HomeMy WebLinkAboutMay 1, 2012 TENTATIVE AGENDA
CITY OF SHAKOPEE
REGULAR SESSION SHAKOPEE, MINNESOTA May 1, 2012
LOCATION: Council Chambers, City Hall, 129 Holmes Street South
Shakopee Mission Statement
The Mission of the City of Shakopee it to provide the opportunity to Cive, workand play in a
community with a proudpast,promising future, andsmal6-town atmosphere within a metropolitan setting.
Agenda items are tied to the following long-term goals that support the City's strategic vision as noted after each
agenda item:
A. Keep Shakopee a safe and healthy community where residents can pursue active and quality lifestyles.
B. Positively manage the challenges and opportunities presented by growth,development and change. '..
C. Maintain the City's strong financial health.
D. Maintain,improve and create strong partnerships with other public and private sector entities.
E. Deliver effective and efficient public services by a staff of welt-trained,caring,and professional employees.
F. Housekeeping item
Mayor Brad Tabke presiding
I] Roll Call at 7:00 p.m.
21 Pledge of Allegiance
31 Approval of Agenda
41 Consent Business—(All items listed in this section are anticipated to be routine. After a
discussion by the Mayor, there will be an opportunity for members of the City Council to
remove items from the consent agenda for individual discussion. Those items removed will be
considered following the public hearing portion of the agenda. Those items remaining on the
consent agenda will otherwise not be individually discussed and will be enacted in one motion.)
A] Personnel
1. Authorization to Hire and Promote Engineering Technicians (E)
2. Resignation/Retirement of Sergeant Bob Forberg (E)
3. Authorization to Promote to Sergeant—Fred Radde (E)
4. Authorization to Hire One Police Officer—Mike Santos (E)
B] Parks,Recreation and Natural Resources
C] Police and Fire
D] Community Development
1. Amendment to City Code See. 4.03 Regarding Fence Permits—Ord, No. 855 (F)
TENTATIVE AGENDA
May 1, 2012
Page 2
4] Consent Business continued:
E] Public Works and En ineering
1. Authorize the Execution of Amendment No. 1 to Reconveyance Agreement
between the City and Metropolitan Council (D)
2. Extension Agreement with WSB & Associates, Inc. for Design Services on
Valley View Road (D)
F] General Administration
1. Approve Bills in the Amount of $688,113.34 (C)
2. Approve Minutes of April 10, 2012 (F)
3. Shakopee Downtown Partnership Classic Car Cruise—2012 (D)
4. Amendment to Contract for Custodial Service at Community Center (F)
5. Updated Cost for Door Replacement on Engineering Building (F)
5] RECOGNITION OF INVOLVED CITIZENS BY CITY COUNCIL— (Limited to five
minutes per person/subject. Longer presentations must be scheduled through the City
Cleric. As this meeting is cablecast, speakers must approach the microphone at the
podium for the benefit of viewers and other attendees.)
6] Public Hearings:
Economic Development Authority convenes:
A] EDA and Council Open Public Hearing on Proposed Tax Increment Financing and
Contract for Private Development for Trident Development, LLC (B and D)
B] Council Opens Public Hearing on Proposed Bridgewater LLC/Trystar Tax Abatement
Financing and Contract for Private Development - Res. No. 7192 (B &D)
7] Business removed from the consent agenda will be discussed at this time
8] General Business:
A] Personnel
B] Parks, Recreation and Natural Resources
C] Police and Fire
D] Community Development
uent
E] Public Works and En ing eering
TENTATIVE AGENDA
May 1, 2012
Page 3
8] General Business continued:
F] General Administration
1. Impose Penalties for Alcohol Violations (F)
2. Goal Setting Session Adoption(A—E)
3. Discussion Topic -May 15°i City Council Meeting (F)
9] Council Members' Reports
10] Other Business
11] Adjourn to Tuesday, May 15, 2012, at 7:00 p.m.
CITY OF SHAKOPEE � � r � �
Memorandum 1 'Lb "
TO: Mayor and City Council
Mark McNeill, City Administrator { ,
FROM: Kris Wilson,Assistant City Administrator
SUBJECT: Authorization to Hire and Promote Engineering Technicians
DATE: April 26, 2012
Introduction
The City Council is asked to authorize the promotion of Ryan Halverson to the position of
Engineering Tech 4 and the hiring of Richard Thomson as an Engineering Tech 4.
Background:
The adopted budget for the Engineering Division provides for two full-time Engineering
Technicians—one in the Tech 3 classification(3-5 years of experience, $24.16 - $30.77 per hr.)
and one in the Tech 4 classification(5+years of experience, $26.56 to $33.20 per hour.). The
Tech 3 position is currently occupied by Ryan Halverson, a twelve year employee of the City.
The Tech 4 position has been vacant since the resignation of Jeff Evens in January of this year.
The City recently advertised and conducted interviews to fill the opening.
Recommendation
Based on the interview results, it is recommended that Ryan Halverson be promoted to the
position of Engineering Tech 4 and that candidate Richard Thomson be hired at the same
position. This would result in the City having two Tech 4s instead of one Tech 3 and one Tech
4. Given the current workload of the Division and the skill sets of the candidates available,the
interview panel recommends this change as the best way to meet the City's needs.
Mr. Thomson has more than 30 years of experience in the civil engineering field, including 24
years working for Minnesota cities. His past experience includes employment with the cities of
Northfield and Savage and he is currently employed by the City of Moorhead.
It is recommended that Mr. Halverson be placed at Step B of Grade 7 ($31.87 per hr.) of the
2012 Non-Union Pay Plan, as this is the first step that provides an increase over his current
wage.
It is recommended that Mr. Thomson start at Step E of Grade 7 ($27.89 per hr.) with the
opportunity to move to Step D ($29.21 per hr.) after six-months, based on the outcome of a
performance review. Given Mr. Thomson's years of experience and the position he is departing
in Moorhead, it is also recommended that he be awarded a starting bank of 40 hours of vacation
and 40 hours of sick leave.
Budget Impact
The recommended action can be accommodated within the adopted budget for the Engineering
Division.
Relationship to Vision
This agenda item relates to Goal E: Deliver effective and efficient public services by a staff of
well-trained, caring and professional employees.
AC'T'ION REQUESTED:
If the Council concurs, it should offer a motion to authorize the promotion of Ryan Halverson to
the position of Engineering Tech IV, at Step B of Grade 7 of the City's 2012 Non-Union Pay
Plan, effective May 7, 0212.
It should also move to authorize the hiring of Richard Thomson as an Engineering Tech IV, at
Step E of Grade 7 of the City's 2012 Non-Union Pay Plan, with the opportunity to move Step D
after six months of successful job performance; and the granting of starting balances of 40 hours
of vacation and 40 hours of sick leave, subject to the successful completion of a background
check and pre-employment physical and drug-test.
CITY OFSHAKOPEE , '
Memorandum
TO: Mayor and City Council
Mark McNeill, City Administrator
FROM: Kris Wilson,Assistant City Administrator(
SUBJECT: Resignation / Retirement of Sergeant Bob Forberg
DATE: April 26, 2012
Introduction
The City Council is asked to accept the resignation of Police Sergeant Bob Forberg, effective
May 18, 2012.
Background
Bob Forberg joined the Shakopee Police Department in November of 1990 as a patrol officer
and was promoted to Sergeant in August of 1998. After more than twenty-one years of service
to the City, he has submitted notice of his intent to retire, effective May 18, 2012.
Requested Action
The Council is asked to offer a motion to accept, with regret, the resignation of Sergeant Bob
Forberg, effective May 18, 2012.
^n�®
CITY OF SHAKOPEE s
Memorandum
TO: Mayor and City Council
Mark McNeill, City Administrator
FROM: Kris Wilson, Assistant City Administrator «! `✓
SUBJECT: Authorization to Promote to Sergeant
DATE: April 25, 2012
INTRODUCTION:
The Police Department is requesting Council approval to promote Officer Fred Radde to the
position of Sergeant.
BACKGROUND:
With the retirement of Sergeant Bob Forberg, the Police Department will have one vacancy in
the position of Sergeant. The Police Civil Service Commission recently conducted the necessary
testing to establish an eligible register for the position. The following are the top three
candidates on the eligible register(listed in alphabetical order):
Gary Kern
Derek Nordtvedt
Fred Radde
RECOMMENDATION:
Chief Tate recommends that Fred Radde be promoted and placed at Step 3 of the current wage
schedule for Sergeants ($6,193.30 per month).
RELATIONSHIP TO GOALS:
This item relates to Goal E: Deliver effective and efficient public services by a staff of well-
trained, caring and professional employees.
ACTION REQUESTED:
If the Council concurs,they should, by motion, authorize the promotion of Fred Radde to the
position of Sergeant, at Step 3 of the current wage schedule for Sergeants, effective May 21,
2012.
Y e f ° �'
CITY OF SHAKOPEE
Memorandum
TO: Mayor and City Council
Mark McNeill, City Administrator
FROM: Kris Wilson, Assistant City Administratoir lo,
SUBJECT: Authorization to Hire One Police Officer—Mike Santos
DATE: April 26, 2012
INTRODUCTION:
The Police Department is requesting Council approval to hire Mike Santos as a police officer.
BACKGROUND:
With the retirement of Sgt. Bob Forberg and the promotion of Officer Fred Radde to the position
of Sergeant, the Police Department now has a vacancy at the patrol level.
The following are the top three candidates on the eligible register established by the Police Civil
Service Commission(listed in alphabetical order):
Alison Burstein
Mike Santos
John Sysaath
RECOMMENDATION:
Staff recommends that the City Council authorize hiring Mike Santos as a probationary police
officer, at Step 1 of the current labor contract, subject to the successful completion of the
required pre-employment physical/drug test and psychological evaluations.
RELATIONSHIP TO GOALS:
This agenda item relates to Goal E: Deliver effective and efficient public services by a staff of
well-trained, caring and professional employees.
ACTION REQUESTED:
If the Council concurs,they should offer a motion to authorize the hiring of Mike Santos as a
police officer at Step 1 of the current labor contract, subject to the successful completion of pre-
employment physical and psychological evaluations.
D. I.
CITY OF SHAKOPEE M E N
Memorandum
CASE NO.: NA
TO: Mayor and City Council
Mark McNeill, City Administrator
FROM: R. Michael Leek, Community Development Director
SUBJECT: Proposed Amendment to Shakopee City Code Sec. 4.03. BUILDING
PERMITS . regarding fence permits for fence repair
MEETING DATE: May 1, 2012
REVIEW PERIOD: Not Applicable
INTRODUCTION:
Recently, staff encountered situations involving a property owner who wished to carry out repairs to
existing fences, but which repairs would not change the height, location or materials of the fence.
Staff found that the ordinance as currently written would require a fence permit, but has concluded
that such requirement is not necessary. The City Attorney was contacted to discuss this issue, and
has suggested the language proposed below to amend the ordinance, and thus eliminate the permit
requirement in the case of fence repair only.
VISIONING RELATIONSHIP:
This action is related to F. Housekeeping item.
ACTION REQUESTED:
Offer a motion to Approve Ordinance No. 855, AN ORDINANCE OF THE CITY OF SHAKOPEE
APPROVING AN AMENDMENT TO SHAKOPEE CITY CODE SEC. 4.03. BUILDING
PERMITS. Subd. 1. Fence Construction Requirements, and move its adoption.
R. Michael Leek
Community Development Director
H:\CC\2012\5-01-12\Fence Permit amendment.doex 1
ORDINANCE NO. 855
AN ORDINANCE OF THE CITY OF SHAKOPEE APPROVING AN AMENDMENT TO
SHAKOPEE CITY CODE SEC. 4.03. BUILDING PERMITS.
Subd. 1. Fence Construction Requirements
THE CITY COUNCIL OF THE CITY OF SHAKOPEE, MINNESOTA, ORDAINS:
Section 1 —City Code Section 4.03 is amended to read as follows:
SEC. 4.03. BUILDING PERMITS.
It is unlawful for any person to erect, construct, enlarge, alter, repair, move, improve, remove,
convert, or demolish any building or structure, or any part or portion thereof, including, but not
limited to, the plumbing, electrical, ventilating, heating or air conditioning systems, water wells and
onsite disposal systems therein, or remove or displace any soil, ground or earth preparatory to any
action or cause the same to be done, without first obtaining a separate building permit for each such
building or structure from the Building Official. It is also unlawful for any firm, person or
corporation to erect, enlarge, improve, construct, repair, replace or move a fence in all zoning
districts of the City except agricultural within the corporate limits of the City without first obtaining
a permit, with the exception of garden fences. Notwithstanding any provision of this Section and in
addition thereto, it is unlawful for any person to remove or displace any soil, ground, gravel or earth
without first obtaining a permit from the proper City officials.
Subd. 1. Fence Construction Requirements.
A. All fences, with the exception of garden fences shall require a fence permit. No
permit is required for repair to, or replacement of, an existing fence if the portion of
the fence that is being repaired or replaced is less than twenty percent of the fence's
overall length and there is no change in the fence's height, material, or location. For
purposes of this Section a "fence" shall be defined as any permanent partition,
structure or gate erected as a dividing marker, barrier or enclosure encircling either
wholly or any portion of any area. A "garden fence" shall be defined as a fence that
is no more than three (3) feet in height, that may be easily removed and that is used
to protect gardens from animals. Residential fences greater than six and one-half(6-
1/2) feet in height or commercial and industrial fences greater than eight (8) feet in
height shall also require a conditional use permit(CUP).
B. All fences erected in the City may be constructed adjacent to the property lines,
provided that they do not encroach into any easement area held by the City, any
conservation easement area held by the City or any sight triangle as defined by the
City Code, except if permission is otherwise granted or allowed by the City as part of
the permitting process pursuant to Section 7.18 of the City Code. If a fence on the
rear property line abuts a public alley there must be a three (3) foot setback.
H:\CC\2012\5-01-12\Fence Permit amendment.docx 2
C. All fences shall be constructed of materials that are not deemed hazardous by the
Building Official; of materials that are consistent with building materials standards
set forth in Chapter 11 of this Code, with the finished side of the materials facing
adjacent properties or the public rights-of-way; and of materials that are low
maintenance or easily maintained.
D. Chain link fencing interwoven with slats, whether for screening purposes or for other
applications, shall be prohibited.
E. Fences six (6) feet and under shall be permitted anywhere on the lot except in the
front yard setback or within any City easement areas or sight triangles except if
permission is otherwise granted or allowed by the City as part of the permitting
process. In the case of a double frontage lot, fences six (6) feet in height and under
shall be permitted within the setback on a street frontage from which access is not
obtained.
Fences up to three (3) feet in height shall be allowed in the front yard setback, so
long as they are not within any City easement areas or sight triangles.
F. Fences in excess of the above heights shall require a conditional use permit. City
owned recreation facilities shall be exempt from the conditional use permit
requirement.
G. All fences, with the exception of garden fences, shall not be located within a City
easement or sight triangle except if permission is otherwise granted or allowed by the
City as part of the permitting process. Garden fences may be located within a City
easement area, but shall not obstruct drainage or impede the flow of surface water
from or in the easement area. If a garden fence is located within an easement area,
City staff may require it to be removed at the owner's expense at any time.
H. Payment of a fence permit fee as set forth in the City's most recent fee ordinance is
required before a permit is issued.
Passed in regular session of the City Council of the City of Shakopee, Minnesota held this
day of , 2012.
Mayor of the City of Shakopee
Attest:
Julie Linnihan, City Clerk
H:\CC\2012\5-01-12\Fence Permit amendment.docx 3
e Goa � a
CITY OF SHAIIOPEE �. '
Memorandum
TO: Mayor& City Council
Mark McNeill, City Administrator
FROM: Bruce Loney, Public Works Director
SUBJECT: Authorize the Execution of Amendment No. 1 to Reconveyance Agreement
between City of Shakopee and Metropolitan Council.
DATE: May 1, 2012
INTRODUCTION:
Attached is the Amendment No. I to the Reconveyance Agreement of Shakopee Interceptor and
Lift Station for Council consideration and execution.
BACKGROUND:
On December 5, 2006, the City Council of Shakopee authorized the appropriate City officials to
execute the Shakopee Interceptor and Lift Station Transfer Agreement between the City and
Metropolitan Council.
This Agreement was formally executed by each party on January 11, 2007.
In further review of the agreement during maintenance operation, it was discovered that the
descriptions of conveyance to the City was not accurate. The Amendment No. 1 is necessary to
correct the description of the conveyance particularly by the Junction Box of the Shakopee
Interceptor and the Pine Lake Interceptor.
Attached is the Amendment No. 1 to the Transfer Agreement with Exhibits A and Al showing
the revised description of the conveyance.
ALTERNATIVES:
1. Authorize the appropriate City officials to execute the Amendment No. 1 to Shakopee
Interceptor and Lift Station Transfer Agreement.
2. Do not authorize the Amendment No. 1.
3. Table for additional information.
RECOMMENDATION:
Staff recommends Alternative No. 1 to execute the Reconveyance Agreement with the paper
description in the agreement.
ACTION REQUESTED:
1. Authorize the appropriate City officials to execute the Amendment No. 1 to Shakopee
Interceptor and Lift Station Transfer Agreement between the City of Shakopee and the
Metropolitan Council.
Bruce Loney,P
Public Works Director
ENGN20I2-PROJECTS/MEMOS/A.end.ev(NO IMe[C..61
MCES Contract No. 071001
AMENDMENT ONE TO
SHAKOPEE INTERCEPTOR AND
LIFT STATION TRANSFER AGREEMENT
This Amendment No. 1 ("Amendment No. 1") to the Shakopee Interceptor and Lift Station
Transfer Agreement ("Agreement'), effective on date of execution by both of the parties is made
and entered into by the City of Shakopee, a municipal corporation ("Shakopee") and the
Metropolitan Council, a public corporation and political subdivision of the State of Minnesota
("Met Council"), collectively referred to as the Parties ("Parties").
BACKGROUND RECITALS
1. Met Council and Shakopee entered into the Agreement effective January 11, 2007 in
which Met Council agreed to reconvey and Shakopee agreed to accept the reconveyance
of the Shakopee Interceptor as defined in the Agreement and Lift Station L-16.
2. The Parties to the Agreement have determined that it is in their mutual and best interests
to revise the definition of the Shakopee Interceptor and other terms of the Agreement
related to the revised definition.
NOW, THEREFORE, for valuable consideration the receipt of which is hereby acknowledged,
the Parties agree to amend the Agreement as follows:
1. Background Recitals — Paragraph 3. Delete the existing Background Recitals,
Paragraph 3 in its entirety and substitute therefore the following new Background
Recitals, Paragraph 3.
3. As part of the Metropolitan Disposal System, Met Council owns and operates
interceptor sewers and related ancillary facilities which for the purposes of this Agreement are
identified as the Interceptor MSB 7024 from Lift Station L16 including Meter 401 on Bluff Ave
E; MSB7023 from MH22 and 22A along 2nd Avenue E, easterly to and including a section of
MSB 6904 up to the Junction Box J134 (referred to in this Agreement as "Shakopee Interceptor),
the location of which is shown on Exhibit A attached hereto and made a part of this Agreement.
2. Section 1 —Purpose of Agreement—Paragraph 1
Delete the existing Section 1, paragraph 1, in its entirety and substitute therefore the following
new Section 1,paragraph 1:
1. The purpose of this Agreement is to set forth the terms and conditions with
respect to the transfer of the Shakopee Interceptor from Met Council to Shakopee. For purposes
of this Agreement, the Shakopee Interceptor is the interceptor shown on Exhibit A (showing the
entire stretch of Shakopee Interceptor) and Exhibit A-1 (showing close up of the area of
Shakopee Interceptor connecting to Box JB4) attached hereto and made a part hereof. The
Shakopee Interceptor begins at Box JB 4 (6904), but does not include Box JB4, in Shakopee and
proceeds westerly including MSB 70-23 and MSB 70-24, ending at MH401 and Lift Station L-
16 in Shakopee.
