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2007-06-18 CC PacketA,lbertville SmoM Touwa Wing. Wig Oos Uto. ALBERTVILLE CITY COUNCIL AGENDA JUNE 18, 2007 7:00 PM 1. PLEDGE OF ALLEGIANCE 2. CALL TO ORDER — ROLL CALL — ADOPT AGENDA 3. MINUTES A. June 4, 2007 City Council minutes (pgs. 5-16) 4. CITIZEN FORUM — (10 Minute Limit) 5. CONSENT AGENDA A. Approve payment of claims check numbers 024369 to 024441 (pgs. 17-26) B. Approve application from St. Alberts Catholic Church for 2 One -Day 3.2% Malt Beverage Liquor License Applications for the annual Church Festival to be held on Saturday, July 14 and Sunday, July 15 at the St. Alberts Parish Center C. Allow a portion of Lander Avenue NE street to be closed from 57th Street NE to 58th Street NE during the day of the St. Alberts Church Festival 6. ACTION ON PULLED CONSENT ITEMS 7. KATHLEEN POATE OF THE I-94 CHAMBER OF COMMERCE — UPDATE ON I-94 INTERCHANGE PROMOTION AND THE CHAMBER'S TRIP TO WASHINGTON 8. PUBLIC HEARING A. Notice of Public Hearing for purposes of conducting a public hearing relating to a business subsidy and the proposed establishment of Economic Development Tax Increment Financing ("TIF") District No. 13 including adoption of the Tax Increment Financing Plan therefore, and modifications to the Development Program and budget for Municipal Development District No.I (pgs. 27-112) 1). Approve Resolution No. 2007-xx entitled a Resolution Approving Contract for Private Redevelopment with Fraser Building Limited Partnership 2). Contract for Private Development Between City of Albertville and Fraser Steel 9. DEPARTMENT BUSINESS A. Public Works Department 1). Public Works and Parks Maintenance 2). Wastewater Treatment Plant (pgs. 113-116) a. Request for Council Action accepting the Recommendation from Bolton & Menk, Inc. Engineer regarding Stabilization Pond Abandonment B. Finance Department C. Building Department 1). Continued Discussion on Amending the 2005 Albertville Municipal City Code pertaining to 1306 Fire Sprinkler Options (pgs. 117-125) a. Approve Ordinance No. 2007-xx entitled an Ordinance Amending the Albertville City Code Relating to Adoption of the Building Code NONE (Fire Suppression Sprinklers) b. Approve Ordinance No. 2007-xx entitled an Ordinance Amending the Albertville City Code Relating to Adoption of the Building Code SECTION 1306.006 (Fire Suppression Sprinklers); or C. Approve Resolution No. 2007-xx entitled a Resolution Directing City Staff to Enforce Minnesota Rules Section 1306 Relating to the Installation of Fire Suppression Sprinklers D. City Clerk 1). Approve "On -Sale" Wine Liquor License and "On -Sale 3.2%" Malt Beverage Liquor License for Senor Peppers (contingent on Background Check) 2). City Council Workshop with Wright County Sheriff's Department originally set for Monday, June 25 — re -schedule to Monday, July 23 at 7:00 p.m. 3). Set Items for City Council Workshop to be held on Monday, June 25 to begin at 7:00 p.m. E. Planning and Zoning 1). Approve Barthel Industrial Park (52nd Street NE) Final Plat (pgs. 127-136) a. Purchase Agreement Between the City of Albertville and Fraser Steel b. Ingress — Egress Plat 2). Albertville Marketplace Final Plat (pgs. 137-175, plus attachments) a. Approve Resolution No. 2007-xx entitled a Resolution b. Approve Albertville Marketplace Developers Agreement 3). Shoppes of Towne Lakes 2nd Addition Site and Building Plan Review (pgs. 177- 185, plus attachments) a. Approve Resolution No. 2007-xx entitled a Resolution 2 F. Engineering 1). Project Update (pgs. 187-188) 2). Approve Resolution No. 2007-xx entitled a Resolution Accepting Bid for the 2007 Overlay Project (pgs. 189-190) 3). Approve Resolution No. 2007-xx entitled a Resolution Accepting Bid for the 2007 Winter Park Improvements (pgs. 193-199) G. Legal 1). Approve Vacation Agreement with abutting Property Owners on MacKenzie Avenue NE (pgs. 201-214) 2). Approve Resolution No. 2007-xx entitled a Resolution to Vacate Easement on MacKenzie Avenue NE that lies North of 52"d Street NE and south of the Burlington Northern Railroad within the Albertville city limits and Vacating a Portion of Mackenzie Avenue NE within the Barthel Industrial Park Second Addition (pgs. 215-216) 3). Discuss setting a date for a Public Hearing for the Lachman Avenue NE Improvement (consider July 2, 2007) H. Administration 1). Written Report (pgs. 217-219) 2). Approve 5975 Main Avenue NE Building Lease (received copy of Lease Agreement at the June 4, 2007 Council meeting) 10. ADJOURNMENT This page left blank on purpose. Albcrtvillc senor 'town uri,p. ft My Ufa. ALBERTVILLE CITY COUNCIL June 4, 2007 MINUTES Albertville City Hall 7:00 PM PRESENT: Mayor Ron Klecker, Council members Dan Wagner, John Vetsch, LeRoy Berning, and Tom Fay, City Planner Al Brixius, Assistant City Engineer Adam Nafstad, City Attorney Mike Couri, City Administrator Larry Kruse, Building Official Jon Sutherland, Finance Director Tina Lannes, Fire Chief Tate Mills, and City Clerk Bridget Miller ABSENT: none Mayor Klecker called the Albertville City Council meeting to order at 7:00 p.m. followed by the Pledge of Allegiance. ADOPT AGENDA MOTION BY Council member Wagner, seconded by Council member Berning to approve the agenda as amended adding the following items: 5.E. Approve 3.2% Malt Liquor Application for Foxtailers Snowmobile Club for Saturday, June 9, 2007 to be held at Central -City Park 7.A. Approve Resolution No. 2007-xx entitled a Resolution of Receptivity to a Department of Energy and Economic Development (Deed) Grant Award 7.B. Approve Resolution No. 2007-xx entitled a Resolution Supporting the Housing Development of Approximately 40 Townhomes owned by Albertville Townhomes Located on Lot One, Block One, Westwind Third Addition within the Albertville city limits 8.B.2. Building Department — hiring of an Intern on a temporary basis Motion carried unanimously. MINUTES MOTION BY Council member Berning, seconded by Council member Wagner to approve the Monday, May 21, 2007 regular City Council minutes as presented, and on file in the office of the City Clerk. Motion carried unanimously. CITIZEN FORUM Mayor Klecker asked if there was anyone present that wanted to speak to the Council regarding an issue that was not on the agenda. Michelle Clark of 10283 Karston Avenue NE had a couple of concerns to discuss with the Council. The items for discussion were golf carts and parking on the streets. Ms. Clark thanked the Council for allowing her to speak on a couple of issues that she had safety concerns with. Clark inquired if there were any ordinances or rules within Albertville regarding the use of golf carts. Clark read the Minnesota State Statute Subsection 169.045 that relates to the use of golf carts. Clark has observed in her neighborhood that the individuals who are driving the golf carts are not in transit to the golf course, but are using it as another form of transportation from house to house. Clark has witnessed children driving the golf carts along Karston Avenue NE that appear to be around the age of 10. Clark has on a couple of occasions observed an individual that would take dogs for a ride in the cart vs. taking them for a walk. Clark wanted to know if the Council would consider looking into adopting some guidelines for the use of golf carts within Albertville. Ms. Clark brought up her second concern, which was the parking issue along Karston Avenue NE within her development. Clark informed the Council she has experienced a couple of times a near accident because of the vehicles and or trailers that are parked on Karston Avenue NE. Some of the vehicles are big such as a mobile camper that blocks the view of oncoming traffic. The vehicles cause you to swerve into the other lane just to get around them. Clark has witnessed children outside playing and trying to get across the street to play at a friend's house when they almost get hit by a car because of the poor visibility due to the large vehicles in the way. Clark recommended that the Council consider limiting the parking to one side only, which would reduce some of the potential safety issues along the Karston Avenue NE corridor. Mayor Klecker reported that the City Council is setting up a workshop with the Wright County Sheriff s Department to be held within the next couple of months. Klecker informed Ms. Clark that the Council will put the items on the agenda for discussion. CONSENT AGENDA MOTION BY Council member Vetsch, seconded by Council member Berning to approve the consent agenda as presented. A. Approve payment of claims check numbers 024317 to 024361 B. Accept a Donation of Gambling Funds from the Albertville Lions in the amount of $1,070 and make a donation to the Albertville Queens Committee for in the amount of $1,070 C. Approve a Temporary Outdoor Music Permit for Stacey Seidel that will be held on Saturday, June 23 from 2:00 — 6:00 p.m. at 10235 Kali Avenue NE for daughter's graduation -open house D. Approve Assessment Service Agreement for 2007-2008 Wright County Assessor Service Ce Motion carried unanimously. PRESENTATION FROM DOMINIUM INC. PERTAINING TO WESTWIND TOWNHOME DEVELOPMENT David Dye with Dominium Inc. reported that Dominium Inc. and Central Minnesota Housing Partnership are proposing to develop a 40-unit townhouse project adjacent to Albertville Meadows on CSAH 37. Dominium has owned Albertville Meadows since the mid-1990s. Dominium will manage the two properties from a single free-standing clubhouse to be constructed on the townhouse site. The developer will be applying to the Minnesota Housing Finance Agency for tax credits in order to provide $5.7 million of equity for the project. Mr. Dye informed the Council that the developer is proposing to apply to the Minnesota Housing Finance Agency for an allocation of 9% housing tax credits. The tax credits place rental and income restrictions on the property, specifically the tenants must be at or below 60% Area Median Income. The following table outlines that qualifying incomes for the proposed Westwind Townhomes, assuming families of 3 to 7 people, range from $42,420 to $58,380. 3 Persons $42,420 INCOME LIMITS (60% OF METRO AREA MEDIAN INCOME) 4 Persons $47,100 5 Persons 6 Persons $54,660 7 Persons $58,380 Sharon Harris with the Central Minnesota Housing Partnership (CMHP) was also present and informed the Council that this is not a Section 8 Housing Development. Dominium and Central Minnesota Housing Partnership are looking at constructing a 40-unit townhome development, which could be affordable. CMHP and Dominium have incorporated restrictions and guidelines for approval as to who the proposed tenants will be. Harris pointed out that there will be four (4) units available to non-profit service groups that work with families needing rental assistance and services. Below is a table that outlines the rent limits for 2 — 3 — and 4 bedroom townhomes. RENTAL LIMITS (60% OF METRO AREA MEDIAN INCOME) 2 Bedroom 3 Bedroom 4 Bedroom $1,060 $1,224 $1,366 Council member Vetsch asked about the depth of the driveway to make sure there is sufficient room available for parking of vehicles. Council member Vetsch inquired about the potential of the development converting over to Section 8 Housing. City Attorney Couri stated that he could not tell the Council if the City could control the proposed Westwind Townhome project converting to Section 8 Housing. 7 City Planner Brixius brought to the Council's attention the original Concept Plan that was proposed, which would be another 72 unit apartment complex. Brixius noted that according to the Wright County Sheriff s Department the number of calls or concerns to the Albertville Meadows has gone down since Dominium has taken over. Brixius pointed out that the quality of the proposed development appears to be better than the original Concept Plan. True, the occupancy of the tenants will change; with time the appearance of the exterior will change; but the management will remain the same, which should make this a good development. Following the discussion, and hearing the proposal from the development, along with comments from the Council as well as staff, Mayor Klecker stated that there are two (2) Resolutions for the Council's approval as to whether to proceed with the development or not. The Resolution will allow the applicant to apply for a Minnesota Grant for Federal Funding, which will enable them to qualify for tax credits. City Administrator Kruse commented that in order to assist the applicant in expediting the process would the Council consider a small contribution towards the project. The contribution could be such as the potential of waiving professional fees incurred to date, Sewer Access Charges (SAC), and Water Access Charges (WAC) for the proposed development. Approve Resolution No. 2007-39 entitled a Resolution of Receptivity to a Department of Energy and Economic Development (Deed) -Grant Award Approve Resolution No. 2007-40 entitled a Resolution Supporting the Housing Development of Approximately 40 Townhomes owned by Albertville Townhomes located on Lot One, Block One, Westwind Third Addition within the Albertville city limits MOTION BY Council member Wagner, seconded by Council member Beming to approve Resolution No. 2007-39 entitled a Resolution of Receptivity to a Department of Energy and Economic Development (Deed) Grant Award and Resolution No. 2007-40 entitled a Resolution Supporting the Housing Development of Approximately 40 Townhomes owned by Albertville Townhomes located on Lot One, Block One, Westwind Third Addition within the Albertville city limits. Motion carried unanimously. MOTION BY Council member Fay, seconded by Council member Wagner to make a small contribution to the proposed 40-unit Townhouse Development within the Westwind Third Addition to waive the professional fees that have been incurred to date. Motion carried unanimously. PUBLIC HEARING Hold a Public Hearing to Listen to Public Comment on the Vacation of Easement(s) on MacKenzie Avenue NE that lies North of 52"d Street NE and South of the Burlington Northern Railroad within the City of Albertville Mayor Klecker opened the public hearing at 8:05 p.m. City Attorney Couri noted that the item before the Council is to vacate the easements on MacKenzie Avenue NE within the Barthel Industrial Park Addition. In previous meetings, Council discussed the re -platting of the lots within the development and the vacation of the portion of MacKenzie Avenue NE (cul-de-sac). Couri reported that the two parties that would be affected by the vacations have been notified and an agreement is being drafted accepting the proposed vacation of the easements and the cul-de-sac. Mayor Klecker asked if there was anyone on the Council or in the audience that wished to comment on the proposed public hearing. Council member Berning asked to include in the agreement that the parties will accept the land in an "as is" agreement, which would not hold the City accountable should an issue or concern arise in the future. Couri stated that he would incorporate the language in the agreement that would include the landowner accept the land "as is". There was no action necessary at this meeting. City Attorney Couri will prepare the appropriate documents for Council approval at the next regular Council meeting. Mayor Klecker closed the public hearing at 8:11 p.m. DEPARTMENT BUSINESS PUBLIC WORKS DEPARTMENT Public Works Supervisor Guimont did not have items to report on during the meeting. WASTEWATER TREATMENT PLANT Wastewater Treatment Plant Superintendent Middendorf did not have items to report on during the meeting. 9 BUILDING DEPARTMENT Discussion on Amending the 2005 Albertville Municipal City Code pertaining to 1306 Fire Sprinkler Options - Approve Ordinance No. 2007-xx entitled an Ordinance Amending the 2005 Albertville City Code Relating to Adoption of the Building Code Mayor Klecker continued the discussion regarding Approval of Ordinance No. 2007-xx entitled an Ordinance Amending the 2005 Albertville City Code Relating to Adoption of the Building Code. Building Official Sutherland reported that various municipalities have adopted the 1306 Fire Sprinkler option. Per Council direction to check with the City of Rogers, Sutherland stated that the City Administrator noted no problems they were aware of. Rogers Administrator expressed strong support for the adoption of the 1306 Fire Option and welcomed anyone to contact him or the Fire Marshall to discuss any issues. Sutherland went on to explain that during the review of the establishment within Albertville, Full Moon Saloon & Bar, which according to the current Fire Sprinklered Code would be affected by the 1306 Option if the owner wanted to expand his facility. Should the 152 Club or Geez Sports Bar consider an addition, the owners would not be required to install a Sprinklered System to the existing portion of the building according to the 1306 Fire Code. Fire Chief Tate Mills informed the Council that at the May 21 regular City Council meeting he asked staff to present a letter supporting the enforcement of the 1306 Fire Code Section pertaining to Sprinklered Systems within establishments. Mills reported that it is a concern of the Fire Department to get the fire fighters in safely to get the people out of the building safely. There are occasions when the fire fighters need to go into the facility to put the fire out from within; and again it is of concern to get those individuals out safely. Council member Vetsch implied that he would like to hold off until the following Council meeting to take action on the 1306 Fire Code. This would allow Fire Chief Mills to check with the Fire Chiefs from Elk River, Becker, or Buffalo. Mills could contact Fire Chief Charlie Thompson. Council member Fay agreed with Vetsch to wait until the June 18 Council meeting and hear what other Fire Chiefs' opinions are. Council member Berning questioned what option the City is considering: Option 1 or Option 2. City Attorney Couri reviewed what the two (2) options would deal with in the 1306.0030 Requirements — Item E.2. MOTION BY Council member Vetsch, seconded by Council member Fay to continue the discussion on the issue of Amending the 2005 Albertville City Code Relating to Adoption of the Building Code to the June 18, 2007 City Council meeting. Motion carried unanimously. 10 Building Department — hiring of an Intern on a temporary basis Building Official Sutherland thanked the Council for the opportunity to consider the potential of hiring an Intern on a temporary basis. Sutherland felt this would be a benefit both to the City Offices and the proposed intern. Council member Berning questioned if this is the appropriate time for the City to offer this Internship opportunity when the building permits or building department revenue appears to be down. Berning was not in favor of offering an internship with the City at this time. Mayor Klecker shared his opinions stating that through his experience with other cities that offer these internships they spend a considerable amount of time training the individuals that eventually seek permanent job opportunities with another entity. MOTION BY Council member Vetsch, seconded by Council member Berning to deny the opportunity to hire an intern on a temporary basis for the Building Department within the City of Albertville. Motion carried unanimously. FINANCE DEPARTMENT Accounts Receivable Update Finance Director Lannes briefly went over the Accounts Receivable update. Lannes asked if there were any questions or concerns from the Council. Council inquired about the Space Aliens outstanding balance. Lannes reported that it dealt with Field Plaza 2nd Addition, which abuts up to the Space Aliens site. Project Status Update Finance Director Lannes asked if the Council had any concerns regarding the Project Status Update that was presented in the packet. There were no comments from the Council. Request for Council Action (RCAI to hire Accounting firm for Statement Preparation Finance Director Lannes stated that during the Audit, which was presented by Kern, DeWenter, Viere (KDV) in May 2007, KDV reported that with the new Governmental Accounting Standards Board (GASB) changes the role KDV plays in preparing the annual Audit Financial Statements and Management Letter for the City of Albertville must be segregated. As mentioned by KDV during the Audit presentation, KDV brought to the Council's attention the need for additional staff to allow Finance Director Lannes the necessary time needed to perform the 11 financial accounting required with the new standards or to consider contracting with another firm to meet the requirements set by GASB. Lannes informed the Council that the City obtained three quotes for the service of the Accounting portion of the Annual Audit. Abdo, Eick, & Meyers LLP were the low quote at $13,500. Staff has worked with Abdo, Eick & Meyers LLP and felt confident in the work they perform. Lannes stated this would be a cost savings to the City, because the accounting needs to be done and KDV would charge $22,230 for the service when they review the books to prepare for the annual audit. MOTION BY Council member Fay, seconded by Mayor Klecker to authorize staff to accept the quote from Abdo, Eick & Meyers LLP for Accounting Services to start no later than June 30, 2007 at a cost not to exceed $13,500 and accept the quote from Kern, DeWenter, Viere for 2007 Audit Services at a cost not to exceed $24,775. Motion carried unanimously. City Clerk Friendly City Days Softball Challenge — Friday. June 8 Central Park Field No. 1 — arrive by 5:00 p.m. to warm up Mayor Klecker reminded the Council and staff about the upcoming Albertville Friendly City Days Softball challenge against the City of St. Michael, which will be held on Friday, June 8 and to arrive by 5:00 p.m. to warm up. Klecker asked City Clerk Miller to put together a batting roster for the game. Wright County Sheriff s Department will send Representatives to the Monday, June 25.2007 Council Workshop Mayor Klecker questioned the date of the workshop. It was brought to his attention that the Wright County Sheriff s Department representatives had a conflict. Klecker directed City Clerk Miller to confirm the date with Sheriff Miller. PLANNING AND ZONING Intex Industrial Condo Conversion - Approve Resolution No. 2007-xx entitled a Resolution Approving a Condominium Conversion for the Intex Corporation / Nextex Property at 5548 Barthel Drive NE City Planner Brixius reported that Intex Corporation applied for a Conditional Use Permit (CUP) and Site and Building Plan Review in 2006. Since 2006, the applicant has submitted an application for a condo conversion for the property, which would allow the owner to sell the remaining 16,400 square -feet of the existing building. The tenants will be allowed to lease or 12 purchase space ranging in size from 3,200 square feet up to 16,400 square feet. All restrictions for the site will apply to the tenants that lease or purchase the space. Brixius noted that language shall be added to the Declaration of a Common Interest Community that would allow the City to assess all the properties within the building if the water bill is not paid. The Condition 1.b. of the original Conditional Use Permit and Site and Building Plan Review approval is not required. The proposed black hills spruce trees along the northern property line t the east of the pond on the revised Landscape Plan are not required; however, the existing vegetation is to be retained, and the fence is to be installed according to the details of Condition 10 of the original CUP. The site must accommodate and convey all existing off -site drainage entering the plat from adjacent properties, specifically the run-off water entering the site from the adjacent property to the east. The site shall be graded to allow all off -site water entering the site to be conveyed to its pre -developed point of discharge without detention that causes flooding or ponding off -site that did not occur prior to development of the subject site. The grading and/or conveyance system implemented to accommodate off -site drainage shall be intact, operational, and maintained at all times. Brixius pointed out that a proof of parking agreement must be entered into by the applicant to provide for the additional required parking spaces, if needed. According to the original CUP the use of the facility was 20% office; 80% warehouse. There was discussion regarding the signage that would be mounted on the building and the potential of illumination. The comment was brought up that there is no canister of light or illumination noted in the submittals. Council wanted to add the restriction of dark background or limit the hours of illumination to turn off at 9:00 p.m. MOTION BY Council member Berning, seconded by Council member Fay to approve Resolution No. 2007-xx entitled a Resolution Approving a Condominium Conversion for the Intex Corporation / Nextex Property at 5548 Barthel Drive NE with the added conditions that the illuminated signage would be turned off by 9:00 p.m. and discuss with the applicant the placement of the trees that abut the Scherer Brothers Lumber Company site. Motion carried unanimously. ENGINEERING CSAH 19 South Update on Wright County Project Assistant City Engineer Nafstad reported that CSAH 19 Project will begin soon. The County will shift traffic to the northbound lanes while construction is underway on the southbound lane. 13 There will be appropriate lane barriers placed to direct traffic. Once construction is complete on the southbound lane, the County will then shift the traffic to the southbound lane in order to do construction on the northbound lane. The Bids for the project were opened by Wright County, which came in lower than the proposed estimate. It appeared there was a 15% reduction in what was originally estimated for the construction, but keep in mind the County is still negotiating and has not completed the right-of- way portion of the project. Staff informed the Council that the latest the City would like to see an Assessment Hearing would be the first meeting in October 2007, which would allow staff time to prepare the assessment roll and certify to the 2008 Property Taxes. City Administrator Kruse stated that staff will be preparing an estimated Assessment Roll to present to the Council at a future meeting. Staff is looking at a 15-year Assessment Roll. Proposal to the City of Albertville from Wright County for CSAH 19 North from 67th Street NE to 701h Street NE Assistant City Engineer Nafstad informed the Council this is a proposal from Bolton and Menk, Inc. and not Wright County as noted on the agenda. Nafstad went on to report that CSAH 19 is a regional highway that serves traffic within the Albertville city limits as well as regional traffic within NE Wright County. Before the Council, is a proposal with the purpose of the tasks described below, this is to further develop the approach for the highway improvements on CSAH 19 from 67th Street NE to 70th Street NE in Albertville, and possibly into Otsego. The efforts will be building upon a previous study of the area and evaluate short- and long-term alternatives to improve CSAH 19. TASK 1: Review and Update Previous Feasibility Report (dated 7-20-05) This will provide an update of the roadway project feasibility. TASK 2: Develop Layouts for Short- and Long -Term Alternatives This will develop a geometric layout for each the short- and long-term preferred alternatives. TASK 3: Prepare Construction Cost Estimates This will update construction cost estimates for a short- and long-term preferred alternative Nafstad stated that the goal is to see if there is the potential of an interim project for CSAH 19 North. Staff is receiving pressure from the developers to obtain access to CSAH 19 at 69th Street NE intersection. 14 Pros to reviewing CSAH 19 North would be to get Wright County on board and the City of Otsego to support the project. This would be a good investment to layout a plan. The Cons for moving forward would be that is appears to be development driven to update the CSAH 19 interim fix. There was a question whether it was the capacity on CSAH 19 or if it was access that was the concern. Staff reported capacity is not driving the issue for the CSAH 19 interim, but rather the ability for the median buy or provide access to the development. There was additional discussion between Council and staff regarding the interim construction of CSAH 19 North. It appeared that both the Council and staff came to an agreement that the full CSAH 19 Project is the best way to approach the issue. Council members Wagner, Berning and Vetsch wanted to go with the full construction, if they were going to approve anything. Council member Fay was somewhat supportive of the full construction, but still had some reservations to begin construction. MOTION BY Council member Berning, seconded by Council member Vetsch to approve the proposal from Bolton & Menk, Inc. (not Wright County as shown on the agenda) for the purpose of the work to evaluate alternatives to improve CSAH 19 from 67th Street NE to 70th Street NE. The work will include geometric layouts for roadway improvements and cost estimates for each alternate. The goal of this work is to develop an ultimate concept plan for the CSAH 19 corridor between 67th Street NE and 701h Street NE. Motion carried unanimously. LEGAL City Attorney Couri did not have items to report on during the meeting. ADMINISTRATION Written Report City Administrator Kruse very briefly went through the report. 5975 Main Avenue NE Building Lease - Final terms being negotiated. The Lease may be ready Monday. If so, staff will give a verbal review with written summary to be handed out at the meeting. City Administrator Kruse stated that City Attorney Couri prepared the lease agreement for the 5975 Main Avenue NE City Building. Kruse encouraged the Council to review the Building 15 Lease agreement between the City of Albertville and CAN -WEST for the city building located at 5975 Main Avenue NE. Staff will present the document at the next Council meeting for Council approval. Otsego Creek Meeting City Administrator Kruse noted that the City of Otsego had a couple of dates for the Otsego Creek Authority to meet. If the two Council members could report to City Clerk Miller, the date that works best for them so that staff can respond back to Otsego. Update on Border Road Agreements City Administrator Kruse is reviewing and doing the best to keep in touch with St. Michael and Otsego regarding border road agreements. City Facility (old Public Works/Building Department) located at 5964 Main Avenue NE Rezoning from P/I (Public/Institutional) to B-4 (General Business) Zoning District City Administrator Kruse brought to Council's attention that 5964 Main Avenue NE building is currently zoned P/I and wanted to know if the Council would consider rezoning it to B-4. Council directed staff to begin the process for re -zoning the City building located at 5964 Main Avenue NE within the Albertville city limits changing it from Public/Institutional to B-4 General Business District. Council member Berning brought it to the Council's attention there will be a Historical Committee meeting on Wednesday, June 6 beginning at 7:00 p.m. Then on Saturday, June 9 from 10:00 a.m. to 2:00 p.m. the Historical Committee will hold an Open House display in the hallway or main corridor of the City Offices. ADJOURNMENT MOTION BY Council member Vetsch, seconded by Council member Fay to adjourn at 10:45 p.m. Motion carried unanimously. 16 A\1bertville Small Town Uving. Big +,;, We. City of Albertville Check Detail Register June 18, 2007 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024369 6/18/2007 ADVERSIGN, LLC E 101-42050437 Misc. Donations $150.00 1278 Total ADVERSIGN, LLC $150.00 Paid Chk# 024370 6/18/2007 AFLAC G 101-21710 Other Deducations $16.16 755011 Total AFLAC $16.16 Paid Chk# 024371 6/18/2007 ALBERTVILLE BODY SHOP, INC. E 101-41000-300 Professional Srvs (GENERAL) $1,566.51 3586 E 60249400-404 Repair/Maint - $69.26 3625 E 101-42400-404 Repair/Maint- $152.76 3649 Total ALBERTVILLE BODY SHOP, INC. $1,788.53 Advertising Steak and Shrimp D Insurance 2006 chev C1500 4 x 2 silverag 2000 GMC K2500 4x4 hd Repair 2001 Chev C 1500 4 x 2 S Paid Chk# 024372 6/18/2007 ALBERTVILLE EXPRESS E 101-42000-212 Motor Fuels $76.72 06-2007 20163 Fire Dept fuel E 10 1 -42000-212 Motor Fuels $58.66 06-2007 21500 Fire Dept fuel E 101-42000-212 Motor Fuels $44.38 06-2007 21403 Fire Dept fuel E 10143100-212 Motor Fuels $57.05 20186 Fuel E 10143100-212 Motor Fuels $15.01 21543 Fuel Total ALBERTVILLE EXPRESS $251.82 Paid Chk# 024373 6/18/2007 ALBERTVILLE QUEEN COMMITTEE R 101-00000-36200 Donations $1,070.00 06-2007 Lions donation Total ALBERTVILLE QUEEN COMMITTEE $1,070.00 Paid Chk# 024374 6/18/2007 AMERICAN TEST CENTER E 10142000404 Repair/Maint - $985.00 2063226-IN Fire Trk Test #1 Spartan Ladr E 10143100404 Repair/Maint - $435.00 2071817-IN bucket truck annual safety ins Total AMERICAN TEST CENTER $1,420.00 Paid Chk# 024375 6/18/2007 B & B MASONRY E 201-45200-520 Buildings and Structures $3,908.00 07MAY8 Concrete slab and pad Park She Total B & B MASONRY $3,908.00 Paid Chk# 024376 6/18/2007 BARR ENGINEERING COMPANY E 498-49000-303 Engineering Fees $983.00 2386065-4 Albertvillas Flooding Total BARR ENGINEERING COMPANY $983.00 17 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024377 6/18/2007 BOLTON & MENK, INC E 101-41710-303 Engineering Fees $84.00 104960 Jimmy's Pizza Development Fees E 101-41700-303 Engineering Fees $42.00 104960 Spring Load Restrictions E 101-41700-303 Engineering Fees $42.00 104960 Building Review with Jon S E 101-41700-303 Engineering Fees $630.00 104960 Staff Meetings E 101-41710-303 Engineering Fees $84.00 104960 Field Plaza 2nd Add E 101-41710-303 Engineering Fees $97.50 104960 Outlet Mall E 101-41710-303 Engineering Fees $84.00 104960 Towne Lakes 4th Add E 10141710-303 Engineering Fees $228.00 104960 St. Michael SWMP E 101-41700-303 Engineering Fees $126.00 104960 CSAB 37 & 19 Intersection E 10141710-303 Engineering Fees $126.00 104960 Albertville Dental E 101-41710-303 Engineering Fees $126.00 105791 Mooney's 2nd Add E 10141700-303 Engineering Fees $378.00 105791 Review with Building Official E 101-41710-303 Engineering Fees $168.00 105791 Medical Clinic SAC & WAC Calc E 10141700-303 Engineering Fees $1,260.00 105791 Council,Staff Meetings E 101-42400-313 Engineer Plan Check Fee $75.00 105792 Building Permits E 201-45200-303 Engineering Fees $4,314.00 105802 Winter Park Design E 10143100-224 Street Overlayment $1,128.00 105804 2007 Overlay Improvements E 101-43100-223 Seal Coating $744.00 105805 2007 Seal Coat Improvements Total BOLTON & MENK, INC $9,736.50 Paid Chk# 024378 6/18/2007 BRAUN INTERTEC CORP E 501-49000-303 Engineering Fees $2,200.00 278524 Phil Morris Lift Station Total BRAUN INTERTEC CORP $2,200.00 Paid Chk# 024379 6/18/2007 BUDGET SIGN SHOP INC E 101-42000-560 Furniture and Fixtures $227.38 43123 Fire Dept Decals rpinted on re Total BUDGET SIGN SHOP INC $227.38 Paid Chk# 024380 6/18/2007 CARQUEST E 60149450-404 Repair/Maint - $90.57 1536-25102 Coupler plug, gage, fuel filte Total CARQUEST $90.57 Paid Chk# 024381 6/18/2007 CENTER POINT ENERGY E 10141940-383 Gas Utilities $347.80 6759963-9 5959 Main Avenue NE Total CENTER POINT ENERGY $347.80 Paid Chk# 024382 6/18/2007 CNA SURETY E 101-42050-437 Misc. Donations $105.00 06-2007 Fireman's Releif Asso Bond Pol Total CNA SURETY $105.00 Paid Chk# 024383 6/18/2007 COMMUNITY DEVELOPMENT G 101-22900 Park Rental Deposit Escrow $100.00 06-2007 Refund Room Deposit Towne Lake Total COMMUNITY DEVELOPMENT $100.00 Paid Chk# 024384 6/18/2007 COMMUNITY PARTNERS E 101-41000-300 Professional Srvs (GENERAL) $3,574.92 06-2007 Fraser Steel Nov 1 - May 31, 2 Total COMMUNITY PARTNERS $3,574.92 18 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024385 6/18/2007 COUNTRYSIDE FENCE E 101-41000-300 Professional Srvs (GENERAL) $1,000.00 06-2007 modify hockey rink - FCD E 101-45100-530 Improvements $2,200.00 06-2007 Replace fence and rail - ballf E 20145200-520 Buildings and Structures $2,750.00 06-2007 Green chain link fence at Town Total COUNTRYSIDE FENCE $5,950.00 Paid Chk# 024386 6/18/2007 COURI & MACARTHUR E 101-41610-304 Legal Fees $135.00 06-2007 Niemeyer Trailer Sales E 10 1 -41600-304 Legal Fees $37.50 06-2007 Fraser Steel TIF E 101-41610-304 Legal Fees $37.50 06-2007 Hunters Pass E 101-41610-304 Legal Fees $75.00 06-2007 Senior Housing E 101-41610-304 Legal Fees $112.50 06-2007 Towne Lakes E 101-41610-304 Legal Fees $150.00 06-2007 Shoppes at Towne Lakes 2 E 101-41610-304 Legal Fees $270.00 06-2007 Americ's Mattress E 10141610-304 Legal Fees $562.50 06-2007 Intex Condo E 10141610-304 Legal Fees $1,350.00 06-2007 Phil Morris E 10141600-304 Legal Fees $2,632.50 06-2007 General matters, council, staf E 473-00000-304 Legal Fees $3,037.50 06-2007 Pririe Run Litigation E 482-49300-304 Legal Fees $607.50 06-2007 City Hall E 492-49000-304 Legal Fees $607.50 06-2007 Industrial Park E 493-49000-304 Legal Fees $135.00 06-2007 Hwy 19 North E 498-49000-304 Legal Fees $1,923.75 06-2007 Albertvillas Drainage E 10141610-304 Legal Fees $262.50 06-2007 Prairie Run - Gold Key E 46849000-304 Legal Fees $101.25 06-2007 I-94 Ramps Total COURI & MACARTHUR $12,037.50 Paid Chk# 024387 6/18/2007 CROW RIVER NEWS NORTH E 10141100-351 Legal Notices Publishing $121.60 734513 Overlay BID E 101-41100-351 Legal Notices Publishing $117.80 734514 Winter Pk BID E 10141100-351 Legal Notices Publishing $36.90 735379 NOH Drainage vacation E 10141100-351 Legal Notices Publishing $34.44 737380 PH CUP Geez Sports Bar E 101-41100-351 Legal Notices Publishing $31.98 737381 PH CUP Winslow - Russell E 101-41100-351 Legal Notices Publishing $29.52 737382 PH Billboard Sign E 101-41100-351 Legal Notices Publishing $49.20 738869 Dog Ord 2007-5 Kennel Zoning E 101-41100-351 Legal Notices Publishing $221.40 739176 PH TIF Dist 13 Fraser Steel E 101-41100-351 Legal Notices Publishing $31.98 739694 PH Alb Marketplace Total CROW RIVER NEWS NORTH $674.82 Paid Chk# 024388 6/18/2007 DAMA METAL PRODUCTS INC. E 101-42000-560 Furniture and Fixtures $4,163.09 9559 25 S-3 Model F.D. Key box Fire Total DAMA METAL PRODUCTS INC. $4,163.09 19 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024389 6/18/2007 DJ'S TOTAL HOME CARE CENTER E 602-49400-210 Operating Supplies $20.20 21782 21782 Batteries, sparkplug cha E 101-45100-210 Operating Supplies $2.52 21803 21803 Riser cutoff, couple ins E 101-45100-210 Operating Supplies $17.02 21820 21820 drum liner E 101-45100-405 Repair/Maint - Buildings $64.34 21851 brush set, jersey glove, ryl 1 E 601-49450-210 Operating Supplies $15.94 21869 fuel oil filter, dri oil absor E 101-45100-210 Operating Supplies $4.33 21895 Thread Seal tape, PVC elbow E 601-49450-210 Operating Supplies $21.35 21906 key cut, couple, pvc pipe, hoz E 10 1 -42000-405 Repair/Maint - Buildings $42.57 22078 lampholder & round cover, popu E 101-45100-210 Operating Supplies $1.05 22179 cap 2" slip E 10145100-210 Operating Supplies $35.41 22181 drun liner, dmv couple E 10145100-530 Improvements $863.82 22206 6 picnic tables for park, univ E 10145100-210 Operating Supplies $13.82 22249 deep woods off - graffity remo E 10141940404 Repair/Maint - $4.78 22319 comer brace E 101-45100-210 Operating Supplies $29.80 22385 nifty nabber, nylon weeder E 101-45100-210 Operating Supplies $43.62 22394 polly hoze cap, trash bags E 101-45100-210 Operating Supplies $6.15 22395 cutoff riser, teflon tape join E 101-45100-210 Operating Supplies $55.32 22468 drum liners, trmr line E 101-43100-215 Shop Supplies $21.28 22489 2 cutoff blades E 101-45100-405 Repair/Maint - Buildings $161.79 22526 paint brush set, ryl acc ltx s E 10145100-210 Operating Supplies $36.17 22607 wood scraper, wire brush, turn E 10145100-210 Operating Supplies $77.73 22657 12 Spiraea, purning saw E 60249400-210 Operating Supplies $21.70 22662 5 pk saw blades, fastener E 10145100-210 Operating Supplies $8.52 22664 2 each choke cherry, barberry, Total DJ'S TOTAL HOME CARE CENTER $1,569.23 Paid Chk# 024390 6/18/2007 DON'S AUTO & REPAIR E 60249400404 Repair/Maint - $36.00 43916 turn 2 drums E 101-43100-212 Motor Fuels $38.50 45783 fuel E 10143100-212 Motor Fuels $20.10 45850 fuel Total DON'S AUTO & REPAIR $94.60 Paid Chk# 024391 6/18/2007 EGGEN'S DIRECT SERVICE, INC. E 101-45100-212 Motor Fuels $11.00 0120431 Fuel E 601-49450-212 Motor Fuels $90.54 0120443 Fuel E 10143100-212 Motor Fuels $72.67 0120444 Fuel E 60249400-212 Motor Fuels $40.36 0120445 Fuel E 10145100-212 Motor Fuels $84.01 0120446 Fuel E 101-43100-212 Motor Fuels $6.00 0120452 Fuel E 101-45100-212 Motor Fuels $13.00 0120456 Fuel E 101-43100-212 Motor Fuels $50.00 0120468 Fuel E 10145100-212 Motor Fuels $17.01 0120476 Fuel E 60249400-212 Motor Fuels $69.43 0120478 Fuel E 10145100-212 Motor Fuels $89.00 0120479 Fuel Total EGGEN'S DIRECT SERVICE, INC. $543.02 Paid Chk# 024392 6/18/2007 EMBARQ- MO E 10141940-321 Telephone $17.40 06-2007 Telephone Total EMBARQ-MO $17.40 Paid Chk# 024393 6/18/2007 EMERGENCY APPARATUS MNTC E 10142000404 Repair/Maint- $748.95 30680 Fire Dept Truck Maintenance E 101-42000-404 Repair/Maint- $99.90 30866 Fire Dept Truck Maintenance Total EMERGENCY APPARATUS MNTC $848.85 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024394 6/18/2007 FRIENDLY CITY DAYS COMMITTEE R 101-00000-36200 Donations $50.00 06-2007 Cinemagic R 101-00000-36200 Donations $3,500.00 06-2007 Lions Donation Total FRIENDLY CITY DAYS COMMITTEE $3,550.00 Paid Chk# 024395 6/18/2007 FTTH COMMUNICATIONS E 101-43100-321 Telephone $64.95 300-3071 Internet Public Works Total FTTH COMMUNICATIONS $64.95 Paid Chk# 024396 6/18/2007 GENERAL SAFETY EQUIPMENT E 101-42000-551 C/O - Fire Trucks $2,240.00 0010256 Fire Dept Repair and changes m Total GENERAL SAFETY EQUIPMENT $2,240.00 Paid Chk# 024397 6/18/2007 GOPHER STATE ONE -CALL E 602-49400-209 Locates $318.65 7050157 locate tickets E 60149450-209 Locates $318.65 7050157 locate tickets Total GOPHER STATE ONE -CALL $637.30 Paid Chk# 024398 6/18/2007 HASSAN SAND & GRAVEL, INC. E 101-45100-210 Operating Supplies $228.83 69217 Agriculture Lime E 101-45100-210 Operating Supplies $150.48 69569 8.3 ton crushed granite Total HASSAN SAND & GRAVEL, INC. $379.31 Paid Chk# 024399 6/18/2007 HEALTH PARTNERS E 101-41500-131 Employer Paid Health $619.20 27504367 Emp Health & Dental Ins E 101-43100-130 Employer Paid Ins $1,445.65 27504367 Emp Health & Dental Ins E 101-41400-131 Employer Paid Health $1,458.53 27504367 Emp, Health & Dental Ins E 101-42400-130 Employer Paid Ins $1,940.48 27504367 Emp Health & Dental Ins G 101-21706 Group Insurance Payable $1,950.15 27504367 Emp Health & Dental Ins emp po E 60249400-130 Employer Paid Ins $624.72 27504367 Emp Health & Dental Ins E IOI-45100-130 Employer Paid Ins $732.45 27504367 Emp Health & Dental Ins E 10141400-131 Employer Paid Health $316.00 27504367 Emp Health & Dental Ins E 101-41300-131 Employer Paid Health $520.30 27504367 Emp Health & Dental Ins E 60149450-130 Employer Paid Ins $1,006.02 27504367 Emp Health & Dental Ins Total HEALTH PARTNERS $10,613.50 Paid Chk# 024400 6/18/2007 JANSON, JEREMY G 101-22800 Landscaping Escrow $2,750.00 B26-827 Reimb Escrow 6179 Karmen Avenu Total JANSON, JEREMY $2,750.00 Paid Chk# 024401 6/18/2007 KERN, DEWENTER, & VIERE, LTD E 60249400-300 Professional Srvs (GENERAL) $1,593.75 70879 2006 Audit E 101-42000-301 Auditing and Acct'g Services $1,593.75 70879 2006 Audit E 60149450-300 Professional Srvs (GENERAL) $1,593.75 70879 2006 Audit E 10 1 -41400-301 Auditing and Acct'g Services $1,593.75 70879 2006 Audit Total KERN, DEWENTER, & VIERE, LTD $6,375.00 Paid Chk# 024402 6/18/2007 MAJESTIC BLDR INC G 101-22800 Landscaping Escrow $2,750.00 B25-759 Reimb Escrow - 5231 Kali Court Total MAJESTIC BLDR INC $2,750.00 21 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024403 6/18/2007 MILLER TRUCKING/LANDSCAPING SU E 101-45100-530 Improvements $189.57 86761 Western Red Cedar Total MILLER TRUCKING/LANDSCAPING SU $189.57 Paid Chk# 024404 6/18/2007 MN FIRE SERVICE CERTIFICATION E 101-42000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 101-42000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 101-42000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 101-42000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 E 101-42000-208 Training and Instruction $15.00 06-2007 E 10142000-208 Training and Instruction $15.00 06-2007 Total MN FIRE SERVICE CERTIFICATION $225.00 Paid Chk# 024405 6/18/2007 MUNICIPAL EMERGENCY SERVICES E 101-42000-585 C/O - Air Packs $650.36 417212 Total MUNICIPAL EMERGENCY SERVICES $650.36 Paid Chk# 024406 6/18/2007 N. A. C. E 101-41915-306 Planning Fees E 101-41915-306 Planning Fees E 10141915-306 Planning Fees E 101-41915-306 Planning Fees E 10141915-306 Planning Fees E 10141915-306 Planning Fees E 10141915-306 Planning Fees E 10141910-306 Planning Fees Total N. A. C. Paid Chk# 024407 6/18/2007 NEWMAN TRAFFIC SIGNS E 101-43100-226 Sign Repair Materials Total NEWMAN TRAFFIC SIGNS $979.51 16523 $2,226.90 16523 $1,225.15 16523 $217.40 16523 $186.40 16523 $166.40 16523 $175.00 16523 $625.00 16524 $5,801.76 $153.57 TI-0177044 $153.57 Paid Chk# 024408 6/18/2007 NORTH AMERICAN CLEANING CORP E 101-41940405 Repair/Maint -Buildings $419.61 36465 E 101-42000-405 Repair/Maint - Buildings $69.23 36465 E 101-43100405 Repair/Maint -Buildings $78.81 36465 Total NORTH AMERICAN CLEANING CORP $567.65 R Rick - Certification R. Peterson - Certification A Gibson - Certification W Valerius - Certification T. Daly -Certification T Mills - Certification R. Tiernan - Certification J Gergen - Certification P Gonsior - Certification J Davis - Certification D Asleson - Certification C Gaulrapp - Certification C Chichos - Certification B Wulff- Certification S Long - Certification Fire Dept Replacement Face Shi Nextex Condo Conversion Albertville Market Place Sps Towne lakes 2nd Bldg Revie Geez Outdoor Dining Hoey/Knechtl sign height varia St. Michael Albertville Clinic Fraser Precision Tublar Parts Council, Planning, Staff mtgs 15 No Parking Anytime with pos May City Hall May Fire Dept May Public Works Paid Chk# 024409 6/18/2007 NORTHEAST TECHNICAL SERV E 601-49450-218 Testing Expenses $18.70 07-01804 Fecal Coliform Bacteria E 601-49450-218 Testing Expenses $18.70 07-02867 Fecal Coliform Bacteria E 601-49450-218 Testing Expenses $57.80 07-2866 Solids testing Total NORTHEAST TECHNICAL SERV $95.20 22 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024410 6/18/2007 NORTHERN DEWATERING, INC. E 601-49450-404 Repair/Maint - $1,537.54 20311 Repair hydraulic pump Total NORTHERN DEWATERING, INC. $1,537.54 Paid Chk# 024411 6/18/2007 NORTHERN TOOL & EQUIPMENT E 101-43100-226 Sign Repair Materials $56.68 0193224478 Public Works T-Post Puller Tug E 101-42400-446 C/O- Vehicles $117.10 0193224478 Building Dept highlighter perm Total NORTHERN TOOL & EQUIPMENT $173.78 Paid Chk# 024412 6/18/2007 NORTHERN WATER WORKS E 602-49400-250 Meters for Resale $9,094.68 S01086239.0 Wall Assy w/pigtail lock screw Total NORTHERN WATERWORKS $9,094.68 Paid Chk# 024413 6/18/2007 OMANN SHINGLE RECYCLING E 10145100-530 Improvements $170.92 9049 Crushed Asphalt Con -Bit E 10145100-530 Improvements $59.11 9050 Crushed Asphalt Con -Bit E 101-43100-401 Repair/Maint -Unpaved $117.24 9064 Crushed Asphalt Con -Bit 6/4/07 Total OMANN SHINGLE RECYCLING $347.27 Paid Chk# 024414 6/18/2007 ONVOY, INC. E 10142000-321 Telephone $90.28 07060200928 Phone/Data Network E 101-43100-321 Telephone $90.28 07060200928 Phone/Data Network E 101-42400-321 Telephone $240.71 07060200928 Phone/Data Network E 101-41940-321 Telephone $782.24 07060200928 Phone/DataNetwork Total ONVOY, INC. $1,203.51 Paid Chk# 024415 6/18/2007 PITNEY BOWES - POSTAGE E 10141400-322 Postage $518.99 06-2007 Postage E 10141400-322 Postage ($38.00) 844279 Coupon for $38.00 E 101-41400-322 Postage $220.41 844279 Postage and supplies Total PITNEY BOWES - POSTAGE $701.40 Paid Chk# 024416 6/18/2007 RAPIT PRINTING E 101-41100-300 Professional Srvs (GENERAL) $545.82 51089 Newsletter 2007 Volume 3 E 101-41400-200 Office Supplies (GENERAL) $108.93 51276 Business Cards Total RAPIT PRINTING $654.75 Paid Chk# 024417 6/18/2007 RED'S PORTABLE TOILETS E 101-45100-415 Other Equipment Rentals $655.51 10803 Replacement of Damaged Hand Sa Total RED'S PORTABLE TOILETS $655.51 Paid Chk# 024418 6/18/2007 REED BED SYSTEMS, INC E 60149450-668 Sludge Removal $2,560.00 1014/07 Reed Beds Total REED BED SYSTEMS, INC $2,560.00 23 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024419 6/18/2007 REED BUSINESS INFORMATION E 201-45200-300 Professional Srvs (GENERAL) $153.87 3639000 Winter Park Improvements legal E 101-43100-223 Seal Coating $169.48 3639000 2007 Overlay Improvements Lega E 201-45200-300 Professional Srvs (GENERAL) $153.87 3647681 5/28 legal ad sewer and water E 101-43100-224 Street Overlayment $169.48 3647681 5/28 legal ad roads, bridges & E 201-45200-300 Professional Srvs (GENERAL) $153.87 3659641 6/4 legal ad sewer & water wor E 101-43100-224 Street Overlayment $169.48 3659641 6/4 legal ad roads, ridgtes & Total REED BUSINESS INFORMATION $970.05 Paid Chk# 024420 6/18/2007 S & T OFFICE PRODUCTS E 101-42400-200 Office Supplies (GENERAL) $97.40 OILS2868 pitchers, note books, E 101-42400-200 Office Supplies (GENERAL) $51.13 OILT5681 8 1/2 x 14 paper, 11 x17 paper E IOI-42400-200 Office Supplies (GENERAL) $121.10 OILT7273 Copy paper, paper clips, addin E 101-41400-200 Office Supplies (GENERAL) ($137.82) 06-2007 credit - deduct Total S & T OFFICE PRODUCTS $131.81 Paid Chk# 024421 6/18/2007 SENTRY SYSTEMS, INC. E 101-42000-405 Repair/Maint -Buildings $28.38 534717 Fire Dept Alarm System E 101-43100-405 Repair/Maint - Buildings $30.96 534717 Parks Commercial Monitoring Sy E 101-43100405 Repair/Maint -Buildings $29.23 534717 Public Works Alarm System E 10142000405 Repair/Maint - Buildings $4.21 534717 Fire Dept Alarm System Total SENTRY SYSTEMS, INC. $92.78 Paid Chk# 024422 6/18/2007 SHERWIN-WILLIAMS CO E 10145100405 Repair/Maint -Buildings $10.94 23294 1/2" 9 inch knit 6pk roller Total SHERWIN-WILLIAMS CO $10.94 Paid Chk# 024423 6/18/2007 SIMPLEXGRINNELL E 482-49300-300 Professional Srvs (GENERAL) $863.04 39789508 Door Bypass Switch City Hall E 482-49300-300 Professional Srvs (GENERAL) $279.59 39791211 City Hall key for doors Total SIMPLEXGRINNELL $1,142.63 Paid Chk# 024424 6/18/2007 SPECIALTY APAREL & PROMOTIONS E 101-42050-437 Misc. Donations $328.94 10643 Fire Dept jackets FD Donations Total SPECIALTY APAREL & PROMOTIONS $328.94 Paid Chk# 024425 6/18/2007 SPECIALTY TURF & AG, INC E IOI-45100-210 Operating Supplies $321.36 111432 17-9-7 Ag Grade 50 lb E 601-49450-300 Professional Srvs (GENERAL) $321.37 111432 17-9-7 Ag Grade 50 lb Total SPECIALTY TURF & AG, INC $642.73 Paid Chk# 024426 6/18/2007 ST. MICHAEL, CITY OF E 101-45000-598 Pledges & Contributions $3,365.50 06-2007 Senior Center 1/4 pmt #2 E 101-45000-598 Pledges & Contributions $2,798.30 06-2007 Library 1/4 pmt #2 Total ST. MICHAEL, CITY OF $6,163.80 Paid Chk# 024427 6/18/2007 STEFFENS BROS. MEATS, INC. E 101-42000-314 Meals (meetings) $146.07 06-2007 Fire Dept Food for North Subur Total STEFFENS BROS. MEATS, INC. $146.07 '1 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024428 6/18/2007 TINKLENBERG GROUP E 468-49000-300 Professional Srvs (GENERAL) $3,700.00 1383 I-94 Total TINKLENBERG GROUP $3,700.00 Paid Chk# 024429 6/18/2007 TRI-ANIM HEALTH SERVICES E 101-42000-230 Medical Supplies $79.88 MMH7136581 Fire Dept Medical Equipment Total TRI-ANIM HEALTH SERVICES $79.88 Paid Chk# 024430 6/18/2007 USA BLUE BOOK E 602-49400-210 Operating Supplies Total USA BLUE BOOK Paid Chk# 024431 6/18/2007 VANCE BROS INC. E 10143100-404 Repair/Maint - Total VANCE BROS INC. Paid Chk# 024432 6/18/2007 VERNON E 101-45000-596 Friendly City Days Total VERNON $189.76 376233 flags, cans/paint $189.76 $41.00 IN00010671 Poly Broom, Tack Oil $41.00 $258.30 2360465SN $258.30 AFCD Front Runner Caps Paid Chk# 024433 6/18/2007 VIKING TROPHIES, INC. E 101-42050-437 Misc. Donations $320.09 85832 Fire Dept Donation - Plaque Total VIKING TROPHIES, INC. $320.09 Paid Chk# 024434 6/18/2007 WASTE MANAGEMENT E 601-49450-384 Refuse/Garbage Disposal $51.37 1628071-159 June 2007 Service WWTF E 10145100-384 Refuse/Garbage Disposal $63.22 1628071-159 June 2007 Service PKS E 10141940-384 Refuse/Garbage Disposal $49.88 1628071-159 June 2007 Service CH E 101-41940-384 Refuse/Garbage Disposal $18.44 1628072-159 June 2007 Service CH E 101-42000-384 Refuse/Garbage Disposal $51.90 1631518-159 June July, August 2007 Svc FD Total WASTE MANAGEMENT $234.81 Paid Chk# 024435 6/18/2007 WATER LABORATORIES INC E601-49450-218 Testing Expenses $1,147.50 110 Total WATER LABORATORIES INC $1,147.50 Paid Chk# 024436 6/18/2007 WOLFF, TRACY R 602-00000-99999 UNALLOCATED UTILITY $9.61 06-2007 Total WOLFF, TRACY $9.61 Paid Chk# 024437 6/18/2007 WRIGHT COUNTY HIGHWAY DEPT. E 101-43100-221 Ice Removal $328.96 5217 Total WRIGHT COUNTY HIGHWAY DEPT. $328.96 Paid Chk# 024438 6/18/2007 WRIGHT COUNTY TREASURER E 10141100-433 Dues and Subscriptions $40.00 06-2007 Total WRIGHT COUNTY TREASURER $40.00 Testing within 20 miles refund adj final water bill 6 ton salt Membership Materials Mgmt Div 25 Check Amt Invoice Comment 10100 Premier Bank Paid Chk# 024439 6/18/2007 WRIGHT RECYCLING E 10 1 -43200-308 Recycling Contract Fee $3,710.70 06-2007 Total WRIGHT RECYCLING $3,710.70 Paid Chk# 024440 6/18/2007 XCEL ENERGY E 601-49450-381 Electric Utilities $42.58 113712008 E 101-43160-381 Electric Utilities $31.18 175001761 E 10141940-381 Electric Utilities $4.04 175541491 E 101-43160-381 Electric Utilities $4,637.83 175542352 E 10141940-381 Electric Utilities $28.19 176284134 E 101-41940-381 Electric Utilities $1,244.88 176358026 E 101-41940-381 Electric Utilities $21.16 176419327 Total XCEL ENERGY $6,009.86 Paid Chk# 024441 6/18/2007 YOCUM OIL COMPANY, INC. E 101-43100-404 Repair/Maint- $1,173.30 831001 Total YOCUM OIL COMPANY, INC. $1,173.30 10100 Premier Bank $132,713.32 Fund Summary 10100 Premier Bank 101 GENERAL FUND $85,861.08 201 PARK DEDICATION $11,433.61 468 CSAH 19 RAMPS/I 94 Project $3,801.25 473 PRAIRIE RUN $3,037.50 482 CITY HALL 2004-5 $1,750.13 492 52nd st Industrial Park $607.50 493 CASH 19 & 57th Intersection $135.00 498 Flood Mitigation Project $2,906.75 501 Phil Moms Lift Station $2,200.00 601 SEWER FUND $8,892.38 602 WATER FUND $12,088.12 $132,713.32 5/10 and 5/24 Recyling 5900 Cty Road 18 unit sewer 5700 Labeaux Avenue NE Unit Si 10820 Kantar Ct. NE Fire Siren Street Lighting - 58-59-60 St. 11750 Cty Rd 37 Unit Signal 5/7/07 - 6/06/07 Electricity 5998 LaBeaux Avenue NE fuel 26 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA RESOLUTION NO.2007-xx RESOLUTION APPROVING CONTRACT FOR PRIVATE REDEVELOPMENT WITH FRASER BUILDING LIMITED PARTNERSHIP WHEREAS, the City has properly established its Development Project No. 1 (the "Project Area") pursuant to Minnesota Statutes, Sections 469.124 to 469.134 in an effort to encourage the development and redevelopment of land which is underutilized within the City; and WHEREAS, among the activities proposed to be assisted by the City in the Project Area is the development of the City's industrial park, including the expansion of the Fraser Steel manufacturing facility (the "Project"); and WHEREAS, there has been presented before the City a Contract for Private Development ("Contract") between the City and Fraser Building Limited Partnership (the "Developer"), pursuant to which among other things the City will reimburse the Developer for a portion of its costs of land acquisition and infrastructure; and WHEREAS, the assistance under the Contract constitutes a "business subsidy" exceeding $100,000 within the meaning of Minnesota Statutes, Section 116J.993 to 1161995 (the "Business Subsidy Act"); and WHEREAS, the "business subsidy agreement" as required under the Business Subsidy Act is included as one section of the Contract, and the City has on this date conducted a duly noticed public hearing regarding the business subsidy agreement, at which all interested persons were give an opportunity to be heard; and WHEREAS, the City has reviewed the Contract and business subsidy agreement and finds that the execution of the same and the City's performance of its obligations thereunder are in the best interest of the City and its residents. NOW, THEREFORE, be it resolved by the City Council of the City of Albertville as follows: The Contract as presented to the City, including the business subsidy agreement therein, is hereby in all respects approved, subject to modifications that do not alter the substance of the transaction and that are approved by the Mayor and City Administrator; provided that execution of the Contract by such officials shall be conclusive evidence of their approval. 27 2. The Mayor and City Administrator are hereby authorized to execute the Contract on behalf of the City and to carry out, on behalf of the City, the City's obligations thereunder. Approved by the City Council of the City of Albertville this 18t' day of June, 2007. Ron Klecker, Mayor Bridget Miller, Clerk 28 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA RESOLUTION NO.2007-xx RESOLUTION APPROVING A MODIFIED DEVELOPMENT PROGRAM FOR DEVELOPMENT DISTRICT NO. 1 AND A TAX INCREMENT FINANCING PLAN FOR TAX INCREMENT FINANCING DISTRICT NO. 13 BE IT RESOLVED by the City Council (the "Council") of the City of Albertville, Minnesota (the "City") as follows: Section 1. Recitals. 1.01. The City has proposed to modify the Development Program for Municipal Development District No. 1 pursuant to Minnesota Statutes, Sections 469.124 through 469.134, as amended (the "Development District Act"), and to that end has caused to be prepared a document titled "Modified Development Program for Municipal Development District No. 1" (the "Modified Development Program"); 1.02. The City has determined a need to create Tax Increment Financing (Redevelopment) District No. 13 (the "TIF District") therein pursuant to Minn. Stat., Section 469.174 through 469.1799, as amended (the "TIF Act"), and to that end has caused to be prepared a document titled "Economic Development Plan for TIF District No. 13 - Fraser" (referred to as the "TIF Plan"). 1.03. On June 12, 2007, the TIF Plan and Modified Development Program were, in accordance with the Development District Act and TIF Act, referred to the Albertville Planning Commission (the "Commission"), which found that they conform to the general plan for the development of the City as a whole. 1.04. Notice of the City's intent to establish the TIF District was delivered to the County Commissioner who represents the site at least 30 days before publication of the notice of public hearing. 1.05. A copy of the draft TIF Plan, including estimates of the fiscal and economic implications of the TIF District, was provided to Independent School District No. 885 and Wright County at least 30 days before the Council's public hearing on the TIF Plan. 1.06. This Council has fully reviewed the contents of the TIF Plan and Modified Development Program and on this date conducted a public hearing thereon at which the views of all interested persons were heard. NZ Section 2. Findings; Modified Development Program for Development District No. 1. 2.01. It is found and determined that the Modified Development Program is intended to provide an impetus for development in the public interest, and that the effect of the Modified Development Program will be to encourage development in accordance with the general plan of development of the City as a whole. Section 3. Findings; TIF District No. 13. 3.01. It is found and determined that it is necessary and desirable for the sound and orderly development of the Development District and the City as a whole, and for the protection and preservation of the public health, safety, and general welfare, that the authority of the TIF Act be exercised by the City to provide public financial assistance to the TIF and Development Districts. 3.02. It is further found and determined, and it is the reasoned opinion of the City, that the development proposed in the TIF Plan for the TIF District could not reasonably be expected to occur solely through private investment within the reasonably foreseeable future and the increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the TIF District permitted by the TIF Plan. 3.03. The Plan for the TIF District conforms to the general plan of development of the City as a whole. 3.04. The Plan for the TIF District will afford maximum opportunity, consistent with the sound needs of the City as a whole, for the development of the TIF and Development Districts by private enterprise. 3.05. The TIF District is an economic development district under Section 469.174, subd. 12 of the TIF Act, based on the findings described in the TIF Plan, which are incorporated herein by reference, and other records on file with the City. 3.06. Reasons and facts supporting the findings under this Section are stated in the TIF Plan. The City has also relied upon the reports and recommendations of its staff and consultants as well as the personal knowledge of members of the City Council in reaching its conclusions regarding the TIF District. Section 4. Modified Development Program and TIF Plan Adopted; Certification; Filing. 4.01. The Modified Development Program and TIF Plan are hereby approved and adopted. 4.02. The geographic boundaries of the TIF District and Development District are described 30 in the TIF Plan and Modified Development Program, respectively, and are incorporated herein by reference. 4.03. The City Administrator is authorized and directed to transmit a certified copy of this resolution together with a certified copy of the TIF Plan to the Auditor of Wright County with a request that the original tax capacity of the property within the TIF District be certified to the City pursuant to Section 469.177, subd. 1 of the TIF Act, and to file a copy of the TIF Plan and Modified Development Program with the Minnesota Commissioner of Revenue and State Auditor as required by the TIF Act. Adopted by the City Council of the City of Albertville this 18`" day of June 2007. 31 This page left blank on purpose. 32 First econd draft, June &, 4. 2007 CONTRACT FOR PRIVATE DEVELOPMENT By and Between CITY OF ALBERTVILLE, MINNESOTA and FRASER BUILDING LIMITED PARTNERSHIP Dated as of: , 2007 This document was drafted by: KENNEDY & GRAVEN, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 Telephone: 337-9300 33 TABLE OF CONTENTS Page PREAMBLE............................................................................................................................I ARTICLE I Definitions Section1.1. Definitions.......................................................................................................... 2 ARTICLE II Representations and Warranties Section 2.1. Representations by the City................................................................................ 5 Section 2.2. Representations and Warranties by the Developer ............................................. 5 ARTICLE III Acquisition and Conveyance of Property Section 3.1. Status of the Development Property................................................................... 7 Section 3.2. Public Development Costs.................................................................................. 7 Section 3.3. Reimbursement of Public Development Costs ................................................... 7 Section 3.4. Business Subsidy Agreement............................................................................. 8 Section 3.5. Payment of Administrative Costs..................................................................... 10 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements........................................................ 11 Section 4.2. Construction Plans............................................................................................ 11 Section 4.3. Commencement and Completion of Construction ........................................... 12 Section 4.4. Certificate of Completion................................................................................. 12 Section 4.5. Public Improvements........................................................................................ 13 ARTICLE V Insurance Section 5.1. Insurance........................................................................................................... 15 Section5.2. Subordination.................................................................................................... 16 34 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes................................................................... 17 Section 6.2. Review of Taxes............................................................................................... 17 Section 6.3 Assessment Agreement..................................................................................... 17 ARTICLE VII Financing Section7.1. Financing.......................................................................................................... 18 Section 7.2. City's Option to Cure Default on Mortgage ..................................................... 18 Section 7.3. Subordination and Modification for the Benefit of Mortgagee ........................ 18 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development................................................................... 19 Section 8.2. Prohibition Against Developer's Transfer of Property and Assignment of Agreement................................................................................ 19 Section 8.3. Release and Indemnification Covenants........................................................... 20 ARTICLE IX Events of Default Section 9.1. Events of Default Defined ................................. Section 9.2. Remedies on Default ......................................... Section 9.3. No Remedy Exclusive ....................................... Section 9.4. No Additional Waiver Implied by One Waiver. ARTICLE X Additional Provisions ........................................... 22 ........................................... 22 ........................................... 22 ........................................... 23 Section 10.1. Conflict of Interests; City Representatives Not Individually Liable ................ 24 Section 10.2. Equal Employment Opportunity....................................................................... 24 Section 10.3. Restrictions on Use........................................................................................... 24 Section 10.4. Provisions Not Merged With Deed.................................................................. 24 Section 10.5. Titles of Articles and Sections.......................................................................... 24 Section 10.6. Notices and Demands....................................................................................... 24 Section 10.7. Counterparts...................................................................................................... 25 Section10.8. Recording.......................................................................................................... 25 Section10.9 Amendment...................................................................................................... 25 Section10.10 City Approvals.................................................................................................. 25 Section10.11 Termination...................................................................................................... 25 Section 10.12 Choice of Law and Venue................................................................................ 25 35 TESTIMONIUM.......................................................................................................................S-1 SIGNATURES......................................................................................................................... S-1 SCHEDULE A Description of Development Property SCHEDULE B Certificate of Completion SCHEDULE C Assessment Agreement (The remainder of this page is intentionally left blank.) 36 CONTRACT FOR PRIVATE DEVELOPMENT THIS AGREEMENT, made as of the _ day of , 2007, by and between THE CITY OF ALBERTVILLE, MINNESOTA, a Minnesota municipal corporation (the "City"), and FRASER BUILDING LIMITED PARTNERSHIP, a Minnesota limited partnership (the "Developer"). WITNESSETH: WHEREAS, the City has undertaken a program to promote economic development and job opportunities and to promote the development of land which is underutilized within the City, and in this connection created a development project known as Development District No. 1 (the "Development District") pursuant to Minnesota Statutes, Sections 469.124 to 469.134, as amended (the "Municipal Development Act"); and WHEREAS, pursuant to the Municipal Development Act, the City is authorized to acquire real property, or interests therein, and to undertake certain activities to facilitate the development of real property by private enterprise; and WHEREAS, the City has acquired or will acquire certain property described in Schedule A (the "Development Property") within the Development District, and intends to convey that property to the Developer for development of certain improvements described herein; and WHEREAS, the City has approved a Tax Increment Financing Plan for Tax Increment Financing District No. 13 (the "TIF District") pursuant to Minnesota Statutes, Sections 469.174 to 469.1799, as amended (the "Tax Increment Act"), made up of the Development Property; and WHEREAS, the City believes that the development of the Development Property pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable State and local laws and requirements under which the development 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: (The remainder of this page is intentionally left blank.) 37 ARTICLE I Definitions Section I.I. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Available Tax Increment" means, on each Payment Date, 92% of the Net Tax Increment derived from the Development Property, and received by the City in the six months preceding the Payment Date. "Business Subsidy Act" means Minnesota Statutes, Section 116J.993 to 116J.995, as amended. "Certificate of Completion" means the certification provided to the Developer, or the purchaser of any part, parcel or unit of the Development Property, pursuant to Section 4.4 of this Agreement. "City" means the City of Albertville, Minnesota. "City Representative" means the City Administrator, or any person designated by the Administrator to act as the City Representative for the purposes of this Agreement. "Closing" has the meaning provided in Section 3.3(b). "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Developer on the Development 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) floor plan for each floor; (4) elevations (all sides); (5) landscape plan; and (6) such other plans or supplements to the foregoing plans as the City may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. "County" means the County of Wright, Minnesota. "Developer" means Fraser Building Limited Partnership or its permitted successors and assigns. "Development District" means the City's Development District No. 1. 38 "Development Property" means the real property described in Schedule A of this Agreement. "Development Plan" means the City's Development Plan for the Development District, as amended. "Event of Default" means an action by the Developer listed in Article IX of this Agreement. "Holder" means the owner of a Mortgage. "Minimum Improvements" means the construction on the Development Property of an approximately 25,000 square foot addition to Developer's existing manufacturing facility, including office space necessary for and related to such activities, and improvements to Developer's existing facility. "Mortgage" means any mortgage made by the Developer which is secured, in whole or in part, with the Development Property and which is a permitted encumbrance pursuant to the provisions of Article VIII of this Agreement. "Municipal Development Act" means Minnesota Statutes, Sections 469.124 to 469.134, as amended. Net Tax Increment" means tax increment generated in the preceding six (6) months with respect to the Development Property and the Minimum Improvements thereon, and remitted to the Authority by Wright County. The term Net Tax Increment does not include any amounts retained by or payable to the State auditor under Section 469.177, subd. 11 of the Tax Increment Act, or any amounts described in Section 469.174, subd. 25, clauses (2) through (4) of the Tax Increment Act. "Purchase Agreement" means the Agreement for Purchase and Sale of Approximately 72,439 Square Feet That is Part of Lots 9 and 10, Block 2, Barthel's Industrial Park in the City of Albertville, Wright County, Minnesota, by and between the City and the Developer, dated as of May 3, 2007. "Qualified Facility" has the meaning provided in Section 3.8(a)(6). "Reimbursement Installment" has the meaning provided in Section 3.3(a) hereof. "State" means the State of Minnesota. "Tax Increment" means that portion of the real property taxes which is paid with respect to the Development Property and which is remitted to the City as tax increment pursuant to the Tax Increment Act. 39 "Tax Increment Act" means the Tax Increment Financing Act, Minnesota Statutes, Sections 469.174 to 469.1799, as amended. "Tax Increment District" or "TIF District" means the City's Tax Increment Financing District No. 13. "Tax Increment Plan" or "TIF Plan" means the City's Tax Increment Financing Plan for Tax Increment Financing District No. 13, as approved by the City on , 2007, and as it may be amended from time to time. "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 (a) date of the City's last receipt of Tax Increment from the TIF District in accordance with Section 469.176, subd. lb(3) of the TIF Act, or (b) the date the Reimbursement Installments have been paid in full or terminated in accordance with the terms of this Agreement. "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 war, terrorism, strikes, other labor troubles, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the City in exercising its rights under this Agreement) which directly result in delays. Unavoidable Delays shall not include delays in the Developer's obtaining of permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such approval and construction is required under Sections 4.2 and 4.3 of this Agreement. (The remainder of this page is intentionally left blank.) M ARTICLE II Representations and Warranties Section 2.1. Representations by the City. The City makes the following representations as the basis for the undertaking on its part herein contained: (a) The City is a statutory city duly organized and existing under the laws of the State. Under the provisions of the Municipal Development Act, the City has the power to enter into this Agreement and carry out its obligations hereunder. (b) The activities of the City are undertaken to foster the development of certain real property which for a variety of reasons is presently underutilized, to create increased tax base and employment in the City, and to stimulate further development of the Development District as a whole. (c) The Development Property is currently zoned , and the Minimum Improvements conform with the permitted land uses allowed within this zoning classification. (d) The Development Property is not subject to any pending condemnation by the City, and to the best of the City's knowledge there are no other pending proceedings that would prevent use of the Development Property by Developer in accordance with this Agreement. Section 2.2. Representations and Warranties by the Developer. The Developer represents and warrants that: (a) The Developer is a limited partnership duly organized and in good standing under the laws of the State, is duly 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 Developer acquires the Development Property in accordance with this Agreement and the Purchase Agreement, the Developer will construct, operate and maintain the Minimum Improvements in accordance with the terms of this Agreement, the Development 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 Developer has received no notice or communication from any local, state or federal official that the activities of the Developer or the City in the Development District may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the City is aware). The Developer is aware of no facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state or federal environmental law, regulation or review procedure. 41 (d) The Developer will construct the Minimum Improvements in accordance with all local, state or federal energy -conservation laws or regulations. (e) The Developer will obtain, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any partnership or company restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which the Developer is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) The proposed development by the Developer hereunder would not occur but for the tax increment financing assistance being provided by the City hereunder. (h) The Developer is not currently in default under any business subsidy agreement with any grantor, as such terms are defined in the Business Subsidy Act. (The remainder of this page is intentionally left blank.) Ex ARTICLE III Status of Propertv; Financing of Public Development Costs Section 3.1. Status of the Development Property. As of the date of this Agreement, the City owns the Development Property. The City will convey title to and possession of the Development Property to the Developer, subject to all the terms and conditions of the Purchase Agreement. Section 3.2. Public Development Costs. The Developer shall assume payments Special Assessments for public improvements specially benefiting the Development Property, including construction of sewer, water and streets, and soil correction and wetland mitigation, pursuant to Section 4.5 hereof and in accordance with the Purchase Agreement. The Special Assessments and Developer's costs of land acquisition are collectively referred to as the "Public Development Costs." Section 3.3. Reimbursement of Public Development Costs. (a) Terms. In order to reimburse the Developer for a portion of the Public Development Costs incurred by Developer, the City shall semi-annually pay to the Developer installments of Available Tax Increment up to the maximum aggregate principal amount of $315,000 (each a "Reimbursement Installment"). Reimbursement Installments shall be paid each February 1 and August 1, beginning Feb iaFyAVZug 1, 2009 (each a "Payment Date")-. and continuing to a date not later than February 1, 2018, (b) Issuance. Before payment of each Reimbursement Installment, Developer must submit to the City one or more certificates signed by the Developer's duly authorized representative, containing the following: (i) a statement that each cost identified in the certificate is a Public Development Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (ii) evidence that each identified Public Development Cost has been paid or incurred by or on behalf of the Developer; and (iii) a statement that no uncured Event of Default by the Developer has occurred and is continuing under the Agreement. The City may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the City may reasonably require. The City will deliver Reimbursement Installments subject to receipt and approval of certificates evidencing Public Development Costs up to a maximum aggregate principal amount of $315,000. (c) Termination of right to Reimbursement Installments. Notwithstanding anything to the contrary in this Agreement, if the conditions for delivery of the first Reimbursement Installment are not met by the date of required completion of the Minimum Improvements under Section 4.3, the City may terminate this Agreement by ten days written notice to the Developer. Thereafter neither party shall have any obligations or liability to the other hereunder, except that Developer's obligation to nay Special Assessments under Section 4.5 and any obligations of the Developer under Section 8.3 survive such termination. 43 (d) Qualifications. The Developer understands and acknowledges that the City makes no representations or warranties regarding the amount of Available Tax Increment, or that revenues pledged to the Reimbursement Installments will be sufficient to pay the maximum aggregate principal amount of the Reimbursement Installments. Developer expressly acknowledges that amounts of Available Tax Increment will be determined, in part, by the estimated market value of the completed Minimum Improvements, and that if the market value assigned by the County is less than Developer anticipated at the time this Agreement was negotiated, Available Tax Increment may be insufficient to pay all principal of every Reimbursement Installment. Developer further acknowledges that estimates of Tax Increment prepared by the City or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the City, and are not intended as representations on which the Developer may rely. If the Public Development Costs exceed the maximum aggregate principal amount of the Reimbursement Installments, such excess is the sole responsibility of Developer. Section 3.4. Business SubsidyAgreement. The provisions of this Section constitute the "business subsidy agreement" for the purposes of the Business Subsidy Act. (a) General Terms. The parties agree and represent to each other as follows: (1) The subsidy provided to the Developer consists of the reimbursement of Public Development Costs for the Development Property in a total amount not to exceed $315,000, as described in Section 3.3. (2) The public purposes of the subsidy are to facilitate development of the City's industrial park, increase net jobs in the City and the State, and increase the tax base of the City and the State. (3) The goals for the subsidy are: to secure development of the Minimum Improvements on the Development Property; to maintain such improvements as a manufacturing facility for the time period described in clause (6) below; and to create the jobs and wage levels in accordance with Section 3.4(b) hereof. (4) If the goals described in clause (3) are not met, the Developer must make the payments to the City described in Section 3.4(c). (5) The subsidy is needed to induce Developer to expand its business at this site, and to mitigate the cost of assessments for public infrastructure, all as determined by the City upon approval of the TIF Plan. (6) The Developer must continue operation of the Minimum Improvements as a "Qualified Facility" for at least five years after the Benefit Date (defined hereinafter), subject to the continuing obligation described in Section 10.3 of this Agreement. The term Qualified Facility means a distribution, warehouse or manufacturing facility, including office space necessary for and related to those activities, all within the meaning of Section 469.176, subd. 4c of the TIF Act. The improvements will be a Qualified Facility as long as the Minimum Improvements are operated by Developer or a tenant for 44 the aforementioned qualified uses. During any period when the Minimum Improvements are vacant and not operated for the aforementioned qualified uses, the Minimum Improvements will not constitute a Qualified Facility. (7) The Developer does not have a parent corporation. (8) The Developer has not received, and does not expect to receive, financial assistance from any other "grantor" as defined in the Business Subsidy Act, in connection with the Development Property or the Minimum Improvements. (b) Job and Wage Goals. The "Benefit Date" of the assistance provided in this Agreement is the earlier of the date of issuance of a certificate of completion for the Minimum Improvements or the date the Minimum Improvements are occupied by Developer or a tenant of Developer. Within two years after the Benefit Date (the "Compliance Date"), the Developer shall (i) create at least 8 new full-time equivalent jobs on the Development Property, and (ii) cause the average hourly wage of the 8 created jobs to be at least $15 per hour, exclusive of benefits. Notwithstanding anything to the contrary herein, if the wage and job goals described in this paragraph are met by the Compliance Date, those goals are deemed satisfied despite the Developer's continuing obligations under Sections 3.4(a)(6) and 3.4(d). The City may, after a public hearing, extend the Compliance Date by up to one year, provided that nothing in this section will be construed to limit the City's legislative discretion regarding this matter. (c) Remedies. If the Developer fails to meet the goals described in Section 3.4(a)(3), the Developer shall repay to the City upon written demand from the City a "pro rata share" of the cpo ; ,l Assess Development Costs together with interest on that amount at the implicit price deflator as defined in the Business Subsidy Act, accrued from the date of substantial completion of the Minimum Improvements to the date of payment. The term "pro rata share" means percentages calculated as follows: (i) if the failure relates to the number of jobs, the jobs required less the jobs created, divided by the jobs required; (ii) if the failure relates to wages, the number of jobs required less the number of jobs that meet the required wages, divided by the number of jobs required; (iii) if the failure relates to maintenance of the facility as a Qualified Facility in accordance with Section 3.4(a)(6), 60 less the number of months of operation as a Qualified Facility (where any month in which the Qualified Facility is in operation for at least 15 days constitutes a month of operation), commencing on the Benefit Date and ending with the date the Qualified Facility ceases operation as determined by the City Representative, divided by 60; and (iv) if more than one of clauses (i) through (iii) apply, the sum of the applicable percentages, not to exceed 100%. 45 Nothing in this Section shall be construed to limit the City's remedies under Article IX hereof. In addition to the remedy described in this Section and any other remedy available to the City for failure to meet the goals stated in Section 3.4(a)(3), the Developer agrees and understands that it may not a receive a business subsidy from the City or any grantor (as defined in the Business Subsidy Act) for a period of five years from the date of the failure or until the Developer satisfies its repayment obligation under this Section, whichever occurs first. (d) Reports. The Developer must submit to the City a written report regarding business subsidy goals and results by no later than February 1 of each year, commencing February 1, 2008 and continuing until the later of (i) the date the goals stated Section 3.4(a)(3) are met; (ii) 30 days after expiration of the period described in Section 3.4(a)(6); or (iii) if the goals are not met, the date the subsidy is repaid in accordance with Section 3.4(c). The report must comply with Section 116J.994, subdivision 7 of the Business Subsidy Act. The City will provide information to the Developer regarding the required forms. If the Developer fails to timely file any report required under this Section, the City will mail the Developer a warning within one week after the required filing date. If, after 14 days of the postmarked date of the warning, the Developer fails to provide a report, the Developer must pay to the City a penalty of $100 for each subsequent day until the report is filed. The maximum aggregate penalty payable under this Section is $1,000. Section 3.5. Payment of Administrative Costs. The Developer agrees to pay "Administrative Costs," which term means out of pocket costs incurred by the City together with staff costs of the City, all attributable to or incurred in connection with the negotiation and preparation of this Agreement, the TIF Plan, and other documents and agreements in connection with the development of the Development Property. At Developer's request, but no more often than monthly, the City will provide Developer with a written report including invoices, time sheets or other comparable evidence of expenditures for Administrative Costs. The Developer shall reimburse the City for such expenditures within 15 days after receipt of such written report. (The remainder of this page is intentionally left blank.) M. ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements. The Developer agrees that it will construct the Minimum Improvements on the Development Property in accordance with the approved Construction Plans and will 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 closing on conveyance of the Development Property in accordance with the Purchase Agreement, the Developer shall submit to the City completed Construction Plans. The Construction Plans shall provide for the construction of the Minimum Improvements and shall be in conformity with the Development Plan, the TIF Plan, this Agreement, the Purchase Agreement, and all applicable State and local laws and regulations. The City will approve the Construction Plans in writing if. (i) the Construction Plans conform to the terms and conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the Purchase Agreement and the Development 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 Developer for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. No approval by the City shall relieve the Developer of the obligation to comply with the terms of this Agreement, the Purchase Agreement or of the Development Plan, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the City shall constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Developer in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the City, in whole or in part. Such rejections shall set forth in detail the reasons therefore, and shall be made within 30 days after the date of their receipt by the City. If the City rejects any Construction Plans in whole or in part, the Developer shall submit new or corrected Construction Plans within 30 days after written notification to the Developer 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 City. The City'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 City's satisfaction with the provisions of this Agreement relating thereto. (b) If the Developer desires to make any material change in the Construction Plans after their approval by the City, the Developer shall submit the proposed change to the City for its approval. If the Construction Plans, as modified by the proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the City shall approve the proposed change and notify the Developer in writing of its approval. Such change in the Construction Plans shall, in any event, be deemed 47 approved by the City unless rejected, in whole or in part, by written notice by the City to the Developer, 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 City's approval of any such change in the Construction Plans will not be unreasonably withheld. Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable Delays, the Developer must commence construction of the Minimum Improvements by no later than 3,090 days after Closing on conveyance of the Development Property. Subject to Unavoidable Delays, the Developer must substantially complete construction of the Minimum Improvements by December 31, 2007. All work with respect to the Minimum Improvements to be constructed or provided by the Developer on the Development Property shall be in conformity with the Construction Plans as submitted by the Developer and approved by the City. Notwithstanding anything to the contrary herein, Developer acknowledges that the minimum market value of the Development Property specified in the Assessment Agreement under Section 6.3 will be effective as of January 2, 2008, regardless of the state of completion of the Minimum Improvements as of that date. The Developer agrees for itself, its successors and assigns, and every successor in interest to the Development Property, or any part thereof, that the Developer, and such successors and assigns, shall promptly begin and diligently prosecute to completion the Development of the Development 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. Subsequent to conveyance of the Development Property, or any part thereof, to the Developer, and until construction of the Minimum Improvements has been completed, the Developer shall make reports, in such detail and at such times as may reasonably be requested by the City, as to the actual progress of the Developer with respect to such construction. Section 4.4. Certificate of Completion. (a) Promptly after substantial completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Developer to construct the Minimum Improvements (including the dates for beginning and completion thereof), the City will furnish the Developer with a Certificate of Completion in substantially the form provided in Schedule B. Such certification by the City shall be (and it shall be so provided in the deed and in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants in the Agreement and in the deed with respect to the obligations of the Developer, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any Holder of a Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum Improvements, or any part thereof. (b) The certificate provided for in this Section 4.4 of this Agreement shall be in such form as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Development Property. If the City shall refuse or fail to provide any certification in accordance with the provisions of this Section 4.4 of this Agreement, the City shall, within thirty (30) days after written request by the Developer, provide the Developer with a 48 written statement, indicating in adequate detail in what respects the Developer 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 City, for the Developer to take or perform in order to obtain such certification. (c) The construction of the Minimum Improvements shall be deemed to be commenced upon beginning of excavation for the building, and shall be deemed to be substantially completed when the Developer has received a certificate of occupancy issued by the City for the Minimum Improvements. Section 4.5. Public Improvements. (a) The City has caused to be constructed certain improvements adjacent to the Development Property, as provided in Section 2.2.1.2.2 of the Purchase Agreement. These improvements include streets, water, sewer and storm sewer utilities, and soil correction (such activities are collectively referred to as the "Public Improvements"). The Public Improvements have been constructed in accordance with plans and specifications approved by the City Council on file in city hall. (b) The Developer agrees and understands that the cost of Public Improvements will be specially assessed against the Development Property by the City. The Developer consents to such special assessments against the Development Property (the "Special Assessments") in an amount not to exceed the cost allocable to the Development Property, amortized over a term of ten years beginning in taxes payable year 2008, and further agrees: (i) to waive notice of hearing and hearing pursuant to Minn. Stat. Section 429.031, on the Public Improvements and notice of hearing and hearing on the Special Assessments levied to finance the Public Improvements pursuant to Minn. Stat. Section 429.061; (ii) to waive the right to appeal the levy of the Special Assessments in accordance with this Agreement pursuant to Minn. Stat. Section 429.081, or reapportionment thereof upon land division pursuant to Min. Stat. Section 429.071, Subd. 3, or otherwise. (iii) to waive any other requirements of Minn. Stat., Chapter 429 with which the City does not comply. (iv) that the increase in fair market value of the Development Property resulting from construction of the Public Improvements will be at least equal to the principal amount to be assessed hereunder (an amount not to exceed $ ), and that such increase in fair market value is a special benefit to the Development Property; (v) that assessment of the cost of the Public Improvements against the Development Property is reasonable, fair and equitable and there are no other properties against which such cost should be assessed; and (vi) to waive notice and right to appeal reapportionment of such Special Assessments upon land division pursuant to Minn. Stat., Section 429.071, Subd. 3. W Notwithstanding anything to the contrary herein, the waivers stated in this Section are effective only for Special Assessments up to the amount described above. (The remainder of this page is intentionally left blank.) 50 ARTICLE V Insurance Section 5.1. Insurance. The Developer 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 City, furnish the City with proof of payment of premiums on policies covering the following: (i) Builder's risk insurance, written on the so-called `Builder's Risk -- Completed Value Basis," in an amount equal to one hundred percent (100%) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on the so-called "all risk" form of policy. The interest of the City shall be protected in accordance with a clause in form and content satisfactory to the City; (ii) Comprehensive general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations and contractual liability insurance) together with an Owner's Policy with limits against bodily injury and property damage of not less than $1,000,000 for each occurrence (to accomplish the above -required limits, an umbrella excess liability policy may be used); and (iii) Workers' compensation insurance, with statutory coverage. (b) Upon completion of construction of the Minimum Improvements and prior to the Termination Date, the Developer shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the request of the City 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 City as additional insureds. (iii) Such other insurance, including workers' compensation insurance respecting all employees of the Developer, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Developer may be self -insured with respect to all or any part of its liability for workers' compensation. 51 (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Developer that are authorized under the laws of the State to assume the risks covered thereby. Upon request, the Developer will deposit annually with the City 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 Developer and the City at least 30 days before the cancellation or modification becomes effective. In lieu of separate policies, the Developer may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Developer shall deposit with the City a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. (d) The Developer agrees to notify the City 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 Developer 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 Developer will apply the net proceeds of any insurance relating to such damage received by the Developer to the payment or reimbursement of the costs thereof. The Developer shall complete the repair, reconstruction and restoration of the Minimum Improvements, regardless of whether the net proceeds of insurance received by the Developer 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 Developer. (e) Notwithstanding anything to the contrary contained in this Agreement, in the event of damage to the Minimum Improvements in excess of $100,000 and the Developer fails to complete any repair, reconstruction or restoration of the Minimum Improvements within three years from the date of damage, the City may, at its option, terminate the Reimbursement Installments as provided in Section 9.2 hereof. If the City terminates the Reimbursement Installments, such termination shall constitute the City's sole remedy under this Agreement as a result of the Developer's failure to repair, reconstruct or restore the Minimum Improvements. Thereafter, the City shall have no further obligations to make any payments under the Reimbursement Installments. (f) The Developer and the City agree that all of the insurance provisions set forth in this Article V shall terminate upon the termination of this Agreement. Section 5.2. Subordination. Notwithstanding anything to the contrary contained in this Article V, the rights of the City with respect to the receipt and application of any proceeds of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a Mortgage approved pursuant to Article VII of this Agreement. (The remainder of this page is intentionally left blank.) 52 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes. Developer agrees for itself, its successors and assigns, that in addition to the obligation pursuant to statute to pay real estate taxes, it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Development Property and the Minimum Improvements. The Developer acknowledges that this obligation creates a contractual right on behalf of the City through the Termination Date to sue the Developer 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 in which the City is the prevailing party, the City shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 6.2. Review of Taxes. The Developer agrees that prior to the Termination Date it will not cause a reduction in the real property taxes paid in respect of the Development Property through: (a) willful destruction of the Development 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 otherwise provided in Section 5.1(e). The Developer also agrees that it will not, prior to the Termination Date, apply for a deferral of property tax on the Development Property pursuant to any law, or transfer or permit transfer of the Development Property to any entity whose ownership or operation of the property would result in the Development Property being exempt from real estate taxes under State law (other than any portion thereof dedicated or conveyed to the City or City in accordance with this Agreement). Section 6.3. Assessment Agreement. (a) Upon closing. on conveyance of the Development Property to the Developer under the Purchase Agreement in accordance with Article III hereof, the Developer shall, with the City, execute an Assessment Agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8, specifying an assessor's minimum Market Value for the Development Property and Minimum Improvements constructed thereon. The amount of the minimum Market Value shall be $ as of January 2, 2008 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 C. Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a market value to the property in excess of such assessor's minimum Market Value. The Assessment Agreement shall remain in force for the period specified in the Assessment Agreement. (The remainder of this page is intentionally left blank.) 53 ARTICLE VII FinancinjZ Section 7.1. Financing. (a) Before conveyance of the Development Property in accordance with the Purchase Agreement, the Developer shall submit to the City evidence of one or more commitments for mortgage financing which, together with committed equity for such construction, is sufficient for the construction of the Minimum Improvements. Such commitments may be submitted as short term financing, long term mortgage financing, a bridge loan with a long-term take-out financing commitment, or any combination of the foregoing. Such commitment or commitments for short term or long term mortgage financing shall be subject only to such conditions as are normal and customary in the mortgage banking industry. (b) If the City finds that the mortgage financing is sufficiently committed and adequate in amount to provide for the construction of the Minimum Improvements, then the City shall notify the Developer in writing of its approval. Such approval shall not be unreasonably withheld and either approval or rejection shall be given within thirty (30) days from the date when the City is provided the evidence of financing. A failure by the City to respond to such evidence of financing shall be deemed to constitute an approval hereunder. If the City rejects the evidence of financing as inadequate, it shall do so in writing specifying the basis for the rejection. In any event the Developer shall submit adequate evidence of financing within thirty (30) days after such rejection. Approval of any subordination agreement under Section 7.3 hereof will constitute approval of financing for the purposes of this Section. Section 7.2. City's Option to Cure Default on Mortgage. In the event that there occurs a default under any Mortgage authorized pursuant to Article VII of this Agreement, the Developer shall cause the City to receive copies of any notice of default received by the Developer from the holder of such Mortgage. Thereafter, the City shall have the right, but not the obligation, to cure any such default on behalf of the Developer within such cure periods as are available to the Developer under the Mortgage documents. In the event there is an event of default under this Agreement, the City will transmit to the Holder of any Mortgage a copy of any notice of default given by the City pursuant to Article IX of this Agreement. Section 7.3. Subordination and Modification for the Benefit of Mortag Rzee. In order to facilitate the Developer obtaining financing for purchase of the Development Property and for construction of the Minimum Improvements according to the Construction Plans, the City agrees to subordinate its rights under this Agreement, provided that (a) such subordination shall be subject to such reasonable terms and conditions as the City and Holder mutually agree in writing, (b) the City's obligation to subordinate is contingent on the City's approval of the financing in accordance with Section 7.1 hereof, and (c) in no event will the City subordinate its rights under the Assessment Agreement described in Section 6.3 hereof. 54 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development. The Developer represents and agrees that its purchase of the Development Property or portions thereof, and its other undertakings pursuant to the Agreement and Purchase Agreement, are, and will be used, for the purpose of Development of the Development Property and not for speculation in land holding. Section 8.2. Prohibition Against Developer's Transfer of Property and Assignment of Agreement. The Developer represents and agrees that until the Termination Date: (a) Except only by way of security for, and only for, the purpose of obtaining financing necessary to enable the Developer or any successor in interest to the Development Property, or any part thereof, to perform its obligations with respect to making the Minimum Improvements under this Agreement, and any other purpose authorized by this Agreement, the Developer 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 the Agreement or the Development Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, without the prior written approval of the City unless the Developer remains liable and bound by this Development Agreement in which event the City's approval is not required. Any such transfer shall be subject to the provisions of this Agreement. (b) In the event the Developer, upon transfer or assignment of the Development Property or any portion thereof, seeks to be released from its obligations under this Development Agreement as to the portions of the Development Property that is transferred or assigned, the City 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 City, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Developer as to the portion of the Development Property to be transferred. (ii) Any proposed transferee, by instrument in writing satisfactory to the City and in form recordable among the land records, shall, for itself and its successors and assigns, and expressly for the benefit of the City, have expressly assumed all of the obligations of the Developer under this Agreement as to the portion of the Development Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Developer is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Development Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so 55 agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the City) deprive the City of any rights or remedies or controls with respect to the Development Property 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 Development 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 City of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Minimum Improvements that the City would have had, had there been no such transfer or change. In the absence of specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer, or any other party bound in any way by this Agreement or otherwise with respect to the construction of the Minimum Improvements, 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 Development Property governed by this Article VIII, shall be in a form reasonably satisfactory to the City. In the event the foregoing conditions are satisfied then the Developer shall be released from its obligation under this Agreement, as to the portion of the Development Property that is transferred, assigned or otherwise conveyed. Section 8.3. Release and Indemnification Covenants. (a) The Developer releases from and covenants and agrees that the City and the governing body members, officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify and hold harmless the City and the governing body members, officers, agents, servants and employees thereof against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Minimum Improvements. (b) Except for any willful misrepresentation or any willful or wanton misconduct of the following named parties, the Developer agrees to protect and defend the City and the governing body members, officers, agents, servants and employees thereof, now or forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Minimum Improvements. (c) The City and the governing body members, officers, agents, servants and employees thereof shall not be liable for any damage or injury to the persons or property of the Developer or its officers, agents, servants or employees or any other person who may be about the Development Property or Minimum Improvements due to any act of negligence of any person. 56 (d) All covenants, stipulations, promises, agreements and obligations of the City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City and not of any governing body member, officer, agent, servant or employee of the City in the individual capacity thereof. (The remainder of this page is intentionally left blank.) ARTICLE IX Events of Default Section 9.1. Events of Default Defined. The following shall be "Events of Default" under this Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement (unless the context otherwise provides): (a) any failure by any party to observe or perform any other covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement or under any other agreement entered into between the Developer and the City or City in connection with development of the Development Property; and (b) any default by Developer under a Mortgage, if any. Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs, the non -defaulting party may exercise its rights under this Section 9.2 after providing thirty days written notice to the defaulting party of the Event of Default, but only if the Event of Default has not been cured within said thirty days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party does not provide assurances reasonably satisfactory to the non -defaulting party that the Event of Default will be cured and will be cured as soon as reasonably possible: (a) Suspend its performance under the Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under the Agreement. (b) Cancel and rescind or terminate the Agreement or the Reimbursement Installments. (c) Take whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant under this Agreement. 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. (The remainder of this page is intentionally left blank.) 59 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; City Representatives Not Individually Liable. The City and the Developer, to the best of their respective knowledge, represent and agree that no member, official, or employee of the City shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official, or employee of the City shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or City or for any amount which may become due to the Developer or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment Opportunity. The Developer, 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 Developer agrees that until the Termination Date, the Developer, and such successors and assigns, shall use the Development Property and the Minimum Improvements thereon only as a Qualified Facility, provided that after expiration of the five-year period described in Section 3.8(c) (or the comparable five-year period under any subsequent business subsidy agreement described in Section 3.9), the repayment remedy described in Section 3.8(d) may not be imposed on Developer for default under this Section, and City is limited to any other remedies available under Article IX hereof. Further, until the Termination Date the Developer 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 Development Property or any improvements erected or to be erected thereon, or any part thereof. Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Development 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; and :1 (a) in the case of the Developer, is addressed to or delivered personally to the Developer at Fraser Building Limited Partnership, 16455 Ringer Road, Wayzata, MN 55391; and (b) in the case of the City, is addressed to or delivered personally to the City at City of Albertville, 5959 Main Avenue NE, P.O. Box 9, Albertville, Minnesota 55301, Attn: City Administrator; or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 10.7. 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 City may record this Agreement and any amendments thereto with the County recorder. The Developer shall pay all costs for recording. Section 10.9. Amendment. This Agreement may be amended only by written agreement approved by the City and the Developer. Section 10.10. City Approvals. Unless otherwise specified, any approval required by the City under this Agreement may be given by the City Representative. Section 10.11. Termination. This Agreement terminates on the Termination Date. Within 30 days after the Termination Date, the City will deliver to Developer a written release in recordable form satisfactory to Developer, evidencing termination of this Agreement. Section 10.12. Choice of Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. (The remainder of this page is intentionally left blank.) 61 IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its name and behalf and its seal to be hereunto duly affixed and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. CITY OF ALBERTVILLE, MINNESOTA By Its Mayor By Its City Administrator STATE OF MINNESOTA) ) SS. COUNTY OF WRIGHT 1 The foregoing instrument was acknowledged before me this day of 2007, by and , the Mayor and Administrator of the City of Albertville, Minnesota, a Minnesota municipal corporation, on behalf of the City. Notary Public 62 STATE OF ) SS. COUNTY OF FRASER BUILDING LIMITED PARTNERSHIP By Its The foregoing instrument was acknowledged before me this day of , 2007 by , the of Fraser Building Limited Partnership, a Minnesota limited partnership, on behalf of the partnership. Notary Public 63 SCHEDULE A DESCRIPTION OF DEVELOPMENT PROPERTY SCHEDULE B CERTIFICATE OF COMPLETION The undersigned hereby certifies that Fraser Building Limited Partnership (the "Redeveloper") has fully complied with its obligations under Articles III and IV of that document titled "Contract for Private Development," dated , 2007 between the City of Albertville, Minnesota and the Developer (the "Agreement"), with respect to construction of the Minimum Improvements in accordance with Article IV of the Agreement, and that the Developer is released and forever discharged from its obligations with respect to construction of the Minimum Improvements under Articles III and IV of the Agreement. Dated: , 20 . CITY OF ALBERTVILLE, MINNESOTA City Representative 65 SCHEDULE C ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and Between CITY OF ALBERTVILLE, MINNESOTA and FRASER BUILDING LIMITED PARTNERSHIP This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 ASSESSMENT AGREEMENT THIS AGREEMENT, made on or as of the day of , 2007, and between the City of Albertville, Minnesota, a Minnesota municipal corporation (the "City") and Fraser Building Limited Partnership, a Minnesota limited partnership (the "Developer"). WITNESSETH, that WHEREAS, on or before the date hereof the City and the Developer have entered into a Contract for Private Development dated , 2007 (the "Development Contract"), pursuant to which the City is to facilitate development of certain property in the City hereinafter referred to as the "Property" and legally described in Exhibit A hereto; and WHEREAS, pursuant to the Development Contract the Developer is obligated to construct certain improvements upon the Property (the "Minimum Improvements"); and WHEREAS, the City and the Developer desire to establish a minimum market value for the Property and the manufacturing facility constructed thereon, pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and WHEREAS, the City and the Assessor for the County (the "Assessor") have reviewed the preliminary plans and specifications for the manufacturing facility 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 the Property described in Exhibit A, together with the Minimum Improvements thereon, for ad valorem tax purposes, shall be $ as of January 2, 2008 and each January 2 thereafter notwithstanding the progress of construction of such Minimum Improvements by such dates. 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 City of the final payment from the County of Tax Increments from TIF District No. 13; or (b) The date when the Qualified Costs (as defined in the Development Contract) have been paid in full or terminated in accordance with the resolution set forth in Schedule C of the Development Contract. The event referred to in Sections 2(b) of this Agreement shall be evidenced by a certificate or affidavit executed by the City. 3. This Agreement shall be promptly recorded by the City. The Developer shall pay all costs of recording. 67 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Development 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 manufacturing facility thereon, 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. CITY OF ALBERTVILLE, MINNESOTA Its Mayor Its City Administrator STATE OF MINNESOTA ) SS. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007 by and , the Mayor and Administrator of the City of Albertville, Minnesota, on behalf of the City. Notary Public FRASER BUILDING LIMITED PARTNERSHIP By Its STATE OF MINNESOTA ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2007 by , the of Fraser Building Limited Partnership, a Minnesota limited partnership, on behalf of the partnership. Notary Public 70 CERTIFICATION BY COUNTY 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. County Assessor for the County of Wright STATE OF MINNESOTA ) ss COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this _ day of 2007 by , the County Assessor of the County of Wright. Notary Public EXHIBIT A of ASSESSMENT AGREEMENT Legal Description of Property Second draft, June 14, 2007 CONTRACT FOR PRIVATE DEVELOPMENT By and Between CITY OF ALBERTVILLE, MINNESOTA and FRASER BUILDING LIMITED PARTNERSHIP Dated as of: , 2007 This document was drafted by: KENNEDY & GRAVEN, Chartered (MNI) 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 Telephone: 337-9300 73 TABLE OF CONTENTS Page PREAMBLE............................................................................................................................I ARTICLE I Definitions Section1.1. Definitions.......................................................................................................... 2 ARTICLE II Representations and Warranties Section 2.1. Representations by the City................................................................................ 5 Section 2.2. Representations and Warranties by the Developer ............................................. 5 ARTICLE III Acquisition and Conveyance of Property Section 3.1. Status of the Development Property................................................................... 7 Section 3.2. Public Development Costs.................................................................................. 7 Section 3.3. Reimbursement of Public Development Costs ................................................... 7 Section 3.4. Business Subsidy Agreement............................................................................. 8 Section 3.5. Payment of Administrative Costs..................................................................... 10 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements........................................................ 11 Section 4.2. Construction Plans............................................................................................ 11 Section 4.3. Commencement and Completion of Construction ........................................... 12 Section 4.4. Certificate of Completion................................................................................. 12 Section 4.5. Public Improvements........................................................................................ 13 ARTICLE V Insurance Section5.1. Insurance........................................................................................................... 15 Section5.2. Subordination.................................................................................................... 16 74 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes................................................................... 17 Section 6.2. Review of Taxes............................................................................................... 17 Section 6.3 Assessment Agreement..................................................................................... 17 ARTICLE VII Financing Section7.1. Section 7.2. Section 7.3. Financing.......................................................................................................... City's Option to Cure Default on Mortgage ..................................................... Subordination and Modification for the Benefit of Mortgagee ........................ ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification 18 18 18 Section 8.1. Representation as to Development................................................................... 19 Section 8.2. Prohibition Against Developer's Transfer of Property and Assignment of Agreement................................................................................ 19 Section 8.3. Release and Indemnification Covenants........................................................... 20 ARTICLE IX Events of Default Section 9.1. Events of Default Defined................................................................................ 22 Section 9.2. Remedies on Default........................................................................................ 22 Section 9.3. No Remedy Exclusive...................................................................................... 22 Section 9.4. No Additional Waiver Implied by One Waiver ................................................ 23 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; City Representatives Not Individually Liable ................ 24 Section 10.2. Equal Employment Opportunity....................................................................... 24 Section 10.3. Restrictions on Use........................................................................................... 24 Section 10.4. Provisions Not Merged With Deed.................................................................. 24 Section 10.5. Titles of Articles and Sections.......................................................................... 24 Section 10.6. Notices and Demands....................................................................................... 24 Section10.7. Counterparts...................................................................................................... 25 Section10.8. Recording.......................................................................................................... 25 Section10.9 Amendment...................................................................................................... 25 Section10.10 City Approvals.................................................................................................. 25 Section 10.11 Termination...................................................................................................... 25 Section 10.12 Choice of Law and Venue................................................................................ 25 75 TESTIMONIUM....................................................................................................................... S-1 SIGNATURES.........................................................................................................................S-1 SCHEDULE A Description of Development Property SCHEDULE B Certificate of Completion SCHEDULE C Assessment Agreement (The remainder of this page is intentionally left blank.) 76 CONTRACT FOR PRIVATE DEVELOPMENT THIS AGREEMENT, made as of the _ day of , 2007, by and between THE CITY OF ALBERTVILLE, MINNESOTA, a Minnesota municipal corporation (the "City"), and FRASER BUILDING LIMITED PARTNERSHIP, a Minnesota limited partnership (the "Developer"). WITNESSETH: WHEREAS, the City has undertaken a program to promote economic development and job opportunities and to promote the development of land which is underutilized within the City, and in this connection created a development project known as Development District No. 1 (the "Development District") pursuant to Minnesota Statutes, Sections 469.124 to 469.134, as amended (the "Municipal Development Act"); and WHEREAS, pursuant to the Municipal Development Act, the City is authorized to acquire real property, or interests therein, and to undertake certain activities to facilitate the development of real property by private enterprise; and WHEREAS, the City has acquired or will acquire certain property described in Schedule A (the "Development Property") within the Development District, and intends to convey that property to the Developer for development of certain improvements described herein; and WHEREAS, the City has approved a Tax Increment Financing Plan for Tax Increment Financing District No. 13 (the "TIF District") pursuant to Minnesota Statutes, Sections 469.174 to 469.1799, as amended (the "Tax Increment Act"), made up of the Development Property; and WHEREAS, the City believes that the development of the Development Property pursuant to this Agreement, and fulfillment generally of this Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable State and local laws and requirements under which the development 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: (The remainder of this page is intentionally left blank.) 77 ARTICLE I Definitions Section I.I. Definitions. In this Agreement, unless a different meaning clearly appears from the context: "Agreement" means this Agreement, as the same may be from time to time modified, amended, or supplemented. "Available Tax Increment" means, on each Payment Date, 92% of the Net Tax Increment derived from the Development Property, and received by the City in the six months preceding the Payment Date. "Business Subsidy Act" means Minnesota Statutes, Section 116J.993 to 116J.995, as amended. "Certificate of Completion" means the certification provided to the Developer, or the purchaser of any part, parcel or unit of the Development Property, pursuant to Section 4.4 of this Agreement. "City" means the City of Albertville, Minnesota. "City Representative" means the City Administrator, or any person designated by the Administrator to act as the City Representative for the purposes of this Agreement. "Closing" has the meaning provided in Section 3.3(b). "Construction Plans" means the plans, specifications, drawings and related documents on the construction work to be performed by the Developer on the Development 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) floor plan for each floor; (4) elevations (all sides); (5) landscape plan; and (6) such other plans or supplements to the foregoing plans as the City may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. "County" means the County of Wright, Minnesota. "Developer" means Fraser Building Limited Partnership or its permitted successors and assigns. "Development District" means the City's Development District No. 1. 78 "Development Property" means the real property described in Schedule A of this Agreement. "Development Plan" means the City's Development Plan for the Development District, as amended. "Event of Default" means an action by the Developer listed in Article IX of this Agreement. "Holder" means the owner of a Mortgage. "Minimum Improvements" means the construction on the Development Property of an approximately 25,000 square foot addition to Developer's existing manufacturing facility, including office space necessary for and related to such activities, and improvements to Developer's existing facility. "Mortgage" means any mortgage made by the Developer which is secured, in whole or in part, with the Development Property and which is a permitted encumbrance pursuant to the provisions of Article VIII of this Agreement. "Municipal Development Act" means Minnesota Statutes, Sections 469.124 to 469.134, as amended. Net Tax Increment" means tax increment generated in the preceding six (6) months with respect to the Development Property and the Minimum Improvements thereon, and remitted to the Authority by Wright County. The term Net Tax Increment does not include any amounts retained by or payable to the State auditor under Section 469.177, subd. 11 of the Tax Increment Act, or any amounts described in Section 469.174, subd. 25, clauses (2) through (4) of the Tax Increment Act. "Purchase Agreement" means the Agreement for Purchase and Sale of Approximately 72,439 Square Feet That is Part of Lots 9 and 10, Block 2, Barthel's Industrial Park in the City of Albertville, Wright County, Minnesota, by and between the City and the Developer, dated as of May 3, 2007. "Qualified Facility" has the meaning provided in Section 3.8(a)(6). "Reimbursement Installment" has the meaning provided in Section 3.3(a) hereof. "State" means the State of Minnesota. "Tax Increment" means that portion of the real property taxes which is paid with respect to the Development Property and which is remitted to the City as tax increment pursuant to the Tax Increment Act. 79 "Tax Increment Act" means the Tax Increment Financing Act, Minnesota Statutes, Sections 469.174 to 469.1799, as amended. "Tax Increment District" or "TIF District" means the City's Tax Increment Financing District No. 13. "Tax Increment Plan" or "TIF Plan" means the City's Tax Increment Financing Plan for Tax Increment Financing District No. 13, as approved by the City on . 2007, and as it may be amended from time to time. "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 (a) date of the City's last receipt of Tax Increment from the TIF District in accordance with Section 469.176, subd. lb(3) of the TIF Act, or (b) the date the Reimbursement Installments have been paid in full or terminated in accordance with the terms of this Agreement. "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 war, terrorism, strikes, other labor troubles, fire or other casualty to the Minimum Improvements, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any federal, state or local governmental unit (other than the City in exercising its rights under this Agreement) which directly result in delays. Unavoidable Delays shall not include delays in the Developer's obtaining of permits or governmental approvals necessary to enable construction of the Minimum Improvements by the dates such approval and construction is required under Sections 4.2 and 4.3 of this Agreement. (The remainder of this page is intentionally left blank.) I -IN ARTICLE I1 Representations and Warranties Section 2.1. Representations by the City. The City makes the following representations as the basis for the undertaking on its part herein contained: (a) The City is a statutory city duly organized and existing under the laws of the State. Under the provisions of the Municipal Development Act, the City has the power to enter into this Agreement and carry out its obligations hereunder. (b) The activities of the City are undertaken to foster the development of certain real property which for a variety of reasons is presently underutilized, to create increased tax base and employment in the City, and to stimulate further development of the Development District as a whole. (c) The Development Property is currently zoned , and the Minimum Improvements conform with the permitted land uses allowed within this zoning classification. (d) The Development Property is not subject to any pending condemnation by the City, and to the best of the City's knowledge there are no other pending proceedings that would prevent use of the Development Property by Developer in accordance with this Agreement. Section 2.2. Representations and Warranties by the Developer. The Developer represents and warrants that: (a) The Developer is a limited partnership duly organized and in good standing under the laws of the State, is duly 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 Developer acquires the Development Property in accordance with this Agreement and the Purchase Agreement, the Developer will construct, operate and maintain the Minimum Improvements in accordance with the terms of this Agreement, the Development 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 Developer has received no notice or communication from any local, state or federal official that the activities of the Developer or the City in the Development District may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the City is aware). The Developer is aware of no facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state or federal environmental law, regulation or review procedure. 81 (d) The Developer will construct the Minimum Improvements in accordance with all local, state or federal energy -conservation laws or regulations. (e) The Developer will obtain, in a timely manner, all required permits, licenses and approvals, and will meet, in a timely manner, all requirements of all applicable local, state and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. (f) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by or conflicts with or results in a breach of, the terms, conditions or provisions of any partnership or company restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which the Developer is now a party or by which it is bound, or constitutes a default under any of the foregoing. (g) The proposed development by the Developer hereunder would not occur but for the tax increment financing assistance being provided by the City hereunder. (h) The Developer is not currently in default under any business subsidy agreement with any grantor, as such terms are defined in the Business Subsidy Act. (The remainder of this page is intentionally left blank.) 82 ARTICLE III Status of Property; Financinp, of Public Development Costs Section 3.1. Status of the Development Property. As of the date of this Agreement, the City owns the Development Property. The City will convey title to and possession of the Development Property to the Developer, subject to all the terms and conditions of the Purchase Agreement. Section 3.2. Public Development Costs. The Developer shall pay Special Assessments for public improvements specially benefiting the Development Property, including construction of sewer, water and streets, and soil correction and wetland mitigation, pursuant to Section 4.5 hereof and in accordance with the Purchase Agreement. The Special Assessments and Developer's costs of land acquisition are collectively referred to as the "Public Development Costs." Section 3.3. Reimbursement of Public Development Costs. (a) Terms. In order to reimburse the Developer for a portion of the Public Development Costs incurred by Developer, the City shall semi-annually pay to the Developer installments of Available Tax Increment up to the maximum aggregate principal amount of $315,000 (each a "Reimbursement Installment"). Reimbursement Installments shall be paid each February 1 and August 1, beginning August 1, 2009 (each a "Payment Date") and continuing to a date not later than February 1, 2018. (b) Issuance. Before payment of each Reimbursement Installment, Developer must submit to the City one or more certificates signed by the Developer's duly authorized representative, containing the following: (i) a statement that each cost identified in the certificate is a Public Development Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (ii) evidence that each identified Public Development Cost has been paid or incurred by or on behalf of the Developer; and (iii) a statement that no uncured Event of Default by the Developer has occurred and is continuing under the Agreement. The City may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the City may reasonably require. The City will deliver Reimbursement Installments subject to receipt and approval of certificates evidencing Public Development Costs up to a maximum aggregate principal amount of $315,000. (c) Termination of right to Reimbursement Installments. Notwithstanding anything to the contrary in this Agreement, if the conditions for delivery of the first Reimbursement Installment are not met by the date of required completion of the Minimum Improvements under Section 4.3, the City may terminate this Agreement by ten days written notice to the Developer. Thereafter neither party shall have any obligations or liability to the other hereunder, except that Developer's obligation to pay Special Assessments under Section 4.5 and any obligations of the Developer under Section 8.3 survive such termination. (d) Qualifications. The Developer understands and acknowledges that the City makes no representations or warranties regarding the amount of Available Tax Increment, or that revenues 83 pledged to the Reimbursement Installments will be sufficient to pay the maximum aggregate principal amount of the Reimbursement Installments. Developer expressly acknowledges that amounts of Available Tax Increment will be determined, in part, by the estimated market value of the completed Minimum Improvements, and that if the market value assigned by the County is less than Developer anticipated at the time this Agreement was negotiated, Available Tax Increment may be insufficient to pay all principal of every Reimbursement Installment. Developer further acknowledges that estimates of Tax Increment prepared by the City or its financial advisors in connection with the TIF District or this Agreement are for the benefit of the City, and are not intended as representations on which the Developer may rely. If the Public Development Costs exceed the maximum aggregate principal amount of the Reimbursement Installments, such excess is the sole responsibility of Developer. Section 3.4. Business Subsidy Agreement. The provisions of this Section constitute the "business subsidy agreement" for the purposes of the Business Subsidy Act. (a) General Terms. The parties agree and represent to each other as follows: (1) The subsidy provided to the Developer consists of the reimbursement of Public Development Costs for the Development Property in a total amount not to exceed $315,000, as described in Section 3.3. (2) The public purposes of the subsidy are to facilitate development of the City's industrial park, increase net jobs in the City and the State, and increase the tax base of the City and the State. (3) The goals for the subsidy are: to secure development of the Minimum Improvements on the Development Property; to maintain such improvements as a manufacturing facility for the time period described in clause (6) below; and to create the jobs and wage levels in accordance with Section 3.4(b) hereof. (4) If the goals described in clause (3) are not met, the Developer must make the payments to the City described in Section 3.4(c). (5) The subsidy is needed to induce Developer to expand its business at this site, and to mitigate the cost of assessments for public infrastructure, all as determined by the City upon approval of the TIF Plan. (6) The Developer must continue operation of the Minimum Improvements as a "Qualified Facility" for at least five years after the Benefit Date (defined hereinafter), subject to the continuing obligation described in Section 10.3 of this Agreement. The term Qualified Facility means a distribution, warehouse or manufacturing facility, including office space necessary for and related to those activities, all within the meaning of Section 469.176, subd. 4c of the TIF Act. The improvements will be a Qualified Facility as long as the Minimum Improvements are operated by Developer or a tenant for the aforementioned qualified uses. During any period when the Minimum Improvements are vacant and not 84 operated for the aforementioned qualified uses, the Minimum Improvements will not constitute a Qualified Facility. (7) The Developer does not have a parent corporation. (8) The Developer has not received, and does not expect to receive, financial assistance from any other "grantor" as defined in the Business Subsidy Act, in connection with the Development Property or the Minimum Improvements. (b) Job and Wage Goals. The "Benefit Date" of the assistance provided in this Agreement is the earlier of the date of issuance of a certificate of completion for the Minimum Improvements or the date the Minimum Improvements are occupied by Developer or a tenant of Developer. Within two years after the Benefit Date (the "Compliance Date"), the Developer shall (i) create at least 8 new full-time equivalent jobs on the Development Property, and (ii) cause the average hourly wage of the 8 created jobs to be at least $15 per hour, exclusive of benefits. Notwithstanding anything to the contrary herein, if the wage and job goals described in this paragraph are met by the Compliance Date, those goals are deemed satisfied despite the Developer's continuing obligations under Sections 3.4(a)(6) and 3.4(d). The City may, after a public hearing, extend the Compliance Date by up to one year, provided that nothing in this section will be construed to limit the City's legislative discretion regarding this matter. (c) Remedies. If the Developer fails to meet the goals described in Section 3.4(a)(3), the Developer shall repay to the City upon written demand from the City a "pro rata share" of the Public Development Costs together with interest on that amount at the implicit price deflator as defined in the Business Subsidy Act, accrued from the date of substantial completion of the Minimum Improvements to the date of payment. The term "pro rata share" means percentages calculated as follows: (i) if the failure relates to the number of jobs, the jobs required less the jobs created, divided by the jobs required; (ii) if the failure relates to wages, the number of jobs required less the number of jobs that meet the required wages, divided by the number of jobs required; (iii) if the failure relates to maintenance of the facility as a Qualified Facility in accordance with Section 3.4(a)(6), 60 less the number of months of operation as a Qualified Facility (where any month in which the Qualified Facility is in operation for at least 15 days constitutes a month of operation), commencing on the Benefit Date and ending with the date the Qualified Facility ceases operation as determined by the City Representative, divided by 60; and (iv) if more than one of clauses (i) through (iii) apply, the sum of the applicable percentages, not to exceed 100%. Nothing in this Section shall be construed to limit the City's remedies under Article IX hereof. In addition to the remedy described in this Section and any other remedy available to the 85 City for failure to meet the goals stated in Section 3.4(a)(3), the Developer agrees and understands that it may not a receive a business subsidy from the City or any grantor (as defined in the Business Subsidy Act) for a period of five years from the date of the failure or until the Developer satisfies its repayment obligation under this Section, whichever occurs first. (d) Reports. The Developer must submit to the City a written report regarding business subsidy goals and results by no later than February 1 of each year, commencing February 1, 2008 and continuing until the later of (i) the date the goals stated Section 3.4(a)(3) are met; (ii) 30 days after expiration of the period described in Section 3.4(a)(6); or (iii) if the goals are not met, the date the subsidy is repaid in accordance with Section 3.4(c). The report must comply with Section 116J.994, subdivision 7 of the Business Subsidy Act. The City will provide information to the Developer regarding the required forms. If the Developer fails to timely file any report required under this Section, the City will mail the Developer a warning within one week after the required filing date. If, after 14 days of the postmarked date of the warning, the Developer fails to provide a report, the Developer must pay to the City a penalty of $100 for each subsequent day until the report is filed. The maximum aggregate penalty payable under this Section is $1,000. Section 3.5. Payment of Administrative Costs. The Developer agrees to pay "Administrative Costs," which term means out of pocket costs incurred by the City together with staff costs of the City, all attributable to or incurred in connection with the negotiation and preparation of this Agreement, the TIF Plan, and other documents and agreements in connection with the development of the Development Property. At Developer's request, but no more often than monthly, the City will provide Developer with a written report including invoices, time sheets or other comparable evidence of expenditures for Administrative Costs. The Developer shall reimburse the City for such expenditures within 15 days after receipt of such written report. (The remainder of this page is intentionally left blank.) ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements. The Developer agrees that it will construct the Minimum Improvements on the Development Property in accordance with the approved Construction Plans and will 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 closing on conveyance of the Development Property in accordance with the Purchase Agreement, the Developer shall submit to the City completed Construction Plans. The Construction Plans shall provide for the construction of the Minimum Improvements and shall be in conformity with the Development Plan, the TIF Plan, this Agreement, the Purchase Agreement, and all applicable State and local laws and regulations. The City will approve the Construction Plans in writing if. (i) the Construction Plans conform to the terms and conditions of this Agreement; (ii) the Construction Plans conform to the goals and objectives of the Purchase Agreement and the Development 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 Developer for construction of the Minimum Improvements; and (vi) no Event of Default has occurred. No approval by the City shall relieve the Developer of the obligation to comply with the terms of this Agreement, the Purchase Agreement or of the Development Plan, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the Minimum Improvements in accordance therewith. No approval by the City shall constitute a waiver of an Event of Default. If approval of the Construction Plans is requested by the Developer in writing at the time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the City, in whole or in part. Such rejections shall set forth in detail the reasons therefore, and shall be made within 30 days after the date of their receipt by the City. If the City rejects any Construction Plans in whole or in part, the Developer shall submit new or corrected Construction Plans within 30 days after written notification to the Developer 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 City. The City'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 City's satisfaction with the provisions of this Agreement relating thereto. (b) If the Developer desires to make any material change in the Construction Plans after their approval by the City, the Developer shall submit the proposed change to the City for its approval. If the Construction Plans, as modified by the proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such previously approved Construction Plans, the City shall approve the proposed change and notify the Developer in writing of its approval. Such change in the Construction Plans shall, in any event, be deemed 87 approved by the City unless rejected, in whole or in part, by written notice by the City to the Developer, 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 City's approval of any such change in the Construction Plans will not be unreasonably withheld. Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable Delays, the Developer must commence construction of the Minimum Improvements by no later than 90 days after Closing on conveyance of the Development Property. Subject to Unavoidable Delays, the Developer must substantially complete construction of the Minimum Improvements by December 31, 2007. All work with respect to the Minimum Improvements to be constructed or provided by the Developer on the Development Property shall be in conformity with the Construction Plans as submitted by the Developer and approved by the City. Notwithstanding anything to the contrary herein, Developer acknowledges that the minimum market value of the Development Property specified in the Assessment Agreement under Section 6.3 will be effective as of January 2, 2008, regardless of the state of completion of the Minimum Improvements as of that date. The Developer agrees for itself, its successors and assigns, and every successor in interest to the Development Property, or any part thereof, that the Developer, and such successors and assigns, shall promptly begin and diligently prosecute to completion the Development of the Development 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. Subsequent to conveyance of the Development Property, or any part thereof, to the Developer, and until construction of the Minimum Improvements has been completed, the Developer shall make reports, in such detail and at such times as may reasonably be requested by the City, as to the actual progress of the Developer with respect to such construction. Section 4.4. Certificate of Completion. (a) Promptly after substantial completion of the Minimum Improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Developer to construct the Minimum Improvements (including the dates for beginning and completion thereof), the City will furnish the Developer with a Certificate of Completion in substantially the form provided in Schedule B. Such certification by the City shall be (and it shall be so provided in the deed and in the certification itself) a conclusive determination of satisfaction and termination of the agreements and covenants in the Agreement and in the deed with respect to the obligations of the Developer, and its successors and assigns, to construct the Minimum Improvements and the dates for the beginning and completion thereof. Such certification and such determination shall not constitute evidence of compliance with or satisfaction of any obligation of the Developer to any Holder of a Mortgage, or any insurer of a Mortgage, securing money loaned to finance the Minimum Improvements, or any part thereof. (b) The certificate provided for in this Section 4.4 of this Agreement shall be in such form as will enable it to be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Development Property. If the City shall refuse or fail to provide any certification in accordance with the provisions of this Section 4.4 of this Agreement, the City shall, within thirty (30) days after written request by the Developer, provide the Developer with a 88 written statement, indicating in adequate detail in what respects the Developer 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 City, for the Developer to take or perform in order to obtain such certification. (c) The construction of the Minimum Improvements shall be deemed to be commenced upon beginning of excavation for the building, and shall be deemed to be substantially completed when the Developer has received a certificate of occupancy issued by the City for the Minimum Improvements. Section 4.5. Public Improvements. (a) The City has caused to be constructed certain improvements adjacent to the Development Property, as provided in Section 2.2.1.2.2 of the Purchase Agreement. These improvements include streets, water, sewer and storm sewer utilities, and soil correction (such activities are collectively referred to as the "Public Improvements"). The Public Improvements have been constructed in accordance with plans and specifications approved by the City Council on file in city hall. (b) The Developer agrees and understands that the cost of Public Improvements will be specially assessed against the Development Property by the City. The Developer consents to such special assessments against the Development Property (the "Special Assessments") in an amount not to exceed the cost allocable to the Development Property, amortized over a term of ten years beginning in taxes payable year 2008, and further agrees: (i) to waive notice of hearing and hearing pursuant to Minn. Stat. Section 429.031, on the Public Improvements and notice of hearing and hearing on the Special Assessments levied to finance the Public Improvements pursuant to Minn. Stat. Section 429.061; (ii) to waive the right to appeal the levy of the Special Assessments in accordance with this Agreement pursuant to Minn. Stat. Section 429.081, or reapportionment thereof upon land division pursuant to Min. Stat. Section 429.071, Subd. 3, or otherwise. (iii) to waive any other requirements of Minn. Stat., Chapter 429 with which the City does not comply. (iv) that the increase in fair market value of the Development Property resulting from construction of the Public Improvements will be at least equal to the principal amount to be assessed hereunder (an amount not to exceed $ ), and that such increase in fair market value is a special benefit to the Development Property; (v) that assessment of the cost of the Public Improvements against the Development Property is reasonable, fair and equitable and there are no other properties against which such cost should be assessed; and (vi) to waive notice and right to appeal reapportionment of such Special Assessments upon land division pursuant to Minn. Stat., Section 429.071, Subd. 3. 89 Notwithstanding anything to the contrary herein, the waivers stated in this Section are effective only for Special Assessments up to the amount described above. (The remainder of this page is intentionally left blank.) a ARTICLE V Insurance Section 5.1. Insurance. The Developer 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 City, furnish the City with proof of payment of premiums on policies covering the following: (i) Builder's risk insurance, written on the so-called "Builder's Risk -- Completed Value Basis," in an amount equal to one hundred percent (100%) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on the so-called "all risk" form of policy. The interest of the City shall be protected in accordance with a clause in form and content satisfactory to the City; (ii) Comprehensive general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations and contractual liability insurance) together with an Owner's Policy with limits against bodily injury and property damage of not less than $1,000,000 for each occurrence (to accomplish the above -required limits, an umbrella excess liability policy may be used); and (iii) Workers' compensation insurance, with statutory coverage. (b) Upon completion of construction of the Minimum Improvements and prior to the Termination Date, the Developer shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the request of the City 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 City as additional insureds. (iii) Such other insurance, including workers' compensation insurance respecting all employees of the Developer, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Developer may be self -insured with respect to all or any part of its liability for workers' compensation. 91 (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Developer that are authorized under the laws of the State to assume the risks covered thereby. Upon request, the Developer will deposit annually with the City 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 Developer and the City at least 30 days before the cancellation or modification becomes effective. In lieu of separate policies, the Developer may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Developer shall deposit with the City a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. (d) The Developer agrees to notify the City 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 Developer 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 Developer will apply the net proceeds of any insurance relating to such damage received by the Developer to the payment or reimbursement of the costs thereof. The Developer shall complete the repair, reconstruction and restoration of the Minimum Improvements, regardless of whether the net proceeds of insurance received by the Developer 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 Developer. (e) Notwithstanding anything to the contrary contained in this Agreement, in the event of damage to the Minimum Improvements in excess of $100,000 and the Developer fails to complete any repair, reconstruction or restoration of the Minimum Improvements within three years from the date of damage, the City may, at its option, terminate the Reimbursement Installments as provided in Section 9.2 hereof. If the City terminates the Reimbursement Installments, such termination shall constitute the City's sole remedy under this Agreement as a result of the Developer's failure to repair, reconstruct or restore the Minimum Improvements. Thereafter, the City shall have no further obligations to make any payments under the Reimbursement Installments. (f) The Developer and the City agree that all of the insurance provisions set forth in this Article V shall terminate upon the termination of this Agreement. Section 5.2. Subordination. Notwithstanding anything to the contrary contained in this Article V, the rights of the City with respect to the receipt and application of any proceeds of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a Mortgage approved pursuant to Article VII of this Agreement. (The remainder of this page is intentionally left blank.) 92 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes. Developer agrees for itself, its successors and assigns, that in addition to the obligation pursuant to statute to pay real estate taxes, it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Development Property and the Minimum Improvements. The Developer acknowledges that this obligation creates a contractual right on behalf of the City through the Termination Date to sue the Developer 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 in which the City is the prevailing party, the City shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 6.2. Review of Taxes. The Developer agrees that prior to the Termination Date it will not cause a reduction in the real property taxes paid in respect of the Development Property through: (a) willful destruction of the Development 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 otherwise provided in Section 5.1(e). The Developer also agrees that it will not, prior to the Termination Date, apply for a deferral of property tax on the Development Property pursuant to any law, or transfer or permit transfer of the Development Property to any entity whose ownership or operation of the property would result in the Development Property being exempt from real estate taxes under State law (other than any portion thereof dedicated or conveyed to the City or City in accordance with this Agreement). Section 6.3. Assessment Agreement. (a) Upon closing on conveyance of the Development Property to the Developer under the Purchase Agreement in accordance with Article III hereof, the Developer shall, with the City, execute an Assessment Agreement pursuant to Minnesota Statutes, Section 469.177, subd. 8, specifying an assessor's minimum Market Value for the Development Property and Minimum Improvements constructed thereon. The amount of the minimum Market Value shall be $ as of January 2, 2008 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 C. Nothing in the Assessment Agreement shall limit the discretion of the assessor to assign a market value to the property in excess of such assessor's minimum Market Value. The Assessment Agreement shall remain in force for the period specified in the Assessment Agreement. (The remainder of this page is intentionally left blank.) 93 ARTICLE VII Financing Section 7.1. Financing. (a) Before conveyance of the Development Property in accordance with the Purchase Agreement, the Developer shall submit to the City evidence of one or more commitments for mortgage financing which, together with committed equity for such construction, is sufficient for the construction of the Minimum Improvements. Such commitments may be submitted as short term financing, long term mortgage financing, a bridge loan with a long-term take-out financing commitment, or any combination of the foregoing. Such commitment or commitments for short term or long term mortgage financing shall be subject only to such conditions as are normal and customary in the mortgage banking industry. (b) If the City finds that the mortgage financing is sufficiently committed and adequate in amount to provide for the construction of the Minimum Improvements, then the City shall notify the Developer in writing of its approval. Such approval shall not be unreasonably withheld and either approval or rejection shall be given within thirty (30) days from the date when the City is provided the evidence of financing. A failure by the City to respond to such evidence of financing shall be deemed to constitute an approval hereunder. If the City rejects the evidence of financing as inadequate, it shall do so in writing specifying the basis for the rejection. In any event the Developer shall submit adequate evidence of financing within thirty (30) days after such rejection. Approval of any subordination agreement under Section 7.3 hereof will constitute approval of financing for the purposes of this Section. Section 7.2. City's Option to Cure Default on Mortgage. In the event that there occurs a default under any Mortgage authorized pursuant to Article VII of this Agreement, the Developer shall cause the City to receive copies of any notice of default received by the Developer from the holder of such Mortgage. Thereafter, the City shall have the right, but not the obligation, to cure any such default on behalf of the Developer within such cure periods as are available to the Developer under the Mortgage documents. In the event there is an event of default under this Agreement, the City will transmit to the Holder of any Mortgage a copy of any notice of default given by the City pursuant to Article IX of this Agreement. Section 7.3. Subordination and Modification for the Benefit of Mortgagee. In order to facilitate the Developer obtaining financing for purchase of the Development Property and for construction of the Minimum Improvements according to the Construction Plans, the City agrees to subordinate its rights under this Agreement, provided that (a) such subordination shall be subject to such reasonable terms and conditions as the City and Holder mutually agree in writing, (b) the City's obligation to subordinate is contingent on the City's approval of the financing in accordance with Section 7.1 hereof, and (c) in no event will the City subordinate its rights under the Assessment Agreement described in Section 6.3 hereof. all ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development. The Developer represents and agrees that its purchase of the Development Property or portions thereof, and its other undertakings pursuant to the Agreement and Purchase Agreement, are, and will be used, for the purpose of Development of the Development Property and not for speculation in land holding. Section 8.2. Prohibition Against Developer's Transfer of Property and Assignment of Agreement. The Developer represents and agrees that until the Termination Date: (a) Except only by way of security for, and only for, the purpose of obtaining financing necessary to enable the Developer or any successor in interest to the Development Property, or any part thereof, to perform its obligations with respect to making the Minimum Improvements under this Agreement, and any other purpose authorized by this Agreement, the Developer 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 the Agreement or the Development Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, without the prior written approval of the City unless the Developer remains liable and bound by this Development Agreement in which event the City's approval is not required. Any such transfer shall be subject to the provisions of this Agreement. (b) In the event the Developer, upon transfer or assignment of the Development Property or any portion thereof, seeks to be released from its obligations under this Development Agreement as to the portions of the Development Property that is transferred or assigned, the City 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 City, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Developer as to the portion of the Development Property to be transferred. (ii) Any proposed transferee, by instrument in writing satisfactory to the City and in form recordable among the land records, shall, for itself and its successors and assigns, and expressly for the benefit of the City, have expressly assumed all of the obligations of the Developer under this Agreement as to the portion of the Development Property to be transferred and agreed to be subject to all the conditions and restrictions to which the Developer is subject as to such portion; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Development Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so 95 agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the City) deprive the City of any rights or remedies or controls with respect to the Development Property 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 Development 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 City of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the Minimum Improvements that the City would have had, had there been no such transfer or change. In the absence of specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer, or any other party bound in any way by this Agreement or otherwise with respect to the construction of the Minimum Improvements, 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 Development Property governed by this Article VIII, shall be in a form reasonably satisfactory to the City. In the event the foregoing conditions are satisfied then the Developer shall be released from its obligation under this Agreement, as to the portion of the Development Property that is transferred, assigned or otherwise conveyed. Section 8.3. Release and Indemnification Covenants. (a) The Developer releases from and covenants and agrees that the City and the governing body members, officers, agents, servants and employees thereof shall not be liable for and agrees to indemnify and hold harmless the City and the governing body members, officers, agents, servants and employees thereof against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Minimum Improvements. (b) Except for any willful misrepresentation or any willful or wanton misconduct of the following named parties, the Developer agrees to protect and defend the City and the governing body members, officers, agents, servants and employees thereof, now or forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Minimum Improvements. (c) The City and the governing body members, officers, agents, servants and employees thereof shall not be liable for any damage or injury to the persons or property of the Developer or its officers, agents, servants or employees or any other person who may be about the Development Property or Minimum Improvements due to any act of negligence of any person. M (d) All covenants, stipulations, promises, agreements and obligations of the City contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City and not of any governing body member, officer, agent, servant or employee of the City in the individual capacity thereof. (The remainder of this page is intentionally left blank.) 97 ARTICLE IX Events of Default Section 9.1. Events of Default Defined. The following shall be "Events of Default" under this Agreement and the term "Event of Default" shall mean, whenever it is used in this Agreement (unless the context otherwise provides): (a) any failure by any party to observe or perform any other covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement or under any other agreement entered into between the Developer and the City or City in connection with development of the Development Property; and (b) any default by Developer under a Mortgage, if any. Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs, the non -defaulting party may exercise its rights under this Section 9.2 after providing thirty days written notice to the defaulting party of the Event of Default, but only if the Event of Default has not been cured within said thirty days or, if the Event of Default is by its nature incurable within thirty days, the defaulting party does not provide assurances reasonably satisfactory to the non -defaulting party that the Event of Default will be cured and will be cured as soon as reasonably possible: (a) Suspend its performance under the Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under the Agreement. (b) Cancel and rescind or terminate the Agreement or the Reimbursement Installments. (c) Take whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant under this Agreement. (d) Notwithstanding anything to the contrary herein, in the case of defaults by Developer described in Section 3.8, the City has the additional remedies specified therein, subject to the qualification described in Section 10.3. Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the City or Developer is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the City 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. (The remainder of this page is intentionally left blank.) ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; City Representatives Not Individually Liable. The City and the Developer, to the best of their respective knowledge, represent and agree that no member, official, or employee of the City shall have any personal interest, direct or indirect, in the Agreement, nor shall any such member, official, or employee participate in any decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official, or employee of the City shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or City or for any amount which may become due to the Developer or successor or on any obligations under the terms of the Agreement. Section 10.2. Equal Employment OpportunitX. The Developer, 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 Developer agrees that until the Termination Date, the Developer, and such successors and assigns, shall use the Development Property and the Minimum Improvements thereon only as a Qualified Facility, provided that after expiration of the five-year period described in Section 3.8(c) (or the comparable five-year period under any subsequent business subsidy agreement described in Section 3.9), the repayment remedy described in Section 3.8(d) may not be imposed on Developer for default under this Section, and City is limited to any other remedies available under Article IX hereof. Further, until the Termination Date the Developer 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 Development Property or any improvements erected or to be erected thereon, or any part thereof. Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Development 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; and 100 (a) in the case of the Developer, is addressed to or delivered personally to the Developer at Fraser Building Limited Partnership, 16455 Ringer Road, Wayzata, MN 55391; and (b) in the case of the City, is addressed to or delivered personally to the City at City of Albertville, 5959 Main Avenue NE, P.O. Box 9, Albertville, Minnesota 55301, Attn: City Administrator; or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. Section 10.7. 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 City may record this Agreement and any amendments thereto with the County recorder. The Developer shall pay all costs for recording. Section 10.9. Amendment. This Agreement may be amended only by written agreement approved by the City and the Developer. Section 10.10. City Approvals. Unless otherwise specified, any approval required by the City under this Agreement may be given by the City Representative. Section 10.11. Termination. This Agreement terminates on the Termination Date. Within 30 days after the Termination Date, the City will deliver to Developer a written release in recordable form satisfactory to Developer, evidencing termination of this Agreement. Section 10.12. Choice of Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the state of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. (The remainder of this page is intentionally left blank.) 101 IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its name and behalf and its seal to be hereunto duly affixed and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. CITY OF ALBERTVILLE, MINNESOTA By Its Mayor By Its City Administrator STATE OF MINNESOTA) ) SS. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of 2007, by and , the Mayor and Administrator of the City of Albertville, Minnesota, a Minnesota municipal corporation, on behalf of the City. Notary Public 102 FRASER BUILDING LIMITED PARTNERSHIP By Its STATE OF ) ) SS. COUNTY OF The foregoing instrument was acknowledged before me this day of , 2007 by , the of Fraser Building Limited Partnership, a Minnesota limited partnership, on behalf of the partnership. Notary Public 103 SCHEDULE A DESCRIPTION OF DEVELOPMENT PROPERTY 104 SCHEDULE B CERTIFICATE OF COMPLETION The undersigned hereby certifies that Fraser Building Limited Partnership (the "Redeveloper") has fully complied with its obligations under Articles III and IV of that document titled "Contract for Private Development," dated , 2007 between the City of Albertville, Minnesota and the Developer (the "Agreement"), with respect to construction of the Minimum Improvements in accordance with Article IV of the Agreement, and that the Developer is released and forever discharged from its obligations with respect to construction of the Minimum Improvements under Articles III and IV of the Agreement. Dated: ,20 . CITY OF ALBERTVILLE, MINNESOTA IIm City Representative 105 SCHEDULE C ASSESSMENT AGREEMENT and ASSESSOR'S CERTIFICATION By and Between CITY OF ALBERTVILLE, MINNESOTA and FRASER BUILDING LIMITED PARTNERSHIP This Document was drafted by: KENNEDY & GRAVEN, Chartered 470 U.S. Bank Plaza Minneapolis, Minnesota 55402 106 ASSESSMENT AGREEMENT THIS AGREEMENT, made on or as of the day of , 2007, and between the City of Albertville, Minnesota, a Minnesota municipal corporation (the "City") and Fraser Building Limited Partnership, a Minnesota limited partnership (the "Developer"). WITNESSETH, that WHEREAS, on or before the date hereof the City and the Developer have entered into a Contract for Private Development dated , 2007 (the "Development Contract"), pursuant to which the City is to facilitate development of certain property in the City hereinafter referred to as the "Property" and legally described in Exhibit A hereto; and WHEREAS, pursuant to the Development Contract the Developer is obligated to construct certain improvements upon the Property (the "Minimum Improvements"); and WHEREAS, the City and the Developer desire to establish a minimum market value for the Property and the manufacturing facility constructed thereon, pursuant to Minnesota Statutes, Section 469.177, Subdivision 8; and WHEREAS, the City and the Assessor for the County (the "Assessor") have reviewed the preliminary plans and specifications for the manufacturing facility 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 the Property described in Exhibit A, together with the Minimum Improvements thereon, for ad valorem tax purposes, shall be $ as of January 2, 2008 and each January 2 thereafter notwithstanding the progress of construction of such Minimum Improvements by such dates. 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 City of the final payment from the County of Tax Increments from TIF District No. 13; or (b) The date when the Qualified Costs (as defined in the Development Contract) have been paid in full or terminated in accordance with the resolution set forth in Schedule C of the Development Contract. The event referred to in Sections 2(b) of this Agreement shall be evidenced by a certificate or affidavit executed by the City. 3. This Agreement shall be promptly recorded by the City. The Developer shall pay all costs of recording. 107 4. Neither the preambles nor provisions of this Agreement are intended to, nor shall they be construed as, modifying the terms of the Development 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 manufacturing facility thereon, 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. 108 CITY OF ALBERTVILLE, MINNESOTA Its Mayor Its City Administrator STATE OF MINNESOTA ) SS. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007 by and the City of Albertville, Minnesota, on behalf of the City. the Mayor and Administrator of Notary Public 109 FRASER BUILDING LIMITED PARTNERSHIP By Its STATE OF MINNESOTA ) SS. COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2007 by , the of Fraser Building Limited Partnership, a Minnesota limited partnership, on behalf of the partnership. Notary Public 110 CERTIFICATION BY COUNTY 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. County Assessor for the County of Wright STATE OF MINNESOTA ) ss COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this _ day of 2007 by , the County Assessor of the County of Wright. Notary Public 111 EXHIBIT A of ASSESSMENT AGREEMENT Legal Description of Property 112 A�lbertvilli:if TO: Mayor and City Council FROM: John Middendorf DATE: June 11, 2007 RE: Stabilization Pond Abandonment REQUEST FOR COUNCIL ACTION BACKGROUND Abandonment of Pond No. 2 is part of Albertville's Wastewater Treatment Plant Permit. Pond No. 2 was kept out of the Treatment Plant Expansion Project. Staff knew it would need Pond No. 2 for storage during construction. Task 1 — Design Phase ■ Collection of all necessary information ■ Preparation of plans and specifications ■ Submittal of plans and specifications to MPCA and City Task 2 — Bid Phase ■ Incorporate all City and MPCA requirements ■ Advertise and Receive Bids in Conjunction with City Staff Bolton & Menk, Inc. proposes to provide engineering services in accordance with the following schedule of fees: 1. Total cost for engineering services for Task 1 — Design Phase, as an hourly not to exceed amount of $5,000. 2. Total cost for engineering services for Task 2 — Bid Phase, as an hourly The following schedule is proposed for completion of the project. Task Time 1 —Design Phase 4 weeks 2 — Report Phase 4 weeks RECOMMENDATION To accept Bolton & Menk, Inc.'s Proposal to Design and Bid the Pond No. 2 Abandonment and Decommission project using funds from Wastewater. 113 This page left blank on purpose. 114 BO L_TON & M F== N K , I NC_ Consulting Engineers & Surveyors 7533 Sunwood Drive • Suite 206 • Ramsey, MN 55303 Phone (763) 433-2851 • FAX (763) 427-0833 June 8, 2007 Mr. John Middendorf City of Albertville, MN 5959 Main Ave NE PO BOX 9 Albertville, MN 55301 RE: Stabilization Pond Abandonment Albertville, MN Dear Mr. Middendorf: Thank you for considering Bolton & Menk, Inc. to provide design, plans and specifications of the Stabilization Pond Abandonment and Decommissioning Project for the City of Albertville, MN. In accordance with your request, we are pleased to present you with this proposal to provide engineering services to the City for completing the stabilization pond abandonment and decommissioning as required by your NPDES Permit. Based on our discussions with you and your staff, the project will consist of the following major components: • Preparation of Plans and Specifications of Pond Decommissioning • Submittal and coordination of approval with the MPCA • Administration of the Bidding Process We have identified two work tasks necessary to complete the major work components described above. A summary of each task is described below. Task 1 — Design Phase ■ Collection of all necessary information ■ Preparation of plans and specifications ■ Submittal of plans and specifications to MPCA and City Task 2 — Bid Phase Incorporate all City and MPCA requirements Advertise and Receive Bids in Conjunction with City Staff 115 Bolton & Menk, Inc. proposes to provide engineering services in accordance with the following schedule of fees: Total cost for engineering services for Task 1 — Design Phase, as an hourly not to exceed amount of $5,000. 4. Total cost for engineering services for Task 2 — Bid Phase, as an hourly The following schedule is proposed for completion of the project. Task Time 1 —Design Phase 4 weeks 2 — Report Phase 4 weeks The intent of the dedicated time periods is to allow for staff participation and information gathering as required. We are flexible in our schedule and would work with the City to accommodate any particular scheduling needs we may be unaware of. Paul Saffert will be serving as the Project Manager for this project. Paul is familiar with the wastewater system in Albertville and I will serve as Client Service Manager for this project, staying informed of Bolton & Menk's project progress and the Cities needs throughout the project. We look forward to working with you and your staff on this project, and we appreciate the City of Albertville for considering Bolton & Menk, Inc. If you need any additional information or have any questions regarding this proposal, please do not hesitate to contact either Paul or myself. Sincerely, BOLTON & MENK, INC. Adam Nafstad, P.E. Project Manager PLS cc: Larry Kruse, City of Albertvile Paul Saffert, Bolton & Menk, Inc. Robert Brown, Bolton & Menk, Inc. 116 Memo To: Albertville City Council; Larry Kruse, City Administrator From: Mike Couri, City Attorney Date: June 13, 2007 Re: Building Code —Fire Suppression Sprinklers. As was discussed at the last meeting, when the City adopted its current City Code in 2005, the fire sprinkler provision was inadvertently adopted. The code provision adopted was the least restrictive, requiring sprinkling only in new buildings and additions to buildings. At the last meeting, the question arose as to which option the City should consider if it begins to enforce the sprinkler provision. The sections at issue are Minnesota Rule Section 1306.0030 E1 and E2. Both require the installation of sprinklers in multi -family residential structures, with the E2 option being the least restrictive (does not require installation in smaller multi -family buildings). Jon Sutherland can explain the difference between the two options to the Council better than I can. On the agenda are three different options related to this issue. Option one is to adopt the attached resolution which directs City Staff to enforce the current code section requiring sprinklers. Our current Code adopted the E2, or least restrictive option. Option two is to adopt the attached ordinance which repeals the sprinkler provision of our Code. This would essentially keep the status quo as City staff have not been enforcing the sprinkler provision of the Code. Finally, option three modifies our current Code by choosing option E1, the more restrictive sprinkler option for multiple family housing. 117 This page left blank on purpose. 118 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA ORDINANCE 2007-xx AN ORDINANCE AMENDING THE ALBERTVILLE CITY CODE RELATING TO ADOPTION OF THE BUILDING CODE THE CITY COUNCIL OF THE CITY OF ALBERTVILLE DOES ORDAIN AS FOLLOWS: Section 1. The Albertville City Code Title 10, Chapter 2, Section I.B. is hereby amended to read as follows: B. The Minnesota state building code, established pursuant to Minnesota statutes sections 1613.59 to 1613.75, allows the city to adopt by reference and enforce certain optional chapters of the most current edition of the Minnesota state building code. The following optional provisions identified in the most current edition of the state building code are hereby adopted and incorporated as part of the building code for the city: None. Section 2. This Amendment shall be effective upon its passage and publication. ADOPTED BY THE CITY COUNCIL ON JUNE 18, 2007 Ron Klecker, Mayor ATTEST: Bridget Miller, Clerk 119 This page left blank on purpose. 120 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA ORDINANCE 2007-xx AN ORDINANCE AMENDING THE ALBERTVILLE CITY CODE RELATING TO ADOPTION OF THE BUILDING CODE THE CITY COUNCIL OF THE CITY OF ALBERTVILLE DOES ORDAIN AS FOLLOWS: Section 1. The Albertville City Code Title 10, Chapter 2, Section 1.13. is hereby amended to read as follows: B. The Minnesota state building code, established pursuant to Minnesota statutes sections 16B.59 to 16B.75, allows the city to adopt by reference and enforce certain optional chapters of the most current edition of the Minnesota state building code. The following optional provisions identified in the most current edition of the state building code are hereby adopted and incorporated as part of the building code for the city: sections 1306,1306.0020, subpart 3, 1306.0030 E(1). Section 2. This Amendment shall be effective upon its passage and publication. ADOPTED BY THE CITY COUNCIL ON JUNE 18, 2007 Ron Klecker, Mayor ATTEST: Bridget Miller, Clerk 121 This page left blank on purpose. 122 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA RESOLUTION NO. 2007-xx RESOLUTION DIRECTING CITY STAFF TO ENFORCE MINNESOTA RULES SECTION 1306 RELATING TO THE INSTALLATION OF FIRE SUPPRESSION SPRINKLERS WHEREAS, the Albertville City Council has, in 2004, adopted the Minnesota State Building Code ("Building Code") without adopting section 1306 of the Building Code; and WHEREAS, in 2005, the City codified all of its ordinances, including the ordinance adopting the Building Code, but in doing so inadvertently adopted Section 1306; and WHEREAS, City Staff was unaware of the erroneous adoption of Section 1306 until May, 2007; and WHEREAS, City Staff has not been enforcing Section 1306 of the Building Code; and WHEREAS, the City Council now desires to have City Staff enforce Section 1306 of the Building Code as adopted in the City Code in 2005; NOW THEREFORE BE IT RESOLVED that the City Council of City of Albertville, Minnesota does hereby direct City Staff to begin enforcing Section 1306 of the Building Code. Passed by the Albertville City Council on the 18th day of June, 2007. CITY OF ALBERTVILLE Ron Klecker, Mayor Bridget Miller, City Clerk 123 This page left blank on purpose. 124 Albertville Fire Department P.O. Box 56 • Albertville, MN 55301 • (763) 497-4836 • Fax: (763) 497-7474 June 12, 2007 Albertville Mayor and City Council P. O. BOX 9 Albertville, MN 55301 Dear Mayor and Council: Following the June 4, 2007 Council meeting, I contacted Elk River Fire Chief Bruce West and Buffalo Fire Chief Robin Barfknecht. Both Elk River and Buffalo have not adopted the NFPA 1306 Fire Code for Sprinkered Systems. West and Barfknechtl reported they are considering adopting the 1306 Fire Code. Sincerely, Tate Mills Albertville Fire Chief TM:bmm 125 This page left blank on purpose. 126 NORTHWEST ASSOCIATED CONSULTANTS, INC. 4800 Olson Memorial Highway, Suite 202, Golden Valley, MN 55422 Telephone: 763.231.2555 Facsimile: 763.231.2561 planners@nacpianning.com MEMORANDUM TO: Larry Kruse, City Administrator FROM: Cassie Schumacher-Georgopoulos / Alan Brixius DATE: June 14, 2007 RE: Albertville — Barthel's Industrial Park 2nd Addition Final Plat NAC FILE: 163.05 — 06.15 BACKGROUND The City of Albertville has submitted an application for final plat of the Barthel's Industrial Park 2nd Addition in the 1-1, "Limited Industrial" District. The plat includes approximately 22 acres of land on the north and south side of 52nd Street NE and the corner of Marlowe Avenue. The land includes Lots 7, 10, 11 and 14 of Block 2 and Lots 1 and 2 of Block 10 all in the original Barthel's Industrial Park, a portion of Lot 9 Block 2 of Barthel's Industrial Park, and a part of Mackenzie Avenue NE which is to be vacated. The proposed plat is to subdivide the areas north of 52nd Street NE into three lots and one outlot, and the land south of 52nd Street NE into two lots and one outlot. The original final plat was heard by the Council December 4, 2006. The revised final plat has been submitted to reflect the changes of Block 1 Lot 1 and the Fraser Steel driveway off of 52nd Street. Attached for reference Exhibit A Legal Description Exhibit B Lot 1, Block 1 Barthel's Industrial Park 2nd Addition Exhibit C Lot 1, Block 1 Barthel's Industrial Park 2nd Addition Driveway Detail Exhibit D Preliminary Plat Exhibit E Final Plat ISSUE ANALYSIS Zoning. The area proposed for Barthel's Industrial Park 2nd Addition is zoned 1-1 `Limited Industrial' and shall remain zoned 1-1. 127 Final Plat The plat includes the combination of seven lots into 5 lots on four blocks and two outlots. The area north of 52nd Street consists of the following lots and the strike -outs illustrate the changes in lot size: Lot 1, Block 1 (Fraser Steel) _ ^.yes 4.63 acres Lot 2, Block 1 = 2._-14 aGrej 2.18 acres Lot 1, Block 2 = 3.30 ages 3.21 acres Outlot A = 327-yes 3.15 acres Lot 1, Block 1 is designed to allow the expansion of the current Frasier Steel lot and to provide access onto 52nd Street from the expansion. In order for the plat to proceed a signed purchase agreement from Frasier Steel is required along with a signature line for them on the final plat. Lot 1, Block 2 contains a portion of Mackenzie Avenue NE which is to be vacated. Outlot A separates the Lot 1 and 2, Block 1 from Lot, 1 Block. Two wetlands are contained within Outlot A and shall be protected by the creation of the outlot and the required thirty (30) foot setback, which is shown on the plan. The area south of 52nd Street consists of the following lots: Lot 1, Block 3 = 1.77 acres Lot 1, Block 4 = 1.41 acres Outlot B = 5.50 acres Outlot B separated the two lots due to the large wetland contained in the outlot. The plat illustrated that the wetland will be protected by the required thirty (30) foot setback in all locations. The lot size requirements of the 1-1 District varies by the criteria for parking, loading, minimum yards and setback requirements and building coverage. All lots, as described above, are greater than one acre. All proposed lots meet the minimum width requirement of 100 feet for interior lots or 120 feet for corner lots. The plat also shows the lot setback requirements for all lots, and in some cases the drainage and utility easement will dictate the actual setbacks for developments. Site and building plan reviews will be required for all new developments in the Barthel's Industrial Park 2nd Addition. RECOMMENDATION Based on the review of the submitted plats, we believe the proposed Barthel's Industrial Park 2nd Addition meets the requirements of the 1-1 District; therefore, our office recommends approval of the final plat with the following condition(s): 128 1. Frasier Steel shall submit a signed purchase agreement for the expansion of Lot 1, Block 1 prior to the plat being finalized. 2. A signature line shall be added to the final plat for Frasier Steel. 3. Site and building plan reviews will be required for all new developments in the Barthel's Industrial Park 2d Addition. Pc Mike Couri Bridget Miller Adam Nafstad Jon Sutherland Frazer Building Limited Partnership PO Box 160 Albertville, MN 55301 129 This page left blank on purpose. 130 CITY OF ALBERTVILLE WRIGHT COUNTY STATE OF MINNESOTA RESOLUTION NO. 2007 RESOLUTION APPROVING BARTHEL'S INDUSTRIAL PARK 2ND ADDITION FINAL PLAT WITHIN THE CITY OF ALBERTVILLE WHEREAS, The City of Albertville has submitted an application for Final Plat for the Barthel's Industrial Park 2"d Addition for City approval; and WHEREAS, the City Council considered the Final Plat and they agree with the recommendation of the Planning Commission and City staff, and WHEREAS, the Albertville City Council, reviewed the development application, and recommended approval of the final plat, with conditions outlined in the June 14, 2007 NAC planning report, as amended NOW, THEREFORE BE IT RESOLVED, that the City Council of Albertville, Minnesota hereby approves the Final Plat dated June 12, 2007 for Barthel's Industrial Park 2"d Addition subject to the attached Findings of Facts and Decisions. Findings of Fact: Based on review of the application and evidence received, the City Council now makes the following finding of fact and decision: A. The site is legally described as found on Exhibit A. B. The planning report dated June 14, 2007 from Northwest Associated Consultants is incorporated herein. D. The proposed plat can be accommodated with existing public services and will not overburden the City's service capacity. E. Traffic generated by the proposed plat is within capabilities of streets serving the property as proposed. F. The requirements of the Albertville Zoning Ordinance have been reviewed in relation to the proposed plat. G. The proposed actions have been considered in relation to the specific policies and provisions of and have been found to be consistent with the Comprehensive Plan. H. The proposed plat will be compatible with present and future land uses of the area. 131 I. The proposed use conforms to applicable Zoning Ordinance performance standards. J. The proposed plat will not tend to or actually depreciate the area in which it is proposed. Decision: Based on the foregoing information and applicable ordinances, the City Council APPROVES the Final Plat for Barthel's Industrial Park 2nd Addition based on the most current plans dated June 12, 2007 and information received to date subject to the following conditions: 1. Frasier Steel shall enter into a purchase agreement for the expansion of Lot 1, Block prior to the plat being finalized. 2. A signature line shall be added to the final plat for Frasier Steel. 3. Site and building plan reviews will be required for all new developments in the Barthel's Industrial Park 2°d Addition. Adopted by the Albertville City Council this 18th day of June 2007. Attest: By: City of Albertville Bridget Miller, City Clerk Ron Klecker, Mayor 132 a d ?pall:E: AQ� g yq�� q Mall, ,Iolii � A� is ri r�g�Fry[ � QQ�67e �rQQ �i Q� a tp 7i Qa}} r r N h1 ' O1 _� tT wO l� N Q wk` � a 1y CD l CD 4 ♦?, 7 ip FM to ell U u o -T2i, t n p a D O pm _ £ 6 rn m . � . Lo p it IS -n� t n3 iAo2.- -o" �° z i ° - tWi O opzrn � u Z 7 N O O r _ _.- - 4 mx » 1 6 Lft p � b m o �' � LA , :, a LA p s w s'h a o ®� „ � N oa °� ��o-s� ����'��• °cam +am �r 0 r. p CJ� p 4-p a C O (k fl C Cl s rr Cl p '� jJ (T' �. p t n O S 4 S4 Z 03 'm c� I 134 135 136 NORTHWEST ASSOCIATED CONSULTANTS, INC. 4800 Olson Memorial Highway, Suite 202, Golden Valley, MN 55422 Telephone: 763.231.2555 Facsimile: 763.231.2561 planners@nacplanning.com MEMORANDUM TO: Larry Kruse — City Administrator FROM: Cassie Schumacher-Georgopoulos DATE: May 22, 2007 RE: Albertville — Albertville Marketplace Final Plat NAC FILE: 163.06 — 06.15 BACKGROUND Phil Morris has submitted revised site improvement plans and revised architectural elevation plans per comments of the Albertville City Council on April 2, 2007. Also submitted with this application is the final plat. Attached for Reference Exhibit A Final Plat Exhibit B Building Elevation Calculation Exhibit C Color Elevation of Building A Exhibit D Color Elevation of Building B Exhibit E Existing Condition Exhibit F Preliminary Plat Exhibit G Site Plan Exhibit H Grading Plan Exhibit I Utility Plan Exhibit J Phase 1 Utility Plan Exhibit K Paving Plan Exhibit L Phase 1 Paving Plan Exhibit M Landscape Plan Exhibit N Detail Exhibit O Detail Exhibit P Detail Exhibit Q SWPPP Narrative and Notes Exhibit R SWPPP Notes and Details Exhibit S SWPPP Drainage Areas Exhibit T Lighting Plan 1 )7 Final Plat Zoning. The 12 acre sign is zoned B-3, Highway Commercial with a Planned Unit Development/Conditional Use Permit to allow flexibility to the district's requirements. The following table illustrates the size and use of each lot: Lots Square Feet Acres Use #1 89,430sgft 2.05ac Buildings A & B: Retail #2 66,250 sqft 1.52ac Building D: C-Store #3 27,108 sqft 0.62ac Building E: Bank #4 57,951 sqft 1.33ac Building F: Restaurant Outlot A 194,536 sqft 4.47ac Wetland Outlot B 7,121 sqft 0.16ac Dedicated to the City for a Lift Station Outlot C 26,415 sqft 0.61 ac Retention Pond Street A 32,939 sqft 0.76ac Public Road ROW 60th Street 19,698 sqft 0.45ac Right-of-way Dedication Total Land Area 521,448 sqft 11.97ac B-3 Zoning Drainage and Utility Easements. A ten foot drainage and utility easement is shown running through Lot 1 and across Lot 4 to the centerline of the private road. The Subdivision Ordinance requires that easements for drainage and utilities of at least ten feet (10) wide be provided on all lot lines; therefore, these easements shall be shown on the final plat. Cross Access Easements. The PUD/CUP allows for joint parking between the four lots. The cross easements shall be illustrated on the final plat or shall be documented and filed with the City Administrator and the Wright County Recorder. Park Dedication. Park land dedication fees in lieu of land shall be paid to the City in the amount of $47,560 as stated in the resolution for preliminary plat. Street Name. The width of Street A shall be provided on the Final Plat as required by the Zoning Ordinance. The name of Street A shall also be determined and included on the Final Plat prior to submission to the county. The name of Street A shall conform to the City's street naming system. Site Review Site Signage. The site plan indicates the addition of two 140 square foot monument signs located at the site entrance off of CSAH 37 and at the entrance from Street A. Lot 2 is allowed 60sgft per 100' of lot width. The average lot width on Lot 2 is 217ft which will allow for 130.2sgft of sign face. The monument sign proposed for Lot 2 and Lot 3 shall match the allowance. The submitted plan indicates both monument signs are located within Lot 2. However, Section 10-7-8.A.3 of the City Code allows only one 138 ground sign per lot. The applicant shall eliminate the proposed entrance ground sign and revise the signage plan to indicate one ground sign for each lot. Two 120 square foot pylon signs are proposed at the northwest and southwest corners of the site adjacent to Interstate 94. These proposed signs meet the requirements of the ordinance. The proposed signage plan also includes wall signs for each of the proposed retail uses within Buildings A and B. The submitted plans indicate that the proposed signage will be located on both the front and rear sides of the building. Wall signage shall not exceed 15 percent of the tenant bay fagade. As shown in the submitted plans, the walls signs are compliant with Code requirements. The site plans indicate the addition of several directional signs to accommodate traffic circulation throughout the site. The location of these traffic signs as well as the need for any additional traffic signs shall be subject to the review and approval of the City Engineer. Landscape Plan. The landscaping plan must be revised to indicate the number of each plant species proposed and the location of each species on the landscape plan. The landscaping shown along the north property line of Lots 1 and 2, the retaining walls, the landscape restoration of the stormwater pond in Outlot C, and the plantings along Street A and the private east/west street shall be installed during the initial construction of the site. The balance of the landscape plan shall be installed per lot with each individual site development. Trail. A trail connection is shown north of Building B of Lot 1, which will connected the development to a future trail proposed along the north property line. The trail requested by the City Council along the east side of Street A has not been shown on the plans. Building Elevation. The architect has submitted revised building elevation illustrating that the fronts of Buildings A and B will be 60% brick or stone and the rear of the buildings will 50% brick or stone. The proposed percentages of brick and store meeting the requirements set by the City and shall be observed on all building within the development. Recommendation Base on the review of the Final Plat and the update site plans, Staff recommends approval of the Final Plat based on the conditions found within the attached resolution. pc. Mike Couri, Larry Kruse, Bridget Miller, Adam Nafstad, Jon Sutherland Phil Morris and Development Team 139 This page left blank on purpose. 140 CITY OF ALBERTVILLE WRIGHT COUNTY, MINNESOTA RESOLUTION NO.: RESOLUTION APPROVING A FINAL PLAT FOR THE ALBERTVILLE MARKETPLACE LOCATED AT THE CORNER OF CSAH 37 AND INTERSTATE 94 WITHIN THE CITY OF ALBERTVILLE WHEREAS, Property owner Phil Morris and his development team have submitted an application for a final plat legally described as follows; and That part of the NE I/4 of the NE I/4 of Sec. 1, T. 120, R. 24, Wright County, Minnesota, lying Southerly of CSAH 37 and Northerly of Minnesota Highway Number 94. WHEREAS, City staff has reviewed submitted plans and prepared a planning report dated May 23, 2007; and WHEREAS, the Albertville City Council met on June 2, 2007 to consider the Albertville Marketplace Final Plat application; and WHEREAS, the Albertville City Council has received the Albertville Marketplace application, revised Developer plans dated March 1, 2007, staff review documents, and the Planning Commission recommendation, and agrees with the findings and recommendation of the Planning Commission. NOW, THEREFORE BE IT RESOLVED, that the City Council of Albertville, Minnesota hereby approves the final plat for the Albertville Marketplace subject to the attached Findings of Facts and Decision. Findings of Fact: Based on review of the evidence received, the City Council now makes the following finding of fact and decision: A. The site legally described as that part of the NE 1/4 of the NE 1/4 of Sec. 1, T. 120, R. 24, Wright County, Minnesota, lying Southerly of CSAH 37 and Northerly of Minnesota Highway Number 94. B. The planning report dated May 23, 2007 from Northwest Associated Consultants is incorporated herein. C. The proposed use can be accommodated with existing public services and will not overburden the City's service capacity. 141 D. Traffic generated by the proposed use is within capabilities of streets serving the property as proposed. E. The requirements of the Albertville Zoning Ordinance have been reviewed in relation to the proposed use. F. The proposed actions have been considered in relation to the specific policies and provisions of and have been found to be consistent with the Comprehensive Plan. G. The subject site is zoned B-3, Highway Commercial District. The proposed use is consistent with permitted uses within the B-3 District and will be compatible with present and future land uses of the surrounding area. H. The proposed use conforms to applicable Zoning Ordinance performance standards and approved planned unit development standards. I. The proposed use will not tend to or actually depreciate the area in which it is proposed. Decision: Based on the foregoing information and applicable ordinances, the City Council hereby APPROVES the final plat based on the most current plans received May 11, 2007 and the revise Development Plans dated June 13, 2006 and revised May 7, 2007 and information received to date, subject to the following conditions: Final Plat 1. The applicant shall be required to pay a cash fee in lieu of land to satisfy park dedication requirements totaling $47,560 at the time of final plat approval. 2. A ten (10) foot drainage and utility easement shall be placed over all lot lines within the development as required by the Subdivision Ordinance. 3. The cross easements shall be illustrated on the final plat or shall be documented and filed with the City Administrator and the Wright County Recorder. 4. The width of Street A shall be provided on the Final Plat as required by the Zoning Ordinance. The name of Street A shall also be determined and included on the Final Plat prior to submission to the county. The name of Street A shall conform to the City's street naming system. 5. Review and approval of the City Engineer. 6. The developer shall enter into a development agreement with the City. 142 Site Review 1. Buildings may have wall signage on each store front equal to 15% of the exterior front storefront wall area, and an equal amount of signage on the opposite (back) side of the building. 2. In addition to one ground sign per lot allowed by the Sign Ordinance, Developer may place one area identification pylon sign on Lot 2 and shall be built to the specification noted on the building elevation plan. 3. Developer shall provide escrow to include a sidewalk connection to the future trail on the north edge of the site. 4. Further review and approval of the City Engineer. 5. All conditions of the PUD/CUP and Preliminary Plat are met. Adopted by the Albertville City Council this 18th day of June, 2007. City of Albertville Ron Klecker, Mayor Attest: Bridget Miller, City Clerk 143 'this page left blank on purpose. 144 DRAFT 7, June 11, 2007 CITY OF ALBERTVILLE PLANNED UNIT DEVELOPMENT/ CONDITIONAL USE AGREEMENT ALBERTVILLE MARKETPLACE THIS AGREEMENT, entered into this _ day of , 2007 by and between Albertville Marketplace, LLC, a Minnesota Limited Liability Company, referred to herein as "Developer"; and the CITY OF ALBERTVILLE, County of Wright, State of Minnesota, hereinafter referred to as "City"; WITNESSETH: WHEREAS, Developer is the fee owner of the real property described in the attached Exhibit A, which real property is proposed to be subdivided and platted for development, and which subdivision, which is the subject of this Agreement, is intended to bear the name "Albertville Marketplace" and shall hereinafter be referred to in its entirety as "Said Plat" or "Subject Property," the final plat of which is attached as Exhibit B; and WHEREAS, Developer has received final plat approval for 4 lots within Said Plat; and WHEREAS, The City acknowledges that the Developer intends to convey Lots 1-4 of Albertville Marketplace to others (the "Lot Owners"); and WHEREAS, this Agreement is entered into for the purpose of setting forth and memorializing for the parties and subsequent owners, the understandings and covenants of the parties concerning Said Plat and the conditions imposed thereon; and 145 WHEREAS, approval of a Planned Unit Development is required to permit development of Said Plat in the manner proposed by the Developer; and WHEREAS, the City has given final approval of Said Plat contingent upon compliance with certain City requirements including, but not limited to, matters set forth herein; and WHEREAS, the City requires that certain public improvements including, but not limited to bituminous street, curb and gutter, grading, sanitary sewer, municipal water, and storm sewer be installed to serve Said Plat and other properties affected by the development of Developer's land, to be installed and financed by Developer; and WHEREAS, the City further requires that certain other improvements be installed by the Developer within Said Plat, which improvements consist of paved private streets, boulevards, top soil and sod, grading control per lot, bituminous or concrete driveways, parking lots, drainage swales, berming, street signs, street lights, street cleanup during project development, erosion control, and other site -related items; and NOW, THEREFORE, IT IS HEREBY AND HEREIN MUTUALLY AGREED, in consideration of each party's promises and considerations herein set forth, as follows: Planned Unit Development and Conditional Use. Said Plat is hereby allowed to be developed as a Planned Unit Development with flexibility from the strict requirements of the City's Zoning Ordinance in relation to selected items detailed in this paragraph. A. Developer agrees that all buildings shall be constructed in the locations shown on the attached Exhibit C unless otherwise approved by motion of the City Council. The Developer and Lot Owners shall comply with all site plan approvals set by the City Council except where specifically set out in this agreement. B. At the time of the recording of this Agreement at the Wright County Recorder's Office, Developer shall record a permanent access and cross -parking easement between Lots 1- 4 on Said Plat. Such permanent access and cross -parking easement must meet the approval of the City Attorney as to form and content. C. Developer shall construct the number of parking stalls in the locations and dimensions as shown on the attached Exhibit C. D. Developer shall maintain the infiltration plantings shown on Exhibit D in good working order at all times. E. Use of lots on Said Plat. i. The uses on all lots of Said Plat shall be limited to uses that are permitted under the City's B-3 zoning ordinance as amended from time to time, except as otherwise restricted in this Agreement. No other type of use on said lot 146 shall be allowed under this Agreement without a modification to this Agreement. ii. The uses on Lot 4, Block 1 of Said Plat shall be limited to a restaurant using at least 4,000 square feet of enclosed building space, and other uses in the remainder of the building as are allowed under the City's B-3 zoning ordinance, unless this provision is specifically altered by amendment of this Agreement between the City and the Developer or Lot Owner of Lot 4, Block 1 in the future. iii. If a motor fuel station (with or without a convenience store and car wash) is located on Said Plat, it may only be located on Lot 2, Block 1 of Said Plat, unless otherwise approved by motion of the City Council. F. For five (5) years from the date of this Agreement, no amendments to the City's comprehensive plan or official controls shall apply to or affect the use, development density, lot size, lot layout, or dedications of the approved plat unless required by State or Federal law or agreed to in writing by the City and the Developer. Thereafter, to the full extent permitted by State law, the City may require compliance with any amendments to the City's comprehensive Plan or official controls, enacted after the date of this Agreement, provided that such changes shall not change the usage restrictions set out in paragraphs 1.E.ii. and LE.iii. of this Agreement. G. No occupancy permit shall be issued for a motor fuel station use on Lot 2, Block 1 until either 1) An occupancy permit is issued for the restaurant building on Lot 4, Block 1, or 2) An occupancy permit is issued for a retail or office building on Lot 1, Block 1 of Said Plat. H. Developer shall develop Said Plat consistent with the site plan attached as Exhibit C. No building and site construction which otherwise complies with the Site Plan attached as Exhibit C shall be required to receive separate site and building plan approvals from the Planning Commission and City Council. In addition, no separate building plan approval is needed from the City Council for any building plan where the building size has been reduced by not more than 10% of the square footage shown on Exhibit C and otherwise complies with the Site Plan shown on Exhibit C. However, this requirement shall not relieve the applicant from obtaining all necessary building plan approvals required by the City's building code. Any changes to the building configuration, increases in building size, decrease in building size greater than 10%, change in parking configuration, curb locations, drive lanes or traffic flow shall require the requisite building and/or site approval from the City Council, and may, depending upon the scope of the change, be required to be referred back to the City's planning commission for additional public hearing proceedings. I. All grading, drainage, utility, wetland mitigation, and transportation issues that arise during development of Said Plat shall be subject to review and approval by the City Engineer. 147 J. Trees, shrubs, berms and screening are to be planted and installed as shown on the landscape plan attached as Exhibit D. Developer shall install landscaping shown on the perimeter of Said Plat by October 31, 2008, and Lot Owners shall install the remaining landscape on a lot -by -lot basis as buildings are constructed on each lot. The Developer shall guarantee that all new trees shall survive for two full years from the time the planting has been completed or will be replaced at the expense of the Developer. K. Developer shall replace, at its own expense, any plantings as shown on attached Exhibit D that might be damaged during the construction of any future buildings on Said Plat. Developer shall guarantee that all plantings it replaces pursuant to this paragraph shall survive for two full years from the date of planting. Lot Owners shall guarantee that all plantings they replace pursuant to this paragraph shall survive for two full years from the date of planting. L. Developer shall maintain the storm sewer system and ponds located on Said Plat. Developer shall not modify nor obstruct said storm sewer system or ponds without the express written consent of the City. The City shall pay the Property Owners' Association 8.6% of the cost of maintaining said storm water pond (but excluding property taxes) in recognition that 8.6% of the water flowing into the storm water pond originates from the dedicated City street on Said Plat. M. The City shall reasonably maintain the sanitary sewer lines and municipal water lines and fire hydrants located within publicly dedicated utility easements on Said Plat, provided, however that: 1) in the event it is necessary for the City to excavate any portion of the easement area to maintain, repair or replace any such lines, the City shall be obligated to restore the easement area to grade with gravel and the owner of the property or the Property Owner's Association shall be responsible for replacing pavement and any improvements above grade; and 2) nothing in this Agreement shall act to limit the City's ability to finance such improvements in accordance with applicable law. The City shall have full responsibility to restore pavement within the dedicated City street on Said Plat in the event the City excavates any portion of the street to maintain, repair or replace such lines located within the street right of way. N. Developer shall create a Retail Property Owners' Association ("Association") consisting of the owners of Lots 1-4 of Said Plat. Said Association shall maintain the storm water pond, all storm sewer on Said Plat not designated as Municipal Improvements under this Agreement, the grounds of Outlot C of Said Plat, all parking lot and private drive areas, all retaining walls and shall maintain the dedicated City street on Said Plat until such time as the City constructs a backage road extending east to MacKenzie Avenue, at which time the City shall then maintain said dedicated City Street. Maintenance of the City street by the Association shall be limited to snow plowing and street sweeping. The City shall perform all road repairs and may finance such activities in any manner permitted by law, and shall provide ordinance enforcement on such City street in a like manner as on other City streets. 148 O. The City has agreed to permit a full access from Said Plat to County State Aid Highway No. 37 ("CSAH 37") with the conditions provided for in this paragraph. With respect to the access to CSAH 37, Developer agrees as follows: The Traffic Signal shall consist of a three-legged stoplight (red, yellow and green) system configured similar to that shown on the attached Exhibit E ("Traffic Signal") and constructed to Wright County Highway Department standards in existence at the time the Traffic Signal is constructed. The estimated cost of the Traffic Signal if it were constructed in 2007 is $231,000.00 ("Estimated Cost"). ii. The Traffic Signal may be constructed whenever the City or the Wright County Highway Department, in either's respective sole discretion, deems it necessary for the health, safety and welfare of the public. At such time, the City, the City of Otsego, or Wright County, or any combination of the three, may construct the Traffic Signal as a Minn. Stat. Chapter 429 improvement project and may special assess 100% of the costs of such Traffic Signal to the numbered lots and blocks in Said Plat. If such a special assessment is levied, the City shall assess the costs to the lots in Said Plat according to the following percentages: a. Lot 1, Block 1 37.15% of the cost. b. Lot 2, Block 1 27.52% of the cost. c. Lot 3, Block 1 11.26% of the cost. d. Lot 4, Block 1 24.07% of the cost. iii. In such case, Developer agrees to waive its right to appeal such special assessment to District Court pursuant to Minn. Stat. § 429.081 to the extent the total amount special assessed to all lots on Said Plat is not greater than the following amount ("Adjusted Assessment"), calculated as follows: by taking the Engineering News Record Construction Cost Index ("Index") level published for the month preceding the month in which this Agreement is dated (the "Base Month") and multiplying it by one plus the percentage increase in the Index that occurs between the Base Month and the month preceding the month in which the City, Wright County or the City of Otsego lets a contract for the installation of the Traffic Signal, and multiplying that product by the Estimated Cost. In the event that the City special assesses more to such lots than the Adjusted Assessment, the Developer and/or Lot Owners may appeal to the District Court the difference between the Adjusted Assessment and the actual special assessment. iv. The City acknowledges that a condition of the Developer obtaining an access permit from Wright County with regard to CSAH 37 is that the 149 City, Wright County and the City of Otsego enter into a three -party agreement with regard to the construction of the Traffic Signal discussed herein (the "Three Party Agreement"). The City further acknowledges that it is the lead agency for the preparation and negotiation of the Three Party Agreement. The City agrees to copy Developer on all correspondence related to the negotiation of the Three Party Agreement and to provide Developer with copies of drafts of the same. The City shall keep Developer informed as to the progress of the negotiation of the Three Party Agreement. The City will use good faith efforts to cause the Three Party Agreement to be executed by all of said parties on or before July 13, 2007. If such an agreement is not able to be arrived at to the satisfaction of Albertville, the City of Otsego and Wright County, then Albertville will work in good faith with the Developer and Wright County to obtain approval for the eventual installation of the Traffic Signal. v. Notwithstanding anything to the contrary in this Section 1(0), the Developer and/or Lot Owner shall only be assessed for the actual costs of the construction of the Traffic Signal (including all City costs incurred for construction, reasonable engineering, financing, legal and a 3.5% administrative fee). Should the City, Wright County, or the City of Otsego decide to add an additional fourth leg to the Traffic Signal after initial construction of the Traffic Signal, all costs of construction related to the fourth leg of such Traffic Signal shall be paid for by third parties other than Developer. P. Fifty percent of each building's exterior finish (exclusive of doors and windows) shall be brick or stone. Q. All signage on the site shall comply with the City's Sign Ordinance, except for the following items, which are granted as part of the PUD approval: ii. Buildings may have attached signage on each store front equal to 15% of the exterior front storefront wall area, and an equal amount of signage on the opposite (back) side of the building. iii. In addition to one ground sign per lot allowed by the Sign Ordinance, Developer may place one area identification pylon sign on Lot 2 in the location shown on Exhibit C. Said sign shall be constructed in the size and configuration shown for the "Entrance Ground Sign" on the attached Exhibit K. Construction of Municipal Improvements. A. The Developer shall construct those municipal improvements located on and off Said Plat as detailed in the Plans and Specifications for Albertville Marketplace, as prepared by Westwood Professional Services, Inc. dated May 7, 2007 and on file with the City Clerk, said improvements to include installation of water main, sanitary sewer main, 150 pond, street, curb and gutter located within the street right of way, storm sewer located in the street right of way and storm sewers draining from the street to the pond, all such improvements depicted graphically on the attached Exhibit F (the "Municipal Improvements'). All the Municipal Improvements shall be constructed according to the standards adopted by the City, along with all items required by the City Engineer. Unless the City Engineer specifies a later date, said improvements shall be installed by October 31, 2008. B. The Developer warrants to the City for a period of two years from the date the City accepts the finished Municipal Improvements that all such Municipal Improvements have been constructed to City standards and shall suffer no significant impairments, either to the structure or to the surface or other usable areas due to improper construction, said warranty to apply both to poor materials and faulty workmanship. C. Developer shall provide the City with lien waivers from all contractors and subcontractors engaged to construct said Municipal Improvements on Said Plat. Should Developer fail to provide the City with all applicable lien waivers, the City reserves the right to draw upon Developer's surety and pay any contractors who performed work on any Municipal Improvements and whom Developer has failed to fully pay for the performance of said work. D. The City shall, at its option, have the City Engineer present on Said Plat for inspection purposes at all times (or such times as the City may deem necessary) during the construction and installation of said Municipal Improvements. Developer agrees to pay for all reasonable costs incurred by the City during said inspections. E. In lieu of requiring the Developer to install a trail along the north side of Said Plat (but located in the CSAH 37 right of way), the City may construct said trail in the future. The estimated cost of such trail in 2007 dollars is $25,671.00. In the event the City constructs such trail in the future and chooses to special assess the costs of the trail against the property in Said Plat, Developer agrees to waive its right to appeal such special assessment to District Court pursuant to Minn. Stat. § 429.081 to the extent the total amount special assessed to all lots on Said Plat is not greater than the following amount ("Adjusted Trail Assessment"), calculated as follows: by taking the Engineering News Record Construction Cost Index ("Index") level published for the month preceding the month in which this Agreement is dated (the "Base Month") and multiplying it by one plus the percentage increase in the Index that occurs between the Base Month and the month preceding the month in which the City contracts for the construction of said trail. In the event that the City special assesses more to such lots than Adjusted Trail Assessment, the owner of the any lot at the time of the assessment may appeal to the District Court the difference between the Adjusted Trail Assessment and the actual special assessment. If such a special assessment is levied, the City shall assess the costs to the lots in Said Plat according to the following percentages: 151 a. Lot 1, Block 1 37.15% of the cost. b. Lot 2, Block 1 27.52% of the cost. c. Lot 3, Block 1 11.26% of the cost. d. Lot 4, Block 1 24.07% of the cost. Construction of Private Improvements. A. Developer shall construct all on- and off -site improvements ("Private Improvements") including installation of paved private streets, private street curb and gutter, sidewalks, storm sewer not located in the street right of way and not conveying water from the street, boulevards, street signs, traffic signs, yard top soil, sod and seed in all yards, grading control per lot, bituminous or concrete driveways and parking lots, drainage swales, berming, and like items as necessary, street cleanup during project development, and erosion control, all as required by City ordinance. All yard areas shall be sodded with grass or landscaped in accordance with the attached Landscaping Plan. In all cases permanent turf or grass must be established over all areas of the lot not covered by a hard or impervious surface. Except as set out below, Private Improvements shall be installed on each lot with the construction of a building on each respective lot. The private street shown on the attached Exhibit G shall be installed by October 31, 2008. Erosion control, drainage swales and berming, shall be installed upon initial grading of Said Plat. The grading of Said Plat shall be performed in accordance with the Grading Plan attached as Exhibit J. B. Developer shall, at its own expense, cause the following items to be installed within Said Plat, all such items to be installed under ground, within the street right of way or within the private street easements or such other location as may be approved by the City Engineer, accessible to all lots and in compliance with all applicable state and local regulations: i. Electrical power supply, to be provided by Xcel Energy or other such carrier; ii. Natural gas supply, to be provided by Reliant Energy or other such carrier; iii. Telephone service, to be provided by Sprint/United Telephone Company or other such carrier; In addition, the Developer shall, at its own expense, cause street lights and street signs to be of such type and to be installed at such locations as required by the City Engineer and in conformance with the Manual on Uniform Traffic Control Devices, provided, however, that this sentence shall not be interpreted to require Developer to install the Traffic Signal referred to in paragraph 1.0. above. C. Developer has submitted a utility plan for Said Plat showing all existing and proposed utility lines and easements, attached hereto and incorporated herein as 152 Exhibit H. Developer agrees to have all utilities installed according to this Exhibit H. D. Developer shall install silt fencing in back of all curbing within 30 days after said curbing is installed, or 7 days after the "small utilities" (gas, phone, electrical and cable television) have been installed, whichever occurs sooner. Developer shall abide by the City Engineer's requirements for silt fencing of the lots and access to the lots during building construction. E. Notwithstanding the requirements of subparagraph 3A above, the Developer or Lot Owner shall install to the City's satisfaction improvements for each lot or parcel prior to the date that a certificate of occupancy (temporary or permanent) is issued by the City for a building located on the lot, unless the certificate of occupancy is issued after October 1st and before March 30th in any given year, in which case a certificate of occupancy shall be issued if all Private Improvements except landscaping and sod have been installed. In such cases, the owner of the lot shall cause the required landscaping and sod to be installed by the first June 30t' following the issuance of the occupancy permit. 4. Surety Requirements. A. Developer will provide the City with an irrevocable letter of credit (or other surety as approved by the City Attorney) as security that the obligations of the Developer under this contract shall be performed. Said letter of credit or surety shall be in the amount of $723,250.00, representing the sum of 100% of the estimated cost of the Municipal Improvements ($298,450.00), 100% of the cost of selected Private Improvements, ($273,000.00, including private street, retaining walls, grading, and all utility work), and 150% of the estimated cost for landscaping/screening materials ($151,800). Said letter of credit or surety must meet the approval of the City attorney as to form and issuing bank. B. The City may draw on said letter of credit or surety to complete work not performed by Developer (including but not limited to Private Improvements, Municipal Improvements described above, erosion control, and other such measures, and also including restoration of the temporary easement area on the cemetery property to the east of Said Plat), to pay liens on property to be dedicated to the City, to reimburse itself for costs incurred in the drafting, execution, administration or enforcement of this Agreement, to repair or correct deficiencies or other problems which occur to the Municipal Improvements during the warranty period, or to otherwise fulfill the obligations of Developer under this agreement. C. In the event that any cash, irrevocable letter of credit, or other surety referred to herein is ever utilized and found to be deficient in amount to pay or reimburse the City in total as required herein, the Developer agrees that upon being billed by the City, Developer will pay within thirty (30) days of the mailing of said billing, the said deficient amount. If there should be an overage in the amount of utilized 153 security, the City will, upon making said determination, refund to the Developer any monies which the City has in its possession which are in excess of the actual costs of the project as paid by the City. D. Developer hereby agrees to allow the City to specially assess Developer's property for any and all costs incurred by the City in enforcing any of the terms of this agreement should Developer's letter of credit or surety prove insufficient or should Developer fail to maintain said letter of credit or surety in the amount required above within 30 days of mailing of written request by the City. E. In the event a surety referred to herein is in the form of an irrevocable letter of credit, which by its terms may become null and void prior to the time at which all monetary or other obligations of the Developer are paid or satisfied, it is agreed that the Developer shall provide the City with a new letter of credit or other surety, acceptable to the City, at least forty-five (45) days prior to the expiration of the original letter of credit. If a new letter of credit is not received as required above, the City may without notice to Developer declare a default in the terms of this Agreement and thence draw in part or in total, at the City's discretion, upon the expiring letter of credit to avoid the loss of surety for the continued obligation. The form of any irrevocable letter of credit or other surety must be approved by the City Attorney prior to its issuance. Developer shall maintain said letter of credit in the amount required by the City at all times. 5. Surety Release. A. Periodically, as payments are made by the Developer for the completion of portions of the Municipal Improvements, Private Improvements or Landscaping, and when it is reasonably prudent, the Developer may request of the City that the surety be proportionately reduced for that portion of the Municipal Improvements, Private Improvements or Landscaping which have been fully completed and payment made therefor. All such decisions shall be at the reasonable discretion of the City Council. The City's cost for processing reduction request(s) shall be billed to the Developer. Such cost shall be paid to the City within thirty (30) days of the date of mailing of the billing. B. The Developer may request of the City a reduction or release of any surety as follows: When another acceptable letter of credit or surety is furnished to the City to replace a prior letter of credit or surety. ii. When all or a portion of the required improvements have been installed, the letter of credit or surety may be reduced by the dollar amount attributable to that portion of improvements so installed, except that the City shall retain the letter of credit or surety in the amount of 10% of the estimated construction price of the Municipal Improvements during the first year of the warranty 154 period and 5% of the estimated construction price of the Municipal Improvements during the second year of the warranty period. Developer may substitute a warranty bond acceptable to the City Attorney for the warranty letter of credit in the same amounts and duration as required for the warranty letter of credit. iii. As to all requests brought under this paragraph, the City Council shall have complete discretion whether to reduce or not to reduce said letter of credit or surety. C. The City shall act upon Developer's letter of credit reduction requests within 35 days of submission of a written request for reduction. The costs incurred by the City in processing any reduction request shall be billed to the Developer and paid to the City within thirty (30) days of billing. D. To the extent that any of the provisions of this Section 5 conflict with the provisions of Minn. Stat §462.358(2a) (the "Statute"), the provisions of the Statute shall control. 6. Abandonment of Proiect - Costs and Expenses. In the event Developer should abandon the proposed development of Said Plat, the City's costs and expenses related to attorney's fees, professional review, drafting of this Agreement, preparation of the feasibility report, plans and specifications, and any other expenses undertaken in reliance upon Developer's various assertions shall be paid by said Developer within thirty (30) days after receipt of a bill for such costs from the City. In addition, in the event the Developer abandons the project, in whole or in part, ceases substantial field work for more than nine (9) months, fails to provide sufficient ground -cover to prevent continuing soil erosion from Said Plat, or fails to leave the abandoned property in a condition which can be mowed using conventional lawn mowing equipment, Developer agrees to pay all costs the City may incur in taking whatever action is reasonably necessary to provide ground -cover and otherwise restore Said Plat to the point where undeveloped grounds are level and covered with permanent vegetation sufficient to prevent continuing soil erosion from Said Plat and to facilitate mowing of Said Plat. In the event that said costs are not paid, the City may withdraw funds from the above -mentioned surety for the purpose of paying the costs referred to in this paragraph. 7. Developer to Pay City's Costs and Expenses. It is understood and agreed that the Developer will reimburse the City for all reasonable administrative, legal, planning, engineering and other professional costs incurred in the creation, administration, enforcement or execution of this Agreement and the approval of Said Plat, as well as all reasonable engineering expenses incurred by the City in designing, approving, installing, and inspecting said Improvements described above. Developer agrees to pay all such costs within 30 days of billing by the City. If Developer fails to pay said amounts, Developer agrees to allow the City to reimburse itself from said surety and/or assess the amount owed against any or all of properties in Said Plat without objection. 155 8. Development Related Fees and Credits. A. Sanitary Sewer Trunk Line Fees. i. Developer agrees that the City's Sanitary Sewer Trunk Line Fee Ordinance currently requires the Developer to pay $1,825.00 per acre upon development of said Plat. There are 5.8 acres in said Plat which received final plat approval. Therefore, the Sanitary Sewer Trunk Line Fees for all property receiving final plat approval is $10,585.00. ii. Developer shall be entitled to a trunk line credit for the installation of the forcemain from the lift station to the City's existing gravity sewer main shown on the attached Exhibit I. The credit amount shall be $14,990.00, calculated based on a forcemain installation cost of $25,575.00 (calculated as 1,023 linear feet of pipe at $25 per foot) less the $10,585.00 Sanitary Sewer Trunk Line fee described in paragraph 8.A. above. Said credit shall be offset against the Sanitary Sewer Trunk Line Fee set out in paragraph 8Ai. above. The City shall pay Developer said $14,990.00 within 30 days of submission of a bill for said forcemain installation following final completion of said forcemain. B. Water Trunk Line Fees. Developer agrees that the City's Water Trunk Line Fee Ordinance currently requires the Developer to pay $1,660.00 per acre upon development of said Plat. There are 5.8 acres in said Plat which received final plat approval. Therefore, the Water Trunk Line Fees for all property receiving final plat approval is $9,628.00. Developer shall pay such fees prior to the release of the final plat by the City. C. Administrative Fee. A fee for City administration of this project shall be paid prior to the City executing the Plat and this Agreement. Said fee shall be 3.5% of the estimated construction costs of the Municipal Improvements within the Plat. The administrative fee for this Plat is $10,445.75. Seventy-five percent of this fee shall be paid upon issuance of the final Plat with the remaining twenty-five percent of the fee to be paid upon substantial completion of the Municipal Improvements. 9. Erosion and Siltation Control. Before any grading is started on any site, all erosion control measures as shown on the approved Grading, Drainage and Erosion Control Plan shall be strictly complied with as set forth in the attached Exhibit J. Developer shall also install all erosion control measures deemed necessary by the City Engineer should the erosion control plan prove inadequate in any respect. 10. Ditch Cleaning. Developer shall comply with all requirements set forth for drainage into any county ditch or other ditch through which water from Said Plat may drain, and shall make any necessary 156 improvements or go through any necessary procedures to ensure compliance with any federal, state, county or city requirements, all at Developer's expense. 11. Maintain Public Property Damaged or Cluttered During Construction. Developer agrees to assume full financial responsibility for any damage which may occur to public property including but not limited to streets, street sub- base, base, bituminous surface, curb, utility system including but not limited to watermain, sanitary sewer or storm sewer when said damage occurs as a result of the activity which takes place during the development of Said Plat. The Developer further agrees to pay all costs required to repair the streets, utility systems and other public property damaged or cluttered with debris when occurring as a direct or indirect result of the construction that takes place in Said Plat. Developer agrees to clean the streets on a daily basis if required by the City. Developer further agrees that any damage to public property occurring as a result of construction activity on Said Plat will be repaired immediately if deemed to be an emergency by the City. Developer further agrees that any damage to public property as a result of construction activity on Said Plat will be repaired within 14 days if not deemed to be an emergency by the City. If Developer fails to so clean the streets or repair or maintain said public property, the City may immediately undertake making or causing it to be cleaned up, repaired or maintained. When the City undertakes such activity, the Developer shall reimburse the City for all of its expenses within thirty (30) days of its billing to the Developer. If the Developer fails to pay said bill within thirty (30) days, then the City may specially assess such costs against the lots within Said Plat and/or take necessary legal action to recover such costs and the Developer agrees that the City shall be entitled to attorney's fees incurred by the City as a result of such legal action. 12. Temporary Easement Rights. Developer shall provide access to Said Plat at all reasonable times to the City or its representatives for purposes of inspection or to accomplish any necessary work pursuant to this Agreement. 13. Miscellaneous. A. Developer agrees that all construction items required under this Agreement are items for which Developer is responsible for completing and all work shall be done at Developer's expense. B. If any portion, section, subsection, sentence, clause, paragraph or phrase of this Contract is for any reason held invalid by a Court of competent jurisdiction, such decision shall not affect the validity of the remaining portion of this Contract. C. If building permits are issued prior to the completion and acceptance of public improvements, the Developer assumes all liability and the costs resulting in delays in 157 completion of public improvements and damage to public improvements caused by the City, Developer, its contractors, subcontractors, materialmen, employees, agents, or third parties. D. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of this Contract. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council. The City's failure to promptly take legal action to enforce this Contract shall not be a waiver or release. E. This Contract shall run with the land and shall be recorded against the title to the property. F. The Developer represents to the City that Said Plat and its related submissions (including but not limited to the grading plan, utility plan, and site plan) complies with all City, county, state and federal laws and regulations, including but not limited to: subdivision ordinances, zoning ordinances, and environmental regulations. If the City determines that Said Plat does not comply, the City may, at its option, refuse to allow construction or development work in the plat until the Developer so complies. Upon the City's demand, the Developer shall cease work until there is compliance. G. Prior to the execution of this Agreement and prior to the start of any construction on Said Plat, Developer shall provide the City with evidence of good and marketable title to all of Said Plat. Evidence of good and marketable title shall consist of a Title Insurance Policy or Commitment from a national title insurance company, or an abstract of title updated by an abstract company registered under the laws of the State of Minnesota. H. Developer shall comply with all water, ponding and wetland related restrictions, if any, required by the Wright County Soil and Water Conservation District and/or the City and any applicable provisions of State or Federal law or regulations. I. Developer shall obtain all required driveway, utility and other permits as required by either the City Engineer, Wright County and/or the State of Minnesota. 14. Violation of Agreement. In the case of default by the Developer, its successors or assigns, of any of the covenants and agreements herein contained, the City shall give Developer thirty (30) days mailed notice thereof (via certified mail), and if such default is not cured within said thirty (30) day period, the City is hereby granted the right and the privilege to declare any deficiencies governed by this Agreement due and payable to the City in full. The thirty (30) day notice period shall be deemed to run from the date of deposit in the United States Mail. Upon failure to cure by Developer, the City may thence immediately and without notice or consent complete some or all of the Developer's obligations under this Agreement, and bring legal action against the Developer to collect any sums due to the City pursuant to this Agreement, plus all costs and attorney's fees incurred in enforcing this agreement. The City may also specially assess all 158 said costs incurred upon default against the properties in Said Plat pursuant to the terms of this agreement. Notwithstanding the 30-day notice period provided for above, in the event that a default by Developer will reasonably result in irreparable harm to the environment or to public property, or result in an imminent and serious public safety hazard, the City may immediately exercise all remedies available to it under this agreement in an effort to prevent, reduce or otherwise mitigate such irreparable harm or safety hazard, provided that the City makes good -faith, reasonable efforts to notify the Developer as soon as is practicable of the default, the projected irreparable harm or safety hazard, and the intended actions of the City to remedy said harm. This paragraph of this Agreement shall not apply to any acts or rights of the City under paragraph 4E, and no notice need be given to the Developer as a condition precedent to the City drawing upon the expiring irrevocable letter of credit as therein authorized. The City may elect to give notice to Developer of the City's intent to draw upon the surety without waiving the City's right to draw upon the surety at a future time without notice to the Developer. Breach of any of the terms of this Contract by the Developer shall be grounds for denial of building permits. 15. Dedications to the City. A. Municipal Improvement Dedications. The Developer, upon presentation to the City of evidence of good and marketable title to Said Plat, and upon completion of all construction work and certification of completion by the City Engineer, shall dedicate all street right-of-ways and drainage and utility easements to the City. Upon acceptance of dedication, Developer shall provide to the City "As-Builts" (both in paper form and electronic form as required by the City Engineer) of all publicly dedicated streets, utilities, storm sewers, storm water ponds and other Municipal Improvements required under this Agreement. Acceptance by City of any dedication shall occur upon passage of a resolution to such effect by the City Council, provided, however, that the City shall not accept the storm water pond as a completed constructed unit for purposes of satisfying Developer's pond construction obligations under this Agreement until after the last lot in Said Plat has a completed building constructed upon it and the City's Engineer confirms that the pond does not contain an excessive amount of silt and other solid materials as a result of the development activity on Said Plat. B. Park Dedication. 159 The Developer is required to pay a cash contribution of $47,560 in satisfaction of the City's park and trail dedication requirements. This charge is calculated as follows: 5.8 acres x $8,200 per acre = $47,560.00. C. Lift Station Property Dedication and Construction. The Developer shall deed Outlot B to the City for use as a sanitary sewer lift station to be constructed by the City (the "Lift Station"). The City shall make good faith efforts to have the Lift Station constructed and operational by March 31, 2008. For purposes of this Section 15(C), "constructed and operational" shall mean that the Lift Station shall be ready for use by the public for its intended purpose consistent with other City lift stations and at such time as the City's engineer has certified in writing that the Lift Station has been completed in accordance with the plans and specifications therefore and in accordance with applicable laws and regulations, and so as not to delay the issuance of any requisite permits, consents, approvals or like items in connection with the development of Albertville Marketplace, including any certificates of occupancy for tenants or Lot Owners. The City shall keep the Developer informed as to the progress of the construction of the Lift Station. In the event construction falls behind schedule, the City shall notify Developer in writing as soon as practicable under the circumstances and Developer and the City shall meet to determine the appropriate method for getting the Lift Station construction on schedule. The City's timely performance under this paragraph is contingent upon Developer deeding said Outlot B to the City no later than July 16, 2007, and Developer allowing the City's Lift Station contractor continuous access to Outlot B and a designated staging area for the Lift Station construction in the immediate vicinity of Outlot B 16. Indemnity. Developer shall hold the City and its officers and employees harmless from claims made by Developer and third parties for damages sustained or costs incurred resulting from Said Plat approval and development. The Developer shall indemnify the City and its officers and employees for all costs, damages or expenses which the City may pay or incur in consequence of such claims, including attorney's fees. Third parties shall have no recourse against the City under this contract. 17. Assignment of Contract. The obligations of the Developer under this Contract can be assigned by the Developer. However, the Developer shall not be released from its obligations under this contract without the express written consent of the City Council through Council resolution. 18. Limited Approval. Approval of this Agreement by the City Council in no way constitutes approval of anything other than that which is explicitly specified in this Agreement. 19. Professional Fees. The Developer will pay all reasonable professional fees incurred by the City as a result of City efforts to enforce the terms of this Agreement. Said fees include attorney's fees, engineer's fees, planner's fees, and any other professional fees incurred by the City in attempting to enforce the terms of this Agreement. The Developer will also pay all reasonable attorney's fees and professional fees incurred by the City in the event an action is brought upon a letter of credit or other surety furnished by the Developer as provided herein. 20. Plans Attached as Exhibits. All plans attached to this Agreement as Exhibits are incorporated into this Agreement by reference as they appear. Unless otherwise specified in this agreement, Developer is bound by said plans and responsible for implementation of said plans as herein incorporated. 21. Integration Clause, Modification by Written Agreement Only. This Agreement represents the full and complete understanding of the parties and neither party is relying on any prior agreement or statement(s), whether oral or written. Modification of this Agreement may occur only if in writing and signed by a duly authorized agent of both parties. 22. Notification Information. Any notices to the parties herein shall be in writing, delivered by hand (to the City Clerk for the City) or registered mail addressed as follows to the following parties: City of Albertville c/o City Clerk P.O. Box 9 Albertville, MN 55301 Telephone: (763) 497-3384 Albertville Marketplace, LLC 501 E. South Street Belle Plaine, MN 56011 23. Agreement Effect. 161 This Agreement shall be binding upon and extend to the representatives, heirs, successors and assigns of the parties hereto. CITY OF ALBERTVILLE By Its Mayor in Its Clerk ALBERTVILLE MARKETPLACE, LLC Its Chief Manager STATE OF MINNESOTA ) ) ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007, by Ron Klecker as Mayor of the City of Albertville, a Minnesota municipal corporation, on behalf of the city and pursuant to the authority of the City Council. Notary Public STATE OF MINNESOTA ) ) ss. 162 COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of 2007, by Bridget Miller, as Clerk of the City of Albertville, a Minnesota municipal corporation, on behalf of the city and pursuant to the authority of the City Council. Notary Public STATE OF MINNESOTA ) ) ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007, by Philip A. Morris as Chief Manager of Albertville Marketplace, LLC. Notary Public DRAFTED BY: Couri, MacArthur & Ruppe Law Office P.O. Box 369 705 Central Avenue East St. Michael, MN 55376 (763) 497-1930 163 EXHIBIT A TO DEVELOPER'S AGREEMENT The legal description of the Plat to which this Developer's Agreement applies is as follows: Lots 1, 2, 3, and 4 Outlots A and B and C All such property in the plat of Albertville Marketplace, as said plat is on file in the Wright County Recorder's Office, Wright County, Minnesota. 164 EXHIBIT B Final Plat EXHIBIT C Site Plan EXHIBIT D Landscaping Plan EXHIBIT E Traffic Signal EXHIBIT F Municipal Improvements EXHIBIT G Phased Paving Plan EXHIBIT H Utility Plan EXHIBIT I Force Main EXHIBIT J Grading and Drainage Plan EXHIBIT K Area Signage Plan 165 Ilk 44 Lu yc CC Lm J y W Q x -+ Z ' t 1 M 166 tit tit WT A m ul A � I Q 1 167 -Sam" lit 0 fill if 41 if 4f m W., EXHIBIT E Traffic Signal (unavailable at this time) 169 EXHIBIT F Municipal Improvements (unavailable at this time) 170 co 171 z e cri 41 �• � ail { �� "�� � � ( x �(��� � � � @ T � � �D • r� j� �� I C ° ! lit �� "z i its x i" d it 1 GI nz ? 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C w' C` Y C 2 f C` . : G' C, S' S . , t' e C f . E C' E C r G" C" '` r E' C' C' , .� ".' w t' r e' C' :' :' a' .' Yf "., f �' C' V f D' S' f a f f 1, , 2,C Y d _ M �" ! �,t :! .' .r GY { 1 .' / ` / 1 wY Ri ✓ ,I Oil' { { .! { d d d ,, Y 1 { C' r !! f / Le M►.M,x xqr. pt7}, HERT'VILLE PHASE II PHOTOMETRIC STUDYOUTDOOR LIGHTING r � .. cuff : ALBERPALLE.INN NORTHWEST ASSOCIATED CONSULTANTS, INC. 4800 Olson Memorial Highway, Suite 202, Golden Valley, MN 55422 Telephone: 763.231.2555 Facsimile: 763.231.2561 planners@nacplanning.com MEMORANDUM TO: Larry Kruse, City Administrator FROM: Cassie Schumacher-Georgopoulos / Alan Brixius DATE: May 3, 2007 RE: Albertville — Shoppes at Towne Lakes 2nd Addition Site and Building Plans NAC FILE: 163.06 — 07.09 RECEIVED DATE: April 10, 2007 60 DAY DATE: June 9, 2007 BACKGROUND GCI Builders has applied for the site and building plan review for three commercial/retail building within the Shoppes at Towne Lakes 2nd Addition. The buildings include Building #5 on Lot 1 (10,000 square feet), Building #2 on Lot 3 (7,980 square feet), Building #3 on Lot 4 (5,000 square feet). The Shoppes at Towne Lakes 2nd Addition Preliminary Plat and PUD/CUP were improved November 7, 2005 and the Final Plat was approved March 6, 2006. Attached for Reference: Exhibit A Final Plat Exhibit B Phase II Site Plan 10/6/05 Exhibit C Building#5 Color Elevation Exhibit D Building#5 Site Plan Exhibit E Building#5 Floor Plan Exhibit F Building#5 Elevation Exhibit G Building#3 Color Elevation Exhibit H Building#3 Floor Plan Exhibit I Building#3 Elevation Exhibit JBuilding#2 Color Elevation Exhibit K Building#2 Floor Plan Exhibit L Building#2 Elevation Exhibit M Phase II Site Plan 04/26/07 Exhibit N Snow Storage Plan, Pedestrian Circulation, Truck Circulation 177 Exhibit O Landscape Plan Exhibit P Lighting Plan Exhibit Q Shoppes at Towne Lakes Planning and Design Guidelines Exhibit R Preliminary Plat Resolution ISSUE ANALYSIS Past Approval. In November of 2005 a PUD was approved for the Shoppes at Towne Lakes 2nd Addition to allow flexibility in private streets, setbacks, and parking arrangements in exchange for the applicant to provide high quality architectural standards, landscaping, and site design to provide a pleasing retail environment. Zoning and Setbacks. The underlying zoning of the site is B-2A with a PUD overlay. The three proposed buildings meeting required setbacks of the district. The site layouts of Buildings #3 and #4 were approved with the PUD in November 2005. The foot print of Building #5 has been altered to a straight rectangular building from a angular building set into the north east corner. The Planning Commission and City Council should comment on the change to the building foot print. Lot 1 Building #5. Building #5 is a 10,000 square feet building divided into four (4) tenant bays. Each bay is shown to be equal in size of 2,500 square feet. The foot print of Building #5 show four entrances into the building but the elevation only illustrate three entrances. The elevations should be revised to include an entrance for each tenant. Lot 3 Building #2. Building #2 is a 7,980 square feet building divided into three (3) tenant bays. Each bay is shown to be equal in size of 2,660 square feet. Lot 4 Building #3. Building #3 is a 5,000 square feet building divided into two (2) tenant bays. Each bay is shown to be equal in size of 2,500 square feet. Building Design and Materials. The condition of the PUD required the applicant adopt the Shoppes at Towne Lakes Planning and Design Guidelines dated February 4, 2003. The guidelines stipulate that the "overall architecture and landscape architecture is to be related (though not identical) with a `New England' design character. This style is characterized by an emphasis on narrow and varied width shop fronts with separate identities obtained by trim, siding, and fagade changes." "The design of the building should help make the street enjoyable, visually interesting and comfortable." The design of the buildings shall uphold these requirements. The proposed buildings have a mix of cultural stone, brick, and block veneer. The buildings are to be accented with EFIS and precast concrete sills and fabric canopies accenting the entrances. All of the proposed materials meeting the requirements; however, the Shoppes at Towne Lakes Planning and Design Guidelines specify that the buildings overall architecture should be of New England character. Comparing the requirements of the design guidelines with the proposed color renderings of the buildings, we feel that the renderings do not present a "New England 178 character." The buildings proposed portray more modern architectural styles than historical. The flat roofs proposed for the buildings are ideal for using parapets to screen roof top exterior transformers and air conditioning units. However, the parapets should be shaped to resemble a roof line that is less modern and more historical as is seen throughout the entire Towne Lakes development. The buildings look as though they are one single retail store and in order to establish individual business identity will have to rely heavily on signage. The New England style is characterized by an emphasis on narrow and varied width shop fronts with separate identities obtained by trim, siding, and fagade changes." All of the proposed buildings are of the same materials and details, no variety other than parapets have been used to shape the visitors experience. The buildings, in order to shape a pedestrian friendly experience, should be designed with varied roof lines and varied individual store fronts across all three proposed buildings. The buildings must represent themselves as attractive from all sides; therefore, the varied facades and roof lines should envelop all sides of the buildings. Through staff review we feel that the building designs do not accomplish the goals of the design guidelines and would like to see varied store fronts and roof lines on all buildings. The building elevations show repetitive buildings materials and details with only a slight shift in color and contemporary parapet shape. Landscaping and Screening. The landscape plan provides a large selection of variable plantings. However, continuous lines of plantings shall be provided along all parking stalls facing any right-of-way in order to protect drivers for the glare of headlights. Specifically these rows of plantings shall be placed along parking lot even when a shade tree is present. All intersection corners shall be clear of any plantings in order to maintain open site lines of crossing traffic. HVAC Screening. All HVAC equipment shall be screening by rooftop parapets and shall be specified on the building elevations and shown in relation to the parapets. A rooftop plan of the HVAC equipment shall be provided. Parking. The total amount of parking provided between the three buildings is 157 stalls. The original plans showed 162 stalls between the three lots. The reduction of the five stalls is from the reconfiguration of Building #5 on Lot 1. The reduction of five stall on Lot 1 creates a deficiency of 3 stalls for Building #5; however, Lots 3 and 4 provide access parking. Therefore, cross easements shall be established between Lots 1, 2, 3, and 4 in order to share parking across the entire site. Lighting. A photometric plan has been submitted showing lighting focused on the interior of the entire. The photometric readings meet the requirements of the Ordinance; however, building lighting on all for sides of each building shall also be shown on the photometric drawings. All light fixtures shall be the same as the light fixtures used for Shoppes of Towne Lakes 1st Addition. 179 Si na e. One pylon sign is proposed at the north west corner of Lot 3 along CSAH 19, no details have been submitted for this proposed sign. A monument sign is proposed for the north east corner of Lot 4 along Linwood Drive. The details for the monuments show the sign will have 6 individual sign faces plus the title face for the development. The total area of all of the sign faces is 95 square feet and the sign is proposed to be 22' 5" in height and exterior light fixtures are shown to light the sign. The total area and height of the monument sign exceeds the requirements listed as a condition of the preliminary plat and PUD. The conditions of the Preliminary Plat and PUD required that the monument signs not exceed 12 feet in height and 80 square feet in area. Also the conditions require that all signs must be setback a minimum of 20ft from all property lines. The wall signs per each building are as follows: Building #5 — Three signs 12.75 square feet each for four tenants Building #3 — Three signs 12.75 square feet each for three tenants Building #2 — Two signs 12.75 square feet each for two tenants The building signage meets the requirements of the ordinance. However, we are concerned with the number of signs proposed on Building #5 and the number of tenants shown in the floor plan. Truck Traffic and Loading. Deliveries and loading is proposed to happen either at the front of the buildings or to the sides since there is no access to the rear of the buildings. Trash Enclosure. Trash enclosures for Buildings #5 and #3 are proposed to be to the side of the building and the trash enclosure for Building #2 is located at the rear of the building. All of the enclosures are drawn as the same size even though the number of tenants in each building varies. The trash enclosures should be size to reflect the number of tenants using the buildings. Pedestrian Circulation. The site illustrates that sufficient pedestrian movement is provided with sidewalks and crosswalks. Snow Storage. The snow storage plan shows that some snow storage will occur at intersections within the site. The snow storage plan should be revised to clear all site lines at intersections. RECOMMENDATION Based on the review of the submitted plans and past documents, our office recommends that the Planning Commission and City Council either approve the buildings as proposed or allow the applicant the opportunity to create buildings of higher architectural quality and continue the conversation to the June meeting. Either decision of the Site and Building Review for Lot 1 Building #5, Lot 3 Building #2, and Lot 2 Building #3 for Shoppes at Towne Lakes 2"d Addition shall be motioned with the following conditions: 1. The elevation of Building #5 shall be revised to include four entrances as shown on the building plan. 180 2. The Shoppes at Towne Lakes Planning and Design Guidelines dated February 4, 2003 shall be readopted as part of the design standards of this project. All buildings shall be designed to meet these standards. 3. The buildings shall be redesigned to meet the "New England" style requirement and shall be designed with varied roof lines and individual store fronts per each tenant space for all three buildings. 4. The varied facades and roof lines shall envelop all sides of the buildings. 5. Continuous rows of screening shall be provided along all parking stalls where the headlights would shine into the streets. 6. All intersection corners shall be clear of any plantings in order to maintain open site lines. 7. All HVAC equipment shall be screened by roof top parapets and shall be specified on the building elevations. A rooftop plan of the HVAC equipment shall be provided. 8. Cross easements shall be established between Lots 1, 2, 3, and 4 to allow share parking between the lots. 9. All lighting fixtures shall be the same as the light fixtures used for Shoppes at Towne Lakes 1 St Addition. Details regarding the heights for all fixtures shall also be provided. 10. The photometric plan shall be revised to show building lighting. 11. Details for the pylon sign along CSAH 19 shall be provided before approval is granted. 12. The monument sign along Linwood Drive shall be resized to have no more than 80 square feet of signage and no more than 12 feet high. 13. All signs shall be setback 20 feet from all property lines. 14. Trash enclosures shall be sized to reflect the number of tenants using the buildings. 15. Snow storage shall not be located with in the site lines of intersection. 16. If any tenant of the buildings is to have a private delivery truck, the truck shall be shown on the site plan for approval of the storage location. 17. A revised grading plan shall be submitted for the rearrangement of Building #5 and reviewed and approved by the City Engineer. Pc Bridget Miller, Jon Sutherland, Mike Couri, Adam Nafstad Al Keller, GCI Builders Inc., 2750 County Road 74, St. Cloud, MN 56301 181 This page left blank on purpose. 182 CITY OF ALBERTVILLE WRIGHT COUNTY, MINNESOTA RESOLUTION NO.: RESOLUTION APPROVING A SITE AND BUILDING PLANS FOR BUILDING 2, 3, AND 5 OF SHOPPES AT TOWNE LAKES 2ND ADDITION LOCATED AT THE NORTHEAST CORNER OF CSAH 19 AND WEST LAKETOWNE DRIVE WITHIN THE CITY OF ALBERTVILLE WHEREAS, GCI Builders have submitted an application for site and building plan reviews for the properties legally described as follows; and Lots 1, 3, and 4 of Block 1 of Shoppes at Towne Lakes 2"d Addition WHEREAS, City staff has reviewed submitted plans and prepared a planning report dated June 7, 2007; and WHEREAS, the Albertville City Council met on June 12, 2007 to consider the Shoppes at Towne Lakes Site and Building Plan application; and WHEREAS, the Albertville City Council has received the Shoppes at Towne Lakes 2"d Addition application, revised development plans received May 30, 2007, staff review documents, and the Planning Commission recommendation, and agrees with the findings and recommendation of the Planning Commission. NOW, THEREFORE BE IT RESOLVED, that the City Council of Albertville, Minnesota hereby approves the Site and Building Plans for Building 2, 3, and 5 of Shoppes at Towne Lakes 2"d Addition for the Albertville Marketplace subject to the attached Findings of Facts and Decision. Findings of Fact: Based on review of the evidence received, the City Council now makes the following finding of fact and decision: A. The site legally described as Lots 1, 3, and 4 of Block 1 of Shoppes at Towne Lakes 2nd Addition. B. The planning report dated June 7, 2007 from Northwest Associated Consultants is incorporated herein. C. The proposed use can be accommodated with existing public services and will not overburden the City's service capacity. 183 D. Traffic generated by the proposed use is within capabilities of streets serving the property as proposed. E. The requirements of the Albertville Zoning Ordinance have been reviewed in relation to the proposed use. F. The proposed actions have been considered in relation to the specific policies and provisions of and have been found to be consistent with the Comprehensive Plan. G. The subject site is zoned B-2A, Special Business District. The proposed use is consistent with permitted uses within the B-2A District and will be compatible with present and future land uses of the surrounding area. H. The proposed use conforms to applicable Zoning Ordinance performance standards and approved planned unit development standards. I. The proposed use will not tend to or actually depreciate the area in which it is proposed. Decision: Based on the foregoing information and applicable ordinances, the City Council hereby APPROVES the final plat based on the most current plans received May 30, 2007 and information received to date, subject to the following conditions: 1. Only one wall sign shall be allowed per exterior entrance not to exceed 15% of the tenant bay. The revised elevation for Building 5 shows six wall signs; this should be reduced to four. 2. Varied facades and roof lines shall envelop all sides of the buildings. 3. Screening along the parking lots shall be similar to the screen provided at the Perkins site on Lot 5 to provide continuous screening of headlights. 4. The applicant shall provide a rooftop plan of the HVAC equipment prior to receiving a building permit. 5. An agreement to provide joint parking through cross easement from the applicant shall be filed with the City and with the County. 6. The applicant shall provided document specifying the height of the light poles. 7. Details for the pylon sign along CSAH 19 shall be provided before receiving a sign permit. 184 8. The monument sign along Linwood Drive shall be resized to have no more than 80sgft of signage and no more than 12ft high. 9. All signs shall be setback 20ft from all property lines. 10. The applicant shall demonstrate that the trash enclosures are of adequate size to meet the refuse requirements of each building. 11. Snow storage shall not be located with in the sight lines of intersection. 12. A revised grading plan shall be submitted for the rearrangement of Building #5 and reviewed and approved by the City Engineer. Adopted by the Albertville City Council this 181h day of June, 2007. City of Albertville Attest: Bridget Miller, City Clerk Ron Klecker, Mayor This page left blank on purpose. RUZ BOL_TON & M L= N K , I NC. Consulting Engineers & Surveyors 7533 Sunwood Drive • Suite 206 • Ramsey, MN 55303 Phone (763) 433-2851 • FAX (763) 427-0833 MEMORANDUM Date: June 8th, 2007 To: The Honorable Mayor and City Council Cc: Larry Kruse, Albertville City Administrator From: Adam Nafstad, P.E., Assistant City Engineer Subject: Project Status Update The following is a brief project status update: Flood Mitigation Project Excavation of the pond is progressing well. Currently approximately 20% of the pond has been excavated and graded. City Administrated Kruse and myself are working with Mr. Montgomery to obtain the drainage and utility easement needed to divert the water currently conveyed by the ditch into the pond. 2. 2007 Overlay Project Bids for the Overlay project were opened on June 12th and will be presented to the Council on June 181h for consideration of award. 3. 2007 Seal Coat Project The contract for the Seal Coat project has been awarded to Pearson Bros. Pearson Bros. is in the process of completing contract submittals and it is expected that the agreements will be signed the week of the 18th and that the notice to proceed will be delivered that same week. 4. Winter Park Improvements Project Bids for the park iTYrovements were opened on June 12th and will be presented to the Council on June 18 for consideration of award. 5. CSAH 19 Project (57th Street to Albertville Southerly Limits) Southbound traffic has been shifted to the east to allow for construction of the new southbound lanes. Removal of the southbound pavement has been scheduled for the week of the 11 th, with widening and grading of the new southbound lanes directly following. The overhead lines on the east side of 19 from 50th Street to 57th Street will be placed underground in the next couple of weeks. 187 6. 52nd Street Project Final grading of the lots will take place in conjunction with the improvements proposed by the Fraser Steel Site and Building Plans. Adjustments requested by Fraser Steel to the final plat for the lots along 52nd Street have been made and the plat will be sent to the County for review and presented to the Council for approval. 7. Lachman Avenue Extension Work with the TEP panel is progressing. The TEP has requested that the City provide additional information pertaining to the hydrology of the existing wetland, as well as, expanded sequencing. With this additional information the TEP will make a decision as to whether or not a wetland impact permit will be issued and if so, will the mitigation take place on- or off -site. 8. High School Watermain Extension The extension of the watermain from Kahl Avenue to the new high school on the south side of CSAH 18 has been completed with the exception of restoration of the CSAH 18 ditch. I will be at your June 18th City Council meeting to answer any questions concerning these and/or other projects taking place in town. 188 BO L.'iTON 8L. M i== N K , I NC. Consulting Engineers & Surveyors 7533 Sunwood Drive • Suite 206 • Ramsey, MN 55303 Phone (763) 433-2851 • FAX (763) 427-0833 June 14, 2007 Mr. Larry Kruse, City Administrator City of Albertville 5975 Main Avenue NE, P.O. Box 9 Albertville, MN 55301 RE: Award of Contract 2007 Overlay Improvements City of Albertville, MN BMI Project No. RI3.39186 Honorable Mayor and City Council Members: Attached is an abstract of bids received and opened on June 12, 2007, for the above referenced project. A total of seven (7) bids were received with quotes ranging from $129,13 8.96 to $233,425.35. For your information, the Engineer's Estimate for the project was $173,455.30. Mid -Minnesota Hot Mix, Inc. of Annandale, Minnesota, submitted the low bid for the project. Mid -Minnesota Hot Mix, Inc. has successfully completed several similar type projects in the area and is familiar with this type of work. It is therefore recommended that the contract in the amount of $129,13 8.96 be awarded to Mid -Minnesota Hot Mix, Inc. I will be at your June 181h City Council Meeting to present this information and discuss any questions you may have concerning your project. Sincerely, BOLTON & MENK, INC. Adam Nafstad, P. E. Assistant City Engineer cc: Brain Yavarow, BMI Enclosures 189 BIDABSTRACT 2W7 c7VE P, -AY P P, Ck; EC 7 ALBERTVILLE MN LNE APPROX. NO. ITEM QIJAWT. UNIT id minr*slm filot mix ftda*, MN ,)m NIT PRICE A PAO UNT Kn* Pwircofintstjor, torthcentrtj Sauk Rapias, MN UWT PRICE AMOUNT i 4,6M 1,371 11282 1.493 306 1-493 3D6 21 9 2 3 200 11 I', 3" 315 I V'-'El-C4Tt0N LLWAP SU $3,wo,5) -30,3.,)0 $3,346,34 V.84,6,N 2 FEATI EP VI-- EXV;Tl'.'3 5 1�� ly S 12622 s,3 60 1 33 $1,61 66796,32 3 :`AVEVEN7 MI - N 3 fly 31:52 52 4;5.22 $2.23 $3,0.3- 4 3IVERL 'v SY $5.27 $OS; 49814 357,333.7i 5 r EV.'E RE7E CU-Pe A',L LTTEr 11 LF $A.5") $9,674,64 6 RA'VEMEINT!", 5F $6 1525.h3 $1.33 $1405.65 7 IK- I b:: -1-rllZ PE7E 1-URE AND GLTTEP LF $12.F4 $18,662,60 $14,21 $21215.53, 8 61 IC ;�N:: RETE CRfV EWAY PA V EV ElT SF 34�1Y3 $1,220.00 $0 49 $1213 �8C 4 ADJLPlT,'--A,371f4G Qi EA $153.10 S3 160.03 S2 11. 25 ",43615 10 WLIST V4 2VE BOX EACH $3 3-DIII $r 0, 30 $1 L15,63 W_67 11 REktA BLITA7E STOW SEOV E F ',-P L,:- T.IRE EACH ' �lj $2.jj",jj. $433.30 $265-631 12 ADJUST SPRINKLER HEAD EACH $1 a,5,63 WIFF 13 CWh#0oN ED(CNVATKW(EV; CY $13�n $2.30,3.X $13.74 $2,748.00 I- SUB-IPADE B(OWATION fEVi CY 163J V$45,0 V50,00 3 23,52 $23533 15 STABILIZING AGGREGATE (CV) CY $3&,33 $353.00 331Y.W $399.W 16 9' CLASS 5ACIGRE�3ATE 13ASE OM� `:RUSTED TOIN $4100 3 19, 4� 599Al 4' 517UVINC&IS VY & , R COURSE TON $14175.00 $5115- lr-6TOTAL AMOUNT B I D: $129,138.961 $139.7,92.51. 190 CITY OF ALBERTVILLE COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO.2007-xx RESOLUTION ACCEPTING THE BID FOR 2007 OVERLAY PROJECT WHEREAS, plans and specifications for overlaying certain City streets have been prepared by Bolton & Menk, Inc. and such plans and specification have been presented and approved by the Albertville City Council; and WHEREAS, pursuant to an advertisement for bids for the proposed improvements, bids were received, opened and tabulated according to law; and WHEREAS, it appears that Mid -Minnesota Hot, Inc. of Annandale, Minnesota is the lowest responsible bidder. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Albertville, Minnesota, as follows: The bid of Mid -Minnesota Hot Mix, Inc., said "Low Bidder" in the amount of $129,138.96 for the construction of said improvements in accordance with the plans and specifications and advertisement for bids is the lowest responsible bid. 2. Said bid of said Low Bidder is accepted. 3. The City Administrator and City Clerk are hereby authorized and directed to enter into a contract with said "Low Bidder" for the construction of said improvements for and on behalf of the City of Albertville. Approved by the City Council of the City Albertville this 181h day of June 2007. 191 This page left blank on purpose. 192 BOl_TON 8g. M r-= N K , I NC_ Consulting Engineers & Surveyors 7533 Sunwood Drive • Suite 206 • Ramsey, MN 55303 Phone (763) 433-2851 • FAX (763) 427-0833 June 14, 2007 Mr. Larry Kruse, City Administrator City of Albertville 5975 Main Avenue NE, P.O. Box 9 Albertville, MN 55301 RE: Award of Contract Winter Park Improvements BMI Project No. RI3.39086 Honorable Mayor and City Council Members: Attached is an abstract of bids received and opened on June 12th, 2007, for the above referenced project. A total of eight (8) bids were received. To reserve the right to determine the exact extents of the improvements upon receiving bids, the project was bid as a base project with alternates as follows: • Base Bid (Mass Grading and Parking Lot Construction) • Alternate A (Trail Construction) • Alternate B (Tot -Lot Construction) • Alternate C (Basketball Court Construction) • Alternate D (Concrete Bleacher Pad Construction) The quotes received for the base bid ranged from $131,452 to $194,174 and quotes received for the total project (base bid with all the alternates) ranged from $182,482 to $261, 964. Through review of the bids received, an irregularity in the bid submitted by Matt Bullock Construction Co., Inc., was discovered. As discussed in the attached memo from the City Attorney, Bullock Construction is the low bidder of the "base bid" with any combination of the alternates, except Alternate C. If the work proposed by Alternate C is to be awarded, the low bidder for the project is Dennis Fehn Gravel and Excavating. If any combination of the base bid and alternates, excluding Alternate C are to be awarded, it is recommended that the contract be awarded to Matt Bullock Construction, Inc., of St. Michael, MN. If Alternate C, with any combination of the base bid and other alternates, is to be awarded, it is recommended that the contract be awarded to Dennis Fehn Gravel and Excavating of Albertville. I will be at your June 18`h City Council Meeting to present this information and discuss the bids, the extents of the improvements you may desire and the costs associated with each alternate. Sincerely, BOLTON & MENK, INC. Adam Nafstad, P. E. Assistant City Engineer Cc: Brain Yavarow, BMI Enclosures 193 This pace left blank on purpose. 194 asCSasv ;6u,449 Sze a a x F ig a s� F r r 8 s !i k R F 8 g 6 r x F F F 9 8 a ert Mrs a a a r. iq s rx r o m 8 E 8 g r. 5 r. a 4 IR 8 K 8 R IR 8 g g R rt 9 9 9 6 8 8 F 9 8 8 W. 8 10 9 9 8 S 8 F 9 K 8 a a 1 8 8 8 8 a 8 0 8 8 K a K I a 8 0 8 it tA F5 9 9 9 lk 8 F 9 8 9 a 9 9 6 6 15 9 9 9 9 8 9 w 9 8 9 9 9 8 8 7A 2 G a s x :I a a S it r 2 4 w a a 8 8 a 8 F 7 8 8 F 8 8 8 8 9 9 9 9 S 9 9 8 8 1 8 R 8 9 9 9 9 a 8 8 12 40 vp 2 1 v v t 7 2 R 8 R R N A 9 9 A R 9 A 9 9 1 8 8 8 a a fi 81; 8 E; 8 16 R ;3 rk i 9 t� v it 6 19 .9 F 9 is 8 6 8, 9 s 8 s S w S 2 s SIR fi� fi g t 3� Ai I ' , tt I Oil yl ,y 8 13 81• 8 g ia Memo To: Albertville City Council; Larry Kruse, City Administrator From: Mike Couri, City Attorney Date: June 13, 2007 Re: Winter Park Improvements Competitive Bidding Bids were opened on the 2007 Winter Park Improvement Project on June 12, 2007. Unfortunately, an irregularity has arisen with one of the bids. Matt Bullock Construction, Inc. ("Bullock") submitted a total bid amount of $177,446.64, which, by this total, would be the apparent low bidder. Dennis Fehn Gravel & Excavating, Inc. ("Fehn") submitted the next lowest total bid of $182,482.00. The bids are unit based bids. However, Bullock's bid contains an error in alternate number C (basketball court). Alternate C called for 33 tons of wear course. Bullock inserted $2,217.00 in both the "Unit Price" column and the "Amount" column. The Amount column should contain the product of the amount in the Unit Price column times the 33 tons of material specified. In Bullock's case, the Amount column should be $73,161.00, calculated as $2,217.00 x 33 tons. Instead, Bullock listed the $2,217.00 figure in the Amount column, the same number it listed in the Unit Price column. On its face, this is a multiplication error. In reality, it is likely that Bullock meant to put a lower per ton figure, such as $59.60, which it used for the same specification in bid alternate A, which would have yielded a total for that specification much closer to the $2,217 figure Bullock inserted in the Amount column. The bid specifications anticipate this problem and in several places specify that discrepancies between the multiplication of units of work and unit prices will be resolved in favor of unit prices (see Section 1.15B and Section 1.21A of the bid specs, and paragraph 4 of the bid form submitted by Bullock). Following this language, Bullock's bid for the wear course would be $73,161.00. Minnesota courts have held that once a bid has been opened, the governmental entity has no authority to make any material changes or modifications to the bid, even if the bid instructions that allow the governmental entity to waive irregularities. The test for determining whether a change or variance is "material" is whether the change gives 197 the bidder a substantial advantage or benefit not enjoyed by others. Lovering-Johnson, Inc. v. City of Prior Lake, App.1997, 558 N.W.2d 499. In the Lovering case, the court found that where the bidder inserted a plus sign where the bid form anticipated a deduct in an alternate bid, the bid price could not be modified after the bid opening as that would constitute a material change which could not be waived as an "irregularity" pursuant to the bidding instructions authorizing the City to waive irregularities. I believe that same principal would bar the City from substituting a different number than the $2,217.00 that Bullock inserted for wear course in the Unit Price column for alternate C, and would thus prevent the City from using any number other than the $73,161.00 in the Amount column for wear course in Bullock's alternate C bid. That would bring Bullock's total alternate C bid in at $74,361.00; Fehn's alternate C bid was $3,520.00. In comparing Bullock's bid to Fehn's, Bullock is lower on the base bid and any combination of alternates, except for Alternate C. If Alternate C is chosen, Fehn's bid would be the lowest bid. It is my advice that if the City chooses to award bids, the City should award the bid to Bullock if the base bid alone is accepted or the base bid with any combination of alternate bids other than alternate C is accepted. If alternate C is chosen with the base bid or with any combination of other alternate bids, the bid should be awarded to Fehn. 198 CITY OF ALBERTVILLE COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO.2007-xx RESOLUTION ACCEPTING THE BID FOR 2007 WINTER PARK IMPROVEMENTS WHEREAS, plans and specifications for improvements to Winter Park have been prepared by Bolton & Menk, Inc. and such plans and specification have been presented and approved by the Albertville City Council; and WHEREAS, pursuant to an advertisement for bids for the proposed improvements, bids were received, opened and tabulated according to law; and WHEREAS, it appears that of , Minnesota is the lowest responsible bidder for the base bid and Alternates and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Albertville, Minnesota, as follows: 1. The bid of , said "Low Bidder" in the amount of $ for the construction of improvements described by the base bid and Alternates and , in accordance with the plans and specifications and advertisement for bids is the lowest responsible bid. 2. Said bid of said Low Bidder is accepted. 3. The City Administrator and City Clerk are hereby authorized and directed to enter into a contract with said "Low Bidder" for the construction of said improvements for and on behalf of the City of Albertville. Approved by the City Council of the City Albertville this 18th day of June 2007. This page left blank on purpose. MACKENZIE AVENUE VACATION AGREEMENT WHEREAS, the City of Albertville is proposing to vacate that portion of MacKenzie Avenue located north of 52nd Street and south of the Burlington Northern Railway in the City of Albertville; and WHEREAS, on December 4, 2006, the City of Albertville held a public hearing to consider the vacation of MacKenzie Avenue; and WHEREAS, on June 4, 2007, the City of Albertville held a public hearing to consider the vacation of drainage and utility easements abutting MacKenzie Avenue; and WHEREAS, Albertville Investments, LLC owns Lot 12, Block 2, Barthel's Industrial Park, Dale Rossing owns Lot 13, Block 2, Barthel's Industrial Park, and the City of Albertville owns Lots 11 and 14, Block 2, Barthel's Industrial Park, all of which lots abut that portion of MacKenzie Avenue to be vacated; and WHEREAS, Albertville Investments, LLC, Dale Rossing and the City of Albertville desire to agree to the vacation of MacKenzie Avenue and desire to agree to those portions of the vacated MacKenzie Avenue which will revert to the abutting property owners; NOW, THEREFORE, the Albertville Investments, LLC, Dale Rossing and the City of Albertville, agree as follows: 1. Albertville Investments, LLC and Dale Rossing agree that their respective properties abutting MacKenzie Avenue will suffer no damages as a result of the vacation of MacKenzie Avenue and agree to hold the City harmless from any damage claims either party may have resulting from the vacation of MacKenzie Avenue. 2. The City of Albertville agrees to quitclaim a portion of its interest in the vacated MacKenzie Avenue to Albertville Investments, LLC and Dale Rossing consistent with the quit claim deeds attached hereto as Exhibits A and B, respectively. 3. Dale Rossing agrees to quitclaim a portion of its interest in the vacated MacKenzie Avenue to Albertville Investments, LLC and the City of Albertville consistent with the quit claim deeds attached hereto as Exhibits C and D, respectively. 201 4. Albertville Investments, LLC agrees to quitclaim a portion of its interest in the vacated MacKenzie Avenue to the City of Albertville and Dale Rossing consistent with the quit claim deeds attached hereto as Exhibits E and F, respectively. 5. All parties shall bear their own costs in drafting and reviewing this Agreement and the quit claim deeds attached to this Agreement. The City of Albertville shall record all quitclaim deeds referred to in this Agreement and shall pay all recording fees required by Wright County. 6. This Agreement may be signed in separate counterparts by the parties and shall be effective when all parties sign this agreement, even if such signatures are on separate originals. CITY OF ALBERTVILLE Dated: Ron Klecker, Mayor Bridget Miller, Clerk ALBERTVILLE INVESTMENTS, LLC Dated: By: Its: DALE ROSSING Dated: Dale Rossing 202 EXHIBIT A QUITCLAIM DEED CORPORATION TO CORPORATION No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number by County Auditor Deputy STATE DEED TAX DUE HEREON: $ 2007 FOR VALUABLE CONSIDERATION, the City of Albertville, a municipal corporation under the laws of the State of Minnesota, hereby conveys and quitclaims to Albertville Investments, LLC, a Minnesota Limited Liability Company, Grantee, real property in Wright County, Minnesota described as follows: The West Half of vacated MacKenzie Avenue, lying northerly of the following described line. Beginning at the southeast corner of Lot 12, Block 2, of said BARTHEL' S INDUSTRIAL PARK; thence EAST, 30.00 feet to the centerline of said vacated MacKenzie Avenue and there terminating, (the southerly line of said Lot 12, Block 2 is assumed to bear South 84 degrees 46 minutes 30 seconds East). The City of Albertville reserves a drainage and utility easement over under and across the southerly 50 feet thereof, as measured at right angles to the southerly line of said Lot 12, Block 2. together with all hereditaments and appurtenances belonging thereto. Seller certifies this transaction totals less than $500. 203 Affix Deed Tax Stamp Here STATE OF MINNESOTA ) )s.s. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007, by Ron Klecker as Mayor of the City of Albertville and Bridget Miller, as Clerk of the City of Albertville, Grantor. SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369, 705 Central Avenue E St. Michael, Minnesota 55376 204 EXHIBIT B QUITCLAIM DEED CORPORATION TO INDIVIDUALS No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number County Auditor by Deputy STATE DEED TAX DUE HEREON: $ ,2007 FOR VALUABLE CONSIDERATION, the City of Albertville, a municipal corporation under the laws of the State of Minnesota, Grantor, hereby conveys and quitclaims to Dale Rossing, Grantee, real property in Wright County, Minnesota described as follows: The East Half of vacated MacKenzie Avenue, lying northerly of the following described line. Beginning at the southeast corner of Lot 12, Block 2, of said BARTHEL' S INDUSTRIAL PARK; thence EAST, 30.00 feet, (the southerly line of said Lot 12, Block 2 is assumed to bear South 84 degrees 46 minutes 30 seconds East); thence SOUTH, 0.40 feet; thence EAST, 30.00 feet to the southwest corner of Lot 13, Block 2, of said BARTHEL'S INDUSTRIAL PARK and there terminating. The City of Albertville reserves a drainage and utility easement over under and across the southerly 50 feet thereof, as measured at right angles to the southerly line of said Lot 13, Block 2. together with all hereditaments and appurtenances belonging thereto. Seller certifies this transaction totals less than $500. Affix Deed Tax Stamp Here 205 STATE OF MINNESOTA ) )s.s. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of 2007, by Ron Klecker as Mayor of the City of Albertville and Bridget Miller, as Clerk of the City of Albertville, Grantor. SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369,705 Central Avenue E St. Michael, Minnesota 55376 206 1*:4111no90 QUITCLAIM DEED INDIVIDUALS TO CORPORATION No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number County Auditor by Deputy STATE DEED TAX DUE HEREON: $ .2007 FOR VALUABLE CONSIDERATION, Dale Rossing, a single person, Grantor, hereby conveys and quitclaims to Albertville Investments, LLC, a Minnesota Limited Liability Company, Grantee, real property in Wright County, Minnesota described as follows: The West Half of vacated MacKenzie Avenue, lying northerly of the following described line. Beginning at the southeast corner of Lot 12, Block 2, of said BARTHEL'S INDUSTRIAL PARK; thence EAST, 30.00 feet to the centerline of said vacated MacKenzie Avenue and there terminating, (the southerly line of said Lot 12, Block 2 is assumed to bear South 84 degrees 46 minutes 30 seconds East). together with all hereditaments and appurtenances belonging thereto. Seller certifies this transaction totals less than $500. Affix Deed Tax Stamp Here STATE OF MINNESOTA ) )s.s. 207 COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007, by Dale Rossing, Grantor. SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369, 705 Central Avenue E St. Michael, Minnesota 55376 208 EXHIBIT D QUITCLAIM DEED INDIVIDUALS TO CORPORATION No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number by County Auditor Deputy STATE DEED TAX DUE HEREON: $ 2007 FOR VALUABLE CONSIDERATION, Dale Rossing, a single person, Grantor, hereby conveys and quitclaims to City of Albertville, a municipal corporation under the laws of the State of Minnesota, Grantee, real property in Wright County, Minnesota described as follows: That part of vacated MacKenzie Avenue, BARTHEL'S INDUSTRIAL PARK, according to the recorded plat thereof, Wright County, Minnesota, which lies southerly of the following described line: Beginning at the northeast corner of Lot 11, Block 2, of said BARTHEL'S INDUSTRIAL PARK; thence EAST, 30.00 feet (the northerly line of said Lot 11 is assumed to bear South 84 degrees 46 minutes 30 seconds East); thence SOUTH, 0.40 feet; thence EAST, 30.00 feet to the northwest corner of Lot 14, Block 2, of said BARTHEL'S INDUSTRIAL PARK and there terminating. together with all hereditaments and appurtenances belonging thereto. Seller certifies this transaction totals less than $500. Affix Deed Tax Stamp Here STATE OF MINNESOTA ) 209 )s.s. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this day of , 2007, by Dale Rossing, Grantor. SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369, 705 Central Avenue E St. Michael, Minnesota 55376 210 EXHIBIT E QUITCLAIM DEED CORPORATION TO CORPORATION No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number County Auditor by Deputy STATE DEED TAX DUE HEREON: $ , 2007 FOR VALUABLE CONSIDERATION, Albertville Investments, LLC, a Minnesota Limited Liability Company, Grantor, hereby conveys and quitclaims to the City of Albertville, a municipal corporation under the laws of the State of Minnesota, Grantee, real property in Wright County, Minnesota described as follows: That part of vacated MacKenzie Avenue, BARTHEL'S INDUSTRIAL PARK, according to the recorded plat thereof, Wright County, Minnesota, which lies southerly of the following described line: Beginning at the northeast corner of Lot 11, Block 2, of said BARTHEL'S INDUSTRIAL PARK; thence EAST, 30.00 feet (the northerly line of said Lot 11 is assumed to bear South 84 degrees 46 minutes 30 seconds East); thence SOUTH, 0.40 feet; thence EAST, 30.00 feet to the northwest corner of Lot 14, Block 2, of said BARTHEL'S INDUSTRIAL PARK and there terminating. together with all hereditaments and appurtenances belonging thereto. Seller certifies this transaction totals less than $500. Affix Deed Tax Stamp Here 211 STATE OF MINNESOTA ) )s.s. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this , 2007, by _ Albertville Investments, LLC, Grantor. This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369, 705 Central Avenue E St. Michael, Minnesota 55376 as SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: day of of 212 EXHIBIT F QUITCLAIM DEED CORPORATION TO INDIVIDUAL No delinquent taxes and transfer entered; Certificate of real estate value ( ) filed ( ) not required; Certificate of Real Estate Value Number by County Auditor Deputy STATE DEED TAX DUE HEREON: $ 92007 VOR VALUABLE CONSIDERATION, Albertville Investments, LLC, a Minnesota Limited Liability Company, Grantor, hereby conveys and quitclaims to Dale Rossing, Grantee, real property in Wright County, Minnesota described as follows: The East Half of vacated MacKenzie Avenue, lying northerly of the following described line. Beginning at the southeast corner of Lot 12, Block 2, of said BARTHEL'S INDUSTRIAL PARK; thence EAST, 30.00 feet, (the southerly line of said Lot 12, Block 2 is assumed to bear South 84 degrees 46 minutes 30 seconds East); thence SOUTH, 0.40 feet; thence EAST, 30.00 feet to the southwest corner of Lot 13, Block 2, of said BARTHEL' S INDUSTRIAL PARK and there terminating. together with all hereditaments and appurtenances belonging thereto. (Seller certifies this transaction totals less than $500.) Affix Deed Tax Stamp Here 213 STATE OF MINNESOTA ) )s.s. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this , 2007, by _ Albertville Investments, LLC, Grantor. as SIGNATURE OF NOTARY PUBLIC Tax Statements for the real property described in this instrument should be sent to: This Instrument was drafted by Couri, MacArthur & Ruppe, P.L.L.P. P.O. Box 369, 705 Central Avenue E St. Michael, Minnesota 55376 day of of 214 CITY OF ALBERTVILLE COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO. 2007-xx ri RESOLUTION VACATING THE EASEMENT(s) ALONG MACKENZIE AVENUE NE WITHIN THE BARTHEL'S INDUSTRIAL PARK SECOND ADDITION WHEREAS, the City Council, pursuant to its own motion and it's authority under Minnesota Statute §412.851 did hold a public hearing on June 4, 2007 at 7:00 p.m. at the Albertville City Hall. At said time and place the City Council heard all interested parties on whether to vacate the easement(s) along Mackenzie Avenue NE which lies North of 52nd Street and South of the Burlington Northern Railroad within the City of Albertville. WHEREAS, all notice requirements of Minnesota Statute §412.851 have been satisfied; and WHEREAS, the City Council finds and determines that it is in the public interest to vacate the easement(s) as legally described above as such roadway is no longer required by the City. NOW THEREFORE BE IT RESOLVED that the City Council of City of Albertville, Wright County, Minnesota does hereby order as follows: 1. The easement(s) along Mackenzie Avenue NE which lies North of 52nd Street and South of the Burlington Northern Railroad within the City of Albertville is hereby vacated. 2. The City Council has determined that the following property owners have not been negatively affected by the vacation of easement: a. Albertville Investments, LLC c/o Scherer Brothers Lumber Company 9401 73id Avenue N., Suite 400 Brooklyn Park, MN 55428 b. Dale Rossing 544 Marlow Avenue NE Albertville, MN 55301 215 The City Clerk is directed to file a certified copy of this Order in the records of the City and along with a "Notice of Completion of Proceeding" with the Office of the Wright County Auditor and Recorder. Adopted by the Albertville City Council this 18th day of June 2007. Ron Klecker, Mayor Bridget Miller, City Clerk 216 4e�� Albertville SmogT �p urrp. so0tv Ufa. MEMORANDUM Date: June 14, 2007 To: City Council From: Larry R. Kruse, City Administrator Re: General Update CITY HALL PROJECT Warranty Period continues. We continue to work through some small issues. GOVERNMENTAL ACCOUNTING PRINCIPLES BOARD (GASB) I have been in touch with Jim Miller, Executive Director for the League of Minnesota Cities discussing the higher GASB accounting standards. He said many other cities are having the same difficulty. In greater Minnesota, smaller cities are finding it difficult to find auditors to do the audits, has there as been a lot of consolidation in the industry. Mr. Miller asked that I work with Dave Dubord, Finance Director of the League to discuss this further. ALBERTVILLAS POND Albertville paid $128,000 to St. Michael this past week. About 1/4 of the pond has been excavated. On Thursday, Assistant City Engineer Nafstad and I met with Sam Montgomery to purchase a 1,800 square foot easement needed for the pond. The meeting went well and ended with Sam's wanting to insure his property will not have to look at a berm or fence along the south side of the pond. Further, Sam wants to review our landscape plan to insure it looks nice. We have not agreed on a price yet and have offered to pay him the value of the land plus engineering work incurred reviewing it. Sam will quantify the engineering cost and we will meet again soon. The deadline is July 151h to inform the contractor to complete this work under the contract. MPCA NOTICE OF VIOLATION — PRAIRIE RUN On June 8`h, I received a NOV from the MPCA regarding the Prairie Run Project regarding the National Pollutant Discharge Elimination System (NPDES Permit). Staff will be responding to this within the 30 day response deadline. 217 ALCOHOL COMPLIANCE CHECK Hong Thai, Cedar Creek Bar and Grill, and D Michael B's failed Wright County's liquor compliance check. We will inform the parties that this will be on the July 2"d City Council Agenda. WASTE TREATMENT — REED BED SMELL Jon Middendorf continues to monitor the new reed beds. I had a couple smell complaints from Otsego residents to the east of the plant. Middendorf reported the reeds are growing, however they are slow. I-94 FEDERAL FUNDING The Tinklenberg Group continues to seek Federal Funding for the I-94 Interchange Project. S.E.H. continues to work on the MnDOT Staff Approved Layout also called the Preliminary Design, which should be completed this fall. The layout of the interchange is posted at City Hall. We are re -drafting the "Transportation Update" inviting residents to come to City Hall and comment on the plan. LACHMAN AND STMA ARENA (second sheet of ice) Bolton and Menk continue to work through the wetland mitigation process. The Technical Evaluation Committee is split between on -site mitigation and purchasing credits. Hopefully a determination will be made soon. City Attorney Nafstad, City Attorney Couri and I met with Don and Albert Barthel on Wednesday, May 13th. Don and Albert agreed to have us schedule an Improvement hearing in early July. In the meantime, Adam will work towards finalizing the Plat. DOWNTOWN PARKINGILAND EXCHANGE The soil borings have been completed and Mike Bettendorf can now finish the appraisal of the 152 Club and City property. Once the Appraisal is complete, we will meet with the land owners to share the results and continue to negotiate a reasonable exchange. If we can conceptually agree, the next step will be to complete a survey and begin the preliminary plat process. CITY HALL PLAT AND CITY HALL SOUTH PARKING LOT Bonestroo is finalizing the City Hall Plat which will include moving Jamie Steven's lot south to the Railroad Tracks. On May 29th, I sent Jamie Stevens a copy of the land exchange agreement and a cross easement allowing both parties to use each others parking lots, as the boundary line pretty much goes down the middle of the lot. If he is agreeable, we will bring those agreements back to Council for approval. If he is not agreeable, I will arrange a meeting with a couple Council members to continue negotiations. 218 RENTAL OF OLD CITY HALL 5975 MAIN AVENUE NE No deal yet on leasing the old City Hall. CAN -WEST stated they are evaluating leasing the building but are also looking at other options. CSAH 19 SOUTH PROJECT Construction has started on CSAH 19 South. We are proceeding with the bond financing process and plan on assessing yet this fall. We will proceed to get appraisals of the larger parcels to support the assessments. PRAIRIE RUN LEGAL ISSUES Litigation continues. There continues to be a hold on building permits. OLD PUBLIC WORKS BUILDING FYCC continues to use the old Public Works Building. I have had several calls regarding renting the building. Most inquiries are for boat or general storage. NAC is proceeding with the zoning change. BITUMINOUS OVERLAY AND WINTER PARK BIDS Both of these projects came under the Engineer's estimate. BMI is checking the low bids received and they will be presented at the next meeting. 219