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HomeMy WebLinkAbout2026-07-27 Joint Power Water Board AgendaJoint Powers Water Board AGENDA Regular Meeting of July 27, 2026 Joint Powers WTP 11100 50th Street NE Albertville, MN 6:00 PM Chairperson Engineer Mike Amery, City of Hanover Chris Larson, SEH Board Members Operations Rob Olson, City of Albertville John Seifert, Veolia Gretchen Barrett, City of Hanover Ruth Klick, Veolia Joe Hagerty, City of St Michael Dustin Carlson, Veolia Zach Schoen, City of St Michael Bob Zagorski, City of Albertville 1.Call to Order / Roll Call 2.Approve Agenda 3.Consent Agenda 3.1.Approval of Previous Regular Board Meeting Minutes (June 22, 2026) – Page 2 3.2.Approval of List of Claims – Page 5 3.3.Approval of Generator Quote form SourceWell for the Ground Storage Reservoir Project – Page 6 4.General Business 4.1.Approval of AT&T Cell Lease on JPWB East Water Tower – Page 13 5.Engineer 5.1 - Approval of SEH Construction Inspection Scope of Services for Ground Storage Reservoir Project for 2026 on-site underground construction and site Prep only. – Page 39 6.Operations - None 7.Other Business / Announcements / Correspondence - None 8.Adjourn 1 Joint Powers Water Board Regular Meeting Minutes June 22, 2026 6:00 PM Location: Joint Powers Water Board Treatment Plant Conference Room 11100 50th Street NE Albertville, Minnesota 1. Call to Order Chair Mike Amery called the regular meeting of the Joint Powers Water Board to order at 6:00 PM. 2. Roll Call Commissioners Present: ●Mike Amery, Chair – City of Hanover ●Rob Olson – City of Albertville ●Gretchen Barrett – City of Hanover ●Zach Schoen – City of St. Michael ●Bob Zagorski – City of Albertville ●Ryan Gleason – City of Albertville Also Present: ●John Seifert, General Manager 3. Approval of Agenda Motion by Gleason, second by Schoen, to approve the agenda as presented. Motion carried 6-0. 4. Consent Agenda Commissioner Gleason requested that the May 2026 Regular Meeting Minutes be removed from the Consent Agenda because he was not present at that meeting. 2 Motion by Gleason, second by Zagorski, to approve the May 2026 Regular Meeting Minutes. Motion carried 5-0-1, with Commissioner Gleason abstaining. Motion by Zagorski, second by Schoen, to approve the remaining Consent Agenda Items 1.2 through 1.5. Motion carried 6-0. 5. General Business 2025 Annual Financial Audit General Manager John Seifert introduced the 2025 Annual Financial Audit and accompanying financial statements prepared by ABDO. Audit Manager Justin Nilson. Seifert instructed the board that this year’s audit would be presented through a recorded video presentation from Mr. Nilson. Mr. Seifert informed the Board that the audit resulted in an unmodified ("clean") audit opinion. Following the presentation, the Board discussed the audit and had no additional questions. Staff recommended acceptance of the 2025 Annual Financial Audit and authorization to submit the completed audit to the Minnesota Office of the State Auditor prior to the June 30 statutory filing deadline. Motion by Gleason, second by Zagorski, to accept the 2025 Annual Financial Audit and authorize its submission to the Minnesota Office of the State Auditor. Motion carried 6-0. 6. Engineering Report General Manager Seifert reported that JPWB Engineer Chris Larson was unable to attend the meeting. Mr. Seifert provided an update on the Ground Storage Reservoir Project, noting that site clearing and underground utility construction is anticipated to begin in mid- to late July. No formal Board action was taken. 7. Operations Report General Manager Seifert reported that the rehabilitation of Well No. 4 was nearing completion and is expected to be returned to service during the week of July 6, 2026. 3 No formal Board action was taken. 8. Other Business General Manager Seifert presented a thank-you letter received from a local Scout troop following its recent tour of the Joint Powers Water Board Water Treatment Plant. Commissioners acknowledged the positive feedback from the Scouts and recognized the value of providing educational opportunities that promote public awareness of the community's drinking water system and the water utility profession. 9. Adjournment There being no further business, motion by Gleason, second by Schoen, to adjourn the meeting. Motion carried 5-0. Chair Amery declared the meeting adjourned at 6:25 PM. Respectfully submitted, John Seifert General Manager 4 JOINT POWERS WATER BOARD CHECK REGISTER SUMMARY MEETING DATE: 7/27/2026 Check #Vendor Check Date Amount Comments e CITY OF ST MICHAEL 7/27/2026 $376,842.23 June 2026 Receipt by Charge e CENTERPOINT ENERGY 7/28/2026 $83.52 June 2026 Invoices e MN DEPT OF REVENUE 7/10/2026 $1,964.00 June 2026 Sales Tax e Xcel Energy 7/2/2026 $34,492.85 June Electricity e Payment Services Network 7/2/2026 $6,045.77 June Credit fees 21963e Wright County 7/15/2026 $117.25 SA 2026 Delinquent Utilities e Abdo 7/21/2026 $4,652.60 Invoice 525607 e Abdo 7/21/2026 $950.00 Invoice 525612 e DATASuccess, Inc 7/21/2026 $630.00 JP Database Management 21964 Bellin Construction 7/27/2026 $45.07 Ref cr bal 371 Liberty Dr 21965 Brian/Patty Bohnsack 7/27/2026 $138.14 Ref cr bal 10712 28th Ct NE 21966 Catalis 7/27/2026 $2,000.00 INV308375985 1 Yr monthly fees 21966 Catalis 7/27/2026 $2,000.00 INV308375986 Implementation 21967 Centra Homes 7/27/2026 $98.38 Ref cr bal 3222 Kady Ave NE 21967 Centra Homes 7/27/2026 $368.43 Ref cr bal 3230 Kady Ave NE 21968 City of Hanover 7/27/2026 $79,029.83 June 2026 Receipt by Charge 21969 Danille Mathison 7/27/2026 $116.97 Ref cr bal 10713 Settlers Ln N 21970 Dean/Sandra Hout 7/27/2026 $180.00 Ref cr bal on 11593 Erin St NE 21971 Donna Hill 7/27/2026 $102.86 Ref cr bal 12770 43rd St NE-D 21972 GFAO 7/27/2026 $75.00 Invoice 3139516 21973 Glen/Patricia Hansmann 7/27/2026 $147.00 Ref cr bal 309 2nd St SE 21974 Hannah Lahai Johnson 7/27/2026 $122.73 Ref cr bal 4569 Kady Av NE 21975 Hoff Barry Attorneys 7/27/2026 $1,470.00 Invoice 19536 21976 In Control 7/27/2026 $247.40 Invoice S-INV03664 System Maintenance 21976 In Control 7/27/2026 $394.00 Invoice S-INV03660 System Maintenance 21976 In Control 7/27/2026 $1,773.00 Invoice S-INV03802 System Repairs 21976 In Control 7/27/2026 $591.00 Invoice S-INV03799 System Repairs 21977 Jan Van Dam 7/27/2026 $62.71 Ref cr bal 513 4th St SW 21978 Jason Chyrklund 7/27/2026 $152.82 Ref cr bal 109 Summit Dr NE 21979 Jim/Candi Nowak 7/27/2026 $7.23 Ref cr bal 4562 McAllister Av NE 21980 Joseph/Amanda Teachout-Emerson 7/27/2026 $90.58 Ref cr bal 12770 43rd St NE-D 21981 Kayak Properties Inc 7/27/2026 $157.59 Ref cr bal 9242 25th St NE 21982 Kendra Hartigan 7/27/2026 $115.77 Ref cr bal 2328 Jandell Av NE 21983 Kevin/Suzanne Kelley 7/27/2026 $192.64 Ref cr bal 13690 43rd St NE 21984 Laura Shiff 7/27/2026 $209.54 Ref cr bal 2302 Kester Av NE 21985 Leif Robert Voltz 7/27/2026 $117.21 Ref cr bal 12726 43rd St NE-H 21986 Mark Ringer 7/27/2026 $129.29 Ref cr bal 2710 Kama Av NE 21987 Mary Ellen Barthel 7/27/2026 $69.09 Ref cr bal 3781 Larabee Av NE 21988 Matthew/Rebecca Bolte 7/27/2026 $33.55 Ref cr bal 2563 Jaber Av NE 21989 Melanie/Mark Olson 7/27/2026 $122.78 Ref cr bal 12385 47th St NE 21990 MESERB 7/27/2026 $175.00 Summer Conference 21991 Open Door Labs Inc 7/27/2026 $26.35 Ref cr bal 573 Kayla Ln 21962 Peggy Johnson 7/9/2026 $316.80 ref she pd online in error 21992 Robert Thomas Homes Inc 7/27/2026 $219.79 Ref cr bal 9676 46th St NE 21993 SEH 7/27/2026 $11,078.04 Invoice 510934 JPAHS GSR & Pump Station 21993 SEH 7/27/2026 $298.80 Invoice 510935 JPAHS General Engineering 21993 SEH 7/27/2026 $1,042.68 Invoice 512597 JPAHS General Engineering 21993 SEH 7/27/2026 $6,145.65 Invoice 512596 JPAHS GSR & Pump Station 21994 Tarek Salem 7/27/2026 $59.73 Ref cr bal 15070 50th St NE 21995 Teri Cain 7/27/2026 $115.09 Ref cr bal 2130 Langston Ln NE 21996 Tiffany Skarda & Matthew Odegard 7/27/2026 $175.00 Ref cr bal 10475 34th St NE 21998 Veolia Water 7/27/2026 $138,512.51 Aug Bill 21997 Weber Lawn & Landscape LLC 7/27/2026 $2,724.00 June Invoice #3034 $677,028.27 Mike Amery Rob Olson Gretchen Barrett Bob Zagorski Joe Hagerty Zach Schoen 5 TO : Joint Powers Water Board (JPWB) FROM : John Seifert DATE : July 27, 2026 SUBJECT : Authorization to Order GSR Generator Package from Sourcewell JPA Background At the March 2026 Joint Powers Water Board meeting, staff was authorized to solicit for the backup generator for the Ground Storage Reservoir (GSR) Project utilizing the Sourcewell cooperative purchasing program, of which the JPWB is an active member. The backup generator and automatic transfer switch are identified as Owner-Furnished Equipment for the GSR Project and are critical components of the facility's electrical and emergency power systems. Procuring this equipment through an established cooperative purchasing contract