis Park Municipal Service Center Expansion 3. The granting of the proposed variance is necessary for the preservation and enjoyment of a substantial property right of the applicant. The construction of this facility is necessary to continue providing the essential public service of clearing roadways during snow and ice events during the fall, winter and spring months. The storage of salt in this location is necessary to preserve the property rights of the City; it is also necessary to preserve the access rights to property owners across the City throughout the winter months. 4. The granting of the proposed variance will not impair an adequate supply of light and air to the adjacent property, unreasonably increase the congestion in the public streets, increase the danger of fire, or endanger public safety. The proposed variance affects none of the aforementioned criteria. 5. The granting of the variance will not unreasonably impact on the character and development of the neighborhood, unreasonably diminish or impair established property values in the surrounding area, or in any other way impair the health, safety, and comfort of the area. The variance will not unreasonably impact the character and development of the area. The storage building will be well screened during all seasons by a substantial amount of vegetation proposed for the south and west sides of the structure. It will have no negative impacts on the health, safety and comfort of citizens living or working in the area. 6. The granting of the proposed variance will not be contrary to the intent of this chapter and the comprehensive plan. The proposed variance is not contrary to the intent of this chapter nor the Comprehensive Plan. It meets goals related to environmental protection and efficient service delivery. 7. The granting of a variance will not merely serve as a convenience to the applicant but is necessary to alleviate a demonstrable undue hardship or difficulty. The variance is not a convenience; several options have been studied and this is the most appropriate best practice to institute for salt storage. It will decrease the environmental impact of salt storage on the site and improve the City’s ability to provide a rapid response to snow and ice events. There is no other location in the City more appropriate for the storage of salt, nor is there a better alternative for its storage. FINANCIAL OR BUDGET CONSIDERATION: The financial and budget considerations related to Major Amendment and Variance review of the MSC project are minimal. Meeting of April 20, 2009 (Item No. 8a) Page 8 Subject: St. Louis Park Municipal Service Center Expansion VISION CONSIDERATION: The proposed plan for the MSC / Creekside Park greatly improves the aesthetics, environmental sensitivity and usability of these City facilities. The introduction of stormwater ponds, native plantings, and removal of invasive species is consistent with the vision of environmental stewardship. The improvements to Creekside Park canoe landing area are consistent with the vision of being a connected and engaged community; and the improvements to the appearance of the MSC are a demonstration of commitment to community aesthetics. Attachments: Resolution – Major Amendment to the Special Permit Resolution – Variance (Approval) Resolution – Variance (Denial) Draft Minutes – March 18th, 2009 Planning Commission Meeting Site Plans and related documents Prepared by: Adam Fulton, Planner Reviewed by: Meg McMonigal, Planning and Zoning Supervisor Kevin Locke, Community Development Director Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 8a) Page 9 Subject: St. Louis Park Municipal Service Center Expansion RESOLUTION NO. 09-___ Amends and Restates Resolution No. 87-171 RESOLUTION AMENDING AND RESTATING RESOLUTION NO. 87- 171 ADOPTED ON OCTOBER 5, 1987, AND GRANTING AMENDMENT TO EXISTING SPECIAL PERMIT UNDER SECTION 36- 36 OF THE ST. LOUIS PARK ORDINANCE CODE RELATING TO ZONING TO ALLOW EXPANSION OF A PUBLIC SERVICE STRUCTURE FOR PROPERTY LOCATED AT 7305 OXFORD STREET FINDINGS WHEREAS, the City of St. Louis Park has made application to the City Council for an amendment to an existing special permit under Section 36-36 of the St. Louis Park Ordinance Code to allow expansion of a public service structure at 7305 Oxford Street within a IG General Industrial Zoning District having the following legal description: Tract