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HomeMy WebLinkAbout2019 07-22 CCPYouth In Government Day City Hall - Council Chambers July 22, 2019 AGENDA 1.Youth In Government Session - 5:00 p.m. 2.Adjourn to Study Session/Open Forum - 6:45 p.m. Council Study Session City Hall Council Chambers July 22, 2019 AGENDA The City Council requests that attendees turn off cell phones and pagers during the meeting. A copy of the full City Council packet is available to the public. The packet ring binder is located at the entrance of the council chambers. 1.City Council Discussion of Agenda Items and Questions - 6:45 p.m. 2.Miscellaneous 3.Discussion of Work Session Agenda Item as Time Permits 4.Adjourn CITY COUNCIL MEETING City Hall Council Chambers July 22, 2019 AGENDA 1.Informal Open Forum with City Council - 6:45 p.m. Provides an opportunity for the public to address the Council on items which are not on the agenda. Open Forum will be limited to 15 minutes, it is not televised, and it may not be used to make personal attacks, to air personality grievances, to make political endorsements, or for political campaign purposes. Council Members will not enter into a dialogue with presenter. Questions from the Council will be for clarification only. Open Forum will not be used as a time for problem solving or reacting to the comments made but, rather, for hearing the presenter for informational purposes only. 2.Invocation - 7 p.m. 3.Call to Order Regular Business Meeting The City Council requests that attendees turn off cell phones and pagers during the meeting. A copy of the full City Council packet is available to the public. The packet ring binder is located at the entrance of the council chambers. 4.Roll Call 5.Pledge of Allegiance 6.Approval of Agenda and Consent Agenda The following items are considered to be routine by the City Council and will be enacted by one motion. There will be no separate discussion of these items unless a Councilmember so requests, in which event the item will be removed from the consent agenda and considered at the end of Council Consideration Items. a.Approval of Minutes - Motion to approve the following minutes: July 8, 2019 Study Session July 8, 2019 Regular Session July 8, 2019 Work Session b.Approval of Licenses - Motion to approve licenses as presented. c.Resolution Approving Tranfer of Funds from Earle Brown Heritage Center Operating Fund to the Earle Brown Heritage Center Capital Fund - Motion to adopt a resolution authorizing the transfer of $350,000 from the Earle Brown Heritage Center Operating Fund to the Earle Brown Heritage Center Capital Fund. d.Resolution Approving a Transfer of Funds from the Municipal Liquor Store Fund to the Capital Improvements Fund - Motion to adopt a resolution authorizing the transfer of $325,487 from the Municipal Liquor Store fund to the Capital Improvements Fund. e.Resolution Providing for the Competitive Negotiated Sale of $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A - Motion to approve resolution setting the date of the sale of $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A to finance the construction of Interstate Area Improvements and Bellvue/Southeast Improvements for August 12, 2019. f.Resolution Accepting Work Performed and Authorizing Release of Funds for Certain Financial Guarantees Being Held by the City (Presbyterian Homes and Services) - Motion to approve a resolution Accepting Work Performed and Authorizing Release of Funds for Certain Financial Guarantees Being Held by the City. 7.Presentations/Proclamations/Recognitions/Donations a.Youth In Government Day - Accept the proclamation regarding Youth In Government Day. b.Hennepin County Courts - Consider a presentation from the Hennepin County Courts. c.Brooklynk Program Update - Consider a presentation on the Brooklynk program from Breanne Rothstein, Economic Development and Housing Director for the City of Brooklyn Park. d.Snow Event Parking Review - No requested Council action at this time. 8.Public Hearings a.Ordinance and Resolutions Regarding Planning Commission Application 2019-008, Eastbrook Estates (i) PUD/Rezoning (2nd Reading) and Easement Vacation *Motion to: open Public Hearing; take public input: and close the Public Hearing. - Motion to approve an ordinance to amend Chapter 35 of the City Code of Ordinances regarding the zoning classification of land located generally west of Highway 252, south of 69th Avenue North, north of 68th Avenue North, and east of Aldrich Avenue North. - Motion approve a resolution vacating certain easements associated with the Eastbrook Estates site redevelopment, in connection with the proposed final plat of EASTBROOK ESTATES 2ND ADDITION. (ii) Revised Final Plat - Motion to approve a resolution approving the revised final plat for Eastbrook Estates 2nd Addition. (iii) Development Agreement - Motion to approve a resolution approving a Development Agreement with Centra Homes relating to the development of Eastbrook Estates 2nd Addition. 9.Planning Commission Items a.Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-013 for a Site and Building Plan Approval (Located at 6700 Shingle Creek Parkway) - Motion to approve a resolution regarding Planning Commission Application 2019-013 for a Site and Building Plan approval at 6700 Shingle Creek Parkway based on findings of fact and submitted plans, as amended by the conditions in the resolution. b.Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-012 for Preliminary and Final Plat Approval of the Emerson EDA Addition (Located at 5355 and 5357 Emerson Avenue North) - Motion to approve a resolution regarding Planning Commission Application No. 2019-012, approving a preliminary and final plat for the EMERSON EDA ADDITION, based on the findings of fact and submitted plans, as amended by the conditions of approval in the resolution. c.Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-010, for Rezoning, Special Use Permit, and Site & Building Plan Approval (Located at 5300 Dupont Avenue North) - (i) Motion to adopt a resolution to approve Planning Commission Application No. 2019-010 for Rezoning, Special Use Permit, and Site and Building Plan approval for the Subject Property located at 5300 Dupont Avenue North, based on the findings of fact and submitted plans, as amended by the conditions of approval in the resolution. - (ii) Motion to approve a first reading of an ordinance amending Chapter 35 of the Zoning Code of Ordinances regarding the zoning classification of 5300 Dupont Avenue North, and set the second reading and public hearing for August 12, 2019. 10.Council Consideration Items a.First Reading of an Ordinance Authorizing a Study and Placing a Moratorium on Development of Properties within the Opportunity Site - Motion to approve the first reading of an Interim Ordinance authorizing a study and placing a moratorium on the development of properties within the Opportunity Site, and calling for a public hearing and second reading to occur on August 12, 2019. 11.Council Report 12.Adjournment COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Dr. Reggie Edwards, Deputy City Manager FROM:Barb Suciu, City Clerk SUBJECT:Approval of Minutes Requested Council Action: - Motion to approve the following minutes: July 8, 2019 Study Session July 8, 2019 Regular Session July 8, 2019 Work Session Background: In accordance with MN Statute 15.17 and MN Statute 412.151, subd.1, attached for your approval are the minutes from the study session, regular session and work session. Budget Issues: None Strategic Priorities and Values: Operational Excellence ATTACHMENTS: Description Upload Date Type June 8, 2019 Study Session 7/17/2019 Backup Material June 8, 2019 Regular Session 7/17/2019 Backup Material June 8, 2019 Work Session 7/17/2019 Backup Material 07/08/19 -1- DRAFT MINUTES OF THE PROCEEDINGS OF THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER IN THE COUNTY OF HENNEPIN AND THE STATE OF MINNESOTA STUDY SESSION JULY 8, 2019 CITY HALL – COUNCIL CHAMBERS CALL TO ORDER The Brooklyn Center City Council met in Study Session called to order by Mayor Mike Elliott at 6:00 p.m. ROLL CALL Mayor Mike Elliott and Councilmembers Marquita Butler (arrived at 6:30 p.m.), April Graves, Kris Lawrence-Anderson, and Dan Ryan. Also present were City Manager Curt Boganey, Deputy City Manager Reggie Edwards, Director of Fiscal & Support Services Nate Reinhardt, Community Development Director Meg Beekman, Police Chief Tim Gannon, City Attorney Troy Gilchrist, and Mary Mullen, TimeSaver Off Site Secretarial, Inc. CITY COUNCIL DISCUSSION OF AGENDA ITEMS AND QUESTIONS Councilmember Ryan asked whether a Council representative would attend the Brooklyn Bridge Alliance for Youth Board Meeting on August 1, 2019. Mayor Elliott stated he had appointed Councilmember Butler as Liaison. Councilmember Ryan requested clarification regarding attendance at upcoming Council meetings. He added he is unsure whether his automated email responses were sent. He noted he wanted to confirm his availability for the upcoming Budget meeting. Mr. Boganey confirmed that Youth in Government Day is scheduled for July 22, 2019, on which date a regular City Council meeting is scheduled. He added this would be reviewed under “Miscellaneous.” Mr. Boganey stated the City Clerk would be sending out meeting invitations that can be accepted and added to the regular calendar. He added the City Council should indicate whether they do not wish to receive these email invitations. Councilmember Lawrence-Anderson expressed concern that City Staff and developers will expect and anticipate inevitable changes on the City Council as more development occurs. She added decisions and plans that are being made right now could be irrelevant to a new group of Councilmembers. Mr. Boganey stated this would be a good issue to review at the upcoming City Council retreat. 07/08/19 -2- DRAFT Mayor Elliott stressed the importance of recognizing the prerogative and wisdom of each City Council in its own time. Councilmember Graves agreed. She stated it is the responsibility of the City Council to be good stewards and create well-thought-out plans and policies with room for flexibility. Councilmember Lawrence-Anderson stated she is not opposed to change. She added she is excited about the future development of Brooklyn Center. MISCELLANEOUS YOUTH IN GOVERNMENT DAY - JULY 22, 2019 Deputy City Manager Reggie Edwards reviewed this event, currently being planned for July 22, 2019, for the Brooklynk Summer 2019 Interns to have an opportunity to learn about public policy and engage with local leaders. He added the event would include a facility tour with a focus on development after which food will be provided, and then participation in a City Council meeting. He noted the youth would be able to gain perspective regarding the role and responsibilities of City government. Mr. Edwards stated the tour would begin at 3:00 p.m., after which the interns will return to City Hall to engage with the City Council for 90 minutes beginning at 5:15 p.m. He added it is anticipated that the City Council Study Session/Open Forum will begin at approximately 6:45 p.m. He noted the interns would sit with the City Council on the dais throughout the Regular Meeting. Mayor Elliott stated he would expect that the interns should participate fully in the process, including City Council discussion of agenda items. Councilmember Graves suggested that a 5-minute overview of Robert’s Rules meeting protocol would be helpful. DISCUSSION OF WORK SESSION AGENDA ITEMS AS TIME PERMITS LIQUOR LICENSE VIOLATION PENALTY POLICY DISCUSSION Dr. Edwards reviewed this agenda item and requested the City Council’s consideration of changes to penalties for liquor license violations. He added there is currently no set penalty for violations, and City Staff is requesting that City Council establish a scale or guideline related to several violations. Councilmember Butler arrived at 6:30 p.m. 07/08/19 -3- DRAFT Dr. Edwards stressed the importance of creating a sound policy that is efficient and equitable. Dr. Edwards asked the City Council to consider what it would take to revoke a liquor license. Councilmember Graves stated, in her opinion, it is backwards to start with the most severe penalty. She added she felt comfortable with $500 for a first violation, $1,000 for a second violation, $1,500 for a third violation and revocation for a 4 th violation. She noted she would consider revocation for certain violations. Mayor Elliott agreed with Councilmember Graves He added he would support temporary revocation for a specific period, for example, for the remainder of the calendar year. Councilmember Ryan stated he supports the policy used by Golden Valley, in terms of dollar fines and suspensions. He added 36 months’ suspension is appropriate and gives the business a specific amount of time. He noted the establishment should have sufficient time to review and rectify problems with management and training. Mayor Elliott stated it would not be appropriate to create a fee system that would financially damage a business and force them to close. Mr. Boganey asked each City Councilmember for their opinion on how many violations would be allowed, and within what period before revocation would be appropriate. Councilmember Graves stated she would support five violations within 24 months. She added, however, her answer would be different if the violation were a sale to a minor. Councilmember Ryan stated he would support four violations within 36 months. Mayor Elliott stated he would support five violations within 24 months. Councilmember Lawrence-Anderson stated she would support five violations in 24 months. She added she would like to see suspensions discussed along these tiers. It was the majority consensus of the City Council to support five violations within 24 months. Mr. Boganey asked how long the revocation period should be. He added the revocation period is currently one year. Mayor Elliott stated he would support a revocation period that lasts through the end of the license year. Councilmember Graves agreed that would be appropriate unless it is close to the end of the license year. Mr. Boganey stated a compromise would be the balance of the license year or a minimum number of months. 07/08/19 -4- DRAFT Discussion of this item continued and concluded the July 8, 2017, Work Session. ADJOURN STUDY SESSION TO INFORMAL OPEN FORUM WITH CITY COUNCIL Mayor Elliot closed the Study Session at 6:45 p.m. Motion passed unanimously. 07/08/19 -1- DRAFT MINUTES OF THE PROCEEDINGS OF THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER IN THE COUNTY OF HENNEPIN AND THE STATE OF MINNESOTA REGULAR SESSION JULY 8, 2019 CITY HALL – COUNCIL CHAMBERS 1. INFORMAL OPEN FORUM WITH CITY COUNCIL CALL TO ORDER INFORMAL OPEN FORUM The Brooklyn Center City Council met in Informal Open Forum called to order by Mayor Mike Elliott at 6:45 p.m. ROLL CALL Mayor Mike Elliott and Councilmembers Marquita Butler, April Graves, Kris Lawrence- Anderson, and Dan Ryan. Also present were City Manager Curt Boganey, Deputy City Manager Reggie Edwards, Director of Fiscal & Support Services Nate Reinhardt, Community Development Director Meg Beekman, Police Chief Tim Gannon, City Attorney Troy Gilchrist, and Mary Mullen, TimeSaver Off Site Secretarial, Inc. Mayor Mike Elliott opened the meeting for Informal Open Forum. Harlan Daudt, 6000 York Avenue N, stated he attended a recent City Council meeting to ask questions about Tax Increment Financing (TIF). He added there was no opportunity for public comment at that meeting. Councilmember Ryan stated an issue related to bonds was discussed at the last City Council meeting, which is not technically TIF funding. Mr. Boganey agreed, adding tonight’s meeting includes an agenda item related to a TIF district. He added a decision on a TIF District for the former Jerry’s Foods site had not been made. Mr. Daudt stated he had previously suggested that City Staff should mail a notice to all Brooklyn Center citizens when TIF funding is discussed. He added he feels strongly that all residents should receive a notice in the mail. He noted he received a response from City Clerk Barb Suciu. Mr. Boganey stated City Staff had discussed this issue, and it will be brought to the City Council for review and consideration. Mr. Daudt stated he had previously challenged the City Council to talk to their neighbors about whether they want more apartments in Brooklyn Center. He added, in his opinion, Brooklyn Center has enough apartments. 07/08/19 -2- DRAFT Mr. Daudt asked what the term “workforce housing” means. Mr. Boganey agreed to provide a written response to Mr. Daudt’s question in detail. Mr. Daudt asked who owns Jerry’s Foods property and whether the City intends to buy it. Mayor Elliott stated the property is owned by the original property owners, and the City does not intend to buy it. Councilmember Lawrence-Anderson moved, and Councilmember Butler seconded to close the Informal Open Forum at 6:55 p.m. Motion passed unanimously. 2. INVOCATION Councilmember Ryan read a quote from President John F. Kennedy’s May 25, 1961, Congressional address, in which he expressed a goal of landing an American safely on the moon by the end of the decade. He stated July 20, 2019, is the 50 th anniversary of the 1969 Apollo 11 Moon Landing when American astronauts became the first humans to walk on the moon. He expressed the transformative nature of having a leader who can challenge the nation. 3. CALL TO ORDER REGULAR BUSINESS MEETING The Brooklyn Center City Council met in Regular Session called to order by Mayor Mike Elliott at 7:00 p.m. 4. ROLL CALL Mayor Mike Elliott and Councilmembers Marquita Butler, April Graves, Kris Lawrence- Anderson, and Dan Ryan. Also present were City Manager Curt Boganey, Deputy City Manager Reggie Edwards, Director of Fiscal & Support Services Nate Reinhardt, Community Development Director Meg Beekman, Police Chief Tim Gannon, City Attorney Troy Gilchrist, and Mary Mullen, TimeSaver Off Site Secretarial, Inc. 5. PLEDGE OF ALLEGIANCE The Pledge of Allegiance was recited. 6. APPROVAL OF AGENDA AND CONSENT AGENDA Councilmember Ryan moved, and Councilmember Lawrence-Anderson seconded to approve the Agenda and Consent Agenda, and the following consent items were approved: 6a. APPROVAL OF MINUTES 1. June 24, 2019 – Study Session 2. June 24, 2019 – Regular Session 3. June 24, 2019 – Work Session 07/08/19 -3- DRAFT 6b. LICENSES GARBAGE HAULERS Ace Solid Waste 6601 McKinley Street NW Ramsey MN 55303 Allied Waste Services 8661 Rendova Street NE Circle Pines MN 55014 Aspen Waste Systems Inc. 2951 Weeks Avenue SE Minneapolis MN 55414 Farmers Union Industries LLC PO Box 319 dba Midwest Grease Redwood Falls MN 56283 Randy’s Sanitation Inc. PO Box 169 Delano MN 55328 MECHANICAL LICENSES A-ABC Appliance & Heating Inc. 8818 7 th Avenue N Golden Valley MN 55427 Air Mechanical 16411 Aberdeen Street NE Ham Lake MN 55304 Dean’s Professional Plumbing 7400 Kirkwood Court N Maple Grove MN 55369 Elements Inc. 10044 Flanders Ct. NE #100 Northern Heating & A/C Inc. 9431 Alpine Drive NW Ramsey MN 55303 RENTAL RENEWAL (TYPE IV – one-year license) 3349 49 th Avenue N Isaac Obi 5937 Vincent Avenue N Jack Johnson RENEWAL (TYPE III – one-year license) 6424 Marlin Drive Charles Jing Bright RENEWAL (TYPE II – two-year license) 4214 Lakeside Avenue James & Gloria Shoultz 6519 Beard Avenue N Jay Vaughn 501 Bellvue Lane Dragon Property Management 6532 France Avenue N Merlin Properties/Chen Zhou/ MSP Homes Rental 5542 Irving Avenue N Douglas Wahl/Cel Monton 5724 Logan Avenue N Konstantin Ginzburg (met mitigation plan) RENEWAL (TYPE I – three-year license) 5235 Drew Avenue N Jay Battenberg 1335 67 th Lane N Dennis & Shannon Dane 07/08/19 -4- DRAFT 5442 James Avenue N Gerald Stigsell 6c. RESOLUTION NO. 2019-091 AUTHORIZING THE SUBMISSION OF A BROWNFIELD GAP FINANCING PROGRAM GRANT APPLICATION TO MINNESOTA BROWNFIELDS 6d. RESOLUTION NO. 2019-092 APPROVING AN AMENDMENT TO THE BROOKLYN CENTER FIRE DEPARTMENT RELIEF ASSOCIATION BY-LAWS 6e. RESOLUTION NO. 2019-093 ADOPTING AMENDMENTS TO THE CITY’S CAPITAL PROJECT FUNDING POLICY 6f. RESOLUTION NO. 2019-094 ACCEPTING BID AND AWARDING A CONTRACT FOR MUNICIPAL LIQUOR STORE EQUIPMENT, RACKING & SHELVING 6g. RESOLUTION NO. 2019-095 ACCEPTING BID AND AWARDING A CONTRACT, IMPROVEMENT PROJECT NO. 2018-10, LIFT STATION 2 IMPROVEMENT PROJECT 6h. RESOLUTION NO. 2019-096 RELATING TO A MULTIFAMILY RENTAL HOUSING FACILITY AND THE ISSUANCE OF CONDUIT HOUSING REVENUE BONDS UNDER MINNESOTA STATUTES, CHAPTER 462C, AS AMENDED; GRANTING PRELIMINARY APPROVAL THERETO; CALLING FOR A PUBLIC HEARING; ESTABLISHING COMPLIANCE WITH CERTAIN REIMBURSEMENT REGULATIONS UNDER THE INTERNAL REVENUE CODE OF 1986, AS AMENDED; AND TAKING CERTAIN OTHER ACTIONS WITH RESPECT THERETO (REE XERXES AVENUE SENIOR HOUSING PROJECT) Motion passed unanimously. 7. PRESENTATIONS/PROCLAMATIONS/RECOGNITIONS/DONATIONS -None. 8. PUBLIC HEARINGS 8a. ORDINANCE NO. 2019-02 AMENDING ORDINANCE NO. 2003-22, EXHIBIT A; EXCEL ENERGY ELECTRIC FRANCHISE FEE SCHEDULE Finance Director Nate Reinhardt reviewed proposed changes to Electric Franchise Fee Schedules, amending franchise fee agreements with Excel Energy and CenterPoint Energy. He stated franchise fees, established under State Statute 216b.36, allow cities to impose fees for the 07/08/19 -5- DRAFT delivery of utilities, to support the maintenance of aging infrastructure. He added the existing fees were established in 2003. Mr. Reinhardt stated City Staff recommends that the City Council hold public hearings and subsequently adopt the Ordinances amending the City’s Electric Franchise Fee Schedules. Councilmember Graves requested clarification regarding the necessity of the increase in fees. Mr. Boganey stated additional funds are necessary to offset the costs of street reconstruction projects. Mayor Elliott stated Excel Energy has committed to delivering 80% renewable energy in 10 years. He added, without the franchise fees, street reconstruction project costs would be paid for by taxpayers. Councilmember Ryan stated the amended Fee Schedules would provide revenue of $700,000 for 2019. He expressed his support of the Ordinance amendments. Councilmember Graves moved, and Councilmember Ryan seconded to open the Public Hearing. Motion passed unanimously. No one appeared to address this item. Councilmember Graves moved, and Councilmember Ryan seconded to close the Public Hearing. Motion passed unanimously. Councilmember Graves moved, and Councilmember Lawrence-Anderson seconded to adopt ORDINANCE NO. 2019-02 Amending Ordinance No. 2003-22, Exhibit A; Excel Energy Electric Franchise Fee Schedule. Motion passed unanimously. 8b. ORDINANCE NO. 2019-03 AMENDING ORDINANCE NO. 2003-23, EXHIBIT A; CENTERPOINT ENERGY OPERATIONS FRANCHISE FEE SCHEDULE Councilmember Graves moved, and Councilmember Ryan seconded to open the Public Hearing. Motion passed unanimously. No one appeared to address this item. Councilmember Ryan moved, and Councilmember Lawrence-Anderson seconded to close the Public Hearing. 07/08/19 -6- DRAFT Motion passed unanimously. Councilmember Graves moved, and Councilmember Ryan seconded to adopt ORDINANCE NO. 2019-03 Amending Ordinance No. 2003-23, Exhibit A; CenterPoint Energy Operations Franchise Fee Schedule. Motion passed unanimously. 8c. RESOLUTIONS NO. 2019-097 AND 2019-098 REGARDING REMOVAL OF A PARCEL FROM REDEVELOPMENT TAX INCREMENT FINANCING DISTRICT NO. 3 AND ESTABLISHING TAX INCREMENT FINANCING DISTRICT NO. 8 AND APPROVING A TAX INCREMENT FINANCING PLAN Community Development Director Meg Beekman introduced Keith Dahl, Financial Consultant with Ehlers, and invited him to address the City Council. Mr. Dahl reviewed two resolutions for City Council approval, to remove 5801 Xerxes Avenue N from TIF District No. 3 and establish a Housing TIF District No. 8 for this property. He added a public hearing is required. He noted the District would have a 26-year term. He noted the majority of the TIF would be provided to the developer, Real Estate Equities (REE), in “pay as you go” funds. Mr. Dahl stated the redevelopment project cost is $48.6 million, and the development will generate annual tax revenue of $222,000 for Brooklyn Center. Mayor Elliott requested clarification regarding why the City would take this action. Mr. Dahl stated the resolutions would make it financially feasible for REE to create an affordable housing project. He added the Twin Cities rental housing market is underserved. He stressed the importance of providing an option for affordable housing for Brooklyn Center’s residents. Councilmember Lawrence-Anderson moved, and Councilmember Ryan seconded to open the Public Hearing. Motion passed unanimously. Barbara Jensen, 6539 Drew Avenue N, asked whether there is any assurance regarding maintenance of the development. She added she supports the development as it will provide affordable housing for residents of Brooklyn Center. She asked whether the developer had considered the option of adding 3-bedroom apartments. She asked whether there will be adequate parking for the site, but still, allow space for outside areas that residents can enjoy. Ms. Jensen thanked the City Council for their consideration of REE’s requests, as the project will be a positive development for the City and provide affordable housing for families and seniors. 07/08/19 -7- DRAFT Tim Haraldson, 1207 72 nd Avenue, asked whether the use of TIF funding will delay repayment to the City. Mr. Boganey stated the first partial payment would be received after construction begins and full payment after construction is complete. Community Development Director Meg Beekman stated the project would be constructed to market rate standards. She added the costs of construction are extremely high, and financial tools such as TIF are necessary to finance the project. She noted residents must qualify for workforce housing. Alex Bisanz, representing Real Estate Equities (REE), stated the income ranges used for this project is based on the AMI, which is in line with Brooklyn Center’s average household income. Ms. Jensen stated she supports the development, as it offers viable new housing for families, very much the same way that she and her family chose to live in Brooklyn Center many years ago. Councilmember Lawrence-Anderson stated she had previously requested consideration of a security camera at the playground area. Mr. Bisanz agreed to that request. Ms. Beekman stated the income levels that are used are the highest income amounts of those that would qualify for the apartments. Mayor Elliott asked whether there is a lower limit. Ms. Beekman stated there is a minimum threshold income. Mr. Bisanz agreed, stating he is unsure of the amount but agreed to make that information available to the City Council. Mayor Elliott asked why the project is not possible without TIF funding, and whether REE has been creative in pursuing other funding sources. Mr. Bisanz stated construction costs are increasing every year, and there is a shortage of general contractors who are capable of doing these types of projects. He added all tax credit developments require TIF funding. He noted this type of funding is only distributed twice a year, and a limited number of bonds are allocated to affordable housing projects at the State level. Harlan Daudt requested clarification regarding the total project cost, which is listed at $38 million in a memo dated February 11, 2019. Ms. Beekman stated the total construction cost is close to $60 million, but the development is being split into two separate projects for the bonds. She added the memo stated that senior projects are subordinate to workforce housing. She noted the developer is requesting more than the amount they require, anticipating that they will receive approximately 50% of their requested funding. Mr. Daudt asked when the bonds will expire. Ms. Beekman stated they are 30-year bonds. Councilmember Ryan moved, and Councilmember Graves seconded to close the Public Hearing. 07/08/19 -8- DRAFT Motion passed unanimously. Councilmember Lawrence-Anderson moved, and Councilmember Ryan seconded to adopt RESOLUTION NO. 2019-097 Regarding Removal of a Parcel from Redevelopment Tax Increment Financing District No. 3. Motion passed unanimously. Councilmember Graves moved, and Councilmember Ryan seconded to adopt RESOLUTION NO. 2019-098 Establishing Tax Increment Financing District No. 8 and Approving a Tax Increment Financing Plan. Motion passed unanimously. 9. PLANNING COMMISSION ITEMS -None 10. COUNCIL CONSIDERATION ITEMS -None. 11. COUNCIL REPORT The City Council agreed to forego Council Reports in the interests of time. 12. ADJOURNMENT Councilmember Lawrence-Anderson moved, and Councilmember Ryan seconded adjournment of the City Council meeting at 8:22 p.m. Motion passed unanimously. 07/08/19 -1- DRAFT MINUTES OF THE PROCEEDINGS OF THE CITY COUNCIL/ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF BROOKLYN CENTER IN THE COUNTY OF HENNEPIN AND THE STATE OF MINNESOTA WORK SESSION JULY 8, 2019 CITY HALL – COUNCIL CHAMBERS CALL TO ORDER The Brooklyn Center City Council/Economic Development Authority (EDA) met in Work Session called to order by Mayor/President Mike Elliott at 8:40 p.m. ROLL CALL Mayor/President Mike Elliott and Councilmembers/Commissioners Marquita Butler, April Graves, Kris Lawrence-Anderson, and Dan Ryan. Also present were City Manager Curt Boganey, Deputy City Manager Reggie Edwards, Director of Fiscal & Support Services Nate Reinhardt, Community Development Director Meg Beekman, City Attorney Troy Gilchrist, and Mary Mullen, TimeSaver Off Site Secretarial, Inc. LIQUOR LICENSE VIOLATION PENALTY DISCUSSION – Cont’d. Mr. Boganey stated the City Council’s discussion on this issue began during the Study Session. He added it was the consensus of the City Council/EDA that license revocation would occur upon the 5 th violation, within 24 months, for a period that would be the balance of the license but not less than six months. He requested the City Council/EDA’s consideration of potential penalty for the 1 st -4th violations, and whether a suspension should accompany a fine. Mayor/President Elliott suggested the following penalties: first violation - $500; second violation - $1,000; third violation $1,500; and fourth violation $2,000. He added there should be no suspension for the first violation, but the 2nd violation would warrant a suspension if the violations are the same or similar. City Attorney Gilchrist stated it would be difficult in practice to apply presumptive penalties based on the similarity of the violations. He added he would review this issue and provide further information. He noted, in any case, violations would be reviewed by the City Council/EDA. It was the majority consensus of the City Council/EDA that there would be no suspension for the first violation, and a suspension of 3 days for the second violation. 07/08/19 -2- DRAFT Mayor/President Elliott stated a suspension equates to a financial penalty, which is significant. He added both Brooklyn Park and Minneapolis do not have suspensions along with their fines, and the City Council/EDA should consider that route up until revocation. Mr. Boganey agreed that suspension is significant, as the assumption would be that the business may be closed during the suspension period. He added employees are therefore penalized along with the business owner. Councilmember/Commissioner Graves suggested 1-day suspension at the 2 nd violation and a 3- day suspension at the 3 rd violation. Mayor/President Elliott wondering why Brooklyn Park does not suspend. In thinking about the financial impact. I would be fine with 1, 2, and 3. Councilmember/Commissioner Lawrence-Anderson stated the City of New Hope has a 30-day suspension at the 3 rd violation, and Golden Valley has 1, 3 and 10-day suspensions. She added she understands it is difficult for employees and business owners, but it is the City’s responsibility to ensure that they are managing their business and training their staff. She noted businesses should be made aware of the financial consequences of non-compliance upon application for a liquor license. Mayor/President Elliott stressed the importance of ensuring that liquor establishments follow the rules. He added this is difficult if violations are not consistent. Councilmember/Commissioner stated Mr. Gilchrist indicated that the City Council/EDA would review violations. She suggested building in discretionary decisions for suspensions. She added she would support a 7-day suspension for the 4 th violation. Councilmember/Commissioner Butler stated she does not think it will be an issue as there are no cases of multiple violations. Mayor/President Elliott stated business owners look at the alcohol-related policy when considering opening a business in Brooklyn Center or looking at other communities. Councilmember/Commissioner Graves stated there were some changes to the policy around seating requirements and liquor establishments. Made it difficult for businesses to pursue a liquor license. The CC improved it. Councilmember/Commissioner Ryan stated he supports Councilmember/Commissioner Graves’ recommendation of 7-day suspension for the 4 th violation. Mayor/President Elliott stated he would support 5-day suspension for the 4 th violation. 07/08/19 -3- DRAFT It was the Consensus of the City Council/EDA to support 5-day liquor license suspension for the 4th violation. Mr. Boganey stated City Staff would provide a draft policy for the City Council/EDA’s review. Mayor/President Elliott thanked Dr. Edwards for his hard work and efforts on this item. DELINQUENT UTILITY BILLING ACCOUNTS Finance Director Nate Reinhardt requested City Council/EDA consideration of a process for dealing with delinquent utility accounts. He stated approximately 75% of customer utility accounts are certified to property taxes on an annual basis. He added a cross-functional team of City Staff are reviewing the process and considering changes to the delinquent utility billing policy. Mr. Reinhardt presented a utility cost comparison, including the impact of additional charges on unpaid balances. Mr. Boganey stated 60% of delinquent utility accounts were also delinquent the year before. Mayor/President Elliott stated this might be an affordability issue. Councilmember/Commissioner Graves stated families have to prioritize expenses, and that speaks to affordability. Mr. Reinhardt stated City Staff sends out penalty notices, thus incurring additional administrative costs. He added City Staff believes delinquent charges are much higher than the associated costs. Mr. Boganey stated it is possible that the delinquent charges are due to quarterly billing. He added residents pay monthly bills, and a utility bill every three months might not fit with their budget. Mr. Reinhardt stated 2018 delinquent collections totaled $296,661 or 3% of total utility charges, and $26,460 was collected in related certification charges. He added a modification to the policy for delinquent charges would impact utility revenues. Councilmember/Commissioner Lawrence-Anderson stated she would like to see information regarding the cost that would be associated with changing to monthly utility billing. Mr. Reinhardt stated switching to a monthly utility billing system would not be a cost-effective solution as it is not possible for City Staff to get it done. He added the City’s current online system allows residents to set up monthly payments. He and City Staff reviewed other cities that 07/08/19 -4- DRAFT use Logis software, and Brooklyn Center’s late penalty was higher than other communities surveyed. Mr. Reinhardt suggested the following potential City Council/EDA actions: -No quarterly delinquent charges -Increase the certification fee from $30 to $50 -Increase the threshold for accounts to be certified, to reflect that amounts “greater than or equal to $30 for finalized accounts and greater than or equal to $150 for active accounts” would be certified. Mayor/President Elliott stated action is appropriate as resident economic stability is one of the City Council/EDA’s key strategies. Councilmember/Commissioner Lawrence-Anderson agreed, adding she supports all three options. Councilmember/Commissioner Ryan stated he supports option 2, but he has questions regarding option 3. Mr. Boganey stated City Staff would provide language modifying the existing policy. He added a public hearing would be required as the potential action would include a fee schedule change. He added the recommendation from City Staff could be included when 2020 utility rates are set. OPPORTUNITY SITE UPDATE AND MORATORIUM DISCUSSION Ms. Beekman reviewed plans to move forward with developing the Opportunity Site. She stated a Master Plan and regulatory framework are being developed so the property could potentially be rezoned or otherwise regulated. She added the Opportunity Site encompasses an 81-acre area. She noted City Staff is requesting City Council/EDA support for an Ordinance that would impose a moratorium on development until the regulatory framework is completed. Ms. Beekman stated the ban would include subdivisions, re-use of structures, and land use applications, as well as parking or landscaping alterations related to existing previous agreements. She added the City can impose a moratorium up to 12 months and would apply to all property within the Opportunity Site. Councilmember/Commissioner Lawrence-Anderson stated a moratorium would be a way to retain the integrity of the Master Plan for up to 12 months. Mayor/President Elliott asked whether this would hurt the school that recently relocated to a building within the Opportunity Site. Ms. Beekman stated the Interim Use permit for that use expires at the end of 2019. She added classes being held at that location temporarily, during the School District renovations. She noted schools are not a permitted use in that area, and an 07/08/19 -5- DRAFT amendment was made to accommodate the School District’s needs with the understanding that it was a temporary arrangement. Mayor/President Elliott asked whether there are any businesses that would be negatively impacted by the moratorium. Ms. Beekman stated current discussions are exploratory, and it is difficult to say who would be affected. Mr. Boganey agreed, adding the moratorium would affect current businesses that seek to redevelop their property as well as attracting new development. Councilmember/Commissioner Graves asked whether there is a mechanism for an applicant to appeal the moratorium decision if it is hurting their business. Mr. Boganey stated the moratorium could be lifted at any time during the 12 months. He added the moratorium will not force a property owner to sell but may cause a delay. Mr. Boganey stated the Master Plan would be completed within the 12-month moratorium period. He added interested third parties would know the vision and goals of the community and what the City is trying to achieve. Councilmember/Commissioner Ryan stated the City owns 32 acres of the 81 acre-site. He stressed the importance of protecting the City’s interests in this situation and preventing development that is not in line with the goals and interests of the Opportunity Site. Mayor/President Elliott stated it is a private property that could potentially be sold and developed. Mr. Boganey stated any potential development would need to be in line with City zoning and other regulations. He added it might not be exactly as envisioned by the City Council/EDA, but it would have to be consistent. Councilmember/Commissioner Lawrence-Anderson stated she supports the moratorium. She added similar action was taken by the City Council/EDA a few years ago on the issue of vaping devices. She noted this gave the City Council/EDA time and opportunity to review and amend the Ordinance, which was invaluable. FORMER SEARS SITE DEVELOPMENT STRATEGY AND UPDATE AND DISCUSSION Ms. Beekman stated City Staff are recommending a moratorium on development at the former Sears site. She added this would provide the opportunity to do further study, and consultants have been engaged to assist with this process. She noted the 15-acre Sears property operates under a Planned Unit Development (PUD) and is adjacent to Shingle Creek Crossing, and it is the last remnant of Brookdale Mall. Ms. Beekman stated the property is unique and not used by the City as it is privately zoned, and the property owner is unwilling to discuss its development. She stressed the importance of 07/08/19 -6- DRAFT having a vision and goal for the property, for residents and businesses who are interested in what the City has planned. She added City Staff proposes engagement activities with the immediate business owners to receive feedback and comments on what they would vision happening at the Sears property, as well as receive questions and concerns. Ms. Beekman stated, in terms of potential future re-uses of the site, retail is the most obvious answer, but also something that utilizes transit investment. She added the property is currently in the Central Commerce Overlay District, to which amendments could be made that would prohibit lowest impact uses. She noted City Staff recommends simple modifications to the Central Overlay District or draft a process or approach for redevelopment planning and visioning for the site if there is a consensus from the City Council/EDA. Councilmember/Commissioner Lawrence-Anderson stated the property has great visibility from Highway 100. She added a home improvement store would be perfect for that location. She noted the City does not own the property. Mayor/President Elliott stated many residents had expressed the desire to have a global market. Councilmember/Commissioner Ryan stated he supports recommendations to lift the moratorium. Councilmember/Commissioner Graves agreed, adding she would also support engaging the businesses that are there and getting their feedback. Ms. Beekman stated City Staff had discussed goals for redevelopment, and this potential retail site could compliment the Shingle Creek Crossing PUD. She added non-subsidized private development is preferred, and benefits include connecting the regional trail across the property; providing jobs, creating an attractive shopping area, and potential roadway improvements. She noted low-intensity uses would be discouraged, such as storage units. Mayor/President Elliott stated language should be added that addresses development that supports the needs of the community. He added many residents have said that they do not shop at Shingle Creek Crossing. Ms. Beekman stated redevelopment at this location would support Shingle Creek Crossing in that it would enhance its usefulness and its ability to be completed and rebuilt. Councilmember/Commissioner Graves stated having requirements regarding what types of businesses can be located in Shingle Creek Crossing is not the best policy. She added Sears had placed many such covenants on the Shingle Creek Crossing property. Mr. Boganey stated Sears was a party to the original PUD that regulated the site, as well as subsequent PUD amendments. He added the developer granted many covenants and restrictions 07/08/19 -7- DRAFT that were put in place by Sears. He noted the original shared parking agreement between Sears and Brookdale Mall played a big part in that. Councilmember/Commissioner Lawrence-Anderson asked whether a new owner could purchase Sears without consent from or negotiation with the City. Ms. Beekman confirmed this, adding a new owner could lift restrictions or leave them in place. ADJOURNMENT Councilmember/Commissioner Butler moved, and Councilmember/Commissioner Lawrence- Anderson seconded adjournment of the City Council/Economic Development Authority Work Session at 10:00 p.m. Motion passed unanimously. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Alix Bentrud, Deputy City Clerk SUBJECT:Approval of Licenses Requested Council Action: - Motion to approve licenses as presented. Background: The following businesses/persons have applied for City licenses as noted. Each business/person has fulfilled the requirements of the City Ordinance governing respective licenses, submitted appropriate applications, and paid proper fees. Applicants for rental dwelling licenses are in compliance with Chapter 12 of the City Code of Ordinances, unless comments are noted below the property address on the attached rental report. GARBAGE HAULERS Waste Management - Blaine 10050 Naples Street NE Blaine MN 55434 MECHANICAL LICENSES AT Plumbing 15800 E Land St. NW Ramsey, 55303 Bonfe’s Plumbing Heating & Air Service, Inc 455 Hardman Ave South St. Paul, 55075 Centraire Htg & A/C Inc 6811 Washington Ave S Edina, 55439 Genz-Ryan Plumbing & Htg CO 2200 W. Hwy 13 Burnsville, 55337 Perfection Heating & Air Inc 1770 Gervais Ave Maplewood, 55109 Peterson-Pinney 4151 Coon Rapids Blvd Coon Rapids, 55433 Preventive Mechanical Service 1875 Buerkle RD White Bear Lake, 55110 United Heating & A/C Inc 1295 Hackamore Road Medina, 55340 Strategic Priorities and Values: Safe, Secure, Stable Community ATTACHMENTS: Description Upload Date Type Rental Criteria 5/22/2019 Backup Material 7-22-19 Rentals 7/18/2019 Backup Material Page 2 of 2 b.Police Service Calls. Police call rates will be based on the average number of valid police calls per unit per year. Police incidences for purposes of determining licensing categories shall include disorderly activities and nuisances as defined in Section 12-911, and events categorized as Part I crimes in the Uniform Crime Reporting System including homicide, rape, robbery, aggravated assault, burglary, theft, auto theft and arson. Calls will not be counted for purposes of determining licensing categories where the victim and suspect are “Family or household members” as defined in the Domestic Abuse Act, Minnesota Statutes, Section 518B.01, Subd. 2 (b) and where there is a report of “Domestic Abuse” as defined in the Domestic Abuse Act, Minnesota Statutes, Section 518B.01, Subd. 2 (a). License Category Number of Units Validated Calls for Disorderly Conduct Service & Part I Crimes (Calls Per Unit/Year) No Category Impact 1-2 0-1 3-4 units 0-0.25 5 or more units 0-0.35 Decrease 1 Category 1-2 Greater than 1 but not more than 3 3-4 units Greater than 0.25 but not more than 1 5 or more units Greater than 0.35 but not more than 0.50 Decrease 2 Categories 1-2 Greater than 3 3-4 units Greater than 1 5 or more units Greater than 0.50 Property Code and Nuisance Violations Criteria License Category (Based on Property Code Only) Number of Units Property Code Violations per Inspected Unit Type I – 3 Year 1-2 units 0-2 3+ units 0-0.75 Type II – 2 Year 1-2 units Greater than 2 but not more than 5 3+ units Greater than 0.75 but not more than 1.5 Type III – 1 Year 1-2 units Greater than 5 but not more than 9 3+ units Greater than 1.5 but not more than 3 Type IV – 6 Months 1-2 units Greater than 9 3+ units Greater than 3 Pr o p e r t y A d d r e s s Dw e l l i n g Ty p e Re n e w a l or I n i t i a l Ow n e r Pr o p e r t y Co d e Vi o l a t i o n s Li c e n s e Ty p e Po l i c e CF S * Final License Type **Previous License Type *** 30 1 2 - 3 0 1 8 5 1 s t A v e Tw o F a m i l y 1 U n i t In i t i a l S r i L a k s h m i V a l i v e t i 1 2 I V N / A I V 11 0 7 5 7 t h A v e N S i n g l e I n i t i a l D e r i k B j o r g o 1 1 I V N / A I V 58 3 7 A d m i r a l L a S i n g l e I n i t i a l J e r e m y L o n g 3 I I N / A I I I 61 0 6 A l d r i c h A v e N S i n g l e I n i t i a l Ho m e S F R B o r r o w e r L L C / H a v e n B r o o k H o m e s 5 I I N / A I I I 62 0 0 B r o o k l y n B l v d S i n g l e I n i t i a l H a y d e r A l b a t u s h i 7 I I I N / A I I I 59 1 4 F r e m o n t A v e S i n g k e I n i t i a l Ol a i d e G b a d m o s i / Al a a f i H o m e c a r e L L C 22 I V N / A I V 53 0 6 K n o x A v e N S i n g l e I n i t i a l A n t o n i o V i z c a r r a M o r e n o 2 I N / A I 54 4 3 L o g a n A v e N S i n g l e I n i t i a l A l f r e d A ' S h o l a A p a t a 7 I I I N / A I I I 11 0 0 6 9 t h A v e N Mu l t i / 1 B l d g 7 U n i t s Re n e w a l E v a n g e l i c a l C h u r c h o f t h e M a s t e r 43 6. 1 p e r u n i t IV 0 I V I I I Re n t a l L i c e n s e s f o r C o u n c i l A p p r o v a l o n J u l y 2 2 , 2 0 1 9 Pr o p e r t y A d d r e s s Dw e l l i n g Ty p e Re n e w a l or I n i t i a l Ow n e r Pr o p e r t y Co d e Vi o l a t i o n s Li c e n s e Ty p e Po l i c e CF S * Final License Type **Previous License Type *** Re n t a l L i c e n s e s f o r C o u n c i l A p p r o v a l o n J u l y 2 2 , 2 0 1 9 69 1 5 - 2 5 H u m b o l d t A v e Mu l t i / 2 B l d g 50 U n i t s Re n e w a l S t e v e n S c o t t M a n a g e m e n t 10 9 2. 2 p e r u n i t II I 6 V a l i d 0 . 1 2 p e r un i t 7 / 2 1 / 1 8 Di s t u r b a n c e (6 9 2 5 ) 10 / 1 5 / 1 8 T h e f t (6 9 2 5 ) 12 / 1 3 / 1 8 Va n d a l i s m (6 9 1 5 ) 1/ 1 1 / 1 9 We a p o n s (6 9 2 5 ) 4/ 3 / 1 9 Di s t u r b a n c e (6 9 2 5 ) 4/ 2 1 / 1 9 Va n d a l i s m (6 9 1 5 ) III III 47 0 0 L a k e v i e w A v e Tw o F a m i l y 1 U n i t Re n e w a l N a n c y D a h l q u i s t 1 I 0 I I 16 0 6 7 1 s t A v e N S i n g l e R e n e w a l G r e g o r y L a n g 4 I I 0 I I I I 67 2 5 B r y a n t A v e N S i n g l e R e n e w a l Vo n g D u o n g (P l a n n o t m e t C P T E D I n c o m p l e t e ) 4 I I 0 I V I V 66 1 8 C o l f a x A v e N S i n g l e R e n e w a l C h a n d r a w a t i e K h e m r a j 8 I I I 0 I I I I I I 54 2 0 E m e r s o n A v e N S i n g l e R e n e w a l C h r i s t o p h e r R a i s c h 8 I I I 0 I I I I V 55 5 6 E m e r s o n A v e N S i n g l e R e n e w a l J o h n R e i d e r 0 I 0 I I V 64 3 6 J u n e A v e N S i n g l e R e n e w a l J e n n y P h a m 4 I I 0 I I I I 64 3 7 K y l e A v e N S i n g l e R e n e w a l S h e n g L e e / U n i t e d H m o n g I n v e s t m e n t s 9 I I I 0 I I I I I I 53 0 1 L o g a n A v e N S i n g l e R e n e w a l M N S F I I L C 7 I I I 0 I I I I I I Pr o p e r t y A d d r e s s Dw e l l i n g Ty p e Re n e w a l or I n i t i a l Ow n e r Pr o p e r t y Co d e Vi o l a t i o n s Li c e n s e Ty p e Po l i c e CF S * Final License Type **Previous License Type *** Re n t a l L i c e n s e s f o r C o u n c i l A p p r o v a l o n J u l y 2 2 , 2 0 1 9 59 0 0 P e a r s o n D r S i n g l e R e n e w a l M a r y T j o s v o l d / M a r y T P r o p e r t i e s 0 I 0 I I I I 69 2 5 R e g e n t A v e N S i n g l e R e n e w a l T r a v i s S e n e f e l d e r 7 I I I 1 v a l i d 5 / 2 3 / 1 9 di s t u r b i n g pe a c e III III 71 9 3 U n i t y A v e N S i n g l e R e n e w a l M a r y T u r c o t t e 0 I 0 I I 47 1 4 W i n g a r d L a S i n g l e R e n e w a l H e e Y o o n K i m 1 2 I V 0 I V I I * C F S = C a l l s F o r S e r v i c e f o r R e n e w a l L i c e n s e s O n l y ( I n i t i a l L i c e n s e s a r e n o t a p p l i c a b l e t o c a l l s f o r s e r v i c e a n d w i l l b e l i s t e d N / A . ) ** L i c e n s e T y p e B e i n g I s s u e d ** * I n i t i a l l i c e n s e s w i l l n o t s h o w a p r e v i o u s l i c e n s e t y p e Al l p r o p e r t i e s a r e c u r r e n t o n C i t y u t i l i t i e s a n d p r o p e r t y t a x e s Ty p e 1 = 3 Y e a r T y p e I I = 2 Y e a r T y p e I I I = 1 Y e a r COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Nate Reinhardt, Finance Director SUBJECT:Resolution Approving Tranfer of Funds from Earle Brown Heritage Center Operating Fund to the Earle Brown Heritage Center Capital Fund Requested Council Action: - Motion to adopt a resolution authorizing the transfer of $350,000 from the Earle Brown Heritage Center Operating Fund to the Earle Brown Heritage Center Capital Fund. Background: At the end of each fiscal year the cash balance in the Earle Brown Heritage Center (EBHC) operating fund is subjected to an analysis according to a formula in the cash reserve policy for the facility. The formula requires that the EBHC operating fund hold in cash the equivalent of the monthly average amount of cash deposits held for events booked at the facility plus one and one half times the average of cash disbursements per month. At the end of 2018, the cash balance in the EBHC operating fund was $1,639,515. The required cash reserve calculated using the formula was $1,264,379. The difference of $375,136 is available for transfer to the capital fund of the EBHC. Staff recommends moving $350,000 of that amount available from the operating fund to the EBHC Capital fund. The attached resolution authorizes such a transfer. Budget Issues: The approval of these transfers should have no effects on the EBHC operating fund, as the transfers are of excess funds and/or cash balances. Strategic Priorities and Values: Safe, Secure, Stable Community ATTACHMENTS: Description Upload Date Type EBHC Capital Transfer Resolution 7/15/2019 Resolution Letter Member introduced the following resolution and moved its adoption: RESOLUTION NO._______________ RESOLUTION APPROVING TRANSFER OF FUNDS FROM THE EARLE BROWN HERITAGE CENTER OPERATING FUND TO THE EARLE BROWN HERITAGE CENTER CAPITAL FUND WHEREAS, a formula was developed to calculate an annual transfer of money from operations of the Earle Brown Heritage Center (EBHC) to a capital fund for use in maintaining, renovating and upgrading the EBHC facilities; and WHEREAS, the calculation of funding available at the end of 2018 indicated a balance of $375,136 available; and WHEREAS, $350,000 may be transferred from EBHC Operations to EBHC Capital and such change may be done without harm to the EBHC operating fund. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, that a transfer of $350,000 from the operating fund of the Earle Brown Heritage Center to the EBHC Capital Fund be and hereby is approved. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Nate Reinhardt, Finance Director SUBJECT:Resolution Approving a Transfer of Funds from the Municipal Liquor Store Fund to the Capital Improvements Fund Requested Council Action: - Motion to adopt a resolution authorizing the transfer of $325,487 from the Municipal Liquor Store fund to the Capital Improvements Fund. Background: In January 2014 (amended July 8, 2019), the City Council adopted a Capital Project Funding Policy which provided for recurring funding sources for the City’s 15 year Capital Improvement Plan (CIP). The respective funding sources and the transfer calculations are as follows: 1. The audited year-end Unassigned Fund Balance within the General fund that exceeds 52% of the next year’s General fund operating budget: 2. The audited year-end cash balance of the Municipal Liquor Stores fund that exceeds two months of the operating budget and one year of the capital budget: Budget Issues: The approval of the transfer should have no effect of the Municipal Liquor Store funds, as the transfers are of excess funds and/or cash balances. Strategic Priorities and Values: Safe, Secure, Stable Community ATTACHMENTS: Description Upload Date Type Transfer of Municipal Liquor Funds to Capital Improvements - Resolution 7/15/2019 Resolution Letter Member introduced the following resolution and moved its adoption: RESOLUTION NO. _______________ RESOLUTION APPROVING A TRANSFER OF FUNDS FROM THE MUNICIPAL LIQUOR STORE FUND TO THE CAPITAL IMPROVEMENTS FUND WHEREAS, the City Council of the City of Brooklyn Center has adopted a Capital Projects Funding Policy; and WHEREAS, the audited year-end Unassigned fund balance within the General fund exceeded 52% of the next year’s General fund operating budget; and WHEREAS, the audited year-end cash balance within the Municipal Liquor Stores fund exceeded the combination of two months of the following years operating budget plus the following years capital budget; and WHEREAS, the excess funds as calculated by the terms of the Capital Projects Funding Policy may be transferred from the Municipal Liquor Stores funds to the Capital Improvements fund. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, that a transfer of $325,487 is made into the Capital Improvements fund from the Municipal Liquor Store fund. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Nate Reinhardt, Finance Director SUBJECT:Resolution Providing for the Competitive Negotiated Sale of $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A Requested Council Action: - Motion to approve resolution setting the date of the sale of $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A to finance the construction of Interstate Area Improvements and Bellvue/Southeast Improvements for August 12, 2019. Background: Interstate Area Improvements The City’s Capital Improvement Plan identifies the Interstate Area Neighborhood for reconstruction in 2019, as part of its long-range infrastructure rehabilitation program referred to as the Neighborhood Street and Utility Improvement Program. The program has consisted of a systematic rehabilitation and/or replacement of the City’s aging streets, water main, sanitary sewers, sidewalks and street lights. The Interstate project area extends from Interstate 94 to 59th Avenue and from Dupont Avenue to Lyndale Avenue. The total project length is 17,343-feet. The neighborhood consists of approximately 237 residential properties. On December 10, 2018 the City Council approved a resolution ordering improvements and authorizing preparation of plans and specifications for the Interstate Area street, storm drainage and utility improvements. City Council also approved a resolution certifying the special assessments on this project. On June 10, 2019 the City Council accepted the bid and awarded the contract of Interstate Area Improvements to the lowest responsible bidder. The estimated cost of the project (amended per low bid) is $10,857,514. Bellvue/Southeast Area Mill and Overlay The Bellvue project area extends from Dupont Avenue to 4th Street and 53rd Avenue to 55th Avenue from James Avenue to 4th Street. The area contains a total of 10,858 linear feet of local streets. The project area consists of approximately 165 residential properties, three multi-family properties, two business properties and one church property. The Southeast project area extends from Interstate 94 to Irving Avenue between 57th Avenue and 55th Avenue, and from Dupont Avenue to Irving Avenue between 55th Avenue and 53rd Avenue. The area contains a total of 20,364 linear feet of local streets. The project area consists of approximately 401 single family residential properties and six multi-family properties. On March 6, 2018 and June 11, 2018 the City Council approved resolutions establishing improvement projects for the Bellvue and Southeast Area mill and overlays. City Council also approved a resolution certifying the special assessments on this project. On June 24, 2019 the City Council accepted the bid and awarded the contract of the Bellvue/Southeast mill and overlay to the lowest responsible bidder. The estimated total cost of the project of $3,293,810. Budget Issues: The total estimate combined cost (amended per low bid) of the two projects is $14,151,324. Of this total cost, $9,850,000 of street, sanitary sewer, storm drainage and water infrastructure costs will be financed through bond proceeds and paid from a combination of future special assessments, property taxes and utility revenues. This equates to approximately 70% of the total project cost. The Interstate Area Improvements and the Bellvue/Southeast Improvements were included in the 2019 adopted budget. The Street Reconstruction fund which is the primary source of funding for the City’s share of street reconstruction improvements receives approximately $689,000 per year in franchise fees. Franchise fees are not adequate to cover the City’s share of street reconstruction expenditures which have an estimated average annual cost of $4.1 million for the years 2019 through 2021 as identified in the Capital Improvement Plan (CIP). The proposed 2019A bond issue includes approximately $1.7 million in street reconstruction costs that will be repaid from an additional debt service property tax levy. The street improvement portion of the bond issue is structured to result in a lower property tax levy in the first two annual payments, followed by an approximate $125,000 increase in annual levy requirements to wrap around the tax levies on the City’s outstanding general obligation improvement bonds. The estimated required levy for the new debt service in 2020 is approximately $82,000, which equates to an approximate 0.5% levy increase for taxes payable in 2020. The Special Assessments Capital Project fund accounts for infrastructure replacement costs that are funded entirely by special assessments. Because special assessments are repaid over ten years, bonds are frequently issued to provide immediate funding for the project costs. The 2019A bond issue includes approximately $2.35 million in street/storm drainage improvements that will be funded by special assessment revenue. The utility funds pay for infrastructure replacement costs through utility charges. Issuing debt to provide funding for the infrastructure improvements will allow the City to minimize the impact on these charges. The 2019A bond issue includes $2.1 million in water utility costs, $2.1 million in sanitary sewer utility costs, and $1.6 million in storm drainage costs that will be funded through water, sanitary sewer and storm drainage utility fees. Debt Summary (By Repayment Source) Property Tax Levy $1,700,000 Special Assessments 2,350,000 Water Charges 2,100,000 Sanitary Sewer Charges 2,100,000 Storm Drainage Charges 1,600,000 Total Debt Issue $9,850,000 We have attached a copy of the projected debt schedules for the issuance of bonds prepared by the City’s financial advisor, Baker Tilly (formerly Springsted Incorporated). A bond rating call is expected to take place at the end of July, in which we anticipate that Standard & Poor’s will confirm that the bonds will continue to be rated AA. The anticipated net interest cost of the bond sale is 1.9 percent, which compares to 2.66 percent received on last year’s bond issue. Competitive proposals will be received by the City’s financial advisor, Baker Tilly at 10:00am on August 12th, 2019. Proceeds from the bonds will be received September 12th, 2019. Strategic Priorities and Values: Safe, Secure, Stable Community ATTACHMENTS: Description Upload Date Type Resolution Setting 2019A Bond Sale 7/16/2019 Resolution Letter Baker Tilly Recommendations 7/15/2019 Backup Material 559441V1BR291-397 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER, MINNESOTA HELD: July 22, 2019 Pursuant to due call and notice thereof, a regular meeting of the City Council of City of Brooklyn Center, Minnesota, was duly called and held at the City Hall in the City on Monday, the 22nd day of July, 2019, at 7:00 o’clock P.M. The following members were present: and the following were absent: Member _______________________ introduced the following resolution and moved its adoption: RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALE OF $9,850,000 GENERAL OBLIGATION IMPROVEMENT AND UTILITY REVENUE BONDS, SERIES 2019A BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, as follows: 1. Finding; Amount and Purpose. It is hereby found, determined and declared that the City of Brooklyn Center, Minnesota (the “City”), should issue $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A, to finance various street and utility improvement projects within the City. 2. Meeting. This City Council shall meet on the date and at the time and place specified in the form of Terms of Proposal attached hereto as Exhibit A for the purpose of awarding the sale of the Bonds. 3. Competitive Negotiated Sale. The City has retained Baker Tilly Municipal Advisors, LLC (“Baker Tilly MA”) as an independent municipal advisor, and the City Council hereby determines to sell the Bonds by private negotiation, by way of a competitive sale in response to Terms of Proposal for the Bonds which are not published in any newspaper or journal. 4. Terms of Proposal. The terms and conditions of the Bonds and the sale thereof are fully set forth in the “Terms of Proposal” attached hereto as Exhibit A and hereby made a part hereof. 559441V1BR291-397 2 5. Official Statement. The City Finance Director and other officers or employees of the City are hereby authorized to participate with Springsted Incorporated in the preparation of an official statement for the Bonds. The motion for the adoption of the foregoing resolution was duly seconded by member _______________ and, after full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon said resolution was declared duly passed and adopted. 559441V1BR291-397 3 STATE OF MINNESOTA ) CITY OF BROOKLYN CENTER ) HENNEPIN COUNTY ) I, the undersigned, being the duly qualified and acting Clerk of the City of Brooklyn Center (the “City”), DO HEREBY CERTIFY that I have carefully compared the attached and foregoing extract of minutes with the original minutes of a meeting of the City Council called and held on the date therein indicated, which are on file and of record in my office, and the same is a full, true and complete transcript there from insofar as the same relates to the City’s $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A. WITNESS my hand as such Clerk of the City this 22nd day of July, 2019. _______________________________________ City Clerk 559441V1BR291-397 i EXHIBIT A THE CITY HAS AUTHORIZED BAKER TILLY MUNICIPAL ADVISORS, LLC TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: TERMS OF PROPOSAL $9,850,000* CITY OF BROOKLYN CENTER, MINNESOTA GENERAL OBLIGATION IMPROVEMENT AND UTILITY REVENUE BONDS, SERIES 2019A (BOOK ENTRY ONLY) Proposals for the above-referenced obligations (the “Series 2019A Bonds”) will be received by the City of Brooklyn Center, Minnesota (the “City”) on Monday, August 12, 2019 (the “Sale Date”) until 10:00 A.M., Central Time at the offices of Baker Tilly Municipal Advisors, LLC (“Baker Tilly MA”), 380 Jackson Street, Suite 300, Saint Paul, Minnesota, 55101, after which time proposals will be opened and tabulated. Consideration for award of the Series 2019A Bonds will be by the City Council at its meeting commencing at 7:00 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Baker Tilly MA will assume no liability for the inability of a bidder to reach Baker Tilly MA prior to the time of sale specified above. All bidders are advised that each proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Series 2019A Bonds regardless of the manner in which the proposal is submitted. (a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Baker Tilly MA. Signed proposals, without final price or coupons, may be submitted to Baker Tilly MA prior to the time of sale. The bidder shall be responsible for submitting to Baker Tilly MA the final proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the submitted proposal. OR (b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY ®. For purposes of the electronic bidding process, the time as maintained by PARITY ® shall constitute the official time with respect to all proposals submitted to PARITY ®. Each bidder shall be solely responsible for making necessary arrangements to access PARITY ® for purposes of submitting its electronic proposal in a timely manner and in compliance with the requirements of the Terms of Proposal . Neither the City, its agents, nor PARITY ® shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents, nor PARITY ® shall be responsible for a bidder’s failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY ®. The City is using the services of PARITY ® solely as a 559441V1BR291-397 ii communication mechanism to conduct the electronic bidding for the Series 2019A Bonds, and PARITY ® is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY ®, this Terms of Proposal shall control. Further information about PARITY ®, including any fee charged, may be obtained from: PARITY ®, 1359 Broadway, 2 nd Floor, New York, New York 10018 Customer Support: (212) 849-5000 DETAILS OF THE SERIES 2019A BONDS The Series 2019A Bonds will be dated as of the date of delivery and will bear interest payable on February 1 and August 1 of each year, commencing August 1, 2020. Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Series 2019A Bonds will mature February 1 in the years and amounts* as follows: 2021 $760,000 2022 $810,000 2023 $930,000 2024 $935,000 2025 $ 945,000 2026 $1,070,000 2027 $1,085 ,000 2028 $1,095,000 2029 $1,100,000 2030 $1,120,000 * The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Series 2019A Bonds or the amount of any maturity or maturities in multiples of $5,000. In the event the amount of any maturity is modified, the aggregate purchase price will be adjusted to result in the same gross spread per $1,000 of Series 2019A Bonds as that of the original proposal. Gross spread for this purpose is the differential between the price paid to the City for the new issue and the prices at which the proposal indicates the securities will be initially offered to the investing public. Proposals for the Series 2019A Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above. In order to designate term bonds, the proposal must specify “Years of Term Maturities” in the spaces provided on the proposal form. BOOK ENTRY SYSTEM The Series 2019A Bonds will be issued by means of a book entry system with no physical distribution of Series 2019A Bonds made to the public. The Series 2019A Bonds will be issued in fully registered form and one Series 2019A Bond, representing the aggregate principal amount of the Series 2019A Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company (“DTC”), New York, New York, which will act as securities depository for the Series 2019A Bonds. Individual purchases of the Series 2019A Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Series 2019A Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The lowest bidder (the “Purchaser”), as a condition of delivery of the Series 2019A Bonds, will be required to deposit the Series 2019A Bonds with DTC. 559441V1BR291-397 iii REGISTRAR The City will name the registrar which shall be subject to applicable regulations of the Securities and Exchange Commission. The City will pay for the services of the registrar. OPTIONAL REDEMPTION The City may elect on February 1, 2028, and on any day thereafter, to redeem Series 2019A Bonds due on or after February 1, 2029. Redemption may be in whole or in part and if in part at the option of the City and in such manner as the City shall determine. If less than all Series 2019A Bonds of a maturity are called for redemption, the City will notify DTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the amount of each participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficial ownership interests in such maturity to be redeemed. All redemptions shall be at a price of par plus accrued interest. SECURITY AND PURPOSE The Series 2019A Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments against benefited properties and net revenues of the City’s water, sanitary sewer, and storm drainage utility funds for repayment of a portion of the Series 2019A Bonds. The proceeds of the Series 2019A Bonds will be used to finance (i) various street improvements within the City and (ii) various utility improvements within the City. BIDDING PARAMETERS Proposals shall be for not less than $9,771,200 plus accrued interest, if any, on the total principal amount of the Series 2019A Bonds. No proposal can be withdrawn or amended after the time set for receiving proposals on the Sale Date unless the meeting of the City scheduled for award of the Series 2019A Bonds is adjourned, recessed, or continued to another date without award of the Series 2019A Bonds having been made. Rates shall be in integral multiples of 1/100 or 1/8 of 1%. The initial price to the public for each maturity as stated on the proposal must be 98.0% or greater. Series 2019A Bonds of the same maturity shall bear a single rate from the date of the Series 2019A Bonds to the date of maturity. No conditional proposals will be accepted. ESTABLISHMENT OF ISSUE PRICE In order to provide the City with information necessary for compliance with Section 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations promulgated thereunder (collectively, the “Code”), the Purchaser will be required to assist the City in establishing the issue price of the Series 2019A Bonds and shall complete, execute, and deliver to the City prior to the closing date, a written certification in a form acceptable to the Purchaser, the City, and Bond Counsel (the “Issue Price Certificate”) containing the following for each maturity of the Series 2019A Bonds (and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity): (i) the interest rate; (ii) the reasonably expected initial offering price to the “public” (as said term is defined in Treasury Regulation Section 1.148-1(f) (the “Regulation”)) or the sale price; and (iii) pricing wires or equivalent communications supporting such offering or sale price. Any action to be taken or documentation 559441V1BR291-397 iv to be received by the City pursuant hereto may be taken or received on behalf of the City by Baker Tilly MA. The City intends that the sale of the Series 2019A Bonds pursuant to this Terms of Proposal shall constitute a “competitive sale” as defined in the Regulation based on the following: (i) the City shall cause this Terms of Proposal to be disseminated to potential bidders in a manner that is reasonably designed to reach potential bidders; (ii) all bidders shall have an equal opportunity to submit a bid; (iii) the City reasonably expects that it will receive bids from at least three bidders that have established industry reputations for underwriting municipal bonds such as the Series 2019A Bonds; and (iv) the City anticipates awarding the sale of the Series 2019A Bonds to the bidder who provides a proposal with the lowest true interest cost, as set forth in this Terms of Proposal (See “AWARD” herein). Any bid submitted pursuant to this Terms of Proposal shall be considered a firm offer for the purchase of the Series 2019A Bonds, as specified in the proposal. The Purchaser shall constitute an “underwriter” as said term is defined in the Regulation. By submitting its proposal, the Purchaser confirms that it shall require any agreement among underwriters, a selling group agreement, or other agreement to which it is a party relating to the initial sale of the Series 2019A Bonds, to include provisions requiring compliance with the provisions of the Code and the Regulation regarding the initial sale of the Series 2019A Bonds. If all of the requirements of a “competitive sale” are not satisfied, the City shall advise the Purchaser of such fact prior to the time of award of the sale of the Series 2019A Bonds to the Purchaser. In such event, any proposal submitted will not be subject to cancellation or withdrawal. Within twenty-four (24) hours of the notice of award of the sale of the Series 2019A Bonds, the Purchaser shall advise the City and Baker Tilly MA if 10% of any maturity of the Series 2019A Bonds (and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity) has been sold to the public and the price at which it was sold. The City will treat such sale price as the “issue price” for such maturity, applied on a maturity-by-maturity basis. The City will not require the Purchaser to comply with that portion of the Regulation commonly described as the “hold-the-offering-price” requirement for the remaining maturities, but the Purchaser may elect such option. If the Purchaser exercises such option, the City will apply the initial offering price to the public provided in the proposal as the issue price for such maturities. If the Purchaser does not exercise that option, it shall thereafter promptly provide the City and Baker Tilly MA the prices at which 10% of such maturities are sold to the public; provided such determination shall be made and the City and Baker Tilly MA notified of such prices whether or not the closing date has occurred, until the 10% test has been satisfied as to each maturity of the Series 2019A Bonds or until all of the Series 2019A Bonds of a maturity have been sold. GOOD FAITH DEPOSIT To have its proposal considered for award, the Purchaser is required to submit a good faith deposit to the City in the amount of $98,500 (the “Deposit”) no later than 1:00 P.M., Central Time on the Sale Date. The Deposit may be delivered as described herein in the form of either (i) a certified or cashier’s check payable to the City; or (ii) a wire transfer. The Purchaser shall 559441V1BR291-397 v be solely responsible for the timely delivery of its Deposit whether by check or wire transfer. Neither the City nor Baker Tilly MA have any liability for delays in the receipt of the Deposit. If the Deposit is not received by the specified time, the City may, at its sole discretion, reject the proposal of the lowest bidder, direct the second lowest bidder to submit a Deposit, and thereafter award the sale to such bidder. Certified or Cashier’s Check . A Deposit made by certified or cashier’s check will be considered timely delivered to the City if it is made payable to the City and delivered to Baker Tilly Municipal Advisors, LLC, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101 by the time specified above. Wire Transfer . A Deposit made by wire will be considered timely delivered to the City upon submission of a federal wire reference number by the specified time. Wire transfer instructions will be available from Baker Tilly MA following the receipt and tabulation of proposals. The successful bidder must send an e-mail including the following information: (i) the federal reference number and time released; (ii) the amount of the wire transfer; and (iii) the issue to which it applies. Once an award has been made, the Deposit received from the Purchaser will be retained by the City and no interest will accrue to the Purchaser. The amount of the Deposit will be deducted at settlement from the purchase price. In the event the Purchaser fails to comply with the accepted proposal, said amount will be retained by the City. AWARD The Series 2019A Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis calculated on the proposal prior to any adjustment made by the City. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Series 2019A Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION The City has not applied for or pre-approved a commitment for any policy of municipal bond insurance with respect to the Series 2019A Bonds. If the Series 2019A Bonds qualify for municipal bond insurance and a bidder desires to purchase a policy, such indication, the maturities to be insured, and the name of the desired insurer must be set forth on the bidder’s proposal. The City specifically reserves the right to reject any bid specifying municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs associated with the issuance and administration of such policy and associated ratings and expenses (other than any independent rating requested by the City) shall be paid by the successful bidder. Failure of the municipal bond insurer to issue the policy after the award of the Series 2019A Bonds shall not constitute cause for failure or refusal by the successful bidder to accept delivery of the Series 2019A Bonds. 559441V1BR291-397 vi CUSIP NUMBERS If the Series 2019A Bonds qualify for the assignment of CUSIP numbers such numbers will be printed on the Series 2019A Bonds; however, neither the failure to print such numbers on any Series 2019A Bond nor any error with respect thereto will constitute cause for failure or refusal by the Purchaser to accept delivery of the Series 2019A Bonds. Baker Tilly MA will apply for CUSIP numbers pursuant to Rule G-34 implemented by the Municipal Securities Rulemaking Board. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the Purchaser. SETTLEMENT On or about September 12, 2019, the Series 2019A Bonds will be delivered without cost to the Purchaser through DTC in New York, New York. Delivery will be subject to receipt by the Purchaser of an approving legal opinion of Kennedy & Graven, Chartered of Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement, payment for the Series 2019A Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless compliance with the terms of payment for the Series 2019A Bonds has been made impossible by action of the City, or its agents, the Purchaser shall be liable to the City for any loss suffered by the City by reason of the Purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE In accordance with SEC Rule 15c2-12(b)(5), the City will undertake, pursuant to the resolution awarding sale of the Series 2019A Bonds, to provide annual reports and notices of certain events. A description of this undertaking is set forth in the Official Statement. The Purchaser's obligation to purchase the Series 2019A Bonds will be conditioned upon receiving evidence of this undertaking at or prior to delivery of the Series 2019A Bonds. OFFICIAL STATEMENT The City has authorized the preparation of a Preliminary Official Statement containing pertinent information relative to the Series 2019A Bonds, and said Preliminary Official Statement has been deemed final by the City as of the date thereof within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Preliminary Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Municipal Advisor to the City, Baker Tilly Municipal Advisors, LLC, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223-3000. A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared, specifying the maturity dates, principal amounts, and interest rates of the Series 2019A Bonds, together with any other information required by law. By awarding the Series 2019A Bonds to the Purchaser, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the Purchaser up to 25 copies of the Final Official Statement. The City designates the Purchaser as its agent for purposes of distributing copies of the Final Official Statement to each syndicate member, if applicable. The Purchaser agrees that if its proposal is accepted by the City, (i) it shall accept designation and (ii) it shall enter into a contractual 559441V1BR291-397 vii relationship with its syndicate members for purposes of assuring the receipt of the Final Official Statement by each such syndicate member. Dated July 22, 2019 BY ORDER OF THE CITY COUNCIL /s/ Barb Suciu City Clerk A-1 559441V1BR291-397 Page 1 City of Brooklyn Center, Minnesota Recommendations for Issuance of Bonds $9,850,000 General Obligation Improvement and Utility Revenue Bonds, Series 2019A The Council has under consideration the issuance of bonds to fund street improvements (the “Street Improvement Portion”) and utility improvements (the “Utility Portion”) related to the City’s Interstate Area Reconstruction project and Southeast/Bellvue Area Mill and Overlay project. This document provides information relative to the proposed issuance. KEY EVENTS: The following summary schedule includes the timing of some of the key events that will occur relative to the bond issuance. July 22, 2019 Council sets sale date and terms Week of July 29, 2019 Rating conference is conducted August 12, 2019, 10:00 a.m. Competitive proposals are received August 12, 2019, 7:00 p.m. Council considers award of the Bonds September 12, 2019 Proceeds are received RATING: An application will be made to S&P Global Ratings (S&P) for a rating on the Bonds. The City’s general obligation debt is currently rated “AA” by S&P. THE MARKET: Performance of the tax-exempt market is often measured by the Bond Buyer’s Index (“BBI”) which measures the yield of high grade municipal bonds in the 20th year for general obligation bonds rated Aa2 by Moody’s or AA by S&P (the BBI 20-Bond GO Index) and the 30th year for revenue bonds rated A1 by Moody’s or A+ by S&P (the BBI 25-Bond Revenue Index). The following chart illustrates these two indices over the past five years. St u d y N o . : 0 0 2 0 1 . 