allows the Board to obtain competitive pricing while reducing procurement time and ensuring compliance with public purchasing requirements. JPWB has successfully utilized both State of Minnesota and national cooperative purchasing programs on previous capital projects to secure favorable pricing and delivery schedules. Staff obtained pricing through the Sourcewell contract, and Ziegler CAT, the local Caterpillar dealer located in Shakopee, Minnesota, submitted the lowest responsive quote while also providing the most favorable delivery schedule to meet the project's construction timeline. Project engineer SEH has reviewed the proposed generator and automatic transfer switch and has confirmed that the equipment meets the project's design requirements and technical specifications. Upon authorization to proceed, Ziegler CAT will provide complete shop drawings, performance data, warranty documentation, delivery, startup assistance, and commissioning support. The total purchase price for the generator and automatic transfer switch is $146,055.00. Staff and SEH do not recommend purchasing the optional load bank included in the quotation, as it is not required for the project and does not provide sufficient value to justify the additional cost. THIS TRANSMISSION CONTAINS CONFIDENTIAL INFORMATION INTENDED FOR USE ONLY BY THE ABOVE NAMED RECIPIENT. READING, DISCUSSION, DISTRIBUTION, OR COPYING OF THIS MESSAGE IS STRICTLY PROHIBITED BY ANYONE OTHER THAN THE NAMED RECIPIENT OR HIS OR HER EMPLOYEES OR AGENTS. IF YOU HAVE RECEIVED THIS FAX IN ERROR, PLEASE IMMEDIATELY NOTIFY US BY TELEPHONE (COLLECT), AND RETURN THE ORIGINAL MESSAGE TO US AT THE ABOVE ADDRESS VIA U.S. POSTAL SERVICE. 6 Recommendation Staff recommends awarding the Sourcewell cooperative purchasing contract to Ziegler CAT for the purchase of the backup generator and automatic transfer switch in the amount of $146,055.00, excluding the optional load bank. Recommended Motion: Approve the purchase of the Ground Storage Reservoir backup generator and automatic transfer switch from Ziegler CAT through the Sourcewell cooperative purchasing program in the amount of $146,055.00. THIS TRANSMISSION CONTAINS CONFIDENTIAL INFORMATION INTENDED FOR USE ONLY BY THE ABOVE NAMED RECIPIENT. READING, DISCUSSION, DISTRIBUTION, OR COPYING OF THIS MESSAGE IS STRICTLY PROHIBITED BY ANYONE OTHER THAN THE NAMED RECIPIENT OR HIS OR HER EMPLOYEES OR AGENTS. IF YOU HAVE RECEIVED THIS FAX IN ERROR, PLEASE IMMEDIATELY NOTIFY US BY TELEPHONE (COLLECT), AND RETURN THE ORIGINAL MESSAGE TO US AT THE ABOVE ADDRESS VIA U.S. POSTAL SERVICE. 7 8 9 10 11 12 TO : Joint Powers Water Board FROM : John Seifert DATE : July 26, 2026 SUBJECT : AT&T Antenna Lease Agreement - East Tower Background: AT&T has approached the Joint Powers Water Board (JPWB) with a request to lease space on the East Water Tower for the installation of cellular communication equipment. The proposed installation includes mounting cellular antennas on the existing 1.5-million-gallon elevated storage tank located at 13458 50th Street NE, St. Michael, Minnesota. This installation would become the third cellular lease on the East Water Tower. A structural engineering review has been completed, confirming that the tower has the necessary structural capacity to safely accommodate the proposed equipment installation. The attached lease agreement between JPWB and AT&T has been negotiated and is in final draft form, pending final review and approval by JPWB legal counsel, Scott Landsman. The proposed agreement provides an initial annual lease payment of $38,400, creating an additional source of non-rate revenue for the Joint Powers Water Board. The proposed installation represents the relocation of an existing AT&T facility currently located on private property in St. Michael. Because the property owner has elected not to renew AT&T's existing lease, relocation of the equipment is necessary to maintain reliable wireless service. By hosting the equipment on the JPWB water tower, the Board will help ensure continued AT&T cellular coverage for area residents, businesses, and emergency responders, while also maintaining service for the traveling public along the Interstate 94 corridor. Recommendation: Staff recommends approval of the attached AT&T Cellular Antenna Lease Agreement, contingent upon final review and approval by JPWB legal counsel. Recommended Motion: Approve the AT&T Cellular Antenna Lease Agreement for the East Water Tower, contingent upon final approval by JPWB legal counsel. 13 Market: Northern Plains (MN) Cell Site Number: MNL90335 Cell Site Name: St. Michael 1900 Relo Search Ring Name: St. Michael 1900 Relo Fixed Asset Number: 16530145 SITE LEASE AGREEMENT THIS SITE LEASE AGREEMENT (“Agreement”) is made and effective as of the day of , 2026 (the “Effective Date”), by and between the Joint Powers Water Board of Albertville, Hanover and St. Michael, a Minnesota joint powers board under Minn. Stat. § 471.59, a/k/a Hanover, St. Michael, and Albertville Joint Powers Board, (“Landlord”) and New Cingular Wireless PCS LLC, a Delaware limited liability company (“Tenant”; Landlord and Tenant sometimes individually a “Party” and collectively “Parties”). RECITALS WHEREAS, Landlord is the fee owner of that property located at 50th Street NE, City of St. Michael, County of Wright, State of Minnesota, and legally described on attached Exhibit A (the “Property”); and WHEREAS, a municipal elevated water storage tank is located on the Property (“Tower”); and WHEREAS, Tenant desires to install, operate, and maintain a federally licensed communications facility and uses necessary and incidental thereto for providing radio and wireless telecommunications services which Tenant is legally authorized to provide to the public (“Facilities”), which Facilities are described in detail on the plans and specifications attached hereto as Exhibit B (“Plans”). NOW, THEREFORE, the Parties, for good and valuable consideration and the terms and obligations herein, agree as follows: 1. Incorporation. The above Recitals and all attached Exhibits are a material part of this Agreement and are incorporated herein. 2. Premises. Subject to the terms and conditions of this Agreement, Landlord hereby leases to Tenant and Tenant leases from Landlord a portion of the Property limited to: (a) a room/cabinet/ground area space of approximately 400 square feet as specifically identified in the Plans; and (b) space on the Tower for the installation of the Facilities and limited to the locations as identified in the Plans, together with a non-exclusive easement for reasonable access thereto and for adequate utility services, including sources of electrical and telecommunications facilities shown in the Plans, and described on Tenant’s Antenna Site Application, which application is attached hereto as Exhibit C (collectively the “Premises”). 3. Term. 14 a. Initial Term. This Agreement shall be for an initial term of five (5) years (the “Initial Term”) commencing on the Effective Date. The Initial Term will terminate on the fifth (5th) anniversary of the Effective Date (the “Expiration Date”), unless terminated sooner, renewed, or extended in accordance with this Agreement. b. Renewal Term. In the event Tenant is not in default under the terms of the Agreement, the Agreement shall automatically be extended for up to four (4) additional and successive terms of five (5) years each, commencing on the Expiration Date (each a “Renewal Term”), upon the same terms and conditions of this Agreement, unless Tenant elects not to renew this Agreement at the end of the then-current Term by giving the Landlord written Notice at least ninety (90) days prior to the end of the then-current Term. The Initial Term and any applicable Renewal Term(s) collectively the “Term”. 