B, Registered Land Survey 1045 (Torrens Certificate No. 454309); and the east 175 feet of Lot 1, Block 2, Park Industrial Addition (Torrens Certificate No. 447561) WHEREAS, the City Council has considered the information related to Planning Case Nos. 87-18-SP and 09-04-SP and the effect of the proposed expansion 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 and the effect of the use on the Comprehensive Plan; and compliance with the intent of the Zoning Ordinance; and WHEREAS, a special permit was issued regarding the subject property pursuant to Resolution No. 87-171 of the St. Louis Park City Council dated October 5, 1987 which contained conditions applicable to said property; and WHEREAS, due to changed circumstances, amendments to those conditions are now necessary, requiring the amendment of that special permit; and WHEREAS, it is the intent of this resolution to continue and restate the conditions of the permit granted by Resolution No. 87-171, to add the amendments now required, and to consolidate all conditions applicable to the subject property in this resolution; WHEREAS, the contents of Case No. 87-18-SP and 09-04-SP are hereby entered into and made part of the public hearing record and the record of decision for this case. Meeting of April 20, 2009 (Item No. 8a) Page 10 Subject: St. Louis Park Municipal Service Center Expansion CONCLUSION NOW THEREFORE BE IT RESOLVED that Resolution No. 87-171 (document not filed) is hereby restated and amended by this resolution which continues and amends a special permit to the subject property for the purposes of permitting expansion of a public service structure within the IG General Industrial District at the location described above based on the following conditions: 1. The site shall be developed, used and maintained in accordance with Exhibit A – Central Garage Facility Addition. 2. Open storage on the site shall be confined to the areas on the site plan identified as outside storage of gravel, oil tanks, storage tanks, storage bins, and the portion of the bituminous surface west of the building, south of the fill spouts for the propane tank. None of the area designated as park and open space on Exhibit A shall be used for open storage, gravel, oil tanks or other contractor’s yard type uses. 3. Any structure on the site shall have a lowest floor elevation of at least 184.8 feet City Datum (895.1 N.G.V.D.). 4. A plan providing for the proper location and protection of oil tanks, salt and sand, runoff, signage, etc., shall be submitted and approved on or before June 1, 1987. 5. All improvements shall be completed by May 15, 1988, except for the items as described in Condition No. 4 which shall be completed by May 15, 1989. 6. That Exhibit A is hereby replaced by Exhibit A1 – New Overall Plan for the special permit in satisfaction of Condition No. 4 above, and that all improvements be completed by May 15, 1989. 7. The special permit shall be amended on April 20, 2009 to incorporate all of the preceding conditions and add the following conditions: a. The site shall be developed, used and maintained in accordance with exhibits incorporated by reference herein b. The applicant shall comply with the following conditions during construction: 1) All City noise ordinances shall be complied with, including that there be no construction activity between the hours of 10 p.m. and 7 a.m. on weekdays and 10:00 p.m. and 9:00 a.m. on weekends. 2) Loud equipment shall be kept as far as possible from residences at all times. 3) The site shall be kept free of dust and debris that could blow onto neighboring properties. 4) Public streets shall be maintained free of dirt and shall be cleaned as necessary. Meeting of April 20, 2009 (Item No. 8a) Page 11 Subject: St. Louis Park Municipal Service Center Expansion 5) The Zoning Administrator may impose additional conditions if it becomes necessary in order to mitigate the impact of excavation on surrounding properties. c. Prior to starting any site work, the following conditions shall be met: 1) A pre-excavation conference shall be held with the appropriate development, construction and city representatives. 2) All necessary erosion control measures shall be installed. 