IN TESTIMONY WHEREOF, the parties hereto have caused this Agreement to be executed
by their respective duly authorized officers as of the day and year written below.
CITY OF SHAKOPEE
By
Shakopee City Mayor
Date:
By
Shakopee City Administrator
Date:
METROPOLITAN COUNCIL
By
Patrick P. Born, Regional Administrator
Date:
2
oC
o_
mv «
m y = e
v C _ J m
w (D o 9 om coi coi \\
> V t
LL M oo. \
t
w .t
,
z cn
f'
j'.
,
rt i'
i
U
® t 9p LL
YO
� 6
R
N
W
\� o
\+ c
R N
`\. 0 0
\ - n
, m 3
/./ CID
R
C
i O O
C c
tf G. 00
\ C >
R
d R
v Ro
� u�
� S 3
N
p O
4—A 1 �, TON
C
N U
mmm
x 1. EEO
W nm
R
�1 FF�
L Wf
oo
zx tt( & Q
Iff
m d ,TOn a ,i per'" er
r ;
2 K
{ '
a a:
y O � $
V L f
V- f6 t � V t�' r
LLI
long 1,
sw
rte,
/ `F vv
a I sy .. Tn
too
Ak
p P
JRK
r "
���� � rte,.:-�,�--y. � �_; , -� 7 � �� ✓ `�c � l` � a ,e '.
_ ,. 'W a �� �A �t • ' 2
ABU
—mot ; Woods
a
lot o e� .. m
®®�
r
oil Z
2
' ca c
r
`I
so A
z m c
a
`mss memo . w c m
w N c
s a c y T � c
� X111 �i,[1i Q7 Q d
a y $ .f Yl g •. p„^. -p
NO'
14 , OW
0
e
�'',. LX x , J i" g
> -r`Y' } N
EEO
ko -
W
o
!. .
CITY OF SHAKOPEE
Menzoranduna ` ' 1 Q.°' j" =3 'I
TO: Mayor & City Council
Mark McNeill, City Administrator
FROM: Jeff Weyandt, Assistant City Engineer
SUBJECT: Extension Agreement with WSB &Associates, Inc. for Design Services
on Valley View Road
DATE: May 1, 2012
INTRODUCTION:
Attached is an extension agreement from WSB & Associates, Inc. to provide design and
survey services for the Valley View Road Improvements project from Evergreen Lane to
Sarazin Street.
ALTERNATIVES:
1. Approve the extension agreement with WSB & Associates, Inc. to provide design
and survey services for the Valley View Road Improvements Project, Project
2012-7.
2. Do not approve the extension agreement with WSB & Associates, Inc. to provide
design and survey services for the Valley View Road Improvements Project,
Project 2012-7.
3. Table for additional information.
RECOMMENDATION:
Staff recommends Alternative No. 1, as it is essential to establish the easement limits
west of CSAH 17 as soon as possible.
ACTION REQUESTED:
Approve the extension agreement from WSB & Associates, Inc. to provide design and
survey services for the Valley View Road Improvements Project, Project No. 2012-7
from Evergreen Lane to Sarazin Street.
r ;
Jeff Weyandt, P.E.
Assistant City Engineer
ENCN2012-PROJECT/VV& //WORD/EXTENSION-AOREEI NT--WSB
Engineering Planning Environmental Construction 701 Xenia Avenue South
Suite 300
Minneapolis,MN 55416
Tel: 763-541-4800
Fax: 763-541-1700
April 25, 2012
Mr. Jeff Weyandt, PE
Assistant City Engineer
City of Shakopee
129 Holmes Street South
Shakopee, MN 55379-1376
Re: Valley View Road Extension
Proposal for Final Design and Survey Services
City of Shakopee, MN
Dear Mr. Weyandt
WSB & Associates, Inc. (WSB) is pleased to submit the following proposal for the final design
and survey services for the above-listed project. Please see the attached figure for a layout of the
project area.
As you have requested, we have developed the attached Exhibit A- Scope of Services for the
final design and topographic (topo) surveying and construction staking for the construction of
Valley View Road west of CSAH 17 to Evergreen Lane. It is our understanding that this work
will be either incorporated into the Scott County Plans for CSAH 17 or a separate standalone
plan and will be designed meeting Federal State Aid Standards. This work will also include the
tabulation of quantities and coordination with Scott County.
We have also provided an optional services estimate for the design and construction staking
survey services for Valley View Road east of CSAH 17 to Sarazin Street
Payment for services would be completed as listed below and according to our agreement
for professional services with the City of Shakopee and Section I-C-2 (major projects). Our
final design is a cost not to exceed$25,500 which includes the design, plan, specification, and
preparation for the west side of Valley View Road. Topographic survey of the areas on Valley
View road weserly side and east side (not previously shot) as indentifred on the attached figure
will also be completed. For the Valley View Road west section, the constriction survey staking
service is estimated to be $8,300 which is an estimate due to the variability of constriction
schedules and contractor selection. This construction staking will be for any City improvements
shown on the City plans that will not be surveyed by the County for the CSAH 17 construction.
It is assumed the County will be staking the storm sewer, pond areas, and rough grading in this
area.
Mr. Jeff Weyandt, PE
April 25,2012
Page 2
We have also included additional optional service tasks for the final design services and
construction staking for Valley View Road east which would only be used if authorized by
the City. This final design is an estimated cost not to exceed$29,500 and construction survey
staking service is estimated to be $13,900.
Please see Exhibit A - for more information on these tasks.
We will commence work on this project once we are authorized to proceed. The work will take
five weeks to complete once we are given the approval to begin. This letter proposal represents
our understanding of the project scope.
The City of Shakopee agrees to reimburse WSB &Associates, Inc. for these services in
accordance with Section IV of the Agreement for Professional Services. If this agreement meets
with your approval, please sign below and return one copy to our office.
Thank you for your consideration
Sincerely,
WSSB &Associates,Ine.
a//O, �
Donald W. Sterna, PE
Vice President City Administrator
Attachments
Mayor
Date : May 1, 2012
A"�SFu0.opve'201 I v1.1 1111 vv.e.o N'I1 .noc
WSB & ASSOCIATES, INC.
EXHIBIT A- SCOPE OF WORK
VALLEY VIEW ROAD EXTENSION
PROJECT UNDERSTANDING
WSB &Associates, Inc. (WSB)proposes to provide professional design and survey services for the above-
listed project that will involve the following work:
Construction of the west half of Valley View Road from CSAH 17 to Evergreen Lane as shown on
the attached figure
Storm Sewer and pending design is essentially complete from the CSAH 17 project
Final casting elevations will be provided for storm sewer structures
Drain tile locations and other special storm sewer considerations will be designed as necessary
Includes the design of sanitary sewer and water main from alignments provided by the City and
SPUC
Assume B-618 curb and gutter will be installed
8-foot trail on north side of the roadway
No sidewalk on the south side of the roadway
Plans between this and the County CSAH 17 projects will be coordinated and bid together
Improvements may be assessed per City policy
SCOPE OF SERVICES
The tasks to be completed are shown below:
Task 1—Project Management
This task will consist of management and administration of the project team, as well as project coordination
and communication with Scott County,MnDOT, Shakopee Public Utilities (SPUC), and the City of
Shakopee on the project.
WSB will coordinate meetings with Scott County, MnDOT, SPUC, and the City of Shakopee to discuss and
review the project. The meeting will serve to review the project's elements and identify any outstanding
issues that may be remaining that will be incorporated into the final design of the project, WSB will form
a Project Management Team(PMT) as needed to discuss project issues with representatives from Scott
County, SPUC, and the City of Shakopee.
Task 2—Base Mapping,Data Collection
Any additional record drawings not already collected from the CSAH 17 project will be obtained from both
the City and the County of the existing facilities and right-of-way limits. WSB will complete the remaining
survey on the west leg of Valley View Road, as well as the proposed St. Francis Hospital entrance driveway.
WSB will investigate the existing private utilities (including irrigation system,well(s) and septic drain field)
and will coordinate with their owners to identify the type and location of these facilities.
Task 3 —Final Design and Plan Preparation
WSB will prepare a set of detailed construction plans in accordance with MnDOT Federal State Aid, County,
SPUC, and City of Shakopee standards. The final construction plans will include the following:
Title Sheet(if necessary)
General Layout(if necessary)
Estimated Quantities/Tabulations
Earthwork Tabulation
Sc.pe of Work Page t K:\ShakoO'�kL V V RJ Proposal\Scope uf W.,ka-
Soils and Construction Notes
Typical Sections
Miscellaneous Details
Constriction Staging/Traffic Control Plan
Alignment Plans and Tabulation
Removal Plans
Constriction Plan and Profile
Drainage Plan, Details and Quantities
Sanitary Sewer Plans
Water main Plans
Turf Establishment/Erosion Control Plans
Signing and Striping Plans
Cross-Sections
Task 4—Plan Review and Approval
WSB will submit the final plans, specifications, engineer's cost opinion, and other required design data to
MnDOT Federal State Aid, Scott County, SPUC, and the City for review and approval. WSB will make
appropriate changes based on any review comments.
Task 5—Specifications
WSB will provide specifications utilizing the City's SPUC,MnDOT, and CEAM standard specifications.
Each provision will contain a description,materials, construction requirements,method of measurement,and
basis of payment for each item. Deletions from and additions to MnDOT and CEAM standard specifications
will be written and included as necessary.
WSB will provide the City with reduced size(I 1"x 17")reproducible plan sets, along with the bid proposal
quantities for the work. The City will be responsible for all activities related to contract bidding and award.
It is understood the City will perform the bid opening and prepare the tabulation of the bids. Time has been
included in our fee to assist in answering bidders' questions and issuing any necessary addenda for the
project.
Task 6—Engineer's Cost Opinion
Prepare a both a preliminary and final construction cost opinion based on quantities generated as part of the
preparation of the preliminary design and final construction plans. Costs will be split by funding source
(including pro rata of lump sum items or other percentage splits). WSB will identify pay items per the City
policies and procedures.
Task 7—Permits
Permits may be acquired as a part of the construction plan preparation. WSB will prepare and apply for the
necessary construction permits. The cost of the permits would be paid by the City of Shakopee.
Anticipated permits:
MPCA NPDES
MPCA Sanitary Sewer Extension
MDH Water Main Extension
Scott County Excavating and/or Obstruction Permit
Task 8—Construction Staking
WSB will provide a survey crew to do construction staking for this project that will not be covered by the
County as part of the CSAH 17 project, including construction limits,roadway grading, alignments, storm
sewer, water main,sanitary sewer utility,street facilities and appurtenances, signage locations, and other
survey needs for this project for the work identified in the construction plans as prepared by WSB for the
west half of Valley View Road.
Optional Additional Services:
Scope of Work Page 2 KAShako,e U 11 VV Rd P...pm.NS—,of W.,kAd
1. Valley View Road East
We have also included additional optional service fees for the design and survey services for Valley View
Road east from of CSAH 17 to Sarazin Street which would only be used if authorized by the City. These
plans will be a City project along with its own set of standalone plans. The project may be tied and bid with
the County CSAH 17 project but will have a separate set of plans and specifications. To complete this work,
these tasks would be the same as tasks I-8 listed above with modifications to Task 3 shown below:
Task 3 —Final Design and Plan Preparation (for Valley View Road East)
WSB will prepare a set of detailed construction plans in accordance with MnDOT, County, SPUC, and City
of Shakopee standards. The final construction plans will include the following:
Title Sheet and Index Map
General Layout
Statement of Estimated Quantities/Tabrdations
Earthwork Tabulation
Soil and Construction notes
Typical Sections
Miscellaneous Details
Construction Staging/Traffic Control Plan
Alignment Plans and Tabulation
Removal Plans
Construction Plan and Profile
Drainage Plan,Details, and Quantities
Sanitary Sewer Plans
Water Main Plans
Turf Establishment/Erosion Control Plans
Signing and Striping Plans
Cross-Sections
Scope of Work Page 3 KASh.l Po 0012 vv ad Pmp...11S,,p .M., d
OFFICIAL PROCEEDINGS OF THE SHAKOPEE CITY COUNCIL
ADJ. REGULAR SESSION SHAKOPEE, MINNESOTA APRIL 10, 2012
1. CALL TO ORDER/ROLL CALL
Mayor Tabke called the meeting to order at 7:04 p.m.
Present: Mayor Brad Tabke, Councilmembers Pamela Punt, Matt Lehman, and
Jay Whiting
Absent: Councilmember Steve Clay
Staff Present: Mark McNeill, City Administrator; Kris Wilson, Assistant City
Administrator; R. Michael Leek, Community Development Director;
Bruce Loney,Public Works Director/Engineer; Jeff Tate, Police Chief,
and Julie Linnihan, Finance Director/City Clerk
Others Present: EDAC Members: Mary Hernandez, Fatima Franzen, Ryan Love,Kevin
Wetherille, Paul Youngs. Planning Commission Members: Mark
McQuillan, Ryan Magin, Joe Collins. SCALE Members: Michael
Sobota, Bryan Tucker, Lisa Freese, &Leslie Vermillion
2. APPROVAL OF THE AGENDA
Lebman/Whiting moved to approve the agenda. Motion carried 4-0
3. "LEGOS 401;"A SCALE EDUCATION WORKSHOP FOR CITY COUNCIL,
PLANNING COMMISSION. AND THE ECONOMIC DEVELOPMENT ADVISORY
COMMITTEE
Bryan Tucker, Planning Manager, City of Savage, presented the group with a review of
the previous SCALE workshops that focused on transportation corridors, land use and
transportation and support for economic development.
Lisa Freese, Transportation Manager for Scott County, discussed with the group
managing roads by function; -by adopting use standards to ensure street connectivity;
adequate supporting road network; -managing connections to higher order roads; - and
using intersections and interchanges to influence area designs.
Michael Sobota, Corrrmunity Development, Scott County,presented the `new learning'
section of Lego's 401. Mr. Sobota talked about the Unified Economic Development,
Land Use and Transportation Plan, including Phase I data gathering with regard to
meeting SCALE's job creation goals for 2030. He also discussed Phase II Truth Testing
which incorporates analysis on transportation infrastructure, market competiveness,
broadband/intelligent community, developable acreage and economic development tools.
Mr. Sobota also talked about Phase III, Strategy Development; i.e. how does Scott County
develop strategies to better market the collective land base and economic development
F, 3,
CITY OF SHAKOPEE li n rO,
`Memorandum �, �
„ J
TO: Mayor and City Council
FROM: Marls McNeill, City Administrator
SUBJECT: Shakopee Downtown Partnership Classic Car Cruise-2012
DATE: May 1, 2012
Comment:
Introduction:
The Council is asked to authorize street closures and use of sidewalks to facilitate the
"Classic Car Cruise" (displays of hot rods and custom cars) on specific Friday nights
during the summer in the downtown area.
Background:
For the past six years, Bryan Turtle and his associates have received permission from the
City Council to block off portions of downtown streets to allow for the parking and
display of custom cars and hot rods.
The number of downtown streets which are proposed for barricading is reduced this
year—only Lewis Street from First Avenue to Third is needed. In prior years, First
Avenue from Sommerville to Holmes was also barricaded, but there is no request for that
this year. As such, a couple of reserved parking spaces on First Avenue will be needed
for customers of the Sport Stop, located at 101 Lewis Street. That business has indicated
concerns about access in the past, due to the fact that it is open until 7pm. The adjacent
Mexican restaurant has been made aware of the planned events.
Assistance would be provided by one off duty police officer, the costs of which would be
paid for by the organizers. The organizers would also reimburse for the cost of any
portable toilets, and will provide the necessary liability insurance.
The Cruise runs from approximately 6 pm until l Opm. The off-duty police officer and
volunteer parking monitors will help to direct traffic.
No September dates are proposed for this year. The requested dates are:
June 1, 15 and 29
July 13 and 27
August 10 and 24
If additional clean up is needed from City crews on any of the following Saturday
mornings,the organizers would be billed for that. This has not been necessary over the
past years.
City of Shakopee
MEMORANDUM CONSENT
TO: Mayor and City Council
Mark McNeill, City Administrator pp
FROM: Kris Wilson, Assistant City Administrator�.>
SUBJECT: Amendment to Contract for Custodial Service at Community Center
DATE: April 27, 2012
Introduction
The Council is asked to authorize the appropriate officials to enter into an amendment to the
contract with Multi-Services Incorporated for custodial services at the Community Center and
Youth Building.
Background
For the past ten months, custodial service at the Community Center and Youth Building has been
provided by Multi-Services Incorporated. However, cleaning of the fitness equipment at the
Community Center was not included in this contract. Instead these tasks were completed by a
student from the high school's work experience program. That program is no longer meeting the
Community Center's needs;therefore the custodial company was approached to add these duties
to their existing list of daily tasks.
Budget Impact
The current cost of the contract for seven-day a week cleaning at the Community Center and
Youth Building is $3,688 per month. Multi-Services will take over cleaning of the fitness
equipment for an additional $225 per month. This cost will be largely offset by the fact that we
are no longer paying an hourly wage to the high school work experience student and the
remaining amount can be accommodated within the Park&Recreation Department's adopted
budget.
Relationship to Goals
This is a housekeeping item.
Requested Action
If the Council concurs, it should offer a motion to authorize the appropriate officials to enter into
a contract amendment with Multi-Services Incorporated for custodial services at the Community
Center and Youth Building, increasing the monthly cost to $3913 per month.
City of Shakopee ( � �
MEMORANDUM i',!�,'p;
TO: Mayor and City Council
Mark McNeill, City Administrator
I
FROM: Kris Wilson, Assistant City Administrator
SUBJECT: Updated Cost for Door Replacement on Engineering Building
DATE: April 26, 2012
Introduction
The City Council is asked to authorize additional funds to complete the planned replacement of
the overhead and service doors on the City building located at 500 Gorman St. The building
currently houses the offices of the Engineering Division plus storage and shop space for the
Public Works Department.
Background
On January 17, 2012,the Council authorized replacement of all overhead and service doors on
the Engineering Building, at a cost not to exceed $73,500. At that time, it was envisioned that
employees in the Public Works Department would replace the wood frames around each of the
17 overhead doors prior to Lake Country Door installing the new doors.
However, due to a busy workload,the Public Works Department has not been able to get to this
project and with the summer season almost here, it is unlikely they will be able to devote time to
the project in the foreseeable future. Therefore, Lake Country Door was asked to provide a
quote to complete this additional work. The total price quoted is $8,450.
The building's doors are all at least 25 years old and in various need of replacement. Completing
this project is expected to improve the security, safety and energy efficiency of the building.
Budget Impact
Funding for this project is coming from the Building Fund, which has more than sufficient funds
to cover the additional expense.
Relationship to Goals:
This is a housekeeping item (F).
Requested Action
The Council is asked to offer a motion to increase the not to exceed amount for the previously
approved Engineering Building Door Replacement Project from $73,500 to $82,000.
CITY OF SHAKOPEE
Memoranduin
CASE NO.: 12002
TO: Honorable Mayor and City Council
Economic Development Authority (EDA)
Mark McNeill, City Administrator/EDA Executive Director
FROM: R. Michael Leek, Community Development Director
SUBJECT: Consideration of Proposed Tax Increment Financing (TIP) Plan for TIF
District No. 15 (Trident L.L.C. senior housing project) and Contract for
Private Development (CPD) between the City of Shakopee and Trident
Development, L.L.C.