1 5 3 Ju l y 9 , 2 0 1 9 Page 2 POST ISSUANCE COMPLIANCE: The issuance of the Bonds will result in post-issuance compliance responsibilities. The responsibilities are in two primary areas: i) compliance with federal arbitrage requirements and ii) compliance with secondary disclosure requirements. Federal arbitrage requirements include a wide range of implications that have been taken into account as this issue has been structured. Post-issuance compliance responsibilities for this tax-exempt issue include both rebate and yield restriction provisions of the IRS Code. In general terms the arbitrage requirements control the earnings on unexpended bond proceeds, including investment earnings, moneys held for debt service payments (which are considered to be proceeds under the IRS regulations), and/or reserves. Under certain circumstances any “excess earnings” will need to be paid to the IRS to maintain the tax-exempt status of the Bonds. Any interest earnings on gross bond proceeds or debt service funds should not be spent until it has been determined based on actual facts that they are not “excess earnings” as defined by the IRS Code. The arbitrage rules provide for spend-down exceptions for proceeds that are spent within either a 6-month, 18-month or, for certain construction issues, a 24-month period each in accordance with certain spending criteria. Proceeds that qualify for an exception will be exempt from rebate. These exceptions are based on actual expenditures and not based on reasonable expectations, and expenditures, including any investment proceeds will have to meet the spending criteria to qualify for the exclusion. The City expects to meet the 18-month spending exception. Regardless of whether the issue qualifies for an exemption from the rebate provisions, yield restriction provisions will apply to Bond proceeds (including interest earnings) unspent after three years and the debt service fund throughout the term of the Bonds. These moneys should be monitored until the Bonds are retired. Secondary disclosure requirements result from an SEC requirement that underwriters provide ongoing disclosure information to investors. To meet this requirement, any prospective underwriter will require the City to commit to providing the information needed to comply under a continuing disclosure agreement. Baker Tilly Municipal Advisors, LLC (“Baker Tilly MA”) and the City have entered into an Agreement for Municipal Advisor Services under which Baker Tilly MA will provide arbitrage rebate services on the Bonds. It is our understanding the City undertakes its own continuing disclosure responsibilities. SUPPLEMENTAL INFORMATION AND BOND RECORD: Supplementary information will be available to staff including detailed terms and conditions of sale, comprehensive structuring schedules and information to assist in meeting post-issuance compliance responsibilities. Upon completion of the financing, a bond record will be provided that contains pertinent documents and final debt service calculations for the transaction. RISKS/SPECIAL CONSIDERATIONS: The outcome of this financing will rely on the market conditions at the time of the sale. Any projections included herein are estimates based on current market conditions. Principal payments on the Street Improvement Portion of the Bonds have been structured, in part, around projected future assessment collections. If actual assessment collections are different than projected (lower annual collections due to delinquencies or Page 3 prepayments), the levy requirement for the Street Improvement Portion will differ from what is shown in these recommendations. SCHEDULES ATTACHED: Schedules attached for the Bonds include:  Sources and uses of funds  Estimated debt service schedules for the Bonds as a whole and by purpose, given the current interest rate environment  Projected special assessment collections  Aggregate calendar year debt service of all City utility obligations, including the Utility Portion of the Bonds SALE TERMS AND MARKETING: Variability of Issue Size: A specific provision in the sale terms permits modifications to the issue sizes and/or maturity structure to customize the issue once the price and interest rates are set on the day of sale. Prepayment Provisions: Bonds maturing on or after February 1, 2029 may be prepaid at a price of par plus accrued interest on or after February 1, 2028. Bank Qualification: The City expects to issue more than $10 million in tax-exempt obligations that count against its $10 million limit for this calendar year; therefore, the Bonds will not be designated as bank qualified. Premium Bidding: Any excess proceeds generated as original issue premium and/or unused discount will be used to reduce the principal amount of the borrowing. $4,050,000 Street Improvement Portion Description of Purpose PURPOSE: The proceeds of the Street Improvement Portion will be used to finance street improvements related to the City’s Interstate Area Reconstruction project and Southeast/Bellvue Area Mill and Overlay project. AUTHORITY: Statutory Authority: The Street Improvement Portion is being issued pursuant to Minnesota Statutes, Chapters 429 and 475. Statutory Requirements: Pursuant to Minnesota Statutes, Chapter 475, the Bonds may be issued without an election provided that at least 20% of the cost of the project is assessed against benefitted properties. The amount of assessments to be filed against benefitted properties is in excess of 20%. SECURITY AND SOURCE OF PAYMENT: The Street Improvement Portion of the Bonds will be a general obligation of the City, secured by its full faith and credit and taxing power. In addition, the City pledges special assessments against benefited properties to pay a portion of the debt service on the Street Improvement Portion. Special assessments totaling approximately $2,371,810 of principal are expected to be filed in 2019 for first collection in 2020 at a rate of 4.0%, as Page 4 determined by the City. Assessments will be collected over a term of ten years in equal annual installments of principal. Each year’s collection of assessments and taxes will be used to make the interest payment due on August 1 of the collection year and the February 1 principal and interest payment due the following year. STRUCTURING SUMMARY: In consultation with City staff, the Street Improvement Portion has been structured around the projected assessment collections to result in a lower levy in the first two payment cycles on the Bonds, followed by an approximate $125,000 increase in the annual levy requirement beginning in the third payment cycle, to wrap around the tax levies on the City’s outstanding general obligation improvement bonds. $5,800,000 Utility Portion Description of Purpose PURPOSE: The proceeds of the Utility Portion will be used to finance water, sanitary sewer and storm drainage system improvements related to the City’s Interstate Area Reconstruction project and Southeast/Bellvue Area Mill and Overlay project. AUTHORITY: Statutory Authority: The Utility Portion is being issued pursuant to Minnesota Statutes, Chapters 444 and 475. Statutory Requirements: Pursuant to Minnesota Statutes, Chapter 444 and the resolution awarding the Bonds, the City will covenant to maintain user rates and charges for the sanitary sewer, storm drainage and water utilities (collectively the “Utilities”) in an amount sufficient to generate revenues to support the operation of the Utilities and to pay debt service. The City is required to annually review the budget of the Utilities to determine whether current rates and charges are sufficient and to adjust them as necessary. In addition to the Utility Portion of the Bonds, the City’s 2015 PFA Loan and portions of the City’s 2015A Bonds, 2016A Bonds, 2017A Bonds and 2018A Bonds are also secured by a pledge of net operating revenues of the City’s Utilities. The projected maximum calendar year debt service on all general obligation utility supported debt, including the Utility Portion of the Bonds, is estimated to be $2,283,680. The table below demonstrates that net operating revenues of the Utilities were sufficient, based on the City’s 2018 audited results, to make the annual debt service payments due on all general obligation utility debt of the City, including the estimated debt service on the Utility Portion of the Bonds. Page 5 SECURITY AND SOURCE OF PAYMENT: The Utility Portion of the Bonds will be a general obligation of the City, secured by its full faith and credit and taxing power. Principal and interest will be paid from net revenues of the City’s water, sanitary sewer and storm drainage funds. STRUCTURING SUMMARY: In consultation with City staff, the Utility Portion of the Bonds has been structured over a term of 10 years. Principal payments on the Water Improvements have been structured to provide approximately level annual debt service in the first five years, followed by an increase in annual debt service payments by approximately $125,000 for the remaining five years, to wrap around the debt service on the City’s outstanding obligations payable from net revenues of the Water Fund. The principal amortization on the sanitary sewer and storm drainage improvements have each been structured to result in approximately level annual debt service payments. Baker Tilly Municipal Advisors, LLC is a registered municipal advisor and wholly-owned subsidiary of Baker Tilly Virchow Krause, LLP, an accounting firm. Baker Tilly Virchow Krause, LLP trading as Baker Tilly is a member of the global network of Baker Tilly International Ltd., the members of which are separate and independent legal entities Water Fund Sanitary Sewer Fund Storm Drainage Fund Total Operating Revenues 3,807,272$ 4,406,741$ 1,681,234$ 9,895,247$ Operating Expenses (3,270,522) (4,121,002) (1,881,402) (9,272,926) Add Back Depreciation 1,593,541 902,280 1,309,454 3,805,275 Add Investment Earnings 52,157 66,157 63,080 181,394 Available Net Revenues 2,182,448$ 1,254,176$ 1,172,366$ 4,608,990$ Estimated Maximum Calendar Year Debt Service 3,368,581$ Estimated Coverage 1.37 Page 6 Preliminary $9,850,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A ISSUE SUMMARY Total Issue Sources And Uses Dated 09/12/2019 | Delivered 09/12/2019 Utility Portion Street Improvement Portion Water Improvements Sewer Improvements Storm Drainage Improvements Issue Summary Sources Of Funds Par Amount of Bonds..................................$4,050,000.00 $2,100,000.00 $2,100,000.00 $1,600,000.00 $9,850,000.00 Total Sources...........................................$4,050,000.00 $2,100,000.00 $2,100,000.00 $1,600,000.00 $9,850,000.00 Uses Of Funds Deposit to Project Construction Fund..........3,987,585.76 2,067,635.55 2,067,636.55 1,575,342.14 9,698,200.00 Total Underwriter's Discount (0.800%)..... 32,400.00 16,800.00 16,800.00 12,800.00 78,800.00 Costs of Issuance.......................................30,014.24 15,564.45 15,563.45 11,857.86 73,000.00 Total Uses.................................................$4,050,000.00 $2,100,000.00 $2,100,000.00 $1,600,000.00 $9,850,000.00 201 9A GO Bonds JUMP I N DS | I ssue Summary | 7/ 8/201 9 | 1 0: 35 AM Page 7 Preliminary $9,850,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A ISSUE SUMMARY NET DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% of Total Assessment Utility Portion Levy Required 02/01/2020 - - - - - - - - 02/01/2021 760,000.00 1.450% 231,369.67 991,369.67 1,040,938.15 347,865.43 610,917.83 82,154.90 02/01/2022 810,000.00 1.500% 155,900.00 965,900.00 1,014,195.00 322,566.14 611,373.00 80,255.86 02/01/2023 930,000.00 1.500% 143,750.00 1,073,750.00 1,127,437.50 313,078.90 608,905.50 205,453.10 02/01/2024 935,000.00 1.550% 129,800.00 1,064,800.00 1,118,040.00 303,591.66 606,359.25 208,089.09 02/01/2025 945,000.00 1.600% 115,307.50 1,060,307.50 1,113,322.88 294,104.41 613,971.75 205,246.72 02/01/2026 1,070,000.00 1.700% 100,187.50 1,170,187.50 1,228,696.88 284,617.17 741,819.75 202,259.96 02/01/2027 1,085,000.00 1.750% 81,997.50 1,166,997.50 1,225,347.38 275,129.93 746,056.50 204,160.95 02/01/2028 1,095,000.00 1.800% 63,010.00 1,158,010.00 1,215,910.50 265,642.69 744,429.00 205,838.81 02/01/2029 1,100,000.00 1.900% 43,300.00 1,143,300.00 1,200,465.00 256,155.45 742,266.00 202,043.55 02/01/2030 1,120,000.00 2.000% 22,400.00 1,142,400.00 1,199,520.00 246,668.21 749,700.00 203,151.79 Total $9,850,000.00 - $1,087,022.17 $10,937,022.17 $11,483,873.28 $2,909,419.99 $6,775,798.58 $1,798,654.71 Dated................................................................................................................................................................................................9/12/2019 Delivery Date....................................................................................................................................................................................9/12/2019 First Coupon Date.............................................................................................................................................................................8/01/2020 Yield Statistics Bond Year Dollars............................................................................................................................................................................$61,313.19 Average Life.................................................................................................................................................................................... 6.225 Years Average Coupon..............................................................................................................................................................................1.7729009% Net Interest Cost (NIC)......................................................................................................................................................................1.9014214% True Interest Cost (TIC)....................................................................................................................................................................1.9068112% Bond Yield for Arbitrage Purposes..................................................................................................................................................1.7686511% All Inclusive Cost (AIC).....................................................................................................................................................................2.0361249% IRS Form 8038 Net Interest Cost...............................................................................................................................................................................1.7729009% Weighted Average Maturity..............................................................................................................................................................6.225 Years 2019A GO Bonds JUMP IN DS | Issue Summary | 7/ 8/2019 | 10:35 AM Page 8 Preliminary $4,050,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A Street Improvement Portion NET DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% of Total Assessment Levy Required 02/01/2020 - - - - - - - 02/01/2021 315,000.00 1.450% 94,543.17 409,543.17 430,020.33 347,865.43 82,154.90 02/01/2022 320,000.00 1.500% 63,640.00 383,640.00 402,822.00 322,566.14 80,255.86 02/01/2023 435,000.00 1.500% 58,840.00 493,840.00 518,532.00 313,078.90 205,453.10 02/01/2024 435,000.00 1.550% 52,315.00 487,315.00 511,680.75 303,591.66 208,089.09 02/01/2025 430,000.00 1.600% 45,572.50 475,572.50 499,351.13 294,104.41 205,246.72 02/01/2026 425,000.00 1.700% 38,692.50 463,692.50 486,877.13 284,617.17 202,259.96 02/01/2027 425,000.00 1.750% 31,467.50 456,467.50 479,290.88 275,129.93 204,160.95 02/01/2028 425,000.00 1.800% 24,030.00 449,030.00 471,481.50 265,642.69 205,838.81 02/01/2029 420,000.00 1.900% 16,380.00 436,380.00 458,199.00 256,155.45 202,043.55 02/01/2030 420,000.00 2.000% 8,400.00 428,400.00 449,820.00 246,668.21 203,151.79 Total $4,050,000.00 - $433,880.67 $4,483,880.67 $4,708,074.70 $2,909,419.99 $1,798,654.71 Dated...............................................................................................................................................................9/12/2019 Delivery Date...................................................................................................................................................9/12/2019 First Coupon Date........................................................................................................................................... 8/01/2020 Yield Statistics Bond Year Dollars...........................................................................................................................................$24,618.75 Average Life...................................................................................................................................................6.079 Years Average Coupon.............................................................................................................................................1.7623993% Net Interest Cost (NIC).................................................................................................................................... 1.8940063% True Interest Cost (TIC)...................................................................................................................................1.8993214% Bond Yield for Arbitrage Purposes.................................................................................................................1.7686511% All Inclusive Cost (AIC)................................................................................................................................... 2.0315214% IRS Form 8038 Net Interest Cost............................................................................................................................................. 1.7623993% Weighted Average Maturity............................................................................................................................ 6.079 Years 201 9A GO Bonds JUMP I N DS | Street I mprovement Portio | 7/ 8/201 9 | 1 0: 35 AM Page 9 Preliminary $2,100,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A Water Improvements DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% Levy 02/01/2020 - - - - - 02/01/2021 120,000.00 1.450% 50,399.00 170,399.00 178,918.95 02/01/2022 140,000.00 1.500% 34,620.00 174,620.00 183,351.00 02/01/2023 140,000.00 1.500% 32,520.00 172,520.00 181,146.00 02/01/2024 140,000.00 1.550% 30,420.00 170,420.00 178,941.00 02/01/2025 145,000.00 1.600% 28,250.00 173,250.00 181,912.50 02/01/2026 275,000.00 1.700% 25,930.00 300,930.00 315,976.50 02/01/2027 280,000.00 1.750% 21,255.00 301,255.00 316,317.75 02/01/2028 280,000.00 1.800% 16,355.00 296,355.00 311,172.75 02/01/2029 285,000.00 1.900% 11,315.00 296,315.00 311,130.75 02/01/2030 295,000.00 2.000% 5,900.00 300,900.00 315,945.00 Total $2,100,000.00 - $256,964.00 $2,356,964.00 $2,474,812.20 SIGNIFICANT DATES Dated......................................................................................................................................................................... 9/12/2019 Delivery Date............................................................................................................................................................. 9/12/2019 First Coupon Date......................................................................................................................................................8/01/2020 Yield Statistics Bond Year Dollars..................................................................................................................................................... $14,280.83 Average Life............................................................................................................................................................. 6.800 Years Average Coupon....................................................................................................................................................... 1.7993628% Net Interest Cost (NIC)...............................................................................................................................................1.9170030% True Interest Cost (TIC)............................................................................................................................................. 1.9226558% Bond Yield for Arbitrage Purposes........................................................................................................................... 1.7686511% All Inclusive Cost (AIC)..............................................................................................................................................2.0415254% IRS Form 8038 Net Interest Cost........................................................................................................................................................1.7993628% Weighted Average Maturity.......................................................................................................................................6.800 Years Interest rates are estimates. Changes in rates may cause significant alterations to this schedule. The actual underwriter's discount bid may also vary. 201 9A GO Bonds JUMP IN DS | Water I mprovements | 7/ 8/201 9 | 1 0: 35 AM Page 10 Preliminary $2,100,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A Sewer Improvements DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% Levy 02/01/2020 - - - - - 02/01/2021 185,000.00 1.450% 49,051.01 234,051.01 245,753.56 02/01/2022 200,000.00 1.500% 32,705.00 232,705.00 244,340.25 02/01/2023 200,000.00 1.500% 29,705.00 229,705.00 241,190.25 02/01/2024 205,000.00 1.550% 26,705.00 231,705.00 243,290.25 02/01/2025 210,000.00 1.600% 23,527.50 233,527.50 245,203.88 02/01/2026 210,000.00 1.700% 20,167.50 230,167.50 241,675.88 02/01/2027 215,000.00 1.750% 16,597.50 231,597.50 243,177.38 02/01/2028 220,000.00 1.800% 12,835.00 232,835.00 244,476.75 02/01/2029 225,000.00 1.900% 8,875.00 233,875.00 245,568.75 02/01/2030 230,000.00 2.000% 4,600.00 234,600.00 246,330.00 Total $2,100,000.00 - $224,768.51 $2,324,768.51 $2,441,006.94 SIGNIFICANT DATES Dated......................................................................................................................................................................... 9/12/2019 Delivery Date............................................................................................................................................................. 9/12/2019 First Coupon Date......................................................................................................................................................8/01/2020 Yield Statistics Bond Year Dollars..................................................................................................................................................... $12,715.83 Average Life............................................................................................................................................................. 6.055 Years Average Coupon....................................................................................................................................................... 1.7676271% Net Interest Cost (NIC)...............................................................................................................................................1.8997458% True Interest Cost (TIC)............................................................................................................................................. 1.9051000% Bond Yield for Arbitrage Purposes........................................................................................................................... 1.7686511% All Inclusive Cost (AIC)..............................................................................................................................................2.0379231% IRS Form 8038 Net Interest Cost........................................................................................................................................................1.7676271% Weighted Average Maturity.......................................................................................................................................6.055 Years Interest rates are estimates. Changes in rates may cause significant alterations to this schedule. The actual underwriter's discount bid may also vary. 201 9A GO Bonds JUMP I N DS | Sewer I mprovements | 7/ 8/201 9 | 1 0: 35 AM Page 11 Preliminary $1,600,000 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A Storm Drainage Improvements DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% Levy 02/01/2020 - - - - - 02/01/2021 140,000.00 1.450% 37,376.49 177,376.49 186,245.31 02/01/2022 150,000.00 1.500% 24,935.00 174,935.00 183,681.75 02/01/2023 155,000.00 1.500% 22,685.00 177,685.00 186,569.25 02/01/2024 155,000.00 1.550% 20,360.00 175,360.00 184,128.00 02/01/2025 160,000.00 1.600% 17,957.50 177,957.50 186,855.38 02/01/2026 160,000.00 1.700% 15,397.50 175,397.50 184,167.38 02/01/2027 165,000.00 1.750% 12,677.50 177,677.50 186,561.38 02/01/2028 170,000.00 1.800% 9,790.00 179,790.00 188,779.50 02/01/2029 170,000.00 1.900% 6,730.00 176,730.00 185,566.50 02/01/2030 175,000.00 2.000% 3,500.00 178,500.00 187,425.00 Total $1,600,000.00 - $171,408.99 $1,771,408.99 $1,859,979.44 SIGNIFICANT DATES Dated......................................................................................................................................................................... 9/12/2019 Delivery Date............................................................................................................................................................. 9/12/2019 First Coupon Date......................................................................................................................................................8/01/2020 Yield Statistics Bond Year Dollars..................................................................................................................................................... $9,697.78 Average Life............................................................................................................................................................. 6.061 Years Average Coupon....................................................................................................................................................... 1.7675079% Net Interest Cost (NIC)...............................................................................................................................................1.8994969% True Interest Cost (TIC)............................................................................................................................................. 1.9048538% Bond Yield for Arbitrage Purposes........................................................................................................................... 1.7686511% All Inclusive Cost (AIC)..............................................................................................................................................2.0375452% IRS Form 8038 Net Interest Cost........................................................................................................................................................1.7675079% Weighted Average Maturity.......................................................................................................................................6.061 Years Interest rates are estimates. Changes in rates may cause significant alterations to this schedule. The actual underwriter's discount bid may also vary. 201 9A GO Bonds JUMP IN DS | Storm Drainage Improvemen | 7/ 8/201 9 | 1 0: 35 AM Page 12 $2,371,810 City of Brooklyn Center, Minnesota General Obligation Improvement and Utility Revenue Bonds, Series 2019A ASSESSMENT INCOME Date Principal Coupon Interest Total P+I 12/31/2019 - - - - 12/31/2020 237,180.98 4.000% 110,684.45 347,865.43 12/31/2021 237,180.98 4.000% 85,385.16 322,566.14 12/31/2022 237,180.98 4.000% 75,897.92 313,078.90 12/31/2023 237,180.98 4.000% 66,410.68 303,591.66 12/31/2024 237,180.97 4.000% 56,923.44 294,104.41 12/31/2025 237,180.97 4.000% 47,436.20 284,617.17 12/31/2026 237,180.97 4.000% 37,948.96 275,129.93 12/31/2027 237,180.97 4.000% 28,461.72 265,642.69 12/31/2028 237,180.97 4.000% 18,974.48 256,155.45 12/31/2029 237,180.97 4.000% 9,487.24 246,668.21 Total $2,371,809.74 - $537,610.25 $2,909,419.99 SIGNIFICANT DATES Filing Date.................................................................................................................................................................. 11/01/2019 First Payment Date.....................................................................................................................................................12/31/2020 201 9A Assessments 201 9-07 | SINGLE PURPOSE | 7/ 8/201 9 | 1 0:32 AM P age 13 Ci t y o f B r o o k l y n C e n t e r , M i n n e s o t a Ge n e r a l O b l i g a t i o n D e b t P a i d f r o m U t i l i t y F u n d s Ag g r e g a t e C a l e n d a r Y e a r D e b t S e r v i c e a t 1 0 0 % Ca l e n d a r Ye a r Se r i e s 2 0 1 5 A 2 0 1 5 P F A L o a n S e r i e s 2 0 1 6 A S e r i e s 2 0 1 6 A S e r i e s 2 0 1 6 A S e ri e s 2 0 1 7 A S e r i e s 2 0 1 7 A S e r i e s 2 0 1 8 A S e r i e s 2 0 1 8 A S e r i e s 2 0 1 8 A Wa t e r Im p r o v e m e n t s - Re f 2 0 1 0 A B A B S Wa t e r Im p r o v e m e n t s Sa n i t a r y S e w e r Im p r o v e m e n t s St o r m D r a i n a g e Im p r o v e m e n t s Wa t e r Im p r o v e m e n t s Wa t e r Im p r o v e m e n t s Sa n i t a r y S e w e r Im p r o v e m e n t s Wa t e r Im p r o v e m e n t s Storm Drainage ImprovementsWater Tower 20 1 9 1 8 8 , 4 3 7 . 5 0 1 , 1 4 0 , 8 6 0 . 0 0 1 3 0 , 6 0 0 . 0 0 1 2 4 , 6 5 0 . 0 0 1 4 2 , 4 0 0 . 0 0 3 7 2 , 6 8 1 .2 5 1 5 7 , 8 8 7 . 5 0 3 5 , 4 2 5 . 0 0 3 0 , 3 0 0 . 0 0 2 7 , 8 7 5 . 0 0 20 2 0 1 8 5 , 1 3 7 . 5 0 1 , 1 4 0 , 1 3 0 . 0 0 1 3 3 , 3 5 0 . 0 0 1 2 7 , 5 0 0 . 0 0 1 4 4 , 9 5 0 . 0 0 3 6 9 , 0 5 6 .2 5 1 5 9 , 2 1 2 . 5 0 1 9 7 , 6 0 0 . 0 0 1 6 7 , 8 5 0 . 0 0 1 5 8 , 1 2 5 . 0 0 20 2 1 1 8 1 , 8 3 7 . 5 0 1 , 1 4 0 , 3 1 0 . 0 0 1 3 1 , 0 5 0 . 0 0 1 2 5 , 3 0 0 . 0 0 1 4 2 , 4 5 0 . 0 0 3 6 5 , 2 8 1 .2 5 1 6 0 , 3 8 7 . 5 0 2 0 0 , 8 5 0 . 0 0 1 7 2 , 1 0 0 . 0 0 1 5 7 , 7 5 0 . 0 0 20 2 2 1 8 8 , 4 3 7 . 5 0 1 , 1 4 0 , 3 9 0 . 0 0 1 3 3 , 7 0 0 . 0 0 1 2 8 , 0 5 0 . 0 0 1 4 4 , 9 0 0 . 0 0 3 6 6 , 2 8 1 .2 5 1 6 1 , 4 1 2 . 5 0 1 9 8 , 7 2 5 . 0 0 1 7 0 , 9 7 5 . 0 0 1 5 7 , 1 2 5 . 0 0 20 2 3 1 8 4 , 9 3 7 . 5 0 1 , 1 4 0 , 3 7 0 . 0 0 1 3 1 , 3 0 0 . 0 0 1 2 5 , 7 5 0 . 0 0 1 4 2 , 3 0 0 . 0 0 3 6 6 , 9 8 1 .2 5 1 5 7 , 3 6 2 . 5 0 2 0 1 , 2 2 5 . 0 0 1 6 9 , 6 0 0 . 0 0 1 5 6 , 2 5 0 . 0 0 20 2 4 1 8 1 , 2 1 8 . 7 5 1 , 1 4 0 , 2 5 0 . 0 0 1 3 3 , 8 5 0 . 0 0 1 2 3 , 4 5 0 . 0 0 1 4 4 , 6 5 0 . 0 0 3 7 2 , 3 0 6 .2 5 1 5 8 , 2 3 7 . 5 0 1 9 8 , 3 5 0 . 0 0 1 6 7 , 9 7 5 . 0 0 1 5 5 , 1 2 5 . 0 0 20 2 5 1 7 2 , 1 2 5 . 0 0 1 , 1 4 1 , 0 3 0 . 0 0 1 3 1 , 3 5 0 . 0 0 1 2 6 , 1 0 0 . 0 0 1 4 1 , 9 5 0 . 0 0 3 7 2 , 2 5 6 .2 5 1 5 8 , 9 6 2 . 5 0 2 0 0 , 1 0 0 . 0 0 1 7 0 , 9 7 5 . 0 0 1 5 3 , 7 5 0 . 0 0 20 2 6 - 1 , 1 4 0 , 7 0 0 . 0 0 1 2 8 , 8 5 0 . 0 0 1 2 3 , 7 0 0 . 0 0 1 4 4 , 2 0 0 . 0 0 3 7 1 , 9 0 6 . 2 5 1 5 9 , 5 3 7. 5 0 1 9 6 , 4 7 5 . 0 0 1 6 8 , 6 0 0 . 0 0 1 5 7 , 0 0 0 . 0 0 20 2 7 - 1 , 1 4 0 , 2 7 0 . 0 0 1 3 1 , 3 0 0 . 0 0 1 2 6 , 2 5 0 . 0 0 1 4 1 , 4 0 0 . 0 0 3 6 7 , 6 6 2 . 5 0 1 6 0 , 5 4 3. 7 5 1 9 9 , 3 2 5 . 0 0 1 7 2 , 4 5 0 . 0 0 1 5 6 , 3 2 5 . 0 0 20 2 8 - 1 , 1 4 0 , 7 4 0 . 0 0 - - - 3 6 9 , 3 3 4 . 3 8 1 6 1 , 9 0 0 . 0 0 1 9 8 , 7 0 0 . 0 0 1 7 2 , 5 7 5 . 0 0 1 5 6 ,900.00 20 2 9 - 1 , 1 4 1 , 1 0 0 . 0 0 - - - - - 1 9 7 , 9 2 5 . 0 0 1 7 2 , 5 5 0 . 0 0 1 5 7 , 3 2 5 . 0 0 20 3 0 - 1 , 1 4 0 , 3 5 0 . 0 0 - - -- - - - - 20 3 1 - 1 , 1 4 0 , 5 0 0 . 0 0 - - -- - - - - 20 3 2 - 1 , 1 4 0 , 5 4 0 . 0 0 - - -- - - - - 20 3 3 - 1 , 1 4 0 , 4 7 0 . 0 0 - - -- - - - - 20 3 4 - 1 , 1 4 0 , 2 9 0 . 0 0 - - -- - - - - - $ 1 , 2 8 2 , 1 3 1 . 2 5 $ 1 8 , 2 4 8 , 3 0 0 . 0 0 $ 1 , 1 8 5 , 3 5 0 . 0 0 $ 1 , 1 3 0 , 7 5 0 . 0 0 $ 1 , 2 8 9 , 2 0 0.0 0 $ 3 , 6 9 3 , 7 4 6 . 8 8 $ 1 , 5 9 5 , 4 4 3 . 7 5 $ 2 , 0 2 4 , 7 0 0 . 0 0 $ 1 , 7 3 5 , 9 5 0 . 0 0 $ 1 , 5 9 3 , 550.00 Page 14 Ci t y o f B r o o k l y n C e n t e r , M i n n e s o t a Ge n e r a l O b l i g a t i o n D e b t P a i d f r o m U t i l i t y F u n d s Ag g r e g a t e C a l e n d a r Y e a r D e b t S e r v i c e a t 1 0 0 % Se r i e s 2 0 1 9 A S e r i e s 2 0 1 9 A S e r i e s 2 0 1 9 A T O T A L Wa t e r Im p r o v e m e n t s Pr e l i m i n a r y Sa n i t a r y S e w e r Im p r o v e m e n t s Pr e l i m i n a r y St o r m D r a i n a g e Im p r o v e m e n t s Pr e l i m i n a r y - - - 2 , 3 5 1 , 1 1 6 . 2 5 32 , 2 1 9 . 0 0 3 1 , 3 5 7 . 2 6 2 3 , 8 9 3 . 9 9 2 , 8 7 0 , 3 8 1 . 5 0 15 5 , 4 9 0 . 0 0 2 1 9 , 0 4 6 . 2 5 1 6 5 , 9 5 0 . 0 0 3 , 3 1 7 , 8 0 2 . 5 0 17 3 , 5 7 0 . 0 0 2 3 1 , 2 0 5 . 0 0 1 7 3 , 8 1 0 . 0 0 3 , 3 6 8 , 5 8 1 . 2 5 17 1 , 4 7 0 . 0 0 2 2 8 , 2 0 5 . 0 0 1 7 6 , 5 2 2 . 5 0 3 , 3 5 2 , 2 7 3 . 7 5 16 9 , 3 3 5 . 0 0 2 3 0 , 1 1 6 . 2 5 1 7 4 , 1 5 8 . 7 5 3 , 3 4 9 , 0 2 2 . 5 0 17 2 , 0 9 0 . 0 0 2 3 1 , 8 4 7 . 5 0 1 7 6 , 6 7 7 . 5 0 3 , 3 4 9 , 2 1 3 . 7 5 29 8 , 5 9 2 . 5 0 2 2 8 , 3 8 2 . 5 0 1 7 4 , 0 3 7 . 5 0 3 , 2 9 1 , 9 8 1 . 2 5 29 8 , 8 0 5 . 0 0 2 2 9 , 7 1 6 . 2 5 1 7 6 , 2 3 3 . 7 5 3 , 3 0 0 , 2 8 1 . 2 5 29 3 , 8 3 5 . 0 0 2 3 0 , 8 5 5 . 0 0 1 7 8 , 2 6 0 . 0 0 2 , 9 0 3 , 0 9 9 . 3 8 29 3 , 6 0 7 . 5 0 2 3 1 , 7 3 7 . 5 0 1 7 5 , 1 1 5 . 0 0 2 , 3 6 9 , 3 6 0 . 0 0 29 7 , 9 5 0 . 0 0 2 3 2 , 3 0 0 . 0 0 1 7 6 , 7 5 0 . 0 0 1 , 8 4 7 , 3 5 0 . 0 0 - - - 1 , 1 4 0 , 5 0 0 . 0 0 - - - 1 , 1 4 0 , 5 4 0 . 0 0 - - - 1 , 1 4 0 , 4 7 0 . 0 0 - - - 1 , 1 4 0 , 2 9 0 . 0 0 $2 , 3 5 6 , 9 6 4 . 0 0 $ 2 , 3 2 4 , 7 6 8 . 5 1 $ 1 , 7 7 1 , 4 0 8 . 9 9 - $ 4 0 , 2 3 2 , 2 6 3 . 3 8 Ma x D S 3 , 3 6 8 , 5 8 1 . 2 5 COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Ginny McIntosh, City Planner / Zoning Administrator SUBJECT:Resolution Accepting Work Performed and Authorizing Release of Funds for Certain Financial Guarantees Being Held by the City (Presbyterian Homes and Services) Requested Council Action: - Motion to approve a resolution Accepting Work Performed and Authorizing Release of Funds for Certain Financial Guarantees Being Held by the City. Background: Nearly all development projects that take place in the City require applicants to sign a Performance Agreement, and to deposit with the City a financial guarantee, which is held to ensure that specific site improvements are completed in accordance with approved plans. Financial guarantees may be in the form of cash, a letter of credit, or the issuance of a bond in favor of the City. The performance agreements detail the specific improvements that the financial guarantee is covering, and outline the terms under which the financial guarantees may be released or reduced by the City. Typical improvements included are site grading, landscaping, sodding, irrigation, curb and gutter, stormwater, sidewalks, handicapped ramps, fencing, rooftop screening, trash enclosures, and erosion control during construction. These are items that are at a greater risk of being incomplete at the time that a developer is seeking a certificate of occupancy (CO), and thus the financial guarantee assures that they are completed, even after a CO is issued. In the event developer defaults and a project is abandoned, the City may also use the financial guarantee to ensure that the site is safe and secure. For performance agreements that predate 2017, City Council action is required to reduce or release the financial guarantee. Past practice has been to hold the guarantees until property owners have requested them, thus the City is holding many active financial guarantees that have long since been satisfied. Recently, representatives of Maranatha Conservative Baptist Home, Inc. requested that a Letter of Credit (LOC) in the amount of $50,000.00 be released for the Maranatha Phase II project, which resulted in the construction of a 34-unit senior independent living apartment facility on the Maranatha Senior Living Community campus, located at 5401 69th Avenue North, and as approved under Planning Commission Application No. 2016-003. All of the required work has been completed as part of the approved plans and any conditions related to that approval. Staff is seeking authorization from the City Council to release the aforementioned financial guarantee in full. Budget Issues: None to consider at this time. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type Resolution-Accepting Work Performed and Authorizing Release of Funds for a Certain Financial Guarantee Being Held by the City (Presbyterian Homes and Services) 7/16/2019 Resolution Letter Member introduced the following resolution and moved its adoption: RESOLUTION NO. _______________ RESOLUTION ACCEPTING WORK PERFORMED AND AUTHORIZING RELEASE OF FUNDS FOR A CERTAIN FINANCIAL GUARANTEE BEING HELD BY THE CITY (PRESBYTERIAN HOMES AND SERVICES) WHEREAS, the City requires, as a condition of approval for certain planning applications, that the applicant enter into a performance agreement and submit a financial guarantee to be held by the City to ensure site improvements are completed according to approved plans, and in a timely manner; and WHEREAS, the performance agreement details the specific improvements that are included, and outline the terms under which the financial guarantee may be released or reduced by the City; and WHEREAS, the City Council may release financial guarantees upon accepting work performed, or reduce a financial guarantee based on the amount of improvements left incomplete; and WHEREAS, the City has received a request from representatives of Presbyterian Homes and Services for the full release of a certain financial guarantee relating to the Maranatha Phase II project, which was approved under Planning Commission Application No. 2016-003 and resulted in the construction of a 34-unit senior independent living apartment facility on the Maranatha Senior Living Community campus, located at 5401 69th Avenue North; and WHEREAS, City staff has inspected the property for compliance with the performance agreement and has determined that all required site improvements have been completed and all conditions of the performance agreement have been fulfilled. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, that it hereby approves and accepts all of the work required to be undertaken, and agrees to release any remaining amounts of financial guarantee as it relates to the Maranatha Phase II project, approved under Planning Commission Application No. 2016-003. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Reggie Edwards, Deputy City Manager SUBJECT:Youth In Government Day Requested Council Action: - Accept the proclamation regarding Youth In Government Day. Background: Youth in Government Day was created to welcome young people into the processes and structure of their local government - whose work directly impacts their lives every day. Through equipping young people with the understanding of how their communities work and how decisions are made, the event will cultivate and equip young people to become engaged, active and informed citizens. We have fifteen students that have taken part in the Youth in Government Day activities. They are as follows: Tyrone Andrews, Osseo High School Saliha Ebrahim, Champlin Park High School Tamira Hussein, Champlin Park High School Emmanual Ikebude, Osseo High School Caron Iteghete, Park Center High School Deborah Kamuelyu, Champlin Park High School Colleen Kebaara, Park Center High School Lucas Lee, Park Center High School Tiffan Nyamao, Osseo High School Kimberly Osoy, Brooklyn Center High School Arely Real, Brooklyn Center Early College Academy Lauryn Redden, Sage Academy Charvez Russell, Park Center High School Lee Thao, Hmong College Prep Academy Jasmir Turner, Robbinsdale Cooper High School It is fitting the Mayor/City Council proclaim "Youth in Government Day" and formally recognize their participation. Budget Issues: N/A Strategic Priorities and Values: Enhanced Community Image, Inclusive Community Engagement ATTACHMENTS: Description Upload Date Type Proclamation 2019 7/17/2019 Proclamation Proclamation DECLARING JULY 22, 2019, AS “YOUTH IN GOVERNMENT DAY” IN THE CITY OF BROOKLYN CENTER, MINNESOTA WHEREAS, youth represent a significant portion of the population in the City of Brooklyn Center and their voices, opinions and participation are instrumental and valuable to the governmental process; and WHEREAS The City of Brooklyn Center recognizes that public policies and decisions impact the lives of youth every day and that there is a continued and evolving need to identify strategies that meet the needs of youth and families in our community; and WHEREAS, by allowing students a fun and educational opportunity to actively participate in the governmental process and by providing them with an experiential understanding of how the process works and how decisions are made, the City of Brooklyn Center hopes to cultivate and equip youth with the knowledge and tools to become engaged, active and informed residents and future leaders of the community; and WHEREAS, Tyrone Andrews, Osseo High School Saliha Ebrahim, Champlin Park High School Tamira Hussein, Champlin Park High School Emmanual Ikebude, Osseo High School Caron Iteghete, Park Center High School Deborah Kamuelyu, Champlin Park High School Colleen Kebaara, Park Center High School Lucas Lee, Park Center High School Tiffan Nyamao, Osseo High School Kimberly Osoy, Brooklyn Center High School Arely Real, Brooklyn Center Early College Academy Lauryn Redden, Sage Academy Charvez Russell, Park Center High School Lee Thao, Hmong College Prep Academy Jasmir Turner, Robbinsdale Cooper High School have actively participated in the 2019 Youth in Government Day Program. NOW, THEREFORE, I, MIKE ELLIOTT AS MAYOR OF THE CITY OF BROOKLYN CENTER, State of Minnesota, with the consent and support of the Brooklyn Center City Council, do hereby proclaim Monday, July 22, 2019 as “Youth in Government Day” in the City of Brooklyn Center and do hereby acknowledge the 2019 participants. July 22, 2019 Date Mayor Council Members ATTEST: City Clerk COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Dr. Reggie Edwards, Deputy City Manager FROM:Barb Suciu, City Clerk SUBJECT:Hennepin County Courts Requested Council Action: - Consider a presentation from the Hennepin County Courts. Background: City staff was contacted by the 4th District Judicial Court representative Mike Valleau regarding a presentation to the City Council. Tonight, Chief Judge Ivy Bernhardson will be providing a brief update/report about the work being done in the courts. Budget Issues: No budget impact Strategic Priorities and Values: Enhanced Community Image, Safe, Secure, Stable Community, Operational Excellence ATTACHMENTS: Description Upload Date Type 4th Judicial District Courts At A Glance 7/17/2019 Backup Material To provide justice through a system that assures equal access for the fair and timely resolution of cases and controversies. Personnel:  63 judges (number set by Legislature)  12 referees (specialized judicial officers)  564 staff (full-time-equivalent) Divisions:  Civil  Criminal  Family  Juvenile  Probate/Mental Health Locations:  5 locations in downtown Minneapolis and two suburban courts with county libraries and service centers: Brookdale, Brooklyn Center; Ridgedale, Minnetonka Large Urban Court:  22% of Minnesotans live in Hennepin County  In 2018, handled 39.5% of the state’s trial court case filings (486,137)  One of the largest urban counties in the nation Mission Fourth Judicial District: Hennepin County District Court At-A-Glance Juror stats in 2018:  942 jury trials requested (836 criminal, 106 civil)  26,572 citizens summoned  Persons of color comprised 20.7% of persons serving as jurors Fourth Judicial District: Hennepin County District Court At-A-Glance Contact Us Ivy Bernhardson, Chief Judge 612-348-2554 Ivy.Bernhardson@courts.state.mn.us Sarah Lindahl-Pfieffer, District Court Administrator 612-596-1090 Sarah.Lindahl-Pfieffer@courts.state.mn.us Mike Valleau, Legislative Liaison 612-596-7478 Michael.Valleau@courts.state.mn.us Website: www.mncourts.gov/hennepin Focus on Quality of Justice: Treatment Courts Model Specialized treatment courts include Criminal Mental Health Court, Drug Court, DWI Court, Restorative Court, and Veterans Court  High-risk, high-need population with a treatable condition  Protects public safety and due process  Non-adversarial prosecutor/defense counsel  Intensive judicial/probationary supervision  More immediate/timely incentives and sanctions Challenges  Felony filings up 10% over five-year average  Many criminal defendants suffer from drug or alcohol addiction or abuse, mental illness, or a physical disability.  Continued increase in domestic abuse Order for Protection case filings  Child in Need of Protection Services (CHIPS) caseload continues to increase  Many litigants are self-represented. At least one party is without an attorney in most family and minor civil cases.  Interpreter requests for more than 100 languages provided annually (9,870 requests last year) National Adoption Day Celebration  22 families adopted 38 children in one day  172 children adopted in Hennepin County last year Fourth District Updates & Innovations  An efficient, electronic court: paperless court files, effective electronic workflows and queues, customer kiosks, and digital signage  Texting and emailing to defendants to remind them of court hearings: reduced failure to appear for hearings by 30%  Adult Detention Initiative: focusing on pretrial detention only for defendants who pose a public safety risk or risk of not reappearing  Pioneered a validated and locally normed Pretrial Scale that has been used for decades and is race and gender neutral. This tool allows judges to make objective release decisions.  Juvenile Detention Alternatives Initiative (JDAI): 59% decrease in daily population at Juvenile Detention Center; 37% decrease in out-of-home placements COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:Brooklynk Program Update Requested Council Action: - Consider a presentation on the Brooklynk program from Breanne Rothstein, Economic Development and Housing Director for the City of Brooklyn Park. Background: Ms. Rothstein will provide an update of the Brooklynk program's 2019 activities to date as well as a review of the draft 2020 budget and proposed staffing plan. No action is being requested from the City Council this evening. The presentation is intended as information and to allow an opportunity for the Councilmembers to ask any questions about the program and the 2020 plans ahead of any upcoming budget discussions. Ms. Rothstein has provided a brief memo overview which is attached to this report. Budget Issues: There are no budget issues to consider at this time. Strategic Priorities and Values: Resident Economic Stability ATTACHMENTS: Description Upload Date Type July 16, 2019 memo from Breanne Rothstein 7/15/2019 Backup Material MEMORANDUM DATE: July 16, 2019 TO: City of Brooklyn Center EDA FROM: Breanne Rothstein, Economic Development and Housing Director Luis Salado-Herrera, BrookLynk Program Coordinator CC: Kimberly Berggren, EDA Executive Director SUBJECT: BrookLynk Update The program wrapped up three major events this past month including two work readiness trainings, Get Ready! and the Regional Youth Job Fair. More than 200 young people attended Get Ready! hosted at Hennepin Technical College. The trainings co-instructed by professional trainers and BrookLynk alumni are designed to hone and harness youth employability with skills like planning for success, collaboration, networking, and more. The Regional Youth Job Fair, Saturday, April 13 at North Hennepin Community College engaged nearly 100 youth and 20-plus employers and community partners including the City of Brooklyn Center, City of Brooklyn Park, Target, Hyder Investments – McDonald’s, Allina Health Emergency Medical Services, and more. Additional opportunities for fair goers included complimentary professional headshots and work readiness workshops including Successful Interviewing by Next Steps 2 Success and Resume-Building by BestPrep! The program welcomed several new employers and over 75 people attended the supervisor training in May. The training was well received and included the participation of several referral network partners and alumni. In June, the Brooklynk Advisory Board completed a half day retreat to set the direction for Brooklynk in 2020 and beyond. The need and desire to engage with alumni was among the priorities discussed. In June, 112 youth were matched with an internship. Interns are in their fourth full week of employment and are attending weekly check ins with Brooklynk staff. A full program overview will be provided at the meeting. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Tim Gannon, Chief of Police SUBJECT:Snow Event Parking Review Requested Council Action: - No requested Council action at this time. Background: The 2018-2019 snow season was the first season in which the City of Brooklyn Center had an ordinance forbidding on street parking during a declared snow event. During a snow event in addition to issuing parking tickets the City was allowed to impound vehicles found to be in violation of the ordinance Section 27-120. PARKING RESTRICTED AND PROHIBITED. 2. Snow Emergency. After a snowfall of at least 2.5 inches in the City, parking is prohibited on any public street or alley until and after that particular street or alley has been plowed and the snow removed to the curb line. It is unlawful to deposit snow or ice, plowed or removed from private property, onto the traveled portion of a street, alley or public way. Vehicles parked in violation of this section may be removed in accordance with Section 27-121. The following presentation will review the ordinance impact on the citizens we serve and as well as the City's efforts to clear and make safe the streets throughout the City as well as the following: The communication efforts throughout the snow season to inform our citizens about the new ordinance. A summary of police expenses incurred during the 8 declared events. A total of all enforcement efforts to include warnings, tickets issued, and the impoundment of vehicles. Lessons learned from the first season. A comparison with the City of Brooklyn Park who also had a new snow parking ban. Budget Issues: Potential salary departures due to increased staffing during snow event declarations. Strategic Priorities and Values: Safe, Secure, Stable Community ATTACHMENTS: Description Upload Date Type Power Point Presentation 7/18/2019 Presentation 7/18/2019 1 2018-2019 Snow Event Parking Review City Council Meeting, July 22, 2019 Tim Gannon, Police Chief Snow Event Ordinance Section 27‐120. PARKING RESTRICTED AND PROHIBITED. 2. Snow Emergency. After a snowfall of at least 2.5 inches in the City,  parking is prohibited on any public street or alley until and after that  particular street or alley has been plowed and the snow removed to the  curb line. It is unlawful to deposit snow or ice, plowed or removed from  private property, onto the traveled portion of a street, alley or public way.  Vehicles parked in violation of this section may be removed in accordance  with Section 27‐121. 2 7/18/2019 2 Communication Efforts •Media campaign before the snow season to include Channel  12 interview and Sun Post story. •Pre‐emptive  message, which was a reminder of the  ordinance. •The actual snow declaration message with a start time and  date. •Cancelling of the declaration messaging. •Traditional media and social media used extensively. 3 4 7/18/2019 3 5 6 7/18/2019 4 7 Police Activity Summary 8 7/18/2019 5 Police activity graph 9 Enforcement totals •For the 8 declared snow events of 2018‐2019 we cited 156 vehicles  and towed 124.  We “saved”180 vehicles from enforcement due to proactive  measures. •For comparison purposes only the City of Brooklyn Park, which also  had 8 declared snow events citied 901 vehicles and towed 679. 10 7/18/2019 6 Staff Costs •Extra CSO coverage required for snow events totaled 189 hours at a  cost of $4,159. •On‐duty CSO that provided additional support for snow events  totaled 135 hours at a cost of $2,984. •Supervisory support provided by a Sgt to assist in coordination during  events approx. total cost $4,482 ( time was split between duties) •Total staff cost for all 8 events is $11,625. •Ticket revenue if all are paid $4,992, no revenue is generated from  towed vehicles.  11 Lessons Learned •Coordination between PD,PW, and Communication  Director is paramount to success. •Advance notice to tow companies was effective and  appreciated. •Knock and talks in advance of actual snow event  declaration very time consuming and effectiveness was  questionable. Continued on next page. 12 7/18/2019 7 Lessons Learned Continued… •Knock and talks just before enforcement action was very  effective and cost efficient. •Ability to release vehicle prior to towing at scene was  controversial but should continue. •Additional office staff for vehicle releases was not  necessary. 13 Lessons Learned Continued… •Where the streets were free of cars the plowing was done  much more efficiently with a better finished product. •Continue to have the Streets supervisor get lists of cars from  the plow operators and send to the on ‐ call Sergeant. •Snow storms are sometimes hard to predict and the timing  was always placed with the citizens in mind to make it as  convenient as possible for them. 14 7/18/2019 8 Questions? 15 COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Ginny McIntosh, City Planner / Zoning Administrator SUBJECT:Ordinance and Resolutions Regarding Planning Commission Application 2019-008, Eastbrook Estates Requested Council Action: (i) PUD/Rezoning (2nd Reading) and Easement Vacation *Motion to: open Public Hearing; take public input: and close the Public Hearing. - Motion to approve an ordinance to amend Chapter 35 of the City Code of Ordinances regarding the zoning classification of land located generally west of Highway 252, south of 69th Avenue North, north of 68th Avenue North, and east of Aldrich Avenue North. - Motion approve a resolution vacating certain easements associated with the Eastbrook Estates site redevelopment, in connection with the proposed final plat of EASTBROOK ESTATES 2ND ADDITION. (ii) Revised Final Plat - Motion to approve a resolution approving the revised final plat for Eastbrook Estates 2nd Addition. (iii) Development Agreement - Motion to approve a resolution approving a Development Agreement with Centra Homes relating to the development of Eastbrook Estates 2nd Addition. Background: Background: On June 24, 2019, City Council approved the preliminary and final plat request for a subdivision of the parcels (“Subject Properties”) located just south of 69th Ave N and west of Highway 252 and the establishment of a Planned Unit Development to allow 30 new single family lots and related stormwater, roadway, and utility improvements. As part of the project, the applicant proposes to construct 30 single family owner-occupied homes on the subject property. As part of the approval of Planning Commission Application No. 2019-008, the following additional approvals are required in order to proceed with the proposed subdivision: PUD/Rezoning (Public Hearing) On July 24, 2019, the City Council made a motion to approve the first reading of the request to establish a Planned Unit Development for the land located generally west of Highway 252, south of 69th Avenue North, north of 68th Avenue North, and east of Aldrich Avenue North. A public notice was published in the Brooklyn Center Sun Post on June 27, 2019, scheduling a public hearing for this evening. The proposed re-zoning of the above-mentioned properties, identified as the Eastbrook Estates 2nd Addition, would result in the re-zoning of the property to a PUD/R1 (Planned Unit Development/Single Family Residential) District. A copy of the ordinance, amending Chapter 35 of the City Code of Ordinances is included for your review. Easement Vacation (Public Hearing) A public hearing is required to consider vacating certain easements that are associated with the Eastbrook Estates site redevelopment. The Planning Commission has reviewed the final plat for EASTBROOK ESTATES 2nd ADDITION. In connection with the final plat and easement dedication proceedings, the developer is requesting release and termination of easements that are either no longer needed or are being replaced by new easements. As part of the Public Hearing and notification process, affected entities with interests in said existing easements have been notified in accordance with City Ordinance and State Statute. It is staff’s opinion that the portions of the easements proposed to be vacated are no longer needed and should not negatively affect rights to public easements. We are unaware of any entity objecting to the proposed vacation. The attached exhibits outline the release and termination of easements and show the locations of said existing easements. The City Attorney has reviewed the release and termination documents and concurs to the purpose and form of the documents. Staff recommends that a presentation be provided to the City Council prior to holding the Public Hearing. Following the presentation, a Public Hearing to consider vacating the easements as referenced above should be conducted to receive public comments. A resolution vacating the portion of 68th Avenue North dedicated in the plat of SWANCO TERRACE and all drainage and utility easements lying over, under, and across Lots 2 and 3, Block 1 and Outlot A, EASTBROOK ESTATES is provided for City Council consideration upon closing of the Public Hearing. Modified Final Plat The Applicant (Centra Homes) previously was granted preliminary and final plat approval for the Eastbrook Estates 2nd Addition at the City Council meeting on June 24, 2019. Following the meeting, changes were proposed that would result in the absorption of two previously identified Outlots (A and B) into adjacent lots and the incorporation of two adjacent lots into the plat. As final plats do not require publication of a notice, no notice went out. The proposed changes to the final plat have no effect on the above requests to vacate certain easements. Pioneer Engineering has provided a revised final plat for EASTBROOK ESTATES 2ND ADDITION, which memorializes the following changes: Incorporation of two adjacent lots into the subdivision (lots 13 and 14, Block 1, Eastbrook Estates 2nd Addition) Outlot B has been absorbed into Lot 17, Block 1, Eastbrook Estates 2nd Addition Outlot A has been split and incorporated into Lots 4 and 5 of Block 3, Eastbrook Estates 2nd Addition, respectively. Incorporation of the former lots into adjacent lots ensures that the land stays on the tax rolls and avoids tax forfeiture. Additionally, as the City has no City stormwater ponds located within residential developments, this ensures that the onus of maintaining the pond areas to a more residential standard is placed on the property owners, rather than the City. The addition of the adjacent lots into the plat is to simplify the subdivision process, as these lots would have had to have been replatted since they are being split in order to accommodate the new subdivision. Incorporating them now prevents the developer having to come back to do it at a later date. A copy of the revised final plat for EASTBROOK ESTATES 2ND ADDITION and the associated resolution are included for your review. Development Agreement On June 24, 2019, the City Council granted approvals for the establishment of a Planned Unit Development (PUD) and preliminary and final plat approval for the EASTBROOK ESTATES 2nd ADDITION and certain other approvals as they relate to a proposed 30-lot subdivision, to be generally located south of 69th Avenue North and west of Trunk Highway 252. The associated resolution imposed conditions on the approval of the aforementioned requests and development of a subdivision, as outlined under Planning Commission Application No. 2019-008, including approval of a Development Agreement to address the public and private improvements the Applicant is required to construct within the subdivision. A copy of the Development Agreement and resolution approving said Agreement is included for your review. One item that remains a sticking point in the negotiations pertains to the long term maintenance of the storm water pond. Stormwater management is a relatively recent requirement, and as such there are not other stormwater ponds that are part of residential subdivisions. All of the City's stormwater ponds are part of regional stormwater systems. Private stormwater ponds, required as part of private development are maintained by the individual properties associated with them. For residential subdivisions this is somewhat unique since the ownership is distributed among the properties and maintenance is not frequent. In all likelihood, the pond associated with this development will not need to be dredged for 15 to 20 years and it will likely be a surprise to the property owners at that time that they are responsible for that cost. Centra Homes is suggesting that the City take over the long term, routine maintenance of the stormwater pond, just as the City maintains its other regional ponds, and has provided a drainage and utility easement over the pond which would allow the City to access the pond for this purpose. The City does not want to be responsible for any extraordinary maintenance of the pond, nor the day-to-day maintenance, such as mowing or cleaning our back-ups that might occur from time to time. The language in the development agreement indicated that the property owners would be responsible for all maintenance associated with the pond. Centra would like this amended to reflect that the City would take on the periodic routine maintenance, in line with what is done for other regional ponds in the City, and that the residents would be responsible for mowing and any extraordinary maintenance. The language in the resolution allows for continued negotiation on this item. Budget Issues: None to consider at this time. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type Resolution Approving Development Agreement 7/17/2019 Resolution Letter Resolution Approving Vacation of Easement 7/17/2019 Resolution Letter Resolution Approving Modified Final Plat 7/17/2019 Resolution Letter Ordinance Approving PUD 7/17/2019 Ordinance Engineering Memo-Doran Cote-Easement Vacation 7/17/2019 Backup Material Revised Final Plat 7/17/2019 Backup Material 594265v1BR291-402 Member introduced the following resolution and moved its adoption: RESOLUTION NO. 2019-___ RESOLUTION APPROVING A DEVELOPMENT AGREEMENT WITH CENTRA HOMES REGARDING THE DEVELOPMENT OF EASTBROOK ESTATES 2 ND ADDITION WHEREAS, the City Council, at its June 24, 2019 regular Council meeting, adopted Resolution No. 2019-008 (“Approval Resolution”) granting Centra Homes (“Applicant”), preliminary and final approval for the plat of EASTBROOK ESTATES 2 ND ADDITION and certain other approvals; and WHEREAS, the Approval Resolution imposed conditions on the approvals granted therein, including that the Applicant enter into several agreements with the City related to the development of the subdivision; and WHEREAS, a development agreement, which is attached hereto is Exhibit A, is one of the required agreements and addresses the public and private improvements the Applicant is required to construct within the subdivision; and WHEREAS, additional work is needed in order to finalize the development agreement and to draft the several other required agreements related to the development of the subdivision; and WHEREAS, the City Council desires to facilitate the development of the subdivision in accordance with the conditions of the Approval Resolution without the undue delay that would result from requiring each subsequent agreement to come before the City Council for approval. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center, Minnesota as follows: 1. The development agreement, in substantially the form as attached, is hereby approved and the Mayor and City Manager are authorized to execute it on the City’s behalf once it is in final form as determined by the City Attorney. 2. The Mayor and City Manager are authorized to execute on behalf of the City the other agreements and documents required by the Approval Resolution once they are in final form as determined by the City Attorney and to take such other actions and to execute such other documents as may be needed to carry out the intent of the Approval Resolution. 594265v1BR291-402 July 22 nd , 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. 594265v1BR291-402 EXHIBIT A Development Agreement [attached hereto] 589335v2BR291-402 PROPOSED RESOLUTION NO.___________ RESOLUTION VACATING CERTAIN RIGHT-OF-WAY WITHIN THE PLAT OF SWANCO TERRACE AND CERTAIN DRAINAGE AND UTILITY EASEMENTS WITHIN THE PLAT OF EASTBROOK ESTATES WHEREAS , the following described right-of-way, which is depicted on the attached Exhibit A, is no longer needed: All of 68th Avenue North as delineated and dedicated on SWANCO TERRACE, according to the recorded plat thereof, Hennepin County, Minnesota. (the “Subject Right-of-Way”); and WHEREAS , the following described drainage and utility easements, which are depicted on the attached Exhibit B, are no longer needed: All drainage and utility easements lying over, under and across Lots 2 and 3, Block 1, and Outlot A, EASTBROOK ESTATES, according to the recorded plat thereof, Hennepin County, Minnesota, as delineated and dedicated on said EASTBROOK ESTATES. (the “Subject Easements”); and WHEREAS , after due notice and a public hearing, the City Council has determined that it is in the public interest to vacate the Subject Right-of-Way and the Subject Easements pursuant to Minnesota Statutes, sections 412.851 and 462.358, subd. 7 ; and WHEREAS , the vacations shall be conditioned on approval of the final plat of Eastbrook Estates 2 nd Addition by the City Council and the release of said final plat for recording. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota that: 1. The above recitals are hereby adopted as findings and incorporated into this Resolution as if fully set forth herein. 2. The City Council hereby approves the vacation of the Subject Right-of-Way and the Subject Easements, as described above and depicted on the attached exhibits, on condition of the City Council’s approval of the final plat of Eastbrook Estates 2 nd Addition and its release by the City for recording. 3. Upon the release for recording by the City of the final plat of Eastbrook Estates 2 nd Addition, the City Clerk is hereby authorized and directed to prepare and present to the Hennepin County auditor a notice that the City has completed these vacation 589335v2BR291-402 proceedings. Said notice shall be recorded with the Hennepin County Recorder or the Hennepin County Registrar of Titles, as appropriate, prior to the recording of the plat of Eastbrook Estates 2 nd Addition. Adopted this 22 nd day of July, 2019 __________________________________ Mayor ATTEST: _______________________________ City Clerk 589335v2BR291-402 EXHIBIT A Depiction of Subject Right-of-Way 589335v2BR291-402 EXHIBIT B Depiction of Subject Easements 589115v1BR291-402 Member introduced the following resolution and moved its adoption: RESOLUTION NO. RESOLUTION APPROVING A REVISED FINAL PLAT FOR EASTBROOK ESTATES 2ND ADDITION WHEREAS, the City Council, at its June 24, 2019 regular Council meeting, adopted Resolution No. 2019-008 (“Approval Resolution”) granting the Applicant, Centra Homes, preliminary and final approval for the plat of EASTBROOK ESTATES 2ND ADDITION; and WHEREAS, as the Applicant continued to work with City staff to address the Outlots shown on the plat, the parties determined it would be in the best interests of the City to revise the plat to eliminate the Outlots; and WHEREAS, the City Council determines the revised final plat, which is attached hereto as Exhibit A, satisfies the requirements of the City Code. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Brooklyn Center, Minnesota as follows: 1. The revised final plat of EASTBROOK ESTATES 2ND ADDITION, as shown in the attached Exhibit A, is hereby approved to replace the final plat approved as part of the Approval Resolution. 2. This Resolution does not otherwise affect the Approval Resolution and the Applicant shall remain subject to its terms and conditions. June 24th, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. 589115v1BR291-402 EXHIBIT A Final Plat of Eastbrook Estates 2nd Addition C I V I L E N G I N E E R S L A N D P L A N N E R S L A N D S U R V E Y O R S L A N D S C A P E A R C H I T E C T S ’ ’ ’ ’ C I V I L E N G I N E E R S L A N D P L A N N E R S L A N D S U R V E Y O R S L A N D S C A P E A R C H I T E C T S 1 CITY OF BROOKLYN CENTER Notice is hereby given that a public hearing will be held on the 22 nd day of July, 2019, at 7:00 p.m. or as soon thereafter as the matter may be heard at City Hall, 6301 Shingle Creek Parkway, to consider an Ordinance amending Chapter 35 of the City Ordinances regarding the zoning classification of certain land located within Eastbrook Estates Second Addition. Auxiliary aids for handicapped persons are available upon request at least 96 hours in advance. Please notify the City Clerk at 763-569-3306 to make arrangements. ORDINANCE NO. 2019-__ AN ORDINANCE AMENDING CHAPTER 35 OF THE CITY CODE OF ORDINANCES REGARDING THE ZONING CLASSIFICATION OF LAND LOCATED GENERALLY WEST OF HIGHWAY 252, SOUTH OF 69 TH AVENUE NORTH, NORTH OF 68 TH AVENUE NORTH, AND EAST OF ALDRICH AVENUE NORTH THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER DOES ORDAIN AS FOLLOWS: Section 1. Rezoning. Chapter 35 of the City Ordinances of the City of Brooklyn Center is hereby amended as follows: Section 35-1240. PLANNED UNIT DEVELOPMENT DISTRICT (PUD). The following property is hereby established as being within a (PUD) Planned Unit Development District Zoning Classification: 11. The following properties are designated as PUD/R-1 (Planned Unit Development/Single Family Residential): Eastbrook Estates Second Addition, Lots 1 through 12, Block 1. Eastbrook Estates Second Addition, Lots 1 through 5, Block 2. Eastbrook Estates Second Addition, Lots 1 through 8, Block 3. Eastbrook Estates Second Addition, Lots 1 through 5, Block 4. Eastbrook Estates Second Addition, Outlot A. Section 2. Effective Date. This ordinance shall become effective after adoption and upon thirty days following this ordinance’s legal publication. 2 Adopted this day of , 2019. _____________________________ Mayor ATTEST: City Clerk Date of Publication Effective Date (Note: (Strikeout text indicates matter to be delete, while underline indicates new matter. COUNCIL ITEM MEMORANDUM Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the public trust DATE: July 17, 2019 TO: Curt Boganey, City Manager THROUGH: Doran Cote, Public Works Director FROM: Andrew Hogg, Assistant City Engineer SUBJECT: Resolution vacating the portion of 68th Avenue North dedicated in the plat of SWANCO TERRACE and all drainage and utility easements lying over, under, and across Lots 2 and 3, Block 1 and Outlot A, EASTBROOK ESTATES Recommendation: It is recommended that the City Council open the Public Hearing, take public input, close the Public Hearing and consider approval of a resolution vacating certain easements as referenced above that are associated with the Eastbrooke Estates site redevelopment in connection with the proposed final plat of EASTBROOK ESTATES 2nd ADDITION. Background: A public hearing is scheduled on July 22, 2019. The public hearing is to consider vacating certain easements as referenced above that are associated with the Eastbrook Estates site redevelopment. The Planning Commission has reviewed the final plat for EASTBROOK ESTATES 2nd ADDITION. In connection with the final plat and easement dedication proceedings, the developer is requesting release and termination of easements that are either no longer needed or are being replaced by new easements. As part of the Public Hearing and notification process, affected entities with interests in said existing easements have been notified in accordance with City Ordinance and State Statute. It is staff’s opinion that the portions of the easements proposed to be vacated are no longer needed and should not negatively affect rights to public easements. We are unaware of any entity objecting to the proposed vacation. The attached exhibits outline the release and termination of easements and show the locations of said existing easements. The City Attorney has reviewed the release and termination documents and concurs to the purpose and form of the documents. Staff recommends that a presentation be provided to the City Council prior to holding the Public Hearing. Following the presentation, a Public Hearing to consider vacating the easements as referenced above should be conducted to receive public comments. A resolution vacating the portion of 68th Avenue North dedicated in the plat of SWANCO TERRACE and all drainage and utility easements lying over, under, and across Lots 2 and 3, Block 1 and Outlot A, EASTBROOK ESTATES is provided for City Council consideration upon closing of the Public Hearing. Budget Issues: COUNCIL ITEM MEMORANDUM Mission: Ensuring an attractive, clean, safe, inclusive community that enhances the quality of life for all people and preserves the public trust There are no budget issues to consider. Strategic Priorities: • Targeted Redevelopment C I V I L E N G I N E E R S L A N D P L A N N E R S L A N D S U R V E Y O R S L A N D S C A P E A R C H I T E C T S ’’’’ C I V I L E N G I N E E R S L A N D P L A N N E R S L A N D S U R V E Y O R S L A N D S C A P E A R C H I T E C T S COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Ginny McIntosh, City Planner / Zoning Administrator SUBJECT:Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-013 for a Site and Building Plan Approval (Located at 6700 Shingle Creek Parkway) Requested Council Action: - Motion to approve a resolution regarding Planning Commission Application 2019-013 for a Site and Building Plan approval at 6700 Shingle Creek Parkway based on findings of fact and submitted plans, as amended by the conditions in the resolution. Background: Ross Naylor of Alliiance, (“the Applicant”), on behalf of Medtronic, is requesting review and consideration of a site and building plan approval for a 26-foot tall, 2,600-square foot chiller plant addition to the Medtronic south building located at 6700 Shingle Creek Parkway (“Subject Property”). This application is associated with plans to decommission existing, aging chillers located on the Subject Property. Requests for site and building plan approval do not require a public hearing. On July 11, 2019, the Planning Commission held a meeting and reviewed this application. Staff provided a presentation of the staff report and the Applicant was available to answer any questions. The Planning Commission asked questions about the screening of the chiller equipment and the visibility of the equipment from adjacent property. The Planning Commission was satisfied with the conditions of approval recommended in the staff report. The Planning Commission elected to unanimously (6-0) recommend City Council approval of the requested site and building plan approval, subject to the Applicant complying with the conditions as outlined in the Planning Commission Report dated July 11, 2019, and associated resolution (attached). A copy of the Planning Commission Report for Planning Commission Application No. 2019-013, dated July 11, 2019, and the City Council resolution is included with this memorandum. Budget Issues: None to consider at this time. Strategic Priorities and Values: Enhanced Community Image ATTACHMENTS: Description Upload Date Type PC Staff Report and Exhibits - Medtronic Chiller Plant Addition 7/17/2019 Backup Material Resolution-Disposition of Planning Commission Application No. 2019-013, Submitted by Ross Naylor of Alliiance, Requesting Approval of a Site and Building Plan for a Chiller Plant Addition 7/17/2019 Resolution Letter App. No. 2019-013 PC 07/11/2019 Page 1 Planning Commission Report Meeting Date: July 11, 2019 Application No. 2019-013 Applicant: Ross Naylor (Alliiance) Location: 6700 Shingle Creek Parkway Request: Site and Building Plan Approval REQUESTED ACTION The Applicant, Ross Naylor of Alliiance (“Applicant”), is seeking Site and Building Plan approval for a 26- foot tall, 2,600-square foot chiller plant addition to the Medtronic south building located at 6700 Shingle Creek Parkway (“Subject Property”). This application is associated with plans to decommission existing, aging chillers located on the Subject Property (refer to Exhibit A). As the request is for Site and Building Plan approval, publication of a public hearing notice is not required. BACKGROUND Image 1. Construction on Medtronic Site in 1976. The first of the Medtronic buildings was constructed around 1973, with subsequent construction of a second building around 1976. Throughout the years there have been various approvals for additions and site improvements to the Medtronic campus in Brooklyn Center. In 1976, a variance was requested from the City’s Fire Code to allow for the installation of two special “dry rooms” where lithium would be used in the manufacture of batteries for electronic medical devices (e.g., heart pacemakers) under Planning Commission Application No. 76-039. This request was associated with the Planning Commission Application No. 76-036, which contemplated Site and Building Plan approval for construction of a new • Application Filed: 6/11/2019 • Review Period (60-day) Deadline: 08/10/2019 • Extension Declared: N/A • Extended Review Period Deadline: N/A App. No. 2019-013 PC 07/11/2019 Page 2 building on the Medtronic site, which was to be used as a facility for battery production. In 2018, under Planning Commission Application No. 2018-004, a request to construct an approximately 13,000-square foot dry room addition within the u-shaped interior of the Medtronic north building was approved. SITE AND BUILDING PLAN Site Data 2040 Land Use Plan: Business Mixed Use Neighborhood: Shingle Creek Current Zoning: I-1 (Industrial Park) District Site Area: 18.87 Acres Surrounding Area Direction 2040 Land Use Plan Zoning Existing Land Use North Low-Density Residential and High-Density Residential R-1 (One Family Residence) and R5 (Multiple Family Residence) Districts SF Detached and Apartments South Business Mixed Use I-1 (Industrial Park) District Industrial and Utility East Business Mixed Use I-1 (Industrial Park) District Industrial and Utility West Business Mixed Use PUD/I-1 (Planned Unit Development/Industrial Park) District Industrial and Utility Building The proposal calls for the construction of an approximately 2,600-square foot chiller plant addition on the northeast corner of the Medtronic south building, located at 6700 Shingle Creek Parkway. The building is located on an approximately 18.87 acre campus, which is comprised of approximately 305,000-square feet of light industrial use between two buildings. This includes the approximately 13,000-square foot dry room addition that was constructed within the u-shaped north building this past year. The typical minimum building setback requirements for an I1-zoned property are as follows: Front Yard: 50 feet Rear Yard: 25 feet Side Interior Yard: 10 feet Corner Side Yard: 50 feet As proposed, the new chiller plant addition would be located well within the property, with the proposed setback of the eastern edge of the addition located 71 feet from the property line. The Applicant provided a full civil set as part of the application submittal. Per a review of the plans, the Applicant intends to remove select water main, mechanical equipment, and fencing, in order to construct the proposed addition. New water main would be constructed underneath an existing access road located along the eastern perimeter of the Subject Property, to the east of the proposed addition, App. No. 2019-013 PC 07/11/2019 Page 3 and any disrupted bituminous pavement would be replaced (Refer to Image 2 below). Image 2. Proposed Construction of Chiller plant addition and Removals. The Applicant notes in a cover letter provided as part of their application (Exhibit A), that the proposed addition would be constructed on an existing green space bounded by an existing fire lane, parking lot, and building. This particular green space currently contains various pieces of on-grade mechanical equipment. The new addition would be constructed of concrete masonry and stucco to match the existing south building, with a steel frame roof structure in place to support the three new roof top cooling towers. The exterior walls would align with the existing building’s roof edges. Screening The Applicant has requested that they not be held completely to the typical screening requirements for roof and ground mounted equipment, as identified within Chapter 12 (Building Maintenance and Occupancy) of the City Code. Chapter 12 requires that any roof or ground mounted equipment be fully screened from view through the use of parapets, wall or fencing materials, or paint to match surrounding colors when visible from the public right-of-way. City staff requested that the Applicant provide an additional rendering to provide context as to the impact the new chiller plant addition would have, particularly when viewed from the Earle Brown Farm App. No. 2019-013 PC 07/11/2019 Page 4 Apartments, located to the northeast of the proposed addition. The Applicant provided the following rendering (See Image 3 below): Image 3. Architectural Rending of New Chiller Plant Addition as Viewed from Earle Brown Farm Apartments. The Applicant noted in a letter to City staff that an eight (8) foot high parapet wall would be installed to screen the air handling unit and two dry coolers, but due to the distance to the adjacent apartment complex and obscured sightlines to the addition from Shingle Creek Parkway, the Applicant is requesting that the cooling towers remain partially exposed. The Applicant did provide a sightline study that offers a sense of the new addition’s visibility from various angles around Shingle Creek Parkway, 67th Avenue North, and from the Earle Brown Farm Apartments (Exhibit A). Lighting The Applicant noted plans to install mounted lighting, consistent with the existing building lighting and compliant with City lighting requirements, on the new addition. As the Applicant did not provide a photometric plan or lighting specifications, the Applicant would need to provide one at time of building permit submittal for the proposed addition. Per the City Zoning Ordinance, “all exterior lighting shall be provided with lenses, reflectors, or shades, so as to concentrate illumination on the property of the owner or operator of said illumination devices.” Additionally, glare shall not emanate from or be visible beyond the boundaries of the illuminated premises. Section 35-712 (Lighting) of the City Zoning Ordinance further specifies that lighting shall not exceed ten (10) foot candles when measured at the property lines abutting the street right-of-way or non-residentially zoned properties, or exceed three (3) foot candles for properties abutting residentially zoned properties (e.g. Earle Brown Farm Apartments). Per the unofficial City architectural design guidelines, light poles, fixtures, and bases should maintain a consistent dark color (i.e., bronze, black, or brown), and feature dark sky-friendly or cutoff style fixtures. Landscaping The Applicant has noted that no landscaping would be displaced as part of the project. Although a landscaping plan was not provided as part of the submittal, the Applicant would need to adhere to the 2001 landscape inventory that was approved for Medtronic. This inventory was cited in the staff report App. No. 2019-013 PC 07/11/2019 Page 5 for the approved dry room addition in 2018 (PC Application No. 2018-004). This inventory determined that a minimum of 995 points would be required for the site. City staff will require verification that the minimum number of points for the site has been maintained. Performance Standards The Subject Property is zoned I1 (Industrial Park) District and is subject to Section 35-413 (Special Requirements in I-1 and I-2 Districts) of the City’s Zoning Code. This includes compliance with the standards of operation, including, but not limited to: explosives, adherence to maximum noise, vibration, waste, and outdoor storage. Due to the nature of the equipment to be installed within the addition, City staff requested that a noise report be provided as part of the review to identify any potential noise issues created by the chillers. A review of the noise letter submitted noted that the anticipated noise coming from the chiller plant equipment would be limited to no more than 47 decibels of sound pressure for one chiller, or 50 decibels for two chillers operating between the hours of 10 p.m. and 7 a.m. (80 percent of maximum capacity). As noted in the letter, these levels assume projected noise levels from the Earle Brown Farm Apartments, which is approximately 430 feet away, and are in compliance with Minnesota Noise Pollution Control. The Minnesota Pollution Control Agency (MPCA), which enforces State of Minnesota noise regulation, outlines a maximum daytime noise limit of 60 decibels. With an anticipated sound pressure level of 51 decibels for one chiller, and 54 decibels for two chillers operating at full capacity, this would also be within the maximum allowable noise limits. CITY ENGINEER REVIEW Assistant City Engineer Andrew Hogg conducted a review of the application submittal and documents. Comments regarding this application can be found in the memorandum to City staff dated July 3, 2019 (Exhibit B). Best Management Practices (BMPs) for erosion control, including installation of a rock entrance, inlet protection, and a silt fence, are requested as part of any construction, as well as the protection of existing City of Brooklyn Center utilities and use of City details for storm and sanitary structures. Existing Easements There is an existing City gas, water, and sewer easement that runs east to west along the north side of the Medtronic south building. The proposed addition would encroach into an existing City easement. As the existing Medtronic south building already encroaches into this easement, City staff does not object to the construction of the proposed addition at this location so long as the Applicant works with the City to obtain an Encroachment Agreement. Please refer to Image 4 below. Image 4. Existing City Gas, Water, and Sewer Easement in Relation to Proposed Addition. App. No. 2019-013 PC 07/11/2019 Page 6 Unless deemed necessary, the identified “transformer and pad,” located to the east of the proposed chiller plant addition, shall be located outside the identified City gas, water, and sewer easement. Refer to Image 5 below. Image 5. Proposed Transformer (in Blue) and Pad in Relation to Existing City Gas, Water, and Sewer Easement (in Red). FIRE INSPECTOR | BUILDING OFFICIAL REVIEW: The Applicant shall work with the Fire Inspector and Building Official to ensure all aspects of the site meet Fire Code and Building Code requirements. A minimum 20-foot drive aisle is to be maintained along the eastern edge of the Subject Property for emergency access. Per Building Official Dan Grinsteinner, the proposed addition is to be installed with a fire sprinkler system. Construction plans shall be updated to reflect fire sprinkler details and access. Based on staff findings, staff recommends Planning Commission recommendation of the requested Site and Building Plan approval to construct an approximately 26-foot high, 2,600-square foot chiller plant addition on the Medtronic south building located at 6700 Shingle Creek Crossing (Subject Property), subject to the Applicant complying with the Conditions of Approval as noted below. CONDITIONS OF APPROVAL Staff recommends the following conditions be attached to any positive recommendation on the approval of Planning Commission Application No. 2019-013 for the proposed approximately 2,600- square foot chiller plant addition on the Medtronic south building for the Subject Property located at 6700 Shingle Creek Parkway: 1. Building and Site Plan Review: The building plans are subject to review and approval by the Building Official with respect to applicable codes prior to the issuance of permits; and the final location or placement of any fire hydrants or other fire-related building code items shall be reviewed and approved by the Fire Inspector. a. Any major changes or modifications made to this Site and Building Plan can only be made by an amendment to the approved Site and Building Plan as approved by the City Council. App. No. 2019-013 PC 07/11/2019 Page 7 i. Unless deemed necessary, the identified “transformer and pad,” located to the east of the proposed chiller plant addition, shall be located outside the identified City gas, water, and sewer easement. ii. Unless otherwise determined, construction set plans shall be updated to reflect installation of a fire sprinkler system and access. b. The Applicant shall work with the City/Fire Department to ensure adequate access is provided for emergency vehicles. c. The Applicant shall verify that the proposed building and site has met City Code requirements. d. A pre-construction conference shall be held with City staff and other entities designated by the City prior to issuance of a Building Permit. 