4. Rent; Fees; Charges. a. Rent. Beginning on the Effective Date, and on each and every anniversary of the Effective Date thereafter during the Term, Tenant shall pay to Landlord annual rent for the Premises (“Rent”) in advance, without Notice, demand or set-off (except as otherwise set forth herein), in the amount of Thirty-Eight Thousand Four Hundred and NO/100 Dollars ($38,400.00) (“Rent Amount”). Notwithstanding the foregoing, the first year’s Rent payment shall be paid within sixty (60) days of the Effective Date. All subsequent annual Rent payments for the Rent Amount shall be paid on or before the anniversary of the Effective Date of each year. Any Rent Amount due for a year of the Term that is a fractional year shall be prorated on a 12-month basis (collectively, the “Payment Terms”). The Parties agree that commencing on the first anniversary of the Effective Date and each anniversary of the Effective Date thereafter, the Rent shall increase by four percent (4%) of the previous year’s Rent Amount. Failure to pay said Rent for the Rent Amount on or before its due date shall be a default under this Agreement. b. Administrative Fees. Tenant agrees to pay Landlord, within forty-five (45) days from the Effective Date, a one-time non-refundable administrative fee of Five Thousand and No/100 Dollars ($5,000.00) for attorney’s fees and staff associated with reviewing and preparing this Agreement. c. Additional Fees. In addition to the Rent and Administrative Fees, Tenant shall pay all required application and building permit fees associated with construction of any improvements made on the Premises. Within sixty (60) days after receipt of an itemized invoices from Landlord’s third-party contractors or service providers, Tenant shall also pay all of Landlord’s actual and reasonable engineering and inspection costs related to Tenant’s construction and maintenance of improvements on the Premises, not to exceed Ten Thousand Dollars ($10,000.00). Tenant further agrees to pay Landlord for all actual and reasonable attorney’s fees, review fees, inspection costs, consulting fees, and any other sums incurred by 15 Landlord in connection with any future amendments of this Agreement or any defaults by Tenant under this Agreement, including, but not limited to, failing to keep its improvements in good repair or failing to pay any sums owed hereunder. All undisputed fees and invoices must be paid within sixty (60) days after Landlord sends Tenant an invoice for the same. Failure to make said payments within the above timeframe shall be a default under this Agreement. The Tenant shall notify the Landlord in writing of any fee disputes within fifteen (15) business days of invoice receipt (“Dispute Notice”). The Dispute Notice shall include, among other things, detailed information regarding the dispute and supporting documents. If a timely Dispute Notice is not received, the invoice shall be deemed undisputed and accepted and shall be paid within the timeframe provided herein. The Parties shall seek to resolve all such disputes expeditiously and in good faith. Notwithstanding anything to the contrary, each Party shall continue performing its obligations under this Agreement during any such dispute, including without limitation, payment to Landlord of any undisputed invoice amounts. The provisions of the foregoing sentence shall survive the termination or expiration of this Agreement. d. Interest. Rent and all other sums owing to Landlord hereunder which are not paid on their due date shall accrue compound interest from the due date at the rate of twelve percent (12%) per annum, which interest shall be paid with the delinquent payment. e. Utility Charges. Tenant shall separately meter for all utility services associated with its use of the Premises and shall be solely responsible for all utilities required by its use of the Premises or operation of the Facilities. Tenant shall promptly pay all utility bills, invoices, assessments, charges, and the like associated with its use of the Premises. f. Taxes. i. Payment. Tenant shall have the responsibility to pay to Landlord any sales tax, personal property, real estate taxes, assessments, or charges owed on the Property which is the result of Tenant’s use of the Premises and/or the charged against the Property as a result of the installation, maintenance, and operation of the Facilities, including any increase in real estate taxes at the Property which is charged against the Property; provided that Landlord shall provide Tenant with documentation of such charges. Landlord shall be responsible for the payment of any taxes, levies, assessments, and other charges, including franchise and similar taxes, imposed upon the Property. Tenant shall have the right but not the obligation to pay any taxes due by Landlord hereunder if Landlord fails to timely do so, in addition to any other rights or remedies of Tenant. In the event that Tenant exercises its rights under the foregoing sentence due to such Landlord default, Tenant shall have the right to deduct such tax amounts paid from any monies due to Landlord from Tenant. Nothing in 16 this Paragraph shall be construed as making Tenant liable for any portion of Landlord’s income taxes in connection with the Property or otherwise. ii. Right of Appeal. Tenant shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge or seek modification of any tax assessment or billing for which Tenant is wholly or partly responsible for payment. Landlord shall reasonably cooperate with Tenant at Tenant’s expense in filing, prosecuting, and perfecting any appeal or challenge to taxes as set forth in the preceding sentence. In the event that, as a result of any appeal or challenge by Tenant, there is a reduction, credit or repayment received by the Landlord for any taxes previously paid by Tenant, Landlord agrees to promptly reimburse to Tenant the amount of said reduction, credit, or repayment. g. Limitation. All charges payable under this Agreement shall be billed by Landlord within eighteen (18) months from the end of the calendar year in which the charges were incurred; provided Tenant shall not be responsible for any late fees resulting directly from Landlord’s delay in billing, and any charges beyond such period shall not be billed by Landlord, and shall not be payable by Tenant. The foregoing shall not apply to Rent which is due and payable without a requirement that it be billed by Landlord. The provisions of this subsection shall survive the termination or expiration of this Agreement. h. W-9. Notwithstanding any other provision of this Agreement, Tenant shall have no obligation to pay Rent or make any other payment to Landlord unless and until Landlord has delivered to Tenant a current IRS Form W-9 and an EPay Payment Direction Form (collectively the “Payment Forms”). Landlord shall deliver the Payment Forms to Tenant: (i) upon execution of this Agreement; (ii) upon any change in Landlord’s name or address; and (iii) at such other times as may be reasonably requested by Tenant. Upon execution of this Agreement, Landlord shall mail the Payment Forms to Tenant at the following address: 11100 50th Street NE, Albertville, MN 55301, at which time Tenant shall provide a supplier/vendor number. Subsequently, Landlord shall either: (1) upload the forms to the AT&T Landlord Portal (https://landlordportal.att.com/); or (2) mail the Payment Forms to the AT&T Tower Asset Group – Lease Administration. The Payment Forms are attached as Exhibit D. To protect Landlord’s sensitive information, Landlord shall not send any of the Payment Forms to Tenant via email. 5. Tenant’s Use. a. User Priority. Tenant agrees that the following priorities of use, in descending order, shall apply in the event of communication interference or other conflict while this Agreement is in effect, and Tenant’s use shall be subordinate accordingly: i. Landlord and its agencies; 17 ii. Public safety agencies, including but not limited to FirstNet, law enforcement, fire, and ambulance services that are not part of the Landlord; iii. Other governmental agencies where use is not related to public safety; iv. the existing equipment of government-regulated entities whose antennae offer a service to the general public for a fee, in a manner similar to a public utility, such as long distance and cellular telephone, not including radio or television broadcasters. v. Tenant; and vi. Equipment of government-regulated entities whose antennae offer a service to the general public for a fee, in a manner similar to a public utility, such as long distance and cellular telephone, not including radio or television broadcasters, installed after Tenant’s Facilities. b. Tenant’s Permitted Use. Landlord agrees that Tenant may use the Premises for the purpose of installing, maintaining, and operating the Facilities as depicted in the Plans, subject to the terms and conditions herein (“Tenant’s Permitted Use”). The Tenant’s Permitted Use shall be non-exclusive, and Landlord specifically reserves the right to make additions, deletions, or modifications to its own facilities on the Property and to allow the Property, excluding the Premises, to be used by other parties. Tenant shall comply with all applicable ordinances, codes, statutes, and regulations of local, state, and federal governmental authority. By executing this Agreement, Landlord is not approving the construction or installation of any Facilities on the Property or Premises by Tenant. Tenant shall have the responsibility to make any and all necessary applications for construction, installation, or other work or permits that are required by any governmental authority having jurisdiction and receive approval of the same. Landlord does not warrant that the site is suitable for the Tenant’s Permitted Use. Tenant will have the right to install utilities, at Tenant’s expense, and to improve present utilities on the Property and the Premises. Landlord agrees to grant to any service company providing utility or similar services, including electric power and telecommunications, to Tenant an easement over the Property, from an open and improved public road to the Premises, and upon the Premises, for the purpose of constructing, operating and maintaining such lines, wires, circuits, and conduits, associated equipment cabinets and such appurtenances thereto, as such service companies may from time to time require in order to provide such services to the Premises. c. Operation. Tenant shall have the right, at its sole cost and expense, to operate, maintain, and repair the Facilities in accordance with good engineering practices, and with all applicable FCC rules and regulations. Any damage done to the Premises or Property by Tenant’s operations shall be repaired at Tenant's expense within thirty (30) days after notification of damage from Landlord. If Tenant does not repair such damage within thirty (30) days, Landlord has the right, but not the obligation, to repair the damage and Tenant agrees to pay all costs for said repair within thirty (30) days of invoice receipt from Landlord. 