MEETING DATE: May 1, 2012
INTRODUCTION:
The City Council and EDA Board are asked to open a public hearing on the above-named TIF Plan
and CPD. Because the Trident representatives are unable to attend on May 1't,the Council and
EDA are asked to take testimony from anyone that may be in attendance for this issue,but at the
conclusion of such testimony,to continue the public hearing to May 1, 2012.
DISCUSSION:
More complete information, as well as the TIF Plan and CPD for this project will be provided in the
City Council packet for the continued public hearing on May 15, 2012.
The proposed project is an 80-unit, approximately 84,000 square foot, senior rental housing facility.
The City is asked to designate a housing TIF district with a maximum term of twenty-five(25)
years. Tax increment over the term of the district is projected to be about $5.45 million. As a result
of approval of the TIF assistance,the project would designate 20% (16) of the units for persons at
50% of the median income in the county.
RELATIONSHIP TO CITY GOALS:
The proposed project and requested actions relative to the TIF Plan and CPD relate to the following
City Goals;
B. Positively manage the challenges and opportunities presented by growth,development and
change.
D. Maintain,improve and create strong partnerships with other public and private sector
entities.
ACTIONS REQUESTED:
City Council.
H:\CC\2012\5-01-12\Trident rpt_05012012_final.docl
The City Council is asked to take the following actions;
• Open the Council public hearing;
• Take testimony;
• Pass a motion continuing the public hearing on the Trident senior housing project TIF
Plan and CPD to the meeting of May 15, 2012.
EDA:
The EDA is asked to take the following actions;
• Convene the EDA meeting;
• Open the public hearing;
• Take testimony;
• Pass a motion continuing the public hearing to May 15, 2012;
• Adjourn the EDA to May 15, 2012.
R. Michael Leek
Community Development Director
H:\CC\2012\5-01-12\Trident rpt_05012012_final.doO
CITY OF SHAKOPEE
Menior°andun2
CASE NO.: 12011
TO: Honorable Mayor and City Council
Economic Development Authority(EDA)
Marls McNeill, City Administrator/EDA Executive Director
FROM: R. Michael Leek, Community Development Director
SUBJECT: Consideration of Proposed Bridgewater L.L.0/Trystar Tax Abatement
Financing and Contract for Private Development
MEETING DATE: May 1, 2012
INTRODUCTION:
The City Council is asked to open, conduct, and close the public hearing on the proposed tax
abatement and contract for private development(CPD)with Bridgewater L.L.0 for the Trystar
project. At the conclusion of the public hearing and the discussion,the City Council is asked to
consider approval of the CPD between Shakopee, Scott County and Bridgewater L.L.0 for the
Trystar manufacturing and corporate headquarters project.
The applicant has also requested tax abatement assistance from Scott County, and the County Board
is scheduled to take up the request on Tuesday,May 8,2012.
DISCUSSION:
The City Council has in recent months seen a full presentation regarding Trystar's plans for a
corporate headquarters on 28 acres in the Dean Lakes PUD. Under the terms of the CPD, Trystar
will construct a 130,000 square foot structure with manufacturing, storage/warehousing and office
components. Within two years of completion of these minimum improvements,Trystar commits to
the creation at the facility eighty(80)full time equivalent jobs at 275% of the federal minimum
wage.
The proposed maximum abatement tern is fifteen(15)years, and the maximum City abatement is
$512,796.00
The following documents are attached for the Council's information and action;
• Contract for Private Development;
• City Council Resolution No. 7192 approving the CPD;
RELATIONSHIP TO CITY GOALS:
The proposed project and requested actions relative to the TIF Plan and CPD relate to the following
City Goals;
H:\CC\2012\5-01-12\Trystarrpt_05012012_1.doc, 1
B. Positively manage the challenges and opportunities presented by growth,development and
change.
D. Maintain,improve and create strong partnerships with other public and private sector
entities.
ACTIONS REQUESTED:
After opening the public hearing,taking testimony, and closing the public hearing, the City
Council is asked to approve Resolution No. 7192 approving the contract for private development
with Bridgewater L.LC. and Scott County for the Trystar manufacturing and corporate
headquarters project.
R. Michael Leek
Community Development Director
H:\CC\2012\5-01-12\Trystarrpt_05012012_1.doc 2
CITY OF SHAKOPEE,MINNESOTA
RESOLUTION NO.7192
RESOLUTION GRANTING A PROPERTY TAX ABATEMENT
AND APPROVING A CONTRACT FOR PRIVATE
DEVELOPMENT (INCLUDING A BUSINESS SUBSIDY
AGREEMENT) FOR CERTAIN PROPERTY IN THE CITY OF
SHAKOPEE
BE IT RESOLVED by the City Council (the "City Council") of the City of Shakopee, Minnesota
(the"City")as follows:
Section I. Recitals.
1.01. The City has determined a need to grant a property tax abatement (the "Abatement")
pursuant to Minnesota Statutes, Sections 469.1812 to 469.1815 (the "Act") to Bridgewater, LLC, a
Minnesota limited liability company organized under the laws of the State of Minnesota (flee "Developer"),
for the construction of an approximately 130,000 square feet manufacturing and warehouse facility with
office space (the "Minimum Improvements") located on approximately 28 acres in Dean Lakes
PUD/business park, adjacent to U.S. Highway 169 in the City as legally described in Exhibit A attached
hereto(the"Property"). Following the completion of the Minimum Improvements,Trystar,hie.,a Minnesota
corporation organized under the laws of the State of Minnesota (the "Tenant"), will lease the Minimum
Improvements from the Developer and operate the manufacturing and warehouse facility.
1.02. On May 8, 2012, Scott County (the "County") shall conduct a duly noticed public hearing
on an abatement proposed to be provided by the County and will also consider granting the Developer an
abatement.
1.03. This City Council has reviewed information concerning the above-referenced Minimum
Improvements, including a Contract for Private Development(the "Development Agreement") containing a
Business Subsidy Agreement(the"Subsidy Agreement")proposed to be entered into by the City,the County,
the Developer, and the Tenant. The Development Agreement and the Subsidy Agreement are incorporated
herein by reference.
1.04. On the date hereof, the City Council conducted a duly noticed public hearing on the
Abatement proposed to be granted by the City and the business subsidy to be provided to the Developer
pursuant to the Development Agreement. The views of all interested persons were heard at the public
hearing.
Section 2. Findings.
2.01. The recitals set forth above are incorporated into this Resolution.
2.02. It is hereby found and determined that the benefits to the City from the Abatement will be at
least equal to the costs to the City of the Abatement,because (a)the City believes that the development to be
facilitated is not reasonably likely to occur absent the Abatement, and (b)the long-term taxes collected fi•om
the Property after termination of the Abatement will far exceed the amount of the Abatement returned to the
Developer.
4011444 JAH SH235-20
2.03. It is hereby found and determined that the Abatement is in the public interest because such
action will increase the tax base and provide additional employment opportunities in the City.
2.04. It is further specifically found and determined that the Abatement is expected to result in the
following public benefits:
(a) Creation of an estimated $10,793,827 increase in market value for property tax purposes,
which will be available to all taxing jurisdictions after expiration of the Abatement.
(b) Provision of a minimum of 80 new jobs in the City, including 55 jobs to be relocated to
the City and 25 new jobs to be created in the City, as set forth in the Subsidy Agreement. It is the
intent of the Tenant to begin hiring employees for the 25 new jobs to be located in the City prior
to the completion of construction of the Minimum Improvements so that the new employees can
be trained at the Tenant's existing location and begin working at the Minimum Improvements as
soon as it is completed. These jobs shall be considered part of the 25 new jobs to be created in
the City.
(c) Facilitate future additional development of the surrounding properties within the City's
Dean's Lake Business Park.
Section 3. Actions Ratified; Abatement Approved; Development Agreement and Subsidy
Agreement Approved.
3.01. The City Council hereby ratifies all actions of the City's staff and consultants in arranging
for approval of this Resolution in accordance with the Act.
3.02. Subject to the provisions of the Act,the Abatement is hereby approved and adopted subject
to the following terms and conditions:
(a) The term "Abatement" means the real property taxes generated in any tax-payable year by
extending the City's total tax rate for that year against the tax capacity of the Minimum
Improvements constructed on the Property (including any future expansions during the term of the
Abatement) in accordance with the Development Agreement, excluding the tax capacity of the land,
and excluding the portion of the tax capacity attributable to the areawide tax under Minnesota
Statues,Chapter 473F,all as of January 2 in the prior year.
(b) The Abatement will be paid by the City to the Developer on the dates and in accordance
with all the terms and conditions of the Development Agreement.
(c) In accordance with Section 469.1813, subdivision 8 of the Act, in no year shall the
Abatement, together with all other abatements approved by the City under the Act and paid in
that year exceed the greater of 10% of the net tax capacity of the City for that year or $200,000
(the "Abatement Cap"). The City may grant any other abatements permitted under the Act after
the date of this Resolution, provided that to the extent the total abatements in any year exceed the
Abatement Cap, the allocation of Abatement Cap to such other abatements is subordinate to the
Abatement granted pursuant to this Resolution.
(d) The Abatement shall commence in the first taxes payable year after the County Assessor's
market value of the Property reflects the market value of the completed Minimum Improvements.
4011444 JAE SH235-20 2
(e) In no event shall the payment of Abatement to the Developer exceed $512,796 or continue
to be paid for more than fifteen years.
(f) The Abatement is subject to modification in accordance with the Act, subject to the terms of
the Development Agreement.
(g) In accordance with Section 469.1815 of the Act, the City will add to its levy in each year
during the term of the Abatement the total estimated amount of current year Abatement granted
under this Resolution.
(h) The City makes no warranties or representations regarding the amount or availability of the
Abatement.
(i) The Abatement shall be provided to the Developer pursuant to the terms and conditions of
the Development Agreement as approved by the City Council.
3.03. The Development Agreement and the Subsidy Agreement are hereby in all respects
authorized,approved and confirmed and the Mayor,City Administrator,and City Clerk are hereby authorized
and directed to execute and deliver the Development Agreement (which incorporates the Business Subsidy
Agreement) for and on behalf of the City in substantially the form now on file with the City but with such
modifications as shall be deemed necessary, desirable or appropriate, their execution thereof to constitute
conclusive evidence of their approval of any and all modifications therein.
Section 4. Implementation. The Mayor, the City Administrator, and the City Clerk are
authorized and directed to execute and deliver any additional agreements, certificates or other documents that
the City determines are necessary to implement this Resolution.
Section 5. Effective Date. This Resolution is effective upon execution in full of the
Development Agreement.
Approved by the City Council of the City of Shakopee,Minnesota,this I st day of May,2012.
CITY OF SHAKOPEE,MINNESOTA
Mayor
Attest:
City Clerk
4011444 JAE SH235-20 3
EXHIBIT A TO ABATEMENT RESOLUTION
THE PROPERTY
Lot 1, Block 1, Dean Lakes 8th Addition,according to the recorded plat thereof, Scott County, Minnesota
4011444 JAL S1 MS-20 A-1
Fourth Draft
Thursday,April 26,2012
CONTRACT
FOR
PRIVATE DEVELOPMENT
between
CITY OF SHAKOPEE,MINNESOTA
and
SCOTT COUNTY,MINNESOTA
and
TRYSTAR,INC.
and
BRIDGEWATER,LLC
Dated as of: May_,2012
This document was drafted by:
KENNEDY& GRAVEN, Chartered(JAE)
470 U.S. Bank Plaza
200 South Sixth Street
Minneapolis, Minnesota 55402
Telephone: 337-9300
TABLE OF CONTENTS
Page
PREAMBLE .................................................................................................................................................l
ARTICLE I
Definitions
Section1.1. Definitions...........................................................................................................................2
ARTICLE II
Representations and Warranties
Section 2.1. Representations by the City.................................................................................................5
Section 2.2. Representations by the County............................................................................................5
Section 2.3. Representations and Warranties by the Developer..............................................................5
Section 2.4 Representations and Warranties by the Tenant...................................................................6
ARTICLE III
Property Tax Abatement
Section 3.1. Status of Development Property .........................................................................................7
Section 3.2. Environmental Conditions...................................................................................................7
Section 3.3. Master Development Agreement Abatement for Infrastructure..........................................7
Section 3.4. Development Property Tax Abatement...............................................................................9
Section 3.5. Payment of City and County Costs...................................................................................10
Section3.6. Records..............................................................................................................................10
Section 3.7. Business Subsidy Agreement............................................................................................11
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Construction of Improvements..........................................................................................13
Section 4.2. Construction Plans ............................................................................................................13
Section 4.3. Commencement and Completion of Construction............................................................14
Section 4.4. Certificate of Completion..................................................................................................14
ARTICLE V
Insurance and Condemnation
Section5.1. Insurance...........................................................................................................................15
Section5.2. Subordination....................................................................................................................16
ARTICLE VI
Taxes; Minimum Market Value
Section 6.1. Right to Collect Delinquent Taxes....................................................................................17
Section6.2. Reduction of Taxes ...........................................................................................................17
i
3998670 JAE SR235-20
ARTICLE VII
Financing
Section7.1. Financing...........................................................................................................................18
Section 7.2. Modification; Subordination.............................................................................................18
ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Development....................................................................................19
Section 8.2. Prohibition Against Developer's Transfer of Property and Assignment of
Agreement.........................................................................................................................19
Section 8.3. Release and Indemnification Covenants...........................................................................20
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined.................................................................................................21
Section 9.2. Remedies on Default.........................................................................................................21
Section 9.3. No Remedy Exclusive.......................................................................................................22
Section 9.4. No Additional Waiver Implied by One Waiver ...............................................................22
Section9.5. Attorney Fees....................................................................................................................22
Section 9.6. Default by City or County.................................................................................................22
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Representatives Not Individually Liable.........................................23
Section 10.2. Equal Employment Opportunity......................................................... .............................23
Section 10.3. [Intentionally Omitted]......................................................................................................23
Section 10.4. Provisions Not Merged With Deed...................................................................................23
Section 10.5. Titles of Articles and Sections ..........................................................................................23
Section 10.6. Notices and Demands........................................................................................................23
Section10.7. Counterparts......................................................................................................................24
Section10.8. Recording..........................................................................................................................24
SIGNATURES ......................................................................................................................................... S-1
SCHEDULE A Development Property.....................................................................................................A-1
SCHEDULEAssessed Property ...........................................................................................................B-1
SCHEDULE C Certificate of Completion................................................................................................0-1
SCHEDULE D Form of Note...................................................................................................................D-1
SCHEDULE E Form of Subordination Agreement .................................................................................E-1
ii
3998670 JAE SH235-20
CONTRACT FOR PRIVATE DEVELOPMENT
THIS CONTRACT FOR PRIVATE DEVELOPMENT (the "Agreement") is made as of the
day of May, 2012, by and between the CITY OF SHAKOPEE, MINNESOTA, a Minnesota
municipal corporation (the"City"), SCOTT COUNTY, MINNESOTA, a political subdivision of the State
of Minnesota (the "County"), BRIDGEWATER, LLC, a Minnesota limited liability corporation (tile
"Developer")and TRYSTAR, INC., a Minnesota corporation (the"Tenant").
RECITALS
WHEREAS, pursuant to Minnesota Statutes, Sections 469.1812 to 469.1815 (the "Act'),the City
and the County are authorized to abate property taxes in order to increase or preserve tax base and provide
employment opportunities; and
WHEREAS, pursuant to Minnesota Statutes, Sections 1161993 through 1167.995, as amended(the
"Business Subsidy Act'), the City and the County are authorized to grant business subsidies to facilitate
development in the City,the County,and the State of Minnesota(the"State");and
WHEREAS, the Developer intends to purchase certain land in the City (the "Development
Property") and desires to construct a manufacturing and warehouse facility on the Development Property
(the "Minimum Improvements") which will be leased to and operated by the Tenant, all as provided in
this Agreement; and
WHEREAS, pursuant to the Act,the City Council of the City and the Board of Commissioners of
the County have each approved resolutions authorizing abatements of a portion of real property taxes on
the Development Property; and
WHEREAS, in order to reimburse the Developer for certain costs related to the construction of the
Minimum Improvements,the Developer has requested the following assistance: (i) a tax abatement from the
City for up to fifteen years in the maximum amount of$512,796; and(ii)a tax abatement from the County for
up to fifteen years in the maximum amount of$542,825;and
WHEREAS, the County and the City have determined that the property tax abatements
contemplated herein and the fulfillment generally of this Agreement, are in the vital and best interests of
the City and the County and the health, safety, morals, and welfare of their residents, and in accord with
the public purposes and provisions of the applicable State and local laws and requirements under which
this Agreement has been undertaken.
NOW, THEREFORE, in consideration of the mutual obligations contained in this Agreement, the
parties agree as follows:
(The remainder of this page is intentionally left blank.)
1
3998670 JAL SH235-20
ARTICLE I
Definitions
Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the
context:
"Act" means Minnesota Statutes, Sections 469.1812 to 469.1815, as amended.
"Abatement Capacity" means the maximum amount of property taxes that may be abated in any
year by a political subdivision under Section 469.1813, subd. 8 of the Act, as amended. As of the date of
this Agreement, the Abatement Capacity for the City is the greater of 10% of the net tax capacity of the
City for the taxes payable year to which the abatement applies or $200,000. As of the date of this
Agreement, the Abatement Capacity for the County is the greater of 10% of the net tax capacity of the
County for the taxes payable year to which the abatement applies or$200,000
"Agreement" means this Contract for Private Development, as the same may be from time to time
modified, amended, or supplemented.
"Assessed Property" means the Commercial Property, the Business Park Property, and the
Residential Property, as described in Schedule B attached hereto.
"Available Abatement" means, on each Payment Date, the smn of the City Tax Abatement and
County Tax Abatement generated in the preceding six (6) months with respect to the Minimum
Improvements and remitted to the City by the County, or such lesser amount as shall cause: (i) the
cumulative City Tax Abatement paid to the Developer during the term of this Agreement to be no more
than $512,796; (ii) the cumulative County Tax Abatement paid to the Developer during the term of this
Agreement to be no more than $542,825; and (iii) the cumulative County Tax Abatement and City Tax
Abatement paid to the Developer during the term of this Agreement to be no more than $1,055,000.
"Business Day" means any day except a Saturday, Sunday, legal holiday, a day on which the City
or County is closed for business, or a day on which banking institutions in the City are authorized by law
or executive order to close.
"Business Park Property"means the property so described in Schedule B attached hereto.
"Business Subsidy Act"means Minnesota Statutes, Section 116J.993 to 116J.995,as amended.
"City" means the City of Shakopee,Minnesota.
"City Tax Abatement" means the real property taxes (i) generated in any tax-payable year by
extending the City's local tax rate against the tax capacity of the Minimum Improvements (excluding land
and excluding any portion of the tax capacity attributable to the areawide tax under Minnesota Statutes,
Chapter 473F) as of January 2 in the prior year, and (ii)paid to the City by the County.
"City Abatement Resolution" means Resolution No. 2012- , approved by the City Council of
the City on May 1, 2012, regarding abatement of property taxes on the Development Property.
"Certificate of Completion"means the certification provided to the Developer, or the purchaser of
any part,parcel or unit of the Development Property, pursuant to Section 4.4 of this Agreement.
2
3998670 JAE S11235-20
"Commercial Improvements" means any improvements constructed upon a parcel within the
Commercial Property.
"Commercial Property" means the property so described in Schedule B attached hereto.
"Construction Plans" means the plans, specifications, drawings and related documents on the
construction work to be performed by the Developer on the Development Property, including the
Minimum Improvements and the related site improvements, which (a) shall be as detailed as the plans,
specifications, drawings and related documents which are submitted to the appropriate building officials
of the City, and (b) shall include at least the following: (1) site plan; (2) foundation plan; (3) basement
plans; (4)floor plan for each floor; (5)cross sections of each (length and width); (6)elevations(all sides);
(7) landscape plan; and (8) such other plans or supplements to the foregoing plans as the City may
reasonably request to allow it to ascertain the nature and quality of the proposed construction work.