2. Agreements: a. Unless otherwise noted, the Property Owner/Developer shall execute a separate Performance Agreement with supporting financial guarantee approved by the City, which ensures the Subject Property will be constructed, developed, and maintained in conformance with the plans, specifications, and standards comprehended under this Site and Building Plan. b. The Applicant shall submit an as-built survey of the Subject Property, as well as any improvements and utility service lines, prior to release of the performance guarantee. 3. Engineering Review: The Applicant agrees to comply with all conditions or provisions noted in the City Engineer’s Review memorandum, dated July 3, 2019 (Exhibit B): a. Final grading, drainage, utility, irrigation, erosion control, and as-built plans, and any other site engineering related issues are subject to review and approval by the City Engineer prior to the issuance of permits. b. The Applicant shall work with the City to obtain an Encroachment Agreement for any areas disturbed within the identified City gas, water, and sewer easement along the Medtronic south building. This Agreement shall be in place prior to the release of any building permits related to the proposed chiller plant addition. 4. Construction Standards: a. Appropriate erosion and sediment control devices shall be provided on site during construction as approved by the City’s Engineering Department. b. All work performed and materials used for construction of utilities shall conform to the City of Brooklyn Center Standard Specifications and Details. 5. Facilities and Equipment: a. Any outside trash disposal facilities and rooftop or ground mechanical equipment shall be appropriately screened from view per City Code requirements. b. Any outdoor enclosures shall be constructed with materials that are complementary to the principal building. c. The Applicant shall comply with the special requirements for I1-zoned properties as identified under Section 35-413 of the Zoning Ordinance. d. A photometric plan and lighting specifications shall be provided for any lighting proposed for the chiller plant addition. Lighting shall meet the provisions of Section 35- 712 (Lighting) with regard to maximum foot-candles for both the surrounding non- residential, as well as residential properties. App. No. 2019-013 PC 07/11/2019 Page 8 6. Landscaping: a. An updated landscaping inventory shall be provided to the City as part of the building permit process for verification of conformance with the City’s Landscape Point System Policy. i. Any identified missing trees or shrubs from the last updated landscaping inventory (dated February 6, 2001) will require replacement as a condition of approval. RECOMMENDATION Based on the above-noted findings of fact and submitted plans, City Staff recommends the Planning Commission recommend City Council approval of Planning Commission Application No. 2019-013 for the proposed approximately 2,600-square foot chiller plant addition for the Subject Property located at 6700 Shingle Creek Parkway, subject to the Applicant complying with the conditions of approval as noted in the associated resolution. Should the Planning Commission accept this recommendation, the Commission may elect to adopt the associated resolution, which memorializes the findings in granting Site and Building Plan approval. Attachments Exhibit A – Planning Commission Application No. 2019-013 and Submitted Documentation. Exhibit B- Review Memorandum, prepared by Assistant City Engineer Andrew Hogg, dated July 3, 2019. Exhibit A 11 June 2019 City of Brooklyn Center BUSINESS AND DEVELOPMENT DEPARTMENT 6301 Shingle Creek Parkway Brooklyn Center, MN 55430-2199 Re: Planning Commission Application for Medtronic Inc. 6700 Shingle Creek Parkway Site and Building Plan Review Proposal Statement Medtronic has planned to replace their existing aged chillers and cooling towers as a part of their ongoing maintenance of their facility at 6700 Shingle Creek Parkway facility. This facility is located within the I-1 zoning district and is adjacent to an R-5 zoning district to the north. It is planned to incorporate the three chillers and three roof top cooling towers into a one story 2600 square foot addition located adjacent to their existing loading dock and mechanical room. The proposed addition is sited in an existing green space bounded by an existing fire lane, parking lot, and building. Currently this green space contains various pieces of on grade mechanical equipment. Within the bounds of the Medtronic property, the open spaces around the equipment are comprised of paved maintenance paths or grass. There is no other existing landscaping within the proposed building addition. Existing parking counts are planned to remain unchanged. The proposed chiller addition will not alter the maximum planned employment during any work period. The building is comprised of a concrete masonry and stucco exterior with a steel frame roof structure supporting three roof top cooling towers. The exterior walls will align with the existing building’s roof edges. Additionally, it is proposed that the stucco finish and color on the addition will match the existing building. Building mounted lighting will be consistent with the existing building and compliant with the City lighting requirements and building codes. The roof perimeter is provided with an eight-foot-high parapet wall which screens the air handling unit, and two dry coolers. This parapet provides partial screening of the cooling towers. The existing building obscures the view of the new cooling towers from Shingle Creek Parkway. Page 2 of 2 Due the remoteness of the R-5 zoning district and the obscured sightlines to the addition from Shingle Creek Parkway this submission is requesting a variance to any requirements for screening of mechanical rooftop equipment. Sightline studies have been included in this submission for review. Sincerely, Ross Naylor AIA, LEED AP BD+C Attachments: 2019 Planning Application and Escrow account form Cover Letter – Proposal Statement 4 - full size drawing sets 1 – 8 ½ x 11 1 – 11 x 17 1 – Flash Drive with Digital PDF Cc: Rochelle Danielson – Medtronic Inc. 2 July 2019 Ginny McIntosh City Planner and Zoning Administrator City of Brooklyn Center 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 Dear Ms. McIntosh, The following information pertains the anticipated noise coming from the chiller plant equipment. During night time operation with two of the tower cell fans running (3rd cell is a backup) at 80% due to reduced nighttime cooling load the Marley sound data shows sound pressure level of 47 dBA for one cell (50 dBA for 2 cells operating) at 430 ft distance from the cooling tower to the Earle Brown Apartments. This complies with Minnesota Rules: 7030 Noise Pollution Control, NAC 1 residential, L50 of 50 dBA during nighttime (10:00pm – 7:00am). The daytime operation data show a sound pressure level of 51 at 430 ft distance for each cell, 54 dBA for two tower cells operating at full capacity which is well within the daytime noise limit of 60 dBA. Refer to diagram 1 on the following page that depicts the distance from the chiller plant addition to the Earle Brown Apartments. Page 2 of 3 Diagram 1 In addition, we have provided the data sheets for of the cooling towers during daytime and nighttime operation. Page 3 of 3 Please let me know if you have any questions. Sincerely, Ross Naylor, AIA, LEED AP BD+C Principal Copy to: file UPDATE™ Version 6.5.9 © 2019 SPX Cooling Technologies, Inc. Product Data: 5/23/2019 (Current) 7/1/2019 5:48:11 PM Job Information ———————————————— Selected by ———————————————————————————————— Michaud Cooley Erickson Stephen Campagnola 333 South Seventh Street Tel 612-673-6968 Suite 1200 scampagnola@michaudcooley.com SPX Cooling Technologies Contact ————————————— Midwest Mechanical Solutions 5831 Cedar Lake Road Tel (952) 525-2054 Mpls, MN 55416 Fax (952) 738-5231 mick.miller@mmsus.com Cooling Tower Definition —————————————————————————————————————————————————————— Manufacturer Marley Fan Speed (98.8 %) 467 rpm Product NC Steel Fan Tip Speed (98.8 %) 10280 fpm Model NC8403SLS2 Fan Motor Speed (98.8 %) 1779 rpm Cells 1 Fan Motor Capacity per cell 30.00 Hp Fan 7.00 ft, 7 Blades Fan Motor Output per cell 28.99 BHp Fans per cell 1 Fan Motor Output total 28.99 BHp Model Group Quiet Fan (L) Sound » Independently Verified ————————————————————————————————————————————————— 1 - Cell sound data for an unobstructed environment. Sound Pressure Level (SPL) expressed in dB (re: 20x10-6 Pa) Sound Power Level (PWL) expressed in dB (re: 1x10-12 watts) Octave Band Center Frequency (Hz) Overall Distance Location 63 125 250 500 1000 2000 4000 8000 dBA —————————————————————————————————————————————————————————————————————————— 5.00 ft Air Inlet Face SPL 85 83 79 78 74 70 62 52 | 79 5.00 ft Cased Face SPL 77 75 74 69 64 60 54 48 | 71 5.00 ft Fan Discharge SPL 85 83 83 81 78 75 72 64 | 83 430 ft Air Inlet Face SPL 54 49 43 44 39 36 28 17 | 45 430 ft Cased Face SPL 53 47 45 42 39 32 26 16 | 44 430 ft Fan Discharge SPL 53 52 53 49 44 41 37 29 | 51 Tower PWL 105 100 99 96 92 88 82 74 | 98 Notes ————————————————————————————————————————————————————————————————————— · Sound levels have been independently verified by a CTI-licensed sound test agency to ensure validity and reliability of the published values. · Measurement and analysis of the sound levels were conducted by a certified Professional Engineer in Acoustical Engineering. · Sound pressure levels were measured and recorded on various models in the acoustic near-field and far-field locations using ANSI S1.4 Type 1 precision instrumentation. · Sound pressure levels were measured and recorded in full conformance with CTI ATC-128 test code published by the Cooling Technology Institute (CTI). UPDATE™ Version 6.5.9 © 2019 SPX Cooling Technologies, Inc. Product Data: 5/23/2019 (Current) 7/1/2019 5:46:49 PM Job Information ———————————————— Selected by ———————————————————————————————— Michaud Cooley Erickson Stephen Campagnola 333 South Seventh Street Tel 612-673-6968 Suite 1200 scampagnola@michaudcooley.com SPX Cooling Technologies Contact ————————————— Midwest Mechanical Solutions 5831 Cedar Lake Road Tel (952) 525-2054 Mpls, MN 55416 Fax (952) 738-5231 mick.miller@mmsus.com Cooling Tower Definition —————————————————————————————————————————————————————— Manufacturer Marley Fan Speed (80.0 %) 378 rpm Product NC Steel Fan Tip Speed (80.0 %) 8321.5 fpm Model NC8403SLS2 Fan Motor Speed (80.0 %) 1440 rpm Cells 1 Fan Motor Capacity per cell 30.00 Hp Fan 7.00 ft, 7 Blades Fan Motor Output per cell 15.77 BHp Fans per cell 1 Fan Motor Output total 15.77 BHp Model Group Quiet Fan (L) Sound » Independently Verified ————————————————————————————————————————————————— 1 - Cell sound data for an unobstructed environment. Sound Pressure Level (SPL) expressed in dB (re: 20x10-6 Pa) Sound Power Level (PWL) expressed in dB (re: 1x10-12 watts) Octave Band Center Frequency (Hz) Overall Distance Location 63 125 250 500 1000 2000 4000 8000 dBA —————————————————————————————————————————————————————————————————————————— 5.00 ft Air Inlet Face SPL 80 78 74 73 69 66 58 50 | 75 5.00 ft Cased Face SPL 72 70 69 64 59 55 49 43 | 66 5.00 ft Fan Discharge SPL 80 78 78 76 73 70 67 59 | 79 430 ft Air Inlet Face SPL 50 45 39 40 35 32 25 17 | 41 430 ft Cased Face SPL 49 43 41 38 35 28 22 12 | 40 430 ft Fan Discharge SPL 49 48 49 45 40 37 33 25 | 47 Tower PWL 100 96 94 92 87 84 78 70 | 93 Notes ————————————————————————————————————————————————————————————————————— · Sound levels have been independently verified by a CTI-licensed sound test agency to ensure validity and reliability of the published values. · Measurement and analysis of the sound levels were conducted by a certified Professional Engineer in Acoustical Engineering. · Sound pressure levels were measured and recorded on various models in the acoustic near-field and far-field locations using ANSI S1.4 Type 1 precision instrumentation. · Sound pressure levels were measured and recorded in full conformance with CTI ATC-128 test code published by the Cooling Technology Institute (CTI). M e d t r o n i c I n c . 6 7 0 0 S o u t h C a m p u s S i t e a n d B u i l d i n g P l a n S u b m i s s i o n S i g h t l i n e s t u d i e s - A t t a c h m e n t 1 J u l y 0 2 , 2 0 1 9 A D J A C E N T P A R K I N G G A R A G E S P A R T I A L L Y S C R E E N A D D T I O N V I E W F R O M 6 7 T H A V E N U E N O R T H V I E W F R O M S H I N G L E C R E E K P A R K W A Y R - 5 D I S T R I C T P R O P O S E D C H I L L E R A D D T I O N L O C A T I O N 1 D D V I E W F R O M E A R L B R O W N F A R M A P A R T M E N T S E Chiller Plant Addition Medtronic BCS - Chiller Plant Addition View from NE corner of lot, near Earl Brown Farm Apartments Existing facility E July 02, 2019 N0°06'59"W 632.06 A P P R O X I M A T E U T I L I T Y E A S E M E N T P E R D O C . N O . 1 0 6 8 4 7 0 U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N 5 * + 0 ) . ' % 4 ' ' - 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *         PID# - 35.119.2112.0002 MULP LL LLC 6820 SHINGLE CREEK PKWY PID# - 35.119.2111.0040 EARLE BROWN FARM APARTM E N T S 1701 69TH AVE N P I D # - 3 5 . 1 1 9 . 2 1 1 1 . 0 0 1 3 P O P E H N L L P 1 7 0 0 6 7 T H A V E N P I D # - 3 5 . 1 1 9 . 2 1 1 2 . 0 0 1 5 M E D T R O N I C I N C 6 8 0 0 S H I N G L E C R E E K P K W Y N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 L = 8 7 8 . 7 4 , R = 7 3 8 . 6 6 ∆ = 6 8 ° 0 9 ' 4 1 " S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 3 ' 3 0 " E ) (N0°26'30"W) ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N R I G H T O F W A Y P E R H E N N E P I N C O U N T Y S T A T E A I D H I G H W A Y N O . 1 3 0 , P L A T 2 7 1 4 1 0 1 0 1 0 1 0 E L E C T R I C E A S E M E N T I N F A V O R O F N O R T H E R N S T A T E S P O W E R C O M P A N Y P E R D O C . N O . 9 9 5 0 4 5 1 1 N O R T H E A S T C O R N E R O F T R A C T A , R L S N O . 1 3 4 8 1 2 INGRESS EGRESS EASEMENT PER DOC. NO. 1097336 13 INGRESS EGRESS EASEMENT PER DOC. NO. 1097336 13 1 3 S I D E W A L K E A S E M E N T P E R D O C . N O . 1 1 4 7 8 5 5 1 5 U T I L I T Y E A S E M E N T P E R D O C . N O . 2 0 6 7 6 5 1 1 6 UTILITY EASEMENT PER DOC. NO. 3419724 17 I N G R E S S E G R E S S E A S E M E N T P E R D O C . N O . 1 0 9 7 3 3 6 UTILITY EASEMENT PER DOC. NO. T05064750 18 UTILITY EASEMENT PER DOC. NO. T05064750 18 N O R T H E A S T C O R N E R O F T R A C T A , R L S N O . 1 3 4 8 N O R T H E A S T C O R N E R O F T R A C T A , R L S N O . 1 3 4 8 S O U T H E A S T C O R N E R O F T R A C T C R L S N O . 1 3 6 0 T O P O A R E A 4 " R I S E R 6 " R I S E R S 6 " P I P E S C O N D E N S E R T R A N S F O R M E R S T R A N S H E L I U M R A C K G E N E R A T O R I R R I G A T I O N B O X 6 " R O O F D R A I N F I B E R V A U L T V E N T 6 " R I S E R S R E T A I N I N G W A L L S B U I L D I N G B U I L D I N G A U T O S P R I N K L E R ( P e r T i t l e C o m m i t m e n t p r e p a r e d b y C h i c a g o T i t l e I n s u r a n c e C o m p a n y , C o m m i t m e n t N o . 5 5 9 4 3 , d a t e d M a y 1 4 t h , 2 0 1 9 ) L o t 1 , B l o c k 1 , M e d t r o n i c S h i n g l e C r e e k A d d i t i o n . H e n n e p i n C o u n t y , M i n n e s o t a T o r r e n s P r o p e r t y 1 O F 3 S C A M R W 2 0 1 9 . 0 2 8 . 1 A L T A / N S P S H E N N E P I N C O U N T Y M E D T R O N I C L A N D T I T L E S U R V E Y S H E E T N U M B E R D R A W N B Y C H E C K E D B Y P R O J E C T # # D A T E R E V I S I O N S H E E T L O C A T I O N P R O J E C T H:\2019\2019-028.1 Medtronic ECC South Building Chiller Plant Addition - Phase 1\Survey\Drawings\2019-028 - ALTA.dwg E N G I N E E R I N G S U R V E Y I N G R E N E W A B L E E N E R G Y E V S , I N C . 1 0 0 2 5 V a l l e y V i e w R o a d , S u i t e 1 4 0 E d e n P r a i r i e , M i n n e s o t a 5 5 3 4 4 P h o n e : 9 5 2 - 6 4 6 - 0 2 3 6 F a x : 9 5 2 - 6 4 6 - 0 2 9 0 w w w . e v s - e n g . c o m I H E R E B Y C E R T I F Y T H A T T H I S P L A N O R R E P O R T W A S P R E P A R E D B Y M E O R U N D E R M Y D I R E C T S U P E R V I S I O N A N D T H A T I A M A D U L Y L I C E N S E D P R O F E S S I O N A L S U R V E Y O R U N D E R T H E L A W S O F T H E S T A T E O F M I N N E S O T A . _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ S C O T T A L W I N D A T E 0 6 / 1 0 / 2 0 1 9 R E G I S T R A T I O N N U M B E R 5 3 2 5 8 D E S C R I P T I O N O F P R O P E R T Y S U R V E Y E D T o : M e d t r o n i c , I n c . , a M i n n e s o t a c o r p o r a t i o n ; C o m m e r c i a l P a r t n e r s T i t l e , L L C ; C h i c a g o T i t l e I n s u r a n c e C o m p a n y : T h i s i s t o c e r t i f y t h a t t h i s m a p o r p l a t a n d t h e s u r v e y o n w h i c h i t i s b a s e d w e r e m a d e i n a c c o r d a n c e w i t h t h e 2 0 1 6 M i n i m u m S t a n d a r d D e t a i l R e q u i r e m e n t s f o r A L T A / N S P S L a n d T i t l e S u r v e y s , j o i n t l y e s t a b l i s h e d a n d a d o p t e d b y A L T A a n d N S P S a n d i n c l u d e s I t e m s 1 , 2 , 3 , 4 , 5 , 6 ( a ) , 8 , 1 1 , 1 3 , a n d 1 8 o f T a b l e A t h e r e o f . T h e f i e l d w o r k w a s c o m p l e t e d o n J u l y 1 0 t h , 2 0 1 9 . D a t e o f M a p : J u l y 1 1 t h , 2 0 1 9 . _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ S c o t t A l w i n , P L S M N R e g i s t r a t i o n N o . 5 3 5 2 8 E V S I n c o r p o r a t e d 1 0 0 2 5 V a l l e y V i e w R o a d , S u i t e 1 4 0 E d e n P r a i r i e , M N 5 5 3 4 4 S U R V E Y O R ' S C E R T I F I C A T I O N 1 ) M o n u m e n t s p l a c e d a t a l l m a j o r c o r n e r s o f t h e b o u n d a r y o f t h e p r o p e r t y , u n l e s s a l r e a d y m a r k e d . N 2 ) T h e p r o p e r t y h a s t h e f o l l o w i n g a d d r e s s e s : ( P I D 3 5 . 1 1 9 . 2 1 1 2 . 0 0 1 5 ) 6 7 0 0 S h i n g l e C r e e k P a r k w a y , B r o o k l y n C e n t e r , M N 6 8 0 0 S h i n g l e C r e e k P a r k w a y , B r o o k l y n C e n t e r , M N . 3 ) P r o p e r t y l i e s w i t h i n F l o o d Z o n e X ( a r e a s d e t e r m i n e d t o b e o u t s i d e t h e 0 . 2 % a n n u a l c h a n c e f l o o d p l a i n ) a s d e s i g n a t e d o n F l o o d I n s u r a n c e R a t e M a p C o m m u n i t y P a n e l N u m b e r 2 7 0 5 3 C 0 2 0 8 F , H e n n e p i n C o u n t y , M i n n e s o t a , p u b l i s h e d b y t h e F e d e r a l E m e r g e n c y M a n a g e m e n t A g e n c y , e f f e c t i v e N o v e m b e r 4 t h , 2 0 1 6 . 4 ) G r o s s l a n d a r e a o f t h e p r o p o s e d i n s u r e d p r o p e r t y i s 8 2 1 , 9 6 1 S q . F t . o r 1 8 . 8 7 A c r e s . 5 ) C o n t o u r i n t e r v a l = 1 f o o t . S E E D A T U M S N O T E 6 a ) P r o p e r t y i s z o n e d I - 1 ( I n d u s t r i a l P a r k ) u n d e r a p p l i c a b l e z o n i n g r e g u l a t i o n s p e r t h e C i t y o f B r o o k l y n C e n t e r w e b s i t e . 7 a ) E x t e r i o r d i m e n s i o n s o f a l l b u i l d i n g s a t g r o u n d l e v e l . 1 0 . ;  #  2 1 4 6 + 1 0  1 (  6 * '  $ 7 + . & + 0 )  + 0  6 * ' & ' 8 ' . 1 2 / ' 0 6  # 4 ' #  9 # 5  . 1 % # 6 ' & 8 ) S u b s t a n t i a l f e a t u r e s o b s e r v e d i n t h e p r o c e s s o f c o n d u c t i n g t h e f i e l d w o r k . F E A T U R E S L O C A T E D A R E C O N F I N E D T O T H E P R O P O S E D D E V E L O P M E N T A R E A 1 1 ) L o c a t i o n o f u t i l i t i e s e x i s t i n g o n o r s e r v i n g t h e s u r v e y e d p r o p e r t y a s d e t e r m i n e d b y o b s e r v e d e v i d e n c e . A S S H O W N O N S U R V E Y 1 3 ) N a m e s o f A d j o i n i n g o w n e r s a c c o r d i n g t o c u r r e n t t a x r e c o r d s . A S S H O W N O N S U R V E Y 1 8 ) N o m a r k e r s s h o w i n g w e t l a n d f i e l d d e l i n e a t i o n b y a q u a l i f i e d s p e c i a l i s t h a d b e e n o b s e r v e d i n t h e p r o c e s s o f c o n d u c t i n g t h e f i e l d w o r k . " T A B L E A " N O T E S : S C H E D U L E B - P A R T I I E X C E P T I O N S S U R V E Y R E L A T E D E X C E P T I O N S - I t e m s p e r t a i n i n g t o S c h e d u l e B , P a r t I I E x c e p t i o n s o f C o m m i t m e n t t o T i t l e f r o m C h i c a g o T i t l e I n s u r a n c e C o m p a n y , C o m m i t m e n t N o . 5 5 9 4 3 , d a t e d M a y 1 4 t h , 2 0 1 9 : 1 - 9 . N o t s u r v e y r e l a t e d 1 0 . E a s e m e n t f o r u t i l i t i e s a n d d r a i n a g e a s s h o w n o n t h e r e c o r d e d p l a t o f M e d t r o n i c S h i n g l e C r e e k A d d i t i o n . ( S h o w n a s a r e c i t a l o n t h e C e r t i f i c a t e o f T i t l e ) A S S H O W N O N S U R V E Y - E X H I B I T O N P A G E 3 . 1 1 . E a s e m e n t t o c o n s t r u c t , i n s t a l l , m a r k , o p e r a t e , i n s p e c t , m a i n t a i n , r e p a i r , a l t e r , r e p l a c e , r e b u i l d o r r e m o v e e l e c t r i c c a b l e s , w i r e s c o n d u i t s , m a n h o l e s a n d f a c i l i t i e s a p p u r t e n a n t t h e r e t o , i n f a v o r o f N o r t h e r n S t a t e s P o w e r C o m p a n y , a M i n n e s o t a c o r p o r a t i o n , c o n t a i n e d i n U n d e r g r o u n d E a s e m e n t d a t e d A p r i l 2 2 , 1 9 7 1 , f i l e d A p r i l 2 8 , 1 9 7 1 , a s D o c u m e n t N o . 9 9 5 0 4 5 . A l s o a s c o n t a i n e d i n U n d e r g r o u n d E a s e m e n t d a t e d a u g u s t 2 5 , 1 9 7 1 , f i l e d A u g u s t 3 1 , 1 9 7 1 , a s D o c u m e n t N o . 1 0 0 8 0 6 0 ; a n d a s f u r t h e r c o n t a i n e d i n U n d e r g r o u n d E a s e m e n t d a t e d A p r i l 9 , 1 9 7 3 , f i l e d A p r i l 1 2 , 1 9 7 3 , a s D o c u m e n t N o . 1 0 6 7 0 8 6 . A S S H O W N O N S U R V E Y 1 2 . T e r m s a n d c o n d i t i o n s o f a n d e a s e m e n t f o r w a t e r m a i n , s a n i t a r y s e w e r a n d s t o r m s e w e r p u r p o s e s , i n c l u d i n g b u t n o t l i m i t e d t o t h e l a y i n g o f p i p e , i n s t a l l i n g m a n h o l e s , a n d o t h e r a p p u r t e n a n c e s , i n f a v o r o f t h e C i t y o f B r o o k l y n C e n t e r , a M i n n e s o t a m u n i c i p a l c o r p o r a t i o n , c o n t a i n e d i n E a s e m e n t G r a n t d a t e d A p r i l 3 , 1 9 7 3 , f i l e d A p r i l 2 7 , 1 9 7 3 , a s D o c u m e n t N o . 1 0 6 8 4 7 0 . A l s o a s c o n t a i n e d i n E a s e m e n t G r a n t d a t e d A p r i l 3 , 1 9 7 3 , f i l e d A u g u s t 4 , 1 9 7 5 , a s D o c u m e n t N o . 1 1 4 7 8 5 4 . * E A S E M E N T D O E S N O T H A V E A B A S I S O F B E A R I N G S - E A S E M E N T I S S H O W N I S A P P R O X I M A T E L O C A T I O N - E X H I B I T O N P A G E 2 . 1 3 . T e r m s a n d c o n d i t i o n s o f a n d e a s e m e n t s f o r i n g r e s s , e g r e s s a n d d r i v e w a y p u r p o s e s c o n t a i n e d i n C o v e n a n t C r e a t i n g E a s e m e n t s f o r D r i v e w a y P u r p o s e s a n d P e d e s t r i a n U s e d a t e d N o v e m b e r 3 0 , 1 9 7 3 , f i l e d J a n u a r y 2 1 , 1 9 7 4 , a s D o c u m e n t N o . 1 0 9 7 3 3 6 . N O T E : I n s t r u m e n t b e n e f i t s a n d b u r d e n s s u b j e c t p r o p e r t y . A S S H O W N O N S U R V E Y - E X H I B I T O N P A G E 2 . 1 4 . S u b j e c t t o H e n n e p i n C o u n t y S t a t e A i d H i g h w a y N o . 1 3 0 , P l a t 2 7 f i l e d J u l y 2 5 , 1 9 7 5 , a s D o c u m e n t N o . 1 1 4 6 9 2 9 , a s d i r e c t e d b y R e s o l u t i o n f i l e d a s D o c u m e n t N o . 9 7 9 2 4 0 . 1 5 . T e r m s a n d c o n d i t i o n s o f a n d e a s e m e n t f o r s i d e w a l k p u r p o s e s , i n f a v o r o f t h e C i t y o f B r o o k l y n C e n t e r , a M i n n e s o t a m u n i c i p a l c o r p o r a t i o n , a s c r e a t e d b y E a s e m e n t d a t e d D e c e m b e r 9 , 1 9 7 4 , f i l e d A u g u s t 4 , 1 9 7 5 , a s D o c u m e n t N o . 1 1 4 7 8 5 5 . A S S H O W N O N S U R V E Y - E X H I B I T O N P A G E 2 1 6 . P e r p e t u a l n o n - e x c l u s i v e e a s e m e n t f o r w a t e r m a i n , s a n i t a r y s e w e r a n d s t o r m s e w e r p u r p o s e s , i n c l u d i n g , b u t n o t l i m i t e d t o , t h e m a i n t e n a n c e , r e p a i r a n d r e p l a c e m e n t o f p i p e s , m a n h o l e s , a n d o t h e r a p p u r t e n a n c e s , i n f a v o r o f L u t h e r a n B r o t h e r h o o d , a M i n n e s o t a c o r p o r a t i o n , c o n t a i n e d i n E a s e m e n t G r a n t d a t e d J a n u a r y 3 1 , 1 9 8 9 , f i l e d J a n u a r y 1 7 , 1 9 9 0 , a s D o c u m e n t N o . 2 0 6 7 6 5 1 . A S S H O W N O N S U R V E Y 1 7 . E a s e m e n t t o l a y , c o n s t r u c t , i n s p e c t , p r o t e c t , o p e r a t e , m a i n t a i n , a l t e r , a b a n d o n , r e l o c a t e , r e p l a c e , s u b s t i t u t e a n d r e m o v e g a s t r a n s m i s s i o n o r d i s t r i b u t i o n p i p e l i n e s o r p i p e l i n e f a c i l i t i e s a n d r e l a t e d p u r p o s e s , i n f a v o r o f R e l i a n t E n e r g y M i n n e g a s c o , a d i v i s i o n o f R e l i a n t E n e r g y R e s o u r c e s C o r p . , a D e l a w a r e c o r p o r a t i o n , c o n t a i n e d i n E a s e m e n t d a t e d A u g u s t 3 , 2 0 0 1 , f i l e d A u g u s t 8 , 2 0 0 1 , a s D o c u m e n t N o . 3 4 1 9 7 2 4 . A S S H O W N O N S U R V E Y - E X H I B I T O N P A G E 3 1 8 . T e r m , c o n d i t i o n s a n d l i m i t a t i o n s o f a n d e a s e m e n t f o r t h e s o l e a n d e x c l u s i v e p u r p o s e s o f c o n s t r u c t i n g , i n s t a l l i n g , o p e r a t i n g , m a i n t a i n i n g , r e p a i r i n g , r e c o n s t r u c t i n g , r e p l a c i n g , r e m o v i n g a n d r e n e w i n g u n d e r g r o u n d w a t e r a n d s t o r m w a t e r f a c i l i t i e s a n d r e l a t e d a p p u r t e n a n c e s c o n t a i n e d i n E a s e m e n t A g r e e m e n t ( U t i l i t i e s ) d a t e d A p r i l 1 1 , 2 0 1 3 , f i l e d A p r i l 1 2 , 2 0 1 3 , a s D o c u m e n t N o . T 0 5 0 6 4 7 5 0 . N O T E : A g r e e m e n t b e n e f i t s a n d b u r d e n s s u b j e c t p r o p e r t y . A S S H O W N O N S U R V E Y - E X H I B I T O N P A G E 3 1 9 - 2 0 . N o t s u r v e y r e l a t e d 1 . A l l d i s t a n c e s s h o w n h e r e o n a r e i n U . S . S u r v e y f e e t a n d t e n t h s o r h u n d r e d t h s o f a U . S . S u r v e y f o o t . 2 . A n g u l a r u n i t s a r e s h o w n i n d e g r e e s ( ° ) , m i n u t e s ( ' ) a n d s e c o n d s ( ' ' ) . 3 . N o t e t o t h e c l i e n t , i n s u r e r , a n d l e n d e r - W i t h r e g a r d U t i l i t y L o c a t e s , s o u r c e i n f o r m a t i o n f r o m p l a n s a n d m a r k i n g s w i l l b e c o m b i n e d w i t h o b s e r v e d e v i d e n c e o f u t i l i t i e s p u r s u a n t t o S e c t i o n 5 . E . i v . t o d e v e l o p a v i e w o f t h e u n d e r g r o u n d u t i l i t i e s . H o w e v e r , l a c k i n g e x c a v a t i o n , t h e e x a c t l o c a t i o n o f u n d e r g r o u n d f e a t u r e s c a n n o t b e a c c u r a t e l y , c o m p l e t e l y , a n d r e l i a b l y d e p i c t e d . I n a d d i t i o n , i n s o m e j u r i s d i c t i o n s , 8 1 1 o r o t h e r s i m i l a r u t i l i t y l o c a t e r e q u e s t s f r o m s u r v e y o r s m a y b e i g n o r e d o r r e s u l t i n a n i n c o m p l e t e r e s p o n s e . W h e r e a d d i t i o n a l o r m o r e d e t a i l e d i n f o r m a t i o n i s r e q u i r e d , t h e c l i e n t i s a d v i s e d t h a t e x c a v a t i o n a n d / o r a p r i v a t e u t i l i t y l o c a t e r e q u e s t m a y b e n e c e s s a r y . P e r G o p h e r S t a t e O n e - C a l l T i c k e t N o . 1 9 1 4 8 4 5 0 4 , t h e f o l l o w i n g u t i l i t i e s a n d m u n i c i p a l i t i e s w e r e n o t i f i e d : C o m p a n y N a m e M a r k i n g C o n c e r n s A R V I G ( 2 1 8 ) 3 4 6 - 5 5 0 0 A T & T T R A N S M I S S I O N ( 7 1 3 ) 6 6 0 - 2 0 6 0 C I T Y O F B R O O K L Y N C E N T E R W A T E R ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R S A N I T A R Y ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R S T O R M ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R T R A F F I C S I G N A L ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R P A R K E L E C T R I C ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R S T R E E T L I G H T S ( 7 6 3 ) 5 8 5 - 7 1 0 0 B R O O K L Y N C E N T E R I R R I G A T I O N ( 7 6 3 ) 5 8 5 - 7 1 0 0 C O M C A S T ( 8 0 0 ) 7 7 8 - 9 1 4 0 C E N T U R Y L I N K - C T L Q L ( 8 0 0 ) 6 6 7 - 9 9 6 3 C E N T E R P O I N T E N E R G Y ( 8 0 0 ) 7 7 8 - 9 1 4 0 X C E L E N E R G Y ( 8 0 0 ) 8 4 8 - 7 5 5 8 Z A Y O B A N D W I D T H ( 8 8 8 ) 2 6 7 - 1 0 6 3 4 . T h e p u r p o s e o f t h i s s u r v e y i s f o r a b u i l d i n g a d d i t i o n , n o t a l l i m p r o v e m e n t s o f t h e s u b j e c t p r o p e r t y a r e s h o w n h e r e o n . S U R V E Y N O T E S B e n c h m a r k s : P r o j e c t B e n c h m a r k : M n D O T M o n u m e n t " 2 7 8 6 A G " E l e v a t i o n = 8 7 1 . 9 6 N A V D 8 8 D a t u m s : H o r i z o n t a l : H e n n e p i n C o u n t y C o o r d i n a t e S y s t e m , N A D 8 3 ( P e r f o r m e d a s i t e c a l i b r a t i o n ) V e r t i c a l : N A V D 8 8 G e o i d : 2 0 1 2 A M N D A T U M S 6 . 1 1 . 1 9 D A T E V I C I N I T Y M A P L E G E N D C H I L L E R P L A N T S I T E B O L L A R D D E C I D U O U S T R E E E L E C T R I C P E D E S T A L H Y D R A N T S A N I T A R Y M H S T O R M M H F O U N D I P T E L E P H O N E G A S E L E C T R I C W A T E R S A N I T A R Y S E W E R S T O R M S E W E R F I B E R O P T I C G A S M E T E R S I G N T E L E P H O N E P E D E S T A L M A J O R C O N T O U R I N T E R V A L F E N C E M I N O R C O N T O U R I N T E R V A L C O N C R E T E S U R F A C E F E N C E C U R B I N L E T A R E A D R A I N C O N T R O L P O I N T D R A F T D R A F T P . O . B . O F S A N I T A R Y S E W E R A N D S T O R M P E R D O C . N O . 1 0 6 8 4 7 0 A N D S O U T H E A S T C O R N E R O F T R A C T C R L S N O . 1 3 6 0 A P P R O X I M A T E U T I L I T Y E A S E M E N T P E R D O C . N O . 1 0 6 8 4 7 0 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *       N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 3 ' 3 0 " E ) ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) 790.00 S 7 1 ° 4 0 ' 0 4 " W 4 6 8 . 1 3 ( S 7 1 ° 2 0 ' 3 3 " W 4 6 0 + / - ) 1 2 1 2 N O R T H E A S T C O R N E R O F T R A C T A , R L S N O . 1 3 4 8 N0°06'59"W 632.06 5 * + 0 ) . ' % 4 ' ' - 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 L = 8 7 8 . 7 4 , R = 7 3 8 . 6 6 ∆ = 6 8 ° 0 9 ' 4 1 " ( N 8 9 ° 3 3 ' 3 0 " E ) (N0°26'30"W) INGRESS EGRESS EASEMENT PER DOC. NO. 1097336 13 N O R T H E A S T C O R N E R O F T R A C T A A N D N O R T H W E S T C O R N E R O F T R A C T B , R L S N O . 1 3 6 0 N 8 9 ° 5 3 ' 0 1 " E 3 0 . 0 0 S0°06'59"E 525.00 N O R T H W E S T C O R N E R O F T R A C T C , R L S N O . 1 3 6 0 S 2 9 ° 0 9 ' 5 5 " E 6 1 . 7 7 S 0 ° 0 6 ' 5 8 " E 8 6 . 2 5 W E S T L I N E O F T R A C T C , R L S N O . 1 3 6 0 N 8 9 ° 5 3 ' 0 1 " E 3 0 . 0 0 S0°06'59"E 525.00 5 0 . 0 0 S O U T H E A S T E R L Y C O R N E R O F T R A C T A , R L S N O . 1 3 6 0 121.06 INGRESS EGRESS EASEMENT PER DOC. NO. 1097336 13 1 3 I N G R E S S E G R E S S E A S E M E N T P E R D O C . N O . 1 0 9 7 3 3 6 EAST LINE OF THE WEST 13.50 FEET N 8 9 ° 5 3 ' 0 1 " E 3 0 . 0 0 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *       N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 3 ' 3 0 " E ) ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) S I D E W A L K E A S E M E N T P E R D O C . N O . 1 1 4 7 8 5 5 1 5 ( S 7 1 ° 2 0 ' 3 3 " W 4 6 0 + / - ) S 7 1 ° 4 0 ' 0 4 " W 4 6 8 . 1 3 S O U T H E A S T C O R N E R O F T R A C T C , R L S N O . 1 3 6 0 775.96   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *       N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) W E S T L I N E O F T H E E A S T E R L Y 3 0 . 0 0 F E E T O F T R A C T C , R L S N O . 1 3 6 0 566.73 U T I L I T Y E A S E M E N T P E R D O C . N O . 2 0 6 7 6 5 1 1 6 I N G R E S S E G R E S S E A S E M E N T P E R D O C . N O . 1 0 9 7 3 3 6 2 O F 3 S C A M R W 2 0 1 9 . 0 2 8 . 1 A L T A / N S P S H E N N E P I N C O U N T Y M E D T R O N I C L A N D T I T L E S U R V E Y S H E E T N U M B E R D R A W N B Y C H E C K E D B Y P R O J E C T # # D A T E R E V I S I O N S H E E T L O C A T I O N P R O J E C T H:\2019\2019-028.1 Medtronic ECC South Building Chiller Plant Addition - Phase 1\Survey\Drawings\2019-028 - ALTA.dwg E N G I N E E R I N G S U R V E Y I N G R E N E W A B L E E N E R G Y E V S , I N C . 1 0 0 2 5 V a l l e y V i e w R o a d , S u i t e 1 4 0 E d e n P r a i r i e , M i n n e s o t a 5 5 3 4 4 P h o n e : 9 5 2 - 6 4 6 - 0 2 3 6 F a x : 9 5 2 - 6 4 6 - 0 2 9 0 w w w . e v s - e n g . c o m I H E R E B Y C E R T I F Y T H A T T H I S P L A N O R R E P O R T W A S P R E P A R E D B Y M E O R U N D E R M Y D I R E C T S U P E R V I S I O N A N D T H A T I A M A D U L Y L I C E N S E D P R O F E S S I O N A L S U R V E Y O R U N D E R T H E L A W S O F T H E S T A T E O F M I N N E S O T A . _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ S C O T T A L W I N D A T E 0 6 / 1 0 / 2 0 1 9 R E G I S T R A T I O N N U M B E R 5 3 2 5 8 6 . 1 1 . 1 9 D A T E C H I L L E R P L A N T E A S E M E N T D O C . 1 0 6 8 4 7 0 S C H E D U L E B - I T E M 1 2 E A S E M E N T D O C . 1 0 9 7 3 3 6 S C H E D U L E B - I T E M 1 3 E A S E M E N T D O C . 1 1 4 7 8 5 5 S C H E D U L E B - I T E M 1 5 E A S E M E N T D O C . 2 0 6 7 6 5 1 S C H E D U L E B - I T E M 1 6 V I C I N I T Y M A P S I T E D R A F T N0°06'59"W 632.06 N 7 2 ° 0 4 ' 3 3 " E 3 4 7 . 6 3 U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N 5 * + 0 ) . ' % 4 ' ' - 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *         N 4 ° 0 2 ' 0 1 " E 4 0 . 0 5 N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 L = 8 7 8 . 7 4 , R = 7 3 8 . 6 6 ∆ = 6 8 ° 0 9 ' 4 1 " S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 3 ' 3 0 " E ) (N0°26'30"W) ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) 3 8 . 1 4 N 4 5 ° 2 7 ' 4 1 " W 3 0 . 6 8 N3°22'47"E 355.84 N 8 2 ° 3 8 ' 0 8 " W 8 5 . 2 5 203.43 491.29 ( N 3 ° 4 2 ' 3 0 " E ) ( N 4 5 ° 4 7 ' 1 2 " E ) (N3°03'16"E)N0° 26' 29"W 140.25 (N0°46'00"W) ( N 8 2 ° 5 7 ' 3 9 " W ) N 7 2 ° 0 4 ' 3 3 " E 4 5 . 5 2 S 6 6 ° 4 0 ' 2 7 " E 1 5 . 1 7 N 7 2 ° 0 4 ' 3 3 " E 5 5 . 8 8 N 2 7 ° 5 2 ' 4 0 " E 1 4 . 3 4 ( N 7 1 ° 4 5 ' 0 2 " E ) ( S 6 6 ° 5 9 ' 5 8 " E ) ( N 2 7 ° 3 3 ' 0 9 " E ) ( N 7 2 ° 4 5 ' 0 2 " E ) U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N U T I L I T Y E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N 1 0 1 0 1 0 1 0 ( N 7 1 ° 4 5 ' 0 2 " E )   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        6 *    # 8 '     0 1 4 6 *       N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 S 8 9 ° 5 6 ' 0 4 " W 3 5 3 . 3 1 S4°35'12"E 1264.49 ( N 8 9 ° 3 6 ' 3 3 " E ) (S4°54'43"E) UTILITY EASEMENT PER DOC. NO. 3419724 17SOUTH LINE OF THE NORTH 793.20 FEET OF LOT 1 795.62 N0°06'59"W 632.06 5 * + 0 ) . ' % 4 ' ' - 2 # 4 - 9 # ;   6 *    # 8 '     0 1 4 6 *  ( - #  % 1   4 &        N 8 9 ° 5 3 ' 0 1 " E 7 9 3 . 8 1 L = 8 7 8 . 7 4 , R = 7 3 8 . 6 6 ∆ = 6 8 ° 0 9 ' 4 1 " ( N 8 9 ° 3 3 ' 3 0 " E ) (N0°26'30"W) 633.36 L I N E A P E R D O C . N O . 5 0 6 4 7 5 0 S 2 1 ° 5 1 ' 0 3 " E 1 5 . 3 7 3 8 . 6 0 N 2 1 ° 5 1 ' 0 3 " W 7 8 . 4 4 N0°06'59"W 586.21 N0°06'59"W 591.97 N 2 1 ° 5 1 ' 0 3 " W 4 4 . 5 6 UTILITY EASEMENT PER DOC. NO. T05064750 18 101.87 L I N E A P E R D O C . N O . 5 0 6 4 7 5 0 S 4 1 ° 3 4 ' 5 5 " E 2 3 3 . 4 8 6 5 . 5 7 N 4 1 ° 3 4 ' 5 5 " W 3 1 0 . 9 8 UTILITY EASEMENT PER DOC. NO. T05064750 18 N 4 1 ° 3 4 ' 5 5 " W 2 2 . 6 5 N 8 9 ° 5 3 ' 0 1 " E 1 5 . 0 0 N E C O R N E R O F T R A C T A R L S 1 3 6 0 13.50 N 8 9 ° 5 3 ' 2 9 " E 1 6 . 5 0 430.93 20 . 0 0 N0°06'59"W 406.39 S 8 9 ° 5 3 ' 0 1 " W 5 . 0 0 N0°06'59"W 413.96 3 O F 3 S C A M R W 2 0 1 9 . 0 2 8 . 1 A L T A / N S P S H E N N E P I N C O U N T Y M E D T R O N I C L A N D T I T L E S U R V E Y S H E E T N U M B E R D R A W N B Y C H E C K E D B Y P R O J E C T # # D A T E R E V I S I O N S H E E T L O C A T I O N P R O J E C T H:\2019\2019-028.1 Medtronic ECC South Building Chiller Plant Addition - Phase 1\Survey\Drawings\2019-028 - ALTA.dwg E N G I N E E R I N G S U R V E Y I N G R E N E W A B L E E N E R G Y E V S , I N C . 1 0 0 2 5 V a l l e y V i e w R o a d , S u i t e 1 4 0 E d e n P r a i r i e , M i n n e s o t a 5 5 3 4 4 P h o n e : 9 5 2 - 6 4 6 - 0 2 3 6 F a x : 9 5 2 - 6 4 6 - 0 2 9 0 w w w . e v s - e n g . c o m I H E R E B Y C E R T I F Y T H A T T H I S P L A N O R R E P O R T W A S P R E P A R E D B Y M E O R U N D E R M Y D I R E C T S U P E R V I S I O N A N D T H A T I A M A D U L Y L I C E N S E D P R O F E S S I O N A L S U R V E Y O R U N D E R T H E L A W S O F T H E S T A T E O F M I N N E S O T A . _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ S C O T T A L W I N D A T E 0 6 / 1 0 / 2 0 1 9 R E G I S T R A T I O N N U M B E R 5 3 2 5 8 6 . 1 1 . 1 9 D A T E C H I L L E R P L A N T E A S E M E N T P E R T H E P L A T O F M E D T R O N I C S H I N G L E C R E E K A D D I T I O N S C H E D U L E B - I T E M 1 0 E A S E M E N T D O C . 3 4 1 9 7 2 4 S C H E D U L E B - I T E M 1 7 E A S E M E N T D O C . 0 5 0 6 4 7 5 0 S C H E D U L E B - I T E M 1 8 V I C I N I T Y M A P S I T E D R A F T R E M O V E W A T E R M A I N U N D E R E X P A N S I O N R E M O V E R O A D F O R U T I L I T Y W O R K P R O T E C T E X I S T I N G U T I L I T I E S N O T T O B E R E M O V E D P R O T E C T E X I S T I N G U T I L I T I E S N O T T O B E R E M O V E D S T O R M S E W E R W A T E R M A I N W A T E R M A I N C B R I M : 8 4 4 . 5 3 I N V : 8 4 1 . 0 G A S B U R I E D E L E C T R I C W A L L R E M O V A L E X I S T I N G G E N E R A T O R P A D M E C H A N I C A L E Q U I P M E N T A N D F E N C E T O B E R E M O V E D P R O T E C T E X I S T I N G P O W E R E X I S T I N G R O O F D R A I N E X I S T I N G R O O F D R A I N A 2 3 4 5 6 B C D E 1 P R O J E C T C L I E N T A R C H I T E C T A l l i i a n c e 4 0 0 C l i f t o n A v e n u e M i n n e a p o l i s , M N 5 5 4 0 3 6 1 2 . 8 7 4 . 4 1 0 0 S T R U C T U R A L E N G I N E E R M e y e r , B o r g m a n , J o h n s o n 5 1 0 M a r q u e t t e A v e n u e S o u t h S u i t e 9 0 0 M i n n e a p o l i s , M i n n e s o t a 5 5 4 0 2 6 1 2 3 3 8 0 7 1 3 M E C H A N I C A L , P L U M B I N G , E N G I N E E R S M i c h a u d C o o l e y E r i c k s o n 3 3 3 S o u t h S e v e n t h S t r e e t S u i t e 2 0 0 M i n n e a p o l i s , M i n n e s o t a 6 1 2 3 3 9 4 9 4 1 C I V I L E N G I N E E R E V S 1 0 0 2 5 V a l l e y V i e w R o a d 1 2 3 E d e n P r a i r i e , M i n n e s o t a 9 5 2 6 4 6 0 2 3 6 I S S U E D F O R D A T E C o p y r i g h t A l l i i a n c e P R E L I M I N A R Y N O T F O R C O N S T R U C T I O N SHEET C O M M I S S I O N N O M e d t r o n i c B C S C h i l l e r P l a n t A d d i t i o n 2 0 1 9 2 0 1 9 0 7 3 S C H E M A T I C D E S I G N 2 0 1 9 . 0 3 . 2 9 EXISTING CONDITIONS SITE EXHIBITc1.01 S C A L E I N F E E T 0 1 0 2 0 N O T E S 1 . E X I S T I N G C O N D I T I O N S C O M P I L E D F R O M M U L T I P L E S O U R C E S O F U N K N O W N D A T E S . A N A L T A A N D T O P O G R A P H I C S U R V E Y , I N C L U D I N G U T I L I T Y L O C A T E S , I S N E E D E D T O A D V A N C E D E S I G N . 2 . E X I S T I N G U T I L I T I E S S H O W N A R E A P P R O X I M A T E A N D R E Q U I R E F I E L D V E R I F I C A T I O N 3 . G E O T E C H N I C A L I N F O R M A T I O N W A S U N A V A I L A B L E . A F U L L G E O T E C H N I C A L E V A L U A T I O N I S R E Q U I R E D T O A D V A N C E D E S I G N . 4 . R E M O V A L S 4 . 1 . R E M O V A L S S H O W N A S N E C E S S A R Y T O S U P P O R T S I T E W O R K . S E L E C T I V E B U I L D I N G R E M O V A L S R E Q U I R E D F O R B U I L D I N G E X P A N S I O N A N D R E M O V A L O R R E L O C A T I O N O F M E C H A N I C A L E Q U I P M E N T T O B E C O O R D I N A T E D . 4 . 2 . D E M O L I S H A N D D I S P O S E O F A L L B U I L D I N G S , S T R U C T U R E S , M A T E R I A L S A N D E Q U I P M E N T I N A C C O R D A N C E W I T H L O C A L , S T A T E A N D F E D E R A L R E Q U I R E M E N T S . 4 . 3 . E X C E S S S O I L S T O B E R E M O V E D F R O M S I T E A N D P R O P E R L Y D I S P O S E D . 4 . 4 . U T I L I T Y R E M O V A L S T O B E C O O R D I N A T E D W I T H T H E F A C I L I T Y A N D / O R U T I L I T Y S E R V I C E P R O V I D E R . 5 . E R O S I O N C O N T R O L 5 . 1 . C O N T R A C T O R S H A L L P R O V I D E F O R E R O S I O N C O N T R O L M E A S U R E S , I N C L U D I N G B U T N O T L I M I T E D T O 5 . 1 . 1 . I N L E T P R O T E C T I O N D E V I C E S 5 . 1 . 2 . S T R E E T S W E E P I N G 5 . 1 . 3 . S T O R A G E O F M A T E R I A L S I N C O M P L I A N C E W I T H M P C A R E Q U I R E M E N T S 6 4 8 S F E X D O C K " B " 1 - 4 6 2 7 2 S F E X C H E M S T O R 1 - 4 5 1 1 0 S F L I T H I U M S T O R 3 7 8 0 S F E X L O W E R M E C H R M 1 - 4 9 2 5 7 3 S F C H I L L E R P L A N T 1 0 2 E X W T R S O F T E N E R S Y S T E M E X D I W A T E R S Y S T E M 3 0 4 3 S F U P P E R M E C H A N I C A L R O O M 4 4 2 S F M I X R O O M 2 8 2 S F P A R A L L E L G E A R 1 0 3 1 3 1 S F E L E C 1 0 4 3 8 S F V A L V E C L O S E T 1 0 0 C H I L L E R 1 C H I L L E R 2 C H I L L E R 3 6 5 0 0 G A L L O N T O W E R S U M P T A N K 1 8 8 S F E X E L E C E Q U I P 1 - 5 3 1 0 S F E X T E L E P H O N E 1 - 5 5 1 3 5 S F E X S T A I R B 8 4 S F E X V E S T 1 - 4 7 6 0 S F E X V E S T 1 - 5 4 R E L O C A T E D C L O S E D C I R C U I T C O O L I N G T O W E R T R A N S F O M E R A N D P A D U P EXIST LOUVER T O REMAIN R E M O V E 5 ' - 0 " x 8 ' - 0 " E X I S T I N G L O U V E R A N D P A T C H M T L S T U D A N D E I F S W A L L . REMOVE EX WALL EXIST LOUVER T O REMAINEXIST LOUVER T O REMAIN 5 ' - 4 " x 8 ' - 0 " L O U V E R E A S E M E N T | | | | | | | | | | | | | | | | | ^ ^ ^ ^ ^ P R O P O S E D W A T E R M A I N B I T U M I N O U S R E P L A C E M E N T S T O R M S E W E R ( S H A L L O W , W I L L N E E D H E A T T R A C E ) S A N I T A R Y S E W E R S E R V I C E E X I S T I N G 4 " G A S E X I S T I N G G E N E R A T O R P A D A 2 3 4 5 6 B C D E 1 P R O J E C T C L I E N T A R C H I T E C T A l l i i a n c e 4 0 0 C l i f t o n A v e n u e M i n n e a p o l i s , M N 5 5 4 0 3 6 1 2 . 8 7 4 . 4 1 0 0 S T R U C T U R A L E N G I N E E R M e y e r , B o r g m a n , J o h n s o n 5 1 0 M a r q u e t t e A v e n u e S o u t h S u i t e 9 0 0 M i n n e a p o l i s , M i n n e s o t a 5 5 4 0 2 6 1 2 3 3 8 0 7 1 3 M E C H A N I C A L , P L U M B I N G , E N G I N E E R S M i c h a u d C o o l e y E r i c k s o n 3 3 3 S o u t h S e v e n t h S t r e e t S u i t e 2 0 0 M i n n e a p o l i s , M i n n e s o t a 6 1 2 3 3 9 4 9 4 1 C I V I L E N G I N E E R E V S 1 0 0 2 5 V a l l e y V i e w R o a d 1 2 3 E d e n P r a i r i e , M i n n e s o t a 9 5 2 6 4 6 0 2 3 6 I S S U E D F O R D A T E C o p y r i g h t A l l i i a n c e P R E L I M I N A R Y N O T F O R C O N S T R U C T I O N SHEET C O M M I S S I O N N O M e d t r o n i c B C S C h i l l e r P l a n t A d d i t i o n 2 0 1 9 2 0 1 9 0 7 3 S C H E M A T I C D E S I G N 2 0 1 9 . 0 3 . 2 9 PROPOSED CONDITIONS SITE EXHIBITc1.02 S C A L E I N F E E T 0 1 0 2 0 N O T E S 1 . D R I V E W A Y 1 . 1 . E X I S T I N G D R I V E W A Y T O B E R E P L A C E D I N K I N D . 1 . 1 . 1 . A S S U M E 4 " B I T U M I N O U S S E C T I O N W I T H 8 " C L A S S 5 A N D B 6 1 8 C O N C R E T E C U R B A N D G U T T E R 2 . W A T E R M A I N 2 . 1 . A S S U M E 8 " D I P W A T E R 2 . 2 . E X I S T I N G L I N E T O B E R E M O V E D A N D C A P P E D W I T H N E W C O N N E C T I O N S A S S H O W N 3 . S A N I T A R Y S E W E R 3 . 1 . 6 " P V C S E R V I C E , C O N S T R U C T N E W P R E C A S T S T R U C T U R E O V E R E X I S T I N G L I N E . 4 . S T O R M S E W E R 4 . 1 . 8 " P V C S E R V I C E L I N E . 4 . 2 . C O N S T R U C T N E W P R E C A S T S T R U C T U R E O V E R 3 0 " - 3 6 " M A I N A S S H O W N . 5 . S I T E C O N C R E T E / W A L L S 5 . 1 . P R O P O S E D R E T A I N I N G W A L L M A Y B E M O D U L A R B L O C K W A L L . 5 . 2 . E X A C T L O C A T I O N O F E X I S T I N G P O W E R T O B E D E T E R M I N E D , C O N F L I C T T O B E A V O I D E D I F P O S S I B L E . 5 . 3 . S I D E W A L K C O N C R E T E T O B E 4 " P C C O N 4 " S A N D S E C T I O N 5 . 4 . G E N E R A T O R P A D , A S S U M E 8 " C O N C R E T E O N 8 " C L A S S 5 S E C T I O N . 6 . R E S T O R A T I O N 6 . 1 . S I T E S H A L L B E R E S T O R E D I N K I N D . 6 . 2 . A L L A R E A S S H A L L B E R E P L A C E D W I T H S O D A N D I R R I G A T I O N I N S T A L L E D I N A R E A S W H I C H A R E C U R R E N T L Y I R R I G A T E D . 7 1 ' - 0 " T O P R O P E R T Y L I N E BENCH BENCH STORAGE - 60 P AIR SHOES SMOCK- Coat hooks bel ow overhead cabi net SMOCK- Coat hooks bel ow overhead cabi net SMOCK- Coat hooks bel ow overhead cabi net Wall not to ceiling. Rolling panel Soffit Angled Soffit Angled Soffit along window wall Soffit Angled Soffit TEL DYH BENCH BENCH STORAGE - 60 P AIR SHOES SMOCK- Coat hooks bel ow overhead cabi net SMOCK- Coat hooks bel ow overhead cabi net SMOCK- Coat hooks bel ow overhead cabi net Wall not to ceiling. Rolling panel Soffit Angled Soffit Angled Soffit along window wall Soffit Angled Soffit . l a y e r s GA S , W A T E R AN D S E W E R EA S E M E N T SETBACK 4 0 '-0 " 70'-10" 73'-3" 85'-9" 88'-8" A 2 3 4 5 6 B C D E 1 PROJECT CLIENT ARCHITECT Alliiance 400 Clifton Avenue Minneapolis, MN 55403 612.874.4100 STRUCTURAL ENGINEER Meyer, Borgman, Johnson 510 Marquette Avenue South Suite 900 Minneapolis, Minnesota 55402 612 338 0713 MECHANICAL, PLUMBING, ENGINEERS Michaud Cooley Erickson 333 South Seventh Street Suite 200 Minneapolis, Minnesota 612 339 4941 CIVIL ENGINEER EVS 10025 Valley View Road 123 Eden Prairie, Minnesota 952 646 0236 ISSUED FOR DATE Copyright Alliiance PRELIMINARY NOT FOR CONSTRUCTION SH E E T COMMISSION NO Medtronic BCS Chiller Plant Addition SI T E P L A N a0 . 0 2 2019 2019073 1" = 20'-0" 1E SITE PLAN GENERAL NOTES NOTES TO DRAFTER: EDIT ALL TEXT IN BOLD 1. REFER TO LIFE SAFETY DRAWINGS FOR ADDITIONAL BUILDING CODE INFORMATION INCLUDING LOCATIONS OF RATED WALLS. 2. REFER TO SHEET a0.01 FOR STANDARD MOUNTING HEIGHTS AND SYMBOL LEGEND. 3. REFER TO SHEET a8.01 FOR PARTITION TYPES. WHERE PARTITIONS DO NOT HAVE TAGS, PROVIDE PARTITION TYPE B1 (MAKE SURE HEIGHT, RATING ETC IS CORRECT) 4. REFER TO SHEET a8.10 FOR DOOR INFORMATION. 5. REFER TO SHEET iX.XX FOR FINISH PLANS AND MATERIAL SCHEDULE. 6. REFER TO STRUCTURAL, MECHANICAL, ELECTRICAL AND TECHNOLOGY DRAWINGS FOR ADDITIONAL SCOPE OF WORK TO BE COORDINATED. 7. ITEMS INDICATED AS ‘NIC ’ARE FURNISHED, INSTALLED AND CONNECTED BY OWNER OR OTHERS, AND ARE EXCLUDED FROM THE SCOPE OF WORK FOR THESE DRAWINGS. 8. PLAN DIMENSIONS ARE TO CENTERLINE OF PARTITION ASSEMBLY, CENTERLINE OF COLUMN, OR FACE OF CONCRETE MASONRY UNIT, UNO. 9. MASONRY DIMENSIONS ARE NOMINAL, UNO. 10. DIMENSIONS NOTED AS ‘CLEAR ’ARE TO FACE OF FINISHED SURFACES. 11. REFER TO LIFE SAFETY DRAWINGS FOR LOCATIONS OF REQUIRED FIRE RATED WALL ASSEMBLIES. UTILIZE DETAILS THAT CONFORM TO UL OR OTHER CODE APPROVED LISTING. 12. MAINTAIN DESIGNATED FIRE RATINGS ACROSS JOINTS WITHIN RATED WALL SYSTEMS TO ENSURE A CONTINUOUSLY RATED WALL ASSEMBLY. 13. PROVIDE UL OR OTHER CODE APPROVED FIRESTOPPING SYSTEMS AT PENETRATIONS THROUGH RATED WALL AND FLOOR/CEILING CONSTRUCTION TO MAINTAIN INTEGRITY OF THE RATING. FIELD VERIFY EXTENT OF FIRESTOPPING REQUIRED. 14. MAINTAIN DESIGNATED ACOUSTIC RATINGS ACROSS JOINTS, AND AROUND PERIMETER OF OPENINGS. REFER TO SPECIFIC STC CRITERIA NOTED ON PARTITION TYPES. 15. REFER TO MECHANICAL AND ELECTRICAL DRAWINGS AND SPECIFICATIONS FOR SCOPE OF CONCRETE PADS BELOW EQUIPMENT. HOUSEKEEPING AND EQUIPMENT PADS SHALL BE FINISHED TO MATCH ADJACENT FLOOR FINISHES PRIOR TO INSTALLATION OF EQUIPMENT. 16. PROVIDE FIRE TREATED WOOD BLOCKING CAPABLE OF SUPPORTING THE POINT AND UNIFORM LOADS REQUIRED BY CODE FOR RAILING AND GUARDRAIL SUPPORTS. (BELOW NOTES = CUSTOM NOTES, MOVE TO MAIN LIST ABOVE AS APPLICABLE AND DELETE REMAINDER) 25. REFER TO SIGNAGE SCHEDULE FOR TYPES AND LOCATIONS. 26. REFER TO LAB PLANS FOR LOCATIONS OF CONCEALED STRAPPING FOR WALL MOUNTED EQUIPMENT, RESTRAINTS, ADD CASEWORK. 27. REFER TO ROOM FINISH PLANS FOR LOCATIONS OF CORNERGUARDS. 28. PROVIDE BLOCKING OR STRAPPING TO SUPPORT WALL MOUNTED ITEMS (INCLUDING, BUT NOT LIMITED TO, MARKER BOARDS, TACKBOARDS, SIGNAGE, SHELVING, CASEWORK, TOILET ACCESSORIES, AND FURNITURE SYSTEMS.) 29. FURNITURE OR EQUIPMENT SHOWN WITH DASHED LINES ARE NOT IN CONTRACT. 30. CONTRACTOR TO INSTALL APPLIANCES AND EQUIPMENT PROVIDED BY OWNER. (BELOW NOTES = RENOVATION PROJECT NOTES, MOVE TO MAIN LIST ABOVE AS APPLICABLE AND DELETE REMAINDER) 17. FIELD VERIFY CRITICAL DIMENSIONS AND ELEVATIONS OF EXISTING CONSTRUCTION PRIOR TO COMPONENT FABRICATION OR NEW CONSTRUCTION. NOTIFY ARCHITECT OF DISCREPANCIES IMMEDIATELY. 18. CONTRACTOR SHALL X -RAY THE EXISTING CONCRETE FLOOR SLAB AT CORE DRILL LOCATIONS PRIOR TO DRILLING TO IDENTIFY POTENTIAL CONFLICTS OR OBSTRUCTIONS. 19. AT DEMOLISHED WALLS OR FINISHES, DISTURBED SURFACES TO REMAIN EXPOSED ARE TO BE PATCHED TO MATCH ADJOINING SURFACES. DISTURBED SURFACES TO BE COVERED WITH NEW FINISHES SHALL BE PATCHED AND PREPARED TO RECEIVE NEW FINISHES. 20. WHERE EXISTING MATERIALS OR SYSTEMS ARE TO BE REUSED IN NEW CONSTRUCTION, OR ARE TO REMAIN IN PLACE, PROTECT SUCH MATERIALS AND SYSTEMS SO THAT THEY MAY CONTINUE IN OR BE RETURNED TO NORMAL SERVICE. 21. RESTORE EXISTING WORK DAMAGED BY THE OPERATIONS OF THE CONTRACTOR TO THE LEVEL OF SERVICEABILITY WHICH EXISTED BEFORE THE DAMAGE OCCURRED. 22. INFILL ABANDONED MEP OPENINGS WITH CONCRETE IN EXISTING FLOORS. SEE STRUCTURAL FOR DETAILS, AND MECHANICAL, PLUMBING, AND ELECTRICAL DRAWINGS FOR LOCATIONS AND SIZE. 23. REPLACE FIRESTOPPING AT PENETRATIONS THROUGH EXISTING RATED WALL AND FLOOR/CEILING CONSTRUCTION TO MAINTAIN INTEGRITY OF THE RATING. FIELD VERIFY EXTENT OF FIRESTOPPING REQUIRED. 24. EXISTING EXPOSED CONCRETE COLUMNS ARE TO HAVE COLUMN SURFACES PATCHED, PREPPED AND PAINTED, UNO. SEE COLUMN DETAILS. 8 9 10 A B C D E 24'-0" 24'-0" 30' - 0 " 30' - 0 " 648 SF EX DOCK "B" 1-46 272 SF EX CHEM STOR 1-45 110 SF LITHIUM STOR 3624 SF EX LOWER MECH RM 1-49 2573 SF CHILLER PLANT 102 1E a4.01 1E a4.01 2C a4.01 2C a4.01 27'-0" 15 ' - 0 " 15 ' - 0 " 25 ' - 1 0 " 12 14 A.5 EX WTR SOFTENER SYSTEM 4C a4.01 a3.01 3B EX DI WATER SYSTEM 3043 SF UPPER MECHANICAL ROOM 442 SF MIX ROOM a3.01 3E a3.01 3C 1'-4" 1'-4" 131 SF ELEC 103 282 SF PARALLEL GEAR 104 38 SF VALVE CLOSET 100 CHILLER 1 CHILLER 2 CHILLER 3 6500 GALLON TOWER SUMP TANK 103B 188 SF EX ELEC EQUIP 1-53 10 SF EX TELEPHONE 1-55 135 SF EX STAIR B 84 SF EX VEST 1-47 60 SF EX VEST 1-54 100' - 0" 100' - 0" 97' - 0" RELOCATED CLOSED CIRCUIT COOLING TOWER TRANSFOMER AND PAD 104A 104 B 10 2 A 100 B 10 0 A 1-46A 103A 13 12'-4" 11 3'-4" 14'-8" 1'- 4 " UP 6'-0 " 7'- 0 " 6'-0 " 7'- 0 " 6'-0 " EX I S T LO U V E R T O RE M A I N 58 ' - 6 " B.9 1'-4 " REMOVE 5'-0" x 8'-0" EXISTING LOUVER AND PATCH MTL STUD AND EIFS WALL. REM O V E EX W A L L 5'- 0 " EX I S T LO U V E R T O RE M A I N EX I S T LO U V E R T O RE M A I N 1'-0" 5'-4" 8'-4" 5'-4" x 8'-0" LOUVER 12' - 0 " 102B 1HR WALL 1HR WALL 45MIN 45MIN EX TRANSFOMER AND PAD 141 SF EX OFFICE 1-56 U-1 T-1 T-1 T-1 T-1 A2 A2 A 2 3 4 5 6 B C D E 1 PROJECT CLIENT ARCHITECT Alliiance 400 Clifton Avenue Minneapolis, MN 55403 612.874.4100 STRUCTURAL ENGINEER Meyer, Borgman, Johnson 510 Marquette Avenue South Suite 900 Minneapolis, Minnesota 55402 612 338 0713 MECHANICAL, PLUMBING, ENGINEERS Michaud Cooley Erickson 333 South Seventh Street Suite 200 Minneapolis, Minnesota 612 339 4941 CIVIL ENGINEER EVS 10025 Valley View Road 123 Eden Prairie, Minnesota 952 646 0236 ISSUED FOR DATE Copyright Alliiance PRELIMINARY NOT FOR CONSTRUCTION SH E E T COMMISSION NO Medtronic BCS Chiller Plant Addition FL O O R P L A N a1 . 0 1 2019 2019073 1/8" = 1'-0" 2E LEVEL 1 PLAN SCHEMATIC DESIGN 2019.03.29 K D F S p u t t e r S y s t e m Cryo C n t r B r e w MIX ROOM DOCK "B" R & D DRY ROOM CHEMICAL STORAGE LITHIUM STORAGE PILO T BUIL D PILO T BUIL D 8 9 10 A B C D E 12 14 COOLING TOWERS WINTER DRY COOLER DC-2 WINTER DRY COOLER DC-1 AHU A.5 EXH FAN 8" 7'- 0 " 1'-4 " 1'-4 " 2 5 ' - 1 0 " 1 5 ' - 0 " 1 5 ' - 0 " 13 14'-8" 27'-0" 12'-4" 1'-4" 11 EQ 6 EQ SPACES EQ 8" ROOF HATCH 10'-0" 2'-8 " 3 ' - 0 " 1 ' - 4 " 15' - 9 " EQ E Q TAPERED INSUL @ 1/4" PER 1'-0" RO O F T O W A L L E X P J O I N T 3'-4" 2'-0" +1 3 " I N S U L +7 " I N S U L +7" INSUL +7" INSUL ACCESS PATH CAP SHEET 4 PLY BUR ROOF SYSTEM ON R-30 POLYISO RIGID INSUL 9'-5" B.9 A 2 3 4 5 6 B C D E 1 PROJECT CLIENT ARCHITECT Alliiance 400 Clifton Avenue Minneapolis, MN 55403 612.874.4100 STRUCTURAL ENGINEER Meyer, Borgman, Johnson 510 Marquette Avenue South Suite 900 Minneapolis, Minnesota 55402 612 338 0713 MECHANICAL, PLUMBING, ENGINEERS Michaud Cooley Erickson 333 South Seventh Street Suite 200 Minneapolis, Minnesota 612 339 4941 CIVIL ENGINEER EVS 10025 Valley View Road 123 Eden Prairie, Minnesota 952 646 0236 ISSUED FOR DATE Copyright Alliiance PRELIMINARY NOT FOR CONSTRUCTION SH E E T COMMISSION NO Medtronic BCS Chiller Plant Addition RO O F P L A N a1 . 0 2 2019 2019073 1/8" = 1'-0" 3E ROOF SCHEMATIC DESIGN 2019.03.29 LEVEL 1 EL 100' -0" EX LEVEL 2 EL 112' -6" ABC2C a4.01 TO PARAPET EL 126' -10" ROOF EL 118' -3" A.5 4C a4.01 EX MECH RM EL 97' -0" B.9 EIF S I N F I L L ON 6 " M E T A L ST U D S 10 ' - 4 " 7'-8 " EXIST LOUVER PREFIN MTL COPING TO MATCH EXIST MECH EQUIP BEYOND LT LT EXIST LOUVER CJ CJ CJ CJ CJ CJ CJ CJ LEVEL 1 EL 100' -0" EX LEVEL 2 EL 112' -6" 910 1E a4.01 TO PARAPET EL 126' -10" ROOF EL 118' -3" 12 14 13 11 LT LT CJ CJ CJ CJ CJ CJ CJ CJ EIFS PREFIN MTL COPING TO MATCH EXIST MECH EQUIP BEYOND LEVEL 1 EL 100' -0" EX LEVEL 2 EL 112' -6" 10 1E a4.01 TO PARAPET EL 126' -10" ROOF EL 118' -3" 12 14 EX MECH RM EL 97' -0" 13 11 10 ' - 4 " LO U V E R 8'- 0 " EIFS TO MATCH EXISTING PREFIN MTL COPING TO MATCH EXIST CJ CJ CJ CJ CJ CJ CJ CJ MECH EQUIPMENT BEYOND A 2 3 4 5 6 B C D E 1 PROJECT CLIENT ARCHITECT Alliiance 400 Clifton Avenue Minneapolis, MN 55403 612.874.4100 STRUCTURAL ENGINEER Meyer, Borgman, Johnson 510 Marquette Avenue South Suite 900 Minneapolis, Minnesota 55402 612 338 0713 MECHANICAL, PLUMBING, ENGINEERS Michaud Cooley Erickson 333 South Seventh Street Suite 200 Minneapolis, Minnesota 612 339 4941 CIVIL ENGINEER EVS 10025 Valley View Road 123 Eden Prairie, Minnesota 952 646 0236 ISSUED FOR DATE Copyright Alliiance PRELIMINARY NOT FOR CONSTRUCTION SH E E T COMMISSION NO Medtronic BCS Chiller Plant Addition EX T E R I O R EL E V A T I O N S a3 . 0 1 2019 2019073 1/8" = 1'-0" 3B EAST ELEVATION 1/8" = 1'-0" 3C NORTH ELEVATION 1/8" = 1'-0" 3E SOUTH ELEVATION SCHEMATIC DESIGN 2019.03.29 LEVEL 1EL 100' -0" A B C TO PARAPETEL 126' -10" ROOF EL 118' -3" A.5 a4.01 1B a4.011C a4.01 1B Sim a4.01 1C Sim DC-1 DC-2 COOLING TOWERS CHILLER 1 CHILLER 2 CHILLER 3 B.9 ME T A L P A N E L O V E R I N S U L 8'-0 " + / - EIF S O V E R 3 " R I G I D I N S U L , V B A N D 1 2 " C M U 8'-7 " 18' - 3 " EIF S O V E R 3 " R I G I D IN S U L , V B A N D 1 0 " CM U 1'-0 " 1'-0 " HOUSEKEEPING PAD TYP VAPOR BARRIER OVER GRANULAR FILL STEEL PAN STAIR WITH HANDRAIL CMU WALL BEYOND (PT) (TYP) STL DECK AND FRAMING (PT) LEVEL 1EL 100' -0" 10 1E a4.01 TO PARAPETEL 126' -10" ROOF EL 118' -3" 12 14 EX MECH RM EL 97' -0" 1311 DC-2AHU REMOVE EXISTING EIFS AND PROVIDE NEW 5/8" GWB 8'- 0 " + / - CMU WALL BEYOND (PT) STEEL PAN STAIR TO DECK MT L P A N E L O V E R EX I S T E X T E R I O R W A L L MT L P A N E L O V E R EX I S T E X T E R I O R W A L L CMU WALL (PT) 1'- 0 " 18' - 3 " 8'-7 " EIF S O V E R 3 " R I G I D I N S U L , V B A N D 1 2 " C M U E I F S O V E R 3 " R I G I D IN S U L , V B A N D 1 0 " CM U REMOVE EXIST EIFS FOR FLASHING TIE-IN LEVEL 1 EL 100' -0" TO PARAPETEL 126' -10" ROOF EL 118' -3" 14 3" E I F S O V E R C M U 8'-7 " 3" E I F S O V E R 1 2 " C M U 18 ' - 3 " METAL PANEL AT INT OF PARAPET (TYP) BUILT-UP ROOF SYSTEM a4.01 1C Sim a4.01 1B Sim EX MECH RM EL 97' -0" VAPOR BARRIER OVER GRANULAR FILL 6" SLAB ON GRADE FLASH AND WEEP (TYP) STOOP BEYOND TO PARAPET EL 126' -10" PR E F I N M E T A L CO P I N G 6" 10" WOOD BLOCKING (TYP) PRE F I N M E T A L C O P I N G AIR AND VAPOR BARRIER 3" EIFS 3" RIGID INSUL OVER AIR AND VAPOR BARRIER FLAT LOCK METAL PANEL OVER 3/4" PLYWD ON WOOD BLOCKING ROOFEL 118' -3" 4X4 WD CANT NAILED TO PLYWOOD VAPOR BARRIER 4 PLY BUILT UP ROOF ASSEMBLY OVER 3" METAL DECK ONE PLY MODIFIED BITUMEN CAP FLASHING AND TWO PLIES OF FIBERGLASS BACKER FELT IN TYPE III ASPHALT NAIL TOP EDGE 8" O.C. BUR ASSEMBLY VAPOR RETARDER OVER 5/8" COVER BOARD 3" A 2 3 4 5 6 B C D E 1 PROJECT CLIENT ARCHITECT Alliiance 400 Clifton Avenue Minneapolis, MN 55403612.874.4100 STRUCTURAL ENGINEER Meyer, Borgman, Johnson 510 Marquette Avenue South Suite 900 Minneapolis, Minnesota 55402612 338 0713 MECHANICAL, PLUMBING, ENGINEERS Michaud Cooley Erickson 333 South Seventh Street Suite 200 Minneapolis, Minnesota 612 339 4941 CIVIL ENGINEER EVS 10025 Valley View Road 123Eden Prairie, Minnesota952 646 0236 ISSUED FOR DATE Copyright Alliiance PRELIMINARY NOT FOR CONSTRUCTION SH E E T COMMISSION NO Medtronic BCS Chiller Plant Addition BU I L D I N G SE C T I O N S , W A L L SE C T I O N S a4 . 0 1 2019 2019073 3/16" = 1'-0"1E NORTH SOUTH BUILDING SECTION 3/16" = 1'-0"2C EAST WEST BUILDING SECTION 3/8" = 1'-0"4C WALL SECTION @ EAST WALL 3" = 1'-0"1B PARAPET DETAIL 3" = 1'-0"1C ROOF DETAIL SCHEMATIC DESIGN 2019.03.29 M E M O R A N D U M DATE: July 3, 2019 TO: Ginny McIntosh, City Planner/ Zoning Administrator FROM: Andrew Hogg, Assistant City Engineer SUBJECT: Site Plan Review – Medtronic Chiller Public Works Department staff reviewed the following documents submitted for review on March 15, 2019, for the proposed Medtronic Addition: Civil Site Plans dated June 11, 2019 Subject to final staff Site Plan approval, the referenced plans must be revised in accordance with the following comments/revisions and approved prior to issuance of Land Alteration permit: C1.01 – Detail and Specifications Plan 1. Show erosion control BMPs, include rock entrance, inlet protection and silt fence 2.Protect existing City of Brooklyn Center utilities. 3.Use City details for storm and sanitary structures. Miscellaneous 4. Upon project completion, the applicant must submit an as-built survey of the property, improvements and utility service lines and structures; and provide certified record drawings of all project plan sheets depicting any associated private and/or public improvements, revisions and adjustments prior to issuance of the certificate of occupancy. The as-builtsurvey must also verify that all property corners have been established and are in place at thecompletion of the project as determined and directed by the City Engineer. 5. Inspection for the private site improvements must be performed by the developer’s design/project engineer. Upon project completion, the design/project engineer must formallycertify through a letter that the project was built in conformance with the approved plans andunder the design/project engineer’s immediate and direct supervision. The engineer must be certified in the state of Minnesota and must certify all required as- built drawings (which are separate from the as-built survey). 6.Private site building/appurtenances (e.g. light poles, signs, etc.) must not encroach on publiceasement areas. Structures within the easement area as allowed and approved by the City, will require an Encroachment Agreement. Encroachment Agreement shall have very specific details and plans pertaining to the encroachment. 7. Applicant must apply for a land disturbance permit. Exhibit B Medtronic Chiller Addition Site Plan Review Memo, July 3, 2019 Page 2 of 2 Prior to issuance of a Land Alteration 8. Final construction/demolition plans and specifications need to be received and approved by the City Engineer in form and format as determined by the City. The final plan must comply with the approved preliminary plan and/or as amended as required by the City Engineer. 9. A letter of credit or a cash escrow in the amount of 100% of the estimated cost as determined by City staff shall be deposited with the City. Anticipated Permitting: 10. A City of Brooklyn Center land disturbance permit is required. 10. Other permits not listed may be required and is the responsibility of the developer to obtain and warranted. 11. Copies of all required permits must be provided to the City prior to issuance of applicable building and land disturbance permits. 12. A preconstruction conference must be scheduled and held with City staff and other entities designated by the City. The aforementioned comments are provided based on the information submitted by the applicant at the time of this review. Other guarantees and site development conditions may be further prescribed throughout the project as warranted and determined by the City. Member introduced the following resolution and moved its adoption: RESOLUTION NO. _______________ RESOLUTION REGARDING THE RECOMMENDED DISPOSITION OF PLANNING COMMISSION APPLICATION NO. 2019-013, SUBMITTED BY ROSS NAYLOR OF ALLIIANCE, REQUESTING APPROVAL OF A SITE AND BUILDING PLAN FOR A CHILLER PLANT ADDITION (LOCATED AT 6700 SHINGLE CREEK PARKWAY) WHEREAS, Planning Commission Application No. 2019-013, submitted by Ross Naylor of Alliiance (“the Applicant”), on behalf of Medtronic, Inc. requests review and consideration for a proposed 26-foot tall, 2,600-square foot chiller plant addition to the Medtronic south building, located at 6700 Shingle Creek Parkway; and WHEREAS, on July 11, 2019, the Planning Commission received and reviewed a planning report on the proposed Site and Building Plan for a proposed chiller plant addition, to be constructed on the northeast corner of the existing Medtronic south building; WHEREAS, in utilizing the guidelines and standards for evaluating Site and Building Plans, as contained in Section 35-230 (Plan Approval) of the City’s Zoning Ordinance, along with consideration of the goals and objectives of the City’s Comprehensive Plan, the Planning Commission considers this Site and Building Plan an appropriate and reasonable addition to the Subject Property; and WHEREAS, per a noise report provided by the Applicant, the proposed chiller plant equipment would fall within the maximum allowable noise limits and would be in compliance with Minnesota Noise Pollution Control standards; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota, hereby recommends to the City Council that the Site and Building Plan for the proposed 26-foot tall, 2,600-square foot chiller plant addition, to be located at 6700 Shingle Creek Parkway, and as comprehended under Planning Commission Application No. 2019-013, be approved based upon the following conditions: A. The Site and Building Plan is compatible with the standards, purposes, and intent of the City’s Zoning Ordinance; B. The improvements and utilization of the Subject Property as proposed under the proposed addition to this site is considered a reasonable use of the Subject Property and will conform with ordinance standards; C. The Site and Building Plan proposal is considered consistent with the recommendations of the City’s Comprehensive Plan for this area of the City as the Subject Property possesses an existing land use classification of “Industrial RESOLUTION NO. and Utility,” and a future land use designation of “Business Mixed Use” under the 2040 Comprehensive Plan, which outlines “light industrial” type uses as an allowable use; D. The Site and Building Plan proposal appears to be a good long range use of the existing site and the proposed addition can be considered an asset to the community; and E. Based upon the above considerations, it is believed that the guidelines for evaluating and approving a Site and Building Plan as contained in Section 35- 230 (Plan Approval) of the City’s Zoning Ordinance are met and the Site and Building Plan proposal is, therefore, in the best interest of the community. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, that Planning Commission Application No. 2019-013, submitted by Ross Naylor of Alliiance, and on behalf of Medtronic, Inc. be approved based upon the findings of fact in the July 11, 2019 Planning Commission Report, and submitted plans, as amended by the following conditions of approval: 1. Building and Site Plan Review: The building plans are subject to review and approval by the Building Official with respect to applicable codes prior to the issuance of permits; and the final location or placement of any fire hydrants or other fire-related building code items shall be reviewed and approved by the Fire Inspector. a. Any major changes or modifications made to this Site and Building Plan can only be made by an amendment to the approved Site and Building Plan as approved by the City Council. i. Unless deemed necessary, the identified “transformer and pad,” located to the east of the proposed chiller plant addition, shall be located outside the identified City gas, water, and sewer easement. ii. Unless otherwise determined, construction set plans shall be updated to reflect installation of a fire sprinkler system and access. b. The Applicant shall work with the City/Fire Department to ensure adequate access is provided for emergency vehicles. c. The Applicant shall verify that the proposed building and site has met City Code requirements. d. A pre-construction conference shall be held with City staff and other entities designated by the City prior to issuance of a Building Permit. 2. Agreements: a. Unless otherwise noted, the Property Owner/Developer shall execute a separate Performance Agreement with supporting financial guarantee approved by the City, which ensures the Subject Property will be constructed, developed, and maintained in conformance with the plans, specifications, and standards comprehended under RESOLUTION NO. this Site and Building Plan. b. The Applicant shall submit an as-built survey of the Subject Property, as well as any improvements and utility service lines, prior to release of the performance guarantee. 3. Engineering Review: The Applicant agrees to comply with all conditions or provisions noted in the City Engineer’s Review memorandum, dated July 3, 2019: a. Final grading, drainage, utility, irrigation, erosion control, and as-built plans, and any other site engineering related issues are subject to review and approval by the City Engineer prior to the issuance of permits. b. The Applicant shall work with the City to obtain an Encroachment Agreement for any areas disturbed within the identified City gas, water, and sewer easement along the Medtronic south building. This Agreement shall be in place prior to the release of any building permits related to the proposed chiller plant addition. 4. Construction Standards: a. Appropriate erosion and sediment control devices shall be provided on site during construction as approved by the City’s Engineering Department. b. All work performed and materials used for construction of utilities shall conform to the City of Brooklyn Center Standard Specifications and Details. 5. Facilities and Equipment: a. Any outside trash disposal facilities and rooftop or ground mechanical equipment shall be appropriately screened from view per City Code requirements. b. Any outdoor enclosures shall be constructed with materials that are complementary to the principal building. c. The Applicant shall comply with the special requirements for I1-zoned properties as identified under Section 35-413 of the Zoning Ordinance. d. A photometric plan and lighting specifications shall be provided for any lighting proposed for the chiller plant addition. Lighting shall meet the provisions of Section 35-712 (Lighting) with regard to maximum foot-candles for both the surrounding non-residential, as well as residential properties. 6. Landscaping: a. An updated landscaping inventory shall be provided to the City as part of the building permit process for verification of conformance with the City’s Landscape Point System Policy. i. Any identified missing trees or shrubs from the last updated landscaping inventory (dated February 6, 2001) will require replacement as a condition of approval. RESOLUTION NO. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Ginny McIntosh, City Planner / Zoning Administrator SUBJECT:Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-012 for Preliminary and Final Plat Approval of the Emerson EDA Addition (Located at 5355 and 5357 Emerson Avenue North) Requested Council Action: - Motion to approve a resolution regarding Planning Commission Application No. 2019-012, approving a preliminary and final plat for the EMERSON EDA ADDITION, based on the findings of fact and submitted plans, as amended by the conditions of approval in the resolution. Background: Brett Angell, Business and Workforce Development Specialist for the City of Brooklyn Center, (“the Applicant”), on behalf of the Economic Development Authority of Brooklyn Center, is requesting review and consideration of preliminary and final plat approval for the consolidation of EDA-owned lots, located at 5355 and 5357 Emerson Avenue North (“the Subject Property”) into one R2 (Two Family Residence) zoned lot. Consolidation of the aforementioned lots would allow for the future construction of a new single family home in the southeast quadrant of the City. Requests for approval of the plat require that a public hearing be scheduled in accordance with Section 15-104 (Preliminary Plan) of the Platting Ordinance. An Affidavit of Publication confirmed publication of the public hearing notice in the Brooklyn Center Sun Post on June 27, 2019. Mail notices were also sent to neighboring property owners. On July 11, 2019, the Planning Commission held a public hearing regarding the request for plat approval of EMERSON EDA ADDITION. No comments were received prior to or during the public hearing; however, the Applicant was available to answer any questions. No questions were presented by the Planning Commission. Following close of the public hearing, the Planning Commission elected to unanimously (6-0) recommend City Council approval of the requested preliminary and final plats for EMERSON EDA ADDITION for the Subject Property for 5355 and 5357 Emerson Avenue North, subject to the Applicant complying with the conditions as outlined in the Planning Commission Report dated July 11, 2019, and associated resolution. A copy of the Planning Commission Report for Planning Commission Application No. 2019-012, dated July 11, 2019, and the City Council resolution is included with this memorandum. Budget Issues: None to consider at this time. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type July 11, 2019 Planning Commission Report 7/17/2019 Backup Material Resolution-Disposition of Planning Commission Application No. 2019-012, Requesting Preliminary and Final Plat Approval for the Emerson EDA Addition 7/17/2019 Resolution Letter App. No. 2019-012 PC 07/11/2019 Page 1 Planning Commission Report Meeting Date: July 11, 2019 Application No. 2019-012 Applicant: Brett Angell (“The Applicant”), Representing the Economic Development Authority of Brooklyn Center (“The EDA”) Location: 5355 and 5357 Emerson Avenue North Request: Preliminary/Final Plat Approval REQUESTED ACTION The Economic Development Authority (“The EDA”) of Brooklyn Center is requesting preliminary and final plat approval to consolidate two parcels (“Subject Properties”) into a single parcel, to be known as EMERSON EDA ADDITION. These parcels are located at the southwest corner of 54th Avenue North and Emerson Avenue North (Exhibit A). As the request is for plat approval, a public hearing notice was published in the Brooklyn Center Sun Post on June 27, 2019, and notices were mailed to neighboring property owners (Exhibit B). As of the date of this report, the City has not received any comments from the public regarding the plat proposal. BACKGROUND The Applicant is requesting approval for a preliminary and final plat of the Subject Properties to consolidate two residential parcels into a single parcel currently located at the corner of 54th Avenue North and Emerson Avenue North (refer to Map 1 below). Map 1. 