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HomeMy WebLinkAbout2013-06-18 CC Packetate THE OIRTHRLRCE OF MINNESOTA REVISED AGENDA CITY COUNCIL MEETING Council Chambers, 216 Fourth Street North June 18, 2013 REGULAR MEETING 7:00 P.M. I. CALL TO ORDER II. ROLL CALL III. PLEDGE OF ALLEGIANCE IV. APPROVAL OF MINUTES 1. Possible approval of minutes of June 4, 2013 regular and recessed meeting minutes and Special Meeting minutes of June 11, 2013 V. PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS 2. Possible approval of recommendations for General Obligation Water Revenue Bonds, Series 2013A — Doug Green, Springsted, Inc. (Bids Available Tuesday) and Possible approval of agreement with Board of Water Commissions for General Obligation Water Revenue Bonds, Series 2013A (2 Resolutions — Roll Call) 3. Proclamation: Conservation Corps Minnesota Day VI. OPEN FORUM The Open Forum is a portion of the Council meeting to address Council on subjects which are not a part of the meeting agenda. The Council may take action or reply at the time of the statement or may give direction to staff regarding investigation of the concerns expressed. Out of respect for others in attendance, please limit your comments to 5 minutes or less. VII. STAFF REPORTS 4. Police Chief 5. Fire Chief 6. City Clerk 7. Community Development Dir. 8. Public Works Dir. - Lift Bridge schedule 9. Finance Director 10. City Attorney 11. City Administrator VIII. CONSENT AGENDA (ROLL CALL) all items listed under the consent agenda are considered to be routine by the city council and will be enacted by one motion. There will be no separate discussion on these items unless a council member or citizen so requests, in which event, the items will be removed from the consent agenda and considered separately. 12. Resolution 2013 -100, directing payment of bills 13. Resolution 2013 -101, approving 2013 special event and contract Summer Tuesdays 14. Amendment to Liquor License — Lift Bridge Brewery 15. Possible approval to purchase three monitor for frontline apparatus — Fire Department IX. PUBLIC HEARINGS - OUT OF RESPECT FOR OTHERS IN ATTENDANCE, PLEASE LIMIT YOUR COMMENTS TO 10 MINUTES OR LESS. 16. Case No. 2013 -12. This is the date and time for a public hearing to consider a request from Jon Whitcomb for an annexation, zoning map amendment and preliminary plat for a 15 lot residential subdivision known as Brown's Creek Preserve, located at 12205 McKusick Road North and any variances related thereto. Notices were mailed to affected property owners and published in the Stillwater Gazette on June 7, 2013 (Resolution -Roll Call, 1st Reading of Ordinance — Roll Call) X. UNFINISHED BUSINESS 17. Continued first reading of a proposed amendment to the Demolition Ordinance that would allow the City more time to review a requested demolition permit 18. Discussion on a possible creation of an Event Coordinator position XI. NEW BUSINESS XII. PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS (CONTINUED) XIII. COMMUNICATIONS /REQUESTS XIV. COUNCIL REQUEST ITEMS XV. STAFF REPORTS (CONTINUED) XVI. ADJOURNMENT Municipal Bond & Treasury Markets June 14, 2013 Updated Weekly by Springsted Incorporated BBI 25-bond (Revenue) and 20-bond (G.O.) Rates for 5 Years Ending 6/13/2013 6.5% ---- BBI 25 Bond + —BBI 20Bond A i 6/13/2013 6.0% 25bond:4.62% 20 ;`` 5.5% 1 �'r 't "'`.:. A Pt-t r' 4.5% I I 4.0% ,' 3.5% 3.0% O 0 O \r10 O 0 0 r10 �O O O O O O O O Dates Prepared by Springsted Incorporated 10-year, 1-year and 3-month Treasury Rates for Five Years Ending June 13, 2013 7.00% — —10-Year —1-Year 6/13/2013 6.00% 10-yr:2.19% —3Month 1-yr:0.14% 3-mnth:0.05% 5.00% y 4.00% L to 3.00% .\Mrii\V\\2.00% \\I`.1/4 J'" .^' 1.00% IL 0.00% - ��O^O\10^ �O^O�19^\�O^\�O 4\ 4\^��O^O��O^O��O^SLO^�O^�O^�O^O��O°P.4.10^ep^1O 4\ 4\ ^�0 Dates Prepared by Springsted Incorporated Sharon Harrison From: Doug Green <dgreen @springsted.com> Sent: Tuesday, June 18, 2013 6:54 PM To: Sharon Harrison Subject: Fw: Soo Yun Chun has shared Moody's: [Moody's assigns Aa2 rating to the City of Stillwater's (MN) $1.45 million GO Water Revenue Bonds, Series 2013A] with you Doug Green Assistant Vice President Springsted Incorporated 651-223-3086-W 651-269-7188-C Message sent via Blackberry From: Moodys.com <email @moodys.com> To: Doug Green Sent: Tue Jun 18 14:28:34 2013 Subject: Soo Yun Chun has shared Moody's: [Moody's assigns Aa2 rating to the City of Stillwater's (MN) $1.45 million GO Water Revenue Bonds, Series 2013A] with you Having trouble viewing this e-mail?Go here. Please add email @moodys.com to safe senders list. O The following Moody's Research was shared with you by Soo Yun Chun, SooYun.Chun@moodys.com Moody's assigns Aa2 rating to the City of Stillwater's (MN) $1.45 million GO Water Revenue Bonds, Series 2013A New Issue, 6/14/2013 1:11:08 PM >>Read this research Terms of Use I Privacy Policy I Proprietary Rights This email was sent by: Moody's Analytics 7 World Trade Center @ 250 Greenwich Street New York, NY, 10007, USA 1 AWARD: SALE: ® Springsted Springsted Incorporated 380 Jackson Street, Suite 300 Saint Paul, MN 55101 -2887 Tel: 651 - 223 -3000 Fax: 651 - 223 -3002 Email: advisors @springsted.com www.springsted.com $1,450,000(a) CITY OF STILLWATER, MINNESOTA GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2013A (BOOK ENTRY ONLY) ROBERT W. BAIRD & COMPANY, INCORPORATED AND SYNDICATE June 18, 2013 Moody's Rating: Aa2 Bidder Interest Rates Price Net Interest Cost True Interest Rate ROBERT W. BAIRD & COMPANY, INCORPORATED C.L. KING & ASSOCIATES KILDARE CAPITAL SAMCO CAPITAL MARKETS, INC. CRONIN & COMPANY, INC. EDWARD D. JONES & COMPANY LOOP CAPITAL MARKETS, LLC CREWS & ASSOCIATES DAVENPORT & COMPANY LLC NORTHLAND SECURITIES, INC. VINING- SPARKS IBG, LIMITED PARTNERSHIP ROSS, SINCLAIRE & ASSOCIATES, LLC CASTLEOAK SECURITIES, L.P. WEDBUSH SECURITIES INC. DOUGHERTY & COMPANY LLC BERNARDI SECURITIES, INCORPORATED 2.00% 2015 -2020 3.00% 2021 -2026 3.50% 2027 -2029 $1,465,066.45(b) $372,066.88(b) 2.8491%(b) (a) Subsequent to bid opening, the issue size decreased from $1,450,000 to $1,425,000. (b) Subsequent to bid opening, the price, net interest cost and true interest rate have changed to $1,439,586.77, $376, 856.98, and 2.8712 %, respectively. Public Sector Advisors REOFFERING SCHEDULE OF THE PURCHASER Rate Year Yield 2.00% 2015 0.50% 2.00% 2016 0.75% 2.00% 2017 1.00% 2.00% 2018 1.25% 2.00% 2019 1.50% 2.00% 2020 1.70% 3.00% 2021 2.00% 3.00% 2022 2.20% 3.00% 2023 2.35% 3.00% 2024 2.65% 3.00% 2025 2.65% 3.00% 2026 2.65% 3.50% 2027 3.25% 3.50% 2028 3.25% 3.50% 2029 3.25% BBI: 4.16% Average Maturity: 8.870 Years $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Sources & Uses Dated 07/01/2013 I Delivered 07/24/2013 Sources Of Funds Par Amount of Bonds $1,425,000.00 Reoffering Premium 47,029.75 Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Total Sources $1,474,545.38 Uses Of Funds Deposit to Project Construction Fund $1,400,000.00 Total Underwriter's Discount (2.277 %) 32,442.98 Costs of Issuance 34,750.00 Deposit to Debt Service Fund (Accrued Interest) 2,515.63 Deposit to Debt Service Fund (Rounding) 4,836.77 Total Uses $1,474,545.38 2013A GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM Springsted ayc $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Pricing Summary Maturity Type of Bond Coupon Yield Maturity Value Price Dollar Price 02/01/2015 Serial Coupon 2.000% 0.500% 80,000.00 102.267% 81,813.60 02/01 /2016 Serial Coupon 2.000% 0.750% 80,000.00 103.113% 82,490.40 02/01/2017 Serial Coupon 2.000% 1.000% 85,000.00 103.449% 87,931.65 02/01/2018 Serial Coupon 2.000% 1.250% 85,000.00 103.285% 87,792.25 02/01/2019 Serial Coupon 2.000% 1.500% 85,000.00 102.638% 87,242.30 02/01/2020 Serial Coupon 2.000% 1.700% 90,000.00 101.843% 91,658.70 02/01/2021 Serial Coupon 3.000% 2.000% 90,000.00 106.948% 96,253.20 02/01/2022 Serial Coupon 3.000% 2.200% 95,000.00 106.183% 100,873.85 02/01/2023 Serial Coupon 3.000% 2.350% 95,000.00 105.515% 100,239.25 02/01/2026 Term 1 Coupon 3.000% 2.650% 305,000.00 102.927% c 313,927.35 02/01/2029 Term 2 Coupon 3.500% 3.250% 335,000.00 102.032% c 341,807.20 Total $1,425,000.00 - - $1,472,029.75 Bid Information Par Amount of Bonds $1,425,000.00 Reoffering Premium or (Discount) 47,029.75 Gross Production $1,472,029.75 Total Underwriter's Discount (2.277 %) $(32,442.98) Bid (101.024 %) 1,439,586.77 Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Total Purchase Price $1 ,442,102.40 Bond Year Dollars $12,840.21 Average Life 9.011 Years Average Coupon 3.0485779% Net Interest Cost (NIC) 2.9349756% True Interest Cost (TIC) 2.8712085% 2013A GO Water Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Debt Service Schedule Date Principal Coupon Interest Total P +I 02/01/2014 22,968.75 22,968.75 08/01/2014 - 19,687.50 19,687.50 02/01/2015 80,000.00 2.000% 19,687.50 99,687.50 08/01/2015 18,887.50 18,887.50 02/01/2016 80,000.00 2.000% 18,887.50 98,887.50 08/01/2016 - 18,087.50 18,087.50 02/01/2017 85,000.00 2.000% 18,087.50 103,087.50 08/01/2017 - - 17,237.50 17,237.50 02/01/2018 85,000.00 2.000% 17,237.50 102,237.50 08/01/2018 - - 16,387.50 16,387.50 02/01/2019 85,000.00 2.000% 16,387.50 101,387.50 08/01/2019 - 15,537.50 15,537.50 02/01/2020 90,000.00 2.000% 15,537.50 105,537.50 08/01/2020 - - 14,637.50 14,637.50 02/01/2021 90,000.00 3.000% 14,637.50 104,637.50 08/01/2021 - - 13,287.50 13,287.50 02/01/2022 95,000.00 3.000% 13,287.50 108,287.50 08/01/2022 - 11,862.50 11,862.50 02/01/2023 95,000.00 3.000% 11,862.50 106,862.50 08/01/2023 10,437.50 10,437.50 02/01/2024 100,000.00 3.000% 10,437.50 110,437.50 08/01/2024 - 8,937.50 8,937.50 02/01/2025 100,000.00 3.000% 8,937.50 108,937.50 08/01/2025 - - 7,437.50 7,437.50 02/01/2026 105,000.00 3.000% 7,437.50 112,437.50 08/01/2026 - - 5,862.50 5,862.50 02/01/2027 110,000.00 3.500% 5,862.50 115,862.50 08/01/2027 - 3,937.50 3,937.50 02/01/2028 110,000.00 3.500% 3,937.50 113,937.50 08/01/2028 - - 2,012.50 2,012.50 02/01/2029 115,000.00 3.500% 2,012.50 117,012.50 Total $1,425,000.00 $391,443.75 $1,816,443.75 SIGNIFICANT DATES Dated Date 7/01/2013 Delivery Date 7/24/2013 First Coupon Date 2/01/2014 Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Yield Statistics Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Bond Year Dollars $12,840.21 Average Life 9.011 Years Average Coupon 3.0485779% Net Interest Cost (NIC) 2.9349756% True Interest Cost (TIC) 2.8712085% Bond Yield for Arbitrage Purposes 2.5671494% All Inclusive Cost (AIC) 3.1901673% IRS Form 8038 Net Interest Cost 2.5814900% Weighted Average Maturity 8.997 Years 20134 GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM r OUG $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Post -Sale Debt Service Payment Principal Coupon Interest Total P +I 105% of Debt Total Payment Date Service 02/01/2014 - - 22,968.75 22,968.75 24,117.19 24,117.19 02/01/2015 80,000.00 2.000% 39,375.00 119,375.00 125,343.75 125,343.75 02/01/2016 80,000.00 2.000% 37,775.00 117,775.00 123,663.75 123,663.75 02/01/2017 85,000.00 2.000% 36,175.00 121,175.00 127,233.75 127,233.75 02/01/2018 85,000.00 2.000% 34,475.00 119,475.00 125,448.75 125,448.75 02/01/2019 85,000.00 2.000% 32,775.00 117,775.00 123,663.75 123,663.75 02/01 /2020 90,000.00 2.000% 31,075.00 121,075.00 127,128.75 127,128.75 02/01/2021 90,000.00 3.000% 29,275.00 119,275.00 125,238.75 125,238.75 02/01/2022 95,000.00 3.000% 26,575.00 121,575.00 127,653.75 127,653.75 02/01/2023 95,000.00 3.000% 23,725.00 118,725.00 124,661.25 124,661.25 02/01/2024 100, 000.00 3.000% 20, 875.00 120, 875.00 126, 918.75 126, 918.75 02/01/2025 100, 000.00 3.000% 17, 875.00 117, 875.00 123, 768.75 123, 768.75 02/01/2026 105, 000.00 3.000% 14, 875.00 119, 875.00 125, 868.75 125, 868.75 02/01/2027 110,000.00 3.500% 11,725.00 121,725.00 127,811.25 127,811.25 02/01/2028 110, 000.00 3.500% 7,875.00 117, 875.00 123, 768.75 123, 768.75 02/01/2029 115, 000.00 3.500% 4,025.00 119, 025.00 124, 976.25 124, 976.25 Total $1,425,000.00 - $391,443.75 $1,816,443.75 $1,907,265.94 $1,907,265.94 2013A GO Water Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 FM $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Settlement Report Dated 07/01/2013 1 Delivered 07/24/2013 Price $1,439,586.77 Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Total Purchase Price $1 ,442,102.40 Good Faith Deposit (14,500.00) Due at Closing $1,427,602.40 2013A GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM Springsted $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Derivation Of Form 8038 Yield Statistics Maturity Issuance Value Price Issuance Price Exponent Bond Years 07/24/2013 - - - 02/01/2015 80,000.00 102.267% 81,813.60 1.5194444x 124,311.22 02/01/2016 80,000.00 103.113% 82,490.40 2.5194444x 207,829.98 02/01/2017 85,000.00 103.449% 87,931.65 3.5194444x 309,470.56 02/01/2018 85,000.00 103.285% 87,792.25 4.5194444x 396,772.20 02/01/2019 85,000.00 102.638% 87,242.30 5.5194444x 481,529.03 02/01/2020 90,000.00 101.843% 91,658.70 6.5194444x 597,563.80 02/01/2021 90,000.00 106.948% 96,253.20 7.5194444x 723,770.59 02/01 /2022 95,000.00 106.183% 100,873.85 8.5194444x 859,389.16 02/01/2023 95,000.00 105.515% 100,239.25 9.5194444x 954,221.97 02/01/2024 100,000.00 102.927% 102,927.00 10.5194444x 1,082,734.86 02/01/2025 100,000.00 102.927% 102,927.00 11.5194444x 1,185,661.86 02/01/2026 105, 000.00 102.927% 108, 073.35 12.5194444x 1, 353, 018.30 02/01/2027 110, 000.00 102.032% 112, 235.20 13.5194444x 1, 517, 357.55 02/01/2028 110, 000.00 102.032% 112, 235.20 14.5194444x 1, 629, 592.75 02/01/2029 115,000.00 102.032% 117,336.80 15.5194444x 1,821,001.95 Total $1,425,000.00 - $1,472,029.75 - $13,244,225.78 IRS Form 8038 Weighted Average Maturity = Bond Years /Issue Price 8.997 Years Total Interest from Debt Service 391,443.75 Accrued Interest from 07/01 /2013 to 07/24/2013 (2,515.63) Reoffering (Premium) or Discount (47,029.75) Total Interest 341, 898.37 NIC = Interest / (Issue Price ` Average Maturity) 2.5814900% Bond Yield for Arbitrage Purposes 2.5671494% 2013A GO Water Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Proof of Premium Bond Selection of Call Dates /Prices Maturity CaII Date CaII Price PV at Bond Yield Lowest? 02/01/2026 318, 676.75 No 02/01/2026 02/01/2023 100.000% 316, 662.75 Yes 2013A GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM Springsted oyG $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Proof of D/S for Arbitrage Purposes Date Principal Interest Total 07/24/2013 - - 02/01 /2014 - 22, 968.75 22, 968.75 08/01/2014 - 19, 687.50 19, 687.50 02/01/2015 80, 000.00 19, 687.50 99, 687.50 08/01/2015 - 18, 887.50 18, 887.50 02/01/2016 80, 000.00 18, 887.50 98, 887.50 08/01/2016 - 18, 087.50 18, 087.50 02/01/2017 85, 000.00 18, 087.50 103, 087.50 08/01/2017 - 17, 237.50 17, 237.50 02/01/2018 85, 000.00 17, 237.50 102, 237.50 08/01/2018 - 16, 387.50 16, 387.50 02/01/2019 85, 000.00 16, 387.50 101, 387.50 08/01/2019 - 15, 537.50 15, 537.50 02/01/2020 90, 000.00 15, 537.50 105, 537.50 08/01/2020 - 14, 637.50 14, 637.50 02/01/2021 90, 000.00 14, 637.50 104, 637.50 08/01/2021 - 13, 287.50 13, 287.50 02/01/2022 95, 000.00 13, 287.50 108, 287.50 08/01/2022 - 11, 862.50 11, 862.50 02/01/2023 400, 000.00 11, 862.50 411, 862.50 08/01/2023 - 5,862.50 5,862.50 02/01/2024 - 5,862.50 5,862.50 08/01/2024 - 5,862.50 5,862.50 02/01/2025 - 5,862.50 5,862.50 08/01/2025 - 5,862.50 5,862.50 02/01/2026 - 5,862.50 5,862.50 08/01/2026 - 5,862.50 5,862.50 02/01/2027 110, 000.00 5,862.50 115, 862.50 08/01/2027 - 3,937.50 3,937.50 02/01/2028 110, 000.00 3,937.50 113, 937.50 08/01/2028 - 2,012.50 2,012.50 02/01/2029 115, 000.00 2,012.50 117, 012.50 Total $1,425,000.00 $372,993.75 $1,797,993.75 2013A GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Proof Of Bond Yield @ 2.5671494% Date Cashflow PV Factor Present Value Cumulative PV 07/24/2013 1.0000000x 02/01/2014 22,968.75 0.9868373x 22,666.42 22,666.42 08/01/2014 19, 687.50 0.9743311x 19,182.14 41, 848.56 02/01/2015 99,687.50 0.9619833x 95,897.71 137,746.27 08/01/2015 18,887.50 0.9497920x 17,939.20 155,685.47 02/01/2016 98,887.50 0.9377552x 92,732.27 248,417.74 08/01/2016 18,087.50 0.9258710x 16,746.69 265,164.43 02/01/2017 103,087.50 0.9141373x 94,236.13 359,400.56 08/01/2017 17,237.50 0.9025524x 15,557.75 374,958.31 02/01/2018 102, 237.50 0.8911143x 91,105.30 466, 063.61 08/01/2018 16,387.50 0.8798211x 14,418.07 480,481.67 02/01/2019 101,387.50 0.8686711x 88,072.39 568,554.06 08/01/2019 15,537.50 0.8576623x 13,325.93 581,879.99 02/01/2020 105,537.50 0.8467931x 89,368.43 671,248.42 08/01/2020 14,637.50 0.8360616x 12,237.85 683,486.27 02/01/2021 104,637.50 0.8254662x 86,374.72 769,860.99 08/01/2021 13,287.50 0.8150050x 10,829.38 780,690.37 02/01/2022 108,287.50 0.8046764x 87,136.39 867,826.76 08/01/2022 11,862.50 0.7944786x 9,424.50 877,251.26 02/01/2023 411,862.50 0.7844101x 323,069.12 1,200,320.38 08/01/2023 5,862.50 0.7744692x 4,540.33 1,204,860.71 02/01/2024 5,862.50 0.7646543x 4,482.79 1,209,343.49 08/01/2024 5,862.50 0.7549638x 4,425.98 1,213,769.47 02/01/2025 5,862.50 0.7453961x 4,369.88 1,218,139.35 08/01/2025 5,862.50 0.7359496x 4,314.50 1,222,453.86 02/01/2026 5,862.50 0.7266229x 4,259.83 1,226,713.69 08/01/2026 5,862.50 0.7174143x 4,205.84 1,230,919.53 02/01/2027 115,862.50 0.7083225x 82,068.01 1,312,987.54 08/01/2027 3,937.50 0.6993459x 2,753.67 1,315,741.22 02/01/2028 113,937.50 0.6904830x 78,671.91 1,394,413.12 08/01/2028 2,012.50 0.6817325x 1,371.99 1,395,785.11 02/01/2029 117,012.50 0.6730928x 78,760.27 1,474,545.38 Total $1,797,993.75 - $1,474,545.38 Derivation Of Target Amount Par Amount of Bonds $1,425,000.00 Reoffering Premium or (Discount) 47,029.75 Accrued Interest from 07/01/2013 to 07/24/2013 2,515.63 Original Issue Proceeds $1,474,545.38 2013A GO Wafer Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM © Springsted $1,425,000 City of Stillwater, Minnesota General Obligation Water Revenue Bonds, Series 2013A Bond Balance Report Date Principal Coupon Interest Total P +I Bond Balance 02/01/2014 - - 22, 968.75 22, 968.75 1, 425, 000.00 08/01/2014 - - 19, 687.50 19, 687.50 1, 425, 000.00 02/01/2015 80, 000.00 2.000% 19, 687.50 99, 687.50 1, 345, 000.00 08/01/2015 - - 18, 887.50 18, 887.50 1, 345, 000.00 02/01/2016 80, 000.00 2.000% 18, 887.50 98, 887.50 1, 265, 000.00 08/01/2016 - - 18, 087.50 18, 087.50 1, 265, 000.00 02/01/2017 85, 000.00 2.000% 18, 087.50 103, 087.50 1,180, 000.00 08/01/2017 - - 17, 237.50 17, 237.50 1,180, 000.00 02/01/2018 85, 000.00 2.000% 17, 237.50 102, 237.50 1, 095, 000.00 08/01/2018 - - 16, 387.50 16, 387.50 1, 095, 000.00 02/01/2019 85, 000.00 2.000% 16, 387.50 101, 387.50 1, 010, 000.00 08/01/2019 - - 15, 537.50 15, 537.50 1, 010, 000.00 02/01/2020 90, 000.00 2.000% 15, 537.50 105, 537.50 920, 000.00 08/01/2020 - - 14, 637.50 14, 637.50 920, 000.00 02/01/2021 90, 000.00 3.000% 14, 637.50 104, 637.50 830, 000.00 08/01/2021 - - 13, 287.50 13, 287.50 830, 000.00 02/01/2022 95, 000.00 3.000% 13, 287.50 108, 287.50 735, 000.00 08/01/2022 - - 11, 862.50 11, 862.50 735, 000.00 02/01/2023 95, 000.00 3.000% 11, 862.50 106, 862.50 640, 000.00 08/01/2023 - - 10, 437.50 10, 437.50 640, 000.00 02/01/2024 100, 000.00 3.000% 10, 437.50 110, 437.50 540, 000.00 08/01/2024 - - 8,937.50 8,937.50 540, 000.00 02/01/2025 100, 000.00 3.000% 8,937.50 108, 937.50 440, 000.00 08/01/2025 - - 7,437.50 7,437.50 440, 000.00 02/01/2026 105, 000.00 3.000% 7,437.50 112, 437.50 335, 000.00 08/01/2026 - - 5,862.50 5,862.50 335, 000.00 02/01/2027 110, 000.00 3.500% 5,862.50 115, 862.50 225, 000.00 08/01/2027 - - 3,937.50 3,937.50 225, 000.00 02/01/2028 110, 000.00 3.500% 3,937.50 113, 937.50 115, 000.00 08/01/2028 - - 2,012.50 2,012.50 115, 000.00 02/01/2029 115, 000.00 3.500% 2,012.50 117, 012.50 Total $1,425,000.00 - $391,443.75 $1,816,443.75 2013A GO Water Rev Bands / SINGLE PURPOSE / 6/18/2013 / 12:36 PM 1 01VG 1I Robert W. Baird & Co., Inc. - Milwaukee, WI's Bid , City of Stillwater rr $1,425,000 General Obligation Water Revenue Bonds, Series 2013A For the aggregate principal amount of $1,425,000 $-17450,000.00, we will pay you $1,439,586.77 $1,165,066.15, plus accrued interest from the date of issue to the date of delivery. The Bonds are to bear interest at the following rate(s): Maturity Date Amount $ Coupon % Yield % Dollar Price 904‘4 80M ? 0. 2.0000 .0.5000 102.267 02/01/2016 90M 80M 2.0000 0.7500 103.113 02/01/2017 _ 90M 85M 2.0000 1.0000 103.449 02/01/2018 98M 85M 2.0000 1.2500 103.285 02/01/2019 901% 85M 2.0000 1.5000 102.638 101.843 106.948 106.183 105.515 02/01/2020 90M 2.0000 1.7000 02/01/2021 95M 90M 9 _k ... 3 00000 00 2.0000 02/01/2022 95M 3.0000 2.2000 02/01/2023 95M 3.0000 2.3500 02/01/2024 02/01/2025 02/01/2026 305M 02/01/2027 02/01/2028 02/01/2029 320M 335 Total Interest Cost: Premium: Net Interest Cost: TIC: Total Insurance Premium: Time Last Bid Received On: 06/18/2013 10:44:11 CDST 3.0000 2.6500 ° 102.927 3.5000 3.2500 102.032 $487-74-$3,38 $4506645 $372,066-86 2.819151 $391,443.75 $14,586.77 $376,856.98, 2.871208 This proposal is made subject to all of the terms and conditions of the Official Bid Form, the Official Notice of Sale, and the Preliminary Official Statement, all of which are made a part hereof. Bidder: Robert W. Baird & Co., Inc., Milwaukee , WI Contact: Drew Kanyer Title: Telephone:414- 765 -7331 Fax: Issuer Name: City of Stillwater Accepted By: Date: Company Name: Accepted By: Date: & Ca nFnc. 5519136v 1 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF STILLWATER, MINNESOTA HELD: JUNE 18, 2013 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Stillwater, Washington County, Minnesota, was duly called and held at the City Hall on June 18, 2013, at 7:00 P.M., for the purpose, in part, of authorizing the issuance and awarding the sale of $1,425,000 General Obligation Water Revenue Bonds, Series 2013A. The following membe rs were present: Councilmembers Polehna, Weidner, Menikheim, Kozlowski and Mayor Harycki and the following were absent: None In accordance with Resolution No. 2013-089 adopted by the City Council on May 21, 2013, the City Clerk presented proposals on $1,425,000 General Obligation Water Revenue Bonds, Series 2013A, which were received, opened and tabulated at 11:00 A.M., Central Time, at the offices of Springsted Minnesota ("Springsted") on this same day: Bidder Interest Rates True Interest Cost See attached The City Council then proceeded to consider and discuss the proposals, after which member ________________ introduced the following resolution and moved its adoption: RESOLUTION NO. ______ RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $1,450,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2013A AND PLEDGING FOR THE SECURITY THEREOF NET REVENUES A. WHEREAS, the City of Stillwater, Minnesota (the "City"), owns and operates a municipal water system (the " Water System") as a revenue producing public utility and there are currently no outstanding obligations of the City which would be payable from the net revenues of the System; and B. WHEREAS, the City Council has heretofore determined that it is necessary and expedient to issue $1,425,000 General Obligation Water Revenue Bonds, Series 2013A (the "Bonds" or individually, a "Bond"), pursuant to Minnesota Statutes, Section 444.075 and Chapter 475, to finance improvements to the System (the "Project"); and C. WHEREAS, it is in the best interests of the City that the Bonds be issued in book- entry form as hereinafter provided; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Stillwater, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of Robert W. Baird & Company, Incorporated, Milwaukee, Wisconsin (the "Purchaser "), to purchase the Bonds in accordance with the Terms of Proposal, at the rates of interest hereinafter set forth, and to pay therefor the sum of $1,439,586.77, plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the Bonds are hereby awarded to the Purchaser. The City Clerk is directed to retain the deposit of the Purchaser and to forthwith return to the unsuccessful bidders their good faith checks or drafts. 2. Bond Terms. (a) Original Issue Date; Denominations; Maturities; Term Bond Option. The Bonds shall be dated July 1, 2013, as the date of original issue and shall be issued forthwith on or after such date in fully registered form. The Bonds shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the "Authorized Denominations "). The Bonds shall mature on February 1 in the years and amounts as follows: Year Amount Year Amount 2015 $80,000 2021 $ 90,000 2016 80,000 2022 95,000 2017 85,000 2023 95,000 2018 85,000 2026 305,000 2019 85,000 2029 335,000 2020 90,000 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the 'Depository ") will act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period "), shall at all times be in the form of a separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. 2 5519136v1 (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee "). (iii) With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant ") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner "). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder "). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to the Holder or the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any 3 5519136v1 replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations "). (vii) All transfers of beneficial ownership interests in each Bond issued in book -entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the 4 5519136v1 Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose; Cost. The Bonds shall provide funds to finance the Project. The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. The City covenants that it shall do all things and perform all acts required of it to assure that work on the Project proceeds with due diligence to completion and that any and all permits and studies required under law for the Project are obtained. 4. Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2014, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Year Interest Rate Maturity Year Interest Rate 2015 2.000% 2021 3.000% 2016 2.000 2022 3.000 2017 2.000 2023 3.000 2018 2.000 2026 3.000 2019 2.000 2029 3.500 2020 2.000 5. Redemption. All Bonds maturing on February 1, 2024, and thereafter, shall be subject to redemption and prepayment at the option of the City on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selection of the amounts and maturities of the Bonds to be prepaid shall be at the discretion of the City. If only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds at least thirty days prior to the date fixed for redemption. 5 5519136v1 To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond Registrar duly executed by the holder thereof or the Holder's attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6. Bond Registrar. U.S. Bank National Association, in St. Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar "), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 6 5519136v1 UNITED STATES OF AMERICA STATE OF MINNESOTA WASHINGTON COUNTY CITY OF STILLWATER R- $ GENERAL OBLIGATION WATER REVENUE BOND, SERIES 2013A Interest Rate Maturity Date Date of Original Issue CUSIP February 1, 20 July 1, 2013 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: THE CITY OF STILLWATER, WASHINGTON COUNTY, MINNESOTA (the "Issuer "), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, unless called for earlier redemption, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2014, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the 'Bond Registrar "), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution, and surrender of this Bond shall not be required for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book -entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee. 7 5519136v1 Optional Redemption. All Bonds of this issue (the "Bonds ") maturing on February 1, 2024, and thereafter, are subject to redemption and prepayment at the option of the Issuer on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selection of the amounts and maturities of the Bonds to be prepaid shall be at the direction of the City. If only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds at least thirty days prior to the date fixed for redemption. Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obligation. This Bond is one of an issue in the total principal amount of $1,425,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, the Issuer's charter and pursuant to a resolution adopted by the City Council on June 18, 2013 (the "Resolution "), for the purpose of providing money to finance improvements to the municipal water system within the jurisdiction of the Issuer (the "System "). This Bond is payable out of the General Obligation Water Revenue Bonds, Series 2013A Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations 8 5519136v1 provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by the Holder's attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Qualified Tax - Exempt Obligation. This Bond has been designated by the Issuer as a "qualified tax - exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota and the Issuer's charter to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law; that the Issuer has covenanted and agreed with the Holders of the Bonds to pledge to the payment of the Bonds payments to be received from the Board of Water Commissioners of the City, which payments are estimated to be not less than five percent in excess of the amounts necessary to pay the principal of and interest on the Bonds when due; and that the Issuer will levy a direct, annual, irrepealable ad valorem tax upon all of the taxable property of the Issuer, without limitation as to rate or amount, for the years and in amounts sufficient to pay the principal and interest on the Bonds of this issue as they respectively become due, if the payment to be received from the Board of Water Commissioners are insufficient to pay the principal and interest on the Bonds; and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and 9 5519136v1 delivery to the original purchaser, does not exceed any constitutional, charter or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Stillwater, Washington County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its City Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: Registrable by: U.S. BANK NATIONAL ASSOCIATION BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION Payable at: U.S. BANK NATIONAL ASSOCIATION CITY OF STILLWATER, WASHINGTON COUNTY, MINNESOTA This Bond is one of the Bonds described in the Resolution /s/ Facsimile mentioned within. Mayor U.S. Bank National Association St. Paul, Minnesota, /s/ Facsimile Bond Registrar City Clerk By: Authorized Signature 10 5519136v1 ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Cult) under the (Minor) Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Signature Guaranteed: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) 11 5519136v1 PREPAYMENT SCHEDULE This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: DATE 5519136v1 AUTHORIZED SIGNATURE AMOUNT OF HOLDER 12 8. Execution; Temporary Bonds. The Bonds shall be printed (or, at the request of the Purchaser, typewritten) and shall be executed on behalf of the City by the signatures of its Mayor and City Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facsimile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or other absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and City Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on the Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue, which date is July 1, 2013. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever 13 5519136v1 any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or the Holder's attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The City Clerk is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder ") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14 5519136v1 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Fund and Accounts. There is hereby created a special fund to be designated the "General Obligation Water Revenue Bonds, Series 2013A Fund" (the "Fund "). The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon shall have been fully paid. There shall be maintained in the Fund the following separate accounts to which shall be credited and debited all net revenues of the System as hereinafter set forth. The Finance Director and all officials and employees of the City concerned therewith shall establish and maintain financial records of the receipts and disbursements of the System in accordance with this resolution. In such records there shall be established and maintained accounts of the Fund for the purposes as follows: (a) Construction Account. To the Construction Account there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon and less any amount paid for the Bonds in excess of the minimum bid. From the Construction Account there shall be paid all costs and expenses of the Project, including the cost of any construction contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65. Any balance remaining in the Construction Account after completion of the Project shall be transferred to the Debt Service Account. (b) Debt Service Account. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Account: (i) all payments to be received from the Board of Water Commissioners of the City (the "Water Board ") appropriated to the payment of the Bonds and interest thereon in accordance with Paragraph 16 hereof (ii) all accrued interest received upon delivery of the Bonds; (iii) any amount paid for the Bonds in excess of the minimum bid; (iv) any collections of all taxes which may hereafter be levied in the event that the payments from the Water Board and other funds herein pledged to the payment of the principal and interest on the Bonds are insufficient therefor; (v) all funds remaining in the Construction Account after completion of the Project and payment of the costs thereof (vi) all investment earnings on funds held in the Debt Service Account; and (vii) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The amount of any surplus remaining in the Debt Service Account when the Bonds and interest thereon are paid shall be used consistent with Minnesota Statutes, Section 475.61, Subdivision 4. The moneys in the Debt Service Account shall be used solely to pay the principal of and interest on the Bonds or any other bonds hereafter issued and made payable from the Fund. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (i) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (ii) in addition to the above in an amount not greater than the lesser of five percent of the proceeds of the Bonds or $100,000. To this effect, any proceeds of the Bonds and any sums from time to time held in the Fund (or any other City account which will be used to pay principal or interest to become due on the Bonds) in excess of amounts which under then applicable federal arbitrage regulations may be invested 15 5519136v1 without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code "). 16. Pledge of Payments from Board of Water Commissioners. The City's Water Board establishes rates and charges for the City's Water System. The Water Board has agreed that, until the Bonds and the interest thereon are paid in full, or are discharged as provided in Paragraph 18, it will, from available net revenues of the Water System, make monthly payments to the City in amounts, which, in the aggregate, will be sufficient to permit the City to pay the principal of and interest on the Bonds when due. Said payments to be received from the Water Board are hereby irrevocably pledged and appropriated to the payment of the principal and interest on the Bonds and shall be credited to the Debt Service Account as received. 17. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are irrevocably pledged. If the net revenues of the Water System appropriated and pledged to the payment of principal and interest on the Bonds, together with other funds irrevocably appropriated to the Debt Service Account shall at any time be insufficient to pay such principal and interest when due, the City covenants and agrees to levy, without limitation as to rate or amount an ad valorem tax upon all taxable property in the City sufficient to pay such principal and interest as it becomes due. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the City which are available for such purpose, and such other funds may be reimbursed without interest from the Debt Service Account when a sufficient balance is available therein. 18. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall cease, to the extent permitted by law. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and /or reinvestment, to pay all amounts to become due thereon to maturity or, if 16 5519136v1 notice of redemption as herein required has been duly provided for, to such earlier redemption date. 19. Compliance With Reimbursement Bond Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.150 -2 (the "Reimbursement Regulations ") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure "). The City hereby certifies and /or covenants as follows: (a) Not later than sixty days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City's official intent (a "Declaration ") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional description of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project "); and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed twenty percent of the "issue price" of the Bonds, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or five percent of the proceeds of the Bonds. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150- 2(d)(3) of the Reimbursement Regulations. (c) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of 18 months after payment of the Reimbursement Expenditure or one year after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service, but not more than three years after the date of the Reimbursement Expenditure. (d) Each such reimbursement allocation will be made in a writing that evidences the City's use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax - exempt status of the Bonds. 17 5519136v1 20. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking ") hereinafter described to: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the "MSRB ") by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds in not more than ten (10) business days after the occurrence of the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking, in not more than ten (10) business days following such amendment. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers ") are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 21. Certificate of Registration. A certified copy of this resolution is hereby directed to be filed in the offices of the County Auditor of Washington County, Minnesota together with such other information as such County Auditor shall require, and to obtain the County Auditor's Certificate that the Bonds have been entered in their Bond Register. 22. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 23. Negative Covenant as to Use of Proceeds and Project. The City hereby covenants not to use the proceeds of the Bonds or to use the Project, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the cost of the Project, in such a manner 18 5519136v1 as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. (a) Tax - Exempt Status of the Bonds; Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small- issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety -five percent (95 %) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax - exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Code. 24. Designation of Qualified Tax - Exempt Obligations. In order to qualify the Bonds as "qualified tax - exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations: (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (c) the City hereby designates the Bonds as "qualified tax- exempt obligations" for purposes of Section 265(b)(3) of the Code; (d) the reasonably anticipated amount of tax - exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 2013 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 2013 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 19 5519136v1 25. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 26. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. 20 5519136v1 The motion for the adoption of the foregoing resolution was duly seconded by member and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon the resolution was declared duly passed and adopted. Adopted June 18, 2013. Attest: Diane F. Ward , City Clerk 5519136v1 Approved: 21 Ken Harycki, Mayor STATE OF MINNESOTA CITY OF STILLWATER I, the undersigned, being the duly qualified and acting City Clerk of the City of Stillwater, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, tale and complete transcript of the minutes of a meeting of the City Council, duly held on the date therein indicated, insofar as such minutes relate to authorizing the issuance and awarding the sale of $1,425,000 General Obligation Water Revenue Bonds, Series 2013A. WITNESS my hand on June 18, 2013. Diane F. Ward, City Clerk 22 5519136v1 EXHIBIT A Proposals Springsted Springsted Incorporated 380 Jackson Street, Suite 300 Saint Paul, MN 55101 -2887 Tel: 651- 223 -3000 Fax: 651- 223 -3002 Email: advisors @springsted.com www.springsted.com 81,450,000(a) CITY OF STILLWATER, MINNESOTA GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2013A (BOOK ENTRY ONLY) AWARD: ROBERT W. BAIRD & COMPANY, INCORPORATED AND SYNDICATE SALE: June 18, 2013 Moody's Rating: Aa2 Bidder Interest Net Interest True Interest Rates Price(b Cost(b) Rate(b) ROBERT W. BAIRD & COMPANY, 2.00% 2015 -2020 INCORPORATED 3.00% 2021 -2026 C.L. KING & ASSOCIATES 3.50% 2027 -2029 KILDARE CAPITAL SAMCO CAPITAL MARKETS, INC. CRONIN & COMPANY, INC. EDWARD D. JONES & COMPANY LOOP CAPITAL MARKETS, LLC CREWS & ASSOCIATES DAVENPORT & COMPANY LLC NORTHLAND SECURITIES, INC. VINING- SPARKS IBG, LIMITED PARTNERSHIP ROSS, SINCLAIRE & ASSOCIATES, LLC CASTLEOAK SECURITIES, L.P. WEDBUSH SECURITIES INC. DOUGHERTY & COMPANY LLC BERNARDI SECURITIES, INCORPORATED $1,465,066.45 $372,066.88 2.8491% (a) Subsequent to bid opening, the issue size decreased from $1,450,000 to $1,425,000. (b) Subsequent to bid opening, the price, net interest cost and true interest rate have changed to $1,439,586.77, $376, 856.98, and 2.8712 %, respectively. Public Sector Advisors 5519136v1 REOFFERING SCHEDULE OF THE PURCHASER Rate Year Yield 2.00% 2015 0.50% 2.00% 2016 0.75% 2.00% 2017 1.00% 2.00% 2018' 1.25% 2.00% 2019 1.50% 2.00% 2020 1.70% 3.00% 2021 2.00% 3.00% 2022 2.20% 3.00% 2023 2.35% 3.00% 2024 2.65% 3.00% 2025 2.65% 3.00% 2026 2.65% 3.50% 2027 3.25% 3.50% 2028 3.25% 3.50% 2029 3.25% 5519136v1 BBI: 4.16% Average Maturity: 8.870 Years RESOLUTION 2013 -100 DIRECTING THE PAYMENT OF BILLS BE IT RESOLVED, by the City Council of the City of Stillwater, Minnesota, that the bills set forth and itemized on Exhibit "A" totaling $491,219.34 are hereby approved for payment, and that checks be issued for the payment thereof. The complete list of bills (Exhibit "A ") is on file in the office of the City Clerk and may be inspected upon request. Adopted by the Council this 18th day of June, 2013. Ken Harycki, Mayor ATTEST: Diane F. Ward, City Clerk EXHIBIT "A" TO RESOLUTION #2013 -100 LIST OF BILLS Ace Hardware Action Rental, Inc. All American Arena Products Amano McGann, Inc. American Planning Association Ancom Communication, Inc. Aramark Uniform Services, Inc Armor Security Inc. Aspen Mills Babcock Megan Bald Eagle Sportsmens Assoc. Board of Water Commissioner Brent Richter Consulting Campion, Barrow & Associates Carquest Auto Parts CDW Government, Inc. Central Wood Products Century College Century Link Century Power Equipment Clifton LarsonAllen LLP Cole Papers Comcast Curb Masters, Inc. ECM Publishers, Inc Emergency Medical Products, In Fastenal Company Felsch Chris Foremost Promotions Frontier Ag & Turf Fun Jumps Fury Dodge Chrysler Gertens Wholesale Gopher State One Call, Inc. Heritage Embroidery and Design I- State Truck Center Ice Skating Institute J.H. Larson Electric Jimmys Johnnys, Inc. Kirvida Fire, Inc. L3 Communications Lake Country Door, LLC League of MN Cities Ins Tr League of MN Cities Ins Tr League of MN Cities Ins Tr Supplies Mixing trailer and concrete Polycarbonate Printer repair Membership Bill Turnblad Belt clip for speaker mic Uniforms and mats Monitoring service Uniforms and supplies Park fee refund Range use WAC Charges May 2013 Critical incident stress mgmt consultati Testing - B Campbell Auto parts and supplies HP U 3500 3700 Fuser Hardwood mulch Fire apparatus course Phone Supplies #3 billing for Audit Supplies Internet and voice 2 Pedestrian Red Ramps Publications Heartstart smart pads Taper tap Reimburse out of town training -meals Rookie fire safety scatter bags Spreader and axle Dunk tank and velcro wall Auto repairs Purple grass, potato vines, petunias Tickets Parking attendant shirts & rec ctr jerseys Actuator and control hvac head ac Domestic arena club renewal Supplies Toilet rental Engine #2 repair Vehicle viewer Door section Claim# C0020220 Workers Comp 3rd Installment Municipality 2nd Installment Page 1 968.82 539.71 660.00 1,961.03 360.00 104.47 991.34 89.78 3,274.72 30.00 240.00 8,415.00 250.00 390.00 533.22 114.61 1,891.69 750.00 371.35 1,441.70 3,900.00 6,593.79 323.65 6,000.00 348.34 122.27 21.94 427.75 120.56 75.77 427.50 49.40 2,516.91 685.00 304.11 256.08 375.00 152.05 439.24 342.25 587.81 909.90 1,000.00 42,666.50 62,402.00 EXHIBIT "A" TO RESOLUTION #2013 -100 Linner Electric Co. MacQueen Equipment Inc. Marshall Electric Company Menards Metro Fire Metropolitan Council Metropolitan Council Minnesota Wanner Co. Municode Office Depot Plant Health Associates Port Supply Provantage LLC R &R Specialties, Inc. Regions Hospital Riedel) Shoes, Inc. Rose City Sign Company, Inc. Rose Floral Spaulding Mfg., Inc. St. Croix Boat and Packet Co. Stillwater Gazette Stillwater Motor Company Stillwater Towing Streichers SW /WC Service Cooperatives T.A. Schifsky and Sons, Inc. Tessman Seed Co. - St. Paul Toll Gas and Welding Supply Total Parking Solutions, Inc. Trans Union LLC Tri -State Bobcat, Inc. Uniforms Unlimited, Inc United Refrigeration, Inc. Valley Trophy Inc. Verizon Wireless Wagner Gayle Wicker Steve Wingfoot Commercial Tire Wolf Marine, Inc. Wulfing David Yocum Oil Company Fire boat work Deflector Replace ballast and bulbs on sign Supplies SCBA flow test Waste Water May 2013 Monthly SAC Motor and roller pump Annual code on internet fee Office supplies Tree health service Roller - paint standard 3 yr warranty for 2 motion cmptrs MDCs Jet ice white paint Education agreement 1yr Skates repair lily lake ballfields lights Outdoor plants Burner cad cell with wire Arena billing Subscription- Planning Repairs and service Towing Ammo and bullet proof vest Retiree Health Insurance and COBRA Fine Asphalt Gen pur jacks prof Cylinder Compact main board & card reader Information charges Rental bobcat and trimmer Cartridge Motor 1.5 hp 3 spd Plaque for Abby Police Aircard Park fee refund Reimburse for work boots Deestone 2013 Boat slip Reimburse for K9 boarding Fuel Page 2 790.92 507.94 889.07 566.98 1,990.00 123,535.64 19,285.20 573.49 700.00 374.72 728.00 113.38 710.18 478.80 1,383.20 841.44 1,401.00 415.00 56.64 39,214.80 109.00 820.22 106.88 1,687.33 60,226.36 996.89 38.48 31.53 1,224.74 20.00 460.95 1,984.40 339.84 12.83 468.38 50.00 150.00 765.22 750.00 70.00 18,195.76 EXHIBIT "A" TO RESOLUTION #2013 -100 Page 3 CREDIT CARDS Tom Ballis Roberts Marine Stuart Glaser Bshifter Repair 2,144.19 Licenses 900.00 Ken Harycki Abbott Paint and Carpet Supplies for ground breaking 110.29 Lowes Shovels for ground breaking 153.75 Misc Credit Card Charges Conference expenses 1,809.83 Target Supplies for ground breaking 13.24 Wal -Mart Shovels for ground breaking 34.98 Water Street Restaurant Meeting meal 25.43 LIBRARY Baker and Taylor Library materials 1,116.48 Brodart Co Library materials 2,116.21 Culligan of Stillwater Rental 44.80 Menards Shovel and shop vac 104.96 Midwest Tape Library materials 1,639.69 MN Dept of Labor and Industry Maintenance agreement 200.00 Stillwater Public Library Foundation Reimbursement 70.00 Swift Mary Reimburse for glasses and folders 10.39 Toshiba Business Solutions, USA Maintenance agreements 155.31 Warrior Coaching Professional service 450.00 Washington County Library Library materials 1,651.24 Water Works Irrigation LLC Maintenance agreement 150.00 Working Family Resource Center Library supplies 8.00 Xcel Energy Electricity Gas 4,128.96 Library CC Amazon.com Library materials 451.06 Brines Meals Meeting 122.93 Cub Foods Supplies 61.34 Linders Supplies 16.06 Radio Shack Minor Equipment 26.77 Valley Bookseller Books 24.00 EXHIBIT "A" TO RESOLUTION #2013 -100 Page 4 ADDENDUM Clark, Dan Comcast Emergency Apparatus Infratech Madden Galanter Hansen Magnuson Law Firm Sobieski, Pat USAble Life Xcel Adopted by the City Council this 18th Day of June, 2013 Custodian Phone & Internet Parts and repair Sewer line repair Professional Service Professional Service Refund barricade rental Life Insurance Electricity , Gas 1,057.50 491.73 152.95 3,435.00 5,889.41 5,505.43 8.00 369.60 19,079.34 TOTAL 491,219.34 STAFF REQUEST ITEM Department: Fire Date: June 14, 2013 DESCRIPTION OF REQUEST (Briefly outline what the request is) Purchase two (2) gas monitors for hazardous atmosphere testing. One of the most common responses for the F.D. is to respond to carbon monoxide or the smell of gas calls. In order to safely determine the type of substance a 5 gas monitor is used. These gas meters test for oxygen levels (02), carbon monoxide (CO), hydrogen cyanide (HCN), lower explosive limit (LEL) and hydrogen sulfide (H2S). FINANCIAL IMPACT (Briefly outline the costs, if any, that are associated with this request and the proposed source of the funds needed to fund the request) Purchase three monitors for frontline apparatus. Total cost of this equipment is: $2,693.25 and funds are available in the F.D.'s Capital Budget. ADDITIONAL INFORMATION ATTACHED Yes X No ALL COUNCIL REQUEST ITEMS MUST BE SUBMITTED TO THE CITY CLERK A MINIMUM OF FIVE WORKING DAYS PRIOR TO THE NEXT REGULARLY SCHEDULED COUNCIL MEETING IN ORDER TO BE PLACED IN THE COUNCIL MATERIAL PACKET. Submitted by: Stuart W. Glaser, Fire Chief Date: June 14, 2013 kAitiinA,..JoAA,14„ 0.1- alamtp SALESPERSON: Mike C INTERNAL ORDER #: w B CUSTOMER PO #: BILL TO ADDRESS: Deputy Chief - Tom Ballis m (1) E Stillwater Fire Department 1 4- 15 d L N .- 4- = Q z co r N Stillwater, MN CREDIT CARD: PAYMENT METHOD CUSTOMER NAME: C -CARD NAME: er.mn.us C -CARD #: EXPIRATION: VALIDATION #: W 0 z W 1-- X LU W U 0. U 4 w W U CC 0- DESCRIPTION: F- Q AUTHORIZED SIGNATURE: Q do ti 7 te N EA 0 Si N 0 CA 1 to N cn cfs N EA 0 c 0 LA N Micros Gas Monitor & pump with the following gasses (02, LEL, HCN, (H2S /CO dual sensor) •• M5- XWZY- A- P- D- Y -N -00 - (with alkaline battery) Plus Freight Plus Taxl N AUTHORIZED SIGNATURE: Summary of Proceedings Washington County Board of Commissioners June 4, 2013 Present were Commissioners Fran Miron, District 1; Ted Bearth, District 2; Gary Kriesel, District 3; Autumn Lehrke, District 4; and Lisa Weik, District 5. Absent none. Board Chair Weik presided. Commissioner Reports — Comments — Questions The Commissioners reported on the following items: - Commissioner Kriesel — reported he has been working with residents in Afton concerned about septic systems and groundwater; he thanked Senator Karin Housley who was instrumental in making sure there was funding for the Brown's Creek grade separation at Manning Avenue; and he attended the St. Croix River Crossing groundbreaking ceremony and talked to the new Commissioner of the Minnesota Department of Transportation who was complimentary of Washington County Public Works' staff; - Commissioner Lehrke — reported she met with the Housing and Redevelopment Authority Executive Director for an update on the Newport Transit redevelopment; she reported that the City of Cottage Grove has applied for a bike friendly destination; and she met with the Friends of the Mississippi regarding the Land and Water Legacy about a parcel along the Mississippi and the landowner is at the table; - Commissioner Miron — reported on a possible collaboration with the Forest Lake High School which is looking at renovating their media center and their library; and regarding the Aiple property he believes there is an opportunity to collaborate more with the City of Stillwater to create some water quality work within that area and stormwater management on the property; - Commissioner Kriesel — reported that the county and Department of Natural Resources have had collaborative discussions regarding the Aiple property, and water quality issues is why the project is eligible for Land and Water Legacy funding; and he noted that discussions have taken place with School District 834 to establish a closer partnerships with all school districts; - Commissioner Weik — reported that a Counties Transit Improvement Board Executive Committee has been called for Wednesday, June 5; and there will be a Development Forum for the Gateway Corridor on June 24, 11:00 a.m. at the Oak Marsh Golf Course. General Administration Approval of the following actions: - May 21, 2013 Board meeting minutes as amended; - Resolution No. 2013 -070, participation in the 2013 Performance Measurement Program; - Commissioner Weik voting delegate, Commissioner Lehrke alternate to the 2013 National Association of Counties annual conference; - County received a 100 percent rating from the State Department of Corrections for the recent evaluation and inspection of the county jail; - Department of Natural Resources to proceed with the Brown's Creek grade separation of Manning Avenue; - Board correspondence was received and placed on file. Public Works Approval of the following actions: - Resolution No. 2013 -068, acceptance of grant from the Stillwater Rotary Club to be used as prize money for the Amateur Talent Show at the Historic Courthouse; - Amendment #2 to contract with Hunt Electric Corporation to update labor rates and to extend general electrical services to include county parks; - Resolution No. 2013 -069, Minnesota Ski Trail Assistance Program grant request; - Contract with Erickson Engineering, Inc. for construction inspection of the County State Aid 21 bridge; - Resolution No. 2013 -071, application for registration of Government Center Campus title and boundary; - Resolution No. 2013 -072, bid award for 2013 overlays on County State Aid Highway 13, County Road 19A, and County Road 76 to Valley Paving, Inc. A complete text of the Official Proceedings of the Washington County Board of Commissioners is available for public inspection at the Office of Administration, Washington County Government Center, 14949 62nd Street N., Stillwater, Minnesota. AGENDA CITY COUNCIL MEETING Council Chambers, 216 Fourth Street North June 18, 2013 REGULAR MEETING 7:00 P.M. I. CALL TO ORDER II. ROLL CALL III. PLEDGE OF ALLEGIANCE IV. APPROVAL OF MINUTES 1. Possible approval of minutes of June 4, 2013 regular and recessed meeting minutes and Special Meeting minutes of June 11, 2013 V. PETITIONS, INDIVIDUA LS, DELEGATIONS & CO MMENDATIONS 2. Possible approval of recommendations for General Obligation Water Revenue Bonds, Series 2013A – Doug Green, Springsted, Inc. (Bids Available Tuesday) and Possible approval of agreement with Board of Water Commissions for General Obligation Water Revenue Bo nds, Series 2013A (2 Resolutions – Roll Call) 3. Proclamation: Conservation Corps Minnesota Day VI. OPEN FORUM The Open Forum is a portion of the Council meeting to address Council on subjects which are not a part of the meeting agenda. The Council may take action or reply at the time of the statement or may give direction to staff regarding investigation of the c oncerns expressed. Out of respect for others in attendance, please limit your comments to 5 minutes or less. VII. STAFF REPORTS 4. Police Chief 5. Fire Chief 6. City Clerk 7. Community Development Dir. 8. Public Works Dir. - Lift Bridge schedule 9. Finance Director 10. City Attorney 11. City Administrator VIII. CON SENT AGENDA (ROLL CA LL) all items listed under the consent agenda are considered to be routine by the city council and will be enacted by one motion. T here will be no separate discussion on these items unless a council member or citizen so requests, in wh ich event, the items will be removed from the consent agenda and considered separately. 