"County" means the County of Scott, Minnesota.
"County Tax Abatement" means the real property taxes (i) generated in any tax-payable year by
extending the County's local tax rate against the tax capacity of the Minimum Improvements (excluding
land and excluding any portion of the tax capacity attributable to the areawide tax under Minnesota
Statutes, Chapter 473F) as of January 2 in the prior year, and(ii)paid to the City by the County.
"County Abatement Resolution" means Resolution No. 2012-_, adopted by the Board of
Commissioners of the County on May 8, 2012, regarding abatement of property taxes on the
Development Property.
"Developer" means Bridgewater, LLC, a Minnesota limited liability company, or its permitted
successors and assigns.
"Development Property"means the real property described in Schedule A of this Agreement.
"Event of Default" means an action by the Developer listed in Article IX of this Agreement.
"Existing Assessments" means the special assessments levied against the Commercial Property, the
Business Park Property (including the Development Property) and the Residential Property to finance
improvements to County Roads 83 and 16 adjacent to such property. The Existing Assessments were
payable in annual installments through 2012 and have been paid in full.
"Holder"means the owner of a Mortgage.
"Master Development Agreemenf' means the Master Development Agreement, dated
December 9,2003, between the City and Ryan Companies US, Inc., as the same may be from time to time
modified,amended,or supplemented.
"Master Development Abatement" means the real property taxes (i) generated in any tax-payable
year by extending the City's local tax rate against the tax capacity of the Commercial Improvements on
each parcel of the Commercial Property (excluding land and excluding any portion of the tax capacity
attributable to the area-wide tax under Minnesota Statutes, Chapter 473F) as of January 2 in the prior
year, and(ii) paid to the City by the County.
3
3998670 JAE SH235-20
"Master Development Abatement Resolution" means Resolution No. 5981 approved by the City
Council of the City on December 9, 2003, regarding the Abatement of property taxes on the Commercial
Property.
"Maturity Date" means the date that the Note has been paid in full or terminated, whichever is
earlier.
"Minimum Improvements" means the construction on the Development Property of an
approximately 130,000 square feet warehouse and manufacturing facility, with office space, as more fully
described in Section 3.4(a).
"Mortgage" means any mortgage made by the Developer which is secured, in whole or in part,
with the Development Property and which is a permitted encumbrance pursuant to the provisions of
Article VIII of this Agreement.
"New Assessments" means the special assessments levied against the Commercial Property, the
Business Park Property (including the Development Property) and the Residential Property to finance
infrastructure improvements, including roads, sanitary sewer, water, and storm water improvements. The
New Assessments are payable in annual installments through 2024.
"Note" means the Taxable Limited Revenue Note, substantially in the form attached as Schedule
D to this Agreement,to be issued by the City to the Developer.
"Payment Date" means each February 1 and August 1, commencing August 1 in the first taxes
payable year after the County assessor's market value of the Development Property reflects the completed
Minimum Improvements; provided that if any such Payment Date is not a Business Day, the Payment Date
shall be the next succeeding Business Day.
"Project" means the Development Property as improved with the Minimum Improvements.
"Residential Property"means the property so described in Schedule B attached hereto.
"State"means the State of Minnesota.
"Tax Official" means any County assessor; County auditor; County or State board of
equalization, the commissioner of revenue of the State, or any State or federal district court,the tax court
of the State, or the State Supreme Court.
"Tenant" means Trystar, Inc. a Minnesota corporation, or its permitted successors and assigns,
that will operate the Minimum Improvements following the construction of the Minimum Improvements
by the Developer.
"Transfer"has the meaning set forth in Section 8.2(a)hereof.
"Unavoidable Delays" means delays beyond the reasonable control of the parry seeking to be
excused as a result thereof which are the direct result of strikes, other labor troubles, prolonged adverse
weather or acts of God, fire or other casualty to the Minimum Improvements, litigation commenced by
third parties which, by injunction or other similar judicial action, directly results in delays, or acts of any
federal, state or local governmental unit (other than the City in exercising their rights under this
Agreement) which directly result in delays. Unavoidable Delays shall not include delays in the
Developer's obtaining of permits or governmental approvals necessary to enable construction of the
4
3998670 JAE SH235-20
Minimum Improvements by the dates such construction is required under Section 4.3 of this Agreement,
so long as the Construction Plans have been approved in accordance with Section 4.2 hereof.
(The remainder of this page is intentionally left blank.)
5
3998670 JAE SH235-20
ARTICLE II
Representations and Warranties
Section 2.1. Representations by the City. The City makes the following representations and
warranties as the basis for its covenants herein:
(a) The City is a statutory city duly organized and existing under the laws of the State.
Under the provisions of the Act, the City has the power to enter into this Agreement and carry out its
obligations hereunder.
(b) The City proposes to grant abatement of taxes on the Development Property and the
Minimum Improvements thereon, for the purposes of increasing the tax base and creating employment
opportunities within the City.
Section 2.2 Representations by the County. The County makes the following representations and
warranties as the basis for its covenants herein:
(a) The County is a political subdivision of the State, duly organized and existing under the
laws of the State. Under the provisions of the Act, the County has the power to enter into this Agreement
and carry out its obligations hereunder.
(b) The County proposes to grant abatement of taxes on the Development Property and the
Minimum Improvements thereon, for the proposes of increasing the tax base and creating employment
opportunities within the City.
Section 2.3. Representations and Warranties by the Develop. The Developer makes the
following representations and warranties as the basis for its covenants herein:
(a) The Developer is a limited liability company, duly organized and in good standing under
the laws of the State, is not in violation of any provisions of its articles of organization or its operating
agreement, is duly authorized to transact business within the State, has power to enter into this Agreement
and has duly authorized the execution, delivery and performance of this Agreement by proper action of its
officers.
(b) The Developer will construct the Minimum Improvements and cause the Minimum
Improvements to be operated and maintained in accordance with the terms of this Agreement and all
local, state and federal laws and regulations (including, but not limited to, environmental, zoning
building code and public health laws and regulations).
(c) The Developer has received no notice or communication from any local, state or federal
official that the activities of the Developer with respect to the Minimum Improvements may be or will be
in violation of any environmental law or regulation (other than those notices or communications of which
the City is aware). The Developer is aware of no facts the existence of which would cause it to be in
violation of or give any person a valid claim under any local, state or federal environmental law,
regulation or review procedure with respect to the Minimum Improvements.
(d) The Developer will construct the Minimum Improvements in accordance with all local,
state or federal energy-conservation laws or regulations.
6
3998670 7AE SH235-20
(e) The Developer will obtain, in a timely manner, all required permits, licenses and
approvals, and will meet, in a timely manner, all requirements of all applicable local, state and federal
laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully
constructed.
(f) Neither the execution and delivery of this Agreement, the consummation of the
transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of
this Agreement is prevented, limited by or conflicts with or results in a breach of,the terms, conditions or
provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of
whatever nature to which the Developer is now a party or by which it is bound, or constitutes a default
under any of the foregoing, which default or breach might prevent the Developer from performing its
obligations under this Agreement.
(g) The Developer shall promptly advise the City and the County in writing of all litigation
or claims affecting any part of the Minimum Improvements and all written complaints and charges made
by any governmental authority materially affecting the Minimum Improvements or materially affecting
the Developer or its business which may delay or require changes in construction of the Minimum
Improvements through the date of the Certificate of Completion.
(h) The Developer is not in default under any business subsidy agreement pursuant to
Minnesota Statutes, Section 116J.994.
Section 2.4. Representations and Warranties of Tenant.
(a) The Tenant is a corporation, duly organized and in good standing under the laws of the
State, is not in violation of any provisions of its articles of incorporation and bylaws, is duly authorized to
transact business within the State, has power to enter into this Agreement and has duly authorized the
execution, delivery and performance of this Agreement by proper action of its officers.
(b) The Tenant will operate and maintain the Minimum Improvements in accordance with
the terms of this Agreement and all local, state and federal laws and regulations (including, but not
limited to,environmental, zoning, building code and public health laws and regulations).
(c) 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 terns, conditions or
provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of
whatever nature to which the Tenant is now a party or by which it is bound, or constitutes a default under
any of the foregoing, which default or breach might prevent the Tenant from performing its obligations
under this Agreement.
(The remainder of this page is intentionally left blank.)
7
3998670 JAE SH235-20
ARTICLE III
Property Tax Abatement
Section 3.1. Status of Development Property. As of the date of this Agreement,the Developer has
entered into a purchase agreement to acquire the Development Property(the "Purchase Agreement'). Upon
closing of its purchase of the property and construction of the Project, Developer, as owner of the
Development Property, will enter into a long-term lease agreement with the Tenant to lease the Development
Property and the Tenant will operate the Minimum Improvements. Neither the City nor the County shall
have any obligation to acquire the Development Property or any portion thereof.
Section 3.2. Environmental Conditions. (a) The Developer acknowledges that neither the City nor
the County make any representations or warranties as to the condition of the soils on the Development
Property or the fitness of the Development Property for construction of the Minimum Improvements or any
other propose for which the Developer may make use of such property, and that the assistance provided to the
Developer under this Agreement neither implies any responsibility by the City or the County for any
contamination of the Development Property nor imposes any obligation on such parties to participate in any
cleanup of the Development Property.
(b) Without limiting its obligations under Section 8.3 of this Agreement the Developer further
agrees that it will indemnify, defend, and hold harmless the City, the County, and their governing body
members, officers, and employees, from any claims or actions arising out of the presence, if any, of
hazardous wastes or pollutants existing on or in the Development Property, unless and to the extent that such
hazardous wastes or pollutants are present as a result of the actions or omissions of the indemnitees.Nothing
in this section will be construed to limit or affect any limitations on liability of the City or County under State
or federal law, including without limitation Minnesota Statutes Sections 466.04 and 604.02.
Section 3.3. Master Development Agreement Abatement for Infrastructure. (a) Generally.
Pursuant to the Master Development Agreement executed by the City and Ryan Companies US, Inc., the
prior owner of the Development Property, the City agreed to provide assistance pursuant to the Act to
individual developers that purchase and develop parcels within the Business Park Property, depending on
certain conditions precedent delineated in the Master Development Agreement. The Development
Property is located within the Business Park Property,
The Development Property is currently encumbered with special assessments for various
infrastructure improvements, as specified in Section 3.3(c) below. The City has determined that, in order
to facilitate development of the Development Property, the City will retain Master Development
Agreement Abatements from the Commercial Property pursuant to the Act, and will apply those Master
Development Agreement Abatements to pay a portion of assessments for infrastructure levied or to be
levied against the Development Property, all as described in more detail in the Master Development
Agreement and in the Master Development Agreement Abatement Resolution.
(b) Master Development Agreement Abatement Eligibility. The Developer is eligible to
receive Master Development Agreement Abatement assistance pursuant to the criteria delineated in
Section 4.2 of the Master Development Agreement for the following reasons:
(i) the Development Property will be used for manufacturing, warehouse, and office use;
(ii) the estimated market value of the Minimum Improvements for property tax purposes is at
least $50.00 per square foot (which is a market value that is at least $25 per square foot, adjusted by the
8
3998670 JAE SH235-20
percentage increase in aggregate commercial property values in the City from January 2, 2003 to January
2, 2011); and
(iii) the City has determined that the number of jobs the Developer has covenanted to cause to
create at the Minimum Improvements (80 jobs, including 55 jobs relocated from another city and 25 new
jobs with average wages that are at least 275% of the federal minimum wage) is sufficient to grant the
Master Development Agreement Abatement. It is the intent of the Tenant to begin hiring employees for
the 25 new jobs to be located in the City prior to the completion of construction of the Minimum
Improvements so that the new employees can be trained at the Tenant's existing location and begin
working at the Minimum Improvements as soon as it is completed. These jobs shall be considered part of
the 25 new jobs to be created in the City. The City has determined it is appropriate to deviate from the
job requirements found in Section 4.2 of the Master Development Agreement because the development
proposed pursuant to this Agreement involves a facility with a nearly equal split between manufacturing
space and warehouse space, and a large portion of the manufacturing space within the proposed Minimum
Improvements will utilize a significant amount of automated manufacturing processes because of the
technological nature of the products being manufactured by the Tenant. Therefore, fewer jobs are
necessary for the manufacturing to be completed at the Minimum Improvements.
(c) Existing Assessments. Prior to the date of the Master Development Agreement, the City
levied special assessments against the Assessed Property to finance improvements to County Roads 83
and 16 adjacent to the Assessed Property. The Existing Assessments levied against the Development
Property were paid in full in 2012.
(d) New Assessments. The New Assessments levied against the Development Property (for
taxes payable in 2013 and thereafter) are in the aggregate principal amount of $410,307.62 and are
payable in annual installments through 2024.
(e) Terms of Master Development Agreement Abatement. The City will retain Master
Development Agreement Abatements from each parcel of the Commercial Property in accordance with
Article V of the Master Development Agreement and the Master Development Agreement Abatement
Resolution and will apply such Master Development Agreement Abatements pursuant to Section 3.3(g).
The term of the Master Development Agreement Abatement for each parcel is 15 years, commencing
with the first tax-payable year after substantial completion of commercial improvements on that parcel.
The Master Development Agreement Abatements for each parcel terminate on the earlier of(i) the date
all Existing Assessments and New Assessments against the entire Business Park Property have been paid
in full, or (ii) after the 15°i year of collection of Master Development Agreement Abatements from that
Parcel.
(f) Application of Master Development Agreement Abatements. The City will receive
Master Development Agreement Abatements semi-annually from the County along with the property tax
settlement, and will apply such amounts to pay the next installment of principal and interest on the New
Assessments against the Development Property. Master Development Agreement Abatements will be
applied pro rata to the outstanding New Assessments against each parcel of the Business Park Property,
including the Development Property. As soon as reasonably practicable after each semi-annual tax
settlement date, the City will calculate the total Master Development Agreement Abatements from all
parcels of the Commercial Property, and will allocate the amount to be applied toward New Assessments
against the Development Property. The City will pay the Master Development Agreement Abatements to
the County on or before the next property tax payment date (May 15 or October 15, as the case may be),
and will specify to the County the amounts allocated toward the assessments against the Development
Property. At least 30 days before such property tax payment date, the City will send the Developer a
written notice specifying the Master Development Agreement Abatement amounts to be paid by the City
9
3998670 JAE SH235-20
for the Development Property and the balance to be paid by the Developer. Notwithstanding such notice
requirement, the Developer and its successors or assigns remains obligated to pay the full installment of
New Assessments due on any tax payment date unless and until the Developer receives actual notice of
the portion paid by the City under this Section.
(g) Limitations. The maximum Master Development Agreement Abatement applied toward
New Assessments in any calendar year will not exceed the lesser of(i) 25% of the amount equal to the
City's Abatement Capacity for that year; or(ii)the aggregate installment of New Assessments against the
entire Business Panic Property due in that year. If the Act is amended to increase the City's Abatement
Capacity, the percentage of Abatement Capacity in clause (i) will be reduced proportionately, and if the
Act is amended to reduce the City's Abatement Capacity,the percentage of Abatement Capacity in clause
(i) will be increased proportionately. The City's obligation under this section is payable solely from and
to the extent of the Master Development Agreement Abatements, and nothing herein shall be construed to
obligate the City to make payments from any other funds. The City makes no warranties or
representations as to the amount of the Master Development Agreement Abatements, or that amounts
payable under this Section will be sufficient to pay all or any portion of the New Assessments against the
Development Property. Any estimates of Master Development Agreement Abatement amounts prepared
by the City's financial consultants are for reference only, and the Developer is not entitled to rely on such
estimates. The City represents that there are no outstanding abatement agreements or resolutions granted
by the City under the Act as of the date of this Agreement except the abatements granted under the Master
Development Agreement, which will be provided to all individual developers on a pro rata basis. The
City shall allocate the Master Development Agreement Abatement to the individual developers on a pro
rata basis based on the amount of New Assessments payable by the individual developer compared to the
total amount of New Assessments payable by all owners of the Business Park Property. The City may
grant any other abatements permitted under the Act, provided that to the extent the total abatements in any
year exceed the maximum annual Master Development Agreement Abatement under the Master
Development Agreement, the allocation of City Abatement Capacity to such other abatements is
subordinate to the Abatements under the Master Development Agreement.
Section 3.4. Development Property Tax Abatement.
(a) Minimum Improvements. The Developer has covenanted to construct the Minimum
Improvements on the Development Property. The Minimum Improvements consists of an approximately
130,000 square feet warehouse and manufacturing facility,with office space. The Minimum Improvements
are expected to include approximately 26,000 square feet of assembly manufacturing, approximately 34,000
square feet of extrusion manufacturing, approximately 21,000 square feet of related office space, and
approximately 47,000 square feet of warehouse space.
(b) Development Property Abatement, Generally. In order to make development of the
Project economically feasible, the City will issue the Note to the Developer in the principal amount of
$1,055,000 in substantially the form attached hereto as Schedule D. The Note shall be secured solely by
Available Abatement, and the City and County each pledge City Tax Abatement and County Tax
Abatement, respectively, to the debt service fund for the Note. The Note shall not bear interest. The
principal amount of the Note shall be paid on each Payment Date. Payments of principal on the Note
shall commence on August 1 in the first taxes payable year after the County assessor's market value of
the Development Property reflects the completed Minimum Improvements.
(c) Limitations. The pledge of Available Abatement to the Note is subject to all the terns
and conditions of the City Abatement Resolution and the County Abatement Resolution. The Note is
payable solely from and to the extent of the City Tax Abatement and County Tax Abatement,
respectively, and nothing herein shall be construed to obligate the City or County to make payments from
10
3998670 JAE SH235-20
any other funds. The City and County make no warranties or representations as to the amount of the
Available Abatement, or that amounts payable on the Note will be sufficient to pay all or any portion of
the principal amount. Any estimates of Available Abatement amounts prepared by the City's financial
consultants are for the benefit of the City only;and the Developer is not entitled to rely on such estimates.
The Developer further acknowledges that the total property tax abatements payable by the City in
any year may not exceed the City's Abatement Capacity; and that the total property tax abatements
payable by the County in any year may not exceed the Comity's Abatement Capacity. Neither the City
nor the County warrants or represents that the City Tax Abatements or County Tax Abatements in the
amounts pledged to the Note will be within the City's or County's Abatement Capacity. The City
represents that it has not granted any other abatement under the Act that is ongoing as of the date of this
Agreement other than the Master Development Agreement Abatement. The City Tax Abatement is
subordinate to the Master Development Agreement Abatement. The City agrees that if the City grants
any additional abatements under the Act, the City's Abatement Capacity will be allocated first to the
Master Development Agreement Abatement and second to the City Tax Abatement pledged to the Note.
The County has not granted other abatements under the Act that are ongoing as of the date of this
Agreement. If the County grants any additional abatements under the Act, the County will pay the
County Tax Abatement pledged to the Note prior to any additional abatements granted after the date of
this Agreement.
(d) Delivery. The Note shall be delivered by the City to the Developer upon execution of
this Agreement. The parties agree that consideration for delivery of the Note is Developer's obligation to
complete the Project and meet the business subsidy goals in accordance with Section 3.7 of this
Agreement. In the event of any inconsistency between the terms of this Agreement and the terms of the
Note, the terms of the Note shall control.