3) All necessary permits must be obtained. In addition to any other remedies, the developer or owner shall pay an administrative fee of $750 per violation of any condition of this approval. Under the Zoning Ordinance, this permit shall be revoked and cancelled if the building or structure for which the conditional use permit is granted is removed. Assent form and official exhibits must be signed by applicant (or applicant and owner if applicant is different from owner) prior to issuance of building permit. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk Meeting of April 20, 2009 (Item No. 8a) Page 12 Subject: St. Louis Park Municipal Service Center Expansion VARIANCE RESOLUTION NO. 09-___ RESOLUTION GRANTING A VARIANCE FROM SECTION 36-366 OF THE ORDINANCE CODE RELATING TO ZONING REGARDING ARCHITECTURAL REQUIREMENTS TO PERMIT CONSTRUCTION OF AN ACCESSORY SALT STORAGE BUILDING AT THE SITE FOR PROPERTY LOCATED IN THE IG GENERAL INDUSTRIAL DISTRICT AT 7305 OXFORD STREET BE IT RESOLVED BY the City Council of St. Louis Park, Minnesota: Findings 1. The City of St. Louis Park has applied for a variance from Section 36-366 of the Ordinance Code relating to zoning regarding architectural requirements to permit construction of an accessory salt storage building at the site for property located in the IG General Industrial Zoning District at the following location, to-wit: Tract B, Registered Land Survey 1045 (Torrens Certificate No. 454309); and the east 175 feet of Lot 1, Block 2, Park Industrial Addition (Torrens Certificate No. 447561) 2. The variance is for the construction of a salt storage building, which is unique in the entire city to this particular location. 3. Because of conditions on the subject property and surrounding property, it is possible to use the property in such a way that the proposed variance will not impair an adequate supply of light and air to the adjacent property, unreasonably increase the congestion in the public streets, increase the danger of fire, endanger the public safety, unreasonably diminish or impair health, safety, comfort, morals, or in any other respect be contrary to the intent of the Zoning Ordinance and the Comprehensive Plan. 4. The special conditions applying to the structure or land in question are peculiar to such property or immediately adjoining property and do not apply generally to other land or structures in the district in which such land is located. 5. The granting of the application is necessary for the preservation and enjoyment of a substantial property right of the applicant. It will not merely serve as a convenience to the applicant, but is necessary to alleviate demonstrable hardship or difficulty. 6. The contents of Planning Case File 09-05-VAR are hereby entered into and made part of the public hearing record and the record of decision of this case. Meeting of April 20, 2009 (Item No. 8a) Page 13 Subject: St. Louis Park Municipal Service Center Expansion 7. Under the Zoning Ordinance, this variance shall be deemed to be abandoned, revoked, or canceled if the holder shall fail to complete the work on or before one year after the variance is granted. 8. Under the Zoning Ordinance, this variance shall be revoked and cancelled if the building or structure for which the variance is granted is removed. CONCLUSION The application for the variance is granted based upon the findings set forth above. 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 April 20, 2009 City Manager Mayor Attest: City Clerk Meeting of April 20, 2009 (Item No. 8a) Page 14 Subject: St. Louis Park Municipal Service Center Expansion VARIANCE RESOLUTION NO. 09-___ A RESOLUTION OF FINDING REGARDING THE APPLICATION OF THE CITY OF ST. LOUIS PARK FOR A VARIANCE UNDER SECTION 36-366 OF THE ST. LOUIS PARK ORDINANCE CODE RELATING TO ZONING REGARDING ARCHITECTURAL REQUIREMENTS TO ACCOMMODATE THE CONSTRUCTION OF AN ACCESSORY SALT STORAGE BUILDING AT THE SITE FOR PROPERTY LOCATED IN THE IG GENERAL INDUSTRIAL DISTRICT AT 7305 OXFORD STREET. BE IT RESOLVED BY the City Council of St. Louis Park, Minnesota FINDINGS 1. The City of St. Louis Park filed an application seeking a variance from architectural requirements for construction of an accessory salt storage building for property located in the IG General Industrial District at 7305 Oxford Street for the following legal description, to wit: Tract B, Registered Land Survey 1045 (Torrens Certificate No. 454309); and the east 175 feet of Lot 1, Block 2, Park Industrial Addition (Torrens Certificate No. 447561) 2. On March 18, 2009, the Planning Commission held a public hearing, received testimony from the public, discussed the application and on a 5-2 vote recommended denial of the variance based on a lack of demonstrable hardship. 3. Based on the testimony, evidence presented, and files and records, the Planning Commission makes the following findings: a. The requested variance does not meet the requirements of Section 36-336 of the Zoning Ordinance necessary to grant variances. There are no factors related to the shape, size or other extraordinary conditions on the lot which prevent a reasonable use. b. Granting of the requested variance is not necessary for the preservation and enjoyment of a substantial property right. The property has had a reasonable use in the past. c. Granting of the requested variance would be contrary to the intent and provisions of the Zoning Ordinance since, if granted, it would permit the construction of an accessory building differing from the principle structure. Meeting of April 20, 2009 (Item No. 8a) Page 15 Subject: St. Louis Park Municipal Service Center Expansion d. There are no demonstrable or undue hardships under the terms of the Zoning Ordinance or Minnesota Statue, and therefore, conditions necessary for granting the requested variance do not exist. 4. The contents of Planning Case File 09-05-VAR are hereby entered into and made part of the public hearing record and the record of decision for this case. CONCLUSION The applicant’s request for a variance from the architectural requirements for construction of an accessory salt storage building is hereby denied based on the findings set forth above. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk OXFORD STEDGEBRO O K D R NORTH STMEADOWBROOK LNMEADOWBROOK RDPENN S Y L VAN IA A V E S MEADOWBROOK BLVD EXCELSIOR WAY7305 Oxford Street - Municipal Service Center Major Amendment and Variance $ March 18th, 2009 3 Zoning Classification R1 - Single Family Residential R2 - Single Family Residential R3 - Two Family Residential R4 - Multi-Familiy Residential RC - Multi-Family Residential POS - Parks and Open Space MX - Mixed-Use C1 - Neighborhood Commercial C2 - General Commercial O - Office IP - Industrial Park IG - General Industrial 440 Feet I-G X I-G R-4 POS I-G R-2 Minnehaha Creek Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center Expansion Page 16 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center ExpansionPage 17 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center ExpansionPage 18 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center ExpansionPage 19 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center ExpansionPage 20 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center ExpansionPage 21 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center Expansion Page 22 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center Expansion Page 23 Meeting of April 20, 2009 (Item No. 8a) Subject: St. Louis Park Municipal Service Center Expansion Page 24 Meeting Date: April 20, 2009 Agenda Item #: 8b Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Municipal Service Center Project Report – Project No. 2008-1900. RECOMMENDED ACTION: Motion to Adopt Resolution accepting this report, establishing and ordering MSC Remodeling Project No. 2008-1900, approving plans and specifications, and authorizing advertisement for bids. POLICY CONSIDERATION: Does the City Council wish to continue to move ahead with this project as part of a larger facilities upgrading effort (e.g. Fire Station improvements)? BACKGROUND: The MSC was originally constructed in 1971 with an additional bay added in 1986. There have been no significant renovations to the building since the addition and the facility has begun to show many operational and code deficiencies. Capital planning for city facilities was accelerated two years ago following the emergency re-enforcement of the apparatus floors in both fire stations. Facilities to provide city services represent a significant investment and need to be functional and reliable. As a result, several components of facility planning have been discussed with council over the past two years. A needs assessment study has been undertaken to determine the requirements of the existing Municipal Service Center operations and those of other service operations which could be relocated to that site. Based on these findings, the City entered into a contract with Oertel Architects to design the renovations. The project team along with representatives from each of the affected departments/divisions met frequently to develop the proposed plans with the architect. The result of this collaboration between city staff and the architects has resulted in a very efficient and practical renovation plan for the building that will meet the needs of the current and future occupants and fully utilizes the limited space available on the site. Planning Commission – At the March 18th, 2009 meeting the commission recommended approval of the Major Amendment to the Special Permit. The variance for the proposed membrane roofed Salt Storage Building was recommended for denial. Minnehaha Creek Watershed District – The Board of Managers reviewed and approved the permit at their April 9th, 2009 board meeting. Meeting of April 20, 2009 (Item No. 8b) Page 2 Subject: Municipal Service Center Project Report – Project No. 2008-1900 DISCUSSION: Oertel Architects has developed plans for the Municipal Service Center building renovation and addition, and related site improvements. Significant improvements and outcomes are as follows: • Adding over 53,000 square feet of vehicle bay and office space additions • Renovation of existing space • Improved energy efficiencies • Improving operational efficiencies for staff • Improved site stormwater retention and treatment • Making the building ADA compliant (installation of an elevator) • Provide suitable environment for multi-gender work force • Provide new double wall underground fuel tanks • Renovating Creekside Park for improved park program uses, aesthetics and safety • Exterior finish improvements to meet current city design standards • Improve landscape and increase parking capacity • Provide after hours security for site • Extend useful life of building and site for many decades • LEED design components and construction incorporated The architect will be present at the council meeting to present an overview of the renovation, addition, and site work. Following Council’s determination on the formal Land Use application for a Major Amendment to the Special Permit and Variance request for the exterior materials on the salt storage building, the architect will complete final design and specifications, particularly with regard to the salt storage building Please note that staff is looking at another option involving the relocation and reuse of the existing salt storage building components that may result in a variance not being required. If this option proves viable and cost effective, a more full report will be provided to the Council at the meeting. FINANCIAL OR BUDGET CONSIDERATION: The Municipal Service Center project was initiated with an estimated $6 million budget for design and construction funded by $4 million in bonds and $2 million from the Permanent Improvement Revolving Fund. Based on the plans and specifications developed, the architect’s current estimated base cost for construction is $5,802,000 with a total estimated project cost, including design, contingency and other related costs of approximately $6,968,000. Staff proposes to use the Permanent Improvement Revolving Fund as the source for the additional costs above the initial $6 million estimate. Final cost could be more or less based on actual bids received and bid alternates that are accepted. In addition, staff is currently proceeding with an Economic Stimulus block grant application for approximately $200,000 which might be available to help finance the energy and efficiency improvements on this project. Meeting of April 20, 2009 (Item No. 8b) Page 3 Subject: Municipal Service Center Project Report – Project No. 2008-1900 Staff is proposing to bid this project with the following as bid alternates that would allow them to possibly be included if the construction bids come in favorably. • Wash Bay Equipment $150,000 • Portable Large Vehicle Lift $ 60,000 • Fuel Island Canopy $ 50,000 • TPO Roofing System $ 35,000 or • Built-up Roofing System $ 90,000 Total $295,000 to $350,000 PROJECT SCHEDULE: April 20, 2009 City Council approval of Land Use Application and Variance for Salt Storage Building April 20, 2009 City Council is requested to approve project May 2009 Advertise for bids May 25, 2009 Bid opening June 1, 2009 Award Contract Late June Start Construction VISION CONSIDERATION: This project is consistent with the City Council’s Strategic Direction related to environmental stewardship. Attachments: Resolution Prepared by: John Altepeter, Facilities Superintendent Reviewed by: Brian Hoffman, Director of Inspections Approved by: Tom Harmening, City Manager Meeting of April 20, 2009 (Item No. 8b) Page 4 Subject: Municipal Service Center Project Report – Project No. 2008-1900 RESOLUTION NO. 09-_____ RESOLUTION ACCEPTING THE PROJECT REPORT, ESTABLISHING IMPROVEMENT PROJECT NO. 2008-1900 APPROVING PLANS AND SPECIFICATIONS, AND AUTHORIZING ADVERTISEMENT FOR BIDS FOR IMPROVEMENT PROJECT NO. 2008-1900 WHEREAS, the City Council of the City of St. Louis Park has received a report from the Director of Inspections related to the Municipal Service Center Renovation project. NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota, that: 1. The Project Report regarding Project No. 2008-1900 is hereby accepted. 2. Such improvements as proposed are necessary, cost effective, and feasible as detailed in the Project Report. 3. The proposed project, designated as Project No. 2008-1900 is hereby established and ordered. 4. The plans and specifications for the undertaking of these Improvements, as prepared under the direction of Oertel Architects, or designee, are approved. 5. The City Clerk shall prepare and cause to be inserted at least two weeks in the official newspaper an advertisement for bids for the said renovations and improvements under said approved plans and specifications. The advertisement shall appear not less than ten (10) days prior to the date and time bids will be received by the City Clerk, and that no bids will be considered unless sealed and filed with the City Clerk and accompanied by a bid bond payable to the City for five (5) percent of the amount of the bid. 6. The Director of Inspections, or designee, shall report the receipt of bids to the City Council shortly after letting date. The report shall include a tabulation of the bid results and a recommendation to the City Council. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk Meeting Date: April 20, 2009 Agenda Item #: 8c Regular Meeting Public Hearing Action Item Consent Item Resolution Ordinance Presentation Other: EDA Meeting Action Item Resolution Other: Study Session Discussion Item Written Report Other: TITLE: Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds. RECOMMENDED ACTION: Adopt Resolution Providing for the Sale of $2,020,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A. POLICY CONSIDERATION: Does the City Council wish to refund these bonds even though the remaining term is very short? The bonds are scheduled to mature on February 1, 2011. BACKGROUND: Our financial advisors, Ehlers & Associates, monitor the bond market throughout the year to evaluate the feasibility of refunding our existing debt. The bond issue in question is available for current refunding (meaning the bonds are callable immediately) and it is expected to save at least $20,000 at this point because interest rates have dropped sharply in recent months. These savings are after an estimated $31,700 in issuance costs. FINANCIAL OR BUDGET CONSIDERATION: There is no guarantee that a refunding will produce this level of savings on the day of the bond sale. If there are no savings, we have the option of postponing the sale. Staff’s feeling is that the savings are worthwhile even though the costs seem high in relation to the savings. Since we are able to save some money which may be used for other uses we should pursue this refunding now while it is available. VISION CONSIDERATION: Not applicable. Attachments: Pre-sale Report Bond Run Resolution Prepared by: Bruce DeJong, Finance Director Approved by: Tom Harmening, City Manager April 20, 2009 Pre-Sale Report City of St. Louis Park, Minnesota Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 2 Proposed Issue: $2,020,000 Taxable G.O. Tax Increment Refunding Bonds, Series 2009A to be secured by the full faith and credit of the taxpayers of the City of St. Louis Park. Purpose: The purpose is to provide funds sufficient for a current refunding of the following bond issue: 1) All of the City’s callable Taxable General Obligation Tax Increment Bonds, Series 20061, (the “Prior Bonds”). The Prior Bonds were issued in the amount of $7,650,000 and are callable in the amount of $1,935,000. Current interest rates are 6.00%. Term/Call Feature: Interest is payable each six months. Principal on the 2009A Bonds will be due on February 1 and August 1 in the years 2009 through 2011. To achieve the lowest interest cost, the 2009A Bonds are offered without a pre-payment option. Funding Sources: The Bonds will be general obligations of the City and as such are secured by a pledge of the City’s full faith, credit, and taxing powers. It is the intent of the City to utilize tax increments primarily from the Trunk Highway 7 TIF District. Discussion Issues: Total savings are expected to be $20,000 to $25,000 based upon a new true interest cost of approximately 2.85%. This savings expressed in present value terms is only 1.5%% percent of the principal of the Prior Bonds because there is very few years left on the Prior Bonds. Risk Factors: It is not certain that the interest rates will remain low enough to achieve the expected savings. The City can defer the sale if rates increase dramatically. If the City anticipated that it would pre-pay the bonds, we would not recommend a refunding at this time. Bank Qualification and Arbitrage: Because the 2009A Bonds are taxable, arbitrage and bank qualification are not factors. Authority and Rating: The 2009A Bonds are being issued pursuant to Minnesota Statues, Chapter 475. The 2009A Bonds are anticipated to be rated by Standard & Poor’s at an “AAA” level. Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 3 Proposed Debt Issuance Schedule Attachments: Sources and Uses of Funds Proposed Debt Service Schedule and Savings Analysis Ehlers Contacts: Financial Advisors: Mark Ruff Dave Callister (651) 697-8505 (651-697-8553 Bond Analysts: Diana Lockard Debbie Holmes (651) 697-8534 (651) 697-8536 Bond Sale Coordinator: Connie Kuck (651) 697-8527 The Official Statement for this financing will be mailed to the Council Members at their home address for review prior to the sale date. Pre-Sale Review: April 13, 2009 Distribute Official Statement: May 8, 2009 Rating Agency Conference Week of May 11, 2009 Bond Sale and EDA meeting to approve pledge agreement : May 18, 2009 Estimated Closing Date: Week of June 1, 2009 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 4 City of St Louis Park, MN $7,650,000 Taxable General Obligation Tax Increment Refunding Bonds Series 2001A Prior Original Debt Service Date Principal Coupon Interest Total P+I 02/01/2009 ---- 08/01/2009 460,000.00 6.000%58,050.00 518,050.00 02/01/2010 480,000.00 6.000%44,250.00 524,250.00 08/01/2010 490,000.00 6.000%29,850.00 519,850.00 02/01/2011 505,000.00 6.000%15,150.00 520,150.00 Total $1,935,000.00 -$147,300.00 $2,082,300.00 Yield Statistics Average Life 0.935 Years Weighted Average Maturity (Par Basis) 0.935 Years Average Coupon 6.0000000% Refunding Bond Information Refunding Dated Date 6/01/2009 Refunding Delivery Date 6/01/2009 Ser 01A $7,650,000 Txbl G | SINGLE PURPOSE | 4/15/2009 | 4:01 PM Ehlers and Associates, Inc. Leaders in Public Finance Page 1 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 5 City of St Louis Park, MN Proposed Current Refunding of $7,650,000 Taxable G.O. Tax Increment Refunding Bonds, Series 2001A Debt Service Schedule Date Principal Coupon Interest Total P+I 06/01/2009 ---- 08/01/2009 505,000.00 2.000%7,407.50 512,407.50 02/01/2010 500,000.00 2.200%17,172.50 517,172.50 08/01/2010 505,000.00 2.300%11,672.50 516,672.50 02/01/2011 510,000.00 2.300%5,865.00 515,865.00 Total $2,020,000.00 -$42,117.50 $2,062,117.50 Yield Statistics Bond Year Dollars $1,856.67 Average Life 0.919 Years Average Coupon 2.2684470% Net Interest Cost (NIC)2.8124327% True Interest Cost (TIC)2.8275506% Bond Yield for Arbitrage Purposes 2.2696829% All Inclusive Cost (AIC)4.1751163% IRS Form 8038 Net Interest Cost 2.2684470% Weighted Average Maturity 0.919 Years 07 curr Ser 01A $7,650,00 | SINGLE PURPOSE | 4/15/2009 | 4:01 PM Ehlers and Associates, Inc. Leaders in Public Finance Page 2 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 6 City of St Louis Park, MN Proposed Current Refunding of $7,650,000 Taxable G.O. Tax Increment Refunding Bonds, Series 2001A Debt Service Comparison Date Total P+I Net New D/S Old Net D/S Savings 06/01/2009 -(2,704.30)-2,704.30 08/01/2009 512,407.50 512,407.50 518,050.00 5,642.50 02/01/2010 517,172.50 517,172.50 524,250.00 7,077.50 08/01/2010 516,672.50 516,672.50 519,850.00 3,177.50 02/01/2011 515,865.00 515,865.00 520,150.00 4,285.00 Total $2,062,117.50 $2,059,413.20 $2,082,300.00 $22,886.80 PV Analysis Summary (Net to Net) Gross PV Debt Service Savings.....................19,814.86 Net PV Cashflow Savings @ 2.270%(Bond Yield).....19,814.86 Contingency or Rounding Amount....................2,704.30 Net Present Value Benefit $22,519.16 Net PV Benefit / $2,039,814.86 PV Refunded Debt Service 1.104% Net PV Benefit / $1,935,000 Refunded Principal...1.164% Net PV Benefit / $2,020,000 Refunding Principal..1.115% Refunding Bond Information Refunding Dated Date 6/01/2009 Refunding Delivery Date 6/01/2009 07 curr Ser 01A $7,650,00 | SINGLE PURPOSE | 4/15/2009 | 4:01 PM Ehlers and Associates, Inc. Leaders in Public Finance Page 3 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 7 City of St Louis Park, MN Proposed Current Refunding of $7,650,000 Taxable G.O. Tax Increment Refunding Bonds, Series 2001A Sources & Uses Dated 06/01/2009 | Delivered 06/01/2009 SOURCES OF FUNDS Par Amount of Bonds $2,020,000.00 TOTAL SOURCES $2,020,000.00 USES OF FUNDS Total Underwriter's Discount (0.500%)10,100.00 Costs of Issuance 24,000.00 Deposit to Current Refunding Fund 1,983,195.70 Rounding Amount 2,704.30 TOTAL USES $2,020,000.00 07 curr Ser 01A $7,650,00 | SINGLE PURPOSE | 4/15/2009 | 4:01 PM Ehlers and Associates, Inc. Leaders in Public Finance Page 4 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 8 City of St Louis Park, MN Proposed Current Refunding of $7,650,000 Taxable G.O. Tax Increment Refunding Bonds, Series 2001A Current Refunding Escrow Date Principal Rate Interest Receipts Disbursements Cash Balance 06/01/2009 ---0.70 -0.70 07/01/2009 1,983,195.00 0.110% 179.30 1,983,374.30 1,983,375.00 - Total $1,983,195.00 -$179.30 $1,983,375.00 $1,983,375.00 - Investment Parameters Investment Model [PV, GIC, or Securities]Securities Default investment yield target Unrestricted Cash Deposit 0.70 Cost of Investments Purchased with Bond Proceeds 1,983,195.00 Total Cost of Investments $1,983,195.70 Target Cost of Investments at bond yield $1,979,648.27 Actual positive or (negative) arbitrage (3,547.43) Yield to Receipt 0.1085161% Yield for Arbitrage Purposes 2.2696829% State and Local Government Series (SLGS) rates for 4/14/2009 07 curr Ser 01A $7,650,00 | SINGLE PURPOSE | 4/15/2009 | 4:01 PM Ehlers and Associates, Inc. Leaders in Public Finance Page 5 Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 9 Council Member _________________ introduced the following resolution and moved its adoption: RESOLUTION NO. 09-___ RESOLUTION PROVIDING FOR THE SALE OF $2,020,000 TAXABLE GENERAL OBLIGATION TAX INCREMENT REFUNDING BONDS, SERIES 2009A WHEREAS, the City Council of the City of St. Louis Park, Minnesota, has heretofore determined that it is necessary and expedient to issue the City's $2,020,000 Taxable General Obligation Tax Increment Refunding Bonds, Series 2009A (the "Bonds"), to refund the outstanding maturities of the $7,650,000 Taxable G.O. Tax Increment Bonds, Series 2001A; WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ("Ehlers"), as its independent financial advisor for the Bonds and is therefore authorized to solicit proposals in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); NOW THEREFORE BE IT RESOLVED by the City Council of the City of St. Louis Park, Minnesota: 1. Authorization; Findings. The City Council hereby authorizes Ehlers to solicit proposals for the sale of the Bonds. 2. Meeting; Proposal Opening. The City Council shall meet at 7:00 P.M. on May 18, 2009, for the purpose of considering sealed proposals for and awarding the sale of the Bonds. 3. Official Statement. In connection with said sale, the officers or employees of the City are hereby authorized to cooperate with Ehlers and participate in the preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon its completion. The motion for the adoption of the foregoing resolution was duly seconded by Council Member __________________ and, after full discussion thereof and upon a vote being taken thereon, the following Council Members voted in favor thereof: ____________________ and the following voted against the same: _____________________________. Whereupon said resolution was declared duly passed and adopted. Reviewed for Administration: Adopted by the City Council April 20, 2009 City Manager Mayor Attest: City Clerk Meeting of April 20, 2009 (Item No. 8c) Subject:Call for Sale of Taxable General Obligation Tax Increment Refunding Bonds Page 10