12. Resolution 2013 -100 , directing payment of bills 13. Resolution 2013 -101, approving 2013 special event and contract Summer Tuesdays 14. Amendment to Liquor License – Lift Bridge Brewery IX. PUBLIC HEARINGS - OUT OF RESPECT FOR O THERS IN ATTENDANCE, PLEASE LIMIT YOUR COMMENTS TO 10 MINUT ES OR LESS. 15. Case No. 2013 -12 . This is the date and time for a public hearing to consider a request from Jon Whitcomb for an annexation, zoning map amendment and preliminary plat for a 15 lot residential subdivision known as Brown’s Creek Preserve, located at 12205 McKusick Road North and any variances related thereto . Notices were mailed to affected property owners and published in the Stillwater Ga zette on June 7 , 2013 (Resolution -Roll Call , 1 s t Reading of Ordinance – Roll Call ) X. UNFINISHED BUSINESS 16. Continued first reading of a proposed amendment to the Demolition Ordinance that would allow the City more time to revie w a requested demolition permit 17. D iscussion on a possible creation of an Event Coordinator position XI. NEW BUSINESS XII. PETITIONS, INDIVIDUA LS, DELEGATIONS & CO MMENDATIONS (CONTINU ED) XIII. COMMUNICATIONS/REQUE STS XIV. COUNCIL REQUEST ITEM S XV. STAFF REPORTS (CONTI NUED) XVI. ADJOURNMENT CITY COUNCIL MEETING MINUTES June 4, 2013 REGULAR MEETING 4:30 P.M. Mayor Harycki called the meeti ng to order at 4:34 p.m. Present: Councilmembers Kozlowski, Me nikheim, Weidner, Polehna, and Mayor Harycki Absent: None Staff present: City Attorney Magnuson Fire Chief Glaser Police Chief Gannaway Public Works Director Sanders Finance Director Harrison Community Developm ent Director Turnblad City Clerk Ward OTHER BUSINESS Update on Lily Lake Improvement - Del Peterson Del Peterson and Mike Lyner informed the Counc il that the Lily Lake Association was recently formed to preserve and enhance the quality of Lily Lake. Mr. Peterson reviewed the projects and studies that been done on the lake, as well as projects identified but not started. While much has been done, the lake is still on the impaired waters list. He reviewed the Washington Conservation District’s stor m water retrofit assessment. Jay Riggs, district manager of the Washington Conservation Dist rict and interim administrator for the Middle St. Croix Watershed Management Organization, stated that the City and the water management organizations have been working closely to implement improvement projects. For instance, the Middle St. Croix WMO received a $194,000 clean water legacy grant, which was used to do a large scale commercia l infiltration project between Valley Ridge Mall and the DiaSorin Property, to infiltrate a lot of th e roof runoff before it drains to Lily Lake. Mr. Peterson stated the intention of the Lily La ke Association is to look at the water quality issue as a global project rather than a local projec t. Lake and water resources in the City are all interdependent. He urged the Council to look at long-term fixes rather than a ‘band-aid’ approach. Councilmember Weidner asked if the water quality has been consistently improving as a result of projects done, and Mr. Peterson replied that in one aspect no, but on the other hand, think how bad it would be if the projects had not been done. City Council Meeting June 4, 2013 Page 2 of 6 Mr. Riggs explained that based on studies, the City would have to reduce phosphorus loading in Lily Lake by 145 pounds to consistently meet th e state standard. Some of the projects have reduced the load by seven to ten pounds, so the City may not see an immediate improvement. The rating in 2009 was B+ and in 2012 it slipped back to a C grade. Mayor Harycki pointed out that a lot of mone y has been spent and we are starting to see improvements. Councilmember Menikheim stated there are no black and white answers, but he is not sure that the public knows all the effort that has gone into it. He thinks a long range plan is needed. Councilmember Polehna noted that there already is a management plan for Middle St. Croix which is currently being updated. Mr. Peterson pointed out that the Lily Lake A ssociation could help br ing some education and focus to tie all the plans together. Mayor Harycki indicated that every taxpayer in Stillwater pays into the WMO through the general fund. The people who live in watersheds also pay a separate tax as a line item to support those watersheds, so for some residents, there is double taxati on. The City recently gained the ability to split this up. Mr. Peterson stated he believes money would be better spent on long term fixes but realizes the Council must make practical decisions and may need to spend some money on short term fixes. Regarding the Washington Conser vation District Stormwater Re trofit Assessment, Public Works Director Sanders explained that the Conservation District did a sub-watershed assessment identifying areas for rain gardens, vegetative swale or porous pavements which could be done on a smaller scale to reduce phosphorus. Whenever th e City does a street project, it can incorporate some of these methods into the project at that time. Councilmember Menikheim expressed a need to pull all the plans together in a more articulate way. Councilmember Polehna stated that the City is updated twice a year on what is going on with the watershed projects. Resident s and lake association member s should be invited to these sessions. Mr. Peterson stated that the key focus of the association is to help with communication. He urged the Council to keep working on the pr ojects and focus on long term fixes. Councilmember Weidner noted that the number of studies and projects is amazing. Patience and persistence are needed to see results. Mayor Harycki noted that technology and plans may change but the long term road map is in place. It is a matter of being patient and tr ying some more things, some new technology. STAFF REPORTS Community Development Director Turnblad stated the new City Planner, Abbi Wittman, started on June 3. Public Works Director Sanders reported that a pre-construction meeting with the Corps of Engineers is set for June 4 on the Lowell Park pr oject. Also, he asked th e DNR to come to the July 2 meeting to discuss the construc tion schedule for the trail project. City Council Meeting June 4, 2013 Page 3 of 6 ADJOURNMENT The meeting was recessed at 5:33 p.m. RECESSED MEETING 7:00 P.M. Mayor Harycki called the meeti ng to order at 7:03 p.m. Present: Councilmembers Menikheim, Ko zlowski, Weidner, Polehna, and Mayor Harycki Staff present: City Attorney Magnuson Fire Chief Glaser Police Chief Gannaway Public Works Director Sanders Finance Director Harrison Community Developm ent Director Turnblad City Clerk Ward PLEDGE OF ALLEGIANCE Mayor Harycki led the Council and audi ence in the Pledge of Allegiance. APPROVAL OF MINUTES Motion by Councilmember Kozlowski, seconded by Councilmember Menikheim, to approve the May 21, 2013 regular meeting minutes. Passed 4-0 with Mayor Ha rycki abstaining. PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS Proclamation - Taco Bealka Day Mayor Harycki read the proclamation designati ng June 5, 2013 as Taco Bealka Day. Bette Bealka and son accepted the proclamation. Parking Request - Special Olympics - Karin Housley Karin Housley, president of the Stillwater Chap ter of Let’s Go Fishing, explained that the organization is again offering free fishing and boating excursions fr om June 20-22 to athletes of the Special Olympics. Ms. Housle y requested that the City provi de 12 parking spaces in the City’s south lot for three days for pa rking for the athletes at no cost. Motion by Councilmember Polehna, seconded by C ouncilmember Kozlowski, to direct staff to work with the organization on the best location for the parking. All in favor. OPEN FORUM Tom Gleason, representing Terra Springs, read a le tter that stated the City and developer devised a minimum assessment agreement dictati ng that the property valuation for tax purposes may never fall below an arbitrary fixed level no matter the dollar amount that the properties are selling for. The City and the developer did not di sclose this agreement to purchasers. None of the Terra Springs residents were aware of this agreement and the assessor did not enforce the City Council Meeting June 4, 2013 Page 4 of 6 agreement for several years as prices fell thro ugh the recession. The agreement then surfaced and is now being enforced. He feels that the agreement is arbitrary and wrong. CONSENT AGENDA Resolution 2013-092, directing the payment of bills Resolution 2013-093, approving Master Services Agreement Resolution 2013-094, approving agreement with RES Speci alty Pyrotechnics for July 4, 2013 fireworks Possible approval of noise ordinan ce wavier for Summer Tuesdays Resolution 2013-095, approving salary for temporary, seasonal engineering intern Motion by Councilmember Weidner, seconded by Councilmember Polehna, to adopt the Consent Agenda. Ayes: Councilmembers Menikheim, Kozlowski, Weidner, Polehna, and Mayor Harycki Nays: None PUBLIC HEARINGS Case No. 2013-13. A public hearing to consid er a request from Corey Fe die, representing Lakeview Memorial Hospital, for a special use permit to c onvert church property at 850 Churchill Street West, for use by Lakeview Hospital as a business office in the RB, Two Family Residential District and any variances related thereto. Community Development Director Turnblad explained that the applicant requests to amend the special use permit for Lakeview Hospital to use th e existing church building as a business office for the hospital. The building will not be used for any patient care functions. At its May 13, 2013 meeting, after a public hearing, the Pla nning Commission voted 8-0 to recommend approval of the special use permit amendment as conditioned. Staff recommends approval as conditioned. Mayor Harycki opened and closed the public hearing. There were no public comments. Motion by Councilmember Polehna, seconded by Councilmember Kozlowski, to adopt Resolution 2013-096, a resolution approving a special use permit am endment to convert existing church to accessory business office for Lakeview Hospital, Case No. 2013-13. Ayes: Councilmembers Menikheim, Kozlowski, Weidner, Polehna, and Mayor Harycki Nays: None UNFINISHED BUSINESS Possible approval of second reading of Ordinan ce 1060, an ordinance amendi ng City Code Section 31-325, relating to outside sales in the BP-O Zoning District. Community Development Director Turnblad su mmarized that the amendment would allow outside sales in a patio area, specifically for Lift Bridge Brewery to have an outside presence. Motion by Councilmember Kozlowski, seco nded by Councilmember Polehna, to adopt Ordinance 1060 , an ordinance amending City Code Section 31-325 relating to outside sales in the BP-O Zoning District. City Council Meeting June 4, 2013 Page 5 of 6 Ayes: Councilmembers Menikheim, Kozlowski, Weidner, Polehna, and Mayor Harycki Nays: None Discussion on Aquatic Pl ant Management Plan Public Works Director Sanders presented quotes for some items related to the plan. For an algaecide treatment on Lake McKusi ck, treating half the lake or 23 acres with copper sulfate, the low quote submitted by Lake Management was for the amount of $812, which does not include a permit fee of up to $750. For herb icide treatment on Long Lake, the low quote submitted by Lake Improvement Consulting was fo r the amount of $3,800; since this treatment would be for Eurasian milfoil, an invasive sp ecies, no permit fee would be required. There is grant funding available from the Minnesota De partment of Natural Resources ranging from about $100 per acre of treated area . The grant deadline is June 10. Motion by Councilmember Polehna, second ed by Councilmember Weidner, to adopt Resolution 2013-097, approving proposal of Lake Management, In c. for Algaecide Treatment on McKusick Lake, and Resolution 2013-098, approving proposal of Lake Improvement Consulting LLC for consulting for treatment of Eurasian Milfoil on Long Lake. Ayes: Councilmembers Menikheim, Kozlowski, Weidner, Polehna, and Mayor Harycki Nays: None NEW BUSINESS Update on Terra Springs Assessment Agreement City Attorney Magnuson update d the Council on the assessment agreement which assigned a specific value to each unit based on the plan. The assessment agreement was signed based on the original estimate of value ac cording to plans. Some plans we re modified during the building phase, which created some inequities. Ten of the un it owners have agreed to restate their values based on a formula prepared by the county assessor , and all have agreed to sign the modification of the assessment agreement based on the actu al construction. The same total value for the building will be maintained, but taxes will be reallocated. The agreement must be signed by all owners, the City, and the county as sessor before July 1 in order to have taxes payable in 2014 follow the revised formula. Owners who si gn will have their values adjusted. Councilmember Polehna asked if all residents unde rstand it is not the City’s doing, and City Attorney Magnuson responded that a ll the title work shows the agr eement. He feels the people who owned the building and sold the units should have done a better job of explaining the agreement to buyers. The City facilitate d the build-out of the development. Motion by Councilmember Kozlowski, seco nded by Councilmember Menikheim, to adopt Resolution 2013-099, approving partially revised assessment agreement and Assessor's Certificate with certain owners of Te rritorial Springs and the Wa shington County Assessor. Ayes: Councilmembers Polehna, Weidner, Menikheim, Kozlowski, and Mayor Harycki Nays: None City Council Meeting June 4, 2013 Page 6 of 6 COUNCIL REQUEST ITEMS Councilmember Kozlowski asked about changing the lift bridge schedule to a schedule suggested by the Chamber, because Highway 36 construction will likely lead to an increase in traffic problems. Public Works Director Sanders stat ed he could draft the request, but it would be best if it came from the Council. He can bring the existing an d proposed schedules to the next meeting and invite businesses to co me and provide input. Mayor Harycki stated the Chamber and Down town Revitalization Committee would like to meet with the Council at 7 p.m. June 11 to disc uss possibilities for mark eting the City. City Clerk Ward agreed to check on room availability and notice the meeting. ADJOURNMENT Motion by Councilmember Menikheim, seconded by Councilmember Polehna, to adjourn the meeting at 7:40 p.m. All in favor. Ken Harycki, Mayor ATTEST: Diane F. Ward, City Clerk Resolution 2013-092, Directing the payment of bills Resolution 2013-093, approving Master Services Agreement Resolution 2013-094, approving Agreement with RES Specialty Pyrotechnics for July 4, 2013 Fireworks Resolution 2013-095, approving salary for temporary, seasonal engineering intern Resolution 2013-096, a resolution approving a special use permit amendment to convert existing church to accessory business office for Lakeview Hospital, Case No. 2013- 13 Resolution 2013-097, approving proposal of Lake Mana gement, Inc. for Algaecide Treatment on McKusick Lake Resolution 2013-098, approving proposal of Lake Improvement Consulting LLC for Consulting for Treatment of Eu rasian Milfoil on Long Lake Resolution 2013-099, approving partially revised asse ssment agreement and Assessor's Certificate with certain ow ners of Territorial Springs and the Washington County Assessor Ordinance 1060, an Ordinance amending City Code S ection 31-325 relating to outside sales in the BP-O Zoning District CITY COUNCIL SPECIAL MEETING MINUTES Margaret Rivers Room, Stillwater Public Library June 11 , 2013 SPECIAL MEETING 7:00 P.M. Members Present: Mayor Haryc ki and Councilmembers Menikheim and Kozlowski Members Absent: Councilmembers Weidner and Polehna Also present: City Administrator Hansen Police Chief Gannaway Community Development Director Turnblad Public Works Director Sanders City Planner Wittman Mayor Harycki called the special meeting for a w orkshop with the Downtown Revit al iz ation Committee to order at 7:00 p.m. Mayor Harycki and Todd St reeter reported on the ICSC Trade show that they attended in late May. The Committee Chair for the following presented an update: Ambiance Committee River Front Committee Business Mix Committee Biking Committee Lift Bridge Schedule Committee Funding for the Economic/Demographic/Marketing Studies and Comprehensive Action Plan was discussed. Partnership Opportunities, 2013 Pilot Programs and Lowell Park Pending Improvements were also discussed. Motion by Councilmember Menikheim , seconded by Councilmember Ko zlowski, to adjourn at 9:30 p.m. All in favor. Ken Harycki , Mayor ATTEST: Larry D. Hansen, City Administrator 5519136v1 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF STILLWATER, MINNESOTA HELD: JUNE 18, 2013 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Stillwater, Washington County, Minnesota, was duly called and held at the City Hall on June 18, 2013, at 7:00 P.M., for the purpose, in part, of authorizing the issuance and awarding the sale of $1,450,000 General Obligation Water Revenue Bonds, Series 2013A. The following members were present: a nd the following were absent: In accordance with Resolution No. ______ adopted by the City Council on May 21, 2013, the City Clerk presented proposals on $1,450,000 General Obligation Water Revenue Bonds, Series 2013A, which were received, opened and tabul ated at 11:00 A.M., Central Time, at the offices of Springsted Minnesota ("Springsted") on this same day: Bidder Interest Rates True Interest Cost See attached The City Council then proceeded to consider and discuss the proposals, after which membe r ________________ introduced the following resolution and moved its adoption: RESOLUTION NO. ______ RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $1,450,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2013A AND PLEDGING FOR THE SECURITY THEREOF NET REVENUES A. WHEREAS, the City of Stillwater, Minnesota (the "City"), owns and operates a municipal water system (the " Water System") as a revenue producing public utility and there are currently no outstanding obligations of the City which would be payable from the net revenues of the System; and B. WHEREAS, the City Council has heretofore determined that it is necessary and expedient to issue $1,450,000 General Obligation Water Revenue Bonds, Series 2013A (the "Bonds" or individually, a "Bond"), pursuant to Mi nnesota Statutes, Section 444.075 and Chapter 475, to finance improvements to the System (the "Project"); and C. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - entry form as hereinafter provided; and 5519136v1 2 NOW, THEREFORE, BE IT RE SOLVED by the Council of the City of Stillwater, Minnesota, as follows: 1. Acceptance of Proposal . The proposal of ________________________________ (the "Purchaser"), to purchase the Bonds in accordance with the Terms of Proposal, at the rates of interest he reinafter set forth, and to pay therefor the sum of $______________, plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the Bonds are hereby awarded to the Pu rchaser. The City Clerk is directed to retain the deposit of the Purchaser and to forthwith return to the unsuccessful bidders their good faith checks or drafts. 2. Bond Terms . (a) Original Issue Date; Denominations; Maturities; Term Bond Option . The Bonds shal l be dated July 1, 2013, as the date of original issue and shall be issued forthwith on or after such date in fully registered form. The Bonds shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a si ngle maturity (the "Authorized Denominations"). The Bonds shall mature on February 1 in the years and amounts as follows: Year Amount Year Amount 2015 2023 2016 2024 2017 2025 2018 2026 2019 2027 2020 2028 2021 2029 2022 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entry Only System . The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the "Depository") wil l act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period"), shall at all times be in the form of a separate single fully registered B ond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of t hat Bond. 5519136v1 3 (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee"). (iii) With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (th e "Participant") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner"). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar , shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or a ny other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder"). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omn ibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redem ption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to the Holder or the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharg e the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nomine e, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case may be, to the Depository as provide d in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any 5519136v1 4 replacement thereof or amendment or substitute thereto, i ncluding any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations"). (vii) All transfers of beneficial ownership interests in each Bond issued in book -entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for re cording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special re cord date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Represen tations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System . Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing it s services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it dete rmines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termin ation of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds sha ll no longer be registered as being registered in the bond register in the name of the 5519136v1 5 Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10. To the extent that the B eneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Repr esentations . The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose; Cost . The Bonds shall provide funds to finance the Project. The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at lea st equal to the amount of the Bonds. The City covenants that it shall do all things and perform all acts required of it to assure that work on the Project proceeds with due diligence to completion and that any and all permits and studies required under la w for the Project are obtained. 4. Interest . The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing February 1, 2014, calculated on the basis of a 360 -day year of twelve 30 -da y months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Year Interest Rate Maturity Year Interest Rate 2015 2023 2016 2024 2017 2025 2018 2026 2019 2027 2020 2028 2021 2029 2022 5. Redemption . All Bonds maturing on February 1, 2024, and thereafter, shall be subject to redemption and prepayment at the option of the City on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whol e or in part of the Bonds subject to prepayment. If redemption is in part, the selection of the amounts and maturities of the Bonds to be prepaid shall be at the discretion of the City. If only part of the Bonds having a common maturity date are called f or prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the re demption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds at least thirty days prior to the date fixed for redemption. 5519136v1 6 To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such metho d of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and Bond Registrar duly executed by the holder thereof or the Holder's attorney duly authorized in writing) and the City shall execute (if necessary) and the Bond Registrar shall authenticate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same st ated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6. Bond Registrar . U.S. Bank National Association, in St. Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar"), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12. 7. Form of Bond . The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration i nformation thereon, shall be in substantially the following form: 5519136v1 7 UNITED STATES OF AMERICA STATE OF MINNESOTA WASHINGTON COUNTY CITY OF STILLWATER R -_______ $_________ GENERAL OBLIGATION WATER REVENUE BOND, SERIES 2013A Interest Rate Maturity Date Date of Original Issue CUSIP February 1, 20__ July 1, 2013 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: THE CITY OF STILLWATER, WASHINGTON COUNTY, MINNESOTA (the "Issuer"), certifies that it is indebted and for value received promises to pay to the registe red owner specified above, or registered assigns, unless called for earlier redemption, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date"), commencing February 1, 2014, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentat ion and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the "Bond Registrar"), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on ea ch Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date"). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, a nd shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provide d in the Letter of Representations, as defined in the Resolution, and surrender of this Bond shall not be required for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book -entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee. 5519136v1 8 Optional Redemption . All Bonds of this issue (the "Bonds") maturing on February 1, 2024, and thereafter, are subject to redemption and prepayment at the option of the I ssuer on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selection of the amounts and maturities of the Bonds to be prepaid shall be at the direction of the City. If only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for rede mption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds at least thirty days prior to the date fixed for redemption. Selection of Bonds for Redemption; Partial Redemption . To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date a distinc tive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomina tion of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the Issuer shall execute (if necessary) and the Bond Registrar shall authentic ate and deliver to the Holder of such Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by such Holder, in aggregate prin cipal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obligation . This Bond is one of an issue in the total principal amount of $1,450,000, all of like date of original iss ue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, the Issuer’s charter and pursuant to a resolution adopted by the City Council on June 18, 2013 (the "Resolution"), for the purpose of providing money to finance improvements to the municipal water system within the jurisdiction of the Issuer (the "System"). This Bond is payable out of the General Obligation Wat er Revenue Bonds, Series 2013A Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution . The Bonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeab le for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations 5519136v1 9 provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer . This Bond is transferable by the Holder in person or by the Holder's attorne y duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer containe d in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in bl ank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss . T he Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registe red Owners . The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication . This Bond shall not be valid or become obligatory for any purpose or be entitled to a ny security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Qualified Tax -Exempt Obligation . This Bond has been designated by the Issuer as a "qualified tax -exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota and the Issuer’s charter to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law; that the Issuer has covenanted and agreed with the Holders of the Bonds to pledge to the pay ment of the Bonds payments to be received from the Board of Water Commissioners of the City, which payments are estimated to be not less than five percent in excess of the amounts necessary to pay the principal of and interest on the Bonds when due; and th at the Issuer will levy a direct, annual, irrepealable ad valorem tax upon all of the taxable property of the Issuer, without limitation as to rate or amount, for the years and in amounts sufficient to pay the principal and interest on the Bonds of this is sue as they respectively become due, if the payment to be received from the Board of Water Commissioners are insufficient to pay the principal and interest on the Bonds; and that this Bond, together with all other debts of the Issuer outstanding on the dat e of original issue hereof and the date of its issuance and 5519136v1 10 delivery to the original purchaser, does not exceed any constitutional, charter or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Stillwater, Washington County, Minnesota, b y its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its City Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: Registrable by : U.S. BANK NATIONAL ASSOCIATION _____________________________ Payable at: U.S. BANK NATIONAL ASSOCIATION BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION CITY OF STILLWATER, WASHINGTO N COUNTY, MINNESOTA This Bond is one of the Bonds described in the Resolution mentioned within. /s/ Facsimile Mayor U.S. Bank National Association St. Paul, Minnesota, Bond Registrar /s/ Facsimile City Clerk By: ________________________ Authorized Signature 5519136v1 11 ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as te nants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - ___________ as custodian for _____________ (Cust) (Minor) under the _____________________ Uni form Transfers to Minors Act (State) Additional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto __________ __________________ the within Bond and does hereby irrevocably constitute and appoint _____________________ attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated:________________ _______________________________________ Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: ___________________________ Signat ure(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad -15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: ________________________________________ ________________________________________ ________________________________________ (Include information for all joint owners if the Bond is held by joint account.) 5519136v1 12 PREPAYMENT SCHEDULE This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: DATE AMOUNT AUTHORIZED SIGNATURE OF HOLDER 5519136v1 13 8. Execution; Temporary Bonds . The Bonds shall be printed (or, at the request of the Purchaser, typew ritten) and shall be executed on behalf of the City by the signatures of its Mayor and City Clerk and be sealed with the seal of the City; provided, however, that the seal of the City may be a printed (or, at the request of the Purchaser, photocopied) facs imile; and provided further that both of such signatures may be printed (or, at the request of the Purchaser, photocopied) facsimiles and the corporate seal may be omitted on the Bonds as permitted by law. In the event of disability or resignation or othe r absence of either such officer, the Bonds may be signed by the manual or facsimile signature of that officer who may act on behalf of such absent or disabled officer. In case either such officer whose signature or facsimile of whose signature shall appe ar on the Bonds shall cease to be such officer before the delivery of the Bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if he or she had remained in office until delivery. The City may elect to deliver, in lieu of printed definitive bonds, one or more typewritten temporary bonds in substantially the form set forth above, with such changes as may be necessary to reflect more than one maturity in a single temporary bond. Such temporary bonds may be executed with photocopied facsimile signatures of the Mayor and City Clerk. Such temporary bonds shall, upon the printing of the definitive bonds and the execution thereof, be exchanged therefor and cancelled. 9. Authentication . No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on the Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative o f the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration t he date of original issue, which date is July 1, 2013. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange . The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same sta ted maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized De nomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever 5519136v1 14 any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resoluti on shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or the Holder's attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfe r or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bo nd Registrar to close its transfer books between record dates and payment dates. The City Clerk is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange . Each Bond delivered upon transfer of or in exchan ge for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date . Interest on any Bond shall be paid on each Interest Payment Date by check o r draft mailed to the person in whose name the Bond is registered (the "Holder") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date"). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Hol der thereof at the close of business on a date (the "Special Record Date") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Ho lders not less than ten days prior to the Special Record Date. 13. Treatment of Registered Owner . The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 5519136v1 15 14. Delivery; Application of Proceeds . The Bonds when so prepared and executed shall be delivered by the Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper applic ation thereof. 15. Fund and Accounts . There is hereby created a special fund to be designated the "General Obligation Water Revenue Bonds, Series 2013A Fund" (the "Fund"). The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon shall have been fully paid. There shall be maintained in the Fund the following separate accounts to which shall be credited and debited all net revenues of the System as hereinafter set forth. The Finance Director and all officials and employees of the City concerned therewith shall establish and maintain financial records of the receipts and disbursements of the System in accordance with this resolution. In such records there shall be established and maintained accounts of the Fun d for the purposes as follows: (a) Construction Account . To the Construction Account there shall be credited the proceeds of the sale of the Bonds, less accrued interest received thereon and less any amount paid for the Bonds in excess of the minimum bid. Fr om the Construction Account there shall be paid all costs and expenses of the Project, including the cost of any construction contracts heretofore let and all other costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475 .65. Any balance remaining in the Construction Account after completion of the Project shall be transferred to the Debt Service Account. (b) Debt Service Account . There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the D ebt Service Account: (i) all payments to be received from the Board of Water Commissioners of the City (the “Water Board”) appropriated to the payment of the Bonds and interest thereon in accordance with Paragraph 16 hereof; (ii) all accrued interest rece ived upon delivery of the Bonds; (iii) any amount paid for the Bonds in excess of the minimum bid; (iv) any collections of all taxes which may hereafter be levied in the event that the payments from the Water Board and other funds herein pledged to the pay ment of the principal and interest on the Bonds are insufficient therefor; (v) all funds remaining in the Construction Account after completion of the Project and payment of the costs thereof; (vi) all investment earnings on funds held in the Debt Service Account; and (vii) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The amount of any surplus remaining in the Debt Service Account when the Bonds and interest thereo n are paid shall be used consistent with Minnesota Statutes, Section 475.61, Subdivision 4. The moneys in the Debt Service Account shall be used solely to pay the principal of and interest on the Bonds or any other bonds hereafter issued and made payable from the Fund. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (i) for a reasonabl e temporary period until such proceeds are needed for the purpose for which the Bonds were issued and (ii) in addition to the above in an amount not greater than the lesser of five percent of the proceeds of the Bonds or $100,000. To this effect, any proc eeds of the Bonds and any sums from time to time held in the Fund (or any other City account which will be used to pay principal or interest to become due on the Bonds) in excess of amounts which under then applicable federal arbitrage regulations may be i nvested 5519136v1 16 without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made availa ble under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment wou ld cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code"). 16. Pledge of Payments from Board of Water Commissioners. The City’s Water Board establishes rates and charges for the City’s Water System. The Water Board has agreed that, until the Bonds and the interest thereon are paid in full, or are discharged as provided in Paragraph 18, it will, from available net revenues of the Water System, make monthly payments to the City in amounts, which, in the aggregate, will be sufficient to permit the City to pay the principal of and interest on the Bonds when due. Said payments to be received from the Water Board are hereby irrevocably pledged and appropriated to the payment of the principal and interest on the Bonds and shall be credited to the Debt Service Account as received. 17. General Obligation Pledge . For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full fai th, credit and taxing powers of the City shall be and are irrevocably pledged. If the net revenues of the Water System appropriated and pledged to the payment of principal and interest on the Bonds, together with other funds irrevocably appropriated to th e Debt Service Account shall at any time be insufficient to pay such principal and interest when due, the City covenants and agrees to levy, without limitation as to rate or amount an ad valorem tax upon all taxable property in the City sufficient to pay s uch principal and interest as it becomes due. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the City which are available for such purpose, and such other funds may be reimbursed without interest from the Debt Service Account when a sufficient balance is available therein. 18. Defeasance . When all Bonds have been discharged as provided in this paragraph , all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall cease, to the extent permitted by law. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevoca bly depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the pay ment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing wit h the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, S ection 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if 5519136v1 17 notice of redemp tion as herein required has been duly provided for, to such earlier redemption date. 19. Compliance With Reimbursement Bond Regulations . The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasu ry Regulations Section 1.150 -2 (the "Reimbursement Regulations") applicable to the "reimbursement proceeds" of the Bonds, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have p aid prior to the Closing Date (a "Reimbursement Expenditure"). The City hereby certifies and/or covenants as follows: (a) Not later than sixty days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of t he City) has made or will have made a written declaration of the City's official intent (a "Declaration") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceed s of a subsequent borrowing; (ii) gives a general and functional description of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project"); and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; p rovided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expens es and similar prefatory costs, which in the aggregate do not exceed twenty percent of the "issue price" of the Bonds, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or five percent of the proceeds of the Bonds. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Bonds or any of the other types of expenditures described in Section 1.150 -2(d)(3) of the Reimbursement Regulations. (c) The "reimbursement allocation" described in th e Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Bonds and in all events within the period ending on the date which is the later of 18 months after payment of t he Reimbursement Expenditure or one year after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service, but not more than three years after the date of the Reimbursement Expenditure. (d) Each such reimbursement a llocation will be made in a writing that evidences the City's use of Bond proceeds to reimburse the Reimbursement Expenditure and, if made within 30 days after the Bonds are issued, shall be treated as made on the day the Bonds are issued. Provided, howeve r, that the City may take action contrary to any of the foregoing covenants in this paragraph upon receipt of an opinion of its Bond Counsel for the Bonds stating in effect that such action will not impair the tax -exempt status of the Bonds. 5519136v1 18 20. Continuing Dis closure . The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule"), promulgated by the Securities and Exchange Commission (the "Commission") pursuant to the Sec urities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking") hereinafter described to: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the "MSRB") by filing at www.emma.msrb.org in acco rdance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds in not more than ten (10) business days after the occurrence of the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking, in not more than ten (10) business days following such amendment. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragrap h and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific e nforcement of the City's obligations under the covenants. The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers") are hereby authorized and directed to execute on behalf of the City the Undertakin g in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Office rs. 21. Certificate of Registration . A certified copy of this resolution is hereby directed to be filed in the offices of the County Auditor of Washington County, Minnesota together with such other information as such County Auditor shall require, and to obta in the County Auditor's Certificate that the Bonds have been entered in their Bond Register. 22. Records and Certificates . The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any hereto fore furnished, shall be deemed representations of the City as to the facts recited therein. 23. Negative Covenant as to Use of Proceeds and Project . The City hereby covenants not to use the proceeds of the Bonds or to use the Project, or to cause or permit t hem to be used, or to enter into any deferred payment arrangements for the cost of the Project, in such a manner 5519136v1 19 as to cause the Bonds to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. (a) Tax -Exempt Status of t he Bonds; Rebate . The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Bonds, including without limitation (1) requirements relating to temporary periods for investments, (2) limitations on amounts invested at a yield greater than the yield on the Bonds, and (3) the rebate of excess investment earnings to the United States if the Bonds (together with other obligations reasonably expect ed to be issued and outstanding at one time in this calendar year) exceed the small -issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 o r less of bonds, the City hereby finds, determines and declares that (1) the Bonds are issued by a governmental unit with general taxing powers, (2) no Bond is a private activity bond, (3) ninety -five percent (95%) or more of the net proceeds of the Bonds are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (4) the aggregate face amount of all tax -exempt bonds (other than private activity bonds ) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Bonds are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Code. 24. Designation of Qualified Tax -Exempt Obligations . In order to qualify the Bonds as "qualified tax -exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations: (a) the Bonds are issued after August 7, 1986; (b) the Bonds are not "private activity bonds" as defined in Section 141 of the Code; (c) the City hereby designates the Bonds as "qualified tax -exempt obligations" for purposes of Section 265(b)(3) of the Code; (d) the reasonably anticipated amount of tax -exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treat ed as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 2013 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calend ar year 2013 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 5519136v1 20 25. Severabil ity . If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 26. Headings . Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. 5519136v1 21 The motion for the adoption of the foregoing resolution was du ly seconded by member __________________ and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon the resolution was declared duly passed and adopte d. Adopted June 18, 2013. Approved: ____________________________ Mayor Attest: ___________________ City Clerk 5519136v1 22 STATE OF MINNESOTA CITY OF STILLWATER I, the undersigned, being the duly qualified and acting City Clerk of the City of Stillwater, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council, duly held on the date therein indicated, insofar as such minutes relate to authorizing the issuance and awarding the sale of $1,450,000 General Obligation Water Revenue Bonds, Series 2013A. WITNESS my hand on June 18, 2013. ________________________________ City Clerk 5519136v1 EXH IBIT A Proposals 5519136v1 STATE OF MINNESOTA COUNTY AUDITOR'S CERTIFICATE COUNTY OF WASHINGTON AS TO REGISTRATION I, the undersigned, representative of the Office of the County Auditor of Washington County, Minnesota, DO HEREBY CERTIFY that on the date hereof, t here was filed in my office a certified copy of a resolution adopted on June 18, 2013 by the City Council of the City of Stillwater, Minnesota, authorizing the issuance of $1,450,000 General Obligation Water Revenue Bonds, Series 2013A (the "Bonds"), toget her with full information regarding the Bonds; and the Bonds have been entered in my Bond Register. WITNESS my hand and the seal of the County Auditor on ______________, 2013. ________________________________ County Auditor (SEAL) 5519136v1 SIGNATURE AND NONLITIGATI ON CERTIFICATE We, the undersigned, being respectively the duly qualified and acting Mayor and City Manager of the City of Stillwater, Washington County, Minnesota (the "City"), DO HEREBY CERTIFY that we did, in our official capacities as such officers, si gn our own proper names by facsimile signature, attested by the manual signature of a person or persons authorized on behalf of U.S. Bank National Association, in St. Paul, Minnesota duly designated by the City Council as Bond Registrar and authenticating agent (the "Bond Registrar"), on the City's $1,450,000 General Obligation Water Revenue Bonds, Series 2013A (the "Bonds"), dated July 1, 2013, as the date of original issue, and numbered from R -1 upward, each in the denomination equal to the total principa l amount for the Bonds due on the specified maturity date therefor. The Bonds mature on February 1 in the years and amounts and bear interest until paid or discharged as follows: Year Amount Interest Rate Year Amount Interest Rate 2015 2023 2016 2 024 2017 2025 2018 2026 2019 2027 2020 2028 2021 2029 2022 WE FURTHER CERTIFY that the signature of Sharon Harrison is the true and proper signature of the duly qualified and acting Finance Director of the City. WE FURTHER CERTIFY that we are now and were on the date of signing the Bonds, the duly qualified and acting officers therein indicated, and duly authorized to execute the same, and that the Bond Registrar has been duly authorized to act as agent of the City f or purposes of authenticating the Bonds by one or more persons signing bonds on behalf of the Bond Registrar, and we hereby ratify, confirm, and adopt our facsimile signatures on the Bonds as the true and proper signatures for the execution thereof. WE FUR THER CERTIFY that the Bonds have been in all respects duly executed for delivery pursuant to authority conferred upon us as such officers; and no obligations other than those above described have been issued pursuant to such authority, and that none of the proceedings or records which have been certified to the purchasers of the Bonds or the attorneys approving the same have been in any manner repealed, amended or changed, and that there has been no change in the financial condition of the City, or of the f acts affecting the Bonds. WE FURTHER CERTIFY that the Official Statement prepared for the issuance of the Bonds as of its date and the date hereof, did not and does not contain any untrue statement of material fact or omit to state any material fact necess ary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. 5519136v1 2 WE FURTHER CERTIFY that there is no litigation pending or, to our knowledge, threatened questioning the organization or boundaries o f the City, or the right of any of us to our respective offices, or in any manner questioning our right and power to execute and deliver the Bonds, or otherwise questioning the validity of the Bonds or the pledge of payments from the City’s Water Board for the payment of the Bonds and the interest thereon. Dated: July __, 2013. CITY OF STILLWATER, MINNESOTA By _____________________________ Mayor By _____________________________ City Clerk By _____________________________ Finance Directo r 5519136v1 FINANCE DIRECTOR'S RECEIPT I, the undersigned, being the duly qualified and acting Finance Director of the City of Stillwater, Washington County, Minnesota, DO HEREBY CERTIFY AND ACKNOWLEDGE that on the date hereof, I received from __________________________ ________________________________, the purchaser of $1,450,000 General Obligation Water Revenue Bonds, Series 2013A, dated July 1, 2013, as the date of original issue, the purchase price thereof, which purchase price is as follows: Par Value $1,450 ,000.00 Discount ( ) Accrued interest from the date hereof $___________ TOTAL $___________ and the Bonds were thereupon delivered to the purchaser. Dated: July __, 2013. CITY OF STILLWATER, MINNESOTA By _____________________________ Finance Director 5519136v1 NONARBITRAGE CERTIFICATE The undersigned are the duly qualified and acting Mayor and Finance Director of the City of Stillwater, Washington County, Minnesota (the "City" or "Issuer"), charged, either alone or with others, with the responsibility of issuing the Issuer's $1,450,000 General Obligation Water Revenue Bonds, Series 2013A, dated July 1, 2013, as the date of original issue (the "Bonds"). This Certificate is being executed in accordance with the income tax regulations relating to arbitrage bonds (the "Regulations") and may be relied upon as a certification under Section 1.148 -2(b)(2) of the Regulations and under Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"). The undersigned, having made an i nvestigation of the facts, circumstances and estimates pertaining to and in connection with the Bonds, hereby certify in good faith and reasonably expect as follows with respect to the Bonds: 1. Purpose; Statement . The proceeds of the Bonds will be used to f inance improvements to the municipal water system in the City (the "Project"). As of the date hereof, all of the representations and statements of fact contained in the resolution adopted by the City Council on June 18, 2013 (the "Resolution"), relating t o the Bonds are true and correct, and nothing has occurred between the date of adoption of the Resolution and the date hereof to cause any expectation or covenant stated in the Resolution to become unlikely or impossible of occurrence or performance, unrea sonable or otherwise invalid. 2. Proceeds and Uses . The Bonds were delivered and paid for on the date hereof. The total sale proceeds of the Bonds (i.e. the issue price of the Bonds or the offering price of the Bonds to the public including accrued interest ) is $____________, which together with earnings thereon (estimated to be $______________), do not exceed the total of: (i) $___________, estimated total financeable costs of acquisition and betterment of the Project; (ii) $__________, unused discount; (iii) $___________, accrued interest; and (iv) $___________, expenses anticipated to be incurred in connection with the issuance of the Bonds, including Underwriting Compensation as defined below. "Underwriting Compensation" is the difference between the amount paid by the un derwriter in purchasing the Bonds from the Issuer and the issue price or reoffering price of the Bonds to the public. 3. Governmental Purposes; No Over burdening of Tax -Exempt Market . The stated purposes of the Bonds are governmental purposes within the mean ing of applicable law and regulations. The Sale Proceeds of the Bonds, less any amounts used to pay issuance expenses, together with estimated earnings thereon, will not exceed the estimated dollar cost of financing and constructing the Project, less all other funds to be expended for paying such costs. 4. Fund and Accounts . The Bonds are payable from the General Obligation Water Revenue Bonds, Series 2013A Fund (the "Fund"), which Fund contains a Construction Account 5519136v1 2 (for the construction of the Project) an d a Debt Service Account (for payment of debt service on the Bonds). 5. Construction Account: Time Test; Due Diligence Test; Expenditure Test . (a) Costs of Construction and Issuance . The costs of constructing the Project and issuing the Bonds will be paid from t he Construction Account in the Fund. The Issuer reasonably expects to satisfy the time test, the due diligence test and the expenditure test as set forth below: (i) Time Test . Substantial binding contracts or commitments for constructing the Project obligati ng the expenditure of not less than $_______ (five percent of the Net Sale Proceeds (as defined below) of the Bonds) have heretofore been entered into or made or will be entered into or made within six months from the date hereof. "Net Sale Proceeds" is t he issue price of the Bonds less the accrued interest and less any Bond proceeds deposited in any reserve fund or account. All such contracts are, or will be, binding obligations of the Issuer. (ii) Due Diligence Test . The acquisition and construction of the Project and the allocation of the Net Sale Proceeds of the Bonds to expenditures has proceeded and will continue to proceed with due diligence to completion. The Project is estimated to be completed by _____________. (iii) Expenditure Test . Any contract or com mitment for the construction of the Project heretofore or hereafter executed has provided or will provide for the acquisition and construction of the Project in less than three years from the date hereof; and proceeds of the Bonds in an amount equal to at least eighty five percent of the Net Sale Proceeds of the Bonds will be spent in paying the cost of the acquisition and construction of the Project within three years from the date hereof. (b) Costs of Issuance; Transfer . The costs of issuing the Bonds will b e incurred and paid within three years from the date hereof. Any moneys remaining in the Construction Account after completion of the Project and payment of the costs of issuing the Bonds will be transferred to the Debt Service Account unless transferred to the fund of any other project as authorized by law. (c) Investments . The Issuer shall not invest amounts in the Construction Account at a yield materially higher than the yield on the Bonds or in obligations exempt from federal income taxation under Sectio n 103(a) of the Code if and to the extent moneys remain therein after the earlier of (i) construction of the Project is complete or, (ii) three years from the date hereof. 6. Debt Service Account: Funding; Investment Covenants . The principal and interest on the Bonds are payable from the Debt Service Account. The Issuer has covenanted that any sums from time to time held in the Construction Account as net revenues and expected to be transferred to the Debt Service Account, and the Debt Service Account (or an y other account of the Issuer which will be used to pay debt service on the Bonds) in excess of amounts which under then applicable federal arbitrage regulations may be invested without regard to yield (after taking into account all temporary periods) shal l not be invested at a yield in excess of the 5519136v1 3 applicable yield restrictions imposed by said arbitrage regulations on such investments. Other than the Debt Service Account, there is no other fund or account of cash or securities which the Issuer has set as ide and expects to invest or maintain at a yield greater than the yield on the Bonds for the purpose of paying debt service on the Bonds. 7. Debt Service Account: Bona Fide Debt Service Fund; Minor Portion; Temporary Periods; Yield . The Debt Service Account and any balance (the "Holding Account") of net revenues held in the Operation and Maintenance Account and expected to be used to pay debt service on the Bonds serves two functions: (i) a bona fide debt service fund (within the meaning of Section 1.148 -1(b) of the Regulations) which is used primarily to achieve a proper matching of revenues and principal and interest payments within each Bond Year and is depleted at least once a Bond Year except for a reasonable carryover amount not to exceed the greater o f the earnings on the Debt Service Account for the immediately preceding Bond Year or one -twelfth of principal and interest payments on the Bonds for the immediately preceding Bond Year, and (ii) a sinking fund (within the meaning of Section 1.148 -1(c)(2) of the Regulations), and each such function shall be treated for the purposes hereof as if it occurred in a separate account. Amounts deposited in the Debt Service Account which are to be used to pay debt service on the Bonds within twelve months of their receipt by the Issuer (or which are a reasonable carryover amount with respect thereto) will be invested without regard to yield for a temporary period not longer than thirteen months. Receipts in the Debt Service Account which will not be used to pay deb t service on the Bonds within thirteen months of their receipt will be invested without regard to yield to the extent they do not in the aggregate exceed the "minor portion" of $_____________, which is an amount equal to the lesser of $100,000 or five perc ent of the Sale Proceeds of the Bonds. Sale proceeds of the Bonds are the issue price of the Bonds less accrued interest. All receipts in the Debt Service Account may be invested without regard to yield for a temporary period of thirty days from receipt b y the City, and investment earnings on such sums may be invested without regard to yield for a longer temporary period of one year from receipt. Amounts not entitled to a temporary period or within said minor portion will not be invested at a yield which is materially higher than the yield on the Bonds, or will be invested without regard to yield in tax -exempt bonds as defined in Section 150(a)(6) of the Code, being obligations the interest on which is excluded from gross income under Section 103(a) of the Code. 8. Yield Determination; Materially Higher . The yield on the Bonds is based on the issue price of the Bonds being the initial offering price to the public (excluding bond houses and brokers) at which a substantial amount (at least 10%) of each maturity of the Bond, except as otherwise stated in the Certificate of Purchaser was sold. On the date hereof, the yield of the Bonds has been calculated to be ____________%; this yield on the Bonds will be recalculated if and as required by the Code or the Regul ations. A "materially higher" yield is defined at Section 1.148 -2(d)(2) of the Regulations and is generally one eighth of one percent (0.125%). 9. Rebate. The Issuer is a small issuer not subject to the rebate requirement imposed by Section 148(f) of the Co de by reason of issuing (together with all subordinate entities thereof, and all entities treated as one with the Issuer) less than $5,000,000 of tax -exempt governmental obligations during the calendar year as provided in Section 148(f)(4)(D) of the Code. 5519136v1 4 10. Intentional Acts . The Issuer shall not take an deliberate, intentional action after the date hereof to earn arbitrage profit except to the extent such action would not have caused the Bonds to be arbitrage bonds had it been reasonably expected on the date hereof. 11. Basis For Expectations . The facts and estimates on which the foregoing expectations are based are (a) the documents included in the "Bond Transcript" prepared for the Bond Closing, (b) all engineering and architectural estimates, drawings, report s and plans and specifications heretofore furnished the Issuer with respect to the Project, (c) all contracts, if any, heretofore executed for the acquisition and construction of the Project, (d) all expenditures which were heretofore made by the Issuer fo r the acquisition and construction of the Project and which are to be reimbursed out of the proceeds of the Bonds, and (e) such other facts and estimates, if any, as may be set forth in an Exhibit A attached hereto. 12. No Abusive Arbitrage Device . No "abusiv e arbitrage device" within the meaning of Section 1.148 -10 of the Regulations is used in connection with the Bonds. No action relating to the Bonds has the effect of (a) enabling the Issuer to exploit the difference between tax - exempt and taxable interest rates to obtain a material financial advantage and (b) overburdening the tax -exempt bond market. 13. Reimbursement Expenditures . $_____________ of the proceeds of the Bonds will be used to reimburse the Issuer for reimbursement expenditures. The intent decl arations of the Issuer for the Improvements were made on ___________________________. 14. Monitoring of Expenditures and Investments. (a) The Issuer will monitor the expenditure of bond proceeds and the use of the facilities financed with proceeds of the Bonds in order to assure that the Bonds continue to qualify as “qualified bonds” within the meaning of Section 141(e) or Section 145 of the Code, and the Issuer will consult with Bond Counsel as necessary to determine whether, and to what extent, if as a result of any change in the use or purpose of the financed facilities any remedial action is required under Sections 1.141 -12, 1.142 -2 and/or 1.145 -2 of the Income Tax Regulations. (b) The Issuer will monitor the investment of bond proceeds to assure compliance with Sec tion 148 of the Code, and the Issuer will consult with Bond Counsel periodically with regard to arbitrage issues and compliance. 15. Familiarity; Conclusion . We are generally familiar with the requirements of the Regulations, and nothing has been called to ou r attention to cause us to believe that the proceeds of the Bonds will be used in a manner which would cause the Bonds to be arbitrage bonds within the meaning of Section 148 of the Code. 16. No Other Facts . To the best of the knowledge and belief of the unde rsigned, there are no other facts, estimates or circumstances which would materially change the foregoing facts and conclusions. Dated: July __, 2013. CITY OF STILLWATER, MINNESOTA 5519136v1 5 By _________________________________ Mayor By _________________________________ Finance Director 5519136v1 CERTIFICATE OF BOND REGISTRAR AND AUTHENTICATING AGENT $1,450,000 GENERAL OBLIGATION WATER REVENUE BONDS, SERIES 2013A CITY OF STILLWATER, MINNESOTA 1. I, _______________________, do hereby certify that I am a ___________________, duly appointed and acting as such, of U.S. Bank National Association located in the City of St. Paul, Minnesota (the "Bond Registrar"). 2. Pursuant to authorization by, and direction of, the City of Stillwater, Minnesota (the "City") certain of th e authorized officers listed on the attached Exhibit A have this day authenticated each of the bonds of the above bond issue, being fully registered bonds in the denominations equal to the total principal amount of the bond issue due on the specified matur ity date therefor and bearing the bond numbers of R -1 and upward and have caused each of said bonds to be registered in the name of a "person" as defined in Section 1 -201 of the Uniform Commercial Code, all in accordance with the provisions of the resoluti on adopted June 18, 2013 by the City Council (the "Resolution"). 3. The authorized officers who have signed the bonds have been duly authorized to sign said bonds on behalf of the Bond Registrar acting as authenticating agent. 4. To the best of our knowledge the provisions of any bond registrar's agreement to be entered into between the City and the Bond Registrar will not conflict with the provisions of the Resolution with respect to the duties and responsibilities of the Bond Registrar set forth therein. 5. The CU SIP (Committee of Uniform Securities Identification Procedure) number of the bonds of the above referenced issue with the latest maturity is: ____________________. Dated: July __, 2013. U.S. BANK NATIONAL ASSOCIATION By___________________________________ Authorized Officer 5519136v1 CONSULTANTS CERTIFICATION AS TO 8038 -G INFORMATION The undersigned, being duly authorized to execute this Certificate on behalf of Springsted Incorporated, hereby certifies that the following information is true and correct to the best of our knowledge in reliance upon certain information provided to us by the City of Stillwater, Minnesota (the "Issuer") and by ________________________________________, the original purchaser of $1,450,000 General Obligation Water Rev enue Bonds, Series 2013A, dated July 1, 2013 (the "Bonds"). This Certificate is being furnished to Briggs and Morgan, Professional Association, for the purpose of completing and filing on a timely basis I.R.S. Informational Statement Form 8038 -G for the I ssuer. The following information is true and correct to the best of our knowledge in reliance upon certain information provided to us by the Issuer for the exclusive purpose of completing Form 8038 -G for the Bonds issued by the Issuer: (a) The Issuer's federa l employer identification number (EIN) is 41 - ____________. (b) The weighted average maturity based on the issue price of each maturity of the Bonds and from their date of issue (not based on the face amount of the Bonds or from their dated date) is __________ years and the yield on the Bonds to maturity, based on the information supplied by the original purchaser of the Bonds in the Certificate of Purchaser is ______%. Dated: July ___, 2013. SPRINGSTED INCORPORATED By ____________________________ Its __________________________ 5519136v1 CERTIFICATE OF PURCHASER I, ___________________, do hereby certify that I am the duly qualified and acting ________________ of _____________________________________________, in _____________, ______________ (the "Purchaser"), and a s such officer I do hereby further certify as follows: 1. The Purchaser is purchasing on the date hereof General Obligation Water Revenue Bonds, Series 2013A (the "Bonds") of the City of Stillwater, Minnesota (the "Issuer"). 2. The Purchaser hereby represents an d certifies that each maturity of the Bonds has been the subject of a bona fide initial offering to the public (excluding bond houses, brokers, or similar person or organizations acting in the capacity of underwriters or wholesalers) and that the reasonabl y expected reoffering price of the Bonds to the public is $____________, excluding accrued interest. Calculations of the issue price for each maturity are as shown on Exhibit A. 3. At least 10% of the principal amount of each maturity of the Bonds was sold t o the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers) at not greater than the respective initial reoffering prices set forth on Exhibit A, except for the Bonds maturing in the years ___, ____, and ___, due to ______________________ [explanation for reasons these maturities did not sell at initial offering prices]. 4. At the time the Purchaser agreed to purchase the Bonds, based upon the then prevailing market conditions, the Pu rchaser reasonably expected that at least 10% of the principal amount of each maturity of the Bonds would be sold to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers) at t he yield or price and rate indicated on Exhibit A, and the Purchaser had no reason to believe that any of the Bonds would be sold to the public (excluding bond houses, brokers or other persons or organizations acting in the capacity as underwriters or whol esalers) at prices greater than such offering prices or yields lower than such offering yields, as the case may be, and that the initial offering price of each maturity of the Bonds to the public (excluding bond houses, brokers, or other persons or organiz ations acting in the capacity as underwriters or wholesalers) represented their fair market value. 5. This certificate is given as a representation of the Purchaser, and may be relied upon by the Issuer. Dated: July ___, 2013. _______________________________________ By___________________________________ Its _________________________________ 5519136v1 EXHIBIT A Maturity Initial Offering Price* (Exclusive of Accrued Interest 2015 $ 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 SUBTOTAL $_____________ PLUS ACCRUED INTEREST ** _____________ ISSUE PRICE* (AGGREGATE) $_____________ *Issue Price is the price to customers, and includes accrued interest. **Assuming deliveries to customers on the dat e of delivery to the Purchaser by the Issuer. 5519136v1 CONTINUING DISCLOSURE UNDERTAKING This Continuing Disclosure Undertaking (the "Disclosure Undertaking") is executed and delivered by the City of Stillwater, Minnesota (the "Issuer"), in connection with the iss uance of $1,450,000 General Obligation Water Revenue Bonds, Series 2013A (the "Bonds"). The Bonds are being issued pursuant to a Resolution adopted on June 18, 2013 (the "Resolution"). Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Undertaking . This Disclosure Undertaking is being executed and delivered by the Issuer for the benefit of the Owners and in order to assist the Participating Underwriters in complying with SEC Rule 15c2 -12 (b)(5). SECTION 2. Definitions . In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Undertaking unless otherwise defined in this Section, the following capitalized terms shall have the following mea nings: "Annual Report" shall mean any annual financial information provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Undertaking. "Audited Financial Statements" shall mean the financial statements of the Issuer au dited annually by an independent certified public accounting firm, prepared pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, modified by governmental accounting standards promulgated by the Gover nment Accounting Standards Board. "Dissemination Agent" shall mean such party from time to time designated in writing by the Issuer to act as information dissemination agent and which has filed with the Issuer a written acceptance of such designation. "Fis cal Year" shall be the fiscal year of the Issuer. "Governing Body" shall, with respect to the Bonds, have the meaning given that term in Minnesota Statutes, Section 475.51, Subdivision 9. "MSRB" shall mean the Municipal Securities Rulemaking Board. "Occurr ence(s)" shall mean any of the events listed in Section 5 of this Disclosure Undertaking. "Official Statement" shall be the Official Statement dated __________, 2013, prepared in connection with the Bonds. "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds. "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. 5519136v1 2 "Resolution" shall mean the resolution or res olutions adopted by the Governing Body of the Issuer providing for, and authorizing the issuance of, the Bonds. "Rule" shall mean Rule 15c2 -12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same ma y be amended from time to time or interpreted by the Securities and Exchange Commission. SECTION 3. Provision of Annual Reports . A. Beginning in connection with the Fiscal Year ending on December 31, 20__, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 20__, and by December 31 of each year thereafter, provide to the MSRB by filing at www.emma.msrb.org, together with such identifying information as prescribed by the MSRB, an Annual Report whi ch is consistent with the requirements of Section 4 of this Disclosure Undertaking. B. If the Issuer is unable to provide to the MSRB an Annual Report by the date required in subsection A, the Issuer shall send a notice of such delay and estimated date of del ivery to the MSRB. SECTION 4. Content and Format of Annual Reports . The Issuer's Annual Report shall contain or incorporate by reference the financial information and operating data pertaining to the Issuer listed below as of the end of the preceding Fiscal Year. T he Annual Report may be submitted to the MSRB as a single document or as separate documents comprising a package, and may cross -reference other information as provided in this Disclosure Undertaking. The following financial information and operating data s hall be supplied: A. An update of the operating and financial data of the type of information contained in the Official Statement under the captions: City Property Values; City Indebtedness; and City Tax Rates, Levies and Collections. B. Audited Financial State ments of the Issuer. The Audited Financial Statements of the Issuer may be submitted to the MSRB separately from the balance of the Annual Report. In the event Audited Financial Statements of the Issuer are not available on or before the date for filing the Annual Report with the MSRB as set forth in Section 3.A. above, unaudited financial statements shall be provided as part of the Annual Report. The accounting principles pursuant to which the financial statements will be prepared will be pursuant to ge nerally accepted accounting principles promulgated by the Financial Accounting Standards Board, as such principles are modified by the governmental accounting standards promulgated by the Government Accounting Standards Board, as in effect from time to tim e. If Audited Financial Statements are not provided because they are not available on or before the date for filing the Annual Report, the Issuer shall promptly provide them to the MSRB when available. SECTION 5. Reporting of Significant Events . This Section 5 shal l govern the giving of notices of the occurrence of any of the following events with respect to the Bonds: (1) Principal and interest payment delinquencies; 5519136v1 3 (2) Non -payment related defaults, if material; (3) Unscheduled draws on debt service reserves reflecting financ ial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or fina l determinations of taxability, Notices of Proposed Issue (IRS Form 5701 - TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of security holders, if material; (8) Bond calls, if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership or similar event of th e Issuer; (13) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive ag reement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) Appointment of a successor or additional trustee or the change of name of a trustee, if material. Whenever an event listed above has occurred, the Issuer shall promptly, which may not be in excess of the ten (10) business days after the Occurrence, file a notice of such Occurrence with the MSRB, by filing at www.emma.msrb.org, together with such identi fying information as prescribed by the MSRB. The Issuer agrees to provide or cause to be provided, in a timely manner, to the MSRB notice of a failure by the Issuer to provide the Annual Reports described in Section 4. SECTION 6. Termination of Reporting Obligation . The Issuer's obligations under this Disclosure Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. SECTION 7. Dissemination Agent . The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Undertaking, and may discharge any such Agent, with or without appointing a successor Dissemination Agent. SECTION 8. Amendment; Waiver . Notwithstanding any other provision of this Disclosure Undert aking, the Issuer may amend this Disclosure Undertaking, and any provision of this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary business or operation of the Issuer has occurred, (b) such amendment or waiver would n ot, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official 5519136v1 4 interpretation of the Rule, and (c) such amendment or wai ver is supported by an opinion of counsel expert in federal securities laws to the effect that such amendment or waiver would not materially impair the interests of Owners. SECTION 9. Additional Information . Nothing in this Disclosure Undertaking shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Undertaking or any other means of communication, or including any other information in any Annual Report or notice of an Occurrence, in addition to that which is required by this Disclosure Undertaking. If the Issuer chooses to include any information in any Annual Report or notice of an Occurrence in addition to that which is specifically required by this Disclosure Undertaking, the I ssuer shall have no obligation under this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. SECTION 10. Default . In the event of a failure of the Issuer to provide information required by this Disc losure Undertaking, any Owner may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations to provide information under this Disclosure Unde rtaking. A default under this Disclosure Undertaking shall not be deemed an Event of Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event of any failure of the Issuer to comply with this Disclosure Undertaking s hall be an action to compel performance. SECTION 11. Beneficiaries . This Disclosure Undertaking shall inure solely to the benefit of the Issuer, the Participating Underwriters and Owners from time to time of the Bonds, and shall create no rights in any other person o r entity. SECTION 12. Reserved Rights . The Issuer reserves the right to discontinue providing any information required under the Rule if a final determination should be made by a court of competent jurisdiction that the Rule is invalid or otherwise unlawful or, subje ct to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction. Date: ________, 2013. CITY OF STILLWAT ER, MINNESOTA By _______________________________________ Its Mayor By _______________________________________ Its Clerk 5520357v1 AGREEMENT This agreement made the 18th day of June , 2013 between the CITY OF STILLWATER, a city of the third class existing under the laws of Minnesota ("the City"), and the BOARD OF WATER COMMISSIONERS of the City of Stillwater ("Water Board"), existing pursuant to Article 13 of the Charter of the City. WHEREAS, pursuant to Article 13 of the Charter of the City of Stillwater, the Board of Water Commissioners has the sole authority to create, maintain, and extend the waterworks system of the City and has determined that improvements to the City's waterworks are necessary; WHEREAS, the Water Board desires the City's assistance in issuing bonds to finance the cost thereof; WHEREAS, the C ity has determined that the improvements to the City's water system proposed by the Water Board are necessary, and therefore, the City plans on June 18, 2013, to issue the $1,450,000 General Obligation Water Revenue Bonds, Series 2013A, pursuant to the aut hority of Minn. Stat. § 475 to finance various improvements to the City's waterworks systems; WHEREAS, pursuant to Minn. Stat.§ 444, repayment of the Series 2013A, General Obligation Water Revenue Bonds, may be made from sources including revenues derived from water service charges and water use rates; WHEREAS, pursuant to Article 13 of the Charter of the City, the sole authority to fix and determine rates and charges for the use of water within the City rests with the Water Board; NOW, THEREFORE, in view o f the City's agreement to finance the improvements as proposed by the Water Board, the Water Board hereby agrees to pay to the City amounts sufficient to equal the debts service payments on the Series 2013A bonds as they become due, through the establishme nt of rates and charges sufficient to meet their obligation pursuant to this agreement. That the City and the Water Board shall consult on a regular basis to verify that sufficient funds are available and on deposit with the City to cover debt service paym ents on the Series 2013A bonds, and the Water Board further agrees to review and modify, if necessary, its service charges and rates to ensure sufficient funds are available to the City to meet the debt service payments in the 2013A bonds. Enacted the 18 th day of June, 2013 . 5520357v1 2 CITY OF STILLWATER By ___________________________________ K en Harycki, Mayor (SEAL) and _______________________________ Diane F. Ward, City Clerk STILLWATER WATER BOARD OF COMMISSIONERS By ________________________________ Its: P resident ___________________________________ Its: Robert Benson, Manager WHEREAS, the Conservation Corps Minnesota provides hands -on environmental stewardship and service -learning opportunities to youth and young adults while accomplishing natural resource management and emergency response work.; and WHEREAS, p rogram participants join to give back to their communities while ga ining marketable skills for natural resource an d other green -industry careers; and WHEREAS , the Conservation Corps M innesota has comple ted various projects in the region and Stillwater such as b uckthorn and t rash removal along the St. Croix River and r ain garden placement in Stillwater ; and WHEREAS, their next project i n the re gion is the buck thorn and trash removal from the Brown ’s Creek Trail that is soon to be constructed . NOW THEREFOR E, BE IT RESOLVED that the Stillwater City Council hereby extends their appreciation to the Con servat ion Corps Minnesota for their environmental stewardship in the City of Stillwater and the St. Croix Valley region BE IT FURTHER RESOLVED, by virtue of the authority vested in me, as Mayor of the City of Stillwater, in the State of Minnesota, do hereby proclaim June 19, 2013 as Conservation Corps Minnesota Day and ask our citizens to volunteer in partnership with th e Conversation Corps of Minnesota in projects throughout the region. IN WITNESS WHEREOF , I have hereunto set my hand and caused the Seal of t he City of Stillwater to be affixed this 18 th day of June, 2013 12 :30 amuntil7 :30 am :2hournotice /FY I 22 22 Weekendsl Holidays Current Proposed NCh Lifts/Day 0 anges 8 :00 am X X 8 :30 X X 9:00am X X 9 :30 10 :00 am X X 10 :30 11 :00 am X X 11 :30 12Noon X X 12 :30 1:00pm X X 1:30 2:00pm X X 2 :30 3 :00 prn X X 3:30 4 :00 prn X X 4 :30 5 :00 pm X X 5 :30 6:00 prn X X 6:30 7:00pm X X 7:30 8 :00 pm X X 8 :30 X X 9:00pm X X 9 :30 X X 10 :00 pm X X 10:30 X X 11:00 X X 11:30 X X 12 Midniqht X X Weekdays (M-F) CurrentProposed Llftsl Day 21*16 *5lesslifts translates to50minutesofadditional thrutraffic ;equalto approximately 1000 vehicles . Summary 8am,9 ,10,11,Noon 1 ,2,4,6pm 7-10pm:Everyhalfhour 10:30pmuntil7:30am :2hournotice 8 :00 am X X 8 :30 9 :00 am X X 9 :30 10:00am X X 10 :30 11:00am X X 11 :30 X 12Noon X X 12:30 X 1 :00 pm X X 1 :30 X 2:00pm X X 2 :30 X 3 :00 pm 3 :30 4 :00 pm X X 4:30 5 :00 prn 5:30 X 6 :00 prn X 6 :30 X 7 :00 pm X X 7:30 X X 8 :00 pm X X 8:30 X X 9 :00 pm X X 9 :30 X X 10:00pm X X Notes : Otherprotocolrema ins unchanged ,"Whenaboatispresent ",24hr advance not ice ,Emergency ,etc. Thisisa temporary changeandwillbereviseduponcompletionoftheSt.CroixCrossingProject. To;Stillwater City Council From;Mulberry Point Yacht Harbor Board of Directors Regarding;Resolution pertaining to proposed Stillwater Lift Bridge schedule change OnJune6 th ,2013,the Mulberry Point Yacht Harbor Board of Directors,representing the interests of our157slipowners,unanimously voted in opposition tothe proposed Lift Bridge schedule change.We understand the complexity of theissueand that there are multiple opinions involved,butwefeelthat reducing thefrequency of lifts,including thoseattherushhour,willcausea hardship onour boating community.The schedule,as ithas stood since1994,haswell served our boating community .Wefeel that altering the schedule willhavelittle impact onthe vehicle traffic,butalarge impact onthe marine traffic .There isanewly implemented additional "no wake"zoneforthenew bridge construction area,andthis impediment totheusualtraveltimeswill undoubtedly affect boaters andcause them tomissthisalteredtime schedule ,resulting in them remaining south of thebridgeforuptotwohours . Minnesota weather canbe quickly changing.Intimes of emergency ,itmaybe imperative fora vessel to quickly returntosafe harbor to avoid a dangerous situation.TheSt Croix River istheonlyarea between Minnesota andthe Gulf of Mexico thathasabridge that doesnotopenondemand.Altering this already restricted lift schedule mayleadto dangerous consequences .Wehave canvassed the other marinas inourarea ,andfind that theyarealsoin agreement withourposition. In closing ,we request thatthe existing Stillwater Lift Bridge Schedule notbealtered,but remain thesame . Thank you, MPYH Board of Directors .• EXH IBIT "A"TO RESOLUT ION #2013-100 LIST OF BILLS AceHardware ActionRental,Inc. AllAmericanArenaProducts AmanoMcGann,Inc . AmericanPlanning Association Ancom Communication,Inc. Aramark Uniform Services ,Inc Armor SecurityInc. AspenMills BabcockMegan Bald Eagle SportsmensAssoc . Board of Water Commissioner BrentRichter Consulting Campion ,Barrow &Associates CarquestAutoParts COW Government,Inc . CentralWoodProducts Century College CenturyLink CenturyPower Equipment Clifton LarsonAllen LLP ColePapers Comcast CurbMasters ,Inc. ECM Publishers ,Inc Emergency Medical Products,I n FastenalCompany FelschChris Foremost Promotions Frontier Ag&Turf FunJumps FuryDodgeChrysler GertensWholesa le Gopher StateOneCall,Inc. Heritage Embroidery andDesign 1-StateTruckCenter IceSkating Institute J.H .LarsonElectric JimmysJohnnys,Inc. KirvidaFire,Inc. L3 Communications Lake Country Door,LLC League of MNCitiesInsTr League of MNCitiesInsTr League of MNCitiesInsTr Supplies Mixing trailer and concrete Polycarbonate Printer repair Membership Bill Turnblad Beltclip for speakermic Uniforms andmats Monitoring service Uniforms andsupplies Parkfee refund Range use WACChargesMay2013 Critical incident stress mgmt consultati Testing -BCampbell Autopartsandsupplies HP U 35003700 Fuser Hardwood mulch Fire apparatus course Phone Supplies #3billing for Audit Supplies Internet andvoice 2Pedestrian Red Ramps Publications Heartstart smart pads Tapertap Reimburse out of town training-meals Rookie fire safety scatter bags Spreaderandaxle Dunk tank and velcro wall Autorepairs Purplegrass,potato vines,petunias Tickets Park ing attendant shirts &rec ctr jerseys Actuator and control hvacheadac Domestic arenaclub renewal Supplies Toilet rental Engine#2 repair Vehicle viewer Doorsection Claim#C0020220 Workers Comp3rd Installment Municipality 2nd Installment Page1 968.82 539.71 660.00 1,961.03 360.00 104 .47 991.34 89 .78 3,274 .72 30 .00 240 .00 8,415.00 250.00 390.00 533 .22 114.61 1,891.69 750 .00 371.35 1,441.70 3,900.00 6,593.79 323.65 6,000 .00 348 .34 122 .27 21.94 427.75 ·120 .56 75 .77 427.50 49.40 2,516 .91 685.00 304 .11 256 .08 375.00 152 .05 439 .24 342 .25 587.81 909 .90 1 ,000.00 42 ,666 .50 62,402.00 EXHIBIT "A"TO RESOLUT ION #2013-100 Linner Electric Co. MacQueen Equipment Inc. Marshall Electric Company Menards Metro Fire Metropolitan Council Metropolitan Council Minnesota Wanner Co. Municode Office Depot Plant Health Associates Port Supply Provantage LLC R&R Specialties,Inc. Regions Hospital RiedellShoes,Inc. RoseCitySign Company,Inc . RoseFloral Spaulding Mfg .,Inc. St.CroixBoatandPacketCo . Stillwater Gazette Stillwater Motor Company St illwate r Towing St re ichers SW /WC Service Cooperatives T.A.Sch ifsky andSons,Inc. TessmanSeedCo .-St .Paul TollGasand Welding Supply Total Parking Solutions,Inc. Trans Union LLC Tri-State Bobcat,Inc. Uniforms Unlimited,Inc United Refrigeration,Inc. Valley Trophy Inc. Verizon Wireless Wagner Gayle Wicker Steve Wingfoot Commercial Tire Wolf Ma rine,I nc. Wulfing David YocumOil Company CREDIT CARDS Tom Ballis Roberts Marine Fire boat work Deflector Replace ballast and bulbs onsign Supplies SCBA flow test Waste Water May 2013 Monthly SAC Motor and roller pump Annual codeon internet fee Office supplies Tree health service Roller -paint standard 3yr warranty for 2 motion cmptrs MDCs Jetice white paint Education agreement lyr Skates repair lily lake ballfields lights Outdoor plants Burner cadcell with wire Arena billing Subscription-Planning Repairsand service Towing Ammo and bullet proof vest Retiree Health Insurance andCOBRA Fine Asphalt Gen pur jacks prof Cylinder Compact main board &card reader Information charges Rental bobcat and trimmer Cartridge Motor 1.5hp3spd Plaque for Abby Police Aircard Parkfee refund Reimburse for work boots Deestone 2013 Boat slip Reimburse for K9 boarding Fuel Repair Page 2 790 .92 507.94 889 .07 566 .98 1,990.00 123,535.64 19,285 .20 573.49 ·700.00 374.72 728.00 113 .38 710.18 478.80 1,383 .20 841.44 1,401.00 415.00 56.64 39,214 .80 109 .00 820.22 106 .88 1,687.33 60,226.36 996.89 38.48 31.53 1 ,224.74 20.00 460.95 1,984.40 339.84 12 .83 468.38 50 .00 150.00 765.22 750 .00 70 .00 18 ,195.76 2,144.19 EXHIBIT "A"TORESOLUTION #2013-100 Stuart Glaser Bshifter Ken Harycki Abbott PaintandCarpet Lowes MiscCreditCardCharges Target Wal-Mart Water Street Restaurant LIBRARY Bakerand Taylor Brodart Co Culligan of Stillwater Menards Midwest Tape MN Dept of Laborand Industry Stillwater PublicLibrary Foundation Swift Mary ToshibaBusiness Solutions,USA Warrior Coaching Wash ington County Library Water Works Irrigation LLC Working FamilyResource Center XcelEnergy Library CC Amazon.com Brines CubFoods Linde rs RadioShack Valley Bookseller Licenses Supplies for ground breaking Shovels for ground breaking Conference expenses Supplies for ground break ing Shovels for ground breaking Meeting meal Library materials Library materials Rental Shovelandshopvac Library materials Maintenance agreement Reimbursement Reimburse for glassesand folders Maintenance agreements Professional service Library materials Maintenance agreement Librarysupplies Electricity Gas Library materials Meals Meeting Supplies Supplies Minor Equipment Books Page3 900.00 110.29 153.75 1,809.83 13 .24 34 .98 25 .43 1,116.48 2,116.21 44 .80 104.96 1,639.69 200 .00 70.00 10 .39 155 .31 450.00 1 ,651.24 150 .00 8 .00 4 ,128 .96 451.06 122.93 61.34 16.06 26 .77 24 .00 MEMORANDUM TO :Ma yor andCity Council FROM:DianeWard ,CityClerk SUBJECT :Summe r Tuesdays Co ntract Atthelast meeting I presented amemo stating thata contract wasnot needed for Summer Tuesdays asaresult of theCity services monetary l imit of $1,000thatwas approved byCouncil onMay7,2013.However ,Ididnotincludethe$750park deposit inthefinal numbers therefore thetotalcostis$1 ,373 so Summer Tuesdays does require a contract.The event takesplaceon Tuesdays fromJuly9 -A ugust 20,starting at4:00p .m. Counc il di d a pprove the n oiseor dinance wa iver a tth e l ast m eeting. City Services: $750 damage deposit (onholdfrom previous years) 1 electrical boxx$20x7dates =$140 46 spaces x$1.5 /day x 7 dates =$483 Totalamo untd ueby Ju ne 1 9,2013:$1,373.00 RECOMMENDATION: Approve reso lution forapproval of special event and contract. RESOLUTION 2013-101 APPROVING 2013 SPECIAL EVENT AND CONTRACT SUMMER TUESDAYS BEIT RESOLVED,b y theCityCouncil of Stillwater ,State of Minnesota ,thatthe2013 Summ er Tuesda ys agreement ,betweenthe Summer Tuesdays,Inc .andtheCity of Stillwater is herebyapprovedand authorizes theMayorandCityClerktosignthe agreement. AdoptedbytheCityCouncil of theCity of Stillwater this is"day of June2013. KenHarycki ,Mayor ATTEST: Dian e F.Ward ,Cit y Clerk SUMMER TUESDAYS AGREEMENT 2013 This Agreement betweentheCity of Stillwater,Washington County,Minnesota ("City "), andSummerTuesdaysInc .("Organizer"), 1.Summer Tuesdays.TheCityhas encouraged Summer Tuesdays in order tofosterand promotetourismandencourage commerce thatwill ultimately increase property valuesandthequalit y of lifewithintheCity. 2 .Event /Alcohol.Noalcoholwillbeservedduringthiseventandno Other Alcoholor Coolersareallowed. 3 .Signs.The Organizer willpostsigns,thenumberand content of which mustbe approvedbytheCityPoliceChief,describing the regulations prohibiting liquoras wellasthe prohibition against participants bringingtheirownliquorintothepark. 4.NoiseControl.TheEventisresponsibletocontrolthenoise emanating fromtheArea atalevelthatwillnotinterferewiththepeaceandrepose of the residential areaon thebluffsonthenorth ,westandsouthedges of thedowntown. 5.Barricade Placement Setup.Lesseeshallplace barricades nolaterthan8 :00 a .m .at theparkinglotentranceson Chestnut ,MyrtleandSam Bloomer Wayasdesignated bytheParksDepartment.Thiswillinformusers of the parking lotusepriortothe start of theEvent. 6.DatesandHours of Event.Operationsarelimitedasfollows: July9 ,16 ,23 ,30,August6,13,20 (7dates)from4:00p.m.to 11 :00p.m. 7 .PolicePower.TheCityreservestherighttoorderashutdown of theAreainthe eventthe Chief of Police determines,inhissolediscretion ,thatthepublicsafetyis threatened orany condition of thisAgreementisviolated .If requestedbythe Chief of Police,the Organizer willassistthepoliceintheclearing of theArea. 8 .U se of Parking Lots.The Lessee is aware and will inform all vendors and Event participants that staking into the asphalt for tents,etc.is not allowed (any damage repair willbe paid for bythe Event Organization).TheEventisgiven use of Lot4,(BridgeLot).The Organization agreestopaytheCityfortheuse of the parkinglotaccordingtotheparkingspacefees designated bytheCityCouncil. 9 .FloodWall Construction .IncooperationwithTheUnitedStatesArmyCorps of Engineers (USACE)theCityisplanningthe construction of Stage3 of the Downtown Stillwater levy project ,whichincludes constructing alowfloodwall /levee alongthewesternside of LowellPark.Thisworkis anticipated tostartsometimein 2013.The Organization understands and acknowledges thatconstruction of this project maylimitaccesstoportions of parking if theUSACEchoosestoproceed with construction orstaging .Inorderto accommodate constructionandstaging activitiestheCityreservestherighttoadjustwhichparkinglotsmaybe used bythe Organization forthisEventto accommodate thelevyproject. 10.City Improvements .The Organization understands andacknow ledges that theCity maybecompletinggrading,parkinglot improvements andpark improvements inthe area of theEventandinordertoaccommodatethis construction and staging activities theCityreservestherighttowhichparkinglotsmaybeusedbythe Organization for thisEventto accommodate anyCity improvements intheEventarea. 11.TrashEnclosures .Lesseeshallfurnishtrash receptacles in sufficient quantityto containthe accumulation of trashgeneratedbytheEvent(s)or obtain trash receptaclesfromtheCityatanadditionalcost.Lesseeshallmake certain thatall trashispickedupduringandaftereachEvent.Lesseeshallremoveanyexcessive garbagethatdoesnotfitwithinthereceptaclesanddisposedinan off-site trash dumpster.TheCityreservestherighttorequireadditional receptacles shouldthe LesseenotremoveexcessgarbagefromtheEvent. 12 .ParkProperty .LesseeshallensurethatnovehiclesdriveontheCity 's parkproperty. IntheeventthatdamagesoccurtotheCity 's property ,the Organization shallpayfor anyrestoration of theparkasdeterminedbytheCity. 13 .Irrigation SysteminParkProperty.LowellParkis maintained bya buried irrigation system.Thissystemcanbedamagedbystakesorpoststhataredrivenintothe ground .Forthatreason,stakesorpostslongerthan12inchesandmorethanaquarter inchindiametermaynotbeusedinthepark.Further,asinsuranceagainstdamage , adepositmustbemadetotheCityintheamount of $750.00andanydamagetothe systemwillbe deducted fromthedeposit .Thebalance of the deposit willbereturned with30days of the conclusion of theevent. 14.CityServices.Thetypeandamount of materialsneededfortheEventwillbe determined bythe Assistant PublicWorks Superintendent.The Organization shallbe requiredtoprovide portable restroomsto augment theexistingfacilities,barricades forstreetclosureand electricity forvendors .The Organization maycontacttheCity toarrangerental of materials andwillbechargedforuseaccordingtotheCity of Stillwater Event permit feeschedule . 15.Insurance .The Organization mustprovidetotheCity satisfactory proof thatithas obtained liability insurance coverage of atleastthestatutorylimitsformunicipalities coveringclaimsthatmightbebroughtagainsttheEventthatariseout of theEvent 's authorized bythis Agreement andtonametheCityasanadditionalinsuredontheir policy astheirinterestmayappear. 16.HoldHarmlessand Indemnify .The Organization agreestoholdtheCityharmless andtoindemnifyanddefendtheCitywithregardtoanyclaims,causes of action,or demandsthatmightbebroughtagainsttheCityarisingout of theactivitiesinthe area . Page2 of 4 17.The Application fortheEventas submitted bythe Organization is considered part of this Contract andany representations of the Organization or conditions imposed by theCityare restated asiffullysetforthinthis Agreement. IN WITNESS WHEREOF ,thepartieshaveset their handsthis __day of June,2013 . Summer Tuesday's Inc . Signature PrintName Its -------------- Signature PrintName Its -------------- S TATE OFMINN ESOTA ) )ss CO UNTY OF WASHINGTON ) The foregoing instrument was acknowledged before methis __day of ----- 2013 ,by ,its ,and _ its ,forthe Summer Tuesday's Inc. Notar y Public CITY OF STILL WATER Ken Harycki,Its Mayor Attest: DianeF.Ward,ItsClerk Page3 of 4 STATEOF MINNESOTA ) )ss COUNTY OF WASHINGTON ) The foregoing instrument was acknowledged before methis __day of ----- 2013 ,byKen Harycki ,Mayor ,and Diane F .Ward ,Clerk ,on behalf of the CITY OF STILL WATER . Notary Public Page4 of4 THE IIRTHPtACE Of r.l IHHHaT"T elephone:65 1 -4 30-88 00 Fax:65 1-430 -88 9 In complete applications orapplicat ionsr eceived after deadline will not be Office U se Only M AY -6 20 13 accepted.SeeEventInstructionsforapplicationdeadlineandfees.DateApp Hcatio Rec ~N ri f /TY O E S 'Pt DateofApplicat ion:§/!)2 01 ;:>I VE:S RING))~t",VVATER Type:Event Special Evenl w ,----.:! Event Information T itle/Nameo f Event ~.t J11 ;ne-J.r'·~5c:1c.r y? ./ ~, Event Date/Time :Set up:Date It ",C"5dat j5 Time /2 to 7' Actua l Event :Date --:-iL f A 2 Time q II -Jtr V c:aus '0 to 7 J C lean up :Date (,Z /l'1 c 5 ch ll ):)T ime /1 to /2 (Events aft er 10 :00 p .rn ,requ ir e a va rianc e from C it yCoun cil Location(Address)ofEvent:!o t ~/e//N v --/c (If i n lowellP arkpl ease s p eci fy n ort h or s o uthl owell par k) Deseri pt i onofEvent (p lease b e s p ecifi c-th is i nf o~.m a t i on will be us ed to p ro mote t h e e vent on t~e City ofS tillw ater websit ~,~./1 / U/.ee j;;·afc.3Z -v11m ev c:,c:."i(-i,A //'/bvl::-c /;4/?17 IC 4~1~1/{/~~e ~/'0-~t!~"'4 T <-'J <5 h/ee ~ill1d1c.{/J/7 ~l r -e/lr ~v-,~~/~-j;~c ·f}z r J/l /'j;/f ed;/~'"./'o.L-It /C4' ./l vI;?'./'1 ·fk ~:'?z'?T ev r(~/1-C-/.v l A 5fr~~/c...~/OC&,h /D;v/1.31--/~y ~A'c .r:;/Y!I l y /A ,6~)-1 )-er:;YX -1 v- ~,5,?'..tQe .5'..?h ·/"'lL ·/~ Estimated Attendance {p art i cipan ts and s p ectat ors ];C/OO-6&(:/ A pplicantI nformation(Person/G roupR esponsible) Sponsor ing Organization Nam ~-(/J 1 ~v ----7 L--t e ~{/..-.--.-:M :;;n -~'b(7 7 ;-.(oed /(:; -.!-YlL ·..J l-11/l .t:)F-ijc .t >f /"2c .(77 ~"'1 .. /v//a T~V ~i::../ Mailing Address : C ity ,State ,Z ip Code :?:-.'$/1-/5 .5C )g2 .:::7 ;1//4t >Q ;ie /v Primary Contact/Applicant Name :~v y ~e ~#71 .e4/ Phone Number:65 /2 f5 -Li 72 S -Fa x :--Cell Phone :~,~ Email Address:U ;/y &"e #>1 ,-yiJ /i ej---"7 "-D c::£:J/n v f.."~~._~.e:..Yc ". r Website Address :d At:/i'c:/~44 /1'J me j~C"5V ~V ?·~-:J 1 ,../ Cell Phone(b ;?~fi8 ?Nameo f contact person during event 4 -f['dd ~::110J./'C::-&9 7 0 .(?1 e I"/-_ Al te rnate co ntact du ring event :~At/(c1-...}:6il'1)r~Cell Phon ~/2 )II)7J -036 5 Refer med ia or citizens inqu ires to :C::;J/'Y v /Phone 0 ~;)29 5 ~~7 2 5 -3 c.C?ff rf1-e;.;/' / SiteP lan:A s ite p lani s m andatory f ora ll e v ents .P l ease prov ide amapo f the s ite l ayout.Include any tab les,s tages,tents , f enc in g,portable restrooms,ve ndor boot hs,tra sh cont ainers ,e tc.If event i nvolvesa parade raceorwa lk J , please att acha rou te map h ighlighting route.Include r est stop stations,crossi ngs,signage and ind icate ro ute di rection with arrows . E vent F eatur es W i ll any si gns/bann er sbepu t up No 0 Yes lB'"Numbe r and s ize:h 1 1---i C ·".(/I ~-"V".?L)t-I /J \..<..-J A-'1 1 i> ~v' W illth er ebe a ny in f l atables?No Yes 0 Insurance certij icate from renta l vend or i sr eq ui red Willt here be e n tert ainment?No 0 Yes 0 Wha ttyp e ~1?/~r:~~,Fees f or ele ctri city m ay t=:~/-e apply s ee lnstructions Will sound amp li fication beus ed?No 0 Yes ~Hou rs a ndTy pe:Lj _////.t 1 Will r-tage ~r te nt(s)be set up?No 0 Yes ~Dimens ions:2-V X /2 Will th ere be t emp orary fe ncing?N o ~Y esO W ill m erchandi se/foodit emsb e so ld?~Ho w ma ny 6 8 ~f Fe es for eJectridty m ay N o 0 Yes vendors e xp ected:2 0 '--30 }3 -;:fr j a pplys ee Instructi ons Willfoodbe prepared on sit e?No 0 Yes ~on t oct Wash ingto n County He alth De partm ent"651-43O-fi655 W ill cooking operat ions be conducted?No 0 Yes ~Cont act S tillwat er Fire D epartment,3 51-495 0 Wi lla lcoho lb e s erved bu t not sold ?No 0""Yes 0 See Alcohol R egul at ions in theIns tru ctions W ill a lcohol beso ld?No ~Yes 0 See Alcohol Regul at ions i n the I nstructions W ill t here beaf i rewo rks d isplay?No ~Ye s 0 P erm i treq uired ,co ntact S tillwa ter F i re D ep art ment,651 -351-4950 Descr ibe power needs and loca ~f power s ource.G5 kJe .o /-Lbct-<7';:6lr c /e v /1-e -ecle'~?/'J1 r /C"CAt ...., Desc ribel evelo f adv ert isem ent [i e ,ra d i o,fl yers ,a ds ,tv ,pres s releas e).A ttach samp leif ava ilable J-~ei5 /A J ,~C"??)~klJ ~dt .~,c:J ../5. / C ity Services (A fterr ev i ewing the e vent application ,Cityservicesmaybe requried fo r th ee vent .) Will event use,close o rbl ockanyo f the following :Ifyes specify location o ns ite map. ./CA <,.>ocJ y.5 C ity S t ree ts or Rig ht -of -way No 0 Yes ~Start/End T ime:))('0"-1 -/l1J!t-"pl cr Date:~-YZO C ity S idewalks or T rails No ~Y e s 0 St art/End Ti me:Da te: P ublic Park ingL otso r S pa ces N o 0 Y es ~Start/End T i me :;1!Q?v l -/J!//;,;J-J1 Date :;:11 -rs /ZO W ille vent need ba rr icade (s)?!?'V//J(:!-e No lkY'Yes 0 Number needed:F eesmay ap ply t/{A --C .:tkYJ see In structio ns W ill e xtra picn ic t ables be needed ?No ~Yes 0 Numbe r needed :F eesmay app ly se e In str uctions ..... Will port able restrooms be needed?No ~Yes 0 Number needed :Fe es mayapp ly see I ns tru c t i on s Will extra trash r eceptaclesbeneeded?No ~Yes 0 Number needed:Fe esm ay app ly s eeIn struc tion s Describetrash removal and cleanup plan during and after event:_~/c.(J //-0 '7/"Z j/b ~Vi f:p-P~t ~//II c(//Ie[:f{3 dV:~CJ-e ~{.~?fvW.~veCi g ,,/.e ~{.-(T ,./V ?75iJ td-////.be .L!i 'eX'7/1 r-;/-0 -7 /"-<"j---;/-r-<5/-r-l /;bt.-1J-e - W ill event needt raffic control?No ~Yes 0 ContactS t ill water Poli ce Department for a ssistance ,651-351-4900 Des~be crowd control proced~re to ensure the safety of participants and spectato~s:..I rz::_C j /:e ~'1 j-c?)i--y'a l /)I >t-:~,?).t -l A,,'L Ad -7'-0 C:CZ?)-~//IC(7.e ~.//~U~~lt:P~ 7 -0 ,J o/ve jJ j---O~~~~1..5.d ~~{70 ,E?/1.x 1 Ve ~~k e',t'/e:t-'LL -.//!/cJ.o/4 ?G.//II k .o 'Vc1/),r.;;/-e -7'c-)q /ue 8 4-1-e-V:~4 ICY /,?ofyi >1c-7/e;;.,'A.5 /YH e'cf3,YJJ/Y . Will "NoParkingS igns"be needed?No 0 Yes ~Number needed:Feesma y apply see I nstructions Sho w locat ion(s)on si te map Will event need secu rity?No g/Yes 0 if e v ent is overn ight,se curity will b e requ ir ed . I fusing private secruity ,list Security Company and Contact Informat ion:-,P1~, W ill event needEMSservices?No ~Yes 0 C ontactL akev iew EMS ,65 1-430-4621 Describep lans to prov idef irst aid ,i f needed: d'!-.{q /~6/e ~v-/S ~/CI ~Mr-eY 37'Y-eer .-L/r?.J1 /5 at.~1?, d/c5'r fjav- , /t-1.C""d _S e:S e//e4 /'e av/5-e 5. Descr ibe the emergency action p lan if severe weather should arise: 5e e ?e."'~)I./--c:. Listanyo ther pe ~ent informat ion ):-//AI,///;e ~c '...s~-I:'-We cc »c ~U/?'fr,,-,~I -O t d i!?"..-:,..~j..-.t.-'£'/~,-U -'y ?,-O /~_c :,/O~--1 fl./5 Je.~#-1 ~'r1 -e 'v-_ti:/e b-V ///~e r~;.o)/e d r c cfi C OOJr-d'I ",",.:7 fe ~/y-.--,4 L ',i-7 3 /?t r7 A5 TC )""/k /'OC/'rf /Ot 1 6'//7k.~.>/e 4'LT . Th es ponsor(s)of this e vent hereby agrees t o s avetheCity ,i ts agents ,officialsand employees harmlessfromandagainstalldamagesto p ersons orprop erty,alie xpenses and o therli ability that may resultfromthisactivity.Dependingonthesize of and s cope of theeventa "Certific at e of In surance"may berequired.If i nsuranceisrequ ired,thepolicy must b e kept inforceduringthe event ofat least the s ta tut orylim its for mun icipalities co vering cla ims tha t m ight be brought againstthe event that ar ise out of theeventsauthorizedandto n ame the Citya s anadd itional insuredonthe ir polic y "as the iri nterestmayappear."As the sponsor or authorized representative ,Icertify that t he informat ion provided i s true to the best of mykno wledge andagree to pay t heperm it fee forthis event basedupon the information prov idedi nth is application ./realize m y submittal of thisapplication request const itutes acontractbetween myself andthe City of Sti ~r andi .S arelea .se of Uability .<>_/-/~-~~~//20 /3 si &e of Applicant or Autho rized Agent Date MEMORA NDUM J une 10,2013 T O:Mayor andCity Council FRO M:DianeWard ,CityClerk S UBJ ECT:Amendment toLi quorL icense-Li ft Bridge Br ewery DI S CUS SION: Asa result of the Planning Commission 's approval onMay13thand Council's approval on May 21andJune4forthe Special Use Permit for outside seating attheLift Bridge Brewery locatedat1900 Tower Drive ,the liquor licensed premises of their Tap Room Liquor License needstobe amended.Attached youwillfinda drawing of the patio.Minnesota Liquor Cont rol requires the drawings be approved bytheCity Council to amend their liquor l icense to include thepatioaspart of their premises forthesale of intoxicating liquor. ACTION REQUIRED : If Council wishesto approve the addition of thepatiotoLift Bridge Brewery 's liquor license ,C ouncil should passa motion approving thepatio addition and authorizing staff to submit the required informat ion to Minnesota Liquor Control fortheirapproval. L l ff B R I D C1 f BRf\l\t RY (PROD UCfJO NI WAR f HO U 5f ) PR OP05fD O UWOOR 5f RV IC f AR fA 1 ,0005f H t?C P.p r£;o ~ f--O~E WAY t?~IV1:lA "t ~ PR OPERlY l ;I ~ REPORT DATE : June 11, 2013 CASE NO.: 2013-12 HEARING DATES: Planning Commission May 13, 2013 Joint Planning Board May 16, 2013 Park Commission May 20, 2013 City Council June 18, 2013 APPLICANT: Jon Whitcomb, Midwest Real Estate Management LANDOWNER: Greg Wallace & Bill Krech REQUEST: 1) Annexation 2) Rezoning to CCR, Cove Cottage Residential 3) Preliminary Plat approval of Browns Creek Preserve, a 15 lot Residential Subdivision LOCATION: 12205 McKusick Road COMPREHENSIVE PLAN: LMDR, Low/Medium Density Residential ZONING: NA, currently located in Stillwater Township REVIEWERS : City Engineer, Fire Marshal, Brown’s Creek Watershed District, Washington County Public Works PREPARED BY : Bill Turnblad, Community Development Director BACKGROUND Jon Whitcomb, Midwest Real Estate Mgmt, plans to develop six acres of property located at 12205 McKusick Road. The site is currently located wi thin Stillwater Township. The preliminary plat for the project, to be known as Brown’s Creek Preserve, shows 15 single family lots that are requested to be rezoned to CCR, Cove Cottage Residential. The project is located on McKusick Road immediately west of Settler’s Glen 9 th Addition and immediately south of Brown’s Creek State Trail. The proposed zoning for the development is the same as Settler’s Glen 9 th Addition, though the Brown’s Creek Preserve lots are considerably larger. Browns Creek Preserve June 11, 2013 Page 2 SPECIFIC REQUEST In order to develop the property as proposed , the applicant has requested approval of the following: 1. Annexation of the 6.0 acre property 2. Rezoning of the property to CCR, Cove Cottage Residential 3. Preliminary Plat for 15 single family lots EVALUATION OF REQUEST I. A NNEXATION According to the Orderly Annexation Agreement, th e subject property is located in the Phase IV annexation area. This area is not scheduled for development until 2015. But, the infill provision of the agreement (Section 4.09) would allow th e request to be approved, since each of the following criteria are satisfied: o 100% of the subject landowners hav e signed an annexation petition Greg Wallace and Bill Krech are the sole owners of the property and they have signed the annexation petition. o The property is adjacent to property within the City’s corporate limits Settler’s Glen 9 th Addition immediately to the east has already been annexed into the City. o The level of growth in the entire area re gulated by the agreement has not exceeded 120 permits per year This is true o Utilities are immediately available to the property All utilities are to be brought to the property boundaries by US Homes as they develop Settler’s Glen 9 th Addition this summer. II. R EZONING Mr. Whitcomb has requested that the developmen t be zoned CCR, Cove Cottage Residential after it is annexed. This zoning is the same as Settler’s Glen 9 th Addition. Though the requested zoning is consistent with the Comprehensive Plan, and is compatible with the surrounding neighborhood, staff suggests t hat TR, Traditional Residential zoning be considered. The reason is that with the larger lots of Brown’s Creek Preserve, TR might work better. For example, TR zoning allows for a mo ther-in-law apartment and the garage regulations are considerably less confusing than in the CCR dist rict. The garage has no restriction on number or orientation of stalls, they are simply limited to 1,000 square feet of floor area and have to be set 26 feet from the front lot line (house has 20 foot front setback). In addition, 25% of the 15 lots would have garage faces set 7 feet back of the house front. Browns Creek Preserve June 11, 2013 Page 3 III. P RELIMINARY P LAT A. Minimum Dimensional Standards: CCR District * distance between side lot lines measured at right angles to lot depth at a point midway between front and rear lot lines ** average distance between front and rear lot lines. The table compares the minimum standards for the proposed CCR zoning district with the minimum standards proposed fo r Brown’s Creek Preserve. As can be seen, each minimum standard would be exceeded. The TR, Traditional Residential zoning re quirements are also exceeded by each proposed lot. B. Civil Engineering The City Engineer has reviewed the pre liminary plans and offers the following comments: 1. Storm ponds should be designed to reflect the new rainfall data from National Weather Service Atlas 14. 2. The street widths are shown as 28’ back of curb to back of curb and must be increased to a minimum of 28’ face to face. 3. The storm pond on the southeast corner of the site shall have an access road for maintenance vehicles. The outlet form the pond shall be a manhole with outlet and not a weir st ructure as proposed. Settlers Glen 9 th has a back yard drainage pipe draini ng to their abutting wetland. This drainage pipe in Settler’s Glen sh ould drain into the Brown’s Creek Preserve pond so that there is one ou tlet instead of two. (Other alternate designs are possible, but must be a pproved by the City Engineer.) 4. Drainage from Monterey Court shall not be directed into Macey Way. 5. Backyard drainage from Lots 1 to 10 is a concern, since proposed grades are minimal. A revised drainage syst em must be proposed and approved by the City Engineer. 6. This development will be responsi ble for paying the Trout Stream Mitigation Fee of $10,021 per acre; th e Transportation Mitigation Fee of $17,160 per acre; and trunk sewer and water fees as yet to be determined by City Engineer. These fees will be du e prior to release of the final plat for recording with Washington County. 7. Annexation petition cannot be filed with Minnesota Municipal Board until utilities have been extended to Browns Creek Preserve property lines. Standard Min. requirement Proposed Lot area 7,000 (10,000 sf avg) 10,641-18,755 sf Lot width* 60’ 80’ min Lot depth** 100’ 130’ min Lot frontage on public road 35’ 52.4’ min Browns Creek Preserve June 11, 2013 Page 4 C. Tree Preservation & Landscaping A tree inventory, tree removal and tree pr otection plan has been submitted. A landscaping plan has also been submitted. Both plans have been reviewed by the City Forester. 1. No protected slopes exist on the site (>24% over a 50 foot run). So tree removal on slopes is not an issue. Mo reover, the vast majority of the trees on the site are plantation pines, which are not subject to the tree City’s tree protection standards. 2. The City’s environmental ordinances wo uld allow 35% of the tree stock to be taken down. Less than 27% of the total wood mass would be removed according to the plan. So, no replacement is required. 3. One note on the landscaping plan: the subdivision code requires an average of three trees per lot along the street, though outside of the platted right-of-way 1 . The landscape plan only shows 18 trees for all 15 lots. This needs to be revised to 45 trees be compliant with City Code. 4. The tree protection fencing should be installed per the Landscape Notes on the tree inventory page L1.1, prior to grading activities. Trees and treed areas to be removed should be clearly marked so they can be distinguished from trees to be preserved and vice versa. 5. Tree Species - Currently only 'Greenspire' linden (a European linden cultivar) and 'Autumn Blaze' maple (a cross between silver and red maple) are specified to be planted. Tree spec ies diversity should be increased to avoid losing a lot of trees in the land scape to insect, disease or cultural problems. Increase tree species divers ity by adding native, or near-native species such as: oak species (N. red, N. pin, bur, bicolor), hackberry, American linden ('Redmond' is one vari ety), red maple, river birch, paper birch, thornless honeylocust and sugar maple. D. Park and Trail Dedication The Comprehensive Plan’s park element sh ows no planned park or trails on or through the property. Though, the Brow n’s Creek State Trail runs along the northern property line of the development. The Park Commission reviewed the plans on May 20, 2013. They recommended that park and trail dedication should be cash rather than land or improvements. So the fee per lot will be $2,000 for park dedication and $500 for trail dedication. This cash dedication will be due pr ior to release of the final plat. Since road access to subdivision will be through Settler’s Glen 9 th Addition instead of directly to McKusick Road, the existi ng driveway easement over Brown’s Creek Trail to McKusick Road should be vaca ted prior to filing the final plat with Washington County. 1 City Code Ch 32, Subd. 6(3)q Browns Creek Preserve June 11, 2013 Page 5 E. Environmental Issues Wetlands – The property has no wetlands. Bu t, there is a Management Category I wetland just to the south of the site and it has a required 75 foot buffer area. This may impact grading of the proposed st orm water pond, which will become clear during Brown’s Creek Watershed District review. BCWD – Karen Kill, Brown’s Creek Watershed District Administrator, completed a preliminary pre-permit plan review of the development plans. She makes the following comments: “If the Management Category I Wetland to the south of the property is a groundwater dependent natural resource (which is likely), then the proposed stormwater basin will not be a llowed within the buffer unless the basin bottom is at least 3 feet above the seaso nal high water table, bedrock or other impeding layer and the basin is designed and maintained to infiltrate the 2-year 24 –hour precipitation event. Right now that isn’t how it is designed. Also, the order of the stormwater facilities (infiltration first and NURP second) is backwards, so there is going to need to be some moving things around.” Floodplain – The property includes no FEMA identified floodplains. ALTERNATIVES A. Approval If the City Council finds the proposal to be satisfactory, it could adopt the attached resolution of approval, which includes the conditions listed below, and approve the first reading of the rezoning ordinance. Official approval of the annexation petition should be delayed until final plat approval. 1. The site shall be developed in substantial co nformance with the following plans on file with the Community Development Department, except as may be modified by the conditions herein: • Preliminary Plat dated 4/19/13 • Grading dated 4/19/13 • Erosion Control Plan dated 4/19/13 • Utility Plan dated 4/19/13 • Tree Preservation Plan dated 4/19/13 • Landscape Plan dated 4/19/13 2. The developer shall submit a grading permit application to Brown’s Creek Watershed District. Any permit conditions that the Ci ty Engineer finds necessary to include in the final plan set shall be included in the final plat application package. 3. A total of $37,500 shall be paid to the City for park and trail dedication fees ($2,000 park dedication fee for each lot and a $500 tra il fee for each lot). These fees shall be submitted to the City prior to release of the final plat for filing with the County. 4. All electrical and communications utility lines shall be buried. This shall be specified in the plans submitted fo r final plat approval. Browns Creek Preserve June 11, 2013 Page 6 5. Storm ponds should be designed to refl ect the new rainfall data from National Weather Service Atlas 14. 6. The street widths are shown as 28’ back of cu rb to back of curb and must be increased to a minimum of 28’ face to face. 7. The storm pond on the southeast corner of the site shall have an access road for maintenance vehicles. The outlet form the po nd shall be a manhole with outlet and not a weir structure as proposed. Settlers Glen 9 th has a back yard drainage pipe draining to their abutting wetland. This dr ainage pipe in Settler’s Glen should drain into the Brown’s Creek Preserve pond so that there is one outlet instead of two. (Other alternate designs are possibl e, but must be approved by the City Engineer.) 8. Drainage from Monterey Court shall not be directed into Macey Way. 9. Backyard drainage from lots 1 to 10 is a conc ern, since proposed gr ades are minimal. A revised drainage system must be proposed and approved by the City Engineer. 10. This development will be responsible for pa ying the Trout Stream Mitigation Fee of $10,021 per acre; the Transportation Mitiga tion Fee of $17,160 per acre; and trunk sewer and water fees as yet to be determined by City Engineer. These fees will be due prior to release of the final plat fo r recording with Washington County. 11. The annexation petition shall not be file d with Minnesota Municipal Board until utilities have been extended to Browns Creek Preserve property lines. 12. Prior to releasing the final plat for filing with Washington County, the landscape plan shall be revised to show 45 trees to be planted on the lots, at a rate of three trees per lot. 13. The tree protection fencing must be inst alled per the Landscape Notes on the tree inventory page L1.1, prior to grading activi ties. Trees and treed areas to be removed should be clearly marked so they can be di stinguished from trees to be preserved and vice versa. 14. The landscaping plan must be revised prior to release of the final plat for filing with Washington County. The revisions must include better tree species diversity. Specifically, tree species diversity is to be increased by adding native, or near-native species such as: oak species (N. red, N. pi n, bur, bicolor), hackberry, American linden ('Redmond' is one variety), red maple, rive r birch, paper birch, thornless honeylocust and sugar maple. 15. The existing driveway easement over Brow n’s Creek Trail to McKusick Road should be vacated prior to filing the final plat with Washington County. B. Table If the City Council finds that th e preliminary plat application is not complete enough to make a decision, it could continue the review for additional information. C. Denial If the City Council does not find the rezoning, annexation or the preliminary plat to be satisfactory, it could recommend deny the requests. With a denial, the basis of the recommendation should be given. Browns Creek Preserve June 11, 2013 Page 7 RECOMMENDATIONS Planning Commission On a 7-1 vote the Planning Commission recomme nded approval of the requests with the conditions identified in the planning report, except that the Commission recommends that the property should be rezoned to TR, Traditio nal Residential rather than CCR, Cove Cottage Residential. Park Commission The Park Commission unanimously recommended that the developer meet his park and trail obligations through a cash dedication. Joint Board The Joint Board is scheduled to review and co mment on the preliminary plat and rezoning requests on June 20, 2013. City staff Recommends approval of the requests with th e conditions identified in Alternative A. cc Jon Whitman Attachments: Resolution of Approval Rezoning Ordinance Zoning & Location Map Development Plans Browns Creek Preserve June 11, 2013 Page 8 CITY OF STILLWATER WASHINGTON COUNTY, MINNESOTA A RESOLUTION APPROVING THE PRELIMINARY PLAT FOR BROWNS CREEK PRESERVE CASE NO. 2013-12 WHEREAS , Midwest Real Estate Management ma de application for approval of the preliminary plat for BROWNS CREEK PRESERVE; and WHEREAS , on May 13, 2013 the Stillwater Planning Commission held a public hearing and recommended approval of the preliminary plat; and WHEREAS , on May 20, 2013 the Stillwater Park Commission discussed the park and trail obligations of the development; and WHEREAS , on June 18, 2013 the Stillwater City Council held a public hearing on the preliminary plat. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Stillwater hereby approves the preliminary plat of BROWNS CREEK PRESERVE with the following conditions: 1. The site shall be developed in substa ntial conformance with the following plans on file with the Community Development Department, except as may be modified by the conditions herein: • Preliminary Plat dated 4/19/13 • Grading dated 4/19/13 • Erosion Control Plan dated 4/19/13 • Utility Plan dated 4/19/13 • Tree Preservation Plan dated 4/19/13 • Landscape Plan dated 4/19/13 2. The developer shall submit a grading permit application to Brown’s Creek Watershed District. Any permit conditions that the City Engineer finds necessary to include in the final plan set shall be included in the final plat application package. 3. A total of $37,500 shall be paid to the City for park and trail dedication fees ($2,000 park dedication fee for each lot and a $500 trail fee for each lot). These fees shall be submitte d to the City prior to release of the final plat for filing with the County. 4. All electrical and communications utility lin es shall be buried. This shall be specified in the plans submi tted for final plat approval. 5. Storm ponds should be designed to reflect the new rainfall data from National Weather Service Atlas 14. Resolution No. Page 2 of 2 6. The street widths are shown as 28’ back of curb to back of curb and must be increased to a minimum of 28’ face to face. 7. The storm pond on the southeast corner of the site shall have an access road for maintenance vehicles. The outlet form the pond shall be a manhole with outlet and not a weir structure as proposed. Settlers Glen 9 th has a back yard drainage pipe draining to their abutting wetland. This drainage pipe in Settler’s Glen should drain into the Brown’s Creek Preserve pond so that there is one outlet instead of two. (O ther alternate design s are possible, but must be approved by the City Engineer.) 8. Drainage from Monterey Court shall not be directed into Macey Way. 9. Backyard drainage from lots 1 to 10 is a concern, since proposed grades are minimal. A revised drainage system mu st be proposed and approved by the City Engineer. 10. This development will be responsible fo r paying the Trout Stream Mitigation Fee of $10,021 per acre; the Transportation Mitigation Fee of $17,160 per acre; and trunk sewer and water fees as yet to be determined by City Engineer. These fees will be due prior to release of the final plat for recording with Washington County. 11. The annexation petition shall not be filed with the Minnesota Municipal Board until utilities have been extended to Browns Creek Preserve property lines. 12. Prior to releasing the final plat for filing with Washington County, the landscape plan shall be revised to show 45 trees to be planted on the lots, at a rate of three trees per lot. 13. The tree protection fencing must be in stalled per the Landscape Notes on the tree inventory page L1.1, prior to gradin g activities. Trees and treed areas to be removed should be clearly marked so they can be distinguished from trees to be preserved and vice versa. 14. The landscaping plan must be revised pr ior to release of the final plat for filing with Washington County. Th e revisions must include better tree species diversity. Specifically, tree sp ecies diversity is to be increased by adding native, or near-native species such as: oak species (N. red, N. pin, bur, bicolor), hackberry, American linden ('Re dmond' is one variety), red maple, river birch, paper birch, thornle ss honey locust and sugar maple. 15. The existing driveway easement over Brown’s Creek Trail to McKusick Road should be vacated prior to filing the final plat with Washington County. Enacted by the City Council of the City of Stillwater, Minnesota this 18 th day of June, 2013. CITY OF STILLWATER Ken Harycki, Mayor ATTEST: Diane F. Ward, City Clerk AN ORDINANCE AMENDING THE STILLWATER CITY CODE SECTION 31-300 ENTITLED ESTA BLISHMENT OF DISTRICTS BY REZONING 6 ACRES TO TR , TRADITIONAL RESIDENTIAL The City Council of the C ity of Stillwater, Washington County, Minnesota, does ordain: Section 1. The Zoning Map is amended as indicated on the attached map marked Exhibit A and the area indicated thereon are chan ged to TR, Traditional Residential. This proceeding is known as Case 2013-12. Section 2. This Ordinance shall be in full force and effect from and after publication according to law, and upon the subject property becoming part of the City of Stillwater by operational law. Section 3. In all other ways the Stillwater City Code sh all remain in full force and effect. Adopted by the City Council this ______ day of Ju ly , 2013. CITY OF STILLWATER Ken Harycki, Mayor ATTEST: Diane F. Ward, City Clerk Exhibit A TO: Mayor & Council FROM: Bill Turnblad, Community Development Director DATE: June 12, 2013 RE: Demolition Ordinance Amendment Review Timeline Extension Continuation of 1 st Reading BACKGROUND After the demolition cases related to St. Paul’s Lutheran Church, it became clear that the time allotted for completion of the local designation study, if needed, was not sufficient. If the Heritage Preservation Commissi on (HPC) and the Council both deny a requested demolition permit, then a historian must research the property and write a report. If the findings of the report support the decision to save the building, then the City has to locally de signate the property . The amount of time between the dates that the demoliti on permit was submitted until local designation is adopted cannot exceed 180 days. However, more than 180 days is needed to allow sufficient time to enter into a contract with a historian, have that co ntract approved by the City Council, have the historian complete the study, hold hearings on the study and local designation by the Heritage Preservation Commission, Planning Commission and Council. Consequently, the HPC suggested an ordinance amendment that would allow the City 270 days to complete the proce ss. The City Council was uncomfortable with the extra three months and sent it back to the HPC to find an alternate process that could be completed within 180 days. The HPC reconsidered the situation and made a suggestion to create a list of pre-approved historians, with a set price for completing these studies. If the Council were to pre-approve a list and price for the studies, that would Demolition Ord Changes June 10, 2013 eliminate the RFP and contract negotiati on process, which would save enough time to leave the revi ew period at 180 days. CURRENT PROCEDURAL TIMELINE The review timeline according to the ex isting ordinance is about like this: Approximate day Task Day 1 Submission of demolition permit application Day 5 Demolition request sign posted on property Day 8 Public hearing notice published in newspaper Day 20 Public hearing held by Heritage Preservation Commission Day 50 CC must authorize proceeding with a designation study by this date Day 51 Planning Department sends out RFPs to historians for the designation study Day 81 Negotiated contract for designation study brought to Council for approval Day 171 Designation study completed Day 175 Publish public hearing notice for locally designating property Day 185 Heritage Preservation Commission hearing on study and adoption of local designation Day 195 Planning Commission hearing on study and local designation Day 205 Council hearing on designation study and local designation adoption If the Heritage Preservation Commission suggestion to pre-approve a list of historians and a negotiated contract price for the designation study were put into practice, then the 30 days between Day 51 and 81 could be eliminated. This would reduce the overall review timeframe from 205 days to 175 days. CHANGES Putting the pre-approved historian and price list approach into practice would not actually require an ordinance amendment. It would only require approval by the City Council. Staff would send out RFPs to historians on the State Historic Preservation Office’s list of credentialed historians. We would filter the responses and negotiate a set fee, and bring the list to the Council for approval. Perhaps the list could be valid for two years. Then, when a demolition application is submitted that requires a study, the City Administrator would be allowed to enter into the contract for the City as long as the historian was on the pre-approved list and agreed to do the research at the pre- approved price. The “Guide to the City of Stillwater’s Demolition Ordinance” should also be revised to make the change clear. RECOMMENDATION If the Council concurs with the HPC recommendation, Council could authorize the approach on a simple voice vote. bt TO: Mayor & Council Members DATE: June 13, 2013 RE: Event Coordinator Information FROM: Bill Turnblad, Community Development Director BACKGROUND The City recently completed a community survey to gather opinions on events in general and specifically on the level of interest in having a community event or events. In March and April the Council discussed action steps that should be taken subsequent to completion of the survey. Two action items were identified: 1) Extend the moratorium on a community event; and 2) E xplore event coordinator positions in other cities and bring findings back to the Council. METHODOLOGY Staff contacted nine cities about event coordination. To date we have received information from St. Paul, Minneapolis , Minnetonka, Woodbury, Champlain and Hastings. A summary of that information is provided in the table below. RECOMMENDATION Based upon what appears to be the majority opinion of Council Members, staff would recommend that an Event Coordinator be a part time city employee with responsibilities similar to those below. Unio n and PERA issues would have to be worked out, but it would be possible to create such a position. 1. Event permit administration a. This would include such tasks as permit review, distributing and coordinating permit applications to other City staff members for review 2. Coordinate the drafting of Event Contracts 3. Draft review reports for Parking Commission, Park Commission and City Council as necessary 4. Coordinate event facility or venue preparation with Public Works and Public Safety 5. Coordinate public facility scheduling with the Public Works secretary. This would include parks, the Lowell Park gazebo, the Pedestrian Plaza pergola, etc. Event Coordinator Position June 13, 2013 Page 2 6. Maintain a webpage for scheduled events that have been issued permits. 7. Perhaps act as liaison to larger event perm it holders on event day to be point of contact between event manager and City personnel. Woodbury St. Paul Mpls Minnetonka Hastings Champlain Job title Recreation Specialist – Facility Coordinator Events Coordinator Event Coordinator Program & Special Events Manager Various administration personnel share responsibilities Various Parks & Public Works personnel share responsibilities Department Park & Rec A dministration Park & Rec Recreation Services A dministration Parks & Public Works Full-time position Yes Yes Yes Yes No No Event Planning? No Yes Yes Yes No Yes (Done by Recreation Manager) Event permit admin? Event coordination? Yes No Yes Yes Yes Yes (Done by Rec. Supervisors) Facility use & equip. coordination? Yes Yes Yes Yes Yes Yes (Done by Rec. Supervisors) Facility scheduling? Yes No No No No Yes Other duties Catering and vendor liaison, rental contracts and invoices, keeps financial and other records, marketing of city facilities and programs Manage special events, food coordination, vendor liaison, promotion and marketing of City events Manages budget for all MPRB events, manages portable outdoor movie system, solicits sponsors for MPRB events, promotes events, purchases supplies, manages sponsor & partner relations and contracts This is primarily a Park & Rec program management and development position, a secondary responsibility is organization and management of special events (Kid’s Fest, Fall Family Fest, Breakfast with Santa, Spring Eggstravaganza, and Minnetonka Summer Festival). NA Manages and operates Park System, recreation programs, athletics tournaments, special events and the Community Festival (Father Hennepin Festival). Minimum qualification 4 year Park & Rec degree or related BA in Hospitality & Tourism Mgmt, Busines Mgmt, Communications, Marketing or Sales. BA in Event Management or equivalent 4 year Park & Rec degree, Mgmt, Public Administration, or related NA 4 year Park & Rec degree or related REQUEST Decide if a part time Event Coordinator position should be created. If so, staff will bring back a job description and salary range for Council approval. bt Diane Ward From: Sent: To: Subject : Attachments : Diane, Ro bert Benso n Th ursday,Jun e13 ,2 01312 :35 PM D iane Wa rd Mete r P ro ject N otices 2013Me ter P ro ject l.pd f ;2013Mete r Project2nd N otice .pdf ;2013 Mete r P ro ject 3 rd N otice .pdf;2013Mete r P ro ject 4 th Not ice.pdf ;2013Mete r P roject S hut Off P laca rd.pdf Thesearethenot ices that willbemailedouttotheresidents.Therewillbetoweeksbetweenmailings. Thought youmaywanttosharewithCouncil.FirstmailingwillstarttheweekofJune24th .Installation willstartafter July8th. Thanks, Robert 1 B B OARD O A R D OF O F W ATER A T E R C OMMISIONERS O M M I S I O N E R S 204 North Third Street P.O. Box 242 Stillwater, MN 55082-0242 Phone: 651-439-6231 • FAX: 651-439-4061 Mandatory Water Meter Replacement Notice to Schedule Appointment Dear Stillwater Water Services customer, Please do not throw away. You must schedule an appointment. The City of Stillwater Board of Water Commissioners are replacing all of the water mete rs in its service area. The Water Department has contracted Ferguson Waterworks to complete the installation of these meters. Please contact Ferguson Waterworks at 1 -855 -848 -2842 or go to www.fergusonsched uling.com to schedule an appointment to perform this work. Evening and weekend appointments are available upon request. Appointments must be scheduled within two weeks of receiving this letter. There is no cost to the customer for this meter replacement , but you must have your water meter replaced to be in compliance. To install the new meter: Ferguson Waterworks will need to gain entry to your home or business. The water meter area must be clear and accessible. An adult 18 years old or older must b e present at the time of installation . The Water Department requires all meter installation work be scheduled in advance by appointment only. You will be asked to schedule an appointment spanning a two -hour block of time. The installer will arrive and com plete the meter installation work within the two -hour time frame. The installation should take approximately 20 minutes. The new meters , which are fitted with a radio device, are a significant investment and will allow the Water Department to capture mete r readings using drive -by reading technology . Meter readers will no longer be entering your yard to obtain readings . Ferguson Waterworks is an experience d meter installation contractor. A ll installers will have an ID, wear uniforms, travel in marked vehi cles and have completed a background check. The City of Stillwater Board of Water Commissioners and Ferguson Waterworks t hank y ou for your cooperation in making this a successful program. Please visit www.ci.stillwater.mn.us /meterpro ject for more information. PR O O F B oardof W ater C ommissioners 204 North Third Street Stillwater, MN 55082-4832 PRESORTED FIRST CLASS MAIL U.S. Postage Paid Twin Cities, MN Permit No. #4190 CUSTOMER NOTIFICATION Mandatory Water Meter Replacement — Second Notice to Schedule Appointment Dear City of Stillwater Board of Commissioner water customer, Did you forget? We need to change the water meter in your home. Please call Ferguson Waterworks at 1-855-848-2842 or go to www.fergusonscheduling.com to schedule an appointment today. Our scheduling team will work to schedule the water meter change out at your convenience. To avoid further notices, please schedule your appointment today. There is no charge for this service. Thank you in advance for your cooperation. B oardof W ater C ommissioners 204 North Third Street Stillwater, MN 55082-4832 PRESORTED FIRST CLASS MAIL U.S. Postage Paid Twin Cities, MN Permit No. #4190 CUSTOMER NOTIFICATION Mandatory Water Meter Replacement —Second Notice to Schedule Appointment Dear City of Stillwater Board of Commissioner water customer,Did you forget?We need to change the water meter in your home. Please call Ferguson Waterworks at 1-855-848-2842 or go to www.fergusonscheduling.com to schedule an appointment today.Our scheduling team will work to schedule the water meter change out at your convenience.To avoid further notices, please schedule your appointment today. There is no charge for this service.Thank you in advance for your cooperation. PR O O F B B OARD O A R D OF O F W ATER A T E R C OMMISIONERS O M M I S I O N E R S 204 North Third Street P.O. Box 242 Stillwater, MN 55082-0242 Phone: 651-439-6231 • FAX: 651-439-4061 Mandatory Water Meter Replacement – Third Notice to Schedule Appointment Dear Stillwater Water Services customer, Please do not throw away. You must schedule an appointment. The City of Stillwater Board of Water Commissioners has instituted a mandatory water meter replacement program. The Water Department has contracted Ferguson Waterworks to assist with this program . Please contact Ferguson Waterworks at 1 -855 -848 -2842 or go to www.fergusonscheduling.c om to schedule an appointment immediately . Evening and weekend appointments are available upon request. There is no cost to the customer for this meter replacement, but you must have your water meter replaced to be in compliance. To install the new me ter: Ferguson Waterworks will need to gain entry to your home or business. The water meter area must be clear and accessible. An adult 18 years old or older must be present at the time of installation. The Water Department requires all meter installati on work be scheduled in advance by appointment only. You will be asked to schedule an appointment spanning a two -hour block of time. The installer will arrive and complete the meter installation work within the two -hour time frame. The installation should take approximately 20 minutes. To avoid further notices (or possible shut -off of your water service), you must schedule an appointment immediately. Please understand that if you do not respond to this notice and schedule an appointment, your water servi ce may be discontinued in accordance with Chapter 28, Water Department Section 28 -2. Subd. 1,11, 12 and Section 28 -3. Subd. 6 of the Stillwater Minnesota City Code. Should your water service be discontinued, service will not be res tored until the new water meter is installed . In addition , a $ 35 .00 during hours and $100 .00 after hours service restoration charge will be added to your next bill. Your cooperation is greatly appreciated. The City of Stillwater Board of Water Commissioners and Ferguson Waterw orks thank you for your cooperation in making this a successful program. Please visit www.ci.stillwater.mn.us /meterpro ject for more information. PR O O F B B OARD O A R D OF O F W ATER A T E R C OMMISIONERS O M M I S I O N E R S 204 North Third Street P.O. Box 242 Stillwater, MN 55082-0242 Phone: 651-439-6231 • FAX: 651-439-4061 F I N A L N O T I F I C A T I O N M a n d a t o r y W a t e r M e t e r R e p l a c Mandatory Water Meter Replacement – Fourth and Final Notice to Schedule Appointment Date: Dear Stillwater Water Services customer, Please do not throw away. You must schedule an appointment. The City of Stillwater Board of Water Commissioners h as i nstituted a mandatory water meter replacement program. The Water Department has contracted Ferguson Waterworks to assist with this program . The new meters are fitted with a radio device and will allow the Water Department to capture meter readings via driv e -by. The Water Department requires all meter installation work be scheduled in advance by appointment only. The replacement work should take approximately 20 minutes. There is no cost to you for this meter change -out, but you must have your water meter replaced to be in compliance. To avoid shut -off of your water service, you must schedule your appointment and have your new water meter installed within 10 calendar days from the date listed on this letter. Please contact Ferguson Waterworks at 1 -855 -84 8 -2842 or go to www.fergusonscheduling.com to schedule an appointment to perform this work. Evening and weekend appointments are available upon request. You will be asked to schedule an appointment spannin g a two -hour block of time. The installer will arrive and complete the meter installation work within the two -hour time frame. An adult 18 or older must be present at the time of installation. Please understand that if you do not respond to this notice an d schedule an appointment, or if you fail to honor your scheduled appointment , your water service will be discontinued in accordance with Chapter 28, Water Department Section 28 -2. Subd 1,11,12 and Section 28 -3. Subd. 6 of Stillwater Minnesota City Code . S hould your water service be discontinued, service will not be restored until the new water meter is installed . In addition , a $35.00 durin g hours and $100.00 after hours service restoration charge will be added to your next bill. Your cooperation is great ly appreciated. The City of Stillwater Board of Water Commissioners and Ferguson Waterworks thank you for your cooperation in making this a successful program. Please visit www.ci.stillwater.mn.us /meterpro ject for more information. PR O O F WATER  WATER  SHUT  OFF  SHUT  OFF   NOTICE NOTICE Service  Address   Account  Number                                                                                                                                                        Date     The  water  service  to  this  property  will  be  shut  off  for  FAILURE  TO  PROVIDE  ACCESS  TO  THE   WATER  METER ,  a  violation  of  Chapter  28,  Water  Department  Section  28 -­‐2.  Subd.  1,11,12  and  Sect ion  28 -­‐3.   Subd.  6  of  Stillwater  Minnesota  City  Code.     The  City  of  Stillwater  Board  of  Water  Commissioners  urges  you  respond  to  this  notice  as  soon  as  possible   so  that  you  avoid  termination  of  your  water  service.         We  are  also  concerned  that  you  might  incur  additional  co sts.  O nce  a  crew  is  sent  out  to  turn  off  the  water ,   you  will  be  charged  an  add itional  $  35.00  during  hours  and  $100.00  after  hours  to  renew  service.  Once  the   water  is  off,  the  new  water  meter  must  be  installed  before  water  service  will  be  restored .     Water  will  be  shut  off  after                                      (5  days  from  date  not ice  was  hung)     To  ensure  that  your  water  remains  on,     please  make  an  appointment  to  have  your  water  meter  replaced.   Call  Ferguson  Waterworks   1 -855 -848 -2842         B B OARD O A R D OF O F W ATER A T E R C OMMISIONERS O M M I S I O N E R S 204 North Third Street P.O. Box 242 Stillwater, MN 55082-0242 Phone: 651-439-6231 • FAX: 651-439-4061                 PR O O F Assistive listening devices are available for use in the County Board Room If you need assistance due to disability or language barrier, please call (651) 430-6000 EQUAL EMPLOYMENT OPPORTUNITY / AFFIRMATIVE ACTION EMPLOYER BOARD AGENDA ***PLEASE NOTE CHANGE IN TIME*** JUNE 18, 2013 – 3:00 P.M. 1. 3:00 Roll Call Pledge of Allegiance 2. 3:00 Comments from the Public Visitors may share their comments or concerns on any issue that is a responsibility or function of Washington County Governme nt, whether or not the issue is listed on this agenda. Persons who wish to address the Board must fill out a comment card before the meeting begins and giv e it to the County Board secretary or the County Administrator. The County Board Chair will ask you to come to the podium, state your name and address, and present your comments. Your comments must be addressed exclusively to the Board Chair and the full Board of Commissioners. Comments addres sed to individual Board members will not be allowed. You are encouraged to limit your presentation to no more than five minutes. The Board Chai r reserves the right to limit an individual's presentation if it becomes redundant, repetitive, overly argumentative, or if it is not relevant to an is sue that is part of Washington County's responsibilities 3 . 3:05 Consent Calendar – Roll Call Vote 4. 3:05 General Administration – Molly O’Rourke, County Administrator 5. 3:10 Commissioner Reports – Comments – Questions This period of time shall be used by the Commissioners to report to the full Board on committee activities, make comments on ma tters of interest and information, or raise questions to the staff. This action is not intended to result in substantive board action during th is time. Any action necessary because of discussion will be scheduled for a future board meeting. 6 . 3:25 Public Works – A. Resolution – Adopt a Highway Volunteer Groups – Wayne Sandberg, County Engineer B. Amendment to Contract with Short Elliot Hendrickson for Final Design of County State Aid Highway 21/28 Realignment – Wayne Sandberg, County Engineer 7. Board Correspondence 8. 3:40 Executive (Closed) Session with Public Works Review Appraisal Data Received for Negotiation on the Leadholm Parcel in Denmark Township 9. 4:00 Adjourn 10. 4:05 to 4:30 – Board Workshop with Public Works Recap the 2013 Legislative Session Pertaining to the Counties Transit Improvement Board (CTIB) and Preview the June 19 CTIB Meeting 5:00 to 7:00 County Board Convenes as County Board of Appeal and Equalization Board of Commissioners Fran Miron, District 1 Ted Bearth, District 2 Gary Kriesel, District 3 Autumn Lehrke, District 4 Lisa Weik, Chair, District 5 Assistive listening devices are available for use in the County Board Room If you need assistance due to disability or language barrier, please call (651) 430-6000 EQUAL EMPLOYMENT OPPORTUNITY / AFFIRMATIVE ACTION EMPLOYER WASHINGTON COUNTY BOARD OF COMMISSIONERS CONSENT CALENDAR * JUNE 18, 2013 The following items are presented for Board approval/adoption: DEPARTMENT/AGENCY ITEM Administration A. Approval to appoint Ann McLellan, Stillwater, to the Washington County Extension Committee, to fill an unexpired term to December 31, 2013. Community Services B. Approval of the Workforce Center’s Local Plan for Workforce Investment Act programs for program year 2013. Property Records and C. Approval of resolution for sale of tax forfeited land to the Minnesota Taxpayer Services Department of Transportation for an authorized use. Public Works D. Approval of resolution of appreciation for David Jessup upon his retirement as City of Woodbury Engineering and Public Works Director. E. Approval to authorize temporary use of fund balance for the County State Aid Highway 19-20-22 project. F. Approval of resolution authorizing closing the Lake Elmo Park Reserve public boat launch on August 2, 3 and 4 to allow the Minneapolis Rowing Club to conduct the 110 th Annual North Western International Rowing Association Championship Regatta on Lake Elmo. G. Approval to ratify Contract 6543 with Trane for chiller and air conditioning unit maintenance services. H. Approval of resolution to request funding from the Minnesota Department of Transportation through the fiscal year 2015 Metro Municipal Agreement Program. *Consent Calendar items are generally defined as items of routine business, not requiring discussion, and approved in one vote. Commissioners may elect to pull a Consent Calendar item(s) for discussion and/or separate action. WasWngton -'Co unt .....-.-y ~&. Board of Commissioners FranMiron ,D istrict 1 TedBearth ,District 2 GaryKriesel ,Distr ict 3 AutumnLehrke ,Distr ict 4 LisaWeik ,Chair ,District 5 BOARD AGENDA JUNE 11,2013 -9:00A.M. 1. 2. 3. 4. 5. 6. 7. 8. 9. 9 :00 9:00 9:10 9:10 9:20 9:35 9 :40 9:45 10:00 RollCall Pledge of Allegiance Comments fromthe Public V isitorsm ayshare th eirc omments orconce rns o n a ny iss uet hati s a r esponsibilityo r fi mction of Wash i ng ton Co unty Gove rnment ,whe ther o rn ot th eiss ue is li stedon th is agenda .P ersonsw ho wish t o address th e Board m ust ji ll o ut aco mment ca rdb efore t he m eetingbeg ins a nd giveit t o th eCo untyB oard secre tary or t he County Adm inistrator .TheCo unty Boar d C hair wi ll ask you toco me to th e podiu m ,s tate yo urn amea nd address ,andp resent you r co mments .Your commen ts IIIl/Stbe addressed excl usivelyt ot heB oardC hair a nd t he f ull Boa rd of Co m missio ners.Co mments addre ssed t oi nd ividua l Board members willnotbeallowed.Yo u a re encourag ed toli mit you r p resentation t onomorethan jive minutes .The B oardChairreservest he r ight to limitan individual's presenta tion if it becomes redundant ,r epetitive ,over ly a rgumentative,or if it is notre levantt oaniss ue t hat ispart of Wa shing ton C o u nty's Respo nsibilities Consent Calendar -Roll Call Vote General Administration -Molly O 'Rourke,County Administrator Resolution -City of Oakdale Special Legislation -BobStr eetar,City of Oakdal e Community Dev elopment Dir ector Commissioner Reports -Comments -Questions T his p e riod of t imes hallbeu sedbyt he Co mmissionerst o r e port toth efu ll Boa rdon co mmittee ac tivities,m akeco mmentsonm ailers of i nterest a nd i nformation,o rr aise questi ons t ot hest aff.Th is a ction is notint end ed t o r esult insub stantive board a ctiond uringth is time .A ny ac tion neces sary beca use of d iscussion w ill be sche duled fo ra futur eboa rdm eeting. Housing and Redevelopment Authority -Barbara Dacy,Executive Director Resolution -Set Public Hearing ,Washington Count y Housing andR edevelopment Authority Governmental Housing Revenue Bonds Series 2013A Community Services -Pamela Logan,Economic Support Supervisor Fraud Prevention Investigation Plan and Grant Application Board Correspondence Adjourn Finance Committee Ass isUve !ist ening dev ice~a~~va;/a bl e for use in ~he County B oardRoom EQUALEMP LO YMENT OPPORTUNI T Y /AFFIRMATIVE AC T ION E MPLO YE R WASHINGTON COUNTY BOARDOF COMMISSIONERS CONSENT CALENDAR * JUNE 11,2013 The following itemsare presented for Board approval/adoption: DEPARTMENT /AGENCY Administration Community Services Human Resources Public Health and Environment Public Works ITEM A.Approval of the May 28 ,2013 County Board Meeting minutes. B.Approval of Resolution authorizing the submittal of a grant proposal tothe Lessard- Sams Outdoor Heritage Council for upto two million five hundred thousand dollars ($2 ,500,000)to provide matching funds to acquire the Aiple property along the St. Croix River in the City of Stillwater. C .Approval to appoint Sharon Schwarze ,Grant,to the Brown's Creek Watershed District Board of Managers,tofillan unexpired term to October 21,20I5. D.Approval of resolution anda Joint Powers Agreement authorizing Washington County Community Services to continue participating in the HOME Consortium with Anoka County,Dakota County ,Ramsey County and the Cities of Coon Rapids and Woodbury. E.Approval to authorize eight .35 full-time equivalent (FTE)library clerk positions (total of2.8 FTE)in the Library. F.Approval of the conversion of a vacant 1 .0 Full Time Equivalent (FTE)Office Support II position in the Community Services Department toa1.0 FTE Supervisor position . G.Approval to renew two-year agreements with the Cities of Afton,Lakeland,and Lake St.Croix Beach to provide Individual Sewage Treatment System Inspection Services. H.Approval of the selection of Low Voltage Contractors to complete card reader system conversion,and authorize execution of the contract. 1.Approval of contract with Bolton &Menk ,Inc .for construction engineering of the County Road 62/63 parking lot improvement project ata cost of $198 ,650. 1.Approval of the Clean Water Fund Grant Agreement with the South Washington Watershed District ,and the City of Woodbury for the County State Aid Highway 19 construction project water reuse component. K.Approval to submit a grant application to the Lessard-Sarris Outdoor Heritage Council forupto $775,000 for natural resource restoration in the Washington County Park System . *ConsentCalendaritemsaregenerall y definedasitems of routinebusiness ,notrequiringdiscussion ,andapprovedinonevote. Commi ssioners ma y electtopullaConsentCalendaritem(s)fordiscussionand/orseparateaction . A ssisfive ~ist e ni ng d evices an::a vailable f orusei n ~h e Coun ty Boa '.:!.~oo m EQUA L EMPLO YM ENT OP POR TUN ITY /A F FIRMAT IV E AC TIONE MPLO YER Summary of Proceedings Washington County Board of Commissioners May28,2013 Present were Commissioners FranMiron,District1;TedBearth,District 2;GaryKriesel, District 3;AutumnLehrke,District4;andLisaWeik,District 5 .Absent none.BoardChair Weikpresided. Commissioner Reports -Comments -Questions The Commissioners reportedonthefollowingitems : -Commissioner Miron-thanked staff forthetour of theResource Recovery Facility;andhe thanked Community ServicesforhostingtheFosterParentevent; -Commissioner Lehrke -reportedsheattendedtheResource Recovery Facility tour;andshe advisedtheBoardthatshewouldbeout of townon business next week andwillmissthe meeting; -Commissioner Kriesel -reportedheattendedthe Metropolitan Mosquito Control meeting;he attendedthe Stillwater MemorialDayevent;hethankedallthe employees whoworkedon MemorialDayandtheotherholidaysduringtheyear ;andhereceivedaletterfromStillwater Township thankingtheSentence -to-Service workcrewforrecentworkinthree oftheir parks ; -Commissioner Bearth -reportedheattendedthetour of theResource Recovery Facility;and heattendedtheFosterParentevent; -Commissioner Weik -reportedsheattendedtheFosterCare recognition event;sheattended theCorridors of Opportunity PolicyBoardmeeting;shetouredtheResourceRecovery Facility;andsheaskedBoardmemberstostartthinkingaboutpolicy decisions theywouldlike statelawmakersto consider nextyearregardingwaste. Community Services Approval of thefollowingactions: -ContractwithMidwestSpecialServicestodevelopanewAdultDay Training andHabilitation ProgramsiteinOakdale; -Contract withUCare Minnesota toprovideMentalHealthTargetedCase Management andto purchase thecounty 's vendor networkfor individuals onMedical Assistance waivers; -Boardworkshopheldtoprovideinformationonanew Department of HumanServices mandatecalled MnCHOICES . General Administration Approval of thefollowingactions : -May14,2013CountyBoardmeetingminutes; -Projects recommended bytheCounty Administrator forfunding through the2013Countywide Mission Directed Budget Program; -Revisionsto Washington CountyPolicy #1201Contract Administration; -Award of meritfromtheMinnesota Association of Government Communicatorsforthe development o f the county's newwebsite; -Board correspondence wasreceivedandplacedonfile. Information Technology ApprovaltopurchaseStorageAreaNetworkappliances manufactured by Nimble Storage froma Joint Purchasing Agreement withtheState of Minnesota. Library SueLogan,Chair ,andTomTriplett ,ViceChair,MarineLibrar y Association ,presented its annualreport. Public Works Approval of thefollowingactions: -ResolutionNo .2013 -063,requestfundingfromthe Minnesota Department of Transportation throughtheFiscalyears2014,2015,and2016throughthe Highway Safety Improvement Program; -Resolution No .2013-064 ,authorizefinal payment forCountyStateAid Highway 18toForest Lake Contracting,Inc .; -UpdateontheSt.CroixCrossingProjectbyJonChiglo,Minnesota Department of Transportation ; -ResolutionNo .2013-065 ,bidawardfor Government Centerparking lot/County Road62and 63 Construction ProjecttoHardrives,Inc.; -ContractwithSRF Consulting Group ,Inc .fordesignand engineering andenvironmental