Section 3.5. Payment of Administrative Costs. The Developer will pay to the City all out of
pocket costs incurred by the City and the County (including without limitation attorney and fiscal
consultant fees) in the negotiation and preparation of this Agreement and other documents and
agreements in connection with the development contemplated hereunder (collectively, the
"Administrative Costs"). Administrative Costs shall be evidenced by invoices, statements or other
reasonable written evidence of the costs incurred by the City or County. The Developer shall pay
Administrative Costs from time to time within 30 days after receipt of written notice thereof from the
City. The City shall transfer to the County any portion of Administrative Costs attributable to the County
promptly upon receipt of payment from the Developer.
Section 3.6. Records. The City, the County and their respective representatives shall have the
right at all reasonable times after reasonable notice to inspect, examine and copy all books and records of
Developer relating to the Project. Developer shall also use its best efforts to cause the contractor or
contractors, all sub-contractors and their agents and lenders to make their books and records relating to
the Project available to City, upon reasonable notice, for inspection, examination and audit. Such records
shall be kept and maintained by Developer until the Maturity Date.
Section 3.7. Business SubsidyAgreement. The provisions of this Section constitute the
"business subsidy agreement" in connection with the business subsidy provided by both the City and the
County for the purposes of Minnesota Statutes Section 1167.993 to 1161995 (the `Business Subsidy
Act").
(a) General Terms. The parties agree and represent to each other as follows:
I
3998670 JAE SH235-20
(1) The subsidy provided to the Developer under this Agreement consists of
payments on the Note, payable from the City Tax Abatement and the County Tax
Abatement, which payments represent a forgivable loan that is repayable by the
Developer in accordance with this Section. No portion of the business subsidy is tax
increment financing.
(2) The public purposes of the subsidy are to provide employment
opportunities and increase the tax base of the City and the County.
(3) The goals for the subsidy are: to secure development of the Minimum
Improvements; to maintain the Minimum Improvements as a manufacturing and
warehouse facility for at least five years as described in clause (6) below; and to create
the jobs and wage levels in accordance with Section 3.7(b)hereof.
(4) If the goals described in clause (3) are not met,the Developer must make
the payments to the City described in Section 3.7(c).
(5) The subsidy is needed to induce the Developer to cause the Tenant to
relocate its operations to the City,thus preserving and enhancing job and tax base growth
for the City, County and the State as a whole. The Tenant operates an existing facility in
the State at a site that cannot accommodate expansion. Absent the subsidy provided in
this Agreement,the expansion would likely occur in another city.
(6) The Developer must cause the Tenant to continue operation of the
Minimum Improvements as a manufacturing and warehouse facility for at least five years
after the date of issuance of the Certificate of Completion.
(7) The Developer does not have a parent corporation.
(8) The Developer has not received, and does not expect to receive financial
assistance from any other"grantor"as defined in the Business Subsidy Act, in connection
with the Development Property or the Minimum Improvements.
(b) Job and Wage Goals. Within two years after the date of issuance of the certificate of
completion of the Minimum Improvements (the "Compliance Date"), the Developer shall cause to be
created at least 80 new full-time equivalent jobs on the Development Property (including 55 jobs
relocated to the City and 25 newly created jobs) and shall cause the average wages for all employees on
the Development Property to be no less than 275% of the federal minimum wage, exclusive of benefits. It
is the intent of the Tenant to begin hiring employees for the 25 new jobs to be located in the City prior to
the completion of construction of the Minimum Improvements so that the new employees can be trained
at the Tenant's existing location and begin working at the Minimum Improvements as soon as it is
completed. These jobs shall be considered part of the 25 new jobs to be created in the City.
Notwithstanding anything to the contrary herein, if the wage and job goals described in this paragraph are
met by the Compliance Date, those goals are deemed satisfied despite the Developer's continuing
obligations raider Sections 3.7(a)(6) and 3.7(d). The City and Comity may, after public hearings held by
both the City Council and County Board of Commissioners and approval by both bodies, extend the
Compliance Date by up to one year, provided that nothing in this section will be construed to limit the
City's or County's legislative discretion regarding this matter.
(c) Remedies. If the Developer fails to meet the goals described in Section 3.7(a)(3), the
Note and this Agreement will be deemed terminated, and the Developer shall repay to the City upon
12
3998670 JAE SH235-20
written demand from the City a "pro rata share" of prior payments under the Note, if any, together with
interest on such amounts at the implicit price deflator as defined in Section 116J.994, subd. 6 of the
Business Subsidy Act, accrued from the date of each payment made on the Note to the date of repayment.
The term "pro rata share"means percentages calculated as follows:
(i) if the failure relates to the number of jobs, the jobs required less the jobs created,
divided by the jobs required;
(ii) if the failure relates to wages,the number of jobs required less the number of jobs
that meet the required wages, divided by the number of jobs required;
(iii) if the failure relates to maintenance of the manufacturing facility in accordance
with Section 3.7(x)(6), 60 less the number of months of operation as a manufacturing facility
(where any month in which the facility is in operation for at least 15 days constitutes a month of
operation), commencing on the date of the certificate of completion and ending with the date the
facility ceases operation as determined by the City, divided by 60; and
(iv) if more than one of clauses (i) through (iii) apply, the sum of the applicable
percentages, not to exceed 100%.
Any amounts received under this Section by the City shall be distributed between the City and the
County based on the pro rata amounts of City Tax Abatement and County Tax Abatement that have been
paid to Developer or its assigns as payments of principal under the Note. Promptly upon receipt of any
repayment by the Developer, the City will remit to the County any amount attributable to County Tax
Abatements. Nothing in this Section shall be construed to limit the City's or County's remedies under
Article IX hereof. In addition to the remedy described in this Section and any other remedy available to
the City or County for failure to meet the goals stated in Section 3.7(a)(3), the Developer agrees and
understands that it may not a receive a business subsidy from the City,the County or any other grantor(as
defined in the Business Subsidy Act) for a period of five years from the date of the failure or until the
Developer satisfies its repayment obligation under this Section,whichever occurs first.
(d) Reports. The Developer must cause the Tenant to submit to the City, with a copy to the
County, a written report regarding business subsidy goals and results by no later than March 1 of each
year, commencing March 1, 2013 and continuing until the later of(i) the date the goals stated in Section
3.7 (a)(3) are met; (ii) 30 days after expiration of the five-year period described in Section 3.7(a)(6); or
(iii) if the goals are not met, the date the subsidy is repaid in accordance with Section 3.7(c). The report
must comply with Section 116J.994, subdivision 7 of the Business Subsidy Act. The City will provide
information to the Developer regarding the required forms. If the Developer fails to timely file any report
required tinder this Section, the City will mail the Developer a warning within one week after the required
filing date. If, after 14 days of the postmarked date of the warning, the Developer fails to provide a
report, the Developer mast pay to the City a penalty of$100 for each subsequent day until the report is
filed. The maximum aggregate penalty payable under this Section $1,000. The City agrees with the
County that the City will file, on behalf of both entities, any reports required to be filed with the State
under the Business Subsidy Act.
13
3998670 JAE S11235-20
ARTICLE IV
Construction of Minimum Improvements
Section 4.1. Construction of Improvements. The Developer agrees that it will construct the
Minimum Improvements on the Development Property in accordance with the approved Construction
Plans and at all times prior to the Maturity Date will cause the Tenant to operate, maintain, preserve and
keep the Minimum Improvements with the appurtenances and every part and parcel thereof, in good
repair and condition. The City and the County shall have no obligation to operate or maintain the
Minimum Improvements.
Section 4.2. Construction Plans.
(a) Before commencement of construction of the Minimum Improvements, the Developer
shall submit to the City the Construction Plans. The Construction Plans shall provide for the construction
of the Minimum Improvements and shall be in conformity with this Agreement, and all applicable State
and local laws and regulations. The City will approve the Construction Plans in writing if: (i) the
Construction Plans conform to the terms and conditions of this Agreement; (ii) the Construction Plans
conform to all applicable federal, state and local laws, ordinances, rules and regulations; (iii) the
Construction Plans are adequate to provide for construction of the Minimum Improvements; (iv) the
Construction Plans do not provide for expenditures in excess of the funds available to the Developer from
all sources for construction of the Minimum Improvements; and (v)no Event of Default has occurred.
Approval may be based upon a review by the City's Building Official of the Construction Plans.
No approval by the City shalt relieve the Developer of the obligation to comply with the terms of this
Agreement, applicable federal, state and local laws, ordinances, rules and regulations, or to construct the
Minimum Improvements in accordance therewith. No approval by the City shall constitute a waiver of an
Event of Default. If approval of the Construction Plans is requested by the Developer in writing at the
time of submission, such Construction Plans shall be deemed approved unless rejected in writing by the
City, in whole or in part within 20 days after the date of their receipt by the City. Such rejections shall set
forth in detail the reasons therefore, and shall be made within 20 days after the date of their receipt by the
City. If the City rejects any Construction Plans in whole or in part, the Developer shall submit new or
corrected Construction Plans within 20 days after its receipt of written notification to the Developer of the
rejection. The provisions of this Section relating to approval, rejection and resubmission of corrected
Construction Plans shall continue to apply until the Construction Plans have been approved by the City.
The City's approval shall not be unreasonably withheld. Said approval shall constitute a conclusive
determination that the Construction Plans (and the Minimum Improvements constructed in accordance
with said plans)comply to the City's satisfaction with the provisions of this Agreement relating thereto.
(b) If the Developer desires to make any material change in the Construction Plans after their
approval by the City,the Developer shall submit the proposed change to the City for its approval. For the
purposes of this Section, the term "material" means any change that increases or decreases the total cost
of the Minimum Improvements by $1,000,000 or more. If the Construction Plans, as modified by the
proposed change, conform to the requirements of this Section 4.2 of this Agreement with respect to such
previously approved Construction Plans, the City shall approve the proposed change and notify the
Developer in writing of its approval within 20 days after the date of their receipt by the City. Such
change in the Construction Plans shall, in any event, be deemed approved by the City unless rejected, in
whole or in part, by written notice by the City to the Developer, setting forth in detail the reasons therefor.
Such rejection shall be made within 20 days after receipt of the notice of such change. The City's
approval of any such change in the Construction Plans will not be unreasonably withheld.
14
3998670 JAE SH235-20
(c) The approval of Construction Plans by the City under this Section 4.2 is for the purposes
of this Agreement only. The Developer must also obtain any approvals necessitated by the City's
planning and zoning requirements. The County has no responsibility with respect to approving
Construction Plans or any other requirements of this Section.
Section 4.3. Commencement and Completion of Construction. Subject to Unavoidable Delays,
the Developer shall commence construction of the Minimum Improvements by July 1, 2013. Subject to
Unavoidable Delays, the Developer shall complete the construction of the Minimum Improvements by
July 1, 2015. All work with respect to the Minimum Improvements to be constructed or provided by the
Developer on the Development Property shall be in conformity with the Construction Plans as submitted
by the Developer and approved by the City. if the commencement or completion of the construction of
the Minimum Improvements is delayed past the dates set forth in this Section 4.3, such failure to
commence or complete the Minimum Improvements shall not be considered an Event of Default under
this Agreement; provided, however, if the construction of the Minimum Improvements is not completed
by July 1, 2015, this shall result in the decrease of the term of the City Tax Abatement and the County
Tax Abatement by one year for each full year following July 1, 2015 that the construction of the
Minimum Improvements is not completed.
The Developer agrees for itself, its successors and assigns, and every successor in interest to the
Development Property, or any part thereof, that the Developer, and such successors and assigns, shall
promptly begin and diligently prosecute to completion the development of the Development Property
through the construction of the Minimum Improvements thereon, and that such construction shall in any
event be commenced and completed within the period specified in this Section 4.3 of this Agreement.
After the date of this Agreement and until construction of the Minimum Improvements has been
completed, the Developer shall make reports, in such detail and at such times as may reasonably be
requested by the City, as to the actual progress of the Developer with respect to such construction.
Section 4.4. Certificate of Completion.
(a) Promptly after completion of the Minimum Improvements in accordance with those
provisions of the Agreement relating solely to the obligations of the Developer to construct the Minimum
Improvements (including the dates for beginning and completion thereof), the City will furnish the
Developer with a Certificate shown as Schedule C and shall forward a copy of such Certificate to the
County. Such certification and such determination shall not constitute evidence of compliance with or
satisfaction of any obligation of the Developer to any Holder of a Mortgage, or any insurer of a Mortgage,
securing money loaned to finance the Minimum Improvements, or any part thereof.
(b) If the City shall refuse or fail to provide any certification in accordance with the
provisions of this Section 4.4 of this Agreement, the City shall, within thirty (30) days after written
request by the Developer, provide the Developer with a written statement, indicating in adequate detail in
what respects the Developer has failed to complete the Minimum Improvements in accordance with the
provisions of the Agreement, or is otherwise in default, and what measures or acts it will be necessary, in
the reasonable opinion of the City, for the Developer to take or perform in order to obtain such
certification.
(The remainder of this page is intentionally left blank.)
15
3998670 JAE SH235-20
ARTICLE V
Insurance and Condemnation
Section 5.1. Insurance.
(a) The Developer will provide and maintain at all times during the process of constructing
the Minimum Improvements an All Risk Broad Form Basis Insurance Policy and, from time to time
during that period, at the request of the City, furnish the City with proof of payment of premiums on
policies covering the following:
(i) builder's risk insurance, written on the so-called `Builder's Risk -- Completed
Value Basis," in an amount equal to one hundred percent (100%) of the insurable value of the
Minimum Improvements at the date of completion, and with coverage available in nonreporting
form on the so-called "all risk" form of policy. The interest of the City shall be protected in
accordance with a clause in form and content satisfactory to the City;
(ii) comprehensive general liability insurance (including operations, contingent
liability, operations of subcontractors, completed operations and contractual liability insurance)
together with an Owner's Protective Liability Policy with limits against bodily injury and
property damage of not less than $1,000,000 for each occurrence (to accomplish the above-
required limits, an umbrella excess liability policy may be used). The City shall be listed as an
additional insured on the policy; and
(iii) workers' compensation insurance, with statutory coverage, provided that the
Developer may be self-insured with respect to all or any part of its liability for workers'
compensation.
(b) Upon completion of construction of the Minimum Improvements and prior to the
Maturity Date, the Developer shall maintain, or cause to be maintained, at its cost and expense, and from
time to time at the request of the City shall furnish proof of the payment of premiums on, insurance as
follows:
(i) Insurance against loss and/or damage to the Minimum Improvements under a
policy or policies covering such risks as are ordinarily insured against by similar businesses.
(ii) Comprehensive general public liability insurance, including personal injury
liability (with employee exclusion deleted), against liability for injuries to persons and/or
property, in the minimum amount for each occurrence and for each year of$1,000,000, and shall
be endorsed to show the City as additional insured.
(iii) Such other insurance, including workers' compensation insurance respecting all
employees of the Developer, in such amount as is customarily carried by like organizations
engaged in like activities of comparable size and liability exposure; provided that the Developer
may be self-insured with respect to all or any part of its liability for workers' compensation.
(c) All insurance required in Article V of this Agreement shall be taken out and maintained
in responsible insurance companies selected by the Developer or the Tenant which are authorized under
the laws of the State to assume the risks covered thereby. Upon request, the Developer will deposit or
cause to be deposited annually with the City policies evidencing all such insurance, or a certificate or
16
3998670 JAE SH235-20
certificates or binders of the respective insurers stating that such insurance is in force and effect. In lieu
of separate policies, the Developer may maintain or cause to be maintained a single policy, blanket or
umbrella policies, or a combination thereof, having the coverage required herein, in which event the
Developer shall deposit with the City a certificate or certificates of the respective insurers as to the
amount of coverage in force upon the Minimum hnprovements.
(d) The Developer will notify the City and the County promptly in the case of damage
exceeding $1,000,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof
resulting from fire or other casualty. In such event the Developer will promptly repair, reconstruct and
restore the Minimum Improvements to substantially the same or an improved condition or value as it
existed prior to the event causing such damage, or with modifications to the Minimum Improvements that
are approved by the City and the County in writing, and, to the extent necessary to accomplish such
repair, reconstruction and restoration, the Developer will apply the net proceeds of any insurance relating
to such damage received by the Developer to the payment or reimbursement of the costs thereof. A
request to the City and the County to approve modifications to the Minimum Improvements prior to
repair, reconstruction or restoration of the Minimum Improvements shall not be unreasonably withheld.
The Developer shall complete the repair, reconstruction and restoration of the Minimum
Improvements, whether or not the net proceeds of insurance received by the Developer for such purposes
are sufficient to pay for the same. Any net proceeds remaining after completion of such repairs,
construction and restoration shall be the property of the Developer.
A failure to promptly repair, reconstruct and restore the Minimum Improvements as required by
this Section 5.1(d) will be considered an Event of Default under this Agreement and the City and/or the
County may suspend payments on the Note or exercise any other remedies provided in Section 9.2 hereof.
(e) All of the insurance provisions set forth in this Article V shall terminate upon the
termination of this Agreement.
Section 5.2. Subordination. Notwithstanding anything to the contrary herein, the rights of the
City and the County with respect to the receipt and application of any insurance proceeds shall, in all
respects, be subordinate and subject to the rights of any Holder under a Mortgage securing construction or
permanent financing for the Minimum Improvements.
(The remainder of this page is intentionally left blank.)
17
3998670 JAE SH235-20
ARTICLE VI
Taxes
Section 6.1. Right to Collect Delinquent Taxes. The Developer acknowledges that the City and
County are providing substantial aid and assistance in furtherance of the Project through issuance of the
Note. The Developer understands that the City Tax Abatement and the County Tax Abatement pledged
to the Note are derived from real estate taxes on the Development Property, which taxes must be promptly
and timely paid. To that end, the Developer agrees for itself, its successors and assigns, that it is also
obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the
Development Property and the Minimum Improvements. The Developer acknowledges that this
obligation creates a contractual right on behalf of the City to sue the Developer or its successors and
assigns to collect delinquent real estate taxes and any penalty or interest thereon and to pay over the same
as a tax payment to the County auditor. In any such suit, the City shall also be entitled to recover its
costs, expenses and reasonable attorney fees.
Section 6.2. Reduction of Taxes. Prior to the Maturity Date the Developer will not (a) cause a
reduction in the real property taxes paid in respect of the Development Property through willful
destruction of the Minimum Improvements or any part thereof; (b) fail to reconstruct the Minimum
Improvements if damaged or destroyed, as required under Section 5.1(d) hereof; or(c) convey or transfer
or allow conveyance or transfer of its leasehold interests in the Development Property to any entity that is
exempt from payment of real property taxes under State law. The Developer's failure to comply with this
Section 6.2 shall not be considered an Event of Default hereunder if the Developer pays to the City all of
the City Tax Abatements paid to the Developer as payments on the Note and the Developer pays to the
County all of the County Tax Abatement paid to the Developer as payments on the Note. Following such
repayment of both the City Tax Abatements and the County Tax Abatement, this Agreement shall be
terminated.
(The remainder of this page is intentionally left blank.)
18
3998670 JAE SH235-20
i
ARTICLE VII
FinancinE
Section 7.1. Financing. The Developer warrants and represents to the City and the County that it
has or will have available funds sufficient to construct the Minimum Improvements in accordance with the
Construction Plans.
Section 7.2. Modification; Subordination. If the Developer requires mortgage financing for the
development of the Minimum Improvements, the City and the County agree to subordinate its rights under
this Agreement to the Holder of any Mortgage securing construction or permanent financing and the City and
the County agree to consent to such subordination,in accordance with the terms of a subordination agreement
substantially in the form attached as Schedule D,or such other form as the City and the County approve.
(The remainder of this page is intentionally left blank.)
19
3998670 JAE SH235-20
ARTICLE VIII
Prohibitions Against Assignment and Transfer; Indemnification
Section 8.1. Representation as to Development. The Developer's purchase of the Development
Property, and its other undertakings pursuant to the Agreement, are, and will be used, for the purpose of
development of the Development Property and not for speculation in land holding.
Section 8.2. Prohibition Against 'Developer's Transfer of Property and Assignment of
Agreement. Prior to the issuance of a Certificate of Completion for the Minimum Improvements:
(a) Except only by way of security for, and only for, the purpose of obtaining financing
necessary to enable the Developer or any successor in interest to the Development Property, or any part
thereof, to perform its obligations with respect to making the Minimum Improvements under this
Agreement, and any other purpose authorized by this Agreement, the Developer has not made or created
and will not make or create or suffer to be made or created any total or partial sale, assignment,
conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to the
Agreement or its leasehold interests in the Development Property or any part thereof or any interest
therein, or any contract or agreement to do any of the same,to any person or entity whether or not related
in any way to the Developer (collectively, a "Transfer"), without the prior written approval of the City
unless the Developer remains liable and bound by this Development Agreement in which event the City's
approval is not required. Any such Transfer shall be subject to the provisions of this Agreement.
Notwithstanding anything to the contrary in this Section, the Developer may assign its rights under this
Agreement or the Note to the Holder of a Mortgage, provided the Mortgage is approved by the City.
(b) In the event the Developer, upon Transfer of the Development Property or any portion
thereof, seeks to be released from its obligations under this Development Agreement as to the portions of
the Development Property that is transferred or assigned, the City shall be entitled to require, except as
otherwise provided in the Agreement, as conditions to any such release that:
0) Any proposed transferee shall have the qualifications and financial responsibility,
in the reasonable judgment of the City, necessary and adequate to fulfill the obligations
undertaken in this Agreement by the Developer as to the portion of the Development Property to
be transferred.
(ii) Any proposed transferee, by instrument in writing satisfactory to the City and in
form recordable in the public land records of Scott County, Minnesota, shall, for itself and its
successors and assigns, and expressly for the benefit of the City, have expressly assumed all of
the obligations of the Developer under this Agreement as to the portion of the Development
Property to be transferred and agreed to be subject to all the conditions and restrictions to which
the Developer is subject as to such portion; provided,however, that the fact that any transferee of,
or any other successor in interest whatsoever to, the Development Property, or any part thereof,
shall not, for whatever reason, have assumed such obligations or so agreed, and shall not(unless
and only to the extent otherwise specifically provided in this Agreement or agreed to in writing
by the City) deprive the City of any rights or remedies or controls with respect to the
Development Property or any part thereof or the construction of the Minimum Improvements; it
being the intent of the parties as expressed in this Agreement that(to the fullest extent permitted
at law and in equity and excepting only in the manner and to the extent specifically provided
otherwise in this Agreement) no transfer of, or change with respect to, ownership in the
Development Property or any part thereof, or any interest therein, however consummated or
20
3998670 JAE SH235-20
occurring, and whether voluntary or involuntary, shall operate, legally or practically,to deprive or
limit the City of or with respect to any rights or remedies on controls provided in or resulting
from this Agreement with respect to the Minimum Improvements that the City would have had,
had there been no such transfer or change. In the absence of specific written agreement by the
City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve
the Developer, or any other parry bound in any way by this Agreement or otherwise with respect
to the construction of the Minimum Improvements, from any of its obligations with respect
thereto.
(iii) Any and all instruments and other legal documents involved in effecting the
transfer of any interest in this Agreement or the Development Property governed by this Article
VIII, shall be in a form reasonably satisfactory to the City.
In the event the foregoing conditions are satisfied then the Developer shall be released from its obligation
under this Agreement, as to the portion of the Development Property that is transferred, assigned or
otherwise conveyed. The restrictions under this Section terminate upon issuance of the Certificate of
Completion.
Section 8.3. Release and Indemnification Covenants.
(a) The City and the County and the governing body members, officers, agents, servants and
employees thereof(the `Indemnified Parties") shall not be liable for and the Developer shall 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 Development Property or the
Minimum Improvements.
(b) Except for any willful misrepresentation or any willful or wanton misconduct or
negligence of the Indemnified Parties, and except for any breach by any of the Indemnified Parties of
their obligations under this Agreement, the Developer agrees to protect and defend the Indemnified
Parties, now and forever, and further agrees to hold the aforesaid harmless from any claim, demand, suit,
action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising
from this Agreement, or the transactions contemplated hereby or the acquisition, construction,
installation, ownership, maintenance and operation of the Development Property or the Minimum
Improvements.
(e) Except for any willful misrepresentation or any willful or wanton misconduct or
negligence of the Indemnified Parties,the Indemnified Parties shall not be liable for any damage or injury
to the persons or property of the Developer or its officers, agents, servants or employees or any other
person who may be about the Development Property or Minimum Improvements.
(d) All covenants, stipulations, promises, agreements and obligations of the City or County
contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations
of such entities and not of any governing body member, officer, agent, servant or employee of such
entities in the individual capacity thereof.
21
3998670 Jfti S11235-20
ARTICLE IX
Events of Default
Section 9.1. Events of Default Defined. The following shall be "Events of Default' under this
Agreement and the term "Event of Default' shall mean, whenever it is used in this Agreement, any one or
more of the following events:
(a) failure by the Developer to observe or perform any covenant, condition, obligation or
agreement on its part to be observed or performed hereunder;
(b) commencement by the Holder of any Mortgage on the Development Property or any
improvements thereon, or any portion thereof, of foreclosure proceedings as a result of default under the
applicable Mortgage documents;
(c) if the Developer shall
(i) file any petition in bankruptcy or for any reorganization, arrangement,
composition, readjustment, liquidation, dissolution, or similar relief under the United States
Bankruptcy Act or wider any similar federal or State law; or
(ii) make an assignment for benefit of its creditors; or
(iii) admit in writing its inability to pay its debts generally as they become due; or
(iv) be adjudicated a bankrupt or insolvent.
Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of
this Agreement occurs, the City or the County may each exercise any of the following rights under this
Section 9.2 after providing thirty days written notice to the Developer of the Event of Default, but only if
the Event of Default has not been cured within said thirty days or, if the Event of Default is by its nature
incurable within thirty days, the Developer does not, within such 30-day period, provide assurances
reasonably satisfactory to the party providing notice of default that the Event of Default will be cured and
will be cured as soon as reasonably possible:
(a) Suspend its performance under the Agreement until it receives reasonably satisfactory
assurances that the Developer will cure its default and continue its performance under the Agreement.
(b) Cancel and rescind or terminate its obligations under the Agreement and the Note,
provided that:
(i) if the City terminates its obligations under the Agreement, it shall have no obligation
to make payments of City Tax Abatements under the Note; however, the City will continue to
make payments of County Tax Abatements toward the principal amount of the Note if the County
has not terminated its obligations under the Agreement;
(ii) if the County terminates its obligations under the Agreement, it shall have no further
obligations to make payments of County Tax Abatements to the City hereunder, and the City
shall have no obligation to make payments under the Note from such funds;
22
3998670 7AE SH235-20
(iii) if both the City and the County terminate their obligations hereunder, respectively,
this Agreement and the Note shall be deemed terminated and the City shall have no further
obligations thereunder. Except as otherwise provided in Section 3.7 (c), the City may not
terminate its obligations to make payments under the Note unless both the City and the County
have terminated their obligations hereunder.
(c) Take whatever action, including legal, equitable or administrative action, which may
appear necessary or desirable to collect any payments due under this Agreement, or to enforce
performance and observance of any obligation, agreement, or covenant of the Developer under this
Agreement.
Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to any party is
intended to be exclusive of any other available remedy or remedies,but each and every such remedy shall
be cumulative and shall be in addition to every other remedy given under this Agreement or now or
hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power
accruing upon any default shall impair any such right or power or shall be construed to be a waiver
thereof, but any such right and power may be exercised from time to time and as often as may be deemed
expedient. In order for the City to exercise any remedy reserved to it, it shall not be necessary to give
notice, other than such notice as may be required in this Article IX.
Section 9.4. No Additional Waiver Implied by One Waiver. In the event any agreement
contained in this Agreement should be breached by either party and thereafter waived by the other party,
such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any
other concurrent, previous or subsequent breach hereunder.
Section 9.5. Attorney. Whenever any Event of Default occurs and if the City and County or
Developer shall employ attorneys or incur other expenses for the collection of payments due or to become
due or for the enforcement of performance or observance of any obligation or agreement on the part of the
Developer or the City and County under this Agreement, the non-prevailing party or parties in any such
action agrees that it shall, within 10 days of written demand by the prevailing party or parties, pay to the
prevailing party or parties the reasonable fees of such attorneys and such other reasonable expenses so
incurred.
Section 9.6 Default by City or County. Notwithstanding anything to the contrary herein, in the
event the City or County fails to perform any covenant, condition, obligation or agreement on its part, and
such failure has not been cured within 30 days after receipt of written notice to the party from the
Developer, or if such failure is by its nature incurable within 30 days, the party does not, within such 30-
day limit, provide assurances reasonably satisfactory to the Developer that the failure will be cured as
soon as reasonably possible,then the Developer may exercise such remedies as may be available at law or
in equity with respect to the defaulting party. The terms of Section 9.3, Section 9.4, and Section 9.5 shall
apply in favor the Developer as well as the City and County.
(The remainder of this page is intentionally left blank.)
23
3998670 JAE SH235-20
ARTICLE X
Additional Provisions
Section 10.1. Conflict of Interests; Representatives Not Individually Liable. The City, County
and the Developer,to the best of their respective knowledge, represent and agree that no member, official,
or employee of the City or County shall have any personal interest, direct or indirect, in the Agreement,
nor shall any such member, official, or employee participate in any decision relating to the Agreement
which affects his personal interests or the interests of any corporation, partnership,or association in which
he is, directly or indirectly, interested. No member, official, or employee of the City or County shall be
personally liable to the Developer, or any successor in interest, in the event of any default or breach by
the City or County or for any amount which may become due to the Developer or successor or on any
obligations under the terms of the Agreement.
Section 10.2. Equal Employment Opportunity. The Developer, for itself and its successors and
assigns, agrees that during the construction of the Minimum Improvements provided for in the Agreement
it will comply with all applicable federal, state and local equal employment and non-discrimination laws
and regulations.
Section 10.3. [Intentionally Omitted]
Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are
intended to or shall be merged by reason of any deed transferring any interest in the Development
Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this
Agreement.
Section 10.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and
Sections of the Agreement are inserted for convenience of reference only and shall be disregarded in
construing or interpreting any of its provisions.
Section 10.6. Notices and Demands. Except as otherwise expressly provided in this Agreement,
a notice, demand, or other communication under the Agreement by either party to the other shall be
sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return
receipt requested, or delivered personally; and
(a) in the case of the Developer and the Tenant, prior to the completion of the Minimum
Improvements, is addressed to or delivered personally to the Developer at 2917 Industrial Dr., Faribault,
Minnesota 55021; Attention: President, and after the completion of the Minimum Improvements, is
addressed to or delivered personally to the Developer at 5201 Deans Lake Boulevard, Shakopee,
Minnesota 55379; Attention: President; and
(b) in the case of the City, is addressed to or delivered personally to City Hall, 129 South
Holmes Street, Shakopee, Minnesota 55379; Attention: City Administrator; and
(e) in the case of the County is addressed to or delivered personally to the Comity at the
Scott County Government Center, 200 Fourth Avenue West, Shakopee, Minnesota 55379; Attention:
County Attorney
or at such other address with respect to either such party as that party may, from time to time, designate in
writing and forward to the other as provided in this Section.
24
3998670 JAG S11235-20
Section 10.7. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall constitute one and the same instrument.
Section 10.8. Recording. The City may record this Agreement and any amendments thereto with
the Scott County Recorder. The Developer shall pay all costs for recording. The parties agree that the
City shall record this Agreement following the purchase of the Development Property by the Developer,
which is expected to occur on or about May 31, 2012.
(The remainder of this page is intentionally left blank.)
25
3998670 JAG S1I235-20
IN WITNESS WHEREOF,the City, County and Developer have caused this Contract for Private
Development to be duly executed by their duly authorized representatives as of the date first above
written.
CITY OF SHAKOPEE,MINNESOTA
By:
Its: Mayor
By:
Its: City Administrator
By:
Its: City Clerk
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of 2012, by
Brad Tabke, the Mayor of the City of Shakopee,Minnesota, on behalf of the City.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of 2012, by
Mark McNeill,the City Administrator of the City of Shakopee,Minnesota, on behalf of the City.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 2012, by
Julie Linnihan,the City Clerk of the City of Shakopee, Minnesota, on behalf of the City.
Notary Public
S-1
3998670 1AE SH235-20
Execution page of the County to the Contract for Private Development, dated as of the date and year first
written above.
SCOTT COUNTY,MINNESOTA
By:
Its: Board Chair
By:
Its: County Administrator
Approved as to form:
By:
County Attorney
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 2012, by
Tom Wolf, the Board Chair of the Board of Commissioners of Scott County, Minnesota, on behalf of the
County.
Notary Public
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 2012, by
Gary Shelton,the County Administrator of Scott County, Minnesota, on behalf of the Comity.
Notary Public
S-2
3998670 JAE S1-1235-20
i
Execution page of the Developer to the Contract for Private Development, dated as of the date and year
first written above.
BRIDGEWATER,LLC
By:
Its:
STATE OF MINNESOTA )
SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of , 2012,
by , the of Bridgewater, LLC, a Minnesota limited
liability company, on behalf of the company.
Notary Public
S-3
3998670 JAE SH235-20
Trystar, Inc., as the future Tenant of the Minimum Improvements and a parry to the Contract for Private
Development, hereby acknowledges that its representations and warranties set forth in Section 2.4 of the
Contract of Private Development are true and correct as of the date hereof and that it agrees to satisfy the
requirements of Section 3.7 of the Contract for Private Development, including but not limited to the job
and wage goals set forth in Section 3.7(b)and the reporting requirements set forth in Section 3.7(d).
TRYSTAR,INC.
By:
Its:
STATE OF MINNESOTA )
SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of , 2012,
by the of Trystar, Inc., a Minnesota corporation, on
behalf of the corporation.
Notary Public
S-4
3998670JAE SH235-20
SCHEDULE A
DEVELOPMENT PROPERTY
Lot I, Block I, Dean Lakes 8th Addition, according to the recorded plat thereof, Scott County,Minnesota
399867v3 JAE SH235-20 A_1
SCHEDULEB
ASSESSED PROPERTY
The Assessed Property is the aggregate of the following areas:
Commercial Property Lots 1 through 6, Block 2 Dean Lakes Second Addition; Outlet
N; Lots 1 and 2, Block 1, Dean Lakes Second Addition,
according to the recorded plat thereof, Scott County,Minnesota.
Business Park Property Lot 1, Block 3, and Outlot A, Dean Lakes 2nd Addition,
according to the recorded plat thereof, Scott County,Minnesota.
Residential Property Outlot H and all of Blocks 1, 2, 3, 4, 5, 6, 7 and 8, Dean Lakes
First Addition, according to the recorded plat thereof, Scott
County, Minnesota.
3998670 JAE SH235-20 B-1
SCHEDULE C
CERTIFICATE OF COMPLETION
The undersigned hereby certifies that Bridgewater, LLC, a Minnesota limited liability company
(the "Developer"), has fully complied with its obligations under Articles III and IV of that document
titled "Contract for Private Development," dated , 2012, between the City of Shakopee,
Minnesota, Scott County, Minnesota and the Developer, with respect to construction of the Minimum
Improvements in accordance with the Construction Plans, and that the Developer is released and forever
discharged from its obligations to construct the Minimum Improvements set forth in Articles III and IV of
the Contract for Private Development.
Dated: 120
CITY OF SHAKOPEE,MINNESOTA
By:
Its:
[A copy of this Certificate shall be provided to Scott County.]
3998670 JAE SH235-20 C_1
SCHEDULED
FORM OF NOTE
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF SCOTT
CITY OF SHAKOPEE,MINNESOTA
No. R-1 $
TAXABLE LIMITED REVENUE NOTE
SERIES
Date of
Original Issue
The City of Shakopee, Minnesota (the "Issuer"), hereby acknowledges itself to be indebted and,
for value received, promises to pay to the order of Bridgewater, LLC, or registered assigns(the"Owner"),
solely from the source, to the extent and in the manner hereinafter provided, the principal sum in an
amount not to exceed $ (the "Principal Amount'). This Note shall not bear interest. This
Note is given in accordance with that certain Contract for Private Development between the Issuer, Scott
County (the "County") and the Owner dated as of , 2012 (the "Contract'). Capitalized terms
used and not otherwise defined herein shall have the meaning provided for such terms in the Contract
unless the context clearly requires otherwise.
The Principal Amount of this Note shall be payable in semi-annual installments payable on each
February 1 and August 1, (the "Payment Dates") commencing 1, 20 and ceasing no later
than 1, 20 (the "Final Maturity Date"), each payment being in the amount of Available
Abatement, as defined herein. The Principal Amount is subject to prepayment at the option of the Issuer
in whole or in part on any date after the date of original issue.
Each payment on this Note is payable in any coin or currency of the United States of America
which on the date of such payment is legal tender for public and private debts and shall be made by check
or draft made payable to the Owner and mailed to the Owner at its postal address within the United States
which shall be designated from time to time by the Owner.
Payments on this Note are payable solely from "Available Abatement," which shall mean, on
each Payment Date, the sum of the City Tax Abatements and County Tax Abatements generated in the
preceding six (6) months with respect to the Development Property and remitted to the Issuer by the
County. The pledge of Available Abatement is subject to all the terns and conditions of the City
Abatement Resolution,the County Abatement Resolution and the Contract.
The Issuer shall have no obligation to make any payment on any Payment Date if, as of such date
there has occurred and is continuing any Event of Default on the part of the Owner as defined in the
Contract. If the Event of Default is thereafter cured in accordance with the Agreement, the City Tax
Abatement and County Tax Abatement as of such Payment Date shall be deferred and paid on the next
3998670 JAE SH235-20 D-I
Payment Date after the Event of Default is cured. If an Event of Default is not timely cured and either the
City or the County elects to terminate their respective obligations under the Contract,the Issuer shall have
no further obligations to make payments hereunder from City Tax Abatement or County Tax Abatement,
as the case may be. If an Event of Default is.not timely cured and both the Issuer and County terminate
their respective obligations under the Contract, the Contract and the Note shall be deemed terminated and
the Issuer shall have no further obligations hereunder. Except as otherwise provided in Section 3.7(c) of
the Contract,the Issuer may not terminate the Note unless the Issuer and the County have terminated their
obligations under the Contract.
This Note shall terminate and be of no further force and effect as of the earlier of. (1) the last
Payment Date; (2) the date the Principal Amount shall have been paid in full; or(3)the date the Contract
and the Note have been terminated in accordance with the Contract. The Issuer makes no representation
or covenant, express or implied, that the City Tax Abatement or the County Tax Abatement will be
sufficient to pay, in whole or in part, the amounts which are or may become due and payable hereunder.
The Issuer shall have no obligation to pay any portion of the Principal Amount that remains unpaid after
1, 20 .
Any estimates of Abatement prepared by the Issuer, the County or their respective financial
advisors in connection with the Available Abatement and the Contract are for the benefit of the Issuer and
County only, and are not intended as representations on which the Developer may rely.
THE ISSUER AND THE COUNTY MAKE NO REPRESENTATIONS OR WARRANTIES
THAT THE AVAILABLE ABATEMENT WILL BE SUFFICIENT TO PAY THE PRINCIPAL OF
THIS NOTE.
This Note is issued pursuant to Minnesota Statutes, Sections 469.1812 to 469.1815, and pursuant
to the resolution of the Issuer adopted on May 1, 2012 (the "Resolution") duly adopted by the Issuer
pursuant to and in full conformity with the Constitution and laws of the State of Minnesota. This Note is
a limited obligation of the Issuer, payable solely from moneys pledged to the payment of the Note under
the Resolution. The Note shall not be deemed to constitute a general obligation of the State of Minnesota,
or any political subdivision thereof, including, without limitation,the Issuer and the County. Neither the
State of Minnesota, nor any political subdivision thereof, including, without limitation, the Issuer and the
County, shall be obligated to pay the principal of this Note or other costs incident hereto except from the
revenues and receipts pledged therefor, and neither the fill faith and credit nor the taxing power of the
State of Minnesota or any political subdivision thereof, including, without limitation, the Issuer, is
pledged to the payment of the principal of this Note or other costs incident hereto.
This Note is issuable only as a fully registered note without coupons. This Note is transferable
upon the books of the Issuer kept for that propose at the principal office of the Registrar, by the Owner
hereof in person or by such owner's attorney duly authorized in writing, upon surrender of this Note
together with a written instrument of transfer satisfactory to the Issuer, duly executed by the Owner.
Upon such transfer or exchange and the payment by the Owner of any tax, fee, or governmental charge
required to be paid by the Issuer with respect to such transfer or exchange, there will be issued in the
name of the transferee a new Note of the same aggregate principal amount, bearing no interest, and
maturing on the same dates.
This Note shall not be transferred to any person or entity unless the Issuer has been provided with
an opinion of counsel or a certificate of the transferor, in a form satisfactory to the Issuer, that such
transfer is exempt from registration and prospectus delivery requirements of federal and applicable state
securities laws. Transfer of the ownership of this Note to a person other than one permitted by this
3998670 JAE SH235-20 D_2
paragraph without the written consent of the Issuer shall relieve the Issuer of all of its obligations under
this Note.
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 Issuer outstanding on the date hereof and on the date of its actual issuance and
delivery, does not cause the indebtedness of the Issuer to exceed any constitutional or statutory limitation
thereon.
IN WITNESS WHEREOF, the City Council of the City of Shakopee, Minnesota has caused this
Note to be executed by the manual signatures of the Mayor, City Administrator and the City Clerk of the
Issuer and has caused this Note to be dated as of the Date of Original Issue specified above.
CITY OF SHAKOPEE,MINNESOTA
By
Its Mayor
By
Its City Administrator
By
Its City Clerk
3998670 JAE SH235-20 D-3
I
REGISTRATION PROVISIONS
The ownership of the unpaid balance of the within Note is registered in the bond register of the City
Finance Director in the name of the person last listed below.
Signature of
Date of Registration Registered Owner Finance Director
Bridgewater, LLC
Federal ID#
3998670 JAE SH235-20 D-4
SCHEDULE E
FORM OF SUBORDINATION AGREEMENT
THIS SUBORDINATION AGREEMENT (this "Agreement") is made as of this day of
20, between ("Lender"), whose address is at
, SCOTT COUNTY, a public body corporate and politic (the "County"),
and the CITY OF SHAKOPEE, a public body corporate and politic("City").
RECITALS
A. Bridgewater, LLC, a Minnesota limited liability company ("Developer"), is the owner of
certain real property situated in Scott County, Minnesota and legally described in Exhibit A attached
hereto and incorporated herein (the"Property").
B. Lender has made a mortgage loan to Developer in the original principal amount of
$ (the"Loan"). The Loan is the evidenced and secured by the following documents:
[insert loan documents]
The [loan documents], and all other documents and instruments evidencing, securing and
executed in connection with the Loan, are hereinafter collectively referred to as the"Loan Documents."
C. City and County are the owners and holders of certain rights under a certain recorded
Contract for Private Development(the "Contract') by and between the City, the County, and the Developer,
dated 2012.
D. Developer is entitled under the Contract to acquire a certain Taxable Limited Revenue Note,
Series 2012 in the original principal amount of$2,000,000(the"Note").
NOW, THEREFORE, in consideration of the foregoing and as an inducement to Lender to make the
Loan, and for other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged,the parties hereto represent,warrant and agree as follows:
1. Consent. The City and County acknowledge that the Lender is making the Loan to the
Developer and consent to the same. The City and County also consent to and approve the assignment of the
Contract and Note (when and if issued) by the Developer to the Lender as collateral for the Loan; provided,
however, that this consent shall not deprive the City or County of or otherwise limit any of the City and
County's rights or remedies under the Contract and Note and shall not relieve the Developer of any of its
obligations under the Contract and Note; provided further, however,the limitations to the City and County's
consent contained in this Paragraph 1 are subject to the provisions of Paragraph 2 below.
2. Subordination. The City and County hereby agree that the rights of the City and County
with respect to the Development Property under the Contract are and shall remain subordinate and subject to
liens, rights and security interests created by the Loan Documents and to any and all amendments,
modifications, extensions, replacements or renewals of the Loan Documents; provided,however,that nothing
herein shall be construed as subordinating the requirements contained in Section 3.7 of the Contract, or as
subordinating the City and County's rights under the Note to suspend payments in accordance with the Note.
3998670 JAE SH235-20 D-1
3. Notice to City and County. Lender agrees to notify City and County of the occurrence of
any Event of Default given to Developer under the Loan Documents.
4. No Assumption. The City and County acknowledges that the Lender is not a party to the
Contract and by executing this Agreement does not become a party to the Contract, and specifically does not
assume and shall not be bound by any obligations of the Developer to the City and County under the
Contract, and that the Lender shall incur no obligations whatsoever to the City and County except as
expressly provided herein.
5. Notice from City and County. So long as the Contract remains in effect, the City and
County agree to give to the Lender copies of notices of any Event of Default given to Developer under the
Contract.
6. Governing Law. This Agreement is made in and shall be construed in accordance with the
laws of the State of Minnesota.
7. Successors. This Agreement and each and every covenant, agreement and other provision
hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and
assigns, including any person who acquires title to the Property through the Lender of a foreclosure of the
Mortgage.
8. Severability. The unenforceability or invalidity of any provision hereof shall not render any
other provision or provisions herein contained unenforceable or invalid.
9. Notice. Any notices and other communications permitted or required by the provisions of
this Agreement shall be in writing and shall be deemed to have been properly given or served by depositing
the same with the United States Postal Service, or any official successor thereto, designated as registered or
certified mail,return receipt requested, bearing adequate postage, or delivery by reputable private carrier and
addresses as set forth above.
10. Transfer of Title to Lender. The City and County agree that in the event the Lender, a
transferee of Lender,or a purchaser at foreclosure sale,acquires title to the Property pursuant to a foreclosure,
or a deed in lieu thereof, the Lender, transferee, or purchaser shall not be bound by the terms and conditions
of the Contract except as expressly herein provided. Further the City and County agree that in the event the
Lender, a transferee of Lender, or a purchaser at foreclosure sale acquires title to the Property pursuant to a
foreclosure sale or a deed in lieu thereof, then the Lender, transferee, or purchaser shall be entitled to all
rights conferred upon the Developer under the Contract, provided that no condition of default exists and
remains uncured beyond applicable cure periods in the obligations of the Developer under the Contract.
H. Estoppel. The City and County hereby represent and warrant to Lender, for the purpose of
inducing Lender to make advances to Developer under the Loan Documents that:
(a) No default or event of default by Developer exists under the terms of the Contract on the
date hereof;
(b) The Contract has not been amended or modified in any respect, nor has any material
provision thereof been waived by either the City and County or the Developer, and the
Contract is in full force and effect;
(c) Such other reasonable certifications as tine Lender may request.
3998670 JAE SH235-20 D-2
13. Amendments. The City and County hereby represent and warrant to Lender for the purpose
of inducing Lender to make advances to Developer under the Loan Documents that City and County will not
agree to any amendment or modification to the Contract or any Note issued under the Contract that materially
affects the collection of City Tax Abatement or County Tax Abatement (as those terms are defined in the
Contract) in any way affects the Property without the Lender's written consent.
3998670 JAE SH235-20 D-3
i
IN WITNESS WHEREOF, this Agreement has been executed and delivered as of the day and year
first written above.
CITY OF SHAKOPEE,MINNESOTA
By:
Its: Mayor
By:
Its: City Administrator
By:
Its: City Clerk
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of 20i, by
the Mayor of the City of Shakopee,Minnesota, on behalf of the City.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 20 , by
the City Administrator of the City of Shakopee, Minnesota,on behalf of the City.
Notary Public
STATE OF MINNESOTA )
) SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 20� by
the City Clerk of the City of Shakopee, Minnesota, on behalf of the City.
Notary Public
3998670 JAL SH235-20 D-4
SCOTT COUNTY,MINNESOTA
By:
Its: Board Chair
By:
Its: County Administrator
Approved as to form:
By:
County Attorney
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was acknowledged before me this day of , 20, by
, the Board Chair of the Board of Commissioners of Scott County, Minnesota, on behalf of
the County.
Notary Public
STATE OF MINNESOTA )
SS.
COUNTY OF SCOTT )
The foregoing instrument was aelmowledged before me this day of , 20_, by
the County Administrator of Scott County, Minnesota,on behalf of the County.
Notary Public
399867v3 JAL'S11235-20 D_5
[LENDER]
By:
Its
STATE OF MINNESOTA )
SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of 20_, by
the , on behalf of the [Lender].
Notary Public
3998670 JAE SH235-20 D_6
CITY OF SHAKOPEE
Memorandum
TO: Mayor and City Council
Mark McNeill, City Administrator
FROM: Jeanette Shaner, Deputy City Clerk
SUBJECT: Impose Penalties for Alcohol Violations
DATE: April 27, 2012
INTRODUCTION:
City Council has set May 1, 2012, to hear the alleged violation of Chipotle Mexican Grill of
Colorado, LLC and Asian Hon Inc. who sold alcohol to minors during a compliance check on
August 11, 2011.
BACKGROUND:
On July 2, 2002, City council adopted penalties for the sale of alcohol to minors. The adopted
ordinance also allows the City Administrator to impose the penalties for a first or second incident
within a three-year period, upon an admission by the licensee that the licensee furnished or sold
an alcoholic beverage to a minor. Any licensee with a first or second violation within a three-
year period who admits to the violation will not need to appear before the City Council.
Chipotle Mexican Grill of Colorado,LLC has admitted to their first violation and has signed the
"Waiver and Admission of Violation".
Mr. Simon Lai of Asian Hon, Inc. has requested to speak to the Council regarding their $500
fine. The "waiver"has not been signed or returned.
RECOMMENDED ACTION:
1. Acknowledge receipt of the "Waiver and Admission of Violation" from Chipotle Mexican
Grill of Colorado,LLC for the sale of alcohol to a minor and impose a penalty for the first
violation in the amount of$1,000 and a suspension of the license for one day, and
suspend $500 of the fine and the one day suspension for one year on the condition that
the licensee has no further incidents of furnishing or selling alcoholic beverages to a
minor during that one-year period.
2. After hearing from Mr. Lai, offer a motion consistent with the wishes of Council.
L Violation2012
4/27/12 City of Shakopee Mail-Fwd:City Counsel Meeting NA
C.a+
Lpc,i'IiN��c"
Fwd: City Counsel Meeting
Simon L <simon11238 @gmail.com> Fri, Apr 27, 2012 at 7:58 AM
To: JShaner @ci.shakopee.mn.us
--------- Forwarded message ----------
From: "Simon L" <simon11238 @gmail.com>
Date: Apr 26, 2012 4:27 PM
Subject: City Counsel Meeting
To: <jshaner @ci.shakopee.mn.us>
Hi Jeanette,
My apologies I did not send this earlier. I would like to attend the next city counsel meeting to address the
matter for Asian Hon Restaurant in regards to the $500 fine.
Please feel free to contact me with questions.
Thanks,
Simon
https://mail.google.com/mail/?ui=2&ik=9703c745e4&view=pt&search=inbox&th=136f3el72b2b4bOf 1l1
§5.08
Subd. 2. Purchasing. It is unlawful for any:
A. Person to sell, barter, furnish, or give alcoholic beverages to a minor unless such
person is the parent or guardian of the minor, and then only for consumption in the
household of such parent or guardian.
B. Minor to purchase or attempt to purchase any alcoholic beverage.
C. Person to induce a minor to purchase or procure any alcoholic beverage.
Subd. 3. Possession. It is unlawful for a minor to possess any alcoholic beverage with the intent
to consume it at a place other than the household of the minor's parent or guardian. Possession of
an alcoholic beverage by a minor at a place other than the household of the parent or guardian is
prima facie evidence of intent to consume it at a place other than the household of the parent or
guardian.
Subd. 4. Entering Licensed Premises. It is unlawful for any minor, as defined in this Chapter, to
enter licensed premises for the purpose of purchasing or consuming any alcoholic beverage. It is
not unlawful for any person who has attained the age of eighteen (18) years to enter licensed
premises for the following purposes: (1) to perform work for the establishment, including the
serving of alcoholic beverages, unless otherwise prohibited by statute; (2) to consume meals; and
(3) to attend social functions that are held in a portion of the establishment where liquor is not sold.
It is unlawful for a licensee to permit a person under the age of eighteen (18) years to enter licensed
premises unless attending a social event at which alcoholic beverages are not served, or in the
company of a parent or guardian.
Subd. 5. Misrepresentation of Age. It is unlawful for a minor to misrepresent their age for the
purpose of purchasing an alcoholic beverage.
Subd. 6. Proof of Age.. Proof of age for purchasing or consuming alcoholic beverages may be
established only by a valid driver's license, a Minnesota identification card, or, in the case of a
foreign national, by a valid passport. (Ord. 198, July 24, 1986; Ord. 226, August 27, 1987; Ord.
337, July 23, 1992)
Subd.7. Penalities. (Added, Ord. 621, March 21, 2002)
f
A. The purpose of this subdivision is to establish a uniform set of penalties for
licensees who furnish or sell alcoholic beverages to minors. The penalties for a
first or second incident shall be imposed and administered by the City
Administrator upon an admission by the licensee that the licensee furnished or sold
an alcoholic beverage to a minor. The penalties for a third or fourth incident may
only be imposed by the City Council. (Amended, Ord. 634, July 18, 2002)
B. The following penalties shall be imposed if a licensee furnishes or sells alcoholic
beverages to a minor: (Amended, Ord. 634, July 18, 2002)
page revised in 2007
492
§5.09
1. A $1,000 fine and a one (D-day license suspension for the first incident,
provided, however, that $500 of the fine and the one( 1)-day license
suspension will be suspended for one (1) year on the condition that the
licensee has no further incidents of furnishing or selling alcoholic
beverages to-minor during that one (1)-year period; (Amended, Ord. 634,
July 18, 2002)
2. A $1,500 fine and a five (5)-day license suspension for a second incident
occurring within three(3) years of the date of the previous incident;
3. A $2,000 fine and a ten (10)-day license suspension for a third incident
occurring within three (3) years of the dates of the previous two (2)
incidents;
4. A$2,000 fine and a suspension of the license for a minimum of thirty(30)
days or a revocation of the license for a fourth or subsequent incident
occurring within three (3) years of the dates of the previous incidents.
(Amended, Ord. 634, July 18, 2002)
C. All multiple-day license suspensions shall run consecutively beginning at 12:01
a.m. on the first day of the suspension period and ending at midnight on the last
day of the suspension period.
D. Any person whose license to sell alcoholic beverages is revoked under this
subdivision may not apply for a new license for at least thirty (30) days after the
effective date of the revocation.
E. No suspension or revocation shall be imposed by either the City Council or the City
Administrator until the licensee has been afforded an opportunity for a hearing in
accordance with Section 5.02, Subdivision 4 of this Chapter.
SEC.5.09. FINANCIAL RESPONSIBILITY OF LICENSEES.
Subd. 1. Proof. No 32 percent malt liquor, wine or liquor license shall be issued or renewed
unless and until the applicant has provided proof of financial responsibility imposed by Minnesota
Statutes by filing: (Amended, Ord. 779, July 12, 2007)
A. Evidence of financial responsibility as required by State law is furnished by filing a
liability insurance policy, a certificate of such insurance or a binder for such
coverage in the form and in the amount and conditioned all as required by
Minnesota Statutes, Section 340A.409, Subdivision 1 (1) in force and effect at the
time of filing the license application.
B. A bond of a surety company with minimum coverages as provided in
Subparagraph A of this Subdivision;or,
Page revised in 2N8 493
CITY OF SHAKOPEE
Memorandum
TO: Mayor and City Council
FROM: Mark McNeill, City Administrator
SUBJECT: Goal Setting Session Adoption
DATE: May 1, 2012
Comment:
Introduction:
The Council is asked to adopt the results of the goal setting sessions held in March, and
specifically adopt the priorities for the next twelve to eighteen months which were
identified at those meetings.
Background:
On March 13th,the City Council and Department Heads met in a retreat setting at
Shakopee Public Utilities. The purpose of the meeting was to set goals and objectives for
the short term,which was identified as being for the next 12 to 18 months. The session
was facilitated by the firm Brimeyer-Fursman, LLC.
The initial March 13th meeting lasted in excess of five hours. A follow up meeting was
held on March 27th, at which time the Carver Governance model about the particular
roles of government was also discussed.
Through an action planning process,the highest priority issues were identified.
Discussion was also held about follow-up to those priorities.
Priorities:
At the goal setting retreat,the participants were paired, and each individual was assigned
to write ten short-term goals for the City. Each group of participants then identified five
top goals, and those were assembled into specific areas.
Each of the participants then were given a number of"votes"which then identified,
through the number of votes, the highest,medium and low priorities. The results were as
follows:
Highest Priorities-
1. Budget and Fiscal Policy
2. Infrastructure needs and funding
3. Adequate staffing
4. Economic Development
Medium Priorities
5. Strategic Planning
6. Annexation
Goal Setting Sessie�nrp� �
ar
This document summarizes the planning less"ianr
and process used to develop,priorities forthe yeai
w r
r c
r 8"rimeyer . Fursman, LLC
� r
rrv.
66 Village Trail East
r�r
r�
-�' 651. 204 .0441 '
tttsman @brimgroup. com
r�
r-
3/2112012
w
SESSION I
Introduction
The City of Shakopee council and staff have spent five hours on March 13'`,2012 to discuss the current
state of the City and to identify priorities for the following twelve to eighteen months. Prior to the
session,the survey and interviews were conducted to assist with the assessment and develop a list of
objectives for the session. The following objectives were identified:
Session Expectations and Suggestions:
Government Role Discussion(what is government's
responsibility and role) f
• Discuss the process for decision making and moving
Hsu#ts
things forward
• Council decide what is the most important to them
"status of Current 52ra#egi�5
• Understand what the process is and what are
priorities Review Mission and SWOT . ,
• Identify"must have"and"nice to have"
• Set priorities, having the council make the decision Develop List of Issues,
on what is most important and get behind it Establish Priorities
• Get the council on the same page -council as a body ?
vs. individuals 83D Break
• Discussion about"how do we shift from being reactive to
Action Planning model/OR
being proactive"(staying at a 30,000 feet, rather than
getting into the details,have mechanism in place on ftples and Aasponsttarhhe
tracking, getting things done and holding people r n
accountable)
• Update current goals
• Set specific goals, that are measurable, have a timeline,
report progress , set a system to hold people accountable
• Discussion about"How do we prepare ourselves, so that
we do not depend on other government agencies (state and federal),how do we plan for it?"
Other comments and suggestions from the survey can be found in Attachment A.
Moog
21Page
Team Self-Assessment
® B
What has been working well? What has NOT been working well?
® Good people--at both the staff and elected a "Minnesota Nice" --being a little more direct
official level--who honestly care about would be good in some situations
Shakopee and treat each other with respect a The 5 members of Council not thinking of
themselves as a"team"
a Shakopee has a respectful Council,and a Sometimes work load may cause an employee
strong Department Head team—it works well to respond to a coworker in an untimely
together,and shares ideas and information manner
a Policies and procedures either not known or not
• Cooperation,working together, meetings to followed causing council/staff to travel
know and keep up with things unchartered waters unexpectedly
a Inability to move forward with the changing
• Communication between staff times
• Over-whelming citizen input both positive and a The lack of a clear direction that includes
negative over the years elected officials which limits utilizing the full
• The abilities and talents of the team talents and abilities of the team
• Inclusion of as many parties as possible a The tendency to disparage or denigrate the
ability of the City and by extension its"Team"
a Move forward with projects without effectively
including staff and others who should be
involved in developing those projects
a The past use of boards&commissions '..
a Not getting enough information
Barriers to Effectiveness
s e
See Attachment C for Details
4' Page
Strategic Planning Model
The Strategic Planning Model was introduced as a framework. The external forces were evaluated via
survey and the results were presented to the group during the session. See SWOC section in this report.
FORCES CLIENTS/ COMPETITORS
• Political CUSTOMERS! Compet2ise '..
• Economic PAYERS Forces
• Social
• Technological
Est.IEnvinroo"ot
scenarios
OpporlunitieseThreats
MANDATES
MISSIONSt Strategy The Future Organization
Strategic Issues Practical Afteoadws ACTIONS
VALUES
• By Barriers Vision of Success"
stakeholdersStrategies
Actions
P Work prograns RESULTS
Strengths/Neaknessea '..
suit I Emvomnem
RESOURCES PRESENT' PERFORMANCE
• People STRATEGY Rentlls '..
•
Economic • O%erall '..
• Information • Functionor
• Competeucies Department
Current Goals Update
The current Mission, Vision and Goals were presented to the group as a current state assessment,to assist
the new council members in understanding of the past and current strategies. The accomplishments were
shared as well.
Prior to developing new goals and identifying priorities for 2012-2013, the council and staff took the time
to discuss the various contradictions and differences of opinions on the current Strengths and Weaknesses
of the Organization,potential Opportunities and Challenges. This discussion is represented in the SWOC
table on page 8,more detailed information can be found in the Attachment E.
61Page
Current Goals&Action Steps
To achieve the long-term goals, the City Council meets annually with City staff to outline and update
two-year goals and action steps. For 2010 and 2011,the goals and action steps fall into five main focus
areas: Transportation, Economic Development, Strengthen Community Identity& Connections,
Quality Public Safety&Public Works Services, Continued Responsible Fiscal Management
The Goals Triangle Diagram summarizes these goals and action steps into a one page document.
The detailed description of all the goals and tasks can be found in the Attachment D.
zozo Gomez Trait
ortatlon.
Fore.Aeeaz cI A
6dwll Ro d CR 17
CR211 18
ftKrC "hgs(CR101,Tn 41) '..
sad 69!Us 169
Pedesffivn Mils
4mss2
High Quality v
&Public Sa fety Se iices .
Req,oasible Fiscal
Strengthen Community AQslaganent
Tel rtaty Ac t"onnect€ong Economic
lr rawtn�hr.a tj'Iffi'cL.�r.;;f Development
l'uco wr2lt mwr as Dutexdmmr7Ikteil Cattas
9f} iJti3.1aS Tl ho�B' .}AY;C Vi
IdsN �Ruk Insai r3�q,.i 3' LakoIW
�n,.cu-4Y ,up,i4¢i snrF l„�uvctK n= (F�YGmn flkmLuB h.,tsi P}A1(J91169i71))
uvr,xnnva R'<rejile s lab RTk.P.e P.smrss Re4eivan
i Tax Bsse Pceservatinn
See Attachment D for Details
81Page
---
� app a
G m d d C rn
Ei
U U 'u3a� .
m an d o d a
r„f m
U OL p N 'O � C _ M C
rp y�C L90 C A G' N
CZ
C s p C fbq Fb 7 °.
m e
li
❑ m w°4'3 o q ° 3
A
cli
3 >
1p
�WWCr �� wr1w°.mww .l °' Aiw �' s fl "rl€ iw47
�p.qq rPq�
LO
;-4
® O o
�
y 5
cq ❑ s
C
�p
6V u F €
® ❑ R ° �, u�G° ok9 m c..5
4 z Fti m b °'p I- �a
C
o N
py N
_ Y �
CJ ❑ 6 f �l '�"'
v l #
kS.d o a❑i d°i U U (k
pq
T
w
0 S m
b � i
U 6 c a b
o p ypy�
SESSION II: GOVERNANCE
March 13"session adjourned until Tuesday,March 27th, The council met with consultants to discuss the
governance model at 6:30PM, followed by the Action Planning Process for the highest priority issues
jointly with the department directors at 7:30PM.
Characteristics of Productive Team:
3i' %fSOVernance PkeSenta
• Effective Leadership
and Discussion
• Suitable Membership
• Member Commitment U„
• Constructive Climate
• �Q Brealc
Clear Purpose
Action Planning Model
• Organized Procedures
• Mutual Trust (Top Priority)
• Creative Capacity
• Meaningful Outcomes �lext Steps `
• Stakeholder Relations `
Governing Body Working Conditions:
• Vague Task Definition
• No Hierarchy
• No Specialization
• Little Feedback I'iV
• Open Meetings
Reduce Uncertainty:
• Know Policymaking Role
• Set Goals
• Problem Solving Techniques
• Develop Norms of Behavior o
• Teambuilding
• Partnership with Staff
• Understand Behavior and Learning
Styles
® ® o
o -
Flows of Governance
/ Time of the Trivial r
/ Short Term Bias °
/ Reactive Stance
/ Reviewing,Rehashing,Redoing o 0
/ Leaky Accountability
/ Diffuse Authority
121 Page
Policy as a Leadership Tool
IN Im
is
Decision Making Process: Ends vs. Means
Council concerns are with ENDS which are desired outcomes for the organization and the community
ENDS must consider the following
0 B
p 0
B
141Page
o A
-Explore Investments
E Options
-Ends discussion(overall
vision for the City) ® a ':Look at debt schedule
-Communication -New money(borrow) ° Explore other
Strategy -Re-allocation (what financing options
°2014 budget
should we stop doing)
1
Tax Levy increase
� T discussion ,aA
Next Steps
The questions for further discussion and next steps:
1. Complete Action Planning for all top priorities
2. Develop Work Plans:identify milestones and responsibilities
3. Develop a reporting(communication) system and progress tracking mechanism
4. Discussion about Tax Levy Policy
5. Adapt a process on how the decisions will be made going forward(to what end?)
6. Discussion on how pro-active the City should be(Economic Development)
7. Finalize/make the decision on Fire Station(sell or arts)
8. Check with the current Mission/Vision and Goals—are they aligned with our priorities?
16( Page
SESSION ANTICIPATIONS
1. The Council will set some priorities (and a reasonable#of them --not 12 or 15 priorities for one
year!)
2. For the Council to have a better understanding of the amount of staff resources need to do X or Y. In
the past,direction has been given to do things without regard for potentially burning people out
3. I would like to see less goals,but realistic/attainable. If the list is kept realistic,the range of goals
(years) can be expanded as desired
4. Council be more supportive of city staff. I also would like to see a more positive approach to
everything. It's fine to disagree and have a lively debate, but things get negative, especially around
budget time.
5. For Council and staff to have realistic goals that they stick to and conduct business around. The
goals should set Shakopee up for the future not just for today. To stop being okay with good enough.
6. Stable tax rate, smaller more focused government. Minimize regulatory burdens on job creation.
Prioritize service levels based on realistic funding considering current economic situation and the
impacts of state/federal economic issues. How to leverage the private sector to better the
community as a whole(Derby days)?
7. I am just looking for clear direction, so I can do the job the city has hired me for.
8. Determination of the greatest needs that should be addressed by the Council and Staff
9. Identification of the areas of conflict that may slow down progress or growth in the area
10. Priorities of the Council that will ensure a stronger connection with the inter-governmental groups,
private entities and private citizens, as there will continue to be strong emphasis on the City to be as
efficient and effective as possible
11. A commitment on the part of the Council members to work together in developing and launching
initiatives or projects
12. Once a majority of the Council agrees on a projector initiatives that it remain publicly committed to
moving forward with it.
13. "Measurable" goals from staff, police&fire.
14. To agree on items that they can agree to do and identify priorities.
OTHER NOTES
O I see more 3-2 votes by this Council. While that is not bad by itself, it will be different. We will
need to learn how to function that way, and not have staff be caught in the middle of opposing
points of view.
• I believe if city government starts doing things outside its area of responsibility,the flood doors
become wide open to do all kinds of things with a lot of expenses and more political ideology
will divide the city. We need to be able to tell people,NO, this item is not a function of the city
sorry. Steer them in another direction. Most dislike congress for 3 reasons, gridlock, ideology,
and spending. The local level should not be like congress.
a Shakopee provides an excellent work environment that is supportive and encouraging, and will
need to ensure that the new and upcoming employees have an opportunity to learn this culture
from the more senior employees, as this is often the largest source of frustration for staff
members. This will need to be a more"city-wide"process,to ensure that the skills of the staff are
used to create a stronger working environment, as well as a welcoming and positive presentation
for future hires.
a Our boards seem underutilized and adrift. Police goals are not measurable.Need clear
development plan.
181Page
Attachment C: 'Team Challenges /Barriers to effectiveness
a New Team—New Direction
• Working as a team with the new mayor and Council has been challenging-- staff is more
than willing to make changes to the ways things have been done, but there needs to be an
aclarowledgement in order to go in a different direction, some things will have to wait
until the next budget cycle. There also needs to be an understanding that things are
currently being done the way they are for a reason--whether it is to comply with a state
law or our own City code or because of lessons learned over the years.
• Learning curve for new elected officials
• Learning to work in collaboration, approach projects as a team not individuals
• Learning to trust the team, "empowering the staff'
• The lack of long term thinking and willingness to lead by example from the City
Council.Also lack of support for staff to be innovative
• Lack of consistent decisions or direction from Council or Boards
• A lack of unified commitment to the direction(s)the City is taking
• Finding the direction from a split council
a Continued growth
• Ability to keep up with growth and new responsibilities as we grow as a community and
organization with current funds that will not continue to meet those needs
• What do we want to be and what do we want to look like in 5, 10, 15 years etc...This city
is still going to change.Are we going to be proactive or reactive to those challenges and
changes?
• Growing population over the last 10 years,which is going to continue for this
community
• Future land development
• Community center expansion
O Financial Instability
• Market values have and are falling
• Foreclosures, economic uncertainty at multiple levels of government, unemployment is
double the norm
• Inflation or weakening dollar causing food,gas, and most other items to cost more while
private side wages remain flat
• Financial limitations at this time
• Employee Retention
o Retirement or retention of longterm and skilled employees, as job market becomes more
mobile
® Public Distrust
• Negative perceptions of public service and public employment,that is often exasperated
by the media, community or misinterpreted actions
• Public distrust of any level of government activity
201 Page
Attachment D: Current Goals
Focus Area: Transportation
Goal 1: Reconstruct CR101/1st Avenue
Goal 2: Facilitate Marschall Rd/County Road 17 Improvements
Goal 3: Complete County Road 21/18 Project
Goal 4: Facilitate River Crossing w/MnDOT and Met Council
Goal 5: Participate in CR 69/TH 169 Interchange Study
Goal 6: Work with Jurisdictions to Close Gaps on Regional& Local Trail System
Goal 7: Expand Commuter Transit Service& Expand Ridership on Transit Circulator Service
Focus Area: Economic Development
Goal l: Re-establish and begin regular meetings of the Economic Development Advisory
Committee.
Goal 2: Develop a marketing plan for the Downtown& CR 101 corridor in"Old Shakopee".
Goal 3: Develop and Adopt a Plan for the Future of New and Existing Retail Centers within the
City.
Goal 4: Develop and Adopt a Plan for the Further Development of Industrial and Business Park
areas in the City. (Valley Green/Dean Lakes/West End (CR 69/US 169/TH 41)
Goal 5: Establish Job/Business Retention Program
Goal 6: Ensure Tax Base Preservation
Focus Area: Strengthen Community Identity and Connections
Goal 1: Improve Communication& Connections between the City,its Diverse Population,and its
Neighborhoods
Goal 2: Evaluate& Enhance Community Amenities
Goal 3: Build Upon& Expand Partnerships & Sponsorships
Focus Area: Public Safety/Public Works
Goal l: Maintain Adequate Staffing Levels
Goal 2: Continue High Quality Training
Goal 3: Fire Station 2 Relocation
Goal 4: Continue Working on Goals and Objectives set forth by the Police Services Master
Planning Task Force
Goal 5: Community Survey
Goal 6: Improve Department Visibility
Goal 7: Place Mobile Data Terminals in Fire Vehicles
Goal 8: Establish Station Paging
Goal 9: Fire Explorer Program
Goal 10: Use of Technology
Focus Area: Responsible Fiscal Management
Goal 1: Maintain Adequate Fund Balance Levels
Goal 2: Maintain Sustainable Property Tax Burden
Goal 3: Maintain Debt Levels Relative to Projects
Goal 4: Control Spending
221Page
• Well run city services
• The City is in relatively good financial shape, and has invested in its infrastructure--city
buildings,utilities, schools, and some transportation
• Low crime
• City has a strong relationship with the school district
• The City has a well trained staff of employees
• Knowledgeable staff
• Diverse,and growing population
• Increasing diversity of races
• The city is so diverse in both population and make-up of businesses
• Diversity of the community, employment base and demographics
• A well-educated and diverse population
• Newer residents and various cultures
• Growing population '..
• Active senior community
• Historic Community
• A strong history to be grounded in
• Historic roots
STRENGHTS OF THE ORGANIZATION
® Dedicated and knowledgeable employees
o Experienced professionals who work hard to give the City Council and the community what
they ask for or expect
o City Administrator and Department Heads are dedicated to this City and this community
not just working here for a few years until they can move on to a bigger city
o New Finance Director has brought a much needed breath of fresh air and new perspective to
the City's budget and financial outlook
o Good labor relations
o Strong and experienced management team
o Devoted and caring employees
o The city has great staff.The department heads are well educated and trained. They also have
a great deal of experience
o The majority of the staff is dedicated to the organization and works very hard in many cases
doing multiple job tasks
o Skilled and experienced staff,with the ability to train and assist new staff members
o Supportive administrative staff who are well prepared and knowledgeable about issues and
political arena
o Capable and potentially very creative staff
o Knowledgeable staff
241Page
• Growth Challenges
• Lack of adequate river crossings has stymied growth, and it is a long term prospect to
remedy
• Costs to retrofit infrastructure in some older areas of the city, and to provide new
infrastructure in potential areas for expansion
• Ability to view a"greater good"perspective from many projects or community growth
issues
• Can be unreceptive to growth
• The feeling of"this is how it's always been" has gotten in the way of progress
• Have not realized the potential of the river
• Lack of community participation
• Lack of involvement or interest of a broader base of participants
• There needs to be more participation from the community
• Unclear Vision and Goals
• Identification of major goals or objectives - short term
• Lack of following policy/procedure, going multiple directions oftentimes outside the
core responsibilities of government(core functions not defined)
• Neglected City facilities and infrastructure
• The City facilities are not as up to date or appealing as surround communities i.e.the
Community Center, City Hall and lack of a dog park
• Physical disruption of many arterials and county roadways that tends to lead to isolation
of one area of the city from another
• Challenges in maintaining City's downtown and related "First Avenue" corridor as a
meaningful core to the city
• Commuter city(the lack of good shopping and restaurants drives people elsewhere)
• Impact of economic malaise will potentially affect the overall quality of life--code enforcement,
rental housing issues,multifamily housing(extended families in neighborhoods designed for
single families, etc.)
WEAKNESSES OF THE ORGANIZATION
• Personnel Needs
• Serious need for additional personnel in certain areas (if the Council or the community
wants more or a higher level of service)
• The City is beginning to lose experienced Department Heads, over the next 3-8 years
several more(and the City Administrator)will be leaving
• Succession planning is in order
• We all want more staff to accomplish tasks and conduct proactive/quality of life projects
but nobody has increased staffing levels for years
• We will need more staff to accomplish many of the goals that may be set at the meeting
• Council must understand current staffing levels when making decisions to do more
• Staffing levels are very low
• Not having enough staff to preform core functions
261 Page
• Accountability
o Goals are not measurable
• Lack of Visionary and Strategic Thinking
• The City Council is not visionary
• The City Council too concerned with the dollar figures and do not enhance City
amenities to accommodate our current population let alone future growth
• Tendency of city councils over the past several years on the direction(s)the city should
take(e.g. fund only core services like public safety versus all others)
• A dislike to stepping out of comfort zone
• Ineffective Communications
• The City website is very hard to navigate and with only a part time communications
coordinator there is little to no marketing of the City
• The Communications Coordinator only writes newsletter,her time could be much better
allocated to actually promote the City
• Communications coordination and process that will provide updates to staff from the top
down, consistently and timely
OPPORTUNITIES
® Pro-Active Economic Development Strategies
• I think the City should step into the development function a little bit more. The Vikings
stadium quest seemed like trying to run before you can walk for a City that has not taken
an active role in economic development for years,but there are certainly opportunities on
a more do-able scale to acquire and assemble land,raise old buildings to make way for
new, etc.
• Riverfront development
• West downtown redevelopment
® Tribe Relations
o Build on recent positive outreach from the Tribe--work to get reimbursement agreements
for services which the City provides.
® Partnerships
• Renegotiate fire services agreement with the two neighboring townships
• Work with MNDOT to expand and flood proof the CR 101 River Crossing
• Joint construction with the school district or County
• Partnerships with other government entities to share resources and manpower,we really
need to decide if having professional staff members contract out city projects, do we need
outside consultants when our staff is capable in the slower development era where in?
• Seek private business solutions to non-core function issues
• Potential partnership with the SMSC, which controls about 1/3 of the remaining
developable land within the City limits
• Partnerships available through SCALE, including partnership with Greater MSP, other
cities, and others
• Annexation, working with the SMSC
281Page
® Industrial/commercial development space availability
® Tribal issues
• Must be careful of doing anything just to get businesses in here and getting burned
• Tribal issues-more land into trust
• The Native American Community purchasing more land in Shakopee. Funding and tax
reductions
• Limitations on development created by SMSC control on such a large area of the City
® Unfunded mandates/impact of other governments:
• Met council,EPA, federal/state mandates
• Emergency management preparedness update
• Growing limitations placed by the Congress, legislature, and Metropolitan Council on
cities in their work
• Continued pressure to make county roadways limited access to foster greater flow of
traffic through the city at the expense of useful local access
• STATE, County, SMSC
301 Page
CITY OF SITAROPEE
Memorandum
TO: Mayor and City Council
FROM: Mark McNeill, City Administrator
SUBJECT: Discussion Topic—May 15th City Council meeting
DATE: May 1, 2012
Comment:
Introduction:
At its meeting of May 1St,the Council will be asked to decide on a discussion topic for
the May 15th meeting.
Background:
Previously Mayor Tabke has asked that the City Council agendas for the second regular
meetings of the month have times reserved for longer discussions of"bigger picture"
topics. The intent is that there might be consensus reached regarding topics for follow-up.
At the April 17th meeting,the topic was economic development. Staff was directed to
work on some options, which will be brought back at the June 19t''meeting.
There is a need to identify a topic for discussion for the second meeting in May. Mayor
Tabke has indicated the future of the Community Center as his preferred topic. Other
Councilors may have other topics, and should be prepared to suggest those.
Recommendation:
The Council should decide on a topic for general discussion between City Council and
department heads.
Relationship to Visioning:
This supports goal F, "Housekeeping"
Action Required:
Council should identify a topic for the May 15th City Council meeting.
acv
Mark McNeill
MM:cn City Administrator