18 d. Construction. All construction and installation of the Facilities or other improvements on the Property must be in strict compliance with Exhibit B. Tenant may install and construct the Facilities and other improvements depicted in Exhibit B only after receiving all necessary building permits, construction permits, zoning permits, and any other required approvals and inspections. All construction and installation depicted in Exhibit B must fully comply with all federal, state, and local laws, codes, regulations, and ordinances. Tenant shall not make any improvements or add additional equipment beyond what is shown in Exhibit B without Landlord’s prior written approval, which shall not be unreasonably withheld, conditioned or delayed. Any damage done to the Property during installations or construction of the Facilities shall be repaired or replaced by Tenant immediately, at Tenant’s sole cost and expense, and to Landlord’s reasonable satisfaction. All construction, installation, or other improvements made to facilitate the Facilities depicted in Exhibit B shall be at Tenant’s sole cost and expense. e. Maintenance. All modifications to the Property and all improvements made for Tenant's benefit, including but not limited to, the Facilities, shall be maintained in a safe condition and good state of repair consistent with all government laws, codes, regulations, and ordinances, to the Landlord’s reasonable satisfaction. Any damage done to the Premises or Property during maintenance or improvement shall be repaired by Tenant at its sole cost and expense within thirty (30) days after notification of damage from Landlord. If Tenant does not repair such damage within thirty (30) days, Landlord has the right, but not the obligation, to repair damage and Tenant agrees to pay the Landlord for the costs of said repairs within thirty (30) days of invoice receipt from Landlord. f. Repainting. If Landlord repaints the Tower, Landlord will provide Tenant with at least one hundred eighty (180) days’ advance Notice, and Tenant will be permitted to install a temporary facility to keep its Facilities operational. Tenant shall, at Tenant’s expense and by the aforementioned advance Notice date, follow the requirements of the Landlord’s General Manager or its designee (the “General Manager”) regarding the removal of the Facilities from the Tower to temporary poles located on the Property, or otherwise securing the Facilities on the Tower generally, to protect them from damage and allow Tenant’s continued operation. Such removal shall not unreasonably interrupt operations of the Facilities and Tenant shall be entitled to a Rent abatement on a pro-rata basis during any period during which Tenant is unable to operate the Facilities due to relocation. Any repainting will be conducted by Landlord as diligently and expeditiously as reasonably possible. Upon direction from the General Manager that the repainting is completed, Tenant shall reinstall the Facilities on the Tower in the same location and in the same manner as before the repainting. Notwithstanding the foregoing, Tenant shall not be required to remove the Facilities at Tenant’s cost more than once during the Term. Landlord shall, at Landlord’s sole cost and expense, maintain the Property and Tower in good repair and in compliance with all applicable laws, including all laws related to the marking and lighting of buildings or structures promulgated by the Federal 19 Communications Commission, Federal Aviation Administration or other applicable governmental authority. g. Replacements. Tenant shall have the right to replace or otherwise modify the Facilities or any portion thereof and the frequencies over which the equipment operates, on the condition that if such modifications require construction work, it shall be subject to the review and prior written approval of the Landlord and must be consistent with all federal, state, and local laws, codes, regulations, and ordinances. Tenant shall submit to Landlord a written request for approval, which written request shall be on the Landlord’s application form and shall be directed to the General Manager at the address for the Landlord in Section 12.e of this Agreement. The Tenant shall submit with the application a detailed proposal for any such replacement facilities (including, but not limited to, engineered drawing and structural analysis stamped and signed by a licensed engineer registered in the State of Minnesota) and any other information reasonably requested by Landlord of such requested update or replacement, including but not limited to technical studies carried out at Tenant's expense. Landlord shall either approve or reject Tenant’s application for the proposed improvements or additional equipment within the time requirements of Minn. Stat. § 15.99 after receipt of Tenant’s complete application for request for approval (“Replacement Approval Period”). The requirements and deadlines in Minn. Stat. § 15.99 apply to this Paragraph Any incomplete notice may be delivered via email or other electronic means if an email address is provided in the application. The Parties may modify or extend the Replacement Approval Period as provided for in Minn. Stat. § 15.99. Notwithstanding the foregoing, Landlord’s prior written approval shall not be required for routine repairs, replacements or maintenance. Within sixty (60) days after receipt of an itemized invoices from Landlord’s third-party contractors or service providers, Tenant shall be responsible for Landlord’s actual, reasonable costs associated with any such submittal and agrees to pay to Landlord such undisputed costs within sixty (60) days of invoice receipt from Landlord, not to exceed Ten Thousand Dollars ($10,000.00). h. Drawings. Tenant shall provide Landlord with as-built drawings of the improvements installed on the Premises, which show the actual location of the Facilities and improvements. Said drawings shall be submitted within 30 days of system start-up and be accompanied by a complete and detailed inventory of all equipment, personal property, and Facilities actually placed on the Premises, described in and consistent with Exhibit B. Tenant shall not have installed equipment that is not reflected on as-built drawings or plans. i. Interference with Landlord Property. Tenant agrees to perform any and all work contemplated in connection with the construction, reconstruction, replacement, and operation contemplated herein in a manner which minimizes interference with Landlord’s operations on the Property. Tenant shall notify the Landlord when construction commences, be solely responsible for construction and construction supervision. In the event of such entry for said construction, operation, maintenance and removal, Tenant shall cause the Property to be restored, to the 20 satisfaction of the General Manager and at Tenant’s sole cost and expense, to the condition prior to the Tenant’s entry onto the Property, including but not limited to such items as replacement of adequate top soil, seeding, sodding where necessary, finish grading to original grade and other reasonable restoration measures deemed necessary to the satisfaction of the General Manager. j. Access. Except as otherwise provided for in this Agreement, Tenant, at all times during the Term, shall have access seven (7) days a week, twenty-four (24) hours a day to the Property in order to install, operate, maintain and repair the Facilities. The Tenant shall use reasonable care not to damage the Property. Any damage caused by Tenant shall be promptly repaired to the same or better condition that existed prior to said damage. If Tenant elects to utilize an Unmanned Aircraft System (“UAS”) in connection with its installation, construction, monitoring, site audits, inspections, maintenance, repair, modification, or alteration activities at the Property, Landlord hereby grants Tenant, or any UAS operator acting on Tenant’s behalf, express permission to fly over the applicable Property and Premises, and consents to the use of audio and video navigation and recording in connection with the use of the UAS. k. Interference Study. Before obtaining a permit for improving the Premises and constructing the Facilities, Tenant must conduct a radio frequency interference study carried out by a qualified professional, showing Landlord that Tenant’s Permitted Use will not interfere with any of Landlord’s existing communication systems on the Property, including but not limited to: (i) Police, Fire, Public Utility and Emergency Operations communication systems; (ii) Public Safety communication systems on the Property that are not part of Landlord; and (iii) existing telecommunication facilities located within 500 feet of the Property. Landlord, at its discretion, may conduct a review or independent radio frequency study, carried out by a qualified professional of its choosing. If it is found that there is interference caused by the Facilities that is not remedied by Tenant within forty-eight (48) hours, Tenant shall cease all operations which are suspected of causing interference (except for intermittent testing to determine the cause of such interference) until the interference has been corrected. l. No Liens. Tenant shall promptly pay any contractors and subcontractors it utilizes to conduct work on the Premises and shall not allow liens to be placed on the Premises and/or the Property. If any mechanic's lien or other lien, charge or order for payment of money is filed as a result of the act or omission of Tenant in connection with this Agreement, Tenant will cause such lien, charge or order to be discharged or appropriately bonded or otherwise reasonably secured within sixty (60) days after notice from Landlord thereof. If Tenant fails to cause the lien or encumbrance to be discharged or secured within the sixty (60) day period, then Landlord will be entitled to do so at Tenant’s expense. Tenant shall pay to Landlord, within thirty (30) days of receipt, all invoiced amounts of Landlord incurred as a result of a mechanic’s lien or other lien described above that is not discharged or secured as provided herein. 21 m. Tenant Installed Property. Any equipment, trade fixtures, or personal property installed on the Tower by Tenant, including but not limited to antennas, antenna mounts, transmission lines, equipment shelter building, emergency generator, and fuel tank installed under this Agreement shall remain the sole property of Tenant. Landlord waives any and all lien rights it may have, statutory or otherwise, concerning the Facilities or any portion thereof. Tenant shall have the right to remove any or all of the above equipment, fixtures, or property at the expiration or termination of this Agreement or any extension thereof, even though said equipment, fixtures or property are attached to the Tower. n. Escrow. Tenant shall, within fifteen (15) days for any application for replacement or modification of the Facilities under this Section and before any such work shall commence, provide Landlord with deposit of $10,000.00 (“Escrow Deposit”). The Landlord may, but is not obligated to, draw on the Escrow Deposit to pay the costs and expenses incurred by Landlord under this Section and invoiced to Tenant. When the balance of the Escrow Deposit falls below $3,000.00, upon written notice given by Landlord to Tenant, Tenant shall immediately deposit additional cash to replenish the Escrow Deposit to the full amount stated above. Upon completion of the work under this Section and payment of all costs and expenses, Landlord will refund to Tenant any balance remaining in the Escrow Deposit. Failure to replenish the Escrow Deposit as required above shall be an event of termination under Section 7. 6. Duties of Landlord. a. General. Landlord agrees that in exercising its ownership responsibilities of the Property, including maintenance, repair, alterations, and construction thereon, it shall comply with all applicable ordinances, codes, statutes, and regulations of local, state and federal governmental authority. b. Tower Maintenance. Landlord shall be responsible, at its sole cost, for the general day to day maintenance of the Tower, including obstruction lights, light monitoring, and any other FCC or FAA requirements, inspections, painting, and any other measures necessary to maintain the safety and utility of the Tower for the purpose of water storage. c. Interference. Landlord will not grant, after the Effective Date, a lease, license or any other right of the Tower to any third party if such party’s use is reasonably anticipated to interfere with Tenant’s operation of its Facilities. For purposes of this Section, “reasonably anticipated” shall be based on an interference study conducted or accepted by the Landlord. Landlord agrees further that any future lease of the Tower will prohibit a user from interfering with the Facilities. Landlord agrees that it will require any subsequent occupants of the Leased Premises Area to provide Tenant these same assurances against interference. Landlord shall have the obligation to eliminate any interference with the operations of Tenant caused by such subsequent occupants. If such interference is 22 not eliminated, Tenant shall have the right to terminate this Lease or seek injunctive relief against the interfering occupant, at Tenant’s expense. 7. Default; Termination. a. Events of Termination. Except as otherwise provided herein, this Agreement may be terminated as follows: i. By either Party upon a default of any covenant or term hereof by the other Party, which default is not cured within thirty (30) days of receipt of written Notice of default to the other Party, unless such default may not reasonably be cured within a thirty (30) -day period, in which case, this Agreement may not be terminated if the defaulting Party commences action to cure the default within such thirty (30) day period, proceeds diligently to fully cure the default and thereafter cures the default. ii. By Tenant if Tenant is unable to obtain or maintain any license, permit, or other governmental approval necessary for the construction and/or operation of the Facilities. iii. By Tenant if Tenant is unable to operate the Facilities or occupy the Premises due to a change in applicable law; if Landlord or another tenant or user of the Property or an owner, tenant or user of adjacent real property installs equipment or a structure that adversely impacts the ability of the Facilities to send and receive signals. iv. By Landlord for cause if Tenant has failed to comply with applicable federal, state, or local law code, regulation, ordinance, or any conditions attached to government approvals granted thereunder, if not cured after thirty (30) days’ Notice of such non-compliance. v. By Tenant if any portion of the Property is damaged by any casualty and such damage disrupts Tenant’s use of the Premises for more than forty-five (45) days or renders the Tower permanently inoperable, then Tenant may terminate this Agreement upon one hundred eighty (180) days’ written Notice. Landlord will endeavor to provide notice to Tenant of any casualty or other harm affecting the Premises within twenty-four (24) hours of the casualty or other harm. Landlord agrees to permit Tenant to place temporary transmission and reception facilities on the Property as directed by the Landlord’s General Manager, but only until such time as Tenant is able to rebuild or restore the Facilities, or to activate a replacement transmission facility at another location. vi. By Landlord for cause if it is determined by an independent qualified and licensed engineer approved by Landlord that the Facilities unreasonably interfere with another user with a higher priority that is not cured within thirty (30) days’ written Notice, regardless of whether or not such 23 interference was predicted in the initial interference study. b. Removal and Restoration. Within ninety (90) days after the expiration or termination of this Agreement (“Facilities Removal Period”) for any reason, Tenant shall remove its Facilities, personal property, and any other leasehold improvements from the Property and shall repair any damage to the Property caused by such equipment, normal wear and tear excepted; all at Tenant's sole cost and expense, whether removed by Tenant or Landlord. Any Facilities or other improvements or property that is not removed by the end of the Facilities Removal Period shall, at Landlord’s option, become the property of the Landlord. In all other situations, title to Tenant's Facilities, and all improvements installed at or affixed to Property by Tenant shall be and shall remain the property of Tenant. In the event Tenant leaves any personal property, equipment, or any portion of its Facilities on the Property without Landlord’s written consent, Tenant shall reimburse Landlord for the cost of removing and disposing of the same. Notwithstanding anything contained herein to the contrary, Tenant shall be liable to Landlord for Rent until such time that Tenant’s personal property, equipment, and Facilities have been removed from the Property. The terms and conditions of this subsection shall survive the termination or expiration of this Agreement. Notwithstanding the foregoing, Tenant will not be required to remove from the Premises or the Property any structural steel supporting the Tower or any foundations or underground utilities. c. Notice of Termination. The Parties shall give Notice of termination in writing in the manner prescribed in Section 12.e. All Rent and other amounts paid for under this Agreement prior to said termination date shall be retained by Landlord; provided, however, if Landlord terminates this Agreement for any reason other than a Tenant default, or Tenant terminates this Agreement due to Landlord default pursuant to Section 7.a.i. above, Landlord shall reimburse Tenant for the pre-paid, un-earned Rent actually paid by Tenant from the date of termination through the end of the then-current lease year. Upon such termination, this Agreement shall be of no further force and effect except to the extent of the representations, warranties, and indemnities made by each Party to the other hereunder. d. Tenant’s Liability for Early Termination. If Tenant determines, in its sole discretion, that its use of the Premises is obsolete or unnecessary, Tenant shall have the right to terminate this Agreement upon payment to Landlord, in addition to any other fees and costs provided for herein, as liquidated damages for early termination, an amount equal to 50% of the annual Rent for the year in which Tenant terminates, unless Tenant terminates during the last year of the Initial Term or any Renewal Term under of this Agreement and Tenant has paid the annual Rent for that year. e. Limitation of Liability. In the event the Landlord is in breach of this Agreement, Landlord’s liability for damages to Tenant shall be limited to the actual and direct costs incurred by Tenant as a result of the breach, including Facilities removal, 24 relocation or repair, but specifically exclude, among other things, value of the business of Tenant as a going concern, future expectation of profits, loss of business or profit, special, compensatory, consequential or related damages to Tenant. Except for the indemnity obligations set forth in this Agreement, and otherwise notwithstanding anything to the contrary in this Agreement, Tenant and Landlord each waives any claims that each may have against the other with respect to consequential, incidental or special damages, however caused, based on any theory of liability. Neither Party shall be liable to the other for any interruption in the other Party’s service or interference with business or operation of the other, except as may be caused by the willful misconduct of the other Party. Notwithstanding anything in this Agreement to the contrary, the Parties are not waiving their rights, if any, to equitable remedies such as, without limitation, injunctive relief, and specific performance. 8. Defense and Indemnification. a. General. Each Party agrees that it will be responsible for its own acts and omissions, to the extent authorized by law, and shall not be responsible for the acts and omissions of the other Parties. Landlord and Tenant’s liability is governed by the provisions of Minn. Stats. Ch. 466. b. Hazardous Substances. Landlord represents and warrants to the best of Landlord’s knowledge that the Property, as of the Effective Date, is free of hazardous substances, including asbestos-containing materials and lead paint. Tenant represents and warrants that its use of the Property will not generate, and Tenant will not store or dispose on the Property nor transport to or over the Property any hazardous substance in violation of applicable law. Tenant further agrees to hold Landlord harmless from and indemnify Landlord against any release of any such hazardous substance and any damage, loss, or expense or liability to the extent resulting from such release, including all attorneys' fees, costs and penalties incurred as a result thereof, to the extent any release is caused by the acts of Tenant, its employees or agents. Notwithstanding anything to the contrary in this Agreement, in no event shall Tenant have any liability whatsoever with respect to any hazardous substance that was on, about, adjacent to, under or near the Tower or Property prior to the Effective Date, or that was generated, possessed, used, stored, released, spilled, treated, transported, manufactured, refined, handled, produced or disposed of on, about, adjacent to, under or near the Tower and/or Property by Landlord, its agents or employees, or any third-party who is not an employee, agent, contractor or invitee of Tenant. Landlord agrees to hold Tenant harmless from and indemnify Tenant against any release of any such hazardous substance and any damage, loss, or expense or liability to the extent resulting from such release, including all attorneys' fees, costs and penalties incurred as a result thereof, to the extent any release is caused by the acts of Landlord, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous to toxic waste, 25 hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time; and it shall be interpreted to include, but not be limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. Tenant’s obligations under this paragraph shall survive the termination or expiration of this Agreement. In the event Tenant becomes aware of any hazardous substances on the Property, or any environmental, health or safety condition or matter relating to the Property, that, in Tenant’s sole determination, renders the condition of the Premises or Property unsuitable for Tenant’s use, or if Tenant believes that the leasing or continued leasing of the Premises would expose Tenant to undue risks of liability to a government agency or other third party, then Tenant will have the right, in addition to any other rights it may have at law or in equity, to terminate this Agreement upon written notice to Landlord. 9. Insurance. a. Workers' Compensation. Tenant must maintain Workers' Compensation insurance with limits required by Applicable Law. The policy shall also provide Employer's Liability coverage with limits of $500,000 Bodily Injury each accident, $500,000 Bodily Injury by disease, policy limit, and $500,000 Bodily Injury by disease, each employee. b. Commercial Liability. Tenant shall provide to Landlord, upon the Commencement Date, and maintain, at all times, a Commercial General Liability Coverage Certificate of Insurance. Such coverage shall provide for third-party bodily injury and property damage arising out of the use, maintenance, or operation of the Premises and Facilities at the following levels: Limits of Liability in amounts of $1,500,000.00 per occurrence for bodily injury and property damage and amounts of $3,000,000.00 general annual aggregate, including personal and advertising injury and products/completed operations. Any and all sub-contractors performing work on Tenant’s behalf related to the use, maintenance, or operation of the Premises and Facilities must maintain substantially the same insurance as required of Tenant and must provide Landlord a Certificate of Insurance prior to performing work on behalf of Tenant. Each Certificate of Insurance shall include as additional insured by endorsement as their interest may appear under this Agreement Landlord and its officers and employees and any other person with an insurable interest designated by Landlord as an additional insured. Upon receipt of notice from its insurer(s) Tenant or its insurer(s) shall provide Landlord with thirty (30) days’ prior written notice of cancellation of any required coverage unless replaced without lapse in coverage. Further, in the event the provided Certificate of Insurance no longer meets the requirements above, then the City shall be promptly provided with a replacement Certificate of 26 Insurance. c. Tenant Property Insurance. Tenant must keep in force for the duration of this Agreement a policy covering damages to its property at the Premises. The amount of coverage shall be sufficient to replace the damaged property, loss of use and comply with any ordinance or law requirements. Tenant self-insures this risk. d. Additional Insured - Certificate of Insurance; Coverage. Tenant shall provide, prior to tenancy, evidence of the required insurance in the form of a Certificate of Insurance issued by a company eligible to do business in the State of Minnesota, which includes all coverage required in this Section with an AM Best rating of no less than A-VII. Tenant shall include Landlord as an Additional Insured by endorsement as their interest may appear under this Agreement on the Commercial General Liability Policy. Further, in the event the above requirements do not meet the Landlord’s maximum tort liability under Minn. Stat. § 466.04, then the Landlord shall be promptly provided with a replacement Certificate of Insurance that meets or exceeds the Landlord’s maximum tort liability under Minn. Stat. § 466.04. Said insurance shall be maintained at all times. 10. Condemnation. In the event Landlord receives notification of any condemnation proceedings affecting the Property, Landlord will provide notice of the proceeding to Tenant within a reasonable time period from when it receives notification. In the event the whole of the Property or Premises is taken by eminent domain, this Agreement shall terminate as of the date title to the Property vests in the condemning authority. In event a portion of the Premises or a portion thereof is taken by eminent domain so as to prevent Tenant’s continued use of the Premises under this Agreement, Tenant shall have the right to terminate this Agreement as of said date of title transfer, by giving thirty (30) days' written Notice to Landlord. In the event of any taking under the power of eminent domain, Tenant shall not be entitled to any portion of the award paid for the taking and the Landlord shall receive full amount of such award. Tenant hereby expressly waives any right or claim to any portion thereof; all damages, whether awarded as compensation for diminution in value of the leasehold or to fee title of the Property, shall belong to Landlord. Tenant shall have the right to claim and recover from the condemning authority any amounts recoverable by Tenant on account of any and all damage to Tenant’s business and any costs or expenses incurred by Tenant in moving/removing its Facilities, personal property, or leasehold improvements. 11. Holding Over. Tenant has no right to retain possession of the Premises or any part thereof beyond the Facilities Removal Period. If Tenant remains in possession of the Premises beyond the Facilities Removal Period, then Tenant will be deemed to be occupying the Premises on a month-to-month basis (the “Holdover Term”), subject to the terms and conditions of this Agreement; provided, however, that the Rent during the Holdover Term shall be paid on the first day of each month in advance in an amount equal to 120% of the proportionate monthly Rent Amount in effect prior to termination, with an increase of four percent (4%) on January 1 of each year of the Holdover Term. Either Landlord or Tenant may terminate the Holdover Term with 30 days’ notice. 27 12. Miscellaneous. a. Quiet Enjoyment. Landlord covenants that Tenant, on paying the Rent, other amount owed, and performing the covenants herein, shall peaceably and quietly have, hold, and enjoy the Premises as provided for herein. b. Title. Landlord represents and warrants to Tenant as of the Effective Date, and covenants during the Term that Landlord is seized of good and sufficient title and interest to the Property and has full authority to enter into and execute this Agreement. Landlord further covenants during the Term that there are no liens, judgments, or impediments of title on the Property, or affecting Landlord’s title to the same and that there are no covenants, easements or restrictions which prevent or adversely affect the use or occupancy of the Premises by Tenant as set forth above. If the Property is or becomes encumbered by a deed to secure a debt, mortgage or other security interest, then Landlord will endeavor in good faith to provide promptly to Tenant a mutually agreeable subordination, non-disturbance and attornment agreement executed by Landlord and the holder of such security interest in a mutually agreeable form. c. Entire Agreement. This Agreement sets forth the entire, final, and complete understanding between the Parties hereto relevant to the subject matter of this Agreement, and it supersedes and replaces all previous understandings or agreements, written, oral, or implied, relevant to the subject matter of this Agreement made or existing before the date of this Agreement. Except as expressly provided by this Agreement, no waiver or modification of any of the terms or conditions of this Agreement shall be effective unless in writing and signed by both Parties. Any provision of this Agreement that logically would be expected to survive termination or expiration, shall survive for a reasonable time period under the circumstances, whether or not specifically provided in this Agreement. d. Assignment. Neither Party may assign or otherwise transfer any of its rights or obligations under this Agreement to any third-party without the prior written approval of the other Party, which consent shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, Tenant may assign or transfer some or all of its rights and/or obligations under the Agreement to and an Affiliate or a successor entity to its business, whether by merger or by sale of all or substantially all of its assets or stock, and in each case, at least 90-days after said transfer is effective, Notice must be provided to Landlord of such transfer, that provides, if applicable, the updated address for a Notice. The respective rights and obligations provided in this Agreement shall bind and shall inure to the benefit of the Parties hereto, their legal representative, heirs, successors and permitted assigns. No rights, however, shall inure to the benefit of any assignee, unless such assignment shall have been made in accordance with this Section. e. Notice. Unless explicitly set forth to the contrary herein, all notices or requests that are required or permitted to be given pursuant to this Agreement must be 28 given in writing and be deemed to have been given (a) when received or rejected by the addressee if sent by a nationally recognized overnight courier (receipt requested), (b) when received or rejected by the addressee if sent by United States Postal Service (receipt requested), or (c) if sent by email to Tenant’s Lease Administration Department on the first calendar day after it was sent unless the sender receives an automated message that the email has not been delivered. (“Notice”). Electronic mail shall be sent with a read receipt, but a read receipt shall not be required to establish that notice was given and received. A Notice may be by telephone as expressly provided for herein. A Notice must be sent to the respective Parties at the following addresses (or at such other address for a Party as shall be specified in a Notice given in accordance with this Section): If to be given to Landlord: Joint Powers Water Board of Albertville, Hanover and St. Michael Attn: General Manager 1100 50th St NE Albertville, MN 55301 With copy to: Hoff Barry, P.A. Attn: Scott B. Landsman 100 Prairie Center Drive, Suite 200 Eden Prairie, MN 55344 If to be given to Tenant: (i) To Tenant’s Lease Administration Department by email at NoticeIntake@att.com with “Cell Site #: MNL90335; Site Name: St. Michael 1900 Relo (MN) Fixed Asset #: 16530145” in the e-mail subject line; and (ii) With a copy of notices of default to Tenant’s Law Department via first class certified or registered mail, return receipt requested or by a nationally recognized overnight courier, postage prepaid, addressed to: New Cingular Wireless PCS, LLC Attn.: Legal Dept – Network Operations Re: Cell Site #: MNL90335; Cell Site Name: St. Michael 1900 Relo (MN) Fixed Asset #: 16530145 208 S. Akard Street Dallas, TX 75202-4206 f. Severance and Authority. Each provision of this Agreement shall be construed as separable and divisible from every other provision and the enforceability of any one provision shall not limit the enforceability, in whole or in part, of any other provision. In the event that a court or administrative body of competent jurisdiction holds any provision of this Agreement to be invalid, illegal, void or less than fully enforceable as to time, scope or otherwise, such provision shall be construed by limiting and reducing it so that such provision is valid, legal and 29 fully enforceable while preserving to the greatest extent permissible the original intent of the parties; the remaining terms and conditions of this Agreement shall not be affected by such alteration, and shall remain in full force and effect. Each of the Parties hereto warrants to the other that the person or persons executing this Agreement on behalf of such Party has the full right, power and authority to enter into and execute this Agreement on such Party's behalf and that no consent from any other person or entity is necessary as a condition precedent to the legal effect of this Agreement. g. Recording. If requested by Tenant, Landlord agrees to execute a Memorandum of this Agreement in recordable form, which form is reasonably acceptable to the Landlord, that Tenant may record, at Tenant’s sole cost and expense, with the appropriate recording officer. The date set forth in the Memorandum of Lease is for recording purposes only and bears no reference to commencement of either the Term or Rent payments. h. Governing Law. This Agreement shall be construed, governed, and enforced in accordance with the laws of the state of Minnesota. i. Venue and Attorneys' Fees. Any court action to enforce the terms, conditions and rights herein shall be brought in state or federal court with jurisdiction over Wright County. The prevailing Party shall be entitled to recover reasonable costs and reasonable attorney’s fees incurred as a result of such action. j. Interpretation. For purposes of this Agreement, (a) the words “include,” “includes,” and “including” are deemed to be followed by the words “without limitation”; (b) the word “or” is not exclusive; and (c) the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to this Agreement as a whole. Unless the context otherwise requires, references herein: (x) to sections, schedules, and exhibits mean the sections of, and schedules and exhibits attached to, this Agreement; (y) to an agreement, instrument, or other document means such agreement, instrument, or other document as amended, supplemented, and modified from time to time to the extent permitted by the provisions thereof; and (z) to a statute means such statute as amended from time to time and includes any successor legislation thereto and any regulations promulgated thereunder. This Agreement shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. k. No Waiver. The failure of either Party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as thereafter waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. l. Survival. The provisions of this Agreement relating to indemnification from one 30 Party to the other Party shall survive any termination or expiration of this Agreement. Additionally, any provisions of this Agreement which require performance subsequent to the termination or expiration of this Agreement shall also survive such termination or expiration. m. Compliance with Law. Each Party shall, with respect to its actions and/or inactions pursuant to and in connection with this Agreement, comply with all applicable statutes, laws, rules, ordinances, codes and governmental or quasi-governmental orders or regulations (in each case, whether federal, state, local or otherwise) and all amendments thereto, now enacted or hereafter promulgated and in force during the Term of this Agreement, a Renewal Term or any extension of either of the foregoing. n. Counterparts. This Agreement may be executed in any number of identical counterparts and, as so executed, shall constitute one agreement, binding on all the Parties hereto, notwithstanding that all the Parties are not signatories to the original or the same counterpart. Execution of this Agreement by facsimile or electronic signature shall be effective to create a binding agreement and, if requested, Landlord and Tenant agree to exchange original signed counterparts in their possession. o. Sale of the Property. Landlord may sell the Property or a portion thereof to a third party, provided: (i) the sale is made subject to the terms of this Agreement; and (ii) if the sale does not include the assignment of Landlord’s full interest in this Agreement, the purchaser must agree to perform, without requiring compensation from Tenant or any subtenant, any obligation of Landlord under this Agreement, including Landlord’s obligation to cooperate with Tenant as provided hereunder. In the event of a change in ownership, transfer or sale of the Property, within ten (10) days of such transfer, Landlord or its successor shall send the following documents to Tenant: (i) Deed, bill of sale, assignment or other instrument of transfer, (ii) IRS Form W-9, (iii) Completed and Signed Tenant Payment Direction Form, and (iv) Full contact information for new Landlord including phone number(s). p. RF Safety Measures. Landlord hereby grants to Tenant an irrevocable license throughout the Term to install, maintain and replace at Tenant’s expense radio frequency safety notification, access control devices and equipment at locations on the Property that are necessary or useful to comply with legal requirements regarding radio frequency emissions (each, a “RF Safety Measures”). RF Safety Measures may include signs, striping in one or more colors, protective barriers, equipment necessary or useful to RF safety, and other access control measures. Landlord will not prevent, restrict or otherwise impair the installation, maintenance or replacement of any RF Safety Measures. The remainder of this page intentionally left blank; signature page follows 31 IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. JOINT POWERS WATER BOARD OF ALBERTVILLE, HANOVER, AND ST. MICHAEL, a Minnesota joint powers board under Minn. Stat. § 471.59, a/k/a Hanover, St. Michael, and Albertville Joint Powers Board By: Its: Chair Date:______________ By: Its: General Manager Date:______________ NEW CINGULAR WIRELESS PCS, LLC, a Delaware limited liability company By: AT&T Mobility Corporation Its: Manager By: Print Name: Andrew Sackreiter Its: Director-Construction & Engineering Date: 32 EXHIBIT A Legal Description of Property Property: Lot 1, Block 1, Water Tower Addition, Wright County, Minnesota Utility/Access Easement: Final Survey/legal description pending 33 EXHIBIT B Plans 34 EXHIBIT C Application 35 EXHIBIT D Payment Forms IRS FORM W-9 & EPAY PDF (Page 1 of 3) [IRS FORM W-9 (REVISED MARCH 2024) & EPAY PDF APPEAR ON FOLLOWING TWO (2) PAGES] 36 37 38 TO : Joint Powers Water Board FROM : John Seifert DATE : June 22, 2026 SUBJECT : Construction Services Proposal - Ground Storage Reservoir (GSR) Project Background: Chris Larson of SEH will be in attendance to present a proposal for construction administration and inspection services associated with the Ground Storage Reservoir (GSR) Project. These services are intended to provide construction oversight, ensure compliance with project specifications, coordinate with the contractor, and assist the Board and staff throughout the construction phase to help deliver a successful project. Following the presentation, staff requests that the Board consider approval of SEH's proposal for construction services. Recommended Motion: Approve the proposal from SEH to provide construction administration and inspection services for the Ground Storage Reservoir (GSR) Project, as presented. 39 Client: Joint Powers Water Board Prepared by: Chris Larson Project Name: 2026 GSR and Pump Station Prepared Date: 7/21/2026 Reviewed By: Jeff Ledin Reviewed Date: 7/21/2026 Billing Rate $282.23 $225.95 $319.39 $196.33 $211.56 $170.06 $163.72 $160.29 $127.90 $156.83 $185.89 0.70$ Discipline Water Engineering Civil Engineering Mechanical/Electri cal Engineering Mechanical/Electri cal Engineering Water Engineering Construction Services Wastewater Engineering Accounting Administrative Survey Water Engineering Employee Ledin, Jeffrey R (Jeff)Johnson, Bryce N Carlson, John P Brummel, James R Jorgensen, Kory Warnke, Stephen Lor, See Oelschlager, Justin T Koontz, Donna M Haugen, Paul D Karns, Kurt Role Project Manager Civil Engineering Electrical Electrical Tech RPR Lead RPR PMA Accounting Admin Tech Survey Drafting Mileage Unit Mileage $ Field Misc. $ Task 1 CONSTRUCTION ADMINISTRATION (OFFICE) SERVICES Pre-Construction Agenda, Meeting & Notes 2 2 160 112$ 932$ Issue Conformed Plans and Specifications 2 4 8 -$ 2,563$ Survey 2 4 16 600 420$ 500$ 4,897$ Project Management 16 8 8 -$ 7,108$ Schedule Review/Permit Assistance 8 -$ 2,258$ Progress Meetings 20 12 12 -$ 12,189$ Shop Drawing/Submittal Review 24 40 12 24 16 -$ 26,403$ Respond to RFIs 8 8 8 -$ 6,621$ Pay Request Review 8 -$ 2,258$ Change Orders 8 4 -$ 2,769$ Subtotal 98 64 32 24 0 0 8 8 26 16 8 760 532$ 500$ 67,998$ Task 2 CONSTRUCTION OBSERVATION (FIELD) SERVICES 2026 - Site Piping/Grading - Assume 10 Weeks Full Time 10 36 80 320 3,600 2,520$ 84,822$ -$ -$ Subtotal 10 36 0 0 80 320 0 0 0 0 0 3600 2,520$ -$ 84,822$ TOTAL 108 100 32 24 80 320 8 8 26 16 8 4360 3,052$ 500$ 152,819$ TotalLabor Hours Expenses/ODC's 7/21/2026 8:13 PM 1 of 1 Draft LOE Joint Powers GSR - Construction Admin Fee Estimate - 2026 40