5355 and 5357 Emerson Avenue North The EDA acquired the lot located at 5355 Emerson Avenue North from Hennepin County Tax Forfeited Lands on October 8, 2018, for approximately $26,000. The single family home formerly located at 5355 Emerson Avenue North was damaged by a fire in 2013 and sat vacant until the home was demolished in 2015. Prior to its demolition, the property had fallen into disrepair and property records indicate the • Application Filed: 6/11/2019 • Review Period (60-day) Deadline: 08/10/2019 • Extension Declared: N/A • Extended Review Period Deadline: N/A App. No. 2019-012 PC 07/11/2019 Page 2 City abated the property, with costs to demolish the home assessed to the property taxes. The EDA also currently owns 5357 Emerson Avenue North, situated due north of 5355 Emerson Avenue North. City records indicate that the property was originally developed in 1905 and a portion of building was utilized as a corner neighborhood store. The EDA acquired this property in July 2016 for a purchase price of $60,000 when the previous owner relocated to a nursing home. At the time of the EDA purchasing 5357 Emerson Avenue, the ultimate intent was to combine the lot with 5355 Emerson Avenue North and to sell the property to be redeveloped into a single family home. Site Data: 2040 Land Use Plan: Low-Density Residential Neighborhood: Bellvue Current Zoning: R2 (One and Two Family Residence) Site Area: 0.12 and 0.13 acres, respectively Surrounding Area: Direction 2040 Land Use Plan Zoning Existing Land Use North Low-Density Residential R-1 (One Family Residence) SF Detached South Low-Density Residential R2 (One and Two Family Residence) SF Detached East Low-Density Residential R2 (One and Two Family Residence) SF Detached West Low-Density Residential R2 (One and Two Family Residence) SF Detached Comprehensive Plan The 2040 Comprehensive Plan guides the use of this property as “Low Density Residential,” which is defined as densities ranging from 3-5 dwelling units per acre. The 2040 Comprehensive Plan also identifies the following Housing and Neighborhood Goals: • Promote a diverse housing stock that provides safe, stable, and accessibly housing options to all of Brooklyn Center’s residents. • Recognize and identify ways to match Brooklyn Center’s housing with the City’s changing demographics. By creating a larger lot that meets the general minimum setback requirements for residential parcels in Brooklyn Center, this request for a preliminary and final plat approval will create the opportunity for redevelopment on a residential lot that has been vacant for several years and provide the neighborhood with a new kind of housing stock. Zoning Currently, the Subject Properties are zoned under an R2 (One and Two Family Dwelling) District designation. The lots located at 5355 and 5357 Emerson Avenue North both have an approximate width of 40 feet, respectively, which alone would not meet the minimum lot width required for either a one- or two-family R2 District property on a corner lot. For reference, Table 1 below outlines the minimum lot width requirements for an R2 one-family corner lot: App. No. 2019-012 PC 07/11/2019 Page 3 R2 District (Corner Lot) Minimum Lot Area (Square Feet) Minimum Lot Width (Feet) Front Setback (Feet) Rear Setback (Feet) Interior Setback (Feet) Corner Setback (Feet) One Family 8,750 75 35 10 10 25 Two Family 6,200/ per unit 90 35 10 10 25 Table 1. Section 35-400 (Table of Minimum District Requirements). The combined width of the two lots at a total of 80 feet would allow the newly consolidated parcel to meet the setback requirements for an R2 one-family property, but not a two-family property. Site Conditions Currently, the Subject Properties are comprised of vacant land. In anticipation of the lot consolidation, the EDA has begun the process of drafting a Request for Proposals (RFP), which would solicit bids for a developer to build a home on the site. The properties abut an alleyway on the west side that separates the property from the 5400 block of Fremont Avenue North. There is a concrete apron and curb cut that remains on the Emerson Avenue side of the 5357 Emerson Avenue parcel (refer to Image 1 below). Should the Subject Property be developed into a single family home with alley-way oriented garage, City staff would request that the remaining curb cut be removed. Existing public utilities still remain on site. Image 1. Existing Conditions at 5355 and 5357 Emerson Avenue North ASSISTANT CITY ENGINEER REVIEW Per Assistant City Engineer Andrew Hogg, there are no comments from Engineering regarding this application. Should a building permit be submitted to build on the Subject Property, the Assistant City Engineer will review the permit application at that time. FIRE INSPECTOR | BUILDING OFFICIAL REVIEW Per Building Official Dan Grinsteinner and Fire Inspector Brandon Gautsch, there are no comments regarding the application at this time. Should a building permit be submitted to build on the Subject Property, the Building Official and Fire Inspector will review the permit application at that time. App. No. 2019-012 PC 07/11/2019 Page 4 CONDITIONS OF APPROVAL Staff recommends the following conditions be attached to any positive recommendation on the approval of Planning Commission Application No. 2019-012 for preliminary and final plat approval of EMERSON EDA ADDITION: 1. As part of final plat approval, mylar copies shall be in substantial conformance with the referenced plans, unless modified by any staff recommended conditions. As part of this process, the Applicant shall: a. Provide two mylar copies as part of final plat approval; and b. Provide an updated certified abstract of title or registered property report to the City Attorney or City Planner for review. c. Pending approval of final plat, the Applicant shall record the plat with the County Register of Deeds or Register of Titles within 30 days after the date of approval; otherwise, the approval of the final plat shall be considered void. RECOMMENDATION Based on staff findings of fact, it is recommended that Planning Commission recommend City Council approval of the requested preliminary and final plat for EMERSON EDA ADDITION, subject to the Applicant complying with the conditions as outlined in the associated resolution. Attachments Exhibit A – Planning Commission Application No. 2019-012 and Submitted Plans. Exhibit B – Public Hearing Notice, published by Brooklyn Center Sun Post, dated June 27, 2019. Exhibit A OWNER:OWNER: OWNER:OWNER:OWNER:OWNER: o f EXISTING CONDITIONS AND PRELIMINARY PLATCity of Brooklyn Center (EDA) 6301 Shingle Creek Parkway Brooklyn Center, MN, 55430 R E V I S I O N S 1 . 2 . 3 . 4 . 5 . 6 . D R A W N B Y : I S S U E D A T E : b j s 5 / 6 / 1 9 Emerson EDA Addition Brooklyn Center, Minnesota f:\jobs\8021 - 8040\8023 - n. & e. perkins add to mpls replat\cad c3d\survey\8023_xcon-pre plat.dwgSave Date:06/17/19 F I L E N O : 1 9 2 1 3890 Pheasant Ridge Drive NE, Suite 100, Blaine, MN 55449 Phone: 763-489-7900 Fax: 763-489-7959 ENVIRONMENTAL ◦ ENGINEERING ◦ SURVEYING L E G E N D D a n i e l S . H a n s o n 6 / 1 1 / 1 9 L i c e n s e # : I h e r e b y c e r t i f y t h a t t h i s s u r v e y , p l a n o r r e p o r t w a s p r e p a r e d b y m e o r u n d e r m y d i r e c t s u p e r v i s i o n a n d t h a t I a m a d u l y l i c e n s e d l a n d s u r v e y o r u n d e r t h e l a w s o f t h e S t a t e o f M i n n e s o t a N a m e : S i g n a t u r e : D a t e : V I C I N I T Y M A P 5 2 1 4 0 1 1 S I T E D A T A EME R S O N E D A A D D I T I O N S E T B A C K D A T A E N V I R O N M E N T A L ◦ E N G I N E E R I N G ◦ S U R V E Y I N G E M E R S O N E D A A D D I T I O N VICINITY MAP Exhibit B Member introduced the following resolution and moved its adoption: RESOLUTION NO. _______________ RESOLUTION REGARDING THE RECOMMENDED DISPOSITION OF PLANNING COMMISSION APPLICATION NO. 2019-012, SUBMITTED BY BRETT ANGELL ON BEHALF OF THE ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER FOR PRELIMINARY AND FINAL PLAT APPROVAL OF THE EMERSON EDA ADDITION (LOCATED AT 5355 AND 5357 EMERSON AVENUE NORTH) WHEREAS, Planning Commission Application No. 2019-012, submitted by Brett Angell on behalf of the Economic Development Authority of Brooklyn Center (“the Applicant”) requests review and consideration of preliminary and final plat approval to consolidate two currently vacant Subject Properties located at 5355 and 5357 Emerson Avenue North (“the Subject Properties”) into one parcel, to be known as EMERSON EDA ADDITION; and WHEREAS, the Economic Development Authority of Brooklyn Center (“The EDA”) acquired the lot located at 5355 Emerson Avenue North from Hennepin County Tax Forfeited Lands on October 8, 2018, and the EDA previously acquired the 5357 Emerson Avenue lot in July 2016; and WHEREAS, per Section 35-400 ( Table of Minimum District Requirements ) consolidation of the two lots would allow for construction of a single family home in the R2 (Two Family Residence) District; and WHEREAS, The request complies with the general goals and objectives of the City’s 2040 Comprehensive Plan 2040, which identifies Housing and Neighborhood Goals for the community such as promoting a diverse housing stock that provides safe, stable, and accessible housing options to all of Brooklyn Center’s residents; and WHEREAS, per City Code Section 15-104 (Preliminary Plan ), the Applicant has submitted an application to the City of Brooklyn Center for official consideration under Planning Commission Application No. 2019-012; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota held a duly noticed and called public hearing on July 11, 2019, whereby a planning staff report was presented and public testimony regarding the request were received; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota considered the request in light of all testimony received, the guidelines and standards for evaluating this preliminary and final plat contained in Chapter 15 ( Platting ) of the City’s Platting Ordinance. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, that Planning Commission Application No. 2019-012, submitted by Brett Angell on behalf of the Economic Development Authority of Brooklyn Center for the Subject RESOLUTION NO. Properties located at 5355 and 5357 Emerson Avenue North be approved based upon the following considerations: 1. As part of final plat approval, mylar copies shall be in substantial conformance with the referenced plans, unless modified by any staff recommended conditions. As part of this process, the Applicant shall: a. Provide two mylar copies as part of final plat approval; b. Provide an updated certified abstract of title or registered property report to the City Attorney or City Planner for review; and c. Pending approval of final plat, the Applicant shall record the platy with the County Register of Deeds or Register of Titles within 30 days after the date of approval; otherwise, the approval of the final plat shall be considered void. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Ginny McIntosh, City Planner / Zoning Administrator SUBJECT:Resolution Regarding the Recommended Disposition of the Planning Commission Application No. 2019-010, for Rezoning, Special Use Permit, and Site & Building Plan Approval (Located at 5300 Dupont Avenue North) Requested Council Action: - (i) Motion to adopt a resolution to approve Planning Commission Application No. 2019-010 for Rezoning, Special Use Permit, and Site and Building Plan approval for the Subject Property located at 5300 Dupont Avenue North, based on the findings of fact and submitted plans, as amended by the conditions of approval in the resolution. - (ii) Motion to approve a first reading of an ordinance amending Chapter 35 of the Zoning Code of Ordinances regarding the zoning classification of 5300 Dupont Avenue North, and set the second reading and public hearing for August 12, 2019. Background: Lori and James Dean (“The Applicants”) are requesting approval for a site and building plan to construct an addition on the rear portion of the building located at 5300 Dupont Avenue North (“Subject Property”), which would allow for an office expansion, the addition of a new bathroom, and construction of indoor storage space. Currently, additional materials are being stored in two trailers where the proposed addition would be located. These trailers are attached by way of a loading dock to the back of the building. The Subject Property is currently a legal nonconforming use, and does not allow for any expansion to the structure per Section 35-111 (Nonconforming Uses). In order to accommodate the request, the Subject Property would need to be re-zoned from its current designation of R2 (Two Family Residence) District to C2 (Commerce) District. Given that the Subject Property has been home to a motor vehicle repair shop at this location for at least 75 years, this type of use would also require issuance of a Special Use Permit as related to the re-zoning request. In reviewing the request, City staff determined that, as the associated business on-site, Christy’s Automotive, has continually operated at the location of the Subject Property since at least 1944, was previously zoned “B3 General Business District” up until sometime before 1972, before being re-zoned to R2 (Two Family Residence) District for reasons unknown, and as the City’s 2040 and 2030 Comprehensive Plans both outline the Subject Property for a commercial type land use, there is merit to re-zoning the Subject Property from R2 to C2 (Commerce) District. Although Special Use Permits for “motor vehicle repair” type uses are not typically permitted for properties adjacent to R1, R2, or R4-zoned properties, City staff determined that as the associated business has run continuously since at least 1944, and was developed prior to all other immediately adjacent properties, there is merit to allowing for the issuance of a Special Use Permit. Furthermore, the 2040 Comprehensive Plan outlines a general desire from residents to offer locally-owned, “neighborhood-based services” within residential neighborhoods and further identified a Future Land Use Designation of “Commercial” for the Subject Property with adjacent “Low-Density Residential.” On July 11, 2019, the Planning Commission held a public hearing regarding the request for the rezoning/Special Use Permit in relation to the overarching desire to construct an approximately 975-square foot addition on the north side of the existing shop. One resident contacted the City prior to the public hearing with questions relating to drainage on the Subject Property, lighting, and fencing. Additional members of the public were in attendance at the public hearing to speak in support of the proposed requests by the Applicant and intent to construct an addition on the Subject Property. The aforementioned resident with concerns relating to drainage, lighting, and fencing, was also in attendance at the meeting. The Applicant was available to answer questions of the Planning Commission and received information from the resident regarding the current fencing, lighting, and drainage on the Subject Property. Following close of the public hearing, the Planning Commission elected to unanimously (6-0) recommend City Council approval of the rezoning, Special Use Permit, and Site and Building plan request for construction of an approximately 975-square foot addition. While City staff proposed potential amendments to the resolution, which would have required (1) gutters to be directed away from residential properties, (2) the installation of an opaque fence or slats along the adjacent residential properties, and (3) existing lighting fixtures to comply with City Code requirements, the Planning Commission chose not to amend the resolution presented to incorporate the aforementioned items. A copy of the Planning Commission Report for Planning Commission Application No. 2019-010, dated July 11, 2019, and the City Council resolution regarding the approval of the re-zoning, Special Use Permit, and Site and Building Plan requests are included with this memorandum. As the request by the Applicant includes a request to re-zone the Subject Property from R2 (Two Family Residence) District to C2 (Commerce) District, City Code dictates that the City Zoning Ordinance be amended to reflect the re-zoning. A draft copy of the ordinance language is included for review. Should the City Council proceed with the re-zoning, a motion to approve a first reading of an ordinance amending Chapter 35 of the Zoning Code of Ordinances regarding the Subject Property located at 5300 Dupont Avenue North would be needed. Following the motion for approval of the first reading, a second reading and public hearing would be scheduled for August 12, 2019. Budget Issues: None to consider at this time. Strategic Priorities and Values: Enhanced Community Image ATTACHMENTS: Description Upload Date Type PC Staff Report and Exhibits - 5300 Dupont Avenue North (Christy's Automotive)7/17/2019 Backup Material Resolution-Disposition of Planning Commission Application No. 2019-010, Submitted by Lori and James Dean of Boulevard Holdings LLC. for Rezoning, Special Use Permit, and Site & Building Plan Approval 7/17/2019 Resolution Letter Ordinance-Amending Chapter 35 of City Code of Ordinances Regarding Lot 11, Block 4 of the Bellvue Acres Addition (Locally Identified as 5300 Dupont Avenue North) 7/17/2019 Ordinance App. No. 2019-010 PC 07/11/2019 Page 1 Planning Commission Report Meeting Date: July 11, 2019 Application No. 2019-010 Applicants: Lori and James Dean (Boulevard Holdings, LLC) Location: 5300 Dupont Avenue North (PID: 01-118-21-34-0085) Requests: (1) Rezoning, (2) Special Use Permit, and (3) Site & Building Plan Approval REQUESTED ACTION Lori and James Dean (“The Applicants”) are requesting approval for a site and building plan to construct an addition on the rear portion of the building located at 5300 Dupont Avenue North (“Subject Property”), which would allow for additional office and storage space (Exhibit A). Currently, additional materials are being stored in two trailers where the proposed addition would be located. These trailers are attached by way of a loading dock to the back of the building. The Subject Property is currently a legal nonconforming use, and does not allow for any expansion to the structure per Section 35-111 (Nonconforming Uses). In order to accommodate the request, the property would need to be re-zoned from its current designation of R2 (Two Family Residence) District to C2 (Commerce) District. Given that the Subject Property has been home to a motor vehicle repair shop at this location for at least 75 years, this type of use would require issuance of a Special Use Permit. BACKGROUND The current structure where the business is located was originally built in 1944 on a 0.43 acre lot, and has been continuously operated as an automotive service center in the Bellvue neighborhood for over 75 years. Map 1. Aerial of Subject Property (2018 Hennepin County Imagery). • Application Filed: 6/11/2019 • Review Period (60-day) Deadline: 08/10/2019 • Extension Declared: N/A • Extended Review Period Deadline: N/A App. No. 2019-010 PC 07/11/2019 Page 2 As part of the application for re-zoning, a public hearing notice was duly published in the Brooklyn Center Sun Post on June 27, 2019 (Exhibit B), and notices were mailed to adjacent property owners. As of the date of this report, the City has not received any comments from the public about this proposal. It should be noted that the public notice published outlined a re-zoning of the Subject Property from an R2 (Two Family Residence) District property to a C1 (Service/Office) District property. Following additional review by City staff, it was determined that the Subject Property should be re-zoned to a C2 (Commerce) District property, which requires issuance of a Special Use Permit. Additional analysis on the Special Use Permit can be found later in the staff report. SITE DATA 2040 Land Use Plan: Commercial Neighborhood: Bellvue Current Zoning: R2 (Two Family Residence) District Site Area: 0.43 acres Surrounding Area Direction 2040 Land Use Plan Zoning Existing Land Use North Low-Density Residential R2 (One and Two Family Residence) SF Detached South Low-Density Residential One Family Residence (Minneapolis) SF Detached (Minneapolis) East Low-Density Residential R2 (One and Two Family Residence) SF Detached West Low-Density Residential and High-Density Residential R2 (One and Two Family Residence) and R4 (Multiple Family Residence) SF Detached and Apartments COMPREHENSIVE PLAN The Applicants’ proposal is consistent with the goals outlined in City’s draft of the 2040 Comprehensive Plan (“The Plan”), which lists the Subject Property’s projected future land use as “Commercial” (Refer to Map 2 below). During the public engagement process for the 2040 Comprehensive Plan, residents requested that more local services, restaurants, and retail opportunities be established within neighborhood locations. One of the goals outlined in the Land Use & Redevelopment Chapter of The Plan calls for the City to, “enhance and maintain existing neighborhoods through proper land use designations and clear supportive zoning that makes reinvestment and rehabilitation easy for residents.” The 2030 Plan also denoted a commercial type land use for the Subject Property. App. No. 2019-010 PC 07/11/2019 Page 3 Map 2. Subject Property with Commercial Land Use Designation (2040 Brooklyn Center Comprehensive Plan). REZONING Under Section 35-111 (Nonconforming Uses) of the City Code, the continued use of any nonconforming building existing at the time of adoption of the City ordinance is permitted as long as the nonconforming use is not enlarged or increased or occupy a greater area of land. The current proposal would expand the existing building by approximately 975 square feet to incorporate an addition to the structure that would allow for the indoor storage of materials that are currently being stored outside in trailers and within a fenced area, allow for an office expansion, and install a new bathroom. According to City records, a 1961 zoning map retrieved from City archives indicates that the Subject Property was previously zoned as a commercial property (B3-General Business District). However; a zoning map from 1972 indicates that the property was re-zoned to an R2 (Two Family Residence) District property in the intervening period (Refer to Map 3 below). As archived records from that era are incomplete, staff was unable to find documentation as to the rationale for the zoning change. Map 3. Subject Property with B-3 Zoning Designation (1961 Zoning Map) and R2 Zoning Designation (1972 Zoning Map). App. No. 2019-010 PC 07/11/2019 Page 4 It is the policy of the City that: a) Zoning classifications must be consistent with the Comprehensive Plan, and b) Rezoning proposals shall not constitute “spot zoning,” defined as a zoning decision which discriminates in favor of a particular landowner, and does not relate to the Comprehensive Plan or to accepted planning principles. The City Zoning Code also stipulates that the requested zoning change address the following guidelines (responses from City staff are italicized) per Section 35-208 (Rezoning Evaluation Policy and Review Guidelines): a. Is there a clear and public need or benefit? The Subject Property currently provides services to the immediate neighborhood and vicinity as an auto repair shop. The existence of Christy’s Auto Service (Subject Property) provides residents and other customers with a locally-owned shop and service in a residential neighborhood that has not changed much from when it was originally opened at this location 75 years ago in what was then the Village of Brooklyn Center. The business itself is over 80 years old. During the engagement process for the 2040 Comprehensive Plan, residents noted a desire for local service options within the City, rather than having to leave the City limits for their day-to- day needs. b. Is the proposed zoning consistent with and compatible with surrounding use classifications? The proposed zoning would result in the Subject Property being the only C2 (Commerce) District zoned property in the nearby vicinity; however, this particular property has a long-standing history in the Bellvue neighborhood and per previous zoning maps on record, was previously zoned “B-3 General Business District” up until around 1972, when the zoning of the entire area covering the majority of Russell Avenue North to Interstate 94 and 53rd Avenue North (Minneapolis border) to 55th Avenue North was re-zoned to “R2 Two Family Residence” District. These changes also resulted in the rezoning of six other properties to the R2 District. City staff reviewed Planning Commission and City Council records on file but were unable to identify the reasoning for these re-zonings. With the exception of the Subject Property, all other properties were either developed into residential properties (both R2 (Two Family Residence) and R4 (Multiple Family Residence) Districts) or are currently being used for pedestrian and bicycle paths. c. Can all permitted uses in the proposed zoning district be contemplated for development of the Subject Property? There are no plans to redevelop the Subject Property at this time. The requested re-zoning is to allow for improvements to be made on the Subject Property. As the Subject Property is non- conforming, these improvements cannot be made without approval of a re-zoning and the related issuance of a Special Use Permit. Based on a review of permitted uses allowed in the C2 (Commerce) District, as identified in App. No. 2019-010 PC 07/11/2019 Page 5 Section 35-322 (C2 Commerce District) of the City Code, the Zoning Code would allow for only select types of uses on the Subject Property due to the overall size of the Subject Property at only 0.43 acres in size, and general site constraints. The Subject Property would, however, allow for certain neighborhood serving uses, such as restaurants and coffee shops, retailers of merchandise, repair shops, drop-in child care centers, medical and dental laboratories, and contractor offices. Certain other C2 District uses, such as hospitals and nursing homes, would find the site too constraining as a standalone site. d. Have there been substantial physical or zoning classification changes in the area since the subject property was zoned? The surrounding neighborhood is primarily residential, consisting of residential homes on smaller lots, with some R4 District-zoned apartment buildings and churches located on corners in the vicinity of the Subject Property. This area of Brooklyn Center (Bellvue Neighborhood), in relation to the rest of Brooklyn Center, was primarily developed earlier than other parts of the City, as it straddles the northern border of the City of Minneapolis. The Subject Property itself, in reviewing historic aerial imagery and photography, has overwhelmingly remained the same, aesthetically. Please refer to Images 1 and 2 on page 8 of the report for comparison. e. In the case of City-initiated rezoning proposals, is there a broad public purpose evident? Not applicable. This is not a City-initiated rezoning proposal. The Applicants have made a request to rezone the Subject Property in order to conduct improvements to the property. f. Will the Subject Property bear fully the ordinance development restrictions for the proposed zoning districts? Staff believes the new zoning designation for the Subject Property is specific only to proposed continuation of the business located on the Subject Property at 5300 Dupont Avenue North. Although there are certain non-conformities, such as the building’s setbacks, the proposed associated improvements would result in no greater non-conformities than are already in existence. City staff has requested that the Applicant address certain outstanding issues with the site as part of any Site and Building Plan approval, including the re-striping of the parking lot, and construction of a trash enclosure. The building has been in existence since at least 1944, and the new addition should be easily accommodated on the site as it will fall within the existing building envelope. g. Is the Subject Property generally unsuited for uses permitted in the present zoning district, with respect to size, configuration, topography, or location? Yes, as this type of use is not permitted in an R2 (Two Family Residence) District. That said, the Subject Property and its related business appear to have successfully functioned in the same location since 1944. The associated request to build an approximately 975-square foot addition on to the back of the building would not expand outside the building’s existing outer footprint. App. No. 2019-010 PC 07/11/2019 Page 6 The Subject Property’s location on a corner also provides greater access via two drives for cars to be serviced. The Site and Building Plan request (below) is not to address configuration issues, but rather to provide more permanent interior storage and office expansion upgrades. h. Will the rezoning result in the expansion of a zoning district, warranted by: 1) Comprehensive Planning; 2) The lack of developable land in the proposed zoning district; or 3) The best interests of the community? The 2040 Comprehensive Plan outlines the Subject Property’s future land use as “Commercial,” and serves as a continuation to the 2030 Comprehensive Plan’s belief that the Subject Property is intended for a commercial type use. Although the City is overwhelmingly built out, this is a longstanding business seeking to remain in the same location it has been for the past 75 years. By keeping the associated Christy’s Auto Service on the Subject Property, this addresses a need outlined by residents during the 2040 Comprehensive Plan community engagement process to provide for, protect, and promote locally owned businesses here in the City. i. Does the proposal demonstrate merit beyond the interests of an owner or owners of an individual parcel? Yes. The request by the Applicants are not to bring a new business to a residential neighborhood, but rather to keep an existing business at its current location and allow for improvements to be made to the Subject Property. By removing the existing trailers from the loading dock on the back of the building and constructing a true brick and mortar addition, the Applicants are investing in the City of Brooklyn Center and the surrounding neighborhood, and addressing potential code issues, as per Section 35-412 (Special Requirements in C2 Districts), outside storage in trailers is not permitted. Based on the above-noted findings of fact contained in this report, City staff recommends the Planning Commission recommend City Council approval of the requested re-zoning of the Subject Property located at 5300 Dupont Avenue North from R2 (Two Family Residence) District to C2 (Commerce) District. SPECIAL USE PERMIT In order to accommodate the Applicants’ request to construct an approximately 975-square foot addition onto the north side of their existing building, the Subject Property needs to be re-zoned. As the request would require a re-zoning to C2 (Commerce) District and the existing use of the Subject Property is for motor vehicle repair, a Special Use Permit is now required. It should be noted that, to City staff knowledge, the Subject Property has never been in possession of a Special Use Permit as the existing Christy’s Auto Service business located on the Subject Property has been in existence since before Brooklyn Center was a city. As the motor vehicle repair business is a “non-conforming use” and as the Applicants wish to invest in their property by constructing an approximately 975-square foot addition, the issuance of a Special Use Permit is tied to the request to re- zone the property to C2 (Commerce) District. According to Section 35-220 (Special Use Permits) of the City’s Zoning Ordinance, App. No. 2019-010 PC 07/11/2019 Page 7 “Special uses are those which may be required for the public welfare in a given district but which are, in some respects, incompatible with the permitted uses in the district. Before a building or premises is devoted to any use classified as a special use by this ordinance, a special use permit must be granted by the City Council.” Section 35-322 (C2 Commerce District) notes that “Gasoline service stations (see section 35-414), motor vehicle repair and auto washes, provided they do not abut an R1, R2, or R4 district, including abutment at a street line” and “The sale or vending at gasoline service stations of items other than fuels, lubricants or automotive parts and accessories (and other than the vending of soft drinks, candy, cigarettes and other incidental items for the convenience of customers within the principal building) provided adequate parking is available consistent with the Section 35-704, 2 (b) and 2 (c),” are permitted in the C2 (Commerce) District by Special Use only. This particular property features a set of unique circumstances in that, under the current Zoning Ordinance, the associated business (Christy’s Auto Service) would not be allowed in its location today as it is adjacent to R2 (Two Family Residence) and R4 (Multiple Family Residence) District-zoned properties. It should be noted that the Subject Property was developed prior to any of the properties immediately surrounding it, with the exception of a residential home located kitty-corner to the Subject Property on the Minneapolis side of 53rd Avenue North, which was constructed in 1926. Hennepin County records notes a build date of 1944 for the Subject Property located at 5300 Dupont Avenue North, whereas the surrounding residential properties were all developed between 1947 and 1960. Per the Standards of Special Use Permits, a Special Use Permit may be granted by the City Council after demonstration by evidence that all of the following are met: 1. The establishment, maintenance, or operation of the special use will promote and enhance the general public welfare and will not be detrimental to or endanger the public health, safety, morals, or comfort. 2. The special use will not be injurious to the use and enjoyment of other property in the immediate vicinity for the purposes already permitted, nor substantially diminish and impair property values within the neighborhood. 3. The establishment of the special use will not impede the normal and orderly development and improvement of surrounding property for uses permitted in the district. 4. Adequate measurements have been or will be taken to provide ingress, egress, and parking so designed as to minimize traffic congestion in the public streets. 5. The special use shall, in all other respects, conform to the applicable regulations of the district in which it is located. There are no plans by the Applicants/Property Owners to alter the use of the existing building and associated business with the exception of constructing an approximately 975-square foot addition onto the north side of the building for indoor storage of materials and supplies, an expanded office space, and a bathroom. The Applicants have indicated no plans to alter any of the existing ingress, egress, or parking, with the exception of a City staff request to stripe the parking lot to comply with City Code App. No. 2019-010 PC 07/11/2019 Page 8 requirements. While Section 35-412 (Special Requirements in C2 Districts) dictates that any storage, such as the storage of vehicles, take place within an enclosed building or behind an opaque fence high enough to completely screen anything beyond it, City staff visited the Subject Property and determined that a fence would not be required so long as any vehicles receiving service are parked in an orderly fashion in marked spaces. Given that the business was established on the Subject Property 75 years ago, City staff has determined that the continued operation of the motor vehicle repair shop is of minimal detriment to the public health, safety, morals, or comfort of the surrounding neighborhood. The expansion of the business is to relocate items currently being stored outside indoors, construct a new bathroom, and expand the office space, which in turn would serve as an improvement to the neighborhood. Based on the above-noted findings of fact contained in this report, City staff recommends the Planning Commission recommend City Council approval of the requested issuance of a Special Use Permit to allow for the continued operation of a motor vehicle repair shop. This request is tied to the associated request to re-zone the Subject Property from R2 (Two Family Residence) District to C2 (Commerce) District. SITE AND BUILDING PLAN Image 1. Historic Photo of Christy’s Auto Service (Source: www.christysautoservice.com). Image 2. Current Photo of Christy’s Auto Service-View from South of Subject Property (Source:www.christysautoservice.com). As the request is to re-zone the Subject Property from R2 (Two Family Residence) District to C2 (Commerce) District, Section 35-230 (Plan Approval) requires site and building plan approval to App. No. 2019-010 PC 07/11/2019 Page 9 construct the proposed addition on the north side of the existing building. Site Design The new approximately 975-square foot addition proposed for the north side of the property features a garage door entrance. The exterior of the addition, when completed, will be constructed of the same stucco façade as the existing structure. Currently, the area that is proposed for an addition is being utilized as storage space with trailers within a fenced area. Per the Applicant, items such as tires, rims, and drums are stored in this location. Based on the submitted plans, staff determined that designing an addition where the trailers are currently stored could mitigate potential code enforcement issues related to the outdoor storage of materials. Please refer to Images 3, 4, and 5 below for the current conditions. Image 3. Existing Trailers and Storage on Subject Property-North Building Elevation. Image 4. Existing Trailers and Storage on Subject Property. App. No. 2019-010 PC 07/11/2019 Page 10 Image 5. Existing Trailers and Storage on Subject Property-View from Dupont Avenue North. Image 6. Rendering of Proposed New Addition to Subject Property-North Elevation. Image 7. Interior Layout of Proposed New Addition to Subject Property. App. No. 2019-010 PC 07/11/2019 Page 11 SETBACKS Image 8. Site Plan of Proposed Addition to Subject Property (Highlighted in Red). In the case of C2-zoned properties located on a corner lot, the general minimum requirement for a front setback is 35 feet, and a corner setback of 25 feet. Considering the Subject Property is situated on a corner lot, Section 35-400 (Table of Minimum District Requirements) notes that in the case of corner lots, “the lot lines not abutting street right-of-way shall, for the purpose of this ordinance, be considered side-interior lot lines, and except as otherwise provided, the use shall adhere to the setback requirements set out for interior side yards.” Therefore, the minimum setbacks for the interior side and rear are 10 feet, respectively. The new addition would only have an effect on the rear and corner side yard setbacks. As proposed, the addition would be situated 46.3 feet from the corner property line, and the rear of the addition would align with the existing building footprint at 48.7 feet. In addition, the proposed addition would be flush with the existing height of the building. LIGHTING | TRASH | SCREENING Lighting Staff recommends that the Applicants consider lighting on the exterior of the proposed addition to minimize the possibility of graffiti or theft, and to provide additional safety for employees and customers. Per Section 35-712 (Lighting), lighting shall not exceed three (3) foot candles measured at property lines abutting residentially zoned property, or 10 foot candles measured at the property lines abutting the street right-of-way or non-residentially zoned properties. As is specified, no glare shall emanate from or be visible beyond the boundaries of the illuminated premises. Pending approval of the App. No. 2019-010 PC 07/11/2019 Page 12 rezoning and site and building plan requests, the Applicants shall provide locations and types for any new lighting, as well as a photometric plan verifying the fixtures will not exceed three (3) foot candles and comply with lighting requirements. Trash and Screening Staff noted the existence of a trash dumpster on the Dupont Avenue North side of the Subject Property. Per City Code requirements, trash dumpsters and any other ground mounted equipment (e.g., transformers, mechanical) shall be effectively screened from adjacent rights-of-way and adjacent properties by a solid wall or fence constructed of wood, masonry, or other durable materials that are complementary to the primary building. As the existing trash dumpster is not screened, a condition of any approval for the site and building plan will require that the trash dumpster be fully enclosed per City requirements should it remain outside. Plans will need to be submitted as part of any building permit submittal for the addition. Per Chapter 12 (Building Maintenance and Occupancy) of the City Code, any roof-mounted equipment located on the addition will need to be screened from view through the use of parapets, wall/fencing materials, or paint to match surrounding colors when visible from the public right-of-way. ACCESS AND PARKING The proposed addition should not affect the Subject Property negatively so long as it is constructed as proposed. Following a review of the site, it was noted that there is currently no parking lot striping. In order to comply with City Code requirements and ensure sufficient emergency access is maintained around the property, City staff is requesting that the parking lot be striped. Per City Code, a minimum 20 foot drive aisle is required for fire access. The Applicants will need to submit a parking plan as part of any building permit submittal. Assuming a continued “Automobile Service Station” use, a minimum of three (3) parking spaces for each enclosed bay plus one (1) space for each day shift employee, plus a minimum of two (2) spaces for service vehicles and one (1) additional space for each service vehicle over two in number is required. LANDSCAPING There was no Landscape Point System Policy in place when the Subject Property was first developed. Nonetheless, Staff does not anticipate that existing landscaping will be impacted by the proposed development as the construction is limited to the area that currently houses an enclosure on the north side of the property and the entire Subject Property is covered in impervious surfaces. While Staff would like to see landscaping incorporated on site, this would require existing impervious to be removed, which could potentially result in circulation issues around the site. ASSISTANT CITY ENGINEER REVIEW As part of any approval of the requests, the Applicants will need to comply with the use of storm water erosion control Best Management Practices (BMPs) as necessary to prevent sediment from reaching the storm sewers, as noted by Assistant City Engineer Andrew Hogg in his memorandum dated July 1, 2019 (Exhibit C). FIRE INSPECTOR | BUILDING OFFICIAL REVIEW Per Building Official Dan Grinsteinner, buildings 2,000-square feet or greater require installation of a fire sprinkler system. This requirement applies to any existing or new building additions. In addition, the Applicant will need to comply with any applicable Minnesota Accessibility Code requirements as relating App. No. 2019-010 PC 07/11/2019 Page 13 to parking and access (e.g., bathrooms, counters). Pending approval of the identified requests, the Building Official may require submittal of architecturally stamped plans as part of the building permit submittal process. SIGNAGE No signage requests were submitted as part of Planning Commission Application No. 2019-010. All signage is to comply with Chapter 34 (Signs) of the City Code. Based on the above-noted findings of fact contained in this report, City staff recommends Planning Commission recommend City Council approval of the requested site and building plan to construct an approximately 975-square foot addition on the north side of the Subject Property located at 5300 Dupont Avenue North. CONDITIONS OF APPROVAL Staff recommends the following conditions be attached to any positive recommendation on the approval of Planning Commission Application No. 2019-012 for the Subject Property located at 5300 Dupont Avenue North: 1. Rezoning: The Applicant’s request to construct an approximately 975-square foot addition on the north side of the property is contingent upon obtaining approval to re-zone the Subject Property from R2 (Two Family Residence) District to C2 (Commerce) District, and issuance of a Special Use Permit for the motor vehicle repair use. 2. Building and Site Plan Review: The building plans are subject to review and approval by the Building Official with respect to applicable codes prior to the issuance of permits. a. Any major changes or modifications made to this Site and Building Plan can only be made by an amendment to the approved Site and Building Plan as approved by the City Council. i. Architecturally-stamped building plans may be required as part of any building permit submittal. ii. The Applicant shall provide a parking plan as part of a building permit submittal. Upon approval of the parking plan, the Applicant shall stripe the Subject Property in accordance with the submitted plans and per City Code requirements. b. A pre-construction conference shall be held with City staff and other entities designated by the City prior to issuance of a Building Permit. 3. Agreements: a. Unless otherwise determined, Property Owner/Applicant shall execute a separate Performance Agreement with supporting financial guarantee approved by the City, which ensures the Subject Property will be constructed, developed, and maintained in conformance with the plans, specifications, and standards comprehended under this Site and Building Plan. b. The Applicant shall submit an as-built survey of the Subject Property, as well as any improvements and utility service lines, prior to the release of the Performance Agreement financial guarantee. App. No. 2019-010 PC 07/11/2019 Page 14 4. Engineering Review: a. The Applicant agrees to comply with all conditions or provisions noted in the City Engineer’s Review memorandum, dated July 1, 2019. 5. Construction Standards: a. Appropriate erosion and sediment control devices shall be provided on site during construction as approved by the City’s Engineering Division. 6. Facilities and Equipment: a. Any outside trash disposal facilities or ground mechanical equipment shall be appropriately screened from view per City Code requirements. b. Any outdoor enclosures shall be constructed with materials that are complementary to the principal building and new addition. c. Semi-trailers, etc. shall not be used for the out of door storage of materials, equipment, merchandise, inventory, etc. Any trailers on-site of the Subject Property shall be removed. d. Per Code, fire sprinkler systems are required for buildings 2,000-square feet in size. e. Minnesota ADA compliance as related to parking, public access, etc. is required. The aforementioned comments are provided based on the information submitted by the applicant at the time of this review. Other guarantees and site development conditions may be further prescribed throughout the project as warranted and determined by the City. RECOMMENDATION Based on the findings of fact contained in this report, staff has determined that all requirements of the City’s Zoning Code, pertaining to the re-zoning, Special Use Permit, and site and building plan requests, as identified in Planning Commission Application No. 2019-010, have been met or exceeded, and therefore support a recommendation for approval of the application. Based on the findings and the above-noted conditions of approval, staff recommends the following motion: Motion to approve a Resolution recommending that the City Council approve Planning Commission Application 2019-010 for the rezoning of the Subject Property located at 5300 Dupont Avenue North from R2 (Two Family Residence District) to C2 (Commerce) District, issuance of Special Use Permit for the continued operation of a motor vehicle repair business, and site and building plan approval to construct an approximately 975-square foot addition. Should the Planning Commission accept this recommendation, the Commission may elect to adopt the resolution which memorializes the findings in granting approval for the requested rezoning, Special Use Permit and site and building plan approvals, subject to the Applicants complying with the conditions outlined in the associated resolution. ATTACHMENTS Exhibit A – Planning Commission Application No. 2019-010 and Submitted Plans. Exhibit B- Public Hearing Notice, published by Brooklyn Center Sun Post, dated June 27, 2019. Exhibit C- Review Memorandum, prepared by Assistant City Engineer Andrew Hogg, dated July 1, 2019. Exhibit A Exhibit B M E M O R A N D U M DATE: July 1, 2019 TO: Ginny McIntosh, City Planner/Zoning Administrator FROM: Andrew Hogg, Assistant City Engineer SUBJECT: Site Plan Review – Christy’s Auto Site Public Works Department staff reviewed the following documents submitted for review on June 4, 2019, for a Site Plan Review of Christy’s Auto Site at 5300 Dupont Ave N: Application dated June 4, 2019 Subject to final staff Site Plan approval, the referenced plans must be revised in accordance with the following comments/revisions and approved prior to issuance of Land Alteration permit: C1.01 – Site Plan 1. Use storm water erosion control BMP’s as necessary to prevent sediment from reaching the storm sewers. The aforementioned comments are provided based on the information submitted by the applicant at the time of this review. Other guarantees and site development conditions may be further prescribed throughout the project as warranted and determined by the City. Exhibit C Member introduced the following resolution and moved its adoption: RESOLUTION NO. _______________ RESOLUTION REGARDING THE RECOMMENDED DISPOSITION OF PLANNING COMMISSION APPLICATION NO. 2019-010, SUBMITTED BY LORI AND JAMES DEAN OF BOULEVARD HOLDINGS LLC. FOR REZONING, SPECIAL USE PERMIT, AND SITE & BUILDING PLAN APPROVAL (LOCATED AT 5300 DUPONT AVENUE NORTH) WHEREAS, Planning Commission Application No. 2019-010, submitted by Lori and James Dean of Boulevard Holdings, LLC (“the Applicants”) requests review and consideration for rezoning, Special Use Permit, and site & building plan approval for 5300 Dupont Avenue North (“the Subject Property”); and WHEREAS, the Subject Property is situated in the R2 (Two Family Residence) District and does not currently comply with the permitted or special uses outlined in City Code Section 35-311 (Two Family Residence District); and WHEREAS, a commercial business currently operates on the Subject Property that has been in continuous operation at that location since at least 1944; and WHEREAS, the Subject Property had previously been zoned as a commercial property (B3 General Business District), as indicated by the City Zoning Map from 1961; and WHEREAS, sometime between 1961 and 1972, the Subject Property was re-zoned to R2 (Two Family Residence) District; and WHEREAS, City staff was unsuccessful in finding documentation as to the rationale for the zoning change, as the associated motor vehicle repair shop and former gas station has been in operation on the Subject Property since at least 1944, prior to the incorporation of Brooklyn Center as a City in 1966, and continues to operate in a similar fashion to this day, with the exception of the gas station; and WHEREAS, the requests to re-zone the Subject Property, and issue a Special Use Permit are tied to requests by the Applicants to construct and approximately 975-square foot addition on the north side of the existing building for the indoor storage of materials, expanded office space, and a new bathroom, which would not otherwise be permitted under the current zoning designation; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota held a duly noticed and called public hearing on July 11, 2019, whereby a planning staff report was presented and public testimony regarding the rezoning and associated Special Use Permit and Site and Building Plan requests were received; and RESOLUTION NO. WHEREAS, the requests comply with the general goals and objectives of the City’s 2040 Comprehensive Plan, outlined in the Land Use & Redevelopment Chapter, which calls for the City to, “enhance and maintain existing neighborhoods through proper land use designations and clear supportive zoning that makes reinvestment and rehabilitation easy for residents”; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota considered the re-zoning request in light of all testimony received, the guidelines and standards for evaluating this re-zoning request contained in Section 35-208 (Rezoning Evaluation Policy and Review Guidelines) of the City’s Zoning Ordinance; and WHEREAS, the Planning Commission of the City of Brooklyn Center, Minnesota considered existing stipulations, guidelines, and standards, within the City’s Zoning Ordinance for issuance of a Special Use Permit for a C2-zoned auto repair business adjacent to R2 (Two Family Residence) and R4 (Multiple Family Residence) District properties, as contained in Section 35-220 (Special Use Permits) of the City’s Zoning Ordinance, which does not currently outline a path for which one to exist; and WHEREAS, the 2040 Comprehensive Plan outlines a general desire from residents to offer locally-owned, “neighborhood-based services” within residential neighborhoods and further identified a Future Land Use Designation of “Commercial” for the Subject Property with adjacent “Low-Density Residential;” and WHEREAS, in light of all testimony received, and utilizing the guidelines and standards for evaluating site and building plans, as contained in Section 35-230 (Plan Approval) of the City's Zoning Ordinance, the Planning Commission considers the related Site and Building plan request to construct an approximately 975-square foot addition an appropriate and reasonable improvement to the Subject Property. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Brooklyn Center, Minnesota, to recommend that Planning Commission Application No. 2019-010, submitted by Lori and James Dean of Boulevard Holdings, LLC be approved based upon the following considerations: 1. Rezoning: The Applicant’s request to construct an approximately 975-square foot addition on the north side of the property is contingent upon obtaining approval to re-zone the Subject Property from R2 (Two Family Residence) District to C2 (Commerce) District, and issuance of a Special Use Permit for the motor vehicle repair use. 2. Building and Site Plan Review: The building plans are subject to review and approval by the Building Official with respect to applicable codes prior to the issuance of permits. a. Any major changes or modifications made to this Site and Building Plan can only be made by an amendment to the approved Site and Building Plan as approved by the City Council. RESOLUTION NO. i. Architecturally-stamped building plans may be required as part of any building permit submittal. ii. The Applicant shall provide a parking plan as part of a building permit submittal. Upon approval of the parking plan, the Applicant shall stripe the Subject Property in accordance with the submitted plans and per City Code requirements. b. A pre-construction conference shall be held with City staff and other entities designated by the City prior to issuance of a Building Permit. 3. Agreements: a. Unless otherwise determined, Property Owner/Applicant shall execute a separate Performance Agreement with supporting financial guarantee approved by the City, which ensures the Subject Property will be constructed, developed, and maintained in conformance with the plans, specifications, and standards comprehended under this Site and Building Plan. b. The Applicant shall submit an as-built survey of the Subject Property, as well as any improvements and utility service lines, prior to the release of the Performance Agreement financial guarantee. 4. Engineering Review: a. The Applicant agrees to comply with all conditions or provisions noted in the City Engineer’s Review memorandum, dated July 1, 2019. 5. Construction Standards: a. Appropriate erosion and sediment control devices shall be provided on site during construction as approved by the City’s Engineering Division. 6. Facilities and Equipment: a. Any outside trash disposal facilities or ground mechanical equipment shall be appropriately screened from view per City Code requirements. b. Any outdoor enclosures shall be constructed with materials that are complementary to the principal building and new addition. c. Semi-trailers, etc. shall not be used for the out of door storage of materials, equipment, merchandise, inventory, etc. Any trailers on-site of the Subject Property shall be removed. d. Per Code, fire sprinkler systems are required for buildings 2,000-square feet in size. e. Minnesota ADA compliance as related to parking, public access, etc. is required. RESOLUTION NO. July 22, 2019 Date Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by member and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. CITY OF BROOKLYN CENTER Notice is hereby given that a public hearing will be held on the ____ day of __________, 2019, at 7:00 p.m. or as soon thereafter as the matter may be heard at City Hall, 6301 Shingle Creek Parkway, to consider an Ordinance amending Chapter 35 of the City Ordinances regarding the zoning classification of certain land, generally located in the southeast section of the City, generally situated between 53rd Avenue North to the South, 55th Avenue North to the North, Colfax Avenue North to the East, and Dupont Avenue North to the West, and locally identified as 5300 Dupont Avenue North. Auxiliary aids for handicapped persons are available upon request at least 96 hours in advance. Please notify the City Clerk at 763-569-3306 to make arrangements. ORDINANCE NO. 2019-__ AN ORDINANCE AMENDING CHAPTER 35 OF THE CITY CODE OF ORDINANCES REGARDING THE ZONING CLASSIFICATION OF CERTAIN LAND GENERALLY LOCATED IN THE SOUTHEAST SECTION OF THE CITY, GENERALLY SITUATED BETWEEN 53RD AVENUE NORTH TO THE SOUTH, 55TH AVENUE NORTH TO THE NORTH, COLFAX AVENUE NORTH TO THE EAST, AND DUPONT AVENUE NORTH TO THE WEST, AND LOCALLY IDENTIFIED AS 5300 DUPONT AVENUE NORTH THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER DOES ORDAIN AS FOLLOWS: Section 1. Chapter 35 of the City Ordinances of the City of Brooklyn Center is hereby amended in the following manner: Section 35-1190. COMMERCE DISTRICT (C2). The following property is hereby established as being within a (C2) Commerce District Zoning Classification: Lot 11, Block 4, Bellvue Acres Addition. Section 2. This ordinance shall become effective after adoption and upon thirty days following its legal publication. Adopted this day of , 2019. _____________________________ Mayor ATTEST: City Clerk Date of Publication Effective Date (Note: (Strikeout text indicates matter to be delete, while underline indicates new matter. COUNCIL ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:First Reading of an Ordinance Authorizing a Study and Placing a Moratorium on Development of Properties within the Opportunity Site Requested Council Action: - Motion to approve the first reading of an Interim Ordinance authorizing a study and placing a moratorium on the development of properties within the Opportunity Site, and calling for a public hearing and second reading to occur on August 12, 2019. Background: In early 2019, the City began working with a consultant team to update the 2006 Opportunity Site Master Plan. The scope of that work is anticipated to include a new master plan for the area as well as new regulatory requirements to assist with implementing the plan. The full scope of work is planned to be completed by mid- 2020. The Opportunity Site comprises approximately 81-acres of land, of which the City owns approximately 35 acres. The City entered into a master development agreement with Alatus in April 2018, and renewed the agreement in April 2019. The City and the master developer are working together to plan for the redevelopment of the 81-acre area, which would include the creation of a mixed-use downtown center for the City. The redevelopment is anticipated to include a significant amount of housing, along with open space, new roads, regional stormwater facilities, parks, trails, and mix of retail and commercial uses. The adoption of an interim ordinance authorizing a study and placing a moratorium over the 81-acre site will allow time for the City to complete the master plan and adopt any regulatory changes needed to ensure development of the area is consistent with the plan. If a study and moratorium is not placed on the properties within the Opportunity Site, those properties have the potential to be developed in a manner which is inconsistent with the City's plan for the adjacent EDA-owned properties, which could have extended negative effect on the area. Upon adoption of the interim ordinance and moratorium, City Staff will continue the master planning efforts, including conducting a study of the area to determine what the future zoning of the property ought to be. Recommendations from the study will be shared with the City Council upon completion of the study process. This area was identified in the City's 2040 Comprehensive Plan as an area which requires additional focused planning efforts. The City Council has the ability to select the length of time for the moratorium to be placed on the property. The moratorium can be legally placed on a property for no more than 12 months per Minnesota State Statute 462.355 subdivision 4d. Staff is recommending a duration of 12 months to provide enough time to complete a land use and zoning study for the site. The City Council has the ability to repeal the moratorium prior to the deadline if the study is completed and it is determined that no change in future land use or zoning is required. During that time the City would place a moratorium on the acceptance of land use applications related to the reuse of property, the expansion of existing buildings, or the construction of new buildings. The moratorium would not apply to permits or approvals related to maintaining, repairing, or improving without expanding existing buildings. It would also not apply to the use of buildings that are allowed by the underlying zoning and do not require permits or land use approvals from the City. If the Council approves this first reading, a public hearing will be scheduled for August 12th and the second reading of the ordinance and consideration of final adoption will occur at that time. Budget Issues: There are no budget issues to consider at this time. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type Opportunity Site Project Area 7/16/2019 Backup Material Interim Ordinance 7/16/2019 Ordinance E A R L E B R O W N H I G H W A Y 1 0 0 SUMMIT JOHN MARTIN BASS LAKE RD S H I N G L E C R E E K P K W Y L I L A C L O G A N City of Brooklyn CenterOpportunity Site -0 190 380 570 76095Feet 1 593710v1BR291-16 CITY OF BROOKLYN CENTER Notice is hereby given that a public hearing will be held on the ____ day of __________, 2019, at 7:00 p.m. or as soon thereafter as the matter may be heard at City Hall, 6301 Shingle Creek Parkway, to consider an interim ordinance placing a moratorium on development with the Opportunity Site. Auxiliary aids for handicapped persons are available upon request at least 96 hours in advance. Please contact the City Clerk at 763-569-3300 to make arrangements. ORDINANCE NO. __________ AN INTERIM ORDINANCE AUTHORIZING A STUDY AND PLACING A MORATORIUM ON THE DEVELOPMENT OF PROPERTIES WITH THE OPPORTUNITY SITE THE CITY COUNCIL OF THE CITY OF BROOKLYN CENTER DOES ORDAIN AS FOLLOWS: Section 1. Legislative Findings. The City Council of the City of Brooklyn Center (“City”) hereby finds and determines as follows: 1.01. The City Council has the authority under Minnesota Statutes, section 462.355, subdivision 4 to adopt an interim ordinance “applicable to all or part of its jurisdiction” to “regulate, restrict, or prohibit any use, development, or subdivision” within the City if it has authorized a study to be conducted or has scheduled a hearing for the purpose of considering an amendment to its comprehensive plan or official controls. 1.02. The adoption of an interim ordinance does not require a public hearing, but the City may elect to utilize its standard ordinance adoption process to adopt an interim ordinance if it so chooses. 1.03. An approximately 81-acre area within the City known as the Opportunity Site, the boundaries of which are shown on the map attached hereto as Exhibit A, (“Opportunity Site”) contains several parcels, some of which are owned by the City’s Economic Development Authority and others are held privately. 1.04. The City hired a consultant and has for several months engaged in a master planning process for the Opportunity Site. 1.05. Developing a master plan for the Opportunity Site is a substantial undertaking for the City and one that can be significantly undermined by owners developing their property within the Opportunity Site in a way that is contrary to the guidance for the area developed as part of the master plan. 2 593710v1BR291-16 1.06. The City is at the point in the master planning process where it will begin seeking public input on the draft plan and so a moratorium is needed on development within the Opportunity Site to protect the planning process and avoid the long-lasting negative impacts that could result from development occurring that is contrary to the guidance established as part of the master plan. 1.07. The City Council determines that adopting an interim ordinance to place a moratorium on development within the Opportunity Site will give the City the opportunity to continue to study the appropriate types of uses to allow in the Opportunity Site, complete and adopt the master plan, and to draft and adopt any needed amendments to the City Code to implement the master plan. Section 2. Study Authorized. The City Council hereby authorizes City staff, as directed by the City Manager, to conduct, as part of the master planning process, a study of the current planning and zoning for the Opportunity Site, determine how property within the area should be guided for the future including, but not limited to, the uses that should be allowed in the area, and to develop and recommend for consideration and adoption by the City Council a final master plan and amendments to the City Code related to the Opportunity Site. Section 3. Moratorium. To ensure that no new development occurs in the Opportunity Site that might be inconsistent with the master plan being developed for the area, the City hereby imposes, for the term of this interim ordinance, a moratorium on the acceptance, processing, or issuance of any development applications or approvals including, but not limited to, preliminary plats, subdivisions, rezonings, variances, conditional use permits, site plans, planned unit developments, and permits for the construction or expansion of any building within the Opportunity Site. During the period of the moratorium, no new building may be constructed, and no existing building may be expanded, within the Opportunity Site. Section 4. Exceptions. The moratorium imposed by this interim ordinance shall not apply to any of the following: (1) Applications for permits or approvals that seek only to maintain, repair, or improve, without expanding, an existing building within the Opportunity Site; or (2) The issuance of building permits for any development or project that received all required City Council approvals prior to the effective date of this Ordinance. Section IV . Effective Date and Term. This interim ordinance shall go into effect 30 days after the second reading and final adoption, and shall remain in effect for 12 months, or upon the adoption of the master plan and the effective date of an ordinance amending the City Code to specifically address development within the Opportunity Site. The City Council may also act by resolution to terminate this interim ordinance prior to the expiration of the term established herein. Section V. Enforcement. The City may enforce this interim ordinance by mandamus, injunction or any other appropriate civil or criminal remedy in any court of competent jurisdiction. 3 593710v1BR291-16 Section VI . Separability. Every section, provision or part of this interim ordinance is declared separable from every other section, provision or part of this ordinance. If any section, provision or part of this interim ordinance is held to be invalid by a court of competent jurisdiction, such judgment shall not invalidate any other section, provision, or part of this interim ordinance. Adopted this ___ day of __________, 2019. ____________________________ Mike Elliott, Mayor ATTEST: _________________________ City Clerk Date of Publication _________________________ Effective Date _____________________________ (Strikeout indicates matter to be deleted, double underline indicates new matter.) Economic Development Authority City Hall - Council Chambers July 22, 2019 AGENDA 1.Call to Order The City Council requests that attendees turn off cell phones and pagers during the meeting. A copy of the full City Council packet, including EDA (Economic Development Authority), is available to the public. The packet ring binder is located at the entrance of the council chambers. 2.Roll Call 3.Approval of Consent Agenda The following items are considered to be routine by the Economic Development Authority (EDA) and will been acted by one motion. There will be no separate discussion of these items unless a Commissioner so requests, in which event the item will be removed from the consent agenda and considered at the end of Commission Consideration Items. a.Approval of Minutes - Motion to approve minutes from July 8, 2019 b.Resolution Approving a TIF Development Agreement with Brooklyn Center AH I, LLLP - Motion to adopt a resolution approving a TIF Development Agreement between the Economic Development Authority of Brooklyn Center, Minnesota and Brooklyn Center AH I, LLLP 4.Commission Consideration Items a.Resolution Approving the Purchase Agreement and Conveyance of Certain Property to Coalition Development, LLC - Motion to: open the public hearing; take public input; and close the public hearing - Motion to adopt a resolution approving a purchase agreement and conveyance of certain property to Coalition Development, LLC b.Resolution Approving an Option Agreement and Acquisition of Certain Property Located at: 6100 Shingle Creek Parkway - Motion to Adopt a resolution approving an option agreement and acquisition of certain property located at 6100 Shingle Creek Parkway, Brooklyn Center, MN 5.Adjournment EDA ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Dr. Reggie Edwards, Deputy City Manager FROM:Barb Suciu, City Clerk SUBJECT:Approval of Minutes Background: Strategic Priorities and Values: Operational Excellence ATTACHMENTS: Description Upload Date Type June 8, 2019 EDA 7/17/2019 Backup Material 07/08/19 -1- DRAFT MINUTES OF THE PROCEEDINGS OF THE ECONOMIC DEVELOPMENT AUTHORITY OF THE CITY OF BROOKLYN CENTER IN THE COUNTY OF HENNEPIN AND THE STATE OF MINNESOTA REGULAR SESSION JULY 8, 2019 CITY HALL – COUNCIL CHAMBERS 1. CALL TO ORDER The Brooklyn Center Economic Development Authority (EDA) met in Regular Session called to order by President Mike Elliott at 8:30 p.m. 2. ROLL CALL President Mike Elliott and Commissioners April Graves, Kris Lawrence-Anderson, and Dan Ryan. Commissioner Marquita Butler was absent and excused. Also present were Executive Director Curt Boganey, Deputy City Manager Reggie Edwards, Community Development Director Meg Beekman, and City Attorney Troy Gilchrist. 3. APPROVAL OF AGENDA AND CONSENT AGENDA Commissioner Lawrence-Anderson moved, and Commissioner Butler seconded to approve the Agenda and Consent Agenda, and the following item was approved: 3a. APPROVAL OF MINUTES 1. June 24, 2019 – Regular Session Motion passed unanimously. 4. COMMISSION CONSIDERATION ITEMS 4a. RESOLUTIONS NO. 2019-13 AND 2019-14 APPROVING REMOVAL OF A PARCEL FROM REDEVELOPMENT TAX INCREMENT FINANCING DISTRICT NO. 3 AND ESTABLISHING TAX INCREMENT FINANCING DISTRICT NO. 8 AND APPROVING A TAX INCREMENT FINANCING PLAN Community Development Director Meg Beekman reviewed the removal of a parcel from Redevelopment Tax Increment Financing District No. 3, and the establishment of Tax Increment Financing District No. 8. She added City Staff recommends City Council/Economic Development Authority (EDA) approval of these resolutions. 07/08/19 -2- DRAFT Commissioner Graves moved, and Commissioner Lawrence-Anderson seconded to adopt RESOLUTION NO. 2019-13 Regarding Removal of a Parcel from Redevelopment Tax Increment Financing District No. 3. Motion passed unanimously. Commissioner Ryan moved, and Commissioner Lawrence-Anderson seconded to adopt RESOLUTION NO. 2019-14 Establishing Tax Increment Financing District No. 8 and Approving a Tax Increment Financing Plan. Motion passed unanimously. 5. ADJOURNMENT Commissioner Ryan moved, and Commissioner Lawrence-Anderson seconded adjournment of the Economic Development Authority meeting at 8:34 p.m. Motion passed unanimously. EDA ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:Resolution Approving a TIF Development Agreement with Brooklyn Center AH I, LLLP Background: On July 8, 2019, the City created Tax Increment Financing District No. 8, and adopted a TIF plan which provides for the use of tax increment financing in connection with certain development within the TIF District. The City also authorized the drafting of a TIF Development Agreement between the EDA and the developer. TIF District No. 8 is a housing district that was created to support a 270-unit senior and workforce development in two multi-family buildings at 5801 Xerxes Avenue N. Real Estate Equities is the developer. The initial TIF request and financing is related to 127 units of workforce housing in building the first building, which is the subject of this TIF Development Agreement. The developer anticipates a second request related to the senior building which will likely be submitted to the City this fall. Attached to this report is a TIF Assistance Agreement, drafted by the City Attorney, which encompasses the terms and conditions under which the City approved the creation of TIF District No. 8. The terms and conditions are substantially in conformance with those identified in the term sheet, approved by the EDA on June 24, 2019. The general terms of the agreement are as follows: 1. Developer: Brooklyn Center AH I, LLLP (or a limited partnership or other entity to be formed by or affiliated with Real Estate Equities, Inc.) 2 . Property: portions of PID 03-118-21-14-0024 (southern portion of the property at 5801 Xerxes Avenue North in the City) 3. Developer Conditions: a. Execution of Development Agreement b. Securing necessary financing, including issuance of conduit revenue bonds by the City c. Site Control d. Delivery of Construction Plans 4. EDA Conditions: a. EDA approval of Construction Plans b. Execution of a Development Agreement Issuance of Certificate of Completion 5 . Minimum Improvements: Improvements to the Property will include the construction of an approximately 127-unit workforce rental housing facility and related amenities as approved by the City. 6. Construction Schedule: Commence construction by December 31, 2019, and complete by June 30, 2021. For the purpose hereof, “Commence” shall mean beginning of physical improvement to the Property, including grading, excavation, or other physical site preparation work; and “Completed” shall mean that the Minimum Improvements are sufficiently complete for the issuance of a Certificate of Occupancy for all rental housing units on the Property. Upon Completion the EDA shall issue, if requested by the Developer, a “Certificate of Completion” in recordable form. 7. Public Assistance: Subject to all terms and conditions of the Development Agreement, EDA will reimburse Developer for Qualified Costs equal of the Minimum Improvements in an amount not to exceed $1,630,000. “Qualified Costs” shall mean site improvement and infrastructure costs, and other costs eligible in accordance with applicable law, incurred in connection with the construction of the Minimum Improvements on the portion of the Property located in the new TIF District. Payments will be made semiannually commencing August 1, 2021, on a pay-as-you-go basis from 90% of available increments generated by the Property over a 16-year term, with interest at a rate equal to the lesser of 4.75% per annum or the rate per annum on the Developer’s financing for the construction of the Project until the note is fully paid. 8. Minimum Improvements Value: No Minimum Assessment Agreement. 9. Affordable Housing: The Property is intended for occupancy by persons or fmailies of low and moderate income. The project will be subject to a Declaration of Restrictive Covenants requiring income limitations (20% of units at 50% of area median income or 40% of units at 60% of area median income) for the 26-year statutory duration of the TIF District. 10. Jobs: Job creation is not a goal of this project. 11. Fees: The Developer has deposited with the EDA the sum of $10,000.00 to pay for the reasonable out-of-pocket legal, financial consultant and administrative fees associated with this transaction. Unexpended funds will be returned to the Developer and if additional funds are needed to pay such expenses the Developer will deposit such additional funds upon request by the EDA. 12. Miscellaneous: a. Transfer of the Property located in the new TIF District or of the Development Agreement or TIF Note Payments will be subject to EDA consent except for certain limited exceptions including mortgage financing. b. Developer covenants to pay property taxes and maintain customary insurance. Budget Issues: There are no budget issues to consider at this time. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type TIF Assistance Agreement 7/15/2019 Exhibit Resolution 7/16/2019 Resolution Letter TIF ASSISTANCE AGREEMENT BETWEEN ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA AND BROOKLYN CENTER AH I, LLLP This document drafted by: KENNEDY & GRAVEN, CHARTERED (JSB) 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, Minnesota 55402 (P) 612-337-9300 (F) 612-337-9310 400 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS ............................................................................................................2 Section 1.1. Definitions..............................................................................................2 ARTICLE II REPRESENTATIONS AND WARRANTIES ..........................................................6 Section 2.1. Representations and Warranties of the City ...........................................6 Section 2.2. Representations and Warranties of the Developer .................................6 ARTICLE III UNDERTAKINGS BY DEVELOPER AND CITY ................................................8 Section 3.1. Total Development Costs and Public Costs. ..........................................8 Section 3.2. TIF Note. ................................................................................................8 Section 3.3. Income Restrictions .............................................................................10 Section 3.4. Developer to Pay City’s Fees and Expenses ........................................11 Section 3.5. Compliance with Environmental Requirements. .................................11 Section 3.6. Construction Plans. ..............................................................................11 Section 3.7. Commencement and Completion of Construction ...............................12 Section 3.8. Certificate of Completion. ...................................................................13 Section 3.9. Encumbrance of the Development Property. .......................................13 Section 3.10. Business Subsidy Act ...........................................................................14 Section 3.11. Right to Collect Delinquent Taxes .......................................................14 Section 3.12. Review of Taxes. .................................................................................14 ARTICLE IV EVENTS OF DEFAULT ........................................................................................16 Section 4.1. Events of Default Defined ...................................................................16 Section 4.2. Remedies on Default ............................................................................16 Section 4.3. No Remedy Exclusive..........................................................................17 Section 4.4. No Implied Waiver ..............................................................................17 Section 4.5. Indemnification of City. .......................................................................17 Section 4.6. Reimbursement of Attorneys’ Fees. ....................................................18 ARTICLE V ADDITIONAL PROVISIONS ................................................................................19 Section 5.1. Restrictions on Use ..............................................................................19 Section 5.2. Reports .................................................................................................19 Section 5.3. Limitations on Transfer and Assignment. ............................................19 Section 5.4. Conflicts of Interest..............................................................................20 Section 5.5. Titles of Articles and Sections .............................................................20 Section 5.6. Notices and Demands ..........................................................................20 Section 5.7. No Additional Waiver Implied by One Waiver ...................................21 Section 5.8. Counterparts .........................................................................................21 Section 5.9. Law Governing ....................................................................................21 Section 5.10. Term; Termination ...............................................................................21 Section 5.11. Provisions Surviving Rescission, Expiration or Termination ..............21 Section 5.12. Superseding Effect. ..............................................................................21 Section 5.13. Relationship of Parties .........................................................................22 Section 5.14. Venue ...................................................................................................22 DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } EXHIBIT A DESCRIPTION OF TIF DISTRICT .................................................................... A-1 EXHIBIT B LEGAL DESCRIPTION OF DEVELOPMENT PROPERTY ..............................B-1 EXHIBIT C PUBLIC DEVELOPMENT COSTS ......................................................................C-1 EXHIBIT D FORM OF TAXABLE TIF NOTE ....................................................................... D-1 EXHIBIT E TOTAL DEVELOPMENT COSTS ....................................................................... E-1 EXHIBIT F DECLARATION OF RESTRICTIVE COVENANTS .......................................... F-1 EXHIBIT G PERMITTED ENCUMBRANCES ...................................................................... G-1 EXHIBIT H CERTIFICATE OF COMPLETION OF PROJECT ............................................ H-1 1 589655v1BR291-400 TIF ASSISTANCE AGREEMENT THIS AGREEMENT, made as of the 22 nd day of July, 2019, by and between the Economic Development Authority of Brooklyn Center, Minnesota (the “EDA”), a public body corporate and politic under the laws of the State of Minnesota, and Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership (the “Developer”). WITNESSETH: WHEREAS, the EDA was created pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the “EDA Act”) and was authorized to transact business and exercise its powers by a resolution (the “Enabling Resolution”) of the City Council of the City of Brooklyn Center (the “City”); and WHEREAS, under the EDA Act and the Enabling Resolution, the EDA has all the powers of a housing and redevelopment authority under Minnesota Statutes, Sections 469.001 to 469.047 (the “HRA Act”); and WHEREAS, pursuant to the EDA Act, the EDA has undertaken a program to promote the development and redevelopment of land which is underutilized or characterized by blight within the City, and in connection therewith created the Housing and Redevelopment Project No. 1 (the “Project Area”) and adopted a Redevelopment Plan (the “Redevelopment Plan”); and WHEREAS, pursuant to the provisions of Minnesota Statutes, Section 469.174 through 469.1794, as amended, (the “TIF Act”), the City has created, within the Project Area, the Tax Increment Financing District No. 8: Real Estate Equities (a housing district) qualified as a housing tax increment financing district (the “TIF District”), the legal description of which is attached hereto as Exhibit A , and has adopted a tax increment financing plan therefor approved by the City Council of the City on July 8, 2019 (the “TIF Plan”) which provides for the use of tax increment financing in connection with certain development within the Project Area and TIF District; and WHEREAS, the Developer proposes the acquisition, construction and equipping of an approximately 127-unit workforce rental housing facility and related amenities to be constructed by the Developer on certain property (described herein) within the TIF District (the “Project”); and WHEREAS, the Developer has requested that the EDA use tax increment financing to assist the Developer with certain costs thereof in order to fill the gap between the Total Development Costs (as hereinafter defined) and the funds available to pay such costs; 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: DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } ARTICLE I DEFINITIONS Section 1.1. Definitions. All capitalized terms used and not otherwise defined herein shall have the following meanings unless a different meaning clearly appears from the context: Administrative Costs has the meaning set forth in Section 3.4; Affiliate means a corporation, partnership, joint venture, association, business trust or similar entity organized under the laws of the United States of America or a state thereof which is directly controlled by or under common control with the Developer or any other Affiliate. For purposes of this definition, control means the power to direct management and policies through the ownership of at least a majority of its voting securities, or the right to designate or elect at least a majority of the members of its governing body by contract or otherwise; Agreement means this TIF Assistance Agreement, as the same may be from time to time modified, amended or supplemented; Architect means _________________, in ____________, Minnesota as the architect for the Project; Business Day means any day except a Saturday, Sunday or a legal holiday or a day on which banking institutions in the EDA are authorized by law or executive order to close; Certificate of Completion means a Certificate of Completion with respect to the Project executed by the EDA pursuant to Section 3.9; City means the City of Brooklyn Center, Minnesota; Completion Date means the date on which the Certificate of Completion with respect to the Project is executed by the EDA pursuant to Section 3.9; Construction Costs means the capital costs of the construction of the Project, including the costs of labor and materials; construction management and supervision expenses; insurance and payment or performance bond premiums; architectural and engineering fees and expenses; property taxes; usual and customary fees or costs payable to the EDA, the City or any other public body with regulatory authority over construction of the Project (e.g. building permits and inspection fees); the developer fee; and all other costs chargeable to the capital account of the Project under generally accepted accounting principles; Construction Documents means the following documents, all of which shall be in form and substance acceptable to the EDA: (a) Evidence satisfactory to the EDA showing that the Project conforms to applicable zoning, subdivision and building code laws and ordinances, including a copy of the building permit for the Project; (b) A copy of the executed standard form of agreement between owner and architect for architectural services for the Project, if any, and (c) A copy of the executed General Contractor’s contract for the Project, if any; DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } Construction Plans means the plans, specifications, drawings and related documents for the construction of the Project, which shall be as detailed as the plans, specifications, drawings and related documents which are submitted to the building inspector of the EDA; County means Hennepin County, Minnesota; Declaration means the Declaration of Restrictive Covenants in substantially the form attached hereto as Exhibit F; Design Drawings means the floor plans, renderings, elevations and material specifications for the Project prepared by the Architect; Developer means Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership, and its authorized successors and assigns; Development Property means the real property legally described in Exhibit B attached to this Agreement; EDA means the Economic Development Authority of Brooklyn Center, Minnesota Event of Default means any of the events described in Section 4.1 hereof; Final Payment Date means the earlier of (i) the date on which the entire principal and accrued interest on the TIF Note has been paid in full; or (ii) February 1, 2037; or (iii) any earlier date this Agreement or the TIF Note is cancelled in accordance with the terms hereof or deemed paid in full; or (iv) the February 1 following the date the TIF District is terminated in accordance with the TIF Act; or (v) the date the EDA cancels the TIF Note upon a written request for termination from the Developer and a determination in the EDA’s sole discretion that such termination will not limit or interfere with the EDA’s ability to pool Tax Increments generated by the TIF District for affordable housing in accordance with the TIF Act (provided that there shall be no payment of any Tax Increments on such date unless it is a regular Payment Date); General Contractor means ______________, a ___________ _____________________; Payment Date means August 1, 2021 and each February 1 and August 1 thereafter to and including the Final Payment Date; provided, that if any such Payment Date should not be a Business Day, the Payment Date shall be the next succeeding Business Day; Permitted Encumbrances means those encumbrances set forth in Exhibit G; Pledged Tax Increments means for any six month period, 90% of the Tax Increments received by the EDA since the previous Payment Date; Project means the construction of an approximately 127 unit workforce rental housing facility and related amenities to be located on the southern portion of the property at 5801 Xerxes Avenue North within the TIF District; DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } Public Development Costs means the Public Development Costs of the Project identified on Exhibit C attached hereto and any other cost incurred by the Developer, or its assigns, that the EDA determines is eligible for reimbursement with Pledged Tax Increments; Reimbursement Amount means the lesser of (i) $1,630,000 or (ii) the Public Development Costs actually incurred and paid by the Developer; Site Plan means the site plan prepared for the Development Property approved by the City; State means the State of Minnesota; Tax Increments means the tax increments derived from the Development Property and the improvements thereon which have been received and are permitted to be retained by the EDA in accordance with the TIF Act including, without limitation, Minnesota Statutes, Section 469.177; 469.176, Subd. 4h; and 469.175, Subd. 1a, as the same may be amended from time to time; for purposes of this definition, “derived from the Development Property and the improvements thereon” means the portion of Tax Increment actually received by the EDA from the TIF District determined by the EDA, in its sole determination, to have been derived from the Development Property; Termination Date means the earlier of: (i) the date the TIF District is terminated in accordance with the TIF Act; or (ii) the date the TIF Note is paid in full; or (iii) the date the EDA cancels the TIF Note upon a written request for termination from the Developer and a determination in the EDA’s sole discretion that such termination will not limit or interfere with the EDA’s ability to pool Tax Increments generated by the TIF District for affordable housing in accordance with the TIF Act; TIF Act means Minnesota Statutes, Sections 469.174 through 469.1794, as amended; TIF District means the Tax Increment Financing District No. 8: Real Estate Equities (a housing district) consisting of the property legally described in Exhibit A attached hereto, which was established as a housing district under the TIF Act; TIF Note means the Taxable Tax Increment Revenue Note (REE Xerxes Avenue Workforce Housing Project) to be executed by the EDA and delivered to the Developer pursuant to Article III hereof, a form of which is attached hereto as Exhibit D; TIF Plan means the tax increment financing plan approved for the TIF District; Total Development Costs means the costs of the Project as set forth on Exhibit E ; Unavoidable Delays means delays, outside the control of the party claiming their occurrence, which are the direct result of strikes, other labor troubles, prolonged adverse weather, acts of God, acts of war or terrorism, fire or other casualty to the Project, litigation commenced by third parties which, by injunction or other similar judicial action or by the exercise of reasonable discretion, directly results in delays, or acts of any federal, state or local governmental unit (other than the City or EDA) which directly result in delays, acts of the public DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } enemy or acts of terrorism and discovery of unknown hazardous materials or other concealed site conditions or delays of contractors due to such discovery. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } ARTICLE II REPRESENTATIONS AND WARRANTIES Section 2.1. Representations and Warranties of the EDA. The EDA makes the following representations and warranties: (1) The EDA is a public body corporate and politic organized and existing under the Constitution and laws of the State of Minnesota and has the power to enter into this Agreement and carry out its obligations hereunder. (2) The EDA has taken the actions necessary to establish the TIF District as a “housing district” within the meaning of Minnesota Statutes, Section 469.174, Subdivision 11. (3) The development contemplated by this Agreement is in conformance with the development objectives set forth in the Redevelopment Plan and the TIF Plan. (4) The EDA makes no representation or warranty, either express or implied, as to the Development Property or its condition, or that the Development Property shall be suitable for the Developer’s purposes or needs. (5) No member of the Board of Commissioners, or officer of the EDA, has either a direct or indirect financial interest in this Agreement, nor will any member of the Board of Commissioners, or officer of the EDA, benefit financially from this Agreement within the meaning of Minnesota Statutes, Sections 412.311 and 471.87. Section 2.2. Representations and Warranties of the Developer. The Developer makes the following representations and warranties: (1) The Developer is a Minnesota limited liability limited partnership duly and validly organized and existing in good standing under the laws of the State, and has power and authority to enter into this Agreement and to perform its obligations hereunder and is not in violation of any provision of the laws of the State. (2) The construction of the Project would not be undertaken by the Developer, and in the opinion of the Developer would not be economically feasible within the reasonably foreseeable future, without the assistance and benefit to the Developer provided for in this Agreement. (3) 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 provision of any contractual restriction, evidence 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. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } (4) The Developer understands that the EDA or the City may subsidize or encourage the development of other developments in the City, including properties that compete with the Development Property and the Project, and that such subsidies may be more favorable than the terms of this Agreement, and that neither the EDA nor the City has informed the Developer that development of the Development Property will not be favored over the development of other properties. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } ARTICLE III UNDERTAKINGS BY DEVELOPER AND EDA Section 3.1. Total Development Costs and Public Costs. (1) The Developer’s estimate of the Total Development Costs of the Project and sources of revenue to pay such costs are set forth on Exhibit E attached hereto. (2) Based on the Developer’s representation that the Total Development Costs for the Project are approximately $32,486,863, that the sources of revenue available to pay such costs, excluding the tax increment assistance contemplated herein, is $30,856,863, and that the Developer is unable to obtain additional private financing for the estimated Total Development Costs, the EDA has agreed to provide tax increment financing subject to the terms and conditions as hereinafter set forth. The Developer must provide the EDA copies of all executed financing documents related to financing the Total Development Costs of the Project. (3) The parties agree that the Public Development Costs to be incurred by the Developer are essential to the successful completion of the Project. The Developer anticipates that the Public Development Costs for the Project which are identified on Exhibit C attached hereto will be at least $1,630,000. (4) As of January 2, 2021, the estimated market value of the Development Property, as improved, is expected to be at least $22,860,000. (5) The Developer has acquired or has entered into a purchase agreement pursuant to which it will acquire fee title to the Development Property, and will cause the Project to be constructed in accordance with the terms of this Agreement, the Redevelopment Plan, and all local, state and federal laws and regulations including, but not limited to, environmental, zoning, energy conservation, building code and public health laws and regulations. (6) The Developer will obtain, or cause to be obtained, 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 for the construction and operation of the Project. (7) The Total Development Costs shall be paid by the Developer, and the City shall reimburse the Developer for the Public Development Costs in the Reimbursement Amount solely through the issuance of the TIF Note as provided herein. Section 3.2. TIF Note. (1) The TIF Note will be originally issued to the Developer, as provided in Section 3.2(2), in a principal amount equal to the Reimbursement Amount and shall be dated as of its date of issuance. The principal of the TIF Note and interest thereon shall be payable on a pay-as- you-go basis solely from the Pledged Tax Increments as provided below. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } (2) The TIF Note shall be issued, in substantially the form attached hereto as Exhibit D and interest will commence to accrue on the TIF Note only when: (A) the Developer shall have submitted written proof and other documentation as may be reasonably satisfactory to the EDA of the exact nature and amount of the Public Development Costs incurred by the Developer, together with such other information or documentation as may be reasonably necessary and satisfactory to the EDA to enable the EDA to substantiate the Developer’s tax increment expenditures per Exhibit C and/or to comply with its tax increment reporting obligations to the Commissioner of Revenue, the Office of the State Auditor or other applicable official; (B) the EDA shall have received evidence that the Declaration has been recorded against the Development Property; (C) the Developer shall have obtained from the City a certificate of occupancy for all residential units in the Project and a Certificate of Completion as provided in this Agreement; (D) the Developer shall have paid all of the EDA’s Administrative Costs required to have been paid as of such date in accordance with Section 3.4 hereof; and (E) the Developer is in material compliance with each term or provision of this Agreement required to have been satisfied as of such date. The documentation provided in accordance with Section 3.2(2)(A) shall include specific invoices for the particular work from the contractor or other provider and shall include paid invoices, copies of remittances and/or other suitable documentary proofs of the Developer’s payment thereof. (3) Subject to the provisions thereof, the TIF Note shall bear simple, non- compounding interest at the rate equal to the lesser of 4.75% per annum or the rate per annum on the construction financing for the Project. Interest shall be computed on the basis of a 360 day year consisting of twelve 30-day months. Principal and interest on the TIF Note will be payable on each Payment Date; however, the sole source of funds required to be used for payment of the EDA’s obligations under this Section and correspondingly under the TIF Note shall be the Pledged Tax Increments received in the 6-month period preceding each Payment Date. The principal amount of TIF Note shall be the Reimbursement Amount. On each Payment Date the Pledged Tax Increment shall be credited against the accrued interest then due on the TIF Note and then applied to reduce the principal. In the event the Pledged Tax Increments are not sufficient to pay the accrued interest, the unpaid accrued interest shall be carried forward without interest. All Tax Increments in excess of the Pledged Tax Increments necessary to pay the principal and accrued interest on the TIF Note are not subject to this Agreement, and the EDA retains full discretion as to any authorized application thereof. To the extent that the Pledged Tax Increments are insufficient through the Final Payment Date, to pay all amounts otherwise due on the TIF Note, said unpaid amounts shall then cease to be any debt or obligation of the EDA whatsoever. (4) No interest will accrue during any period in which payments have been suspended pursuant to Section 4.2. (5) Any interest accruing on Pledged Tax Increments held by the EDA pending payment to the Developer on the TIF Note shall accrue to the account of the TIF District. (6) The TIF Note shall be a special and limited obligation of the EDA and not a general obligation of the City or the EDA, and only Pledged Tax Increments shall be used to pay the principal of and interest on the TIF Note. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } (7) The EDA’s obligation to make payments on the TIF Note on any Payment Date shall be conditioned upon the requirement that (A) there shall not at that time be an Event of Default that has occurred and is continuing under this Agreement that has not been cured during the applicable cure period, and (B) this Agreement shall not have been terminated pursuant to Section 4.2, and (C) all conditions set forth in Section 3.2(2) have been satisfied as of such date. (8) The TIF Note shall be governed by and payable pursuant to the additional terms thereof, as actually executed, in substantially the form set forth in Exhibit D. In the event of any conflict between the terms of the TIF Note and the terms of this Section 3.2, the terms of the TIF Note shall govern. The issuance of the TIF Note is pursuant and subject to the terms of this Agreement. Section 3.3. Income Restrictions. The Developer hereby represents, covenants and agrees as follows: (1) The Project is intended for occupancy by persons or families of low and moderate income, as defined in chapter 462A, Title II of the National Housing Act of 1934, the National Housing Act of 1959, the United States Housing Act of 1937, as amended, Title V of the Housing Act of 1949, as amended, any other similar present or future federal, state or municipal legislation, or the regulations promulgated under any of those acts; and (2) No more than 20% of the square footage of any building of the Project financed with the proceeds of the TIF Note will consist of commercial, retail or other non-residential uses; and (3) In accordance with the Declaration, commencing on the Completion Date and continuing until the Termination Date, at least 40% of the residential units shall be occupied by or available for rent to persons whose income does not exceed 60% of the area-wide median family income for the standard metropolitan statistical area which includes Brooklyn Center, Minnesota, as that figure is determined and announced from time to time by HUD, as adjusted for family size (“Median Income”); (4) Alternatively, the Developer may elect to satisfy the foregoing affordability requirements by substituting “20% of the residential units” in place of “40% of the residential units” in the preceding paragraph if, for such purposes, the term “Qualifying Tenants” means those persons and families who are determined from time to time by the Developer to have combined adjusted income that does not exceed 50% of the Median Income; and (5) The Developer will provide the EDA an annual certification in the form attached as Exhibit 3 to the Declaration (the “Compliance Certificate”) evidencing compliance with the requirements of paragraph (3) above, and the income verifications from tenants used to meet such requirements. The annual certification shall also include the vacancy rate for the preceding calendar year. The annual certification shall be provided on or before July 1 of each year commencing July 1, 2022, and shall cover the preceding calendar year. (6) The provisions of this Section 3.3 shall be incorporated into the Declaration in substantially the form attached as Exhibit F, and recorded against the Development Property prior to the issuance of the TIF Note. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } Section 3.4. Developer to Pay EDA’s Fees and Expenses. The Developer will pay all of the EDA’s reasonable Administrative Costs (as defined below) and must pay such costs to the EDA within 30 days after receipt of a written invoice from the EDA describing the amount and nature of the costs to be reimbursed. For the purposes of this Agreement, the term “Administrative Costs” means out of pocket costs incurred by the EDA together with staff and consultant (including reasonable legal, financial advisor, etc.) costs of the EDA, all attributable to or incurred in connection with the establishment of the TIF District and the TIF Plan and review, negotiation and preparation of this Agreement (together with any other agreements entered into between the parties hereto contemporaneously therewith) and review and approvals of other documents and agreements in connection with the Project. In addition, certain engineering, environmental advisor, legal, land use, zoning, subdivision and other costs related to the development of the Development Property are required to be paid, or additional funds deposited in escrow, as provided in accordance with the City’s planning, zoning, and building fee schedules. The parties agree and understand that Developer deposited with the EDA $10,000 toward payment of the EDA’s Administrative Costs. If such costs exceed such amount, then at any time, but not more often than monthly, the EDA will deliver written notice to Developer setting forth any additional fees and expenses, together with suitable billings, receipts or other evidence of the amount and nature of the fees and expenses, and Developer agrees to pay all fees and expenses within 30 days of EDA’s written request. Any unused amount of such deposit shall be returned to the Developer. Section 3.5. Compliance with Environmental Requirements. (1) The Developer shall comply with all applicable local, state, and federal environmental laws and regulations, and will obtain, and maintain compliance under, any and all necessary environmental permits, licenses, approvals or reviews. (2) The EDA makes no warranties or representations regarding, nor does it indemnify the Developer with respect to, the existence or nonexistence on or in the vicinity of the Development Property or anywhere within the TIF District of any toxic or hazardous substances or wastes, pollutants or contaminants (including, without limitation, asbestos, urea formaldehyde, the group of organic compounds known as polychlorinated biphenyls, petroleum products including gasoline, fuel oil, crude oil and various constituents of such products, or any hazardous substance as defined in the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), 42 U.S.C. §§ 961-9657, as amended) (collectively, the “Hazardous Substances”). (3) The Developer agrees to take all necessary action to remove or remediate any Hazardous Substances located on the Development Property to the extent required by and in accordance with all applicable local, state and federal environmental laws and regulations. Section 3.6. Construction Plans. (1) Prior to the commencement of construction of the Project, the Developer will deliver to the EDA the Construction Plans, Construction Documents and a sworn construction cost statement certified by the Developer and the General Contractor (the “Sworn Construction Cost Statement”) all in form and substance acceptable to the EDA. The Construction Plans for DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } the Project shall be consistent with the Redevelopment Plan, this Agreement, and all applicable State and local laws and regulations and the Site Plan and Design Drawings previously submitted to the EDA. The City’s building official and the Executive Director of the EDA, on behalf of the EDA shall promptly review any Construction Plans upon submission and deliver to the Developer a written statement approving the Construction Plans or a written statement rejecting the Construction Plans and specifying the deficiencies in the Construction Plans. The City’s building official and the Executive Director of the EDA on behalf of the EDA shall approve the Construction Plans if: (i) the Construction Plans substantially conform to the terms and conditions of this Agreement; (ii) the Construction Plans are consistent with the goals and objectives of the Redevelopment Plan and the TIF Plan; (iii) the Construction Plans comply with the Site Plan and Design Drawings; and (iv) the Construction Plans do not violate any applicable federal, State or local laws, ordinances, rules or regulations. If the Construction Plans are not approved by the EDA, then the Developer shall make such changes as the EDA may reasonably require and resubmit the Construction Plans to the EDA for approval, which will not be unreasonably withheld, unreasonably conditioned or unreasonably delayed. If the EDA has not rejected the Construction Plans in writing within 30 calendar days of submission, such Construction Plans shall automatically be deemed approved by the EDA but only if the Construction Plans provided to the EDA are complete and final and meet all requirements necessary for the City to issue a building permit. (2) No changes shall be made to the Construction Plans for the Project without the EDA’s prior written approval, unless the aggregate of such changes do not increase or decrease the Total Development Costs by more than 10%. No changes which materially alter (a) the Project’s site plan, (b) exterior appearance, (c) construction quality, or (d) exterior materials included in the final Design Drawings and Construction Plans shall be made without the EDA’s prior written consent. The approval of the EDA will not be unreasonably withheld, conditioned or delayed. If an amendment or prior written approval from the City is necessary with respect to a change in the Construction Plans, if the EDA has not rejected such amendment in writing within 30 calendar days of submission of such amendment, the amendment to Construction Plans shall automatically be deemed approved by the EDA but only if such amendment provided to the EDA is complete and final and meets all requirements necessary for the City to issue a building permit or determine compliance with an applicable building permit. (3) The approval of the Construction Plans, or any proposed amendment to the Construction Plans, by the EDA does not constitute a representation or warranty by the EDA that the Construction Plans or the Project comply with any applicable building code, health or safety regulation, zoning regulation, environmental law or other law or regulation, or that the Project will meet the qualifications for issuance of a certificate of occupancy, or that the Project will meet the requirements of the Developer or any other users of the Project. Approval of the Construction Plans, or any proposed amendment to the Construction Plans, by the EDA will not constitute a waiver of an Event of Default. Nothing in this Agreement shall be construed to relieve the Developer of its obligations to receive any required approval of the Construction Plans from any City department. Section 3.7. Commencement and Completion of Construction. Subject to the terms and conditions of this Agreement and to Unavoidable Delays, the Developer will commence construction of the Project by December 31, 2019 and shall substantially complete the Project by DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } June 30, 2021. Notwithstanding the foregoing, failure of the Developer to commence construction or substantially complete the Project shall not be an Event of Default hereunder unless the Developer fails to commence construction of the Project by June 30, 2020 or the Developer fails to obtain a certificate of occupancy for the Project by December 31, 2021. The Project will be constructed by the Developer on the Development Property in conformity with the Construction Plans approved by the EDA. Prior to completion, upon the request of the EDA, and subject to applicable safety rules, the Developer will provide the EDA reasonable access to the Development Property. “Reasonable access” means at least one site inspection per week during regular business hours. During construction, marketing and rentals of the Project, the Developer will deliver progress reports to the EDA from time to time as reasonably requested by the EDA. Section 3.8. Certificate of Completion. The Developer shall notify the EDA when construction of the Project has been substantially completed. The EDA shall, within 20 days after such notification, inspect the Project in order to determine whether the Project has been constructed in substantial conformity with the approved Construction Plans. If the EDA determines that the Project has not been constructed in substantial conformity with the approved Construction Plans, the EDA shall deliver a written statement to the Developer indicating in adequate detail the specific respects in which the Project has not been constructed in substantial conformity with the approved Construction Plans and Developer shall have a reasonable period of time to remedy such deficiencies. The EDA shall re-inspect the Project within a reasonable period of time after receiving notice that such deficiencies have been remedied in order to determine whether the Project has been constructed in substantial conformity with the approved Construction Plans and this Agreement. Within a reasonable period of time after determining that the Project has been constructed in substantial conformity with the approved Construction Plans, the EDA will furnish to the Developer a Certificate of Completion substantially in the form attached hereto as Exhibit H certifying the completion of the Project. The Certificate of Completion issued for the Project shall conclusively satisfy and terminate the agreements and covenants of the Developer in this Agreement solely with respect to construction of the Project. The issuance of a Certificate of Completion under this Agreement shall not be construed to relieve the Developer of any approval required by any City department in connection with the construction, completion or occupancy of the Project nor shall it relieve the Developer of any other obligations under this Agreement. Section 3.9. Encumbrance of the Development Property. Until the Final Payment Date, without the prior written consent of the EDA, neither the Developer nor any successor in interest to the Developer will engage in any financing or any other transaction creating any mortgage or other encumbrance or lien upon the Development Property, or portion thereof, whether by express agreement or operation of law, or suffer any encumbrance or lien to be made on or attach to the Development Property except for the purpose of obtaining funds only to the extent necessary for financing or refinancing the acquisition and construction of the Project (including, but not limited to, land and building acquisition, labor and materials, professional fees, development fees, real estate taxes, reasonably required reserves, construction interest, organization and other direct and indirect costs of development and financing, costs of constructing the Project, and an allowance for contingencies) including without limitation regulatory agreements and land use restriction agreements in connection with such financings; provided, however, this provision shall not be considered a waiver of the requirements of Section DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } 5.3 with respect to any Transfer of the TIF Note in connection with any such financing or refinancing nor shall anything contained in this Section prohibit the Developer from making transfers in accordance with Section 5.3. The EDA hereby consents to any mortgages securing the Developer’s construction financing for the Project and to the succession of the mortgagee thereunder (or any assignee of the mortgagee) or any purchasers at or after foreclosure thereof, by the successful bidder at the sale, to title to the Development Property, and to any other Permitted Encumbrances set forth in Exhibit G; provided, however, this provision shall not be considered a waiver of the requirements of Section 5.3 with respect to any Transfer of the TIF Note in connection with any such mortgage. Notwithstanding the foregoing, the TIF Note shall be terminated by the EDA in the event that any mortgagee (or any assignee of the mortgagee) or any purchasers at or after foreclosure thereof, by the successful bidder at the sale, to the title to the Development Property, terminates the Declaration, in accordance with its terms, or does not otherwise comply with the Declaration. Section 3.10. Business Subsidy Act. The subsidy granted to the Developer pursuant to this Agreement is assistance for housing and therefore the provisions of Minnesota Statutes, Section 116J.993 to 116J.995 do not apply. No portion of the tax increment assistance shall be used to construct any commercial space. Section 3.11. Right to Collect Delinquent Taxes. The Developer acknowledges that the EDA is providing substantial aid and assistance in furtherance of the Project through reimbursement of Public Development Costs. To that end, the 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 Project. The Developer acknowledges that this obligation creates a contractual right on behalf of the EDA through the Termination Date to sue the Developer or its successors and assigns, to collect delinquent real estate taxes related to the Development Property 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 EDA is the prevailing party, the EDA shall also be entitled to recover its costs, expenses and reasonable attorney fees. Section 3.12. Review of Taxes. (1) 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: (i) willful destruction of the Development Property or any part thereof; or (ii) willful refusal to reconstruct damaged or destroyed property. The Developer also agrees that it will not, prior to the Termination Date, apply for an exemption from or 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 property taxes under State law; provided, however, the Developer may apply for and obtain designation of the Development Property as low-income rental property classified as “4d” under Minn. Stat. 273.13, subdivision 25 (“4d Classification”). (2) Other than 4d Classification, the Developer shall notify the EDA within 10 days of filing any petition to seek reduction in market value or property taxes on any portion of the DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } Development Property under any State law (referred to as a “Tax Appeal”). If as of any Payment Date, any Tax Appeal is then pending, the EDA will continue to make payments on the TIF Note but only to the extent that the Pledged Tax Increment relates to property taxes paid with respect to the market value of the Development Property not being challenged as part of the Tax Appeal as determined by the City in its sole discretion and the City will withhold the Pledged Tax Increment related to property taxes paid with respect to the market value of the Development Property being challenged as part of the Tax Appeal as determined by the City in its sole discretion. The City will apply any withheld amount to the extent not reduced as a result of the Tax Appeal promptly after the Tax Appeal is fully resolved and the amount of Pledged Tax Increment, as applicable, attributable to the disputed tax payments is finalized. (3) If the Development Property qualifies for 4d Classification and Minn. Stat. 273.13, subdivision 25 or any applicable successor statute is amended to reduce the 4d Classification tax rate, the Developer acknowledges that the amount of Tax Increments may be negatively impacted. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } ARTICLE IV EVENTS OF DEFAULT Section 4.1. Events of Default Defined. The following shall be “Events of Default” under this Agreement and the term “Event of Default” shall mean whenever it is used in this Agreement any one or more of the following events: (1) Failure by the Developer to timely pay any ad valorem real property taxes assessed with respect to the Development Property. (2) Subject to Unavoidable Delays, failure by the Developer to commence construction of the Project by June 30, 2020, and to proceed with due diligence to substantially complete the construction of the Project pursuant to the terms, conditions and limitations of this Agreement and obtain a certificate of occupancy from the City by December 31, 2021. (3) Failure of the Developer to observe or perform any other material covenant, condition, obligation or agreement on its part to be observed or performed under the Declaration, or this Agreement, including, without limitation, compliance with the requirements set forth in Section 3.3 hereof. (4) If, prior to the Completion Date, the Developer shall (a) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the United States Bankruptcy Act of 1978, as amended or under any similar federal or state law; or (b) be adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of the Developer, as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within 90 days after the filing thereof; or a receiver, trustee or liquidator of the Developer, or of the Project, or part thereof, shall be appointed in any proceeding brought against the Developer, and shall not be discharged within 90 days after such appointment, or if the Developer, shall consent to or acquiesce in such appointment. Notwithstanding anything to the contrary set forth in this Agreement the lenders providing construction or permanent financing for the Project, the General Partner and any limited partner of the Developer shall have the right, but not the obligation, to cure an Event of Default during the cure period provided for the Developer. Section 4.2. Remedies on Default. Whenever any Event of Default referred to in Section 4.1 occurs and is continuing, the EDA, as specified below, may take any one or more of the following actions after the giving of 30 days’ written notice to the Developer, but only if the Event of Default has not been cured within said 30 days; provided that if such Event of Default cannot be reasonably cured within the 30 day period, and the Developer has provided assurances DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } reasonably satisfactory to the EDA that it is proceeding with due diligence to cure such default, such 30 day cure period shall be extended for a period deemed reasonably necessary by the City to effect the cure, but in any event not to exceed 180 days: (1) The EDA may suspend its performance under this Agreement and the TIF Note until it receives assurances from the Developer, deemed reasonably adequate by the EDA, that the Developer will cure its default and continue its performance under this Agreement. Interest on the TIF Note shall not accrue during the period of any suspension of payment. (2) The EDA may terminate this Agreement and/or cancel the TIF Note. (3) The EDA may take any action, including legal or administrative action, in law or equity, which may appear necessary or desirable to enforce performance and observance of any obligation, agreement, or covenant of the Developer under this Agreement. Notwithstanding anything to the contrary set forth in this Agreement the lenders providing construction or permanent financing for the Project, the General Partner and any limited partner of the Developer shall have the right, but not the obligation, to cure an Event of Default during the cure period provided for the Developer. Section 4.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the EDA 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. Section 4.4. No Implied Waiver. In the event any agreement contained in this Agreement should be breached by any party and thereafter waived by any other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 4.5. Indemnification of EDA. (1) The Developer releases from and covenants and agrees that the City and the EDA, and their governing bodies’ members, officers, agents, including the independent contractors, consultants and legal counsel, servants and employees thereof (for purposes of this Section, collectively the “Indemnified Parties”) shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Project, or any other loss, cost expense, or penalty, except to the extent caused by any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties. (2) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, the Developer agrees to protect and defend the Indemnified Parties, now and forever, and further agrees to hold the Indemnified Parties harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } or purportedly arising from the actions or inactions of the Developer (or if other persons acting on its behalf or under its direction or control) under this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Project; including, without limitation, any pecuniary loss or penalty (including interest thereon at the rate of 5% per annum from the date such loss is incurred or penalty is paid by the EDA or the City) as a result of the Project failing to cause the TIF District to qualify as a “housing district” under Section 469.174, Subdivision 11, of the Act, or to violate limitations as to the use of Tax Increments as set forth in Section 469.176, subd. 4d. (3) All covenants, stipulations, promises, agreements and obligations of the EDA contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the EDA or the City and not of any governing body member, officer, agent, servant or employee of the EDA or the City, as the case may be. Section 4.6. Reimbursement of Attorneys’ Fees. If the Developer shall default under any of the provisions of this Agreement, and the EDA shall employ attorneys or incur other reasonable expenses for the collection of payments due hereunder, or for the enforcement of performance or observance of any obligation or agreement on the part of the Developer contained in this Agreement, the Developer will within 30 days reimburse the EDA for the reasonable fees of such attorneys and such other reasonable expenses so incurred. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } ARTICLE V ADDITIONAL PROVISIONS Section 5.1. Restrictions on Use. 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 operate, or cause to be operated, the Project as an affordable rental housing development in accordance with this Agreement and the Declaration until the Termination Date. Section 5.2. Reports. The Developer shall provide the EDA reports in a timely manner with such information about the Project as the EDA may reasonably request for purposes of satisfying any reporting requirements imposed by law on the EDA. Section 5.3. Limitations on Transfer and Assignment. (1) Except as provided in Sections 3.9 and 5.3(4), the Developer will not sell, assign, convey, lease or transfer in any other mode or manner (collectively, “Transfer”) this Agreement, the TIF Note, or the Development Property or the Project, or any interest therein, without the express written approval of the City, which consent will not be unreasonably withheld, conditioned or delayed. The City shall, within 20 days after such a written request for approval of a Transfer, deliver a written statement to the Developer indicating whether the Transfer is approved or specifying the additional conditions to be satisfied in accordance with Section 5.3(2). The provisions of this Section 5.3 apply to all subsequent Transfers by authorized transferees; (2) The EDA shall be entitled to require, as conditions to any approval of any Transfer of this Agreement, the Development Property, the Project, or the TIF Note in connection therewith, which approval will not be unreasonably withheld, conditioned or delayed, that: (a) Any proposed transferee shall have the qualifications and financial responsibility, as determined by the EDA, necessary and adequate to fulfill the obligations undertaken in this Agreement by the Developer; (b) Any proposed transferee, by instrument in writing satisfactory to the EDA shall, for itself and its successors and assigns, and expressly for the benefit of the EDA have expressly assumed any of the remaining obligations of the Developer under this Agreement and agreed to be subject to all the conditions and restrictions to which the Developer is subject; (c) There shall be submitted to the EDA for review all instruments and other legal documents involved in effecting transfer, and if approved by EDA, its approval shall be indicated to the Developer in writing; (d) Any proposed transferee of the TIF Note shall (i) execute and deliver to the EDA the Acknowledgment Regarding TIF Note in the form included in Exhibit 2 to the DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } TIF Note and (ii) surrender the TIF Note to the EDA either in exchange for a new fully registered note or for transfer of the TIF Note on the registration records for the TIF Note maintained by the EDA; (e) The Developer and its transferees shall comply with such other conditions as are necessary in order to achieve and safeguard the purposes of the Act, the TIF Act and this Agreement; and (f) In the absence of a specific written agreement by the EDA to the contrary, no such transfer or approval by the EDA 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 Project, from any of its obligations with respect thereto. (3) The Developer agrees to pay all reasonable legal fees and expenses of the EDA, including fees of the City Attorney’s office and outside counsel retained by the EDA to review the documents submitted to the EDA in connection with any Transfer. (4) Nothing contained in this Section shall prohibit the Developer from (i) entering into leases with tenants in the ordinary course of business, (ii) entering into easements or other agreements necessary for the operation of the Project, (iii) entering into easements necessary for the construction of the Project, (iv) admitting or removing limited partners or transferring direct or indirect limited partner interests in the Developer, or interests in the general partner of the Developer, or admitting or removing partners in accordance with the applicable organizational documents, or (v) removing the general partner of the Developer for cause at the direction of its limited partner(s) (whether one or more, the “Tax Credit Investor”) in accordance with the Developer’s partnership agreement. Section 5.4. Conflicts of Interest. No member of the governing body or other official of the EDA shall have any financial interest, direct or indirect, in this Agreement, the Development Property or the Project, or any contract, agreement or other transaction contemplated to occur or be undertaken thereunder or with respect thereto, nor shall any such member of the governing body or other official participate in any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. No member, official or employee of the EDA shall be personally liable to the EDA in the event of any default or breach by the Developer or successor or on any obligations under the terms of this Agreement. Section 5.5. Titles of Articles and Sections. Any titles of the several parts, articles and sections of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 5.6. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand or other communication under this Agreement by any party to any 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 DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } (a) in the case of the Developer is addressed to or delivered personally to: Brooklyn Center AH I, LLLP 579 Selby Avenue Saint Paul, Minnesota 55102 Attn: Patrick Ostrom (b) in the case of the EDA is addressed to or delivered personally to the EDA at: Economic Development Authority of Brooklyn Center, Minnesota Brooklyn Center City Hall 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 Attn: Nathan Reinhardt, Finance Director or at such other address with respect to any such party as that party may, from time to time, designate in writing and forward to the other, as provided in this Section. Section 5.7. No Additional Waiver Implied by One Waiver. If any agreement contained in this Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 5.8. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 5.9. Law Governing. This Agreement will be governed and construed in accordance with the laws of the State. Section 5.10. Term; Termination. Except as provided in the Declaration, and unless this Agreement is terminated earlier in accordance with its terms this Agreement shall terminate on the Final Payment Date. Early termination upon a written request from the Developer shall be in the EDA’s sole discretion and upon a determination that such termination will not limit or interfere with the EDA’s ability to pool Tax Increments generated by the TIF District for affordable housing in accordance with the TIF Act. After the Termination Date, if requested by the Developer, the EDA will provide a termination certificate as to the Developer’s obligations hereunder. Section 5.11. Provisions Surviving Rescission, Expiration or Termination. Sections 4.5 and 4.6 shall survive any rescission, termination or expiration of this Agreement with respect to or arising out of any event, occurrence or circumstance existing prior to the date thereof. Section 5.12. Superseding Effect. This Agreement reflects the entire agreement of the parties with respect to the development of the Development Property, and supersedes in all respects all prior agreements of the parties, whether written or otherwise, with respect to the development of the Development Property. DOCPROPERTY "CUS_DocIDChunk0" |589655v1BR291-400 } Section 5.13. Relationship of Parties. Nothing in this Agreement is intended, or shall be construed, to create a partnership or joint venture among or between the parties hereto, and the rights and remedies of the parties hereto shall be strictly as set forth in this Agreement. All covenants, stipulations, promises, agreements and obligations of the EDA contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the EDA and not of any governing body member, officer, agent, servant or employee of the City or the EDA. Section 5.14. Venue. All matters, whether sounding in tort or in contract, relating to the validity, construction, performance, or enforcement of this Agreement shall be controlled by and determined in accordance with the laws of the State of Minnesota, and the Developer agrees that all legal actions initiated by the Developer or EDA with respect to or arising from any provision contained in this Agreement shall be initiated, filed and venued exclusively in the State of Minnesota, Hennepin County, District Court and shall not be removed therefrom to any other federal or state court. S-1 589655v1BR291-400 IN WITNESS WHEREOF, the EDA has caused this Agreement to be duly executed in its name and on its behalf, and the Developer has caused this Agreement to be duly executed in its name and on its behalf, on or as of the date first above written. ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By _________________________________ Its President By ________________________________ Its Executive Director This is a signature page to the TIF Assistance Agreement. S-2 589655v1BR291-400 BROOKLYN CENTER AH I, LLLP , a Minnesota limited liability limited partnership By: Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: General Partner By: REE Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: Manager By: William R. Bisanz Its: President This is a signature page to the TIF Assistance Agreement. A-1 589655v1BR291-400 EXHIBIT A DESCRIPTION OF TIF DISTRICT The area encompassed by the TIF District shall also include all street or utility right-of-ways located upon or adjacent to the property described below. B-1 589655v1BR291-400 EXHIBIT B LEGAL DESCRIPTION OF DEVELOPMENT PROPERTY Tract B, Registered Land Survey No. 1262, Hennepin County, Minnesota. Being Registered land as is evidenced by Certificate of Title No. 1432398 C-1 589655v1BR291-400 EXHIBIT C PUBLIC DEVELOPMENT COSTS Land acquisition Site grading and improvements Underground and above ground utilities All rental housing construction costs eligible for reimbursement under the TIF Act D-1 589655v1BR291-400 EXHIBIT D FORM OF TAXABLE TIF NOTE No. R-1 [$1,630,000 ] UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF HENNEPIN CITY BROOKLYN CENTER, MINNESOTA TAXABLE TAX INCREMENT REVENUE NOTE (REE XERXES AVENUE WORKFORCE HOUSING PROJECT) ___________, 20___ The Economic Development Authority of Brooklyn Center, Minnesota (the “City”), hereby acknowledges itself to be indebted and, for value received, hereby promises to pay the amounts hereinafter described (the “Payment Amounts”) to Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership or its registered assigns (the “Registered Owner”), the principal amount of _______________ and 00/100 Dollars ([$1,630,000 ]), but only in the manner, at the times, from the sources of revenue, and to the extent hereinafter provided. This Note is issued pursuant to that certain TIF Assistance Agreement, dated as of August __, 2019, as the same may be amended from time to time (the “TIF Assistance Agreement”), by and between the EDA and Brooklyn Center AH I, LLLP (the “Developer”). Unless otherwise defined herein or unless context requires otherwise, undefined terms used herein shall have the meanings set forth in the TIF Assistance Agreement. This Note shall bear simple, non-compounding interest at the rate equal to the lesser of 4.75% per annum or the rate per annum on the Developer’s construction financing for the Project; provided that no interest shall accrue on this Note during any period that an Event of Default has occurred, and such Event of Default is continuing, under the TIF Assistance Agreement and EDA has exercised its remedy under the TIF Assistance Agreement to suspend payment on the Note. Interest shall be computed on the basis of a 360-day year of twelve 30-day months. The amounts due under this Note shall be payable on August 1, 2021 and on each February 1 and August 1 thereafter to and including the earlier of the earliest of (i) the date on which the entire principal and accrued interest on the TIF Note has been paid in full; or (ii) February 1, 2037; or (iii) any earlier date the TIF Assistance Agreement or this Note is cancelled in accordance with the terms of the TIF Assistance Agreement or deemed paid in full; or (iv) the February 1 following the date the TIF District is terminated in accordance with the TIF Act or (v) the date the EDA cancels the TIF Note upon a written request for termination from the Developer and a determination in the EDA’s sole discretion that such termination will not limit or interfere with the EDA’s ability to pool Tax Increments generated by the TIF District for affordable housing in accordance with the TIF Act (provided that there shall be no payment of D-2 589655v1BR291-400 any Tax Increments on such date unless it is a regular Payment Date) (the “Final Payment Date”) or, if the first should not be a Business Day (as defined in the TIF Assistance Agreement) the next succeeding Business Day (collectively, the “Payment Dates”). On each Payment Date, the EDA shall pay by check or draft mailed to the person that was the Registered Owner of this Note at the close of the last business day preceding such Payment Date an amount equal to 90% of the Tax Increments (as hereinafter defined) received by the City during the 6-month period preceding such Payment Date (“Pledged Tax Increments”). “Tax Increments” are the tax increments derived from the Development Property (as defined in the TIF Assistance Agreement) and the improvements thereon which have been received and are permitted to be retained by the EDA in accordance with the Minnesota Statutes, Sections 469.174 through 469.1794, as the same may be amended or supplemented from time to time (the “TIF Act”) including, without limitation, Minnesota Statutes, Section 469. 469.177; 469.176, Subd. 4h; and 469.175, Subd. 1a, as the same may be amended from time to time; for purposes of this definition, “derived from the Development Property and the improvements thereon” means the portion of Tax Increment actually received by the EDA from the TIF District determined by the EDA, in its sole determination, to have been derived from the Development Property. Payments on this Note shall be payable solely from the Pledged Tax Increments. All payments made by the City under this Note shall first be applied to accrued interest and then to principal. If Pledged Tax Increments are insufficient to pay any accrued interest due, such unpaid interest shall be carried forward without interest. This Note shall terminate and be of no further force and effect following the Final Payment Date defined above, or any date upon which the EDA shall have terminated the TIF Assistance Agreement under Section 4.2 thereof or on the date that all principal and interest payable hereunder shall have been or deemed paid in full, whichever occurs earliest. This Note may be prepaid in whole or in part at any time without penalty. The EDA makes no representation or covenant, express or implied, that the Pledged Tax Increments will be sufficient to pay, in whole or in part, the amounts which are or may become due and payable hereunder. There are risk factors in the amount of Tax Increments that may actually be received by the EDA and some of those factors are listed on the attached Exhibit 1. The Registered Owner acknowledges these risk factors and understands and agrees that payments by the EDA under this Note are subject to these and other factors. The EDA’s payment obligations hereunder shall be further subject to the conditions that (i) no Event of Default under Section 4.1 of the TIF Assistance Agreement shall have occurred and be continuing at the time payment is otherwise due hereunder, including without limitation failure to obtain the Compliance Certificate in accordance with Section 3.3 of the TIF Assistance Agreement and deliver the Declaration (as defined therein), and (ii) the TIF Assistance Agreement shall not have been terminated pursuant to Section 4.2, and (iii) all conditions set forth in Section 3.2(2) of the TIF Assistance Agreement have been satisfied as of such date. Any such suspended and unpaid amounts shall become payable, without interest accruing thereon in the meantime, if this Note has not been terminated in accordance with Section 4.2 of the TIF Assistance Agreement and said Event of Default shall thereafter have been cured in accordance D-3 589655v1BR291-400 with Section 4.2. If pursuant to the occurrence of an Event of Default under the TIF Assistance Agreement the City elects, in accordance with the TIF Assistance Agreement to cancel and rescind the TIF Assistance Agreement and/or this Note, the EDA shall have no further debt or obligation under this Note whatsoever. Reference is hereby made to all of the provisions of the TIF Assistance Agreement, for a fuller statement of the rights and obligations of the City to pay the principal of this Note and the interest thereon, and said provisions are hereby incorporated into this Note as though set out in full herein. THIS NOTE IS A SPECIAL, LIMITED REVENUE OBLIGATION AND NOT A GENERAL OBLIGATION OF THE CITY OF BROOKLYN CENTER, MINNESOTA (THE “CITY”) OR THE EDA AND IS PAYABLE BY THE EDA ONLY FROM THE SOURCES AND SUBJECT TO THE QUALIFICATIONS STATED OR REFERENCED HEREIN. THIS NOTE IS NOT A GENERAL OBLIGATION OF THE CITY OR THE EDA, AND THE FULL FAITH AND CREDIT AND TAXING POWERS OF THE CITY AND THE EDA ARE NOT PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THIS NOTE AND NO PROPERTY OR OTHER ASSET OF THE CITY OR THE EDA, SAVE AND EXCEPT THE ABOVE-REFERENCED PLEDGED TAX INCREMENTS, IS OR SHALL BE A SOURCE OF PAYMENT OF THE EDA’S OBLIGATIONS HEREUNDER. The Registered Owner shall never have or be deemed to have the right to compel any exercise of any taxing power of the EDA or the City or of any other public body, and neither the City nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration thereof or otherwise. This Note is issued by the EDA in aid of financing a project pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including the TIF Act. This Note may be assigned only as provided in Section 5.3 of the TIF Assistance Agreement and subject to the assignee executing and delivering to the EDA the Acknowledgment Regarding TIF Note in the form included in Exhibit 2. Additionally, in order to assign the Note, the assignee shall surrender the same to the EDA either in exchange for a new fully registered note or for transfer of this Note on the registration records maintained by the EDA for the Note. Each permitted assignee shall take this Note subject to the foregoing conditions and subject to all provisions stated or referenced herein. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to have happened, and to be performed precedent to and in the issuance of this Note have been done, have happened, and have been performed in regular and due form, time, and manner as required by law; and that this Note, together with all other indebtedness of the EDA outstanding on the date hereof and on the date of its actual issuance and delivery, does not cause the indebtedness of the EDA to exceed any constitutional or statutory limitation thereon. D-4 589655v1BR291-400 IN WITNESS WHEREOF, the Economic Development Authority of Brooklyn Center, Minnesota by its Board of Commissioners has caused this Note to be executed by the manual signatures of its President and Executive Director and has caused this Note to be issued on and dated as of the date first written above. ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By____________________________ Its President By____________________________ Its Executive Director Signature Page for Tax Increment Revenue Note (REE Xerxes Avenue Workforce Housing Project) D-5 589655v1BR291-400 CERTIFICATION OF REGISTRATION It is hereby certified that the foregoing Note, as originally issued on the date first written above, was on said date registered in the name of Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership, and that, at the request of the Registered Owner of this Note, the undersigned has this day registered the Note in the name of such Registered Owner, as indicated in the registration blank below, on the books kept by the undersigned for such purposes. NAME AND ADDRESS OF REGISTERED OWNER DATE OF REGISTRATION SIGNATURE OF EXECUTIVE DIRECTOR Brooklyn Center AH I, LLLP 579 Selby Avenue Saint Paul, Minnesota 55102 Attn: Patrick Ostrom _________, 20__ ___________________ ____________________ ____________________ ____________________ ____________________ _________, 20__ ___________________ ____________________ ____________________ ____________________ ___ _________________ _________, 20__ ___________________ D-6 589655v1BR291-400 Exhibit 1 to Taxable TIF Note RISK FACTORS Risk factors on the amount of Tax Increments that may actually be received by the EDA include but are not limited to the following: 1. Value of Project. If the contemplated Project (as defined in the TIF Assistance Agreement) constructed in the tax increment financing district is completed at a lesser level of value than originally contemplated, they will generate fewer taxes and fewer tax increments than originally contemplated. 2. Damage or Destruction. If the Project is damaged or destroyed after completion, their value will be reduced, and taxes and tax increments will be reduced. Repair, restoration or replacement of the Project may not occur, may occur after only a substantial time delay, or may involve property with a lower value than the Project, all of which would reduce taxes and tax increments. 3. Change in Use to Tax-Exempt. The Project could be acquired by a party that devotes it to a use which causes the property to be exempt from real property taxation. Taxes and tax increments would then cease. 4. Depreciation. The Project could decline in value due to changes in the market for such property or due to the decline in the physical condition of the property. Lower market valuation will lead to lower taxes and lower tax increments. 5. Non-payment of Taxes. If the property owner does not pay property taxes, either in whole or in part, the lack of taxes received will cause a lack of tax increments. The Minnesota system of collecting delinquent property taxes is a lengthy one that could result in substantial delays in the receipt of taxes and tax increments, and there is no assurance that the full amount of delinquent taxes would be collected. Amounts distributed to taxing jurisdictions upon a sale following a tax forfeiture of the property are not tax increments. 6. Reductions in Taxes Levied. If property taxes are reduced due to decreased municipal levies, taxes and tax increments will be reduced. Reasons for such reduction could include lower local expenditures or changes in state aids to municipalities. For instance, in 2001 the Minnesota Legislature enacted an education funding reform that involved the state increasing school aid in lieu of the local general education levy (a component of school district tax levies). 7. Reductions in Tax Capacity Rates. The taxable value of real property is determined by multiplying the market value of the property by a tax capacity rate. Tax capacity rates vary by certain categories of property; for example, the tax capacity rates for residential homesteads are currently less than the tax capacity rates for commercial and industrial property. In 2001 the Minnesota Legislature enacted property tax reform that lowered various tax capacity D-7 589655v1BR291-400 rates to “compress” the difference between the tax capacity rates applicable to residential homestead properties and commercial and industrial properties. 8. Changes to Local Tax Rate. The local tax rate to be applied in the tax increment financing district is the lower of the current local tax rate or the original local tax rate for the tax increment financing district. In the event that the Current Local Tax Rate is higher than the Original Local Tax Rate, then the “excess” or difference that comes about after applying the lower Original Local Tax Rate instead of the Current Local Tax Rate is considered “excess” tax increment and is distributed by Hennepin County to the other taxing jurisdictions and such amount is not available to the EDA as tax increment. 9. Legislation. The Minnesota Legislature has frequently modified laws affecting real property taxes, particularly as they relate to tax capacity rates and the overall level of taxes as affected by state aid to municipalities. 10. Affordable Housing Declaration. The TIF District will cease to qualify as a housing tax increment financing district and the TIF Note will terminate if the Project ceases to be operated in accordance with the Declaration required by and defined in the TIF Assistance Agreement defined in the attached Note. 11. Hennepin County’s Sharing Factor. In determining the amount of tax increment generated by the development property, Hennepin County uses a Sharing Factor when there are multiple parcels of land in the tax increment financing district. This may result in a lower amount of tax increment attributable to the development property than if the development property was the only parcel in the district. In addition, the Sharing Factor is not consistent with the method that the EDA will use to determine Pledged Tax Increments. D-8 589655v1BR291-400 Exhibit 2 to Taxable TIF Note ACKNOWLEDGMENT REGARDING TIF NOTE The undersigned, ______________ a ___________ (“Note Holder”), hereby certifies and acknowledges that: A. On the date hereof the Note Holder has [acquired from]/[made a loan (the “Loan”) [to/for the benefit] of] Brooklyn Center AH I, LLLP (the “Developer”) [secured in part by] the Taxable Tax Increment Revenue Note (REE Xerxes Avenue Workforce Housing Project), a pay-as-you-go tax increment revenue note (the “Note”) in the original principal amount of [$1,630,000 ] [dated __________, 20___ of]/[to be issued by] the Economic Development Authority of Brooklyn Center, Minnesota (the “EDA”). B. The Note Holder has had the opportunity to ask questions of and receive from the Developer all information and documents concerning the Note as it requested, and has had access to any additional information the Note Holder thought necessary to verify the accuracy of the information received. In determining to [acquire the Note]/[make the Loan], the Note Holder has made its own determinations and has not relied on the EDA or information provided by the EDA. C. The Note Holder represents and warrants that: 1. The Note Holder is acquiring [the Note]/[an interest in the Note as collateral for the Loan] for investment and for its own account, and without any view to resale or other distribution. 2. The Note Holder has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of acquiring [the Note]/[an interest in the Note as collateral for the Loan]. 3. The Note Holder understands that the Note is a security which has not been registered under the Securities Act of 1933, as amended, or any state securities law, and must be held until its sale is registered or an exemption from registration becomes available. 4. The Note Holder is aware of the limited payment source for the Note and interest thereon and risks associated with the sufficiency of that limited payment source. 5. The Note Holder is [a bank or other financial institution] / [the owner of the property from which the tax increments which are pledged to the Note are generated]. D. The Note Holder understands that the Note is payable solely from certain tax increments derived from certain properties located in a tax increment financing district, if and as received by the EDA. The Note Holder acknowledges that the EDA has made no representation or covenant, express or implied, that the revenues pledged to pay the Note will be sufficient to D-9 589655v1BR291-400 pay, in whole or in part, the principal and interest due on the Note. Any amounts which have not been paid on the Note on or before the final maturity date of the Note shall no longer be payable, as if the Note had ceased to be an obligation of the EDA. The Note Holder understands that the Note will never represent or constitute a general obligation, debt or bonded indebtedness of the City of Brooklyn Center, Minnesota (the “City”), the EDA, the State of Minnesota, or any political subdivision thereof and that no right will exist to have taxes levied by the City, the EDA, the State of Minnesota or any political subdivision thereof for the payment of principal and interest on the Note. E. The Note Holder understands that the Note is payable solely from certain tax increments, which are taxes received on improvements made to certain property (the “Project”) in a tax increment financing district from the increased taxable value of the property over its base value at the time that the tax increment financing district was created, which base value is called “original net tax capacity”. There are risk factors in relying on tax increments to be received, which include, but are not limited to, the following: 1. Value of Project. If the contemplated Project constructed in the tax increment financing district are completed at a lesser level of value than originally contemplated, they will generate fewer taxes and fewer tax increments than originally contemplated. 2. Damage or Destruction. If the Project is damaged or destroyed after completion, their value will be reduced, and taxes and tax increments will be reduced. Repair, restoration or replacement of the Project may not occur, may occur after only a substantial time delay, or may involve property with a lower value than the Project, all of which would reduce taxes and tax increments. 3. Change in Use to Tax-Exempt. The Project could be acquired by a party that devotes it to a use which causes the property to be exempt from real property taxation. Taxes and tax increments would then cease. 4. Depreciation. The Project could decline in value due to changes in the market for such property or due to the decline in the physical condition of the property. Lower market valuation will lead to lower taxes and lower tax increments. 5. Non-payment of Taxes. If the property owner does not pay property taxes, either in whole or in part, the lack of taxes received will cause a lack of tax increments. The Minnesota system of collecting delinquent property taxes is a lengthy one that could result in substantial delays in the receipt of taxes and tax increments, and there is no assurance that the full amount of delinquent taxes would be collected. Amounts distributed to taxing jurisdictions upon a sale following a tax forfeiture of the property are not tax increments. 6. Reductions in Taxes Levied. If property taxes are reduced due to decreased municipal levies, taxes and tax increments will be reduced. Reasons for such reduction could include lower local expenditures or changes in state aids to municipalities. For instance, in 2001 the Minnesota Legislature enacted an education D-10 589655v1BR291-400 funding reform that involved the state increasing school aid in lieu of the local general education levy (a component of school district tax levies). 7. Reductions in Tax Capacity Rates. The taxable value of real property is determined by multiplying the market value of the property by a tax capacity rate. Tax capacity rates vary by certain categories of property; for example, the tax capacity rates for residential homesteads are currently less than the tax capacity rates for commercial and industrial property. In 2001 the Minnesota Legislature enacted property tax reform that lowered various tax capacity rates to “compress” the difference between the tax capacity rates applicable to residential homestead properties and commercial and industrial properties. 8. Changes to Local Tax Rate. The local tax rate to be applied in the tax increment financing district is the lower of the current local tax rate or the original local tax rate for the tax increment financing district. In the event that the Current Local Tax Rate is higher than the Original Local Tax Rate, then the “excess” or difference that comes about after applying the lower Original Local Tax Rate instead of the Current Local Tax Rate is considered “excess” tax increment and is distributed by Hennepin County to the other taxing jurisdictions and such amount is not available to the EDA as tax increment. 9. Legislation. The Minnesota Legislature has frequently modified laws affecting real property taxes, particularly as they relate to tax capacity rates and the overall level of taxes as affected by state aid to municipalities. 10. Affordable Housing Declaration. The TIF District will cease to qualify as a housing tax increment financing district and the TIF Note will terminate if the Project ceases to be operated in accordance with the Declaration required by and defined in the TIF Assistance Agreement defined below. 11. Hennepin County’s Sharing Factor. In determining the amount of tax increment generated by the development property, Hennepin County uses a Sharing Factor when there are multiple parcels of land in the tax increment financing district. This may result in a lower amount of tax increment attributable to the development property than if the development property was the only parcel in the district. In addition, the Sharing Factor is not consistent with the method that the EDA will use to determine Pledged Tax Increments. F. The Note Holder acknowledges that the Note was issued as part of a TIF Assistance Agreement between the EDA and the Developer dated August ___, 2019 (“TIF Assistance Agreement”), and that the City has the right to suspend payments under this Note and/or terminate the Note upon an Event of Default under the TIF Assistance Agreement. G. The Note Holder acknowledges that the EDA makes no representation about the tax treatment of, or tax consequences from, the Note Holder’s acquisition of [the Note]/[an interest in the Note as collateral for the Loan]. WITNESS our hand this ___ day of _______, 20__. D-11 589655v1BR291-400 Note Holder: _________________________ By ________________________ Name: __________________ Its ________________________ E-1 589655v1BR291-400 EXHIBIT E TOTAL DEVELOPMENT COSTS F-1 589655v1BR291-400 EXHIBIT F DECLARATION OF RESTRICTIVE COVENANTS THIS DECLARATION OF RESTRICTIVE COVENANTS, dated August __, 2019 (the “Declaration”), by BROOKLYN CENTER AH I, LLLP, a Minnesota limited liability limited partnership (the “Developer”), is given for the benefit of the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a public body corporate and politic organized under the laws of the State of Minnesota (the “EDA”). RECITALS WHEREAS, the EDA and the Developer entered into that certain TIF Assistance Agreement, dated August __, 2019, (the “Contract”); and WHEREAS, pursuant to the Contract, the Developer is obligated to cause construction of an approximately 127 unit workforce rental housing facility and related amenities (the “Project”) to be located on the property described in EXHIBIT 1 hereto (the “Property”), and to cause compliance with certain affordability covenants described in Section 3.3 of the Contract; and WHEREAS, Section 3.3 of the Contract requires that the Developer cause to be executed an instrument in recordable form substantially reflecting the covenants set forth in Section 3.3 of the Contract; and WHEREAS, the Developer intends, declares, and covenants that the restrictive covenants set forth herein will be and are covenants running with the Property for the term described herein and binding upon all subsequent owners of the Property for the term described herein, and are not merely personal covenants of the Developer; and WHEREAS, capitalized terms in this Declaration have the meaning provided in the Contract unless otherwise defined herein. NOW, THEREFORE, in consideration of the promises and covenants hereinafter set forth, and of other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Developer agrees as follows: 1. Term of Restrictions. (a) Occupancy Restrictions. The term of the Occupancy Restrictions set forth in Section 3 of this Declaration will commence on the date a certificate of occupancy is received from the City for all residential units on the Property and continue through the Termination Date defined below (the “Qualified Project Period”). (b) Termination of Declaration. This Declaration shall terminate upon the earlier of (i) December 31, 2046, or (ii) the date the TIF District is terminated in accordance with the TIF Act, or F-2 589655v1BR291-400 (iii) the date (A) the TIF Note is paid in full or the EDA cancels the TIF Note upon a written request for termination from the Developer and (B) the EDA determines, in its in sole discretion, that such termination will not limit or interfere with the EDA’s ability to pool Tax Increments generated by the TIF District for affordable housing in accordance with the TIF Act. In addition, in the event of foreclosure or transfer of title by deed in lieu of foreclosure, upon completion of the foreclosure and expiration of the applicable redemption period, or recording of a deed in lieu of foreclosure, any mortgagee (or any assignee of the mortgagee) or any purchasers at or after foreclosure thereof, by the successful bidder at the sale, to the title to the Development Property, may terminate this Declaration, by providing written notice to the EDA and by filing a termination document in the applicable real property records in Hennepin County, and thereafter this Declaration shall be of no further force and effect; provided, however, that the preceding provisions of this sentence shall cease to apply and the restrictions contained herein shall be reinstated if, at any time subsequent to the termination of this Declaration as the result of the foreclosure, or the delivery of a deed in lieu of foreclosure, or a similar event, the Developer or any related person (within the meaning of Section 1.103-10(e) of the Treasury Regulations) obtains an ownership interest in the Project for federal income tax purposes. Each of the events set forth in the first two paragraphs of this Section 1(b) are referred to individually and collectively herein as the “Termination Date”. The Developer acknowledges, on behalf of itself and its successors and assigns that, upon any termination of this Declaration prior to the payment in full of the TIF Note, the EDA will terminate the TIF Note. (c) Removal from Real Estate Records. After the Termination Date of this Declaration, the EDA will, upon request by the Developer or its assigns, file any document appropriate to remove this Declaration from the real estate records of Hennepin County, Minnesota. 2. Project Restrictions. (a) The Developer represents, warrants, and covenants that all leases of residential units to Qualifying Tenants (as defined in Section 3(a)(i) hereof) will contain clauses, among others, wherein each individual lessee: (1) Certifies the accuracy of the statements made in its application and Eligibility Certification (as defined in Section 3(a)(ii) hereof); and (2) Agrees that the family income at the time the lease is executed will be deemed a substantial and material obligation of the lessee’s tenancy; that the lessee will comply promptly with all requests for income and other information relevant to determining low or moderate income status from the Developer or the EDA, and that the lessee’s failure or refusal to comply with a request for information with respect thereto will be deemed a violation of a substantial obligation of the lessee’s tenancy. F-3 589655v1BR291-400 (b) The Developer will permit any duly authorized representative of the EDA to inspect the books and records of the Developer pertaining to the income of Qualifying Tenants residing in the Project. 3. Occupancy Restrictions. The Developer represents, warrants, and covenants that: (a) Qualifying Tenants. Throughout the Qualified Project Period, at least 40% of the residential units will be occupied (or treated as occupied as provided herein) or held vacant and available for occupancy by Qualifying Tenants. “Qualifying Tenants” means those persons and families who are determined from time to time by the Developer to have combined adjusted income that does not exceed 60% of the median income for the standard metropolitan statistical area which includes Brooklyn Center, Minnesota, as that figure is determined and announced from time to time by HUD, as adjusted for family size (the “Median Income”) for the applicable calendar year. For purposes of this definition, the occupants of a residential unit will not be deemed to be Qualifying Tenants if all the occupants of such residential unit at any time are “students,” as defined in Section 152(f)(2) of the Internal Revenue Code of 1986, as amended (the “Code”), not entitled to an exemption under the Code. The determination of whether an individual or family is of low or moderate income will be made at the time the tenancy commences and on an ongoing basis thereafter, determined at least annually. If during their tenancy a Qualifying Tenant’s income exceeds 140% of the Median Income, the next available residential unit (determined in accordance with the Code and applicable regulations) (the “Next Available Unit Rule”) must be leased to a Qualifying Tenant or held vacant and available for occupancy by a Qualifying Tenant. If the Next Available Unit Rule is violated, the residential unit will not continue to be treated as a Qualifying Unit. Alternatively, the Developer may elect to satisfy the foregoing affordability requirements by substituting “20% of the residential units” in place of “40% of the residential units” in the preceding paragraph if, for such purposes, the term “Qualifying Tenants” means those persons and families who are determined from time to time by the Developer to have combined adjusted income that does not exceed 50% of the Median Income. (b) Certification of Tenant Eligibility. As a condition to initial and continuing occupancy, each person who is intended to be a Qualifying Tenant will be required annually to sign and deliver to the Developer a Certification of Tenant Eligibility substantially in the form attached as EXHIBIT 2 hereto, or in any other form as may be approved by the EDA (the “Eligibility Certification”), in which the prospective Qualifying Tenant certifies as to having a qualifying low or moderate income. In addition, the Qualifying Tenant will be required to provide whatever other information, documents, or certifications are deemed necessary by the City to substantiate the Eligibility Certification, on an ongoing annual basis, and to verify that the tenant continues to be a Qualifying Tenant within the meaning of Section 3(a) hereof. Eligibility Certifications will be maintained on file by the Developer with respect to each Qualifying Tenant who resides in a residential unit or resided therein during the immediately preceding calendar year. (c) Lease. The form of lease to be utilized by the Developer in renting any residential units in the Project to any person who is intended to be a Qualifying Tenant will provide for termination of the lease and consent by the person to immediate eviction for failure to qualify as a F-4 589655v1BR291-400 Qualifying Tenant as a result of any material misrepresentation made by the person with respect to the Eligibility Certification. (d) Annual Report. The Developer covenants and agrees that during the term of this Declaration, it will prepare and submit to the EDA on or before July 1 of each year, a certificate substantially in the form of EXHIBIT 2 hereto, executed by the Developer, (a) identifying the tenancies and the dates of occupancy (or vacancy) for all Qualifying Tenants in the Project, including the percentage of the residential units of the Project which were occupied by Qualifying Tenants (or held vacant and available for occupancy by Qualifying Tenants) at all times during the year preceding the date of the certificate; (b) describing all transfers or other changes in ownership of the Project or any interest therein; and (c) stating, that to the best knowledge of the person executing the certificate after due inquiry, all the residential units were rented or available for rental on a continuous basis during the year to members of the general public and that the Developer was not otherwise in default under this Declaration during the year. (e) Notice of Non-Compliance. The Developer will immediately notify the EDA if at any time during the term of this Declaration fewer than the percentage set forth in Section 3(a) of the dwelling units in the Project are occupied or available for occupancy as required by the terms of this Declaration. 4. Transfer Restrictions. Except as provided in 1(b), The Developer covenants and agrees that the Developer will cause or require as a condition precedent to any conveyance, transfer, assignment, or any other disposition of the Project prior to the termination of the Occupancy Restrictions provided herein (the “Transfer”) that the transferee of the Project pursuant to the Transfer assume in writing, in a form acceptable to the EDA, all duties and obligations of the Developer under this Declaration, including this Section 4, in the event of a subsequent Transfer by the transferee prior to expiration of the Occupancy Restrictions provided herein (the “Assumption Agreement”). The Developer will deliver the Assumption Agreement to the City prior to the Transfer. 5. Enforcement. (a) The Developer will permit, during normal business hours and upon reasonable notice, any duly authorized representative of the EDA to inspect any books and records of the Developer regarding the Project with respect to the incomes of Qualifying Tenants. (b) The Developer will submit any other information, documents or certifications requested by the EDA which the EDA deems reasonably necessary to substantiate the Developer’s continuing compliance with the provisions specified in this Declaration. (c) The Developer acknowledges that the primary purpose for requiring compliance by the Developer with the restrictions provided in this Declaration is to ensure compliance of the property with the housing affordability covenants set forth in Section 3.3 of the Contract, and by reason thereof, the Developer, in consideration for assistance provided by the EDA under the Contract that makes possible the construction of the Project (as defined in the Contract) on the Property, hereby agrees and consents that the EDA will be entitled, for any breach of the provisions F-5 589655v1BR291-400 of this Declaration, and in addition to all other remedies provided by law or in equity, to enforce specific performance by the Developer of its obligations under this Declaration in a state court of competent jurisdiction. The Developer hereby further specifically acknowledges that the EDA cannot be adequately compensated by monetary damages in the event of any default hereunder. (d) The Developer understands and acknowledges that, in addition to any remedy set forth herein for failure to comply with the restrictions set forth in this Declaration, the EDA may exercise any remedy available to it under Article IV of the Contract. 6. Indemnification. The Developer hereby indemnifies, and agrees to defend and hold harmless, the EDA from and against all liabilities, losses, damages, costs, expenses (including attorneys’ fees and expenses), causes of action, suits, allegations, claims, demands, and judgments of any nature arising from the consequences of a legal or administrative proceeding or action brought against them, or any of them, on account of any failure by the Developer to comply with the terms of this Declaration, or on account of any representation or warranty of the Developer contained herein being untrue. 7. Agent of the EDA. The EDA will have the right to appoint an agent to carry out any of its duties and obligations hereunder, and will inform the Developer of any agency appointment by written notice. 8. Severability. The invalidity of any clause, part or provision of this Declaration will not affect the validity of the remaining portions thereof. 9. Notices. All notices to be given pursuant to this Declaration must be in writing and will be deemed given when mailed by certified or registered mail, return receipt requested, to the parties hereto at the addresses set forth below, or to any other place as a party may from time to time designate in writing. The Developer and the EDA may, by notice given hereunder, designate any further or different addresses to which subsequent notices, certificates, or other communications are sent. The initial addresses for notices and other communications are as follows: To the City: Economic Development Authority of Brooklyn Center, Minnesota Brooklyn Center City Hall 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 Attn: Nathan Reinhardt, Finance Director To the Developer: Brooklyn Center AH I, LLLP 579 Selby Avenue Saint Paul, Minnesota 55102 Attn: Patrick Ostrom 10. Governing Law. This Declaration is governed by the laws of the State of Minnesota and, where applicable, the laws of the United States of America. F-6 589655v1BR291-400 11. Attorneys’ Fees. In case any action at law or in equity, including an action for declaratory relief, is brought against the Developer to enforce the provisions of this Declaration, the Developer agrees to pay the reasonable attorneys’ fees and other reasonable expenses paid or incurred by the EDA in connection with the action. 12. Declaration Binding. This Declaration and the covenants contained herein will run with the real property comprising the Project and will bind the Developer and its successors and assigns and all subsequent owners of the Project or any interest therein, and the benefits will inure to the EDA and its successors and assigns until the Termination Date of this Declaration as provided in Section 1(b) hereof. F-7 589655v1BR291-400 IN WITNESS WHEREOF, the Developer has caused this Declaration of Restrictive Covenants to be signed by its respective duly authorized representatives, as of the day and year first written above. BROOKLYN CENTER AH I, LLLP , a Minnesota limited liability limited partnership By: Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: General Partner By: REE Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: Manager By: William R. Bisanz Its: President STATE OF MINNESOTA ) ) SS. COUNTY OF _______ ) The foregoing instrument was acknowledged before me this _______________, 2019, by ____________, the _______ of Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership. Notary Public THIS INSTRUMENT WAS DRAFTED BY: Kennedy & Graven, Chartered (JSB) 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 (612) 337-9300 F-8 589655v1BR291-400 This Declaration is acknowledged and consented to by: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By Its President By Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____________, 2019, by _____________________________, the President of the Economic Development Authority of Brooklyn Center, Minnesota a public body corporate and politic organized under the laws of the State of Minnesota, on behalf of said EDA. Notary Public STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____________, 2019, by ____________________, the City Administrator of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic organized under the laws of the State of Minnesota, on behalf of said EDA. Notary Public F-9 589655v1BR291-400 EXHIBIT 1 TO DECLARATION OF RESTRICTIVE COVENANTS [LEGAL DESCRIPTION] F-10 589655v1BR291-400 EXHIBIT 2 TO DECLARATION OF RESTRICTIVE COVENANTS Certification of Tenant Eligibility TENANT INCOME CERTIFICATION Initial Certification Recertification Other _______________ Effective Date: _________________________ Move-in Date: __________________________ (MM/DD/YY): _________________________ PART I. DEVELOPMENT DATA Property Name: ____________ Apartments Address: ___________________ , Brooklyn Center, Minnesota County: Hennepin Unit Number: ________________ BIN #: _______________ # Bedrooms: ___________ PART II. HOUSEHOLD COMPOSITION HH Br # Last Name First Name & Middle Initial Relationship to Head of Household Date of Birth (MM/DD/YY) F/T Student (Y or N) Social Security or Alien Reg. No. 1 HEAD 2 3 4 5 6 PART III. GROSS ANNUAL INCOME (USE ANNUAL AMOUNTS) HH Br # (A) Employment or Wages (B) Soc. Security / Pensions (C) Public Assistance (D) Other Income TOTAL $ $ $ $ Add totals from (A) through (D) above TOTAL INCOME (E): $ F-11 589655v1BR291-400 PART IV. INCOME FROM ASSETS HH Mbr# (F) Type of Asset (G) C/I (H) Cash Value of Asset (I) Annual Income from Asset TOTALS: $ $ Enter Column (H) Total Passbook Rate if over $5,000 $________________ x 2.00 % = (J) Imputed Income Enter the greater of the total column I, or J: imputed income TOTAL INCOME FROM ASSETS (K) $ $ (L) Total Annual Household Income from all sources [Add (E) + (K)] $ HOUSEHOLD CERTIFICATION & SIGNATURES The information on this form will be used to determine maximum income eligibility. I/we have provided for each person(s) set forth in Part II acceptable verification of current anticipated annual income. I/we agree to notify the landlord immediately upon any member of the household moving out of the unit or any new member moving in. I/we agree to notify the landlord immediately upon any member becoming a full-time student. Under penalties of perjury, I/we certify that the information presented in this Certification is true and accurate to the best of my/our knowledge and belief. The undersigned further understands that providing false representations herein constitutes an act of fraud. False, misleading or incomplete information may result in the termination of the lease agreement. _________________________ Signature ____________________ (Date) _________________________ Signature ____________________ (Date) _________________________ Signature ____________________ (Date) _________________________ Signature ____________________ (Date) PART V. DETERMINATION OF INCOME ELIGIBILITY TOTAL ANNUAL HOUSEHOLD INCOME FROM ALL SOURCES From Item (L) on page 1 Current Income Limit per Family Size: $ _________________ Household Income at Move-in $__________________ Household Meets Income Restriction at: 60% 50% 40% 30% ___% RECERTIFICATION ONLY: Current Income Limit x 140% $ __________________________________ Household income exceeds 140% at recertification: Yes No Household Size at Move-in: _____________ $ F-12 589655v1BR291-400 PART VI. RENT Not Applicable PART VII. STUDENT STATUS ARE ALL OCCUPANTS FULL-TIME STUDENTS? yes no If yes, enter student explanation** (also attach documentation) Student explanation: 1. TANF assistance 2. Job training program 3. Single parent/dependent child 4. Married/joint return * *Exception for married/joint return is the only exception available for units necessary to qualify tax-exempt bonds. PART VIII. PROGRAM TYPE Mark the program(s) listed below (a. through e.) for which this household’s unit will be counted toward the property’s occupancy requirements. Under each program marked, indicate the household’s income status as established by this certification/recertification a. Tax Credit b. HOME c. Tax Exempt d. AHDP e. ____________ (Name of Program) See Part V above. Income Status Income Status Income Status Income Status ≤ 50% AMGI ≤ 60% AMGI ≤ 80% AMGI ≤ 0I ** 50% AMGI 60% AMGI 80% AMGI 0I ** ≤ 50% AMGI ≤ 80% AMGI ≤ 0I ** __________ __________ ≤ 0I ** ** Upon recertification, household was determined over income (OI) according to eligibility requirements of the program(s) marked above. SIGNATURE OF OWNER / REPRESENTATIVE Based on the representations herein and upon the proofs and documentation required to be submitted, the individual(s) named in Part II of this Tenant Income Certification is/are eligible under the provisions of Section 42 of the Internal Revenue Code, as amended, and the Regulatory Agreement (if applicable), to live in a unit in this Project. ________________________________________________ ________________ SIGNATURE OF OWNER / REPRESENTATIVE DATE Enter 1-4 F-13 589655v1BR291-400 INSTRUCTIONS FOR COMPLETING TENANT INCOME CERTIFICATION This form is to be completed by the owner or an authorized representative. Part I – Development Data Check the appropriate box for Initial Certification (move-in), Recertification (annual recertification), or Other. If Other, designate the purpose of the recertification (i.e., a unit transfer, a change in household composition, or other state-required recertification). Move-in Date Enter the date the tenant has or will take occupancy of the unit. Effective Date Enter the effective date of the certification. For move-in, this should be the move-in date. For annual recertification, this effective date should be no later than one year from the effective date of the previous (re)certification. Property Name Enter the name of the development. County Enter the county (or equivalent) in which the building is located. BIN # Enter the Building Identification Number (BIN) assigned to the building (from IRS Form 8609). Address Enter the unit number. Unit Number Enter the unit number. # Bedrooms Enter the number of bedrooms in the unit. Part II – Household Composition List all occupants of the unit. State each household member’s relationship to the head of the household by using one of the following coded definitions: H Head of household S Spouse A Adult co-tenant O Other family member C Child F Foster child L Live-in caretaker N None of the above Enter the date of birth, student status, and Social Security number or alien registration number for each occupant. If there are more than seven occupants, use an additional sheet of paper to list the remaining household members and attach it to the certification. F-14 589655v1BR291-400 Part III – Annual Income See HUD Handbook 4350.3 for complete instructions on verifying and calculating income, including acceptable forms of verification. From the third party verification forms obtained from each income source, enter the gross amount anticipated to be received for the 12 months from the effective date of the (re)certification. Complete a separate line for each income-earning member. List the respective household member number from Part II. Column (A) Enter the annual amount of wages, salaries, tips, commissions, bonuses, and other income from employment; distributed profits and/or net income from a business. Column (B) Enter the annual amount of Social Security, Supplemental Security Income, pensions, military retirement, etc. Column (C) Enter the annual amount of income received from public assistance (i.e., TANF, general assistance, disability, etc.) Column (D) Enter the annual amount of alimony, child support, unemployment benefits, or any other income regularly received by the household. Row (E) Add the totals from columns (A) through (D) above. Enter this amount. Part IV – Income from Assets See HUD Handbook 4350.3 for complete instructions on verifying and calculating income from assets, including acceptable forms of verification. From the third party verification forms obtained from each asset source, list the gross amount anticipated to be received during the 12 months from the effective date of the certification. List the respective household member number from Part II and complete a separate line for each member. Column (F) List the type of asset (i.e., checking account, savings account, etc.) Column (G) Enter C (for current, if the family currently owns or holds the asset), or I (for imputed, if the family has disposed of the asset for less than fair market value within two years of the effective date of (re)certification). Column (H) Enter the cash value of the respective asset. Column (I) Enter the anticipated annual income from the asset (i.e., savings account balance multiplied by the annual interest rate). F-15 589655v1BR291-400 TOTALS Add the total of Column (H) and Column (I), respectively. If the total in Column (H) is greater than $5,000, you must do an imputed calculation of asset income. Enter the Total Cash Value, multiply by 2% and enter the amount in (J), Imputed Income. Row (K) Enter the Greater of the total in Column (I) or (J) Row (L) Total Annual Household Income from All Sources Add (E) and (K) and enter the total F-16 589655v1BR291-400 EXHIBIT 3 TO DECLARATION OF RESTRICTIVE COVENANTS Certificate of Continuing Program Compliance Date: ___________________ The following information with respect to the Project located at __________________, Brooklyn Center, Minnesota (the “Project”), is being provided by Brooklyn Center AH I, LLLP (the “Owner”) to the Economic Development Authority of Brooklyn Center, Minnesota (the “EDA”), pursuant to that certain Declaration of Restrictive Covenants, dated August __, 2019 (the “Declaration”), with respect to the Project: (A) The total number of residential units which are available for occupancy is 127. The total number of these units occupied is _________________. (B) The vacancy rate at the Project in the last 12 months is ___%. (C) The following residential units which are included in (B) above, have been re-designated as residential units for Qualifying Tenants since _______________, 20___, the date on which the last “Certificate of Continuing Program Compliance” was filed with the City by the Owner: Unit Number Previous Designation of Unit (if any) Replacing Unit Number ___________ _________________ _________________ ___________ _________________ _________________ F-17 589655v1BR291-400 (D) The following residential units are considered to be occupied by “Qualifying Tenants,” as the term is defined in the Declaration based on the information set forth below (for a total of at least 51 units): Unit Number Last Name of Tenant Number of Persons Residing in the Unit Number of Bedrooms Total Adjusted Gross Income Date of Initial Occupancy Date Vacated and Held for Qualifying Tenants, if Applicable 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 [expand to cover 51 units] (E) The Owner has obtained a “Certification of Tenant Eligibility,” in the form provided as EXHIBIT 2 to the Declaration, from each Tenant named in (D) above, and each such Certificate is being maintained by the Owner in its records with respect to the Project. Attached hereto is the most recent “Certification of Tenant Eligibility” for each F-18 589655v1BR291-400 Tenant named in (D) above who signed such a Certification since ______________, 20___, the date on which the last “Certificate of Continuing Program Compliance” was filed with the EDA by the Owner. (F) In renting the residential units in the Project, the Owner has not given preference to any particular group or class of persons (except for persons who qualify as Qualifying Tenants); and none of the units listed in (D) above have been rented for occupancy entirely by students, no one of which is entitled to file a joint return for federal income tax purposes. All of the residential units in the Project have been rented pursuant to a written lease, and the term of each lease is at least 12 months. (G) The information provided in this “Certificate of Continuing Program Compliance” is accurate and complete, and no matters have come to the attention of the Owner which would indicate that any of the information provided herein, or in any “Certification of Tenant Eligibility” obtained from the Tenants named herein, is inaccurate or incomplete in any respect. (H) The following transfers or other changes in ownership of the Project or any interest therein have occurred in the last 12 months: [None] or [describe___________________] (I) To the best knowledge of the person executing this certificate after due inquiry, all the residential units were rented or available for rental on a continuous basis during the year to members of the general public. (J) The Owner certifies that as of the date hereof ___% of the residential dwelling units in the Project are occupied or held open for occupancy by Qualifying Tenants, as defined and provided in the Declaration. (K) The Project is in continuing compliance with the Declaration. F-19 589655v1BR291-400 IN WITNESS WHEREOF, I have hereunto affixed my signature, on behalf of the Owner, on ____________________, 20__. BROOKLYN CENTER AH I, LLLP , a Minnesota limited liability limited partnership By: Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: General Partner By: REE Brooklyn Center AH I, LLC, a Minnesota limited liability company Its: Manager By: William R. Bisanz Its: President G-1 589655v1BR291-400 EXHIBIT G PERMITTED ENCUMBRANCES H-1 589655v1BR291-400 EXHIBIT H CERTIFICATE OF COMPLETION OF PROJECT __________, 20___ WHEREAS, the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA a public body corporate and politic organized under the laws of the State of Minnesota (the “EDA”), and Brooklyn Center AH I, LLLP, a Minnesota limited liability limited partnership (the “Developer”) have entered into a TIF Assistance Agreement (the “TIF Assistance Agreement”), dated August __, 2019; and WHEREAS, the TIF Assistance Agreement requires the Developer to construct a Project (as that term is defined in the TIF Assistance Agreement); WHEREAS, the Developer has constructed the Project in a manner deemed sufficient by the City to permit the execution of this certification in accordance with Section 3.9 of the TIF Assistance Agreement; NOW, THEREFORE, this is to certify that the Developer has constructed the Project in accordance with the TIF Assistance Agreement. The remaining covenants of the Developer under the TIF Assistance Agreement are not intended to run with title to the Development Property or bind successors in title to the Development Property. H-2 589655v1BR291-400 The City has, as of the date and year first above written, set its hand hereon. ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By ____________________________ Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of ___________, 20__, by ____________________, the City Administrator of the Economic Development Authority of Brooklyn Center, Minnesota, a public body corporate and politic organized under the laws of the State of Minnesota. _________________________________ Notary Public 590021v2BR291-400 Commissioner _____________________ introduced the following resolution and moved its adoption: EDA RESOLUTION NO.______________ RESOLUTION APPROVING A TIF DEVELOPMENT AGREEMENT (REE XERXES AVENUE WORKFORCE HOUSING PROJECT) WHEREAS, the EDA has received a proposal from Brooklyn Center AH I, LLLP (the “Developer”) that the EDA assist the Developer in the construction of an approximately 127 unit workforce rental housing facility and related amenities (the “Project”) to be located on the southern portion of the property at 5801 Xerxes Avenue North in the City, within Tax Increment Financing District No. 8: Real Estate Equities (a housing district) (the “TIF District”); and WHEREAS, the EDA has caused to be prepared the TIF Assistance Agreement for the Project by and between the EDA and the Developer (the “Development Agreement”) setting forth the terms and conditions under which the EDA will provide assistance for the Project. NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners (the “Board”) of the Economic Development Authority of Brooklyn Center, Minnesota (the “EDA”), as follows: Section 1. EDA Approval; Further Proceedings. 1.01. The EDA hereby approves the Development Agreement substantially in accordance with the terms set forth in the form presented to the Board, together with any related documents necessary in connection therewith, including without limitation all documents, exhibits, certifications or consents referenced in or attached to the Development Agreement including without limitation the TIF Note as defined therein (collectively, the “Development Documents”) and hereby authorizes the President and Executive Director to negotiate the final terms thereof and, in their discretion and at such time as they may deem appropriate, to execute the Development Documents on behalf of the EDA, and to carry out, on behalf of the EDA, the EDA’s obligations thereunder when all conditions precedent thereto have been satisfied. 1.02. The approval hereby given to the Development Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the EDA and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the EDA. The execution of any instrument by the appropriate officers of the EDA herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This Resolution shall not constitute an offer and the Development Documents shall not be effective until the date of execution thereof as provided herein. In the event of absence or disability of the officers, any of the documents authorized by this Resolution to be executed may be executed without further act or authorization of the Board by any duly designated acting official, or by such other officer or officers of the Board as, in the opinion of the City Attorney, may act in their behalf. EDA RESOLUTION NO._______________ 2 590021v2BR291-400 1.03. Upon execution and delivery of the Development Documents, the officers and employees of the EDA are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the EDA to implement the Development Documents, including without limitation the issuance of the pay-as-you-go tax increment revenue notes thereunder when all conditions precedent thereto have been satisfied and reserving funds for the payment thereof in the applicable tax increment accounts. 1.04. The Board hereby determines that the execution and performance of the Development Documents will help realize the public purposes of the Act. July 22, 2019 Date President The motion for the adoption of the foregoing resolution was duly seconded by Commissioner and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. EDA ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Meg Beekman, Community Development Director FROM:Brett Angell, Business and Workforce Development Specialist SUBJECT:Resolution Approving the Purchase Agreement and Conveyance of Certain Property to Coalition Development, LLC Background: The Economic Development Authority of Brooklyn Center (EDA) currently owns four parcels of land located at the northwest corner of the 61st Avenue and Brooklyn Blvd intersection. The properties are addressed 3606 61st Avenue, 3600 61st Avenue, 6107 Brooklyn Boulevard, and 6101 Brooklyn Boulevard. The EDA acquired the parcels between August of 2012 through March of 2019. The properties have a combined acreage of 1.79 acres and are currently vacant with the exception of one home remaining on the property at 3606 61st Avenue N, which the EDA acquired in March. At the time of the purchase of this property, the intention was to secure the home until the developer had acquired the property and allow for the developer to demolish the home. Due to recent complications with the property, it was determined that it would be in the best interest of the City to demolish the home prior to the sale of the properties. The properties currently have a mix of zoning; including two properties zoned as single-family residential, one property zoned as C1 Service and Office, and one property zoned as PUD/C2. Under the future land use guidance of the 2040 Comprehensive Plan, the properties are within the Brooklyn Boulevard Overlay District, which calls for special attention at the time of redevelopment for the consideration of increased densities and a wider range of uses more aligned with the Neighborhood Mixed-Use land use designation which gives an allowance for a mix of medium density residential or commercial uses depending on the location and lot size on the parcels in the corridor. Surrounding property uses to these parcels include the Sanctuary Senior Housing development to the north, Wangstad Park to the west, single-family residential and vacant land to the south, and commercial to the east. At the December 10, 2018 EDA meeting, the EDA entered into a preliminary development agreement (PDA) with Thor Living for the conceptual plan to develop these parcels into an 80-110 unit multi-family development. At the February 11th EDA meeting, the EDA terminated the PDA with Thor Living and entered into a new PDA with Coalition Development for the same project. The change in development company was due to unforeseen challenges within Thor and the staff from Thor Living parting with the company to create their own company, Coalition Development. At the June 24th, 2019 City Council Work Session, the Council received an update on the progress of the development proposal and reviewed the newest concept proposal for a 113-unit multi-family mixed-income development. City staff anticipate that the City will receive formal applications for the project by the end of July from the developer. With the preliminary development agreement set to expire at the end of July, a purchase agreement has been drafted for the developer to purchase the land. The resolution of approval for the purchase agreement allows for minor changes to the agreement with approval from EDA Attorney. One outstanding discussion point regarding the purchase agreement which has not yet been finalized is in regards to the naming of an assignee by the buyer. Since the developer is a third-party developer,working on behalf of the long-term owner of the building, specific elements of how the assignee will be defined within the purchase agreement are still under discussion. The total selling price for the four properties is $632,098 plus any additional costs for the demolition of the remaining residential home. This sale price would be equal to the total investment the City has into the property for the acquisitions plus any demolitions. The total selling price in the attached purchase agreement of $665,000 includes the base price as listed above with the anticipated cost for demolition. The City has recently released a request for proposals for the demolition of the remaining home. If the bid for the demolition comes in below or above the anticipated cost, the sale price will be adjust accordingly. Upon execution of the purchase agreement by both parties, the buyer of the properties will be required to deposit $6,000 in earnest money. The purchase agreement allows for a contingency period that goes until October 23rd, 2019, prior to which time the buyer would have the ability to conduct any testing on the properties, secure financing for the project, and receive all necessary land use approvals from the City. If the developer is not able to receive all the necessary land use approvals from the City for the development, the purchase agreement would not be valid. If all contingencies are eliminated prior to the contingency date, closing would be required to happen on or before October 23rd, 2019. Taxes for the properties would be prorated with the buyer responsible for any taxes on the properties beginning on the closing date. The purchase agreement includes a reverter clause which requires the developer to have completed construction of all buildings with the exemption of minor "punch-list" items within eighteen (18) months of closing on the property. If the developer has not been able to achieve the substantial completion within this time period, a 30-day notice will be given. After the 30-day notice, if the development is still not in compliance, the EDA will have the right to re-enter and re-take possession of the property. The attached resolution also would extend the preliminary development agreement with Coalition Development for an additional thirty days. Since the developer is a third party developer as mentioned above, the additional thirty days provides time to obtain all the necessary signatures for the purchase agreement. The extension of the preliminary development agreement would not be required but provides additional security for the developer in the case a separate development company attempted to gain exclusive rights to the property. Budget Issues: Proceeds for the sale will be returned to TIF District #3, which was used for the acquisition costs of the properties. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type Resolution 7/16/2019 Resolution Letter Purchase Agreement 7/15/2019 Exhibit Location Map 7/15/2019 Backup Material Commissioner introduced the following resolution and moved its adoption: EDA RESOLUTION NO. 2019-______ RESOLUTION APPROVING A PURCHASE AGREEMENT AND CONVEYANCE OF CERTAIN PROPERTY TO COALITION DEVELOPMENT LLC AND AUTHORIZING AN EXTENSION OF THE TERM OF THE PRELIMINARY DEVELOPMENT AGREEMENT WITH COALITION DEVELOPMENT LLC BE IT RESOLVED by the Board of Commissioners (“Board”) of the Economic Development Authority of the City of Brooklyn Center, Minnesota (“Authority”) as follows: Section 1. Recitals. 1.01. The Authority is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the “EDA Act”), to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise. 1.02. On February 11, 2019, the Authority entered into that certain Preliminary Development Agreement with Coalition Development LLC (“Coalition”) to allow Coalition to explore the possibility of acquiring the property owned by the Authority that is legally described on the attached Exhibit A (the “Property”) together with adjoining private property to combine for development of an approximately 80-110 unit multi-family workforce housing apartment building (the “Preliminary Development Agreement”). 1.03. To facilitate development of the Property in accordance with the Preliminary Development Agreement, the Authority proposes to enter into a Purchase Agreement (the “Contract”) between the Authority and Coalition under which, among other things, the Authority will convey the Property to Coalition. 1.04. The Authority has on this date conducted a duly noticed public hearing regarding the sale of the Property to Coalition, at which all interested persons were given an opportunity to be heard. 2 1.05. The Authority finds and determines that conveyance of the Property to Coalition is in the public interest and will further the objectives of its general plan of economic development, because it will provide an opportunity for increased housing opportunities in the City and serve as an impetus for further development. 1.06. In addition, the term of the Preliminary Development Agreement expires on July 30, 2019. 1.07. Coalition and the Authority wish to extend the term of the Preliminary Development Agreement to August 30, 2019. Section 2. Authority Approval; Further Proceedings. 2.01. The Board hereby approves the Contract in substantially the form presented to the Board, including conveyance of the Property to Coalition, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Contract by those officials shall be conclusive evidence of their approval. 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority’s obligations under the Contract as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Contract, and any deed or other documents necessary to convey the Property to Coalition, all as described in the Contract. 2.03. The Board hereby approves an extension of the term of the Preliminary Development Agreement to August 30, 2019. Authority staff and officials are authorized to execute an amendment to the Preliminary Development Agreement to this effect. Date President The motion for the adoption of the foregoing resolution was duly seconded by Commissioner and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. 3 EXHIBIT A Legal Description of the Property PARCEL 1: 6101 Brooklyn Blvd – PID 34-119-21-43-0050 Torrens Certificate of Title No. 1354789 Lot 2 except that part thereof which lies Northeasterly of a line run parallel with and distant 42 feet Southwesterly of the following described line: From a point on the North line of Section 3, Township 118 North Range 21 West, distant 1741.08 feet West of the Northeast corner thereof, run Southeasterly at an angle of 68 degrees, 01 minutes, 52.3 seconds, with said North Section line for 104.54 feet; thence deflect to the right at an angle of 17 degrees, 20 minutes, 35.2 seconds for 536.92 feet to the point of beginning of the line to be described; thence run Northwesterly along the last described course for 100 feet; thence deflect to the left on a 2 degree, 00 minute curve (delta angle 17 degrees, 20 minutes, 35.2 seconds) for 867.16 feet and there terminating, also except a triangular piece of the above described part of Lot 2 lying Southeasterly of the following described line: Beginning at a point on the Northeasterly line of the above described part of Lot 2, distant 30 feet Northwesterly of its intersection with the Southerly boundary of said Lot 2; thence run Southwesterly to a point on said Southerly boundary, distant 30 feet Westerly of said intersection, Block 6, Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. Parcel 2: 6107 Brooklyn Blvd – PID 34-119-21-43-0049 Torrens Certificate of Title No. 1379591 Lot 1, except that part thereof which lies Northeasterly of a line run parallel with and distant 42 feet Southwesterly of the following described line: From a point on the North line of Section 3, Township 118 North, Range 21 West, distant 1741.08 feet West of the Northeast corner thereof, run Southeasterly at an angle of 68 degrees 01 minutes and 52.3 seconds with said North Section line for 104.54 feet; thence deflect to the right at an angle of 17 degrees 20 minutes 35.2 seconds for 536.92 feet to the point of beginning of the line to be described; thence run Northwesterly along the last described course for 100 feet; thence deflect to the left on a 2 degree curve (delta angle 17 degrees 20 minutes 35.2 seconds) for 867.16 feet and there terminating. Block 6, Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. Parcel 3: 3600 61 st Ave N – PID 34-119-21-43-0051 Torrens Certificate of Title No. 1419669 Lot 3, Block 6 Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. 4 Parcel 4: 3606 61 st Ave N – PID 34-119-21-43-0052 Torrens Certificate of Title No. 1483364 Lot 4, Block 6, Wangstad’s Brooklyn Terrace 589211v1BR305-160 PURCHASE AGREEMENT 1. PARTIES . This Purchase Agreement (this “Agreement”) is made on this _____ day of ___________, 2019 (the “Effective Date”), by and between the Economic Development Authority of Brooklyn Center, Minnesota, a Minnesota body corporate and politic (the “Seller”) and Coalition Development LLC, a Minnesota limited liability company (the “Buyer”). 2. SALE OF PROPERTY . The Seller agrees to sell to the Buyer and the Buyer agrees to buy from the Seller, the real estate described on the attached Exhibit A (the “Property”). 3. PURCHASE PRICE AND MANNER OF PAYMENT . 3.1. Purchase Price. The Buyer shall pay the Seller $665,000.00 for the Property (the “Purchase Price”). 3.2. Earnest Money. Upon approval and execution of this Agreement by the Buyer and the Seller, the Buyer shall pay to _________ (the “Title Company”) $6,000 in earnest money and in part payment therefor (the “Earnest Money”). Said Earnest Money shall be deducted from the Purchase Price at Closing. The Earnest Money shall be refunded to Buyer only if (a) all of the contingencies are not removed or waived by the Buyer and closing does not occur or (b) in the event of an uncured Seller default, as set forth herein. If all the contingencies are removed and the Buyer fails to close this transaction, the Seller’s remedy shall be limited to receiving the Earnest Money as liquidated damages as is more fully described in Section 15.2. The balance of said Purchase Price less the Earnest Money shall be paid by the Buyer to the Seller on or before the Closing Date, as described in Section 6 herein, at which time the Seller’s deed to the Property shall be delivered to the Buyer. 4. OBLIGATIONS OF THE SELLER . The Seller shall provide the following documentation: 4.1. Representations and Warranties. The representations and warranties of the Seller contained in this Agreement must be true now and on the Closing Date in all material respects as if made on the Closing Date and the Seller shall have delivered to the Buyer on the Closing Date, a certificate dated the Closing Date, signed by an authorized representative of the Seller, certifying that such representations and warranties are true as of the Closing Date in all material respects (the “Closing Certificate”). 4.2. Title. Title shall have been found marketable, or been made marketable, in accordance with the requirements and terms of Section 8 below. 4.3. Performance of the Seller’s Obligations. The Seller shall have performed all of the obligations required to be performed by the Seller under this Agreement in all material respects. Included within the obligations of the Seller under this Agreement shall be the following: 2 589211v1BR305-160 4.3.1. The Seller agrees to cooperate with the Buyer as reasonably necessary to permit the Buyer to investigate the Property. The Seller shall make available to the Buyer and the Buyer’s agents copies of any surveys, reports, records, and permits in the Seller’s possession relating to the Property. 4.3.2. The Seller shall deliver to the Buyer the Title Evidence required in Section 8 on or before 10 days from the Effective Date. 5. CONTINGENCIES WHICH MUST BE EXERCISED BY WRITTEN NOTICE TO THE SELLER ON OR BEFORE October 23, 2019 (THE “CONTINGENCY DATE”) : 5.1. Buyer’s Contingencies. 5.1.1. Testing. The Buyer shall have determined that it is satisfied with the results of, and matters disclosed by, any environmental site assessments, soil tests, engineering inspections, hazardous substances and environmental reviews of the Property, all such tests, assessments, inspections and reviews to be obtained at the Buyer’s sole cost and expense. Buyer acknowledges that Seller is pursuing grants to allow Seller to conduct a Phase I and possibly a Phase II environmental site assessment of the Property. In the event that Seller receives the funding from the grant, Seller will conduct a Phase I and possibly a Phase II environmental site assessment of the Property and will provide these reports to Buyer at no cost to Buyer. In the event that Seller does not receive the grant for these assessments, Buyer shall be responsible for conducting these assessments at Buyer’s expense, should Buyer require them. a. The Buyer shall promptly repair and restore any damage to the Property caused by the Buyer’s testing and return the Property to substantially the same condition as existed prior to entry. The Buyer shall indemnify, defend, and hold the Seller harmless from any claim for damage to person or property arising from any investigation or inspection of the Property conducted by the Buyer, its agents or contractors, including the cost of attorneys’ fees, provided, however, that Buyer shall not be responsible for any pre- existing conditions that are discovered by Buyer or its consultants so long as, following discovery, Buyer or its consultants do not materially exacerbate such conditions through their actions. b. Copies of any final written reports, studies, or test results obtained by the Buyer in connection with its inspection of the Property or investigation relating to the Property shall be delivered to the Seller promptly upon receipt of the same at no cost to the Seller. 5.1.2. Financing. The sale of the Property shall be contingent upon the Buyer obtaining financing acceptable to the Buyer, including, but not limited to, 3 589211v1BR305-160 tax increment financing, in its sole discretion, for the acquisition of the Property at terms that are acceptable to the Buyer. In the event this financing contingency is not satisfied and released by the Buyer by the Contingency Date, the Earnest Money and all interest earned thereon will be returned to the Buyer. 5.1.3. Title Report. The Buyer’s obligation to close hereunder is subject to its approval of a commitment of title for the Property to be ordered by the Buyer immediately upon execution of this Agreement, and as is more fully described in Section 8. 5.1.4. Land Use Approvals. The Buyer having received all land use approvals from the City of Brooklyn Center and any other governmental entities or agencies deemed necessary by the Buyer for its intended use of the Property. If, on or before the Contingency Date or if required earlier by this Agreement, if the Buyer determines that any of its contingencies listed in this Section have not been satisfied in its sole discretion, then this Agreement may be terminated by written notice from the Buyer to the Seller, which notice must given no later than the Contingency Date. If the Buyer does not give written notice of termination on or before the Contingency Date, all of such contingencies will be deemed to have been satisfied and the parties shall proceed to close this transaction in accordance with the terms of this Agreement. If this Agreement is terminated by the Buyer in accordance with this Section, the Title Company shall return the Earnest Money to the Buyer and neither party shall have any further rights or obligations regarding this Agreement or the Property. All of the contingencies set forth in this Agreement are specifically stated and agreed to be for the sole and exclusive benefit of the Buyer and the Buyer shall have the right to unilaterally waive any of its contingencies by written notice to the Seller. 6. CLOSING . The closing of the purchase and sale contemplated by this Agreement (the “Closing”) shall occur on or before October 23, 2019 or such date on which the parties may agree (the “Closing Date”). The closing shall occur at the offices of the Seller, unless otherwise agreed to by the parties. The Seller agrees to deliver possession of the Property to the Buyer on the Closing Date. 6.1. Seller’s Closing Documents. On the Closing Date, the Seller shall execute and deliver to the Buyer the following (collectively, “Seller’s Closing Documents”), all in form and content reasonably satisfactory to the Seller and the Buyer: 6.1.1. Deed. A quit claim deed conveying the Property to the Buyer. 6.1.2. Seller’s Affidavit. A seller’s affidavit as required by the Title Company to issue an owner’s policy of title insurance with the standard exceptions waived. 6.1.3. Original Documents. Original copies of any surveys, reports, permits, and records in the Seller’s possession. 4 589211v1BR305-160 6.1.4. FIRPTA Affidavit. A non-foreign affidavit, properly executed, containing such information as is required by the Internal Revenue Code Section 1445(b)(2) and its regulations. 6.1.5. Other Documents. Any other documents reasonably required in order to complete the transaction contemplated by this Agreement. 6.2. Buyer’s Closing Documents. On the Closing Date, the Buyer shall execute, as appropriate and deliver to the Seller the following (collectively, “Buyer’s Closing Documents”): 6.2.1. Purchase Price. The Purchase Price in good funds (certified or cashier’s check or wire transfer). 6.2.2. Other Documents. Such affidavits of the Buyer, certificates of value, or other documents as may be reasonably required in order to complete the transaction contemplated by this Agreement. 7. PRORATIONS . The Seller and the Buyer agree to the following prorations and allocation of costs regarding this Agreement: 7.1. Title Insurance and Closing Costs. The Seller shall pay the cost to record any document required to establish marketable title in the Seller; any state deed tax, conservation fee, or other federal, state, or local documentary or revenue stamps or transfer tax with respect to the deed to be delivered by the Seller. The Buyer shall pay any fees incurred for updating title, including the cost of preparing the Title Commitment and title search and examination fees; the cost of all premiums required for the issuance of a title insurance policy and any endorsements; the fees of any soil tests, surveys, environmental assessments, inspection reports, appraisals, or other tests or reports ordered by the Buyer; recording fees and charges related to the recording of the deed; and its own legal and accounting fees associated with this transaction, Seller shall pay all closing fees charged by the its Title Company and any escrow fees charged by any escrow agent engaged by the parties in connection with this Agreement. 7.2. Real Estate Taxes and Special Assessments. The Seller shall pay, on or before the Closing Date, all levied special assessments, constituting a lien against the Property as of the effective date, including, without limitation, any installments of special assessments that are payable with general real estate taxes in the year in which Closing occurs. Any general real estate taxes payable in the year in which Closing occurs shall be prorated between the Buyer and the Seller as of the Closing Date. 8. TITLE EXAMINATION . Title Examination shall be conducted as follows: 8.1. Title Evidence. 8.1.1. Title Commitment. Buyer shall, within a reasonable time after execution of this Purchase Agreement by both parties, obtain a commitment for title 5 589211v1BR305-160 insurance or other evidence satisfactory to Buyer (“Title Evidence”) for the Property. Seller shall provide copies of all title policies obtained by Seller from the acquisition of the Property. 8.1.2. Survey. The Seller shall, within a reasonable amount of time after execution of this Purchase Agreement by both parties, provide the Buyer with a copy of any existing land survey of the Property that is in the Seller’s possession or control. The Buyer, at its option, also may obtain, at its expense, an updated survey of the Property (the “Updated Survey”). Any Updated Survey shall be certified and delivered to the Seller as well as the Buyer and any other parties that the Buyer may designate. 8.1.3 Site Clearance. Demolition of the structures located on 3606 61 st Avenue North, as well as all site preparation on the Property is the responsibility of Buyer. 8.2 Buyer’s Objections. No later than 15 days after receiving the Title Commitment, the Buyer must make written objections (“Objections”) to the marketability of title to the Property based on the Title Evidence. If the Buyer elects to obtain an Updated Survey, objections based upon the Updated Survey must be made within seven (7) days after receipt of said Updated Survey but in no event later than the Contingency Date. The Buyer’s failure to make Objections within such time period will constitute a waiver of Objections. However, any matter which is not referenced in the Title Commitment and is first recorded, discovered, or disclosed after the effective date of the Title Commitment may be objected to by the Buyer in the manner described herein. Any matter shown on such Title Evidence and not objected to by the Buyer shall be a “Permitted Encumbrance” hereunder. Within seven (7) days after receipt of the Buyer’s Objections, the Seller shall notify the Buyer in writing if the Seller elects not to cure the Objections. If such notice is given within said seven (7) day period, the Buyer may either waive the Objections or terminate this Agreement by giving written notice of termination to the Seller within ten (10) days after the Seller’s notice is given to the Buyer. If written notice by the Seller is not given within the ten (10) day period, the Seller shall use commercially reasonable efforts to correct any Objections within thirty (30) days after the expiration of the ten (10) day period (“Cure Period”). If the Title Company is willing to issue a title insurance policy to the Buyer that does not except from title insurance coverage an item the Buyer has objected to, the objection relating to such item shall be deemed cured. If the Objections are not cured within the Cure Period, the Buyer shall have the option to do any of the following: 8.2.1. Terminate this Agreement by giving written notice to the Seller within ten (10) days after the expiration of the Cure Period and neither the Seller nor the Buyer shall have further rights or obligations hereunder. In such event the Title Company shall return all Earnest Money to the Buyer. 8.2.2. Waive the objections and proceed to close without reduction in the Purchase Price. 6 589211v1BR305-160 The Buyer shall make its election within ten (10) days after expiration of the Seller’s Cure Period. A failure to make an election within such period shall be deemed an election to proceed to close pursuant to subsection 8.2.2. 9. REPRESENTATIONS AND WARRANTIES BY THE SELLER. The following representations made by the Seller are limited to the actual knowledge of Cornelius Boganey, the Executive Director. The Seller represents and warrants to the Buyer that the following are true in all material respects now and, as modified by any changes about which the Seller notifies the Buyer in writing following after the date hereof, will be true in all material respects on the Closing Date: 9.1. Authority. The Seller is a Minnesota body corporate and politic, duly created under and subject to the laws of the State of Minnesota; the Seller has the requisite power and authority to enter into and perform this Agreement and those Seller Closing Documents signed by it; such documents have been or will be duly authorized by all necessary action on the part of the Seller and have been or will be duly executed and delivered; such execution, delivery, and performance by the Seller of such documents does not conflict with or result in a violation of any judgment, order, or decree of any court or arbiter to which the Seller is a party; such documents are valid and binding obligations of the Seller, and are enforceable in accordance with their terms, subject to bankruptcy, reorganization, insolvency, moratorium and other laws affecting the rights and remedies of creditors generally and principles of equity. 9.2. Rights of Others to Purchase the Property. The Seller has not entered into any other contracts for the sale of the Property, nor are there any rights of first refusal or options to purchase the Property or any other rights of others that might prevent the sale of the Property contemplated by this Agreement. 9.3. Use of the Property. To the best of the Seller’s knowledge without investigation, the Property is usable for its current uses without violating any federal, state, local, or other governmental building, zoning, health, safety, platting, subdivision, or other law, ordinance, or regulation, or any applicable private restriction, and such use is a legal conforming use. 9.4. Proceedings. There is no action, litigation, investigation, condemnation, or proceeding of any kind pending or, to the best of the Seller’s knowledge without investigation, threatened against any portion of the Property. 9.5. Well Status. As to Parcels 1 and 4 of the Property, well status has not changed since the previously filed Well Disclosure Certificates. A Well Disclosure Certificate will be filed at closing with the sealing record for Parcel 3 of the Property. As to Parcel 2 of the Property, the Seller does not know of a well-being located on that parcel. 9.6. Sewage Treatment Systems. To the best of the Seller’s knowledge, no sewage treatment system exists on the Property. 7 589211v1BR305-160 9.7. Title. The Seller owns fee title to the Property. 9.8. Notices. The Seller has not received any written notice of noncompliance with any applicable federal, state, municipal, or county environmental laws, statutes, or ordinances from any governmental authority having jurisdiction over the Property, other than the records provided to the Buyer. 9.9. Use. While this Agreement is in effect, the Seller shall not transfer the Property, or any portion thereof, except to an entity or individual affiliated with the Seller, or create on the Property any easements, liens, leasehold interests, encumbrances, or other interests or take any other actions that would affect the Property or the Seller’s ability to comply with the terms of this Agreement. Additionally, while this Agreement is in effect, the Seller shall operate and maintain the Property in the same manner as it has been operated and maintained heretofore, free from waste and neglect, reasonable wear and tear excepted. 9.10. Insurance. While this Agreement is in effect, the Seller shall maintain or cause to be maintained, in full force and effect, all liability and other commercially reasonable insurance upon and with respect to the Property against such hazards and in such amounts as exist on the date hereof. 9.11. Approvals. No consent, authorization, license, permit, registration, or approval of, or exemption or other action by, any other governmental or public body, commission, or authority is required in connection with the execution, delivery, and performance by the Seller of this Agreement. The Seller’s representations shall be true, accurate, and complete as of the date of this Agreement, in all material respects and, as modified by any notices given by the Seller to the Buyer, on the Closing Date in all material respects. If any time prior to Closing, the Buyer shall determine that any representation herein made by the Seller was not true in all material respects when made, the Buyer’s sole remedy shall be to terminate this Agreement by giving notice to the Seller and seeking any applicable remedies for breach from the Seller. The Earnest Money paid by the Buyer shall be returned to the Buyer. Notwithstanding the above paragraph, all representations and warranties shall terminate six (6) months following the Closing Date. Any claim by the Buyer not made by written notice delivered to the Seller before such date the representation or warranty terminates shall be deemed waived. 10. “AS IS, WHERE IS.” The Buyer acknowledges that it has inspected or has had the opportunity to inspect the Property and agrees to accept the Property “AS IS” with no right of set off or reduction in the Purchase Price. Such sale shall be without representation of warranties, express or implied, either oral or written, made by the Seller or any official, employee or agent of the Seller with respect to the physical condition of the Property, including, but not limited to, the existence of or absence of petroleum, asbestos, lead, hazardous substances, pollutants, or contaminants in, on, or under, or affecting the Property. Other than as expressly stated herein, or expressly stated in any closing document delivered by Seller at Closing, the Buyer acknowledges 8 589211v1BR305-160 and agrees that the Seller has not made and does not make any representations, warranties, or covenants of any kind or character whatsoever, whether expressed or implied, with respect to warranty of income potential, operating expenses, uses, habitability, tenant ability, or suitability for any purpose, merchantability, or fitness of the Property for a particular purpose, all of which warranties the Seller hereby expressly disclaims, except as stated above. The Buyer expressly assumes, at closing, all environmental and other liabilities with respect to the Property. Except for the representations herein, the Buyer is solely relying upon information and knowledge obtained from its own investigation, experience, and knowledge obtained from its own investigation, experience, or personal inspection of the Property. The foregoing provision shall survive Closing and shall not be deemed merged into any instrument of conveyance delivered at Closing. 11. REPRESENTATIONS AND WARRANTIES BY THE BUYER . The Buyer represents and warrants to the Seller that the Buyer is a Minnesota limited liability company; that the Buyer has the requisite capacity, power and authority to enter into this Agreement and the Buyer’s Closing Documents signed by it; such documents have been or will be duly authorized by all necessary action on the part of the Buyer and have been or will be duly executed and delivered; delivery and performance by the Buyer of such documents does not conflict with or result in a violation of any judgment, order, or decree of any court or arbiter to which the Buyer is a party; such documents are valid and binding obligations of the Buyer, and are enforceable in accordance with their terms. 12. CONDEMNATION . If, prior to the Closing, eminent domain proceedings are commenced against all or any material part of the Property, the Seller shall immediately give notice to the Buyer of such fact and at the Buyer’s option (to be exercised within 15 days after the Seller’s notice), this Agreement shall terminate, in which event neither party will have further obligations under this Agreement. The Earnest Money paid by the Buyer shall be returned to the Buyer. If the Buyer fails to give such notice, then there shall be no reduction in the Purchase Price, and the Seller shall assign to the Buyer at the Closing all of the Seller’s right, title, and interest in and to any award made or to be made in the condemnation proceedings. Prior to the Closing, the Seller shall not designate counsel, appear in, or otherwise act with respect to the condemnation proceedings without the Buyer’s prior written consent. For purposes of this section, the words “a material part” means a part if acquired by a condemning authority would materially hinder Buyer’s operations on the Property. 13. COMMISSIONS . Both the Buyer and the Seller represent that they have not entered into a contract with any real estate broker, whereby the broker is entitled to a commission resulting from the transaction contemplated by this Agreement. Each party agrees to indemnify, defend, and hold harmless the other party against any claim made by a real estate broker for a commission or fee based on alleged acts or agreements with the indemnifying party. 14. REMEDIES . 14.1. Buyer’s Remedies. The Seller shall not be considered in default under this Agreement unless and until: (i) the Seller has failed to materially comply with or satisfy any of the Seller’s obligations in this Agreement; (ii) the Buyer has provided the Seller with written notice of such default (the “Default Notice”), which Default Notice shall specify the date on which the default occurred, the nature of the default 9 589211v1BR305-160 and the Buyer’s proposed cure; and (iii) the Buyer has allowed the Seller five (5) business days (the “Cure Period”), after the Seller receives such Default Notice, to cure the default. If the Seller is in default under this Agreement for any cause other than the default of the Buyer, the Buyer may at its sole option and remedy, elect, in writing to the Seller (the “Notice of Election”), within thirty (30) days after the Cure Period, to: (a) rescind this Agreement and receive the Earnest Money, after which, neither party shall have any further obligations to the other, except those obligations which survive termination; (b) proceed with this Agreement and take the Property “AS IS”; or (c) file an action seeking specific performance (but not damages except for fees and costs associated with such action). In the event the Buyer does not timely deliver a Notice of Election to the Seller, it shall be deemed that the Buyer waives all previous defaults by the Seller and elects to proceed with this Agreement under option (b) above. The Buyer specifically waives any right to make a claim against the Seller for compensatory or consequential damages or any other type of monetary claim, except for the indemnity obligations and claims for fees and costs as set forth in this Agreement. 14.2. Seller’s Remedy. If the Buyer fails to consummate this Agreement for any reason except the Seller’s default or the termination of this Agreement pursuant to a right to terminate given herein, the Seller’s sole and exclusive remedy shall be to terminate this Agreement by giving 30 days’ written notice to the Buyer, pursuant to Minnesota Statutes Section 559.21, as amended from time to time, in which case the Earnest Money shall be tendered to the Seller. 15. ASSIGNMENT . The Buyer may assign its rights under this Agreement with the prior written consent of the Seller. 16. SURVIVAL . All of the terms of this Agreement and warranties and representations herein contained shall survive and be enforceable after the Closing. 17. NOTICES . Any notice required or permitted hereunder shall be given by personal delivery upon an authorized representative of a party hereto; or if mailed by United States mail postage prepaid; or if transmitted by facsimile copy followed by mailed notice; or if deposited cost paid with a nationally recognized, reputable overnight courier, properly addressed as follows: If to the Seller: Economic Development Authority of Brooklyn Center Attn: Cornelius Boganey 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 With a copy to: Sarah J. Sonsalla Kennedy & Graven, Chartered 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 10 589211v1BR305-160 If to the Buyer: Coalition Develoment LLC Attn: ___________ 5177 Black Oaks Court North Plymouth, MN 55446 With a copy to: ________________________ ________________________ ________________________ Notices shall be deemed effective on the earlier of the date of receipt or the date of deposit, as aforesaid; provided, however, that if notice is given by deposit, the time for response to any notice by the other party shall commence to run one business day after any such deposit. Any party may change its address for the service of notice by giving notice of such change ten (10) days prior to the effective date of such change. 18. CAPTIONS . The paragraph headings or captions appearing in this Agreement are for convenience only, are not a part of this Agreement and are not to be considered in interpreting this Agreement. 19. ENTIRE AGREEMENT, MODIFICATIONS . This written Agreement constitutes the complete agreement between the parties and supersedes any prior oral or written agreements between the parties regarding the Property. There are no verbal agreements that change this Agreement and no waiver of any of its terms will be effective unless in a writing executed by the parties. 20. BINDING EFFECT . This Agreement binds and benefits the parties and their successors and assigns. 21. CONTROLLING LAW . This Agreement has been made under the substantive laws of the State of Minnesota, and such laws shall control its interpretation. 22. REVERTER . If the Buyer fails to substantially complete construction of the following improvements (“substantially complete” being defined as completion of construction of all buildings and improvements on the Property subject only to completion of minor “punch list” items agreed upon between Buyer and Seller) within eighteen (18) months following the Closing Date; and such failure is not cured within thirty (30) days following written notice from the Seller, then the Seller shall have the right to re-enter and take possession of the Property and to terminate and revest in the Seller the estate conveyed by the Deed to the Buyer, it being agreed that the Deed shall contain a condition subsequent to the effect that in the event of noncompliance with this Section 22 on the part of the Buyer, the Seller at its option may declare a termination in favor of the Seller of the title, and of all the rights and interests in and to the Property conveyed to the Buyer, and that such title and all rights and interests of the Buyer, and any assigns or successors in interest to and in the Property, shall revert to the Seller. If no Buyer default has occurred hereunder, then the Seller shall execute and deliver to Buyer, a quit claim deed, releasing any right of reverter. 11 589211v1BR305-160 23. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which will, for all purposes, be deemed to be an original, and all of which are identical. This Agreement may be further evidenced by facsimile and email scanned signature pages. [The remainder of this page is intentionally left blank.] 589211v1BR305-160 BUYER COALITION DEVELOPMENT LLC By: Its: Chief Manager 13 589211v1BR305-160 SELLER ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER By: Michael Elliott Its: President By: Cornelius Boganey Its: Executive Director 589211v1BR305-160 EXHIBIT A Legal Description of the Property PARCEL 1: 6101 Brooklyn Blvd – PID 34-119-21-43-0050 Torrens Certificate of Title No. 1354789 Lot 2 except that part thereof which lies Northeasterly of a line run parallel with and distant 42 feet Southwesterly of the following described line: From a point on the North line of Section 3, Township 118 North Range 21 West, distant 1741.08 feet West of the Northeast corner thereof, run Southeasterly at an angle of 68 degrees, 01 minutes, 52.3 seconds, with said North Section line for 104.54 feet; thence deflect to the right at an angle of 17 degrees, 20 minutes, 35.2 seconds for 536.92 feet to the point of beginning of the line to be described; thence run Northwesterly along the last described course for 100 feet; thence deflect to the left on a 2 degree, 00 minute curve (delta angle 17 degrees, 20 minutes, 35.2 seconds) for 867.16 feet and there terminating, also except a triangular piece of the above described part of Lot 2 lying Southeasterly of the following described line: Beginning at a point on the Northeasterly line of the above described part of Lot 2, distant 30 feet Northwesterly of its intersection with the Southerly boundary of said Lot 2; thence run Southwesterly to a point on said Southerly boundary, distant 30 feet Westerly of said intersection, Block 6, Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. Parcel 2: 6107 Brooklyn Blvd – PID 34-119-21-43-0049 Torrens Certificate of Title No. 1379591 Lot 1, except that part thereof which lies Northeasterly of a line run parallel with and distant 42 feet Southwesterly of the following described line: From a point on the North line of Section 3, Township 118 North, Range 21 West, distant 1741.08 feet West of the Northeast corner thereof, run Southeasterly at an angle of 68 degrees 01 minutes and 52.3 seconds with said North Section line for 104.54 feet; thence deflect to the right at an angle of 17 degrees 20 minutes 35.2 seconds for 536.92 feet to the point of beginning of the line to be described; thence run Northwesterly along the last described course for 100 feet; thence deflect to the left on a 2 degree curve (delta angle 17 degrees 20 minutes 35.2 seconds) for 867.16 feet and there terminating. Block 6, Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. Parcel 3: 3600 61 st Ave N – PID 34-119-21-43-0051 Torrens Certificate of Title No. 1419669 Lot 3, Block 6 Wangstad’s Brooklyn Terrace, Hennepin County, Minnesota. Parcel 4: 3606 61 st Ave N – PID 34-119-21-43-0052 Torrens Certificate of Title No. 1483364 Lot 4, Block 6, Wangstad’s Brooklyn Terrace BC, Sources: Esri, HERE, Garmin, Intermap, increment P Corp., GEBCO, USGS, FAO,NPS, NRCAN, GeoBase, IGN, Kadaster NL, Ordnance Survey, Esri Japan, METI, EsriChina (Hong Kong), (c) OpenStreetMap contributors, and the GIS User Community Location Map Residential Labels Addresses Highways Streets Road Edge City Parks Parcels 7/15/2019, 8:32:18 PM 1 inch = 188 feet EDA ITEM MEMORANDUM DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:Resolution Approving an Option Agreement and Acquisition of Certain Property Located at: 6100 Shingle Creek Parkway Background: On June 10, 2019 the City Council held a closed work session to discuss the possible acquisition of 6100 Shingle Creek Parkway. The purpose of the closed meeting was to discuss the possibility of developing an offer to purchase the former Target property. The property is within the area known as the Opportunity Site, an area identified as a targeted redevelopment site and currently the subject of a significant master planning effort by the City. At the meeting the City Council directed staff to submit a letter of intent to purchase the property and enter into negotiations with Target. The City has partnered with Alatus to master develop 35 acres of EDA-owned property near this parcel. As the master planning has progressed, it has become clear that the strategic acquisition of the former Target site would be advantageous to the future plans for the City and would position the area in the best possible way. Further, the City's acquisition of the site would ensure that the property is not reused in a manner that would be detrimental to the City's future plans. The Target store closed in late February of 2019 and the 9-acre parcel has been on the market for $4.2 million ever since. The City has received numerous calls from prospective buyers regarding the site for a range of possible uses. The protective covenants from the adjacent retail strip center limited the potential reuse for the building, as did the City's zoning. The City submitted a letter of intent for the property following the City Council work session, offering $3.6 million and a relatively fast closing with few contingencies. Target accepted the offer and an option agreement was drafted. The Option Agreement has been reviewed by the City Attorney and is being recommended for consideration. Option Agreement Terms The purchase price for the property would be $3.6 million with the City paying an option deposit of $25,000 at signing of the Option Agreement for exclusive rights to purchase the property. The Option Agreement would extend through September 13, 2019 where upon the City could choose to proceed with closing on the property, or to extend the option to purchase to October 11, 2019 for an additional $25,000 deposit. If the City chooses to terminate the Option Agreement for any reason, it may do so prior to September 13, 2019 and receive the full deposit, minus $1,000 back. Any deposit paid will be considered part of the purchase price paid to the seller at the time of closing. During the Option Agreement the City has the right to conduct any testing and due diligence it deems appropriate. While the nature of the sale is to purchase the building "as-is", the City still has an interest in future redevelopment of the property, meaning a blight analysis to determine the eligibility of the sight for a future TIF district will be conducted. The City will also examine any covenants and reciprocal easement and maintenance agreements associated with the property and the adjacent retail center. The 2019 taxes on the property were $168,735.47. This is anticipated to be lower in 2020 due to a reduction in the property valuation; however, given that the closing would occur after July 1st it is too late in the year to have the property made tax exempt for 2020. the City would be responsible for the 2020 property taxes. Beyond that the property would be considered tax exempt. Budget Issues: The purchase price and carrying costs for the property would come from TIF District #3 pooled funds. Strategic Priorities and Values: Targeted Redevelopment ATTACHMENTS: Description Upload Date Type Option Agreement 7/16/2019 Backup Material Resolution 7/16/2019 Resolution Letter TL1863072 590493v2BR305-159 590493v4BR305-159 Brooklyn Center, MN/T0240 OPTION AGREEMENT THIS OPTION AGREEMENT (this “ Agreement ”) is dated _______________, 2019, by and between TARGET CORPORATION, a Minnesota corporation (“ Seller ”), and the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a Minnesota body corporate and politic (“ Buyer ”). RECITALS A. Seller is the owner of that certain tract of land consisting of approximately 9.01 acres (the “ Target Tract ”) located at 6100 Shingle Creek Parkway, Brooklyn Center, Hennepin County, Minnesota, and legally described in Exhibit A attached hereto. B. Buyer desires to secure from Seller the exclusive right and option to purchase the Target Tract, together with all buildings and improvements located thereon, if any (collectively, the “Property ”). C. Seller is willing to grant and extend to Buyer the rights and option set forth herein, subject to and in accordance with the terms and conditions set forth herein. NOW THEREFORE, in consideration of the sum of $25,000.00 (the “ Initial Option Deposit ”) to be paid by Buyer in accordance with the provisions of Section 1 below, Seller hereby grants and extends to Buyer the exclusive right and option (the “ Option ”) to purchase the Property during the Option Term, together with and including all hereditaments, appurtenances, easements, and right of ways thereunto belonging or in any way appertaining to the Property, subject to and upon the following terms and conditions: 1. OPTION DEPOSIT. Within three (3) business days after this Agreement is executed by the last executing party, Buyer shall deposit into escrow with the Escrow Agent (defined below) the Initial Option Deposit referred to above, which shall be held by Escrow Agent for the benefit of Seller and Buyer in accordance with the provisions of this Agreement. Buyer shall cause Escrow Agent to give Seller written acknowledgment of receipt of the Initial Option Deposit and Escrow Agent’s agreement to hold and disburse the Initial Option Deposit and any Additional Option Deposit (as hereinafter defined) it may receive according to the terms of this Agreement (the Initial Option Deposit and any Additional Option Deposit paid by Buyer are collectively referred to as the “Option Deposit”). Such acknowledgment shall be in the form of Exhibit B attached hereto. If Buyer fails to timely make such required deposit, the Effective Date (as defined in Section 26 below) will not occur, and this Agreement will be void and of no further force or effect. “ Escrow Agent ” and “ Title Company ” mean: First American Title Insurance Company National Commercial Services 121 South 8 th Street, Suite 1250 Minneapolis, MN 55402 Attn: Karla Jordan 2 590493v4BR305-159 2. OPTION TERM. The term of the Option (the “ Option Term ”) commences on the Effective Date and continues in full force and effect (unless sooner terminated as provided herein) until 5:00 p.m. local Minneapolis, Minnesota time on October 11, 2019 (“ Option Expiration Date ”). A. Notwithstanding the foregoing, (i) Buyer must deposit into escrow with Escrow Agent the sum of $25,000.00 (the “ Additional Option Deposit ”) as an addition to the Initial Option Deposit on or before September 13, 2019 (the “ Inspection Period Expiration Date ”) if Buyer desires that the Option Term continue, and (ii) if Buyer does not make the required payment of the Additional Option Deposit on or before 5:00 p.m. Minneapolis time on the Inspection Period Expiration Date, time being of the essence with respect thereto, such failure shall not be considered a default under this Agreement, but this Agreement shall automatically expire and terminate at 5:00 p.m. Minneapolis time on the Inspection Period Expiration Date, without necessity for notice, whether or not Buyer has given the Preliminary Exercise Notice (as defined in Section 4.A. below). The Additional Option Deposit must be paid in cash or other immediately available funds, and Buyer shall cause Title Company to give Seller written acknowledgement of its receipt of the Additional Option Deposit. B. If the Option Term expires without Buyer having exercised the Option to purchase the Property, this Agreement shall automatically expire and terminate, effective on such date, without the necessity for notice. 3. PURCHASE PRICE. The purchase price of the Property is $3,600,000.00 (the “Purchase Price ”), and is payable to Seller at the time of Closing (as defined in Section 9 below) in cash or in otherwise immediately available funds. 4. EXERCISE OF OPTION; STRICT ADHERENCE TO REQUIREMENTS. A. Once during the Option Term, Buyer may give one (1) written notice (the “Preliminary Exercise Notice ”) to Seller that Buyer intends to exercise the Option to purchase the Property. The Preliminary Exercise Notice shall specify a date (the “ Pre-Closing Date ”) no sooner than ten (10) business days following the Preliminary Exercise Notice, and no later than thirty (30) days following the Preliminary Exercise Notice (but in no event shall the Pre-Closing Date be later than the day before the Option Expiration Date), for the formal exercise of the Option in accordance with the terms hereof. Notwithstanding anything herein to the contrary, Buyer will have no obligation to exercise the Option as a result of issuing the Preliminary Exercise Notice. B. Provided that Buyer has given the Preliminary Exercise Notice as provided above, and subject to the terms hereof, the Option to purchase the Property may be exercised at any time on or before the Pre-Closing Date by Buyer (a) paying to Title Company the total Purchase Price, less the Option Deposit paid (such balance of the Purchase Price hereinafter called the “ Exercise Payment ”), by wire transfer of immediately available funds, (b) giving Seller a written notice (the “Exercise Notice ”) of its election to do so, and (c) delivering to Title Company, on or before the Pre-Closing Date, all of the instruments and other deliveries required by this Agreement to be made by Buyer on or before the Pre-Closing Date, each executed, witnessed, acknowledged and/or otherwise in the form required for Closing and with no condition to such delivery to Title Company 3 590493v4BR305-159 except those expressly specified in this Agreement. Buyer’s failure to satisfy conditions (a), (b), and (c) set forth in the preceding sentence shall render Buyer’s attempted exercise of the Option null and void. C. Each of the requirements set forth in this Agreement with respect to the Initial Option Deposit, the Additional Option Deposit, and the exercise of the Option have been fully negotiated and agreed to, and strict adherence to such requirements shall be the sole responsibility of Buyer. Without limiting the generality of the foregoing, Seller shall have no duty to advise Buyer of the time, manner or form of notice or the amount of payment required to continue the Option Term or to exercise the Option, and Buyer shall not be excused from any failure to adhere strictly to such requirements for any reason or cause whatsoever, whether by reason of error, mistake, accident, negligence or any similar or dissimilar reason. 5. INVESTMENT AND DISBURSEMENT OF FUNDS. The Option Deposit and the Exercise Payment, if made, are collectively referred to herein as the “ Deposits .” Escrow Agent is hereby directed to invest the Deposits in an interest bearing escrow account. Interest earned on the Deposits will be considered to be part of the Deposits and will be disbursed accordingly. The Deposits shall be disbursed by Escrow Agent as follows (subject to the provisions regarding providing Seller with copies of reports and assessments, as described in the last sentence of Section 6.B.(iii) below): A. If, (i) on or before the Inspection Period Expiration Date, Buyer terminates this Agreement (including the Option) by written notice to Seller for any reason or for no reason, or if (ii) this Agreement (including the Option) expires or terminates on or before the Inspection Period Expiration Date pursuant to the terms of this Agreement (including the provisions of Section 2 above with respect to the deposit of the Additional Option Deposit) then, except as otherwise provided in this Agreement, $1,000.00 of the Option Deposit (the “ Option Fee ” ) will be disbursed to Seller upon the expiration of the Option Term as part of the consideration for the execution of this Agreement and for the withholding of the Property from the marketplace during the Option Term, and the balance of the Option Deposit will be immediately disbursed to Buyer without the requirement of a release or waiver from Seller. B. If Buyer has not terminated this Agreement by written notice to Seller on or before the Inspection Period Expiration Date, and if this Agreement has not otherwise expired or been terminated pursuant to its terms on or before the Inspection Period Expiration Date, the Option Deposit shall become non-refundable to Buyer and shall be immediately disbursed to Seller upon the termination and/or expiration of the Option Term as consideration for the continuation of the Option Term and the withholding of the Property from the marketplace during the Option Term, except as otherwise provided in this Agreement. C. If Buyer exercises its Option to purchase the Property and a Closing occurs, the Deposits shall be disbursed to Seller at Closing as part payment of the Purchase Price. 6. INDEPENDENT INVESTIGATION. A. Seller is offering the Property, and the Property will be sold, in an “AS IS, WHERE IS, AND WITH ALL FAULTS” condition. Except as specifically detailed in Section 12.A., Seller 4 590493v4BR305-159 makes no warranty or representation regarding the Property or this transaction, including: the condition of the surface or subsurface of the property; zoning or other governmental conditions or restrictions applicable to the Property; utility availability or capacities; compliance with Environmental Laws (as defined below) or any other existing laws or governmental regulations; the condition of any buildings or improvements included within the definition of the Property; the presence or absence of any Hazardous Material (as defined below); merchantability or fitness of the Property or any part thereof for a particular purpose; or any other aspect of the Property which may materially affect the value or the use thereof. (i) Buyer recognizes that there are risks associated with buying real estate and must make its own investigation concerning the Property and rely on such findings without any representation or warranty from Seller or any real estate broker or other agent representing or purporting to represent Seller. Without limiting the generality of the foregoing, Buyer specifically acknowledges that Buyer will investigate each of the following matters to the extent Buyer deems appropriate, and Buyer assumes the risk with respect thereto: (a) Recorded restrictive covenants or use limitations and all other matters of record; (b) Governmental restrictions or conditions on use, including zoning, subdivision, planned unit development and building codes; (c) Possibility of an environmental impact statement being required; (d) Availability of utilities of sufficient capacity and at acceptable rates; (e) Present and future access between the Property and public streets; (f) Subsurface conditions; (g) Surface drainage; (h) Environmental assessment; and (i) Cost of, and permits required for, razing or removing existing improvements. (ii) The Purchase Price established herein has taken into consideration the risks being assumed by Buyer with respect to the Property. (iii) “Hazardous Materials ” means the following: petroleum products and fractions thereof, asbestos, asbestos containing materials, urea formaldehyde, polychlorinated biphenyls, nuclear fuel or materials, radioactive materials and all other dangerous, toxic or hazardous pollutants, contaminants, chemicals, materials, substances and wastes listed or identified in, or regulated by, any Environmental Law. “ Environmental Laws ” means the following: all federal, state, county, municipal, local and other statutes, laws, ordinances and regulations which relate to or deal with human health or the environment, all as may be amended from time to time. 5 590493v4BR305-159 B. Subject to compliance with the insurance requirements stated below, Seller hereby grants to Buyer, its employees, agents, consultants and contractors, the right to enter onto the Property during the period commencing on the Effective Date and expiring at 5:00 p.m. local Minneapolis, Minnesota time on the Inspection Period Expiration Date for the purpose of conducting, at Buyer’s option and expense, a so-called “Phase I” environmental site assessment in accordance with the current standards developed therefor by the American Society of Testing Methods (“ ASTM ”) and referred to as ASTM: E1527 (“ Phase I Assessment ”), and, subject to the requirements set forth below with respect to any Phase II Assessment, such other soil investigations and other physical investigations as desired by Buyer. (i) If Buyer opts to conduct a Phase I Assessment on the Property and it contains a reasonable recommendation from the environmental consultant completing the Phase I Assessment (the “Environmental Consultant ”) that additional studies or investigations be done, and Buyer wishes to pursue additional studies or investigations of the Property, then Buyer shall cause the Environmental Consultant to submit to Seller a proposal for the scope and procedures for a so-called “Phase II” environmental site assessment of the Property in accordance with the current standards developed therefor by the ASTM and referred to as ASTM: E1903 (“ Phase II Assessment ”). Subject to Seller’s approval of the scope and procedures of the Phase II Assessment (including provisions for split samples, if required by Seller), and subject to Buyer’s compliance with the insurance requirements stated below, Buyer may cause the Environmental Consultant to complete the Phase II Assessment, at Buyer’s expense. Buyer is responsible for the proper treatment and disposal of all samples taken with respect to the Property. (ii) Before being allowed access to the Property to complete the Survey (defined below), site analysis, the Phase I Assessment or the Phase II Assessment, if any, Buyer must first provide to Seller: (a) Evidence of insurance, in the form of the Certificate of Liability Insurance attached hereto as Exhibit C, confirming that the Environmental Consultant and any other contractor that may perform any work on or at the Property have in effect the following: (i) commercial general liability insurance, with an insurance company satisfactory to Seller, naming Seller as an additional insured and providing occurrence basis liability insurance coverage, with a combined single limit of at least $3,000,000.00, against claims for personal injury, death or property damage, (ii) contractor’s pollution liability coverage with respect to any Phase II Assessment, and with a combined single limit of at least $5,000,000.00, (iii) workers compensation insurance as required by any applicable law or regulation, (iv) employer’s liability insurance with limits of not less than $1,000,000.00 each accident for bodily injury, $1,000,000.00 each employee for bodily injury by disease, and $1,000,000.00 policy limit for bodily injury by disease, and (v) automobile liability insurance (bodily injury and property damage liability), including coverage for owned, hired and non-owned vehicles with limits of liability of not less than $1,000,000.00 combined single limit per occurrence. All such policies shall (i) be primary and non-contributory to any other insurance available, (ii) be obtained from an insurance company or companies licensed to do business in the United States with an A.M. Best rating of A-:X or better, (iii) cover claims brought in the 6 590493v4BR305-159 United States (including its territories and possessions), Puerto Rico and Canada and (iv) remain in full force and effect throughout the Option Term. (b) A certificate of insurance evidencing that Seller is an “additional insured” under the Buyer’s League of Minnesota Cities Insurance Trust policy and that such policy will remain in full force and effect throughout the Option Term. (iii) The Phase I Assessment and the Phase II Assessment shall be collectively referred to herein as the “ Environmental Assessments ”, and a copy of each report prepared by the Environmental Consultant in connection with the Environmental Assessments shall be provided to Seller without charge. Buyer must keep any reports and other information prepared or obtained in conjunction with the Environmental Assessments confidential and must cause the Environmental Consultant to agree to keep such reports and information confidential, subject to any reporting obligations required by law, but Buyer is not required to keep the Environmental Assessments confidential with respect to Buyer’s consultants, attorneys, broker or employees who require access to the Environmental Assessments as part of the services provided to Buyer with respect to the transaction contemplated by this Agreement. If for any reason this transaction does not close, Buyer must promptly deliver to Seller, without charge, all copies of any reports and other information prepared or obtained in conjunction with the Environmental Assessments as a condition to the return of any Deposits to Buyer if Buyer is otherwise entitled thereto (and such obligation shall survive the expiration or termination of this Agreement). C. Not later than five (5) days after the Effective Date, Seller shall deliver to Buyer a copy (either hard copy or electronic) of the following report: Phase I Environmental Site Assessment of Target Store T0240 Brooklyn Center, Minnesota, prepared for Target Corporation by ATC Group Services LLC, dated December 20, 2018 Buyer understands that the data set forth in the Environmental Report is provided for informational purposes only, and Buyer acknowledges and agrees that (i) Seller makes no warranty or representation whatsoever as to the accuracy or appropriateness thereof, and (ii) Buyer and/or any third party acting or claiming by, through or under Buyer shall not rely thereon, but shall rely instead on their own independent investigations and tests. D. Buyer shall provide to Seller copies of any and all surveys, reports and testing results obtained as a result of Buyer’s inspection of the Property. Buyer agrees that Buyer will not submit any test reports or results arising out of its investigation of the Property to any regulatory agency except in the following circumstances: (i) where Buyer has given Seller written notice of the submission at least five (5) business days before submitting test results or reports to the subject regulatory agency, and Seller has consented to said submission in writing, or (ii) where Buyer has given Seller written notice of the submission at least five (5) business days before submitting to the subject regulatory agency, and Buyer is obligated by law to make said submission, but such five (5) day 7 590493v4BR305-159 notice period shall not apply to instances where applicable law requires earlier submission in which case Buyer will submit such notice to the regulatory agency and to Seller simultaneously. E. Buyer must pay all costs and expenses associated with its investigations and tests conducted pursuant to this Section 6, and Buyer further must repair and restore any damage to the Property and/or to any portions thereof resulting from or arising out of Buyer’s investigations and/or testing performed pursuant to this Agreement. Buyer also must indemnify, defend, protect and hold Seller harmless from all costs, expenses (including reasonable attorneys’ fees), claims, liabilities and inquiries arising out of or resulting from Buyer’s investigations and testing of the Property as well as the acts of its employees, agents, consultants, or contractors, including the Environmental Consultant, in performing its evaluations of the Property under this Agreement (including mechanics’ lien claims and claims relating to personal injury to Buyer and/or any of Buyer’s agents, employees, consultants or contractors). Buyer’s agreement to indemnify Seller as set forth in the preceding sentence shall not apply to the cost of any remediation or cleanup of any environmental condition discovered in connection with Buyer’s investigation that was not caused in whole or in part by Buyer or any of Buyer’s agents, employees, consultants, or contractors, including Buyer’s Environmental Consultant, except to the extent such conditions were exacerbated or aggravated by Buyer and/or any of Buyer’s employees, agents, consultants or contractor, including Buyer’s Environmental Consultant. The covenants and agreements set forth in this Section 6.E. shall survive the Closing or the expiration or termination of this Agreement, as the case may be. F. Buyer hereby waives and releases any and all claims or causes of action it may have against Seller, its directors, officers, shareholders, employees and agents, for indemnity, contribution, reimbursements, damages or other payment or any equitable relief, relating to any structural, physical or environmental condition of the Property, including the presence at any time of any Hazardous Material in, on or about the Property, whether the claim or cause of action arises under any Environmental Law or otherwise. The provisions of this paragraph shall survive the Closing or the expiration or termination of this Agreement, as the case may be. G. Buyer shall provide Seller with at least five (5) days prior written notice of its intention to enter the Property for purposes of its investigations and tests to be conducted pursuant to this Section 6. In such written notice, Buyer shall provide to Seller a list of the names of all persons who plan to enter the Property. At all times, while in or on the Property, Buyer and its agents, employees and contractors shall be accompanied by a representative of Seller, unless otherwise authorized by Seller in advance. 7. SURVEY; SUBDIVISION; TITLE. A. Within thirty (30) days after the Effective Date of this Agreement, Buyer may cause to be made a boundary survey of the Property (including any appurtenant easements) prepared in accordance with the current standards for Land Title Surveys of the American Land Title Association and the National Society of Professional Surveyors, certified to Seller, Buyer and Title Company (the “ Survey ”). Buyer shall furnish to Seller and Title Company an electronic copy of the Survey promptly upon receipt thereof. All matters reflected by the Survey shall be deemed matters of title and shall be subject to Buyer’s approval in accordance with Section 7.B. below, but any objections to matters reflected on the Survey shall be made on or before the Inspection Period 8 590493v4BR305-159 Expiration Date. Buyer shall pay all costs incurred in connection with the preparation of the Survey. B. Within twenty (20) days after the Effective Date of this Agreement, Seller shall furnish at its cost to Buyer a commitment for an owner’s policy of title insurance in the amount of the Purchase Price (“ Commitment ”) issued by Title Company, together with copies of all documents affecting the Target Tract as disclosed thereby. The Commitment and copies of documents affecting the Target Tract as disclosed by the Commitment may be furnished either by provision of hard copies thereof or by provision of an electronic link to a web site at which Title Company has made electronic copies thereof available. The Commitment shall be deemed conclusive evidence of title as thereon shown as to all matters insured thereby. (i) Buyer shall be permitted fifteen (15) days from the date upon which Buyer has received the Commitment and a copy of each recorded instrument referred to therein to deliver to Seller a written statement containing any objection Buyer has to title. If such statement is not delivered within the 15-day period (or by the Inspection Period Expiration Date, if sooner), title shall be deemed approved by Buyer. If such statement is so delivered, and Seller elects to cure such objections, Seller shall use reasonable efforts (but without exposure to liability or obligation to expend more than One Thousand Dollars ($1,000.00) in such effort) to cure or remove all such objections within thirty (30) days after receipt of such statement and to furnish to Buyer evidence that such objections are cured or removed. Seller shall not be in default under this Agreement if objections to title made under this Agreement are not cured or removed; provided, however, on or before the Closing Date Seller will pay, bond over or cause Title Company to insure over all outstanding mechanics liens, broker’s liens, mortgage-related liens and judgment liens that are caused by Seller, and pay all delinquent real estate taxes (collectively, “Monetary Liens”). If this Agreement does not expire or terminate on or before the Inspection Period Expiration Date, then, whether or not any objection has been made, cured or removed, and notwithstanding any provision in this Agreement that may be construed to the contrary, Buyer shall be deemed to have approved title as it is (subject only to a right to review new encumbrances imposed upon the Property by Seller after the effective date of the Commitment), and the Option Deposit shall be nonrefundable to Buyer unless otherwise expressly provided herein to the contrary. (ii) Seller shall notify Buyer in writing of any new encumbrances that are imposed upon the Property by Seller after the effective date of the Commitment. If: (a) new encumbrances are imposed, and (b) Buyer submits to Seller written objection thereto on or before the date that is ten (10) days following written notice thereof, and (c) such objection has not been cured or removed within thirty (30) days after receipt of such objection (or on or before the Option Expiration Date, if earlier), then Buyer may terminate this Agreement by written notice given to Seller within five (5) days following the expiration of such 30-day period, in which event all Deposits will be immediately disbursed to Buyer upon such termination. As provided above, Seller shall not be in default under this Agreement if any such objections are not bonded over or paid in full and released from record title (except for the Monetary Liens). The periods of time described in this Section 7 for the making, curing and/or removing of objections shall in no event be deemed to extend the Inspection Period Expiration Date or the Option Term. 9 590493v4BR305-159 (iii) Buyer may contract, at Buyer’s own expense, for the issuance of any endorsements to become a part of the Title Policy (as defined in Section 9.D.(v) below). Such endorsements are strictly between Buyer and Title Company. 8. DEVELOPMENT APPROVAL. Buyer must operate, improve or develop the Property in compliance with all governmental requirements and all matters of record, including that certain Construction, Operation and Reciprocal Easement Agreement dated June 12, 1985, (as it may be amended and supplemented, herein called the “ COREA ”). Buyer‘s intended use may require an amendment to the COREA and such amendment may require the approval of third parties in accordance with the COREA and governmental approvals. Buyer will have the sole responsibility to communicate with such third parties and to resolve any questions and/or disputes involving the application of the COREA thereto. Buyer and Seller shall comply with any notice or other requirements necessary to permit Seller to be released from liability under the COREA for events related to the Property occurring after the Closing and to assign Buyer Seller’s “Approving Party” status under the COREA. Seller has entered into this Agreement upon reliance upon the foregoing representations, and Buyer agrees that Seller may in its sole discretion (but shall not be required to) cooperate in obtaining such approvals or execute any amendments or agreements, conditionally or otherwise. If the required approvals are not obtained, Buyer’s sole recourse shall be to terminate this Agreement by written notice to Seller given on or before the Inspection Period Expiration Date, and upon such termination, the Option Deposit shall be disbursed in accordance with the terms of Section 5.A. above and each party shall be released from all subsequent duties and obligations herein contained. 9. CLOSING PROCEDURE. Upon proper exercise of the Option in accordance with the terms of this Agreement, and subject to any extension provided for herein or agreed to in writing by the parties, the closing of this transaction (the “ Closing ”) shall take place in the office of Title Company on the first business day following the Pre-Closing Date (the “ Closing Date ”). The Property will be transferred to Buyer by recordable limited warranty deed (“ Deed ”), subject to real estate taxes and installments of special assessments consistent with the proration provisions set forth in Section 9.G. below, all matters of record including the COREA, all matters that would be disclosed by an accurate survey of the Property, and acts of Buyer. The following procedure governs the Closing: A. Within seven (7) days after receipt of the Preliminary Exercise Notice, Seller shall deliver to Buyer and Title Company a copy of the form of the Deed for examination. If the form of the Deed does not comply with the requirements set forth in this Agreement, Seller shall promptly correct the same upon notice of objection in reasonable detail from either Buyer or Title Company. B. On or before the Pre-Closing Date, Seller shall deliver to Title Company the following: (i) the Deed, properly executed and acknowledged; (ii) Quit Claim Bill of Sale in the form of Exhibit D to this Agreement; (iii) any other documents required by this Agreement; 10 590493v4BR305-159 (iv) any other documentation reasonably requested by Title Company to confirm the authority of Seller to consummate this transaction; (v) such funds as may be required of Seller to pay closing costs or charges properly allocable to Seller, Seller hereby authorizes Title Company to deduct any amounts payable by Seller in connection with the Closing from the proceeds of the sale; (vi) an affidavit, complying with the requirements of Section 1445 of the Internal Revenue Code of 1986, as amended (the “ Code ”), affirming that Seller is not a “foreign person”; and (vii) a seller’s affidavit in the form attached as Exhibit E. C. On or before the Closing Date, Seller shall also deliver to Title Company a copy of the Settlement Statement described in Section 9.G.(ix) below, signed on behalf of Seller. D. On or before the Pre-Closing Date, Buyer shall deliver to Title Company the following: (i) the Exercise Payment; (ii) any documents required by this Agreement; (iii) any other documentation reasonably requested by Title Company to confirm the authority of Buyer to consummate this transaction; (iv) such additional funds as may be required of Buyer to pay closing costs or charges properly allocable to Buyer; and (v) authorization for Title Company to deliver the Deposits to Seller and consummate Buyer’s purchase of the Property, subject only to Title Company being ready, willing and able to issue to Buyer an owner’s policy of title insurance consistent with the approved Commitment (the “ Title Policy ”). E. On or before the Closing Date, Buyer shall also deliver to Title Company a copy of the Settlement Statement described in Section 9.G.(ix) below, signed on behalf of Buyer. F. On or before the Pre-Closing Date, the Title Company shall prepare a combined Settlement Statement, accounting for deposits, credits and charges (including allocation of real property taxes and installments of special assessments) and deliver the same to Buyer and Seller for review and approval. G. After Title Company has received all of the items to be deposited with it, Title Company shall, on the Closing Date: 11 590493v4BR305-159 (i) Disburse to Seller the Purchase Price (subject to any deductions or credits required hereunder); (ii) Record the Deed in the office of the Registrar of Titles for Hennepin County, Minnesota, (the “ Registrar ”) instructing the Registrar to return the same to Title Company; (iii) Immediately following the recording of the Deed, record any other instruments executed by the parties or either of them which are contemplated by this Agreement to be placed of record, instructing the Recorder to return the same to the beneficiary thereof; (iv) If ordered by Buyer, issue to Buyer a proforma policy or a marked-up Commitment brought down to the Pre-Closing Date obligating Title Company to issue the required Title Policy to Buyer; (v) Charge Buyer for the cost of recording the Deed (excluding state deed tax), all of the premium for issuing the Title Policy, including any Buyer designated endorsements or deletions to the Title Policy, and one-half of the closing escrow fee; (vi) Charge Seller for state deed tax due on the recording of the Deed, for the cost of recording documents clearing title to the Property, if any, and one-half of the closing escrow fee; (vii) Prorate real estate taxes and current installments of special assessments payable with respect to the Property as follows: All real estate taxes payable in the calendar year during which the Closing occurs shall be prorated as of the Closing Date (regardless of the year with respect to which the same have been assessed), all pending or levied special assessments as of the Closing Date shall be paid by Seller at Closing, and any real estate taxes and installments of special assessments that may be or are payable after the calendar year during which the Closing occurs shall be assumed by Buyer without reduction in or credit against the Purchase Price. If the actual amount of real estate taxes payable in the calendar year during which the Closing occurs is not available, then a proration shall be made based on the preceding calendar year’s amount and no further adjustment shall be made following the Closing. (viii) Prorate “Common Area Maintenance Costs” (including the “Administration Fee”) chargeable with respect to the Property under the COREA, if any; (ix) Deliver the Settlement Statement accounting for deposits, credits and charges (including allocation of real property taxes and installments of 12 590493v4BR305-159 special assessments), together with a disbursement of funds, to the appropriate party; (x) If ordered by Buyer, deliver the Title Policy to Buyer as soon as reasonably practical after the Closing; and (xi) File the required Form 1099-S with the appropriate governmental agencies. H. Any supplemental closing instructions given by either party shall also be followed by Title Company provided they do not conflict with any instructions set forth herein. 10. SELLER’S WARRANTIES AND REPRESENTATIONS. A. Seller warrants and represents to Buyer that the following statements are, as of the date of Seller’s execution of this Agreement, true and accurate: (i) Seller does not know of any “wells” on the Property within the meaning of Minnesota Statutes §103I. (ii) Solely for the purpose of satisfying the requirements of Minnesota Statutes §115.55, Seller discloses to Buyer that all sewage generated on the Property goes to a facility permitted by the Minnesota Pollution Control Agency. (iii) To the best of Seller’s knowledge, no “above ground storage tanks” or “underground tanks” (within the meaning of Minn. Stat. §116.46) are located in or about the Property, or have been located under, in or about the Property and have subsequently been removed or filled. To the extent storage tanks exist on or under the Property such storage tanks have been duly registered with all appropriate regulatory and governmental bodies and otherwise are in compliance with applicable federal, state and local statutes, regulations, ordinances and other regulatory requirements. (iv) For the purposes of satisfying any applicable requirements of Minn. Stat. §152.0275, Seller discloses and certifies that to its knowledge, methamphetamine production has not occurred on the Property. (v) Except as provided herein, so long as this Agreement remains in force, Seller shall not lease, convey or otherwise encumber all or any portion of the Property, without Buyer’s consent which shall not be withheld or delayed. (vi) Seller is not a “foreign person” or “disregarded entity” as contemplated by Section 1445 of the Code. Neither Seller nor any of its affiliates is a person or entity with whom U.S. persons or entities are restricted or prohibited from doing business under any laws, orders, statutes, regulations or other governmental action relating to terrorism or money laundering (including Executive Order No. 13224 effective September 24, 13 590493v4BR305-159 2001, and regulations of the Office of Foreign Asset Control of the Department of the Treasury) (“ Blocked Persons ”), and, to the best of Seller’s knowledge, neither Seller nor any of its affiliates engages in any dealings or transactions with any Blocked Person or is otherwise associated with a Blocked Person. (vii) Seller has the full capacity, right, power and authority to execute, deliver and perform this Agreement and all documents to be executed by Seller pursuant hereto, and all required actions and approvals therefor have been duly taken and obtained. The individuals signing this Agreement and all other documents executed or to be executed pursuant hereto on behalf of Seller are and shall be duly authorized to sign the same on Seller’s behalf and to bind Seller thereto. (viii) Seller represents that there are no third parties in possession of the Property, or any part thereof; and that there are no leases, oral, or written, affecting the Property or any part thereof. (ix) This Agreement and all documents to be executed pursuant hereto by Seller are and shall be binding upon and enforceable against Seller in accordance with their respective terms. B. The foregoing representations and warranties shall (i) be deemed to have been remade by Seller as of the Closing Date, except for such matters, if any, as arise after the date of this Agreement and are disclosed to Buyer in writing on or before the Closing Date, and (ii) survive for a period of one (1) year after the Closing Date, whereupon they shall automatically terminate and no claim or cause of action may be based on any breach thereof, except for those for which Buyer shall previously have filed suit for breach thereof. Exercise of the Option or consummation of this Agreement by Buyer with knowledge of any such breach shall constitute a waiver or release by Buyer of any claims arising out of or in connection with such breach. Buyer acknowledges and agrees that Seller has not made any representations or warranties except as expressly set forth above. 11. BUYER’S WARRANTIES AND REPRESENTATIONS. Buyer warrants and represents to Seller that the following statements are now, and will on the Closing Date be, true and accurate: A. Buyer has the full capacity, right, power, and authority to execute, deliver, and perform this Agreement and all documents to be executed by Buyer pursuant hereto, and all required actions and approvals therefor have been duly taken and obtained. The individuals signing this Agreement and all other documents executed or to be executed pursuant hereto on behalf of Buyer are and shall be duly authorized to sign the same on Buyer’s behalf and to bind Buyer thereto. B. This Agreement and all documents to be executed pursuant hereto by Buyer are and shall be binding upon and enforceable against Buyer in accordance with their respective terms. 14 590493v4BR305-159 C. Neither Buyer nor any of its affiliates is a Blocked Person, and, to the best of Buyer’s knowledge, neither Buyer nor any of its affiliates engages in any dealings or transactions with any Blocked Person or is otherwise associated with a Blocked Person. 12. DEFAULT BY BUYER . If Buyer defaults with respect to any of its obligations under this Agreement and such default continues for a period of ten (10) days after Seller notifies Buyer of such default in writing, then Seller’s sole and exclusive remedy for such default shall be the right to terminate this Agreement and receive and retain the Option Deposit. Unless Seller waives Buyer’s default in writing within five (5) days after the expiration of the 10-day period specified in the immediately preceding sentence, or such default is cured within such 10-day period, this Agreement shall automatically terminate effective fifteen (15) days after the notice of default is given without the necessity of further notice being given. Upon such termination each party shall be released from all subsequent duties or obligations under this Agreement (except for the indemnity obligations set forth in Sections 6 and 15, and other obligations hereunder that are expressly designated to survive a termination) and Title Company shall immediately pay the Option Deposit to Seller as liquidated damages. Seller is hereby releasing and/or waiving any right it might have to either specifically enforce this Agreement or sue for damages (except with respect to the indemnity obligations set forth in Sections 6 and 15, and any other obligations hereunder that are expressly designated to survive a termination). This liquidated damage provision has been agreed to in view of the difficulty of ascertaining Seller’s actual damages because of the uncertainties of the real estate market, fluctuating property values, and the difference of opinion with respect to such matters. 13. DEFAULT BY SELLER. A. If Seller fails or refuses to perform any of its obligations as set forth herein and such failure or refusal continues for a period of ten (10) days after Buyer notifies Seller in writing of such non-performance, the sole remedies available to Buyer shall be as follows: (i) To terminate this Agreement, in which event the Deposits shall be disbursed in accordance with Section 5 above and neither party shall have any further rights or obligations under this Agreement, except for the indemnity obligations set forth in Sections 6 and 15 and any other obligations hereunder that are expressly designated to survive a termination; or (ii) To enforce specific performance of Seller’s obligations hereunder, provided action therefor is commenced within ninety (90) days thereafter, failing which this Agreement shall in any event terminate upon the expiration of such 90-day period. B. Seller shall not be liable for damages in any event on any basis whatsoever. 14. EXPENSE OF ENFORCEMENT. If either party brings an action at law or in equity to enforce or interpret this Agreement, the prevailing party in such action shall be entitled to recover reasonable attorneys’ fees and disbursements incurred in connection with such proceeding, including arbitration or appellate proceedings, in addition to any other remedy granted. 15. BROKERS. Seller warrants to Buyer that in connection with this transaction Seller has not taken any action that would result in any real estate broker’s fee, finder’s fee, or other fee being due or payable to any party other than CBRE, Inc. (“ Broker ”). Any fee payable to Broker 15 590493v4BR305-159 shall be paid by Seller pursuant to the terms of a separate agreement between Seller and Broker. Buyer warrants to Seller that in connection with this transaction Buyer has not taken any action which would result in any real estate broker’s fee, finder’s fee, or other fee being due or payable to any party, except as referenced above. Seller and Buyer respectively must indemnify, defend and hold harmless the other from and against any and all claims, fees, expenses (including reasonable attorneys’ fees), commissions and suits of any real estate broker or agent with respect to services claimed to have been rendered for or on behalf of such party in connection with the execution of this Agreement or the transaction set forth herein. The terms of this Section 15 shall survive the Closing or the expiration or termination of this Agreement, as the case may be. 16. NOTICE. A. All notices, demands and requests required or permitted to be given under this Agreement must be in writing and must be delivered personally, or by prepaid nationally recognized overnight courier, or by deposit in the United States mail, prepaid and certified or registered mail, return receipt requested, addressed in each instance to Seller or Buyer, as the case may be, at the following addresses: To Seller: Target Corporation Target Properties Attn: Real Estate Portfolio Management (T0240) 1000 Nicollet Mall, TPN-12H Minneapolis, MN 55403 with a copy to: Jude Hockley Lead Real Estate Paralegal Target Corporation 1000 Nicollet Mall, TPS 3155 Minneapolis, MN 55403 To Buyer: Economic Development Authority City of Brooklyn Center 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 Attn: Cornelius L. Boganey, Executive Director with a copy to: Sarah Sonsalla Kennedy & Graven, Chartered 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis, MN 55402 B. Each such notice, demand or request shall be deemed to have been given as of the date the same is personally delivered to the party to be notified or the date the same is delivered to the address designated herein for the party to be notified, but rejection or refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to be 16 590493v4BR305-159 receipt of the notice, demand or request. Each party may from time to time and at any time upon at least ten (10) days written notice thereof, change its respective address, and each party may specify as its address any other address within the United States of America. For informational purposes, a copy of each notice, demand, or request must be given to Escrow Agent at the address set forth herein, but a failure to deliver a notice, demand, or request will not affect the validity of the notice, demand, or request. 17. CONDEMNATION; DAMAGE. A. If, before the Closing, any portion of the Property is condemned or access thereto is taken, or a petition to condemn any portion of the Property or access thereto is filed, and if Buyer reasonably concludes that the taking or proposed taking renders the Property unsuitable for the use contemplated by Buyer and Buyer so notifies Seller in writing within thirty (30) days after learning of such condemnation action, then this Agreement shall terminate and all Deposits shall be refunded to Buyer. Upon such termination, both parties shall be released from all subsequent duties and obligations created under this Agreement. If this Agreement is not terminated pursuant to the preceding sentence, the Purchase Price shall not be affected, and if the award is paid before the Closing, the amount attributable solely to the Property shall be held in escrow and delivered to Buyer at the Closing (less an amount equal to the total of Seller’s Condemnation Expenses, which amount shall be delivered to Seller), and if such award has not been paid before the Closing, then at the Closing Seller shall assign to Buyer all of its right, title and interest with respect to such award. Notwithstanding any provision herein that may be construed to the contrary, Seller shall be entitled to receive a portion of any such award (whether such award is paid before the Closing or thereafter) in an amount equal to the total of all court costs, attorneys’ fees, consultants’ fees, and other out-of- pocket expenses incurred by Seller in connection with the condemnation action (collectively, “Seller’s Condemnation Expenses ”), and Seller’s right to such reimbursement for Seller’s Condemnation Expenses shall survive a Closing hereunder. B. If, after the Effective Date but before the Closing, all or any part of the Property is substantially damaged by fire, casualty, the elements or any other cause, Seller shall give notice to Buyer of such fact and Buyer may, at Buyer’s option (to be exercised before the earlier of (i) the date that is thirty (30) days after Seller’s notice, or (ii) the date upon which the Option Term expires), terminate this Agreement, in which event the Deposits shall be refunded to Buyer and neither party shall have any further obligations under this Agreement. If Buyer fails to elect to terminate despite such damage, or if the Property is damaged but not substantially, Seller shall assign to Buyer at a Closing hereunder all right to receive the proceeds of insurance arising from such damage, if any, and the Purchase Price shall remain the same. For purposes of this Section, the words “substantially damaged” mean damage that would cost $100,000.00 or more to repair. 18. ENTIRE AGREEMENT. All previous negotiations and understandings between Seller and Buyer or their respective agents and employees with respect to the transaction set forth herein are merged into this Agreement, and this Agreement alone fully and completely expresses the parties’ rights, duties and obligations with respect to its subject matter. This Agreement may be amended only by subsequent written agreement between Seller and Buyer. 19. NO MERGER; SURVIVAL. The warranties, representations and/or indemnities expressly made herein shall survive the Closing and delivery of the Deed and shall not be merged 17 590493v4BR305-159 therein. Notwithstanding any provision in this Agreement that may be construed to the contrary: (i) the indemnity obligations contained in Sections 6 and 15 hereof shall survive the Closing or the expiration or termination of this Agreement, as the case may be, whether or not expressly so provided; and (ii) any provisions herein that expressly provide for survival shall also survive the Closing or the expiration or termination of this Agreement, as the case may be. 20. GOVERNING LAW. This Agreement will be deemed to be a contract made under the laws of the State where the Property is located and for all purposes is governed and construed in accordance with the laws of said State. 21. SEVERABILITY. If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remainder of this Agreement will not be affected, and in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision will be added as a part of this Agreement that is as similar to the illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable. 22. CONSTRUCTION. The rule of strict construction shall not apply to this Agreement. This Agreement has been prepared by Seller and its professional advisors and reviewed and modified by Buyer and its professional advisors. Seller, Buyer, and their separate advisors believe that this Agreement is the product of all of their efforts, that it expresses their agreement, and that it should not be interpreted in favor of or against either Seller or Buyer merely because of their efforts in preparing it. 23. CAPTIONS, GENDER, NUMBER, AND LANGUAGE OF INCLUSION. The captions are inserted in this Agreement only for convenience of reference and do not define, limit, or describe the scope or intent of any provisions of this Agreement. Unless the context clearly requires otherwise, the singular includes the plural, and vice versa, and the masculine, feminine, and neuter adjectives include one another. As used in this Agreement, (i) the word “including” means “including, but not limited to”, and (ii) the words “and/or” mean any one or more of each of the items listed. 24. BINDING EFFECT; ASSIGNMENT. This Agreement is binding upon and inure to the benefit of the parties hereto and their respective successors, permitted assigns, heirs and personal representatives. This Agreement may not be assigned by Buyer, voluntarily or involuntarily, by operation of law or otherwise, except only that Buyer may assign its rights under this Agreement, with notice to Seller but without first obtaining Seller’s consent, to a corporation, limited partnership, limited liability company or other legal entity that controls, is controlled by or is under common control with Buyer and which unconditionally assumes all obligations of Buyer hereunder. No such assignment of this Agreement will release Buyer from the terms of any covenant or obligation of Buyer under this Agreement. 25. TIME; BUSINESS DAY. Time is of the essence of this Agreement and each and every provision hereof, specifically including the provisions for payments of the Option Deposit and the Exercise Payment. If any date designated in this Agreement falls on a Saturday, Sunday or legal holiday, such date shall automatically be extended until the next following business day. 18 590493v4BR305-159 26. EFFECTIVE DATE. The effective date (“ Effective Date ”) of this Agreement is the date on which the last party to execute this Agreement has done so and the Initial Option Deposit has been deposited with Escrow Agent, but if the second party does not execute this Agreement and deliver a fully executed counterpart of the same to the first signing party within ten (10) days of the first party’s execution date, then the offer or commitment to be bound hereby by the first executing party shall automatically be revoked and withdrawn, whereupon neither party will be bound hereto. 27. COUNTERPARTS. This Agreement may be signed in counterparts, each of which will be deemed an original and all of which, taken together, constitute one instrument. 28. RELOCATION BENEFITS. Seller acknowledges that Seller initiated negotiations with Buyer for the transaction contemplated by this Purchase Agreement, and that this transaction is not made under threat of condemnation by Buyer. Seller agrees to waive any and all relocation benefits, assistance and services to which Seller might otherwise be eligible. Seller agrees to provide to Buyer at closing an executed waiver of relocation benefits in substantially the form of the attached Exhibit F. 29. ESCROW INSTRUCTIONS. This Agreement constitutes escrow instructions to Escrow Agent, and no instructions by either party contrary to the terms of this Agreement are valid unless executed by both parties. 30. NO BINDING OFFER. The submission of this Agreement for examination by Buyer does not constitute an offer to sell the Property, and this Agreement does not constitute a binding contract unless and until it has been executed and delivered by Seller and Buyer. 31. NO RECORDING. Buyer may not record this Agreement or any statement or evidence hereof. 32. PERSONAL PROPERTY. On or before the Closing Date, notwithstanding any provision in this Agreement that may be construed to the contrary, Seller shall have the right (but not the obligation) to remove from the Property any or all of the following (collectively, the “Personal Property ”): (i) Seller’s inventory, trade fixtures and other removable personal property (including but not limited to point of sale equipment), (ii) Seller’s compactor, baler and generator, and (iii) Seller’s security, energy management and phone systems. Seller shall not remove any Personal Property from the Property that would render the fire suppression and emergency management systems in the building on the Property inoperable. Seller will terminate all utility services and alarm monitoring services as of the Closing Date and Buyer will be responsible for establishing service to the Property on behalf of Buyer. [signatures begin on following page] 590493v2BR305-159 590493v4BR305-159 SIGNATURE PAGE FOR OPTION AGREEMENT BETWEEN TARGET CORPORATION AND ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA IN WITNESS WHEREOF , the parties have caused these presents to be executed intending to be legally bound by the provisions herein contained. “BUYER” ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By: ____________________________ Name: Mike Elliott Title: President Date of Execution: _______________ By: ____________________________ Name: Cornelius L. Boganey Title: Executive Director Date of Execution: _______________ 590493v2BR305-159 590493v4BR305-159 SIGNATURE PAGE FOR OPTION AGREEMENT BETWEEN TARGET CORPORATION AND ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA IN WITNESS WHEREOF , the parties have caused these presents to be executed intending to be legally bound by the provisions herein contained. “SELLER” TARGET CORPORATION By: ___________________________ Name: ________________________ Title: _________________________ Date of Execution: _______________ 590493v2BR305-159 590493v4BR305-159 EXHIBIT A TO OPTION AGREEMENT LEGAL DESCRIPTION OF THE TARGET TRACT Lot 2, Block 1, Shingle Creek Center, according to the recorded plat thereof on file and of record in the office of the Registrar of Titles, Hennepin County, Minnesota 590493v2BR305-159 590493v4BR305-159 EXHIBIT B TO OPTION AGREEMENT ESCROW RECEIPT The undersigned, First American Title Insurance Company (“ Escrow Agent ”), acknowledges receipt of $25,000.00 (the “ Initial Option Deposit ”) to be held by it pursuant to the Option Agreement to which this Escrow Receipt is attached. Escrow Agent must hold the Initial Option Deposit and the other Deposits (as defined in the Option Agreement) in accordance with the terms of the Option Agreement and to disburse the same strictly in accordance with such terms. Escrow Agent shall invest the Deposits in such interest-bearing accounts or instruments as may be approved by both Buyer and Seller. Interest shall accrue for the benefit of Buyer, but shall be disbursed in accordance with the terms of the Option Agreement. Seller and Buyer represent that their respective Tax I.D. Numbers are as follows: Seller, 41- 0215170; Buyer _____________. Escrow Agent shall have no responsibility for any decision concerning performance or effectiveness of the Option Agreement or to resolve any disputes concerning the Option Agreement. Escrow Agent is responsible only to act in accordance with the joint and mutual direction of both Seller and Buyer, or in lieu thereof, the direction of a court of competent jurisdiction. Seller and Buyer undertake to hold Escrow Agent harmless from all claims for damages arising out of this Escrow Receipt and must indemnify Escrow Agent for all costs and expenses in connection with this escrow, including court costs and reasonable attorneys’ fees, except for Escrow Agent’s negligence, breach of fiduciary duty, action in conflict with the terms hereof, or willful misconduct. If the transaction contemplated herein is cancelled, Escrow Agent reserves the right to charge an escrow service cancellation fee equal to the actual, reasonable out-of-pocket expenses incurred by Escrow Agent in connection herewith (but not to exceed $1,500). Seller and Buyer shall each pay 50% of such fee. ESCROW AGENT: FIRST AMERICAN TITLE INSURANCE COMPANY By: ___________________________________ Its: ________________________________ Date Initial Option Deposit received: ______ , 20__ SELLER: TARGET CORPORATION By: ________________________________ Its: _____________________________ 590493v2BR305-159 590493v4BR305-159 BUYER: ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA By: ________________________________ Its: President By: __________________________________ Its: Executive Director 590493v2BR305-159 590493v4BR305-159 EXHIBIT C TO OPTION AGREEMENT SAMPLE FORM OF CERTIFICATE OF LIABILITY INSURANCE CERTIFICATE OF LIABILITY INSURANCE DATE 2-01-12/13 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE INSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER AAA SERVICES, INC. 1234 Main St Anywhere, USA CONTACT NAME: PHONE NO: FAX NO: EMAIL ADDRESS: CUSTOMER ID #: INSURER(S) AFFORDING COVERAGE NAIC # INSURED Buyer COMPANY A AAA Fake Insurance 5 Briar Ave COMPANY B BBB Fake Insurance Anywhere, USA COVERAGES THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested CO LT R TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF. (MM/DD/YY) POLICY EXP. (MM/DD/YY) LIMITS A GENERAL LIABILITY GENERAL AGGREGATE * $ 3 ,000,000 A X COMMERCIAL GENERAL LIABILITY 02-01-12 02-01- 13 PRODUCTS-COMP/OP AGG CLAIMS- MADE X OCCUR. PERSONAL & ADV INJURY OWNER’S & CONTRACTOR’S PROT EACH OCCURRENCE $ 3 ,000,000 GENERAL AGGREGATE LIMIT APPLIES PER FIRE DAMAGE (Any one fire) POLICY PRO- JECT LOC MED EXP (Any one person) NIL A AUTOMOBILE LIABILITY X ANY AUTO 02-01-12 02-01- 13 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 X HIRED AUTOS BODILY INJURY (Per person) $ 1,000,000 Effective and Expired dates must be valid Commercial General Liability limits must not be less than required by Section 6B of the Option Agreement. $1M for combined single limit (each accident), bodily injury (per person), bodily injury (per accident) and property damage (per accident) 590493v2BR305-159 590493v4BR305-159 X NON-OWNED AUTOS BODILY INJURY (Per accident) $ 1,000,000 PROPERTY DAMAGE (Per accident) $ 1,000,000 UMBRELLA LIAB OCCUR EXCESS LIAB CLAIMS- MADE DEDUCTIBLE RETENTION B WORKER’S COMPENSATION AND EMPLOYER’S LIABILITY Y/N 02-01-12 02-01- 13 X WC STATUTORY LIMITS OTH- ER ANY PROPRIETOR / PARTNER/ EXECUTIVE OFFICER/MEMBE EXCLUDED? N (Mandatory in NH) If yes, describe under DESRIPTON OF OPERATIONS below E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE–EACH EMPLOYEE $ 1,000,000 E.L. DISEASE–POLICY LIMIT $ 1,000,000 A Contractors Pollution Liability 02-01-12 02-01-13 Each Occurrence $5,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS: Target has been added as an additional insured. CERTIFICATE HOLDER CANCELLATION Target SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS . AUTHORIZED REPRESENTATIVE AAA Services. Must include coverage for any auto, hired and non -owned autos and boxes are checked WC Statutory Limits box will need to be checked Employers Liability limits must be at least $1M each accident, $1M each employee for disease and $1M policy limit for disease Phase II assessment requires Contractors Pollution Liability coverage Contractors Pollution Liability limit must be $3M for the Phase II Target must be named as an additional insured 590493v2BR305-159 590493v4BR305-159 EXHIBIT D TO OPTION AGREEMENT QUIT CLAIM BILL OF SALE KNOW ALL MEN BY THESE PRESENTS, that concurrently with the execution and delivery hereof, TARGET CORPORATION, a Minnesota corporation (“ Seller ”) is conveying to the ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA, a Minnesota body corporate and politic by that certain limited warranty deed of even date herewith (the “ Deed ”), all of Seller’s right, title and interest in the Target store building (the “ Building ”) located on the real property located at 6100 Shingle Creek Parkway, Brooklyn Center, Minnesota and legally described on Exhibit A attached hereto (the “ Real Estate ”). NOW, THEREFORE, in consideration of the receipt of TEN DOLLARS ($10.00) and other good and valuable consideration, in hand paid by Buyer to Seller, the receipt and sufficiency of which are hereby acknowledged by Seller, Seller does hereby CONVEY, SELL, TRANSFER AND QUITCLAIM UNTO Buyer all of Seller’s right, title and interest, if any, in any personal property, including tangible personal property, and fixtures located in the Building as of the date hereof (the “ Personal Property ”). TO HAVE AND TO HOLD the same unto Buyer, its successors and assigns, forever. The Personal Property is hereby conveyed and quitclaimed and this Bill of Sale is made, and is accepted by Buyer, on an “AS IS, WHERE IS” basis without covenants, representations or warranties of any kind, whether expressed or implied, and all warranties that might have existed or been applied under common law are hereby excluded. This Bill of Sale shall inure to the benefit of and be binding upon the parties hereto, their successors and assigns. IN WITNESS WHEREOF, Seller has caused this Quitclaim Bill of Sale to be executed as of ________________, 2019. SELLER: TARGET CORPORATION, a Minnesota corporation By: _________________________________ Name:________________________________ Title:________________________________ 590493v2BR305-159 590493v4BR305-159 Exhibit A to Quitclaim Bill of Sale Legal Description of Property Lot 2, Block 1, Shingle Creek Center, according to the recorded plat thereof on file and of record in the office of the Registrar of Titles, Hennepin County, Minnesota 590493v2BR305-159 590493v4BR305-159 EXHIBIT E TO OPTION AGREEMENT FORM OF SELLER’S AFFIDAVIT STATE OF MINNESOTA ) ) ss. AFFIDAVIT REGARDING SELLER COUNTY OF HENNEPIN ) being first duly sworn, on oath says that: 1. He/She is the of TARGET CORPORATION, a Minnesota corporation, formerly known as Dayton Hudson Corporation (the “Corporation”), named as Grantor in the document dated_____________, 2019, and filed for record , 2019 as Document No. with the Registrar of Title’s Office, Hennepin County, Minnesota (the “Deed”). 2. The Corporation’s principal place of business is at 1000 Nicollet Mall TPN 12H, Minneapolis, Minnesota 55403, Attn: Target Properties/Real Estate Portfolio Management. 3. There have been no: a. Bankruptcy or dissolution proceedings filed by or against the Corporation during the time the Corporation has had any interest in the premises described in Exhibit A attached hereto (“Premises”); b. Unsatisfied judgments of record against the Corporation nor any actions pending in any courts, which affect the Premises; or c. Tax liens filed against the Corporation which affect the Premises. 4. Any bankruptcy or dissolution proceedings of record against a corporation with the same or similar names, during the time period in which the Corporation had any interest in the Premises, are not against the Corporation. 5. Any judgments or tax liens of record against corporations with the same or similar names and relating to the Premises are not against the Corporation. 6. There has been no labor or materials furnished to the Premises at Corporation’s request during the past [120] days for which payment has not been made. 7. The Corporation knows of no unrecorded contracts, leases, easements or other agreements or interests relating to the Premises that (i) have been signed by the Corporation, and (ii) are binding upon the Premises, except as may be disclosed in (a) the Deed, (b) in the agreement pursuant to which the Premises are being sold (the “Option 590493v2BR305-159 590493v4BR305-159 Agreement”), or (c) in the title commitment delivered pursuant to the Option Agreement (the “Commitment”). 8. The Corporation knows of no persons in possession of any portion of the Premises pursuant to an agreement that has been signed by the Corporation, other than (i) pursuant to a recorded document, or (ii) as disclosed in the Deed, Option Agreement or Commitment. 9. The Corporation knows of no encroachments or boundary line questions affecting the Premises pursuant to an agreement that has been signed by the Corporation other than those which would be disclosed by an accurate survey of the Premises. The Corporation confirms that the matters herein stated are true and makes this Affidavit for the purpose of inducing the passing of title to the Premises, but the person signing this Affidavit behalf of the Corporation makes this Affidavit only of behalf of the Corporation and not in an individual or other capacity, and (ii) no person may rely hereon except for First American Title Insurance Company. TARGET CORPORATION, a Minnesota corporation By: Its: Subscribed and sworn to before me this day of ________________, 2019. SIGNATURE OF NOTARY PUBLIC OR OTHER OFFICIAL NOTARIAL STAMP OR SEAL (OR OTHER TITLE OR RANK) 590493v2BR305-159 590493v4BR305-159 EXHIBIT A LEGAL DESCRIPTION OF PREMISES Lot 2, Block 1, Shingle Creek Center, according to the recorded plat thereof on file and of record in the office of the Registrar of Titles, Hennepin County, Minnesota 590493v2BR305-159 590493v4BR305-159 EXHIBIT F Form of Waiver of Relocation Benefits WAIVER OF RELOCATION BENEFITS RECITALS A. TARGET CORPORATION, a Minnesota corporation (the “Seller”) has entered into an option agreement with the Economic Development Authority of Brooklyn Center, Minnesota (“EDA”) dated _________, 2019 (the “Option Agreement”) under which Seller agreed to sell to the EDA real property legally described therein (the “Property”). B. Seller acknowledges that it requested that the EDA negotiate acquisition of the Property or otherwise made the Property available for sale prior to receiving any inquiry from the EDA regarding possible purchase of the Property. C. Seller further acknowledges that the EDA does not have the legal authority to acquire the Property by condemnation and that the EDA has advised that, in the absence of the parties reaching a mutually satisfactory agreement, the EDA would not acquire the Property. D. Seller acknowledges that it retained legal counsel, was advised by counsel regarding this waiver, and was specifically advised by counsel regarding relocation benefits that would or may be available to Seller in connection with the Property under the federal Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, Minn. Stat. § 117.50 et seq., and any other applicable provisions of Minnesota law (together, the “URA”). E. Seller, through counsel, indicated to the EDA that $________ in relocation payments and benefits would be available under the URA, and Seller and the EDA have negotiated a purchase price for the Property that includes any and all such relocation payments or benefits due under the URA. F. Seller desires to execute this voluntary waiver of relocation assistance, services, payments and benefits in accordance with Minn. Stat. § 117.521, and Seller represents and confirms that payment to Seller of the amounts due under the Purchase Agreement will satisfy in full any relocation benefits or payments otherwise due to Seller. WAIVER Now, therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Seller agrees as follows for the benefit of EDA: 1. The recitals above are incorporated into and made a part of this waiver. 590493v2BR305-159 590493v4BR305-159 2. Seller acknowledges that payment to Seller of $3,600,000.00 according to the terms of the Option Agreement satisfies in full any amounts for relocation assistance or relocation benefits that the EDA otherwise may be obligated to pay to Seller under the URA or any other federal or state law, and that payment of the amount set forth in the Option Agreement will constitute full compensation due Seller for all claims of any description against the EDA as a result of the EDA’s acquiring the Property under the Option Agreement, including but not limited to attorneys’ fees, relocation benefits and services, and any damages to the going concern or goodwill of any business located on the Property. Seller disclaims and waives any claim that Seller is entitled to receive further relocation benefits or payments under the URA or any other applicable federal or state law with respect to the Property. 3. In signing this waiver, Seller acknowledges that it entered into the Option Agreement voluntarily and that the Option Agreement was not made under any threat by the EDA or its representatives that the Property would be acquired by eminent domain. 4. Seller releases and discharges the EDA and its employees, agents, successors and assigns, of and from any and all liability and claims, at law or in equity, and under any state or federal law, for relocation expenses, payments or benefits in connection with the Property, including damages, interest, and costs, arising out of or in connection with EDA’s acquisition of the Property. SELLER TARGET CORPORATION By___________________________________ Its ___________________________________ ECONOMIC DEVELOPMENT AUTHORITY OF BROOKLYN CENTER, MINNESOTA Mike Elliott President Cornelius L. Boganey Executive Director 594428v1BR305-159 Commissioner __________ introduced the following resolution and moved its adoption: EDA RESOLUTION NO. 2019- ___ RESOLUTION APPROVING THE OPTION AGREEMENT AND ACQUISTION OF CERTAIN PROPERTY LOCATED AT: 6100 SHINGLE CREEK PARKWAY, BROOKLYN CENTER, MN BE IT RESOLVED by the Board of Commissioners (“Board”) of the Economic Development Authority of Brooklyn Center, Minnesota (“Authority”) as follows: Section 1. Recitals. 1.01. The Authority is authorized pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the “EDA Act”), to acquire and convey real property and to undertake certain activities to facilitate the development of real property by private enterprise. 1.02. To facilitate development of certain property in the City of Brooklyn Center, Minnesota (the “City”), the Authority proposes to enter into an Option Agreement (the “Agreement”) between the Authority and Target Corporation (the “Seller”), under which, among other things, the Authority has the exclusive right and option to purchase the property located in the City at: 6100 Shingle Creek Parkway, situated in the State of Minnesota, County of Hennepin, and which is legally described as follows: Lot 2, Block 1, Shingle Creek Center, according to the recorded plat thereof on file and of record in the office of the Registrar of Titles (the “Property”) to the Authority. 1.03. The Authority finds and determines that the acquisition of the Property is in the public interest and will further the objectives of its general plan of economic development. Section 2. Authority Approval; Further Proceedings. 2.01. The Board hereby approves the Agreement in substantially the form presented to the Board, including the acquisition of the Property by the Authority, subject to modifications that do not alter the substance of the transaction and that are approved by the President and Executive Director, provided that execution of the Agreement by those officials shall be conclusive evidence of their approval. 2.02. Authority staff and officials are authorized to take all actions necessary to perform the Authority’s obligations under the Agreement as a whole, including without limitation execution of any documents to which the Authority is a party referenced in or attached to the Agreement, and other documents necessary to convey the Property to the Authority, all as described in the Agreement. 594428v1BR305-159 2 Date President The motion for the adoption of the foregoing resolution was duly seconded by Commissioner and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. Council/EDA Work Session City Hall Council Chambers July 22, 2019 AGENDA The City Council requests that attendees turn off cell phones and pagers during the meeting. A copy of the full City Council packet is available to the public. The packet ring binder is located at the entrance of the council chambers. ACTIVE DISCUSSION ITEMS 1.Zoning Code Task Force Charter Discussion 2.Opportunity Site Community Engagement Discussion 3.City Council Retreat PENDING LIST FOR FUT URE WORK SESSIONS 1.Pending Items Livable Wages Liquor Ordinance/Entertainment Permit -8/26 Liquor Ordinance Updates -8/26 2020 Elections Update -8/26 Discussion on Ordinance process -8/26 Public Subsidy Policy - 8/12 Commemoration of 400 years of Slavery Activities Police Crisis Prevention Options Residential Design Standards SAC Credit Policy Target Property MEMORANDUM - COUNCIL WORK SESSION DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:Zoning Code Task Force Charter Discussion Recommendation: - Consider the Zoning Code Task Force applications and consider providing direction on membership Background: As part of the Becoming Brooklyn Center project, the city will be working with its consultants to update and rewrite several sections of the City Code. Most prominently the zoning code will be updated; however, the project also anticipates updating the sign code, the platting code, and drafting a new shoreland ordinance. The purpose of the update is to: Streamline and modernize the outdated code, to make it more user-friendly, responsive to current development review needs, and consistent with state statute. Develop and incorporate new mixed use and transit oriented development (TOD) districts, consistent with the guidance in the City’s new 2040 Comprehensive Plan. In general, ensure the zoning code is consistent with the city’s new comprehensive plan, as required by state statute. As part of this effort a community engagement strategy is being developed, which includes focus group discussions with key interest groups related to components of the code; pop up meetings at events happening in the City; a project website; survey questions; an online mapping tool; and community open houses. A draft of the community engagement strategy with more detail is attached to this report. While the zoning code affects the entire city, the drafting of ordinance language does not lend itself well to a broad reaching community engagement effort. While input from the community will be gathered, staff is seeking a community-based adhoc task force, which will have the opportunity to provide a more sustained feedback loop as ordinance language is drafted. The task force would meet four to five times over the course of the project and have an opportunity to provide input on all aspects of the ordinance update. The role of the task force will be to advise the consultant team and staff, and ultimately the Planning Commission and City Council, as the new ordinance language is drafted and adopted. The Planning Commission serves as the formal advisory body to the City Council on all zoning code matters, and this task force would not supersede that role. The purpose of the task force would be to assist the Planning Commission make their recommendation by providing additional community input in the process. Attached is a charter for the task force with more detail. It is recommended that a minimum of two Planning Commissioners, two Housing commissioners, and two business owners serve on the task force with the remaining membership being comprised of residents. A total number of 10-12 members was identified as a membership goal. Membership Staff advertised the creation of the task task force via direct recruitment, emails to community partner organizations, communication with area religious leaders, social media, the Sun Post, flyers posted in various locations around the City, and word of mouth. No deadline for application was identified as Staff did not know what the level of interest would be in the task force. To date the City has received 21 applications from interested individuals. Interested parties were asked to volunteer demographic information about themselves in order to assist with achieving diversity on the task force, though this information was not required in order to be considered. Also worth considering is the geographic distribution of members throughout the City in order to ensure broad input from multiple neighborhoods. The charter did not specify if individuals needed to own a business in the City or be a resident of Brooklyn Center, though Staff believes this is inferred by the nature and purpose of the group. Attached is a list of applicants in order of when they submitted their application, along with any information they provided about themselves. Based on the level of interest, staff is recommending increasing the number of members of the task force to 14. This will allow full participation in the event a member or two cannot be present at every meeting. Once the membership is determined a kick-off meeting will be scheduled based on availability. Policy Issues: Which applicants should be identified to sit on the task force? Strategic Priorities and Values: Inclusive Community Engagement ATTACHMENTS: Description Upload Date Type Task Force Charter 6/3/2019 Backup Material Draft Zoning Code Update Engagement Plan 6/3/2019 Backup Material City of Brooklyn Center Charter: Zoning Task Force 06-10-19 Task Force Name: Zoning Task Force Sponsor: Meg Beekman, Community Development Director Rationale The City of Brooklyn Center is updating its zoning code. The purpose of the update is to: • Streamline and modernize the outdated code, to make it more user-friendly, responsive to current development review needs, and consistent with state statute. • Develop and incorporate new mixed use and transit oriented development (TOD) districts, consistent with the guidance in the City’s new 2040 Comprehensive Plan. • In general, ensure the zoning code is consistent with the city’s new comprehensive plan, as required by state statute. While the zoning code affects the entire city, the drafting of ordinance language does not lend itself well to a broad reaching community engagement effort. While input from the community will be gathered in a number of different ways, there is a need for a more sustained feedback loop as ordinance language is drafted. Due to this fact, a task force structure with a diverse representation of key stakeholders can be helpful in providing community-based feedback throughout the zoning code update process. Purpose The Zoning Task Force will advise staff and the consultant team on the development of the Brooklyn Center zoning code update, including the development of new zoning districts, and other elements of the city code that are being updated as part of this project. This advisory role will inform and guide the development of the zoning code, and will assist the Planning Commission, which is the official recommending body to the City Council on matters related to the Zoning Code, in ultimately making the most informed decision. The Zoning Task Force will not be voting on the outcome, and group recommendations will be arrived at through consensus-based decision making. The City Council makes the final decision on all changes to the city code. Objectives The desired objectives of the Zoning Task Force will be: • Provide input into the goals and priorities associated with the zoning code update, including focus areas for change and/or improvement. Areas of focus include: o Chapter 35, Zoning Code o Chapter 34, Sign Code o Chapter 15, Platting o Shoreland Ordinance • Review and comment on draft code documents, including new districts. • Provide input and feedback on strategies for broader public engagement on the zoning code update. • Improve the quality of the zoning code outcome in terms of relevance and user- friendliness. Task Force Membership Task force members will be selected with the goal of achieving a diverse representation of the community. Members should have an interest in the subject matter and a basic understanding of the function of zoning and land use regulation. Membership will include 10-12 community members. Membership will include: • Two members of the Planning Commission • Two members of the Housing Commission • A minimum of two business owners Meeting Agendas and Notes • Task force members will receive the upcoming meeting agenda and materials no less than 1 week before the scheduled meeting. • Meeting notes and follow-up materials will be distributed to task force members via email within 1 week after meeting. Time Commitment • The task force will meet four times during the development of the zoning code. • Additional time may be needed to review materials in advance of the meetings. • Meeting times will be chosen based on the availability of task force members. • Total time commitment estimated to average 2-4 hours monthly during the course of the project. Meeting Schedule • July 2019 – Kickoff, existing conditions, overall format, and meeting schedule • September 2019 – Code update focus areas • November 2019 – Draft mixed use and TOD districts • February 2020 – Draft code document review Zoning Update Public Engagement Plan Introduction Page 1 Introduction Overview As part of a larger effort to revitalize its city center and refresh regulatory guidance citywide to meet community goals, the City of Brooklyn Center is undertaking a multi-part project starting in 2019. The update to the City’s zoning code is a key component. The City is pursuing the development of new zoning code that will supersede the existing zoning ordinance. This will include a new subdivision ordinance, sign ordinance, and shoreland ordinance, including Mississippi River Corridor Critical Area requirements. It will also include new zoning districts and design standards that implement the 2040 Comprehensive Plan Future Land Use Map new land use categories including TOD, Neighborhood Mixed Use, Business Mixed Use, and Commercial Mixed Use. The City desires a clear, basic zoning code that is consistent throughout, includes definitions for all relevant terms, effectively utilizes graphics and tables, and is legally defensible. Tasks associated with this work include scanning existing plans and ordinances, evaluation of existing conditions, drafting the code and districts, edits refinements, adoption, formatting, rezoning strategy, and staff training. With the zoning ordinance, some of the biggest challenges to an effective engagement strategy stem from the fact that it is a dense legal document that is largely unfamiliar to the public. However, it has broad implications for what people can do with their property, and how the city is able to plan for, shape, and approve new development. Some key messages are provided below. Messaging Clear and consistent messaging about the zoning update will be needed, to keep this project moving forward. Key overall messages about the project include: • Clearer, more user-friendly document will make it easier for people to get projects done. The code will be designed to make it clear and straightforward how to proceed with the most common applications. Supporting materials will provide additional guidance, including for people who are unfamiliar with how the code works. • Advancing city goals for redevelopment and reinvestment . New districts and revised language will align the code with a city vision for a compact and vibrant urban core, including transit oriented development as well as streamlined and improved processes. This will demonstrate the intent of the community in its redevelopment strategy. • Grounding in data and best practices . The options considered for the zoning code will come from a clear understanding of existing conditions and the city, and a review of the best practices in codes throughout the country, to ensure that the result is the best fit for the city. • Meaningful input from the community . The engagement will focus on questions related to how the public will most likely be impacted by the zoning code, as well as issues and concerns expressed by the community which an improved code could help address. Public Engagement Methods Page 2 Public Engagement Methods This section outlines specific outreach activities throughout the life of the project, including: in-person engagement, online engagement, documentation and reporting, and communication tools. In-Person Engagement In-person engagement will consist of technical advisory committee meetings, open houses, pop-up engagement, focus group meetings, and meetings with partner agencies. Technical Advisory Committee (TAC) The overall Becoming Brooklyn Center project TAC consists primarily of City of Brooklyn Center staff. It will be used to steer the project through regular working meetings. The frequency of the meetings will be approximately every two weeks near the start, to accommodate the fast-track schedule for the Opportunity Site. There will be a secondary TAC focused just on the fast-track Opportunity Site work during the first phase as well. This will include a subset of the larger TAC, as well as representatives from the Alatus development team and their partners. Check-ins are anticipated to be as frequent as weekly, though many of these may be achieved through emails and phone calls rather than in-person meetings. The intent is to provide a time to connect on the fast-developing aspects of the project at this stage. Focus Group Discussions and Interviews The zoning code update has the potential to impact everyone, but has deeper implications for certain groups – particularly the developer, builder, and real estate professional communities. Those more frequent users of the code likely will have more insights into how the code currently functions and what should be done to improve it. It is anticipated this will be done through several focus groups and/or one-on-one interviews of individuals identified through the process. Public Open Houses The overall Becoming Brooklyn Center engagement approach will include at least three open houses. Open houses will be designed to be engaging and accessible for all ages and backgrounds. It is anticipated that some information on the zoning code update be included at each open house. At earlier ones, the content is likely to focus on educational pieces about the code and preference questions regarding issues that need to be addressed. In later ones, this will shift to review and feedback on draft language with a focus on concepts and sections with significant change. Public Engagement Methods Page 3 To help people connect with this technical content, the approach will focus on a “day in the life” type concept, where the participant is invited to follow the story of a typical applicant who is seeking approval for a project. It is anticipated that a side benefit of this approach could be a deeper understanding of how to access city services – and a better sense of what the path towards improving a property looks like. Pop-Up Engagement The project will take engagement to the public through pop-ups at events and locations where people gather. This is an opportunity to meet them where they are and engage them in a non-intimidating way. There will be approximately 4-5 pop-up engagements, primarily during the summer and fall of 2019, though more may be possible with assistance from city staff. The team will use the similar materials and activities to the open house, but scaled for quick and simple interactions. This could include participation in “tabled” events such as street and park festivals, as appropriate, to cast a wide net for in-person engagement opportunities. Events targeted for pop-ups may include some of the following: • Garden city (5/16/19) • BCPP golf tournament (6/7/19) • Saturday market (6/8/19) • Earle Brown Days (6/20/19-6/22/19) • Saturday market (7/13/19) • Riverdale Park (7/24/19) • National Night Out kickoff party (8/5/19) • National Night Out (8/6/19) • Saturday market (8/10/19) • Safety academy (8/13/19-8/14/19) • Other dates to be determined It is anticipated that some of these will be coordinated with the outreach on the public realm and beautification plan. There will be ongoing coordination regarding schedules between the two projects to look for opportunities to combine efforts and maximize impact. Public Engagement Methods Page 4 Online Engagement Online engagement, while not a substitute for in-person outreach, can efficiently and effectively expand the reach of an engagement process. The summary below focuses on how these Become Brooklyn Center tools can be used specifically for zoning code engagement. Project Website The Becoming Brooklyn Center project website. will be used for project information, upcoming events, opportunities to get involved, and places for public comment. It may also provide links to online surveys and other engagement activities, as well as a way to sign up to receive more information on the project. The purpose of the website would be to be a one-stop shop for information on the project. Online Surveys The City of Brooklyn Center has a Polco online survey subscription to solicit feedback from the public. The team will develop a series of engaging questions on relevant topics to distribute via Polco. Results will be used to inform key decisions in project development. It is anticipated that new questions may be circulated as often as weekly, though the exact timing will depend somewhat on the response rate. For the zoning code update engagement, questions may address: • What zoning-related issues are a concern in your community? (e.g. gravel driveways, guidelines for house additions, landscaping and screening, signs, etc.) • Have you had any experience with the implementation of the zoning code? How did that go, and what may have improved it? • What type of new development would you like to see in the community – particularly something that is different than what has been developed in the past? • What improvements would you like to do to your property, or have done by the property owner? What changes would you not like to see? InputID (Online Comment Map) To complement the text questions circulated via Polco, the project team will use InputID™, an online public input application with a customizable interface and tools, to allow for geographically specific feedback. For the purpose of the zoning code update, this can be used for comments where people want to reference specific locations in the area and comment on them. Social Media Campaign Social media is another platform to inform and engage the public. In addition to more informational posts, it is proposed that social media will be used to pose a series of questions. These may be the same as the ones being posted on Polco, or differently focused depending on preference. The responses and comments generated will be summarized along with other comments. Public Engagement Methods Page 5 Communication Tools It is important to widely publicize opportunities for engagement, particularly among groups that are targeted for engagement. A variety of tools will be used to get the word out about the project and opportunities for engagement. Potential tools may include: • Event flyers and postcards • Social media updates • Website postings • Media advisories and press releases • Information shared through the schools or other community-based groups • Email updates via City systems (existing or new email lists) • Information available in public buildings (city hall, community center, library, etc.) • Updates shared through neighborhood and business association networks and meetings • On-site signage • Joint communications with other partners working in the area All communications will be coordinated with City staff. Proposed Schedule Proposed dates for zoning code update engagement include: • June 2019: focus group discussions and interviews • June-July 2019: open house #1 • June-September 2019: pop up events • September-October 2019: open house #2 • February-March 2020: open house #3 MEMORANDUM - COUNCIL WORK SESSION DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Meg Beekman, Community Development Director SUBJECT:Opportunity Site Community Engagement Discussion Background: On July 9th, members of the City Council received a letter from ACER, signed by representatives from CAPI as well as the Lao Assistance Center, the Alliance for Metropolitan Stability, and the Minnesota African Coalition. The letter expressed dissatisfaction with the City's engagement process regarding the Opportunity Site master planning efforts and requested, among other things, a community benefits agreement and the utilization of the Equitable Development Principles and Scorecard to evaluate the master plan. City staff have been meeting with representatives from CAPI and ACER, as well as other community stakeholders over the past several weeks and months to identify an appropriate community engagement process. A successful community engagement process is one that has agreed upon outcomes, is authentic, in which the input is used in a genuine manner to better the outcomes of stakeholders. It also must have an appropriate and feasible timeline in order to allow projects to progress, as well as clearly define who the stakeholders and community are up front. Initial discussions with identified community partners such as ACER, CAPI, and the Brooklyn Bridge Alliance suggested that the best way to create a set of shared expectations around these items would be through a memorandum of understanding (MOU). The concept initially was that the City would enter into individual contracts for service with community partner organizations to have them assist with the implementation of an agreed upon community engagement strategy, which would be outlined and identified via an MOU. As conversations progressed, it became clear that gathering community stakeholders; partner organizations and individual residents, around the same table in the form of a steering committee work collaboratively towards co- creating a community engagement process with the City, assisting with its implementation, and providing input on the master plan and community benefits would be a more effective and equitable approach. This approach was discussed with the Council at their July 1 special work session, and the direction was to proceed. Staff has since drafted a proposed Opportunity Site Steering Committee Charter, which is attached to this memo. It outlines the purposed, functions, membership, and timeline of how this steering committee might function. Essentially, staff is proposing to invite willing community partners to form a coalition, which would be comprised of representation from communities within Brooklyn Center that are 1) most affected by the redevelopment project; and 2) communities which have historically been underrepresented in the development process. The initial community partners would suggest additional members who might be missing from the table and assist with enrolling individual residents who also represent these identified communities. The primary functions of the steering committee would be to: Co-create and assist with implementing a community engagement plan Evaluate the master plan through an equity lens. The Equity Development Scorecard is one approach that the group could choose to use that would be introduced. Identify community benefits which can be incorporated into the master development agreement or into a community benefits agreement as an addendum to the master development agreement Timeline Identifying an agreed upon timeline for the completion of this work is critical for the successful progression of the development, and to reduce uncertainty. Staff is suggesting that the steering committee commence its work in August, and that the bulk of the community engagement activities take place in August through early November. Though additional engagement activities will be necessary beyond this point as more details are known about Phase I, this will allow the master plan and master development agreement work to proceed. The steering committee would wrap up its primary functions likely by February; however, once again, additional tasks may be identified as more clarity about the development phases become known. Engagement Outcomes Having an agreed upon framework within which engagement will be solicited and utilized is critical to a successful process. it is not reasonable or fair to ask community members to spend time providing input on elements of a project where their input cannot be full used. Rather, it is important to identify what elements of the agreement are within the scope of influence for the community. Staff has provided examples of community benefits agreements from around the country, which are attached to this report. For the most part, in order to get to the level of detail required within these agreements, a master plan has already been developed and the community and developer are working through specifics related to a final development plan. Alternatively, community benefits can be in the form of value statements or recommendations, an example of this is the recommendations that came out of LISC's CDI workshop series that was done with the community earlier this year, which is also attached to this report. However, until a financial proforma and feasibility model is developed, which requires a fairly detailed development plan, there will not be enough data to allow informed decision making about specific community benefits that might be extracted as a result of the development. That being said, as part of the creation of a steering committee it is reasonable to ask the community to provide input on the three primary functions listed above. Process Once the timeline and engagement outcomes are identified the question remains as to what the best process is to achieve the desired results. Staff is proposing the steering committee as the preferred process; however, once the group is formed, part of their work will include identifying a community engagement strategy within the framework set by the Council and assisting with its implementation. In this way, the process is co-created by the group itself and is therefore yet to be defined. Staff would suggest that a good starting point for the community engagement work would be with the recommendations that came out of the LISC CDI workshop series. These form the basis of identified community benefits, and therefore identifying if there are values and benefits missing from this list, and checking in with and expanding upon this work might be a good beginning point for the steering committee. Once the list of community benefits is identified, determining priorities from among the list might be a next step for the steering committee. Once the primary functions of the steering committee are complete, if there was an interest from the group, staff could see significant value in retaining them to provide oversight and input on other projects. Specifically, the concept of a multi-cultural event and performing art center has come up numerous times as part of our conversations with the community. This steering committee could provide insight into what that might look like in a more definitive way. Policy Issues: What is an appropriate and feasible timeline for the community engagement process? What are appropriate and feasible outcomes of the community engagement process? Is there a shared understanding of these outcomes? What is the best process to achieve the desired outcomes in the necessary time period? How is "community" defined, and what communities need to be part of the process? Who are the stakeholders who should be invited to the table? Strategic Priorities and Values: Inclusive Community Engagement ATTACHMENTS: Description Upload Date Type Draft Opportunity Site Steering Committee Charter 7/15/2019 Backup Material Draft Public Engagement Activities and Schedule 7/15/2019 Backup Material Examples of Community Benefits Agreements 7/15/2019 Backup Material LISC Workshop Series - Community Recommendations 7/15/2019 Backup Material City of Brooklyn Center Charter: Opportunity Site Community Steering Committee Sponsor: Meg Beekman, Community Development Director Rationale The City of Brooklyn Center and its community partners have a common interest in helping to transform the Brooklyn Center Opportunity Site through a redevelopment plan that will provide benefits to communities within Brooklyn Center. The rationale for this steering committee is to provide a collaborative space for community partners, stakeholders, and those most affected by the project to assist the City with creating and evaluating a master plan and identifying community benefits. Purpose The Opportunity Steering Committee will advise city staff and the consultant team on the master planning efforts for the Opportunity Site. The Steering Committee will develop and assist with implementing a community engagement process which is equitable, and amplifies voices of those in the community which have been historically underrepresented in the development process. This Steering Committee will inform and guide the development and initial stages of implementation of the master plan, including providing input on the negotiation of a master development agreement and community benefits. It will also provide recommendations which assist the Planning Commission, which is the official recommending body to the City Council on matters related to the master plan, and the City Council in ultimately making the most informed decision. The Opportunity Steering Committee would not vote on the outcome, and group recommendations would be arrived at through consensus-based decision making. The City Council makes the final decision on the adoption and implementation of any plans or related agreements. Objectives The primary objective of this Steering Committee is to engage the community in meaningful and culturally appropriate ways and to inform and guide the City on the following elements of the redevelopment effort: • The evaluation of the Opportunity Site Master Plan through an equity lens • The identification of project values and community benefits to be included either within the master development agreement, or as an addendum in the form of a community benefits agreement • Review and respond to input received from engagement activities, including the Corridor Development Initiative workshops and other activities determined by the Steering Committee to be appropriate Of particular interest is the understanding of community benefits that will be generated by the proposed Opportunity Site redevelopment project. While it is anticipated there will be significant benefits to the community in the form of increased tax base, housing options, and jobs, the City’s role and direct participation in this project leads to greater expectations for public benefit. While these additional items are still being defined, they may include: • Percentage of total new housing units that are affordable • Income limits of proposed new affordable housing • Presence and type of affordable commercial space for businesses • Contractor hiring requirements for construction phase of project, including hiring disadvantaged business enterprises • Ensuring a level of affordability of recreational attractions to city residents • Financial contributions from the developer and/or through financial subsidies generated from the development towards meaningful community-based institutions, programs, or initiatives that benefit the community • Other items as identified through the planning process Steering Committee Membership Steering Committee members will be selected with the goal of amplifying voices from the community of those most impacted by the redevelopment and of populations historically underrepresented in the development process. Steering Committee members will be a combination of project stakeholders, community-based organizations, and individual residents. Membership will include approximately 15 community members and agency representatives. Community organizations initially identified as possible Committee members are: • African Career, Education & Resource (ACER) • Centre for Asian and Pacific Islanders (CAPI) • Liberian Business Association (LBA) • Organization of Liberians in Minnesota (OLM) • Brooklyn Bridge Alliance (BBA) • Community Emergency Assistance Programs (CEAP) • Brooklyn Center School District Willing partners from the above list will identify what other organizations might be missing and which communities within Brooklyn Center need to be represented through individual members. These populations may include: • Residents from west African communities • Residents from the Latinx community • Residents from the African American/Black community • Residents from the Hmong community • Youth • Renters Other stakeholders in the development will also be represented within the Steering committee. This will include: • City • Developer • Hennepin County • Owner/operator of nearby rental property Member Responsibilities Members of the Steering Committee may be compensated for their participation. Compensation will be based on terms set by the City through a cooperative service agreement. The expectations for members include: • Prepare for and actively participate in scheduled committee meetings • Represent community issues and concerns which participants are aware of from their role in the community • Co-create and contribute to the implementation of a community engagement process. This may include individual outreach to other community members to solicit input to inform the process, attendance at community events and meetings that include engagement efforts, and/or organizing listening sessions with community members • Make presentations to the Planning Commission and City Council regarding the activities of the Steering Committee. Time Commitment • The meeting schedule and frequency will be determined by the Committee members, but meetings will likely be not less than monthly. Meetings will begin in September and are initially expected through February, though based on the development schedule may extend beyond that. • The most significant community engagement efforts are anticipated to take place in September and October 2019. • Additional time may be needed to review materials in advance of the meetings. • Meeting times will be chosen based on the availability of members. • Total time commitment is estimated to average 10-20 hours monthly for individual members during the months the committee meets. This number may be higher for agency representatives, based on negotiated terms of a separate contract. Meeting Schedule While specific dates have not yet been chosen, there will be at least 4 meetings during a 2-3 month period. The purpose of the meetings will be discussed and shaped at the kickoff meeting, so future agendas and related assignments may be subject to change. • Meeting #1: Kickoff, progress to date, overall format, and meeting schedule • Meeting #2: Community stakeholders, interests, and perspectives. Introduction of the Equitable Development Scorecard as a tool to evaluate the project through an equity lens. Drafting of community engagement plan • Meeting #3: Master plan alternatives, benefits, and key decision points • Meeting #4: Group recommendations and direction for future actions Meeting Agendas and Notes • Committee members will receive the upcoming meeting agenda and materials no less than 1 week before the scheduled meeting. • Meeting notes and follow-up materials will be distributed to Committee members via email within 1 week after meeting. Becoming Brooklyn Center: Draft Phase II Public Engagement Schedule March • Project Initiation and Kickoff • CDI Workshop: Gathering Information April • CDI Workshop: Block Exercise • CDI Workshop: Developer Discussion • Community Health Fair Pop Up: Blocks and Development Preferences • Community Partner Outreach • Project Fact Sheet and Website May • CDI Workshop: Framing Recommendations • MAC Workshop: Prioritizing Recommendations • Continue Community Partner Outreach June • City Council: LISC CDI Workshop Presentation of recommendations to Council • Earle Brown Days Pop Up Community meeting: Priorities for Improvements • Continue Community Partner Outreach • Community Partners: Draft MOU for Engagement Support • On-Site Signage Installation • Initiate discussion with Women Venture and ACER regarding entrepreneur engagement and capacity building program July • City Council: Master Plan Presentation and MOU Review • Saturday Market: Community Priorities for Improvements • Community Partner Engagement Initiation • Community Partner Stakeholder Recruitment • Engagement activity series with Brooklynk interns August • National Night Out Pop Ups: Master Plan Concepts and Priorities for Improvements • Board and Commission Updates o Planning Commission o Housing Commission o Multi-cultural Advisory Commission o Park and Recreation Commission • Hire Community Engagement Intern • Opportunity Site Steering Committee Meeting #1: Plan Overview and Goals o Introduction of members and topic o Project background and work to date o Goals, aspirations, and needs of the community o Introduction of Equity Scorecard o Co-creating community engagement plan September • Open streets event on John Martin Drive • Public Open House #1 on Master Plan and other topics • Sun Foods Farmer’s Market Pop Up meeting • CEAP Farmer’s Market Pop up meeting • Board and Commission Updates (Continued) • Opportunity Site Steering Committee Meeting #2: Community stakeholders, interests, and perspectives o Choices and decisions o Priorities and focus areas for master plan o Priorities for community benefits o Drafting of community engagement plan October-November • Public Open House #2 on Master Plan/Other Topics • City Council and Planning Commission Work Sessions to check-in on results of public engagement process • Refine Master Plan based on community input • Draft and refine Master Development Agreement to include community identified benefits • Opportunity Site Steering Committee Meeting #3: Master Plan alternatives, benefits, and key decision points o Exploring project alternatives o Evaluation of Master Plan utilizing Equity Scorecard o Priorities for community benefits December • Opportunity Site Steering Committee Meeting #4: Group recommendations and direction for future actions o Presentation to Planning Commission and City Council January • Adoption of Master Plan Beyond January • Negotiate with developer on Master Development Agreement points • Continue to refine negotiated items in master development agreement related to community benefits. Examples may include: o Percent of affordable commercial space o Mechanism to maintain and perpetuate affordable commercial space o Local and/or DBE contractor hiring percentages o Affordability bands for housing units o Other items to be determined through engagement process • Adopt Phase I development plan • Adopt Master development agreement For information: Somerville Community Corporation, 617.776.5931, info@somervillecdc.org, www.somervillecdc.org National Examples of Community Benefits Agreements (CBAs) Source: The Partnership For Working Families (proud supporter of the Union United coalition) CBAs Currently in Effect Kingsbridge Armory CBA (New York City): In April 2013, the Kingsbridge Armory Redevelopment Alliance (KARA), a broad-based coalition of community organizations, entered into a comprehensive CBA regarding the redevelopment of the Kingsbridge Armory, in the Northwest Bronx. The project, an ice sports center, will include nine hockey rinks, a 5,000-seat arena and a 50,000-square-foot community space. Shortly after announcement of the CBA, the developer who had entered into the agreement was selected by the City of New York to build the project. Under the CBA, the developer agreed to: ● a “wall to wall” living wage payment requirement, covering all workers within the project; ● a requirement that at least 25% of construction employees be targeted workers; ● a requirement that at least 51% of non-construction workers within the project be local workers, with first priority placement of underemployed residents of the immediate neighborhood; ● an $8,000,000 initial contribution, plus substantial ongoing contributions, to a coalition-controlled fund that may be used for specified community needs; ● a grant program for local businesses that employ large numbers of local workers; ● local contracting, M/WBE utilization, and local procurement requirements; ● extensive green building measures and community consultation on environmental issues; ● priority community access to the project’s athletic facilities; ● and formal structures for community-based oversight and enforcement of CBA commitments. As the first strong, community-driven CBA in New York City, the Kingsbridge Armory CBA is a major step forward for the community benefits movement. Bayview-Hunters Point CBA (San Francisco, CA): In late May 2008, the San Francisco Labor Council, ACORN, and the San Francisco Organizing Project (SFOP) entered into a community benefits agreement regarding a major development project in the Bayview-Hunters Point neighborhood of San Francisco. Under the CBA, Lennar, a national housing developer, agreed that if the project moves forward, Lennar will: ● ensure that 32% of housing units built within the project are affordable, at a range of income levels; ● provide over $27 million in housing assistance funds targeted to neighborhood residents, including down payment assistance enabling additional units to be sold below market rates; ● provide over $8.5 million in job training funds targeted to neighborhood residents; ● ensure that all project employers participate in a state-of-the-art local hiring program; and ● ensure labor peace (i.e., card check / neutrality) in key industries within the project: grocery stores, hotels, and certain service contracts. Since all of these benefits are contained in the CBA, they are legally binding and enforceable by the Labor Council, ACORN, and SFOP. Hill District CBA (Pittsburgh, PA): In August 2008, Pittsburgh United joined with unions and several community groups in the Hill District neighborhood as the One Hill Coalition and recently entered into a CBA with the Sports and Exhibition Authority of Pittsburgh and Allegheny County, the County of National Examples of Community Benefits Agreements (CBAs) Source: The Partnership For Working Families (proud supporter of the Union United coalition) 2 For information: Somerville Community Corporation, 617.776.5931, info@somervillecdc.org, www.somervillecdc.org Allegheny, the City of Pittsburgh, the Urban Redevelopment Authority of Pittsburgh, and the developers and operators of the Pittsburgh Penguins’ sports arena, an anticipated arena hotel and adjacent redevelopment projects.The CBA provides for the following community benefits: ● the establishment of a steering committee with representatives appointed by City officials and the Coalition to oversee the creation of a Master Plan for the Hill District with extensive community participation. In addition, the developers agreed to quarterly meetings with community members on the development and construction of the new arena. ● $1,000,000 from both the City and the developers toward the local governments’ goal of securing a grocery store within the Hill District by the end of 2009.The local governments agreed to ensure that: (a) the grocery store operator uses the CareerLink/ the Hill District Resource Center to secure referrals of applicants that are Hill District residents for jobs created at the grocery store (b) the grocery store operator provides a range of healthful and affordable food and a full service pharmacy for Hill District residents; and (c) the grocery store is a full service grocery store that contains a minimum size of 25,000 square feet. ● creation and funding by the coalition and the local governments of a model first source referral center to provide or coordinate job preparation, counseling, training and supportive services, and to serve as a first source referral of qualified Hill District residents to employers connected with the project. The city and Allegheny County agreed to provide $150,000 a year for at least two years to start the program. ● targeted outreach to, and pre-bid meetings with and workshops for, local, minority and disadvantaged businesses related to business opportunities associated with the new arena. ● a formal review by the local government entities, under the oversight of the steering committee, of the services being provided to residents of the Hill District. ● the creation by the coalition and the developers of a Neighborhood Partnership Program (NPP), to be funded by the Pennsylvania Neighborhood Assistance Act, to address critical needs in the Hill District. ● assistance by the local governments and the coalition to the Pittsburgh YMCA in developing a multi-purpose center for youth, family and seniors in the Hill District community. Gates Cherokee CBA (Denver, CO): In February of 2006, FRESC and the coalition members of the Campaign for Responsible Development secured a set of Community Benefit Achievements at the site of the former Gates Rubber Factory.These achievements were the result of more than three years of research, advocacy, organizing, leadership from the city and elected officials, and a process of dialogue with the private developer. The redevelopment project, undertaken by developer Cherokee Investment Partners, is a 50+ acre, $1 billion brownfield located on a light rail transit line and at the intersection of I-25 and Broadway in central Denver.(A brownfield is an abandoned, idled, or underused industrial or commercial facility where expansion or redevelopment is complicated by real or perceived environmental contamination.) Cherokee sought $126 million in public subsidies and taxing authority to support the clean-up and redevelopment of the site into a mixed-use, transit-oriented development that will include retail, offices, housing and open space. The CRD took the position that any project receiving that magnitude of public support should meet principles of responsible development and provide community benefits. National Examples of Community Benefits Agreements (CBAs) Source: The Partnership For Working Families (proud supporter of the Union United coalition) 3 For information: Somerville Community Corporation, 617.776.5931, info@somervillecdc.org, www.somervillecdc.org Benefits include: ● landmark Affordable Housing Plan that not only exceeds the Inclusionary Housing Ordinance (IHO) in for-sale affordable units but also includes hundreds of affordable rental units targeting the income levels of Denver’s greatest need. ● construction of 150 affordable, for-sale units out of 1,500 total for-sale units (10%). ● construction of 200 low-income rental units out of 1,000 (20%). ● a commitment to conform with state, federal, and local handicapped accessibility standards, ensuring that all housing units are accessible or accessible-convertible. ● a unique agreement that excludes low-road big-box grocery stores like Super Wal-Mart who undercut existing good jobs in the grocery industry through poverty wages/inadequate health care. ● cooperation and participation with the neighborhood coalition Voluntary Cleanup Advisory Board (VCAB) that is monitoring the cleanup and communicating cleanup issues to affected neighbors. ● an unprecedented agreement to pay prevailing wages and benefits for every construction worker engaged in the publicly-funded construction of site infrastructure and maintenance of public spaces and facilities. ● an unprecedented agreement to extend Denver’s Living Wage Ordinance to include parking lot attendants and security personnel employed at the site’s public facilities. ● an enhanced “First Source” local hiring system that promotes recruitment of local residents to fill new positions and, for the first time, prioritizes immediately adjacent low-income neighborhoods. Denver’s Office of Economic Development is now employing, for the first time, an explicit “public benefits framework” to outline the public financing package for this project. LAX CBA (Los Angeles, CA): In December of 2004, a broad coalition of community-based organizations and labor unions in Los Angeles entered into the largest CBA to date, addressing the Los Angeles International Airport’s $11 billion modernization plan. The CBA is a legally binding contract between the LAX Coalition for Economic, Environmental, and Educational Justice and the Los Angeles World Airports (LAWA), the governmental entity that operates LAX. The benefits obtained through this CBA campaign have been valued at half a billion dollars. The bulk of these benefits are set forth in the LAX CBA; the airport’s commitments to two area school districts are set forth in side agreements that were negotiated as part of the Coalition’s CBA campaign. The CBA has been hailed by both local policy-makers and the administrator of the Federal Aviation Administration as a model for future airport development nationally. The wide range of benefits include: ● $15 million in job training funds for airport and aviation-related jobs; ● a local hiring program giving priority for LAX jobs to local residents and low-income and special needs individuals; ● funds for soundproofing affected schools and residences; ● retrofitting diesel construction vehicles and diesel vehicles operating on the tarmac, curbing dangerous air pollutants by up to 90%; ● electrifying airplane gates to eliminate pollution from jet engine idling; ● funds for studying the health impacts of airport operations on surrounding communities; and ● increased chances for local, minority, and women-owned businesses in the modernization of LAX. The CBA has detailed monitoring and enforcement provisions, enabling Coalition members to ensure implementation of these benefits and to hold accountable the responsible parties. National Examples of Community Benefits Agreements (CBAs) Source: The Partnership For Working Families (proud supporter of the Union United coalition) 4 For information: Somerville Community Corporation, 617.776.5931, info@somervillecdc.org, www.somervillecdc.org Hollywood and Vine CBA (Los Angeles, CA): The famous corner of Hollywood and Vine in Los Angeles is the site of a landmark $326 million, mixed-use, transit-oriented development. In 2004, a broad coalition of neighborhood, environmental, labor and faith-based groups negotiated a CBA with developer Gatehouse Capital to help the project spark the revitalization of the surrounding community. Among other things, the developer agreed to: ● Strive to ensure that at least 70% of the on-site jobs pay a living wage ● Institute a first source hiring policy targeting local, low-income residents ● Provide $75,000 to job training programs ● Provide $15,000 to fund a health care access outreach program ● Include a union hotel ● Make 20% of the total rental apartment units affordable, with one-third affordable to households making 50% of the area median income (AMI), one-third affordable at 80% AMI, and one-third affordable at 120% AMI CIM Project CBA (San Jose, CA): Working Partnerships USA (WPUSA) and a broad coalition of service employees’ unions, building trades, small businesses, environmental advocates, neighborhood groups, and child care advocates obtained the following commitments in the 2003 amended development agreement for the $140 million multi-use CIM Project in San Jose. The project is receiving a subsidy of about $40 million from San Jose’s redevelopment agency. ● living wages for employees of the development’s parking garage; ● a project labor agreement for the construction of the project; ● increased affordable-housing requirements; ● guaranteed space in the development for small businesses, and a marketing program to make local small businesses aware of project opportunities; ● a commitment to work toward low-cost space for a child-care center; ● and a commitment to seek living wage jobs if a grocery store, department store, or hotel becomes part of the project. Marlton Square CBA (Los Angeles, CA): In 2002, a coalition of community-based organizations entered into a CBA with the developer of the $123 million retail and housing Marlton Square redevelopment project in Los Angeles. The CBA included developer commitments to: ● dedicate space within the development for a community services facility, such as a community center, youth center, or job training center, according to needs determined through a community process; ● require employers in the development to hire through a first source hiring policy; and ● take specified steps to achieve a 70% living wage goal. ● The CBA was incorporated into the master agreement the developer signed with the city. Staples Center CBA (Los Angeles, CA): In May of 2001, a broad coalition of labor and community-based organizations – the Figueroa Corridor Coalition for Economic Justice – negotiated a comprehensive CBA for the Los Angeles Sports and Entertainment District development, a large multipurpose project that will include a hotel, a 7,000-seat theater, a convention center expansion, a housing complex, and plazas for entertainment, restaurant, and retail businesses. Public subsidies for the project may run as high as $150 National Examples of Community Benefits Agreements (CBAs) Source: The Partnership For Working Families (proud supporter of the Union United coalition) 5 For information: Somerville Community Corporation, 617.776.5931, info@somervillecdc.org, www.somervillecdc.org million. The CBA is usually referred to as the “Staples CBA” because the project is located adjacent to the Staples Center sports arena, which was developed by the same company. The Staples CBA was a tremendous achievement in several respects. It includes an unprecedented array of community benefits, including: ● a developer-funded assessment of community park & recreation needs, and a $1 million commitment toward meeting those needs; ● a goal that 70% of the jobs created in the project will pay the City’s living wage, and consultation with the coalition on selection of tenants; ● a first source hiring program targeting job opportunities to low-income individuals and those displaced by the project; ● increased affordable housing requirements in the housing component of the project, and a commitment of seed money for other affordable housing projects; ● developer funding for a residential parking program for surrounding neighborhoods; and ● standards for responsible contracting and leasing decisions by the developer. These many benefits reflect the very broad coalition that worked together to negotiate the CBA. The coalition, led in negotiations by Strategic Actions for a Just Economy, LAANE, and Coalition L.A., included over 30 different community groups and labor unions, plus hundreds of affected individuals. These successful negotiations demonstrate the power community groups possess when they work cooperatively and support each other’s agendas. Multi-Parcel Standards in Effect Atlanta Beltline (Atlanta, GA): In 2005, Georgia Stand-UP succeeded in attaching community benefits language to a City ordinance authorizing almost $2 billion in public funding over a 20-year period for transit-oriented development. The Atlanta BeltLine project involves the development of a 22-mile light rail transit loop encircling the city. The $2.8 billion project is expected to take 25 years and will include transit- oriented design, including multi-use trails, as well as 1200 acres of green space, affordable housing, brownfield remediation, historic preservation, and public art. The 2005 city resolution that created the BeltLine Tax Allocation District (TAD) included several community benefits principles that will apply not to an individual project, but to every project within the Beltline redevelopment area. These include: ● Section 11- establishes the BeltLine Affordable Housing Trust Fund, created by setting aside 15% of the net proceeds of every TAD bond issued to develop 5,600 units of affordable housing ● Section 12- establishes an Economic Incentives Fund by setting aside a portion of each TAD bond issuance that will incentivize private development in targeted areas of the BeltLine that have historically experienced disinvestment, poverty and unemployment. ● Section 19- requires that all capital projects that receive TAD bond funding will have attached “certain community benefits principles, including but not limited to: prevailing wages for workers; a ‘first source’ hiring system to target job opportunities for residents of impacted low-income BeltLine neighborhoods; establishment and usage of apprenticeship and pre-apprenticeship programs for workers of impacted BeltLine neighborhoods.” Additionally, “a more complete list of such principles and a community benefit policy shall be developed with community input and included within the agreements to be approved by City Council.” The Atlanta BeltLine project is an excellent example of how to apply CBA principles to large parcels of development, without losing the fundamental step of community involvement. ALATUS / BROOKLYN CENTERDEVELOPMENT GUIDELINES Sponsored by: ALATUS / BROOKLYN CENTER 1 DEVELOPMENT GUIDELINES OVERVIEW The former Brookdale Ford and Brookdale Square sites at Bass Lake Road and Shingle Creek are two key properties within a larger 81-acre area known as the Opportunity Site. This area has long been a key opportunity for the City of Brooklyn Center. The size of the site, central location, and easy freeway and trail access offers great potential in two important ways: 1.) To create a downtown center and signature destination that offers green space, is well maintained, and has appropriate amenities that will drive our future economic growth, and 2.) Serves the entire community that calls Brooklyn Center home, which is diverse, evolving, and entrepreneurial. Previous studies and assessments (2002 Calthorpe Study, 2006 Damon Farber Associates’ Master Plan, and the 2030 Comprehensive Plan Update) all point to the great potential of the site as a mixed use, walkable town center. Yet the vision has not been realized due to the fiscal challenges of site assembly and struggling market conditions during the Great Recession. In response, the City of Brooklyn Center’s Economic Development Authority (EDA) began proactively acquiring property within the Opportunity Site in 2008. This includes the former Brookdale Ford site and former Brookdale Square site, as well as two other smaller parcels. In total the EDA has acquired approximately 35 acres of the total redevelopment area. In March 2018 the EDA entered into an agreement with Alatus, LLC to master develop the site. ALATUS / BROOKLYN CENTER 2 DEVELOPMENT GUIDELINES As master developer for the Brookdale sites, Alatus is committed to building elements that will benefit the community. To achieve that goal they have partnered with the City of Brooklyn Center and LISC’s Corridor Development Initiative to listen to and engage the community through a series of public workshops. These recommendations will inform Alatus and the City of Brooklyn Center as they refine their concepts for the site. The input gathered will also inform other development sites throughout the City of Brooklyn Center as they unfold. In addition, the City is working with consultants Bolton & Menk, Cuningham Group, and KimbleCo to update the 2006 Master Plan and complete an implementation strategy in cooperation with Alatus. Above: Existing conditions on the Opportunity Site. ALATUS / BROOKLYN CENTER 3 DEVELOPMENT GUIDELINES Demographic Update: WHO IS BROOKLYN CENTER TODAY? Highlights of current Brooklyn Center demographic, economic, and housing stats include: • Nearly 60% of Brooklyn Center residents are people of color or non-white • Unlike the broader metro region, which is aging, Brooklyn Center’s population grew younger between 2000 and 2010 (Median age is 32.8), and 40% of the households have children • Brooklyn Center’s median household income was $44,855 in 2015 • Brooklyn Center residents use transit at higher rates, and over 19% of residents are below the poverty level ($24,563 for a family of four in 2016) • 21% of residents were born outside of the United States (highest percentage of foreign born residents in the Metro Area) • Of the 11,603 housing units in Brooklyn Center, 37% are rental units (single family and multifamily residential) • 71% of housing units are single-family, and 29% are multifamily (most of which was constructed in the 60s and 70s) • 2019 median home values for Brooklyn Center are $198,000 • Average monthly rent in Brooklyn Center is $981 (2017) • 93% of housing units are considered affordable, largely due to their age and condition. Only 5% of housing is publicly subsidized for long-term affordability • Housing stock is fairly homogenous which results in lack of choice (e.g. most are less than 1,500 SF) • The Metropolitan Council projects a demand of 2,258 new housing units in Brooklyn Center by 2040. ALATUS / BROOKLYN CENTER 4 DEVELOPMENT GUIDELINES DESCRIPTION OF THE REDEVELOPMENT SITE: The larger Opportunity Site Study Area – approx. 81 acres – is located north of Bass Lake Road, east of Shingle Creek Parkway, south of Summit Drive and west of State Highway 100. Within the larger site lies the 35 acre city-owned redevelopment site, currently assigned to Alatus LLC who will serve as Master Developer, bordered by Shingle Creek Parkway, Bass Lake Road, and John Martin Drive. The City’s vision for the site is to be an inviting, attractive, walkable, mixed use and vibrant downtown which: • Provides for a variety of housing types to assist with the diversifying the City’s housing stock, • Produces places for people to gather together and recreate, • Leverages nearby amenities, • Allows local businesses to thrive, and • Benefits existing and future residents Alatus is excited about the potential of the redevelopment site, and intends to make it a distinctive and loved location. With multiple job opportunities in the area, new housing options will allow people to live near their jobs. Who would have imagined that Topgolf would be the success that it is? But it would benefit from a walkable area that is connected and vibrant. Housing will likely be the driver of the development, and will include smaller retail spaces for local businesses – a great way to support emerging entrepreneurs from the community’s diverse cultural backgrounds. Alatus is working closely with the City, Hennepin County, Three Rivers Park District, Metro Transit, MnDOT, and the Metropolitan Council to deliver on what the community wants. Their objective is to leave a legacy for the community. ALATUS / BROOKLYN CENTER 5 DEVELOPMENT GUIDELINES DEVELOPMENT GUIDELINE RECOMMENDATIONS Four guiding principles emerged from the community workshops that reinforce a sense of community pride in Brooklyn Center: • Embrace the growing diversity of the community • Produce places that bring the community together • Create a vibrant and distinctive destination for the community and the region • Consider sustainability in the design of the development (Emergy) These principles are incorporated into these areas of investment: I. Economic Vitality A. The growing diversity of the community is a strength that should be nurtured through culturally focused businesses and ethnic cuisine, retail, and services. B. Consider a co-working and/or business incubator space similar to the Midtown Global Market to support local entrepreneurs and small businesses. C. Prioritize spaces for local businesses over national retail chains. D. Build an entertainment district that enhances other surrounding uses, such as Topgolf entertainment complex (e.g. sports themed). E. Explore options for arts related spaces, such as theater, music, movies, dance, etc. (entertainment uses that will do well in the market or fill an existing gap). F. Prioritize businesses that provide living wage jobs. G. Thrift stores and reuse centers. H. Cooperative food stores or grocery stores. I. Create things for people to do (e.g. theaters, nightlife, restaurants, bowling, etc.). J. Consider a downtown main street (e.g. Excelsior and Grand in St. Louis Park). K. Consider a campus for health related businesses and services. L. Event center with lodging that is youth friendly/sports complex. M. Regional destination for entertainment. N. Consider a corporate campus or prestigious office space. O. Embrace a green footprint and green economy (e.g. solar, green energy) ALATUS / BROOKLYN CENTER 6 DEVELOPMENT GUIDELINES II. Housing A. Increase the opportunity for people to live and work in the area. B. Include housing options that support a range of household incomes and sizes, and are accessible C. Consider live/work space. D. Provide a mix of ownership and rental housing options. E. Include higher-end rental housing products geared to young urban professionals (potential to be future long term residents). F. Promote quality craftsmanship and design that enlists unique architectural styles and sustainable and recyclable materials. G. Consider affordable and market rate senior and accessible housing. H. Work to ensure well-managed and maintained multifamily housing. I. Consider townhomes or condominiums for affordable homeownership options. J. Greater housing density should be encouraged on the site K. Proactively address the concerns over gentrification by anticipating and planning to prevent it. L. Address housing for veterans and homeless. Above: Existing land-uses near the Opportunity Site. ALATUS / BROOKLYN CENTER 7 DEVELOPMENT GUIDELINES III. Public Spaces and Connections A. Consider spaces for youth and young families, such as community centers. B. Create a multicultural center that could be used for events, classes and training, celebrations, and other activities. C. Consider education-focused elements (i.e. trade schools, higher education, schools, daycares, etc.) D. A downtown center that serves as a center of gravity for the City of Brooklyn Center. E. Gathering places with outdoor seating, places for children and family reunions, open air market, and multi-purpose area. F. Connect trail systems to encourage multi-modal access (including pedestrians, bikes, mechanized vehicles, etc.) and create a flow to the district. G. Utilize landscaping and streetscape amenities to create stronger pedestrian and bike district. H. Civic center (e.g. recreation center, fun zone, skate-park, bowling alley, etc.). I. Improve transit areas to safer, pedestrian friendly, and desirable to use. J. Add green space, landscaping, or pocket parks to soften the built environment. K. Consider a hotel and indoor aquatic park for children and families. L. Create a botanical garden as a way of generating revenue for green space. M. A dog park. Above: Existing transit & landscaping near the Opportunity Site. ALATUS / BROOKLYN CENTER 8 DEVELOPMENT GUIDELINES FOR FURTHER INFORMATION, CONTACT: Meg Beekman City of Brooklyn Center 763-569-3305 mbeekman@ci.brooklyn-center.mn.us MEMORANDUM - COUNCIL WORK SESSION DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:N/A FROM:Dr. Reggie Edwards, Deputy City Manager SUBJECT:City Council Retreat Recommendation: - Provide feedback to staff regarding the recommendations for the Council retreat. Background: In January 2019, the Council discussed development areas of interest to the Council. The Council also discussed various formats for development such as retreats and presentations. The Council deliberated on many topic areas, including professional development, leadership skills development, strategic direction, hot topics, and team building, etc. The Council reached consensus on participating in a retreat to further develop some of the areas of interest. The Council established the retreat dates of Friday, August 30 and Saturday 31, 2019. The Council characterized success for the retreat in terms of building: a better understanding of each other, trust, team, understanding of the environment of the community, and good governance among the Council. Staff issued a Request for Proposal (RFP) for consultants who may facilitate a full day and a half-day retreat over a weekend at the Earle Brown Heritage Center. There were a total of five consultants who responded to the RFP, which staff and the Council reviewed. The Council indicated their preferences for various aspects of the proposals and of the responding consultants. Council directed staff to communicate back with the respondents, so that they may modify their proposals to be consistent with the desire of the Council. Staff communicated with the responding consultants. After the setting of new Council, retreat dates from the original proposed dates in July and the outlining of the scope of work to be consistent with the desires of the Council two of the five consultants were personally interviewed by staff as a finalist. The two consultant(s) groups interviewed were: CommonSense Consulting HueLife Consulting Both consultant groups have been asked to provide a modified agenda and framework for their proposed retreat design, which will be made available to the Council during the Council meeting on Monday, July 22, 2019. After careful consideration of the deliberation, expressed desires, and the Council description of retreat success, staff recommends the following two-part retreat: Retreat #1 (Aug. 30-31) – Led by CommonSense Consulting with a focus on gaining a better understanding of Councilmembers and team building based upon differences. This part of the retreat process will attend to the underpinning relationships and group norms of the Council. Retreat #2 (TBD) - Led by HueLife Consulting with a focus on establishing governing norms in a local government setting, respecting differences and team-building. This part of the retreat process is intended to operationalize respectful working relationships into governing norms. Because the Council consistently articulated the elements of building understanding, and relationships among the Council and the element of governance norms, staff’s recommendation includes both consulting groups. The two consultant groups have extensive expertise, knowledge, and experience in each of the areas desired by the Council. Staff believes that engaging both consultant group; the Council would benefit most and be served best by the two. Policy Issues: To be negotiated, but range from ($12,000 - $15,000) based on staff's recommendation Strategic Priorities and Values: Operational Excellence ATTACHMENTS: Description Upload Date Type HueLife 7/18/2019 Backup Material Common_Sense_Consulting 7/18/2019 Backup Material 5775 Wayzata Blvd. #700 St. Louis Park, MN 55416 (651) 338.2533 May 13, 2019 City of Brooklyn Center Attention: Reggie Edwards, Deputy City Manager 6301 Shingle Creek Parkway Brooklyn Center, MN 55430 RE: City Council and Management Team Retreat Facilitation Dear Messrs. Boganey and Edwards: Thank you for the invitation to submit a proposal for facilitation services to conduct a retreat(s) with the council and management team. I am confident we have the skills and history to provide an outstanding experience for the organization to grow and better understand each other. As requested in the RFQ, the following is provided: • Cover sheet containing the name of the facilitator and contract information. • Concise and thorough description of the facilitator’s relevant skills and experience. • Listing of three similar projects. • A concise (one-page) statement outlining the overall approach to facilitating the retreat. Facilitator: I Huelife is selected, I will be the facilitator for this engagement. My contact information is included below. Relevant Skills and Experience: Richard is a co-owner and founder of Huelife where he specializes in Organization Development, Change, and Human Dynamics. Richard is a specialist in individual and group behavior and the dynamics of change. He works closely with teams to lift performance and engagement at work through developing a deep understanding of their personalities and gifts as a unit. Richard has the unique ability to help individuals, groups, and entire organizations find purpose and a shared vision while creating a pathway to achieve it. Richard has facilitated and advised on Strategic Thinking and Planning with National, Regional, and Local governments in the USA and Eastern Europe involving small, intimate groups and large-scale events involving hundreds of participants (PEACE Summit in Kiev). Richard has and continues to lecture on individual and whole-system and individual change at several Universities and conferences in the USA and abroad. Richard has over 20 years of senior management experience in City and County government. Richard earned his Doctorate in Organization Development from the University of St. Thomas where he serves as an Adjunct Faculty member. I would be happy to provide additional information if needed. I look forward to hearing from you soon, Dr. Richard Fursman Ed.D. Huelife Founder and Lead Consultant Human Understanding & Engagement 5775 Wayzata Blvd. #700 St. Louis Park, MN 55416 (651) 338.2533 Similar Projects: 2019: City of Bloomington, Minnesota: The Mayor and Council of Bloomington desired to form a stronger bond and identify a culture of ‘risk’ taking they wanted the City (staff) to become comfortable with. The process began with the Mayor, Council, City Manager and Deputy meeting off-site to discuss each members’ personality style, way of communicating, and how their team dynamics should work. The second session, which also included department directors, focused on reviewing progress on the strategic plan through the lens of the culture of the organization. The session concluded with a discussion on how to break free from past thinking and what role our personalities play in how hard to press issues. Reference: Jamie Verbrugge, City Manager. (952) 563-8700 2019: City of Eureka, California: Eureka, California has term limits for Mayor and City Council, limiting the time served to 8 years. The turnover inspired the newly elected and the ‘seasoned’ council to accelerate team cohesiveness that typically can take a year for elected officials. Combined with a strategic planning review, the council and staff participated in a session that took a deep dive into personal drives, personality, and team dynamics. They developed communication and operating norms for council and council-staff communications. Reference: City Manager, Greg Sparks. (707) 441-4144 2018: City of Bemidji, Minnesota: The Council and Mayor had several public issues which had eroded their trust with each other. Some council members felt manipulated by other members. Some members felt disrespected by the Mayor. Others were going off on their own campaigns about how the City should develop, leaving other members and staff in the dark. The administrator and council wanted a session to regain trust and set operational principles to guide their behavior. Over two sessions the council and administrator formed guidelines for a High Performing Council, then reflected on the obstacles they had to overcome to reach them. The sessions included coming to terms with behavior that was harmful to others and the desire to reach an accord. 5775 Wayzata Blvd. #700 St. Louis Park, MN 55416 (651) 338.2533 Approach to facilitating the retreat The RFQ has an outline that describes at a high-level the approach/scope of services as A. Meet with city manager to initiate retreat design a. I would review with the Manager and Assistant the broad outline of the process. b. I would recommend contacting the elected officials for 1x1 talks to hear their perspective on the organization and where they would like to go. B. Propose design to city manager a. The objectives of the retreat are to help the council first, then council-staff develop cohesiveness that can hold them together and develop the foundation for a high- performing team. Some elements of the meeting would include: i. Icebreakers designed to reveal characteristics of each participant ii. Explore the drivers that help define the “why” we ran for office or hold senior positions with the City iii. Construct together ‘Principles of our Team’ while answering the question, ‘what would a high-performing city council look like?’ iv. Take a deep look into our individual leadership and communication preferences through the lens of how it helps performance or can get in our own way 1. I would use the Insights Personality Profile as one of the tools for this discussion v. Once excellence is described, identify steps, actions, behaviors that can be done or implemented to ensure the new culture thrives C. Provide all material and tools needed to facilitate the retreat D. Facilitate retreat E. Provide a written summary report of the retreat F. Meet with city manager to conduct a post review of the retreat Anticipated Outcomes: • There is a trust in the relationship and steps to take forward • An agreed process to handle conflict • Principles for governing in excellence • A sense of team • A sense that the team holds a safe place for hard discussions 5775 Wayzata Blvd. #700 St. Louis Park, MN 55416 (651) 338.2533 Similar Projects: 2019: City of Bloomington, Minnesota: The Mayor and Council of Bloomington desired to form a stronger bond and identify a culture of ‘risk’ taking they wanted the City (staff) to become comfortable with. The process began with the Mayor, Council, City Manager and Deputy meeting off-site to discuss each members’ personality style, way of communicating, and how their team dynamics should work. The second session, which also included department directors, focused on reviewing progress on the strategic plan through the lens of the culture of the organization. The session concluded with a discussion on how to break free from past thinking and what role our personalities play in how hard to press issues. Reference: Jamie Verbrugge, City Manager. (952) 563-8700 2019: City of Eureka, California: Eureka, California has term limits for Mayor and City Council, limiting the time served to 8 years. The turnover inspired the newly elected and the ‘seasoned’ council to accelerate team cohesiveness that typically can take a year for elected officials. Combined with a strategic planning review, the council and staff participated in a session that took a deep dive into personal drives, personality, and team dynamics. They developed communication and operating norms for council and council-staff communications. Reference: City Manager, Greg Sparks. (707) 441-4144 2018: City of Bemidji, Minnesota: The Council and Mayor had several public issues which had eroded their trust with each other. Some council members felt manipulated by other members. Some members felt disrespected by the Mayor. Others were going off on their own campaigns about how the City should develop, leaving other members and staff in the dark. The administrator and council wanted a session to regain trust and set operational principles to guide their behavior. Over two sessions the council and administrator formed guidelines for a High Performing Council, then reflected on the obstacles they had to overcome to reach them. The sessions included coming to terms with behavior that was harmful to others and the desire to reach an accord. It is our standard practice to maintain our clients’ information in confidence and with discretion. The information in this proposal shall not be disclosed outside the City of Brooklyn Center, and shall not be duplicated, used, or disclosed in whole or in part for any purpose other than to evaluate the proposal, provided that if a contract is awarded to CommonSense Consulting@Work as a result of or in connection with the submission of this proposal, the City of Brooklyn Center shall have the right to duplicate, use, or disclose the data to the extent provided by the contract. The contents of this proposal are subject to revision upon review with the City of Brooklyn Center. This proposal will expire on May 30, 2019. City of Brooklyn Center City Council and Management Team Retreat Proposal CommonSense Consulting@Work Facilitators: Janice Downing janiced@cscworks.com (612) 298-9095 Alisha Gelhar alisha@cscworks.com (952) 239-8076 CommonSense Consulting@Work 1  Executive Summary The City of Brooklyn Center is seeking a vendor to design and facilitate a team retreat that includes the members of its City Council and Management Team. The retreat will create space outside of daily work activities to build team unity and gain understanding of the cohesive story of the city. Retreat Design & Facilitation Recommendations CommonSense Consulting@Work (CSC) recommends that the City Council (Council) and Management Team (Management) retreat be designed and facilitated as an interactive workshop, incorporating self- reflective and team-building exercises that are highly engaging for participants. All activities will be designed to enable Council and Management members to communicate a deeper understanding of strengths, opportunities and challenges that exist within the increasingly diverse community of Brooklyn Center. Additionally, the retreat will provide intentional methods to discuss, identify and brainstorm potential solutions that support a welcoming, diverse community. CSC will design a retreat workbook and PowerPoint specifically customized for this project. A recommended retreat outline is provided below: Morning Session (3.5 hours, includes two 10-minute breaks): Objective: Building authentic relationships & collectively share content to drive the retreat. I. An introductory activity will be used to enable participants to learn new information about each other beyond obvious knowledge. II. Two exercises will be used to offer a foundational introduction to identifying and successfully addressing bias. III. CSC will facilitate a group discussion on how to best consider the diverse voices, needs, and insights of all communities within the City of Brooklyn Center while the Council and Management teams work and implement changes for the City. Lunch (1 hour) Networking Discussion Afternoon Session (3 to 3.5 hours, including one 10-minute break): Objective: Building together to create a cohesive story for the City of Brooklyn Center. I. Data, Diversity and Multi-culturalism: Includes a quiz to include demographic information. The afternoon will include a series of exercises that enable members to expand their Intercultural Agility competency, which is used to build and maintain strong working relationships across diverse teams and cultures. II. Storyboard Activity: This ‘mapping’ session will allow the group to bring together their individual and collective vision to create a non-traditional ‘Venn diagram’ that identifies a primary, collective story within the various passions and groups represented. III. Trust Exercise: Two Truths and One Lie Day 2 Morning Session (*Optional, choose one topic below for a half-day): CommonSense Consulting@Work 2  1. Creative Communication & Conflict Skill-building 2. Unconscious Bias & City Management Recommended Follow Up CSC recommends that each member complete the Intercultural Development Inventory Assessment (IDI) and attend a coaching session with a CSC coach. At the coaching session, each member will receive a report that identifies how they may respond when cultural differences are present. Additionally, the plan provides each member with up to 18 months of organized recommendations that can be used to increase one’s Cultural Agility competency. Deliverables • CSC meet with City Manager to initiate retreat design • Complete a 45-minute phone call with each Council and Management member using a structured set of questions. Members will not be required to complete this step. However, CSC hopes for 100% participation. CSC will incorporate the retreat expectations and desires of every member into the retreat design • Design a draft of the retreat program • Propose drafted retreat program to City Manager • Provide all material and tools needed to facilitate the retreat for printing 3-7 days before the scheduled date • Facilitate retreat • Provide a written summary report of the retreat • Meet with City Manager to conduct a post review of the retreat, and any additional recommendations Investment Expense The estimated investment for this project is as follows: Step Investment Expense Retreat Design, includes phone calls for up to 12 Council and Management members. Additional members can be added at the investment expense of $170/hour $5,000 One-day leadership retreat: $5,000 One-and-a-half-day workshop: $7,500 Conduct a post-retreat review $170/hour IDI Assessment and Coaching Session $200/participant CommonSense Consulting@Work 3  Assumptions/Conditions Only actual hours worked will be billed. Expenses will not exceed the estimate unless written approval is provided by the project sponsor. Certifications CommonSense Consulting@Work is certified as a woman-owned business enterprise and a minority- owned business enterprise through the Women's Business Enterprise National Council (WBENC). Termination Either party for any reason or for its convenience can terminate this agreement with a 15-day certified written notice. The notice shall include the services that will not be completed and the effective date of the termination. Upon receipt of such notice, CommonSense Consulting@Work shall stop performance of its services and contact Client to confirm the services are ceased. In the event of such termination, the payment due CommonSense Consulting@Work shall be for the amount of the work completed before the effective date of the termination notice and for which payment was not previously made, and this shall constitute Client's only obligation to CommonSense Consulting@Work by reason of such termination. Signatures By signing below, City of Brooklyn Center acknowledges and agrees to the provisions of this Proposal for Services. A copy of this agreement can be faxed to (763) 226-2403 or sent by email. Client: City of Brooklyn Center Signature: Print Name: Title: Date: CommonSense Consulting@Work 4  Bios JANICE DOWNING Email: janiced@cscworks.com PH: 763.315.4929 Cell: 612.298.9095 FX: 763.226.2403 EDUCATION The Ohio State University, School of Business, Human Resources CERTIFICATIONS • Business Process Improvement • Affirmative Action Planning • Human Systems Dynamics Certified • Emotional Intelligence (EQ-i) Certified • Intercultural Development Inventory (IDI) PROFESSIONAL ACTIVITIES • Women's Minneapolis Rotary, Member • Upstream Arts, Board Member • Human Resources Professionals of Minnesota, Past President • Society of Human Resources Management Janice Downing has 30 years of experience as a broad human resources professional. As a certified Professional in Human Systems Dynamics (PHSD), she can assess an organization’s issues and facilitate change in a systematic, cost-effective manner. She also uses formal Project Management and Business Process Quality Improvement training in her work. Janice works with organizations large and small and across industry lines conducting investigations that identify the root cause of a problem and determines what needs to be done from the human resources perspective or through a Human Resources or Organizational Assessment. Many times, she will also conduct team development initiatives. Janice’s down-to-earth style and straightforward manner make it easy for her to adapt to multiple situations and styles. She also has an innate ability to translate technical human resources theory into ideas and practices that are easy for others to understand and use. AREAS OF EXPERTISE • Affirmative Action • Creative Recruiting and Staffing Practices • Cultural Responsiveness • Diversity Education and Training Services • Diversity Recruiting and Retention Programs • Emotional Intelligence • Employee Handbook Development and Updates • Employee Relations Support • Employee Training • Equal Employment Opportunity • Executive Coaching • HR Manager On-Call Services • HR Processes • Human Resources Assessments • Inclusive Workforce Practices • Investigations • Job Descriptions • Job Design • Leadership Skill Development • Management Training • Performance Management • Policy and Procedure Guidance • Project Management • Recruiting Techniques • Team Building • Training Facilitation RELATED EXPERIENCE • CEO, Fredrikson Human Resources Consulting, Ltd. • Director of Staffing and EEO/AA, Jostens • HR Generalist, Medtronic • Project Management/Staffing, American Express • Employment Specialist, Cargill HONORS & DISTINCTIONS • 2007 - Minority Business Award from, The Business Journal • 2013 - Class One Supplier of the Year Award from the North Central Minority Supplier Development Council Inc. CommonSense Consulting@Work 5  ALISHA OLSEN Email: alishajolsen@gmail.com Phone: 952.230.8076 EDUCATION University of Minnesota, TC B.A. International Relations Second Language Studies Minor Arabic and Spanish Proficiency CERTIFICATIONS • Certified Professional Project Manager (CPPM, PMI) • Intercultural Development Inventory (IDI) • Teaching English as a Second Language (TESL) PROFESSIONAL ACTIVITIES • Shema Global, Board Member Alisha empowers leaders and teams to fully leverage cultural diversity, offering practical strategies to create a competitive advantage. Her areas of specialization include cross-cultural communication, conflict resolution, leadership development and business collaboration. Alisha has intercultural experience in over 25 countries and with local minority populations. With a B.A. in International Relations, Alisha has also achieved certifications in the Intercultural Development Inventory (IDI) and Project Management (CPPM). She has unique international experience in high-conflict societies, working with racial and economic inclusion initiatives in Jerusalem and Kenya. She expanded these skills by assuming the role of Business Development coordinator at The Reserve, a collaborative professional workplace. As sales lead, she had profit and loss responsibility and saw 50% growth in long-term clients over two years In 2016, Alisha launched full time as an Intercultural Dynamics Consultant, through her company Restorative Works. Combining her business and international experience, she has served as a corporate trainer and coach across sectors. AREAS OF EXPERTISE • Cross-Cultural Business Communication • Conflict Resolution in a Multicultural Environment • Improving Cultural Competency • Cross-Cultural Customer Service • Preparing to Work or Study Abroad • Organizational Assessment • Team Training Initiatives RELATED EXPERIENCE • Business Development, Sales Lead at The Reserve: Professional Shared Workplace • Community Development Advocate, PPL • Literary Specialist, Northside Achievement Zone • Peacebuilding Strategy Support, YMCA Jerusalem MEMORANDUM - COUNCIL WORK SESSION DATE:7/22/2019 TO:Curt Boganey, City Manager THROUGH:Dr. Reggie Edwards, Deputy City Manager FROM:Barb Suciu, City Clerk SUBJECT:Pending Items Recommendation: Livable Wages Liquor Ordinance/Entertainment Permit -8/26 Liquor Ordinance Updates -8/26 2020 Elections Update -8/26 Discussion on Ordinance process -8/26 Public Subsidy Policy - 8/12 Commemoration of 400 years of Slavery Activities Police Crisis Prevention Options Residential Design Standards SAC Credit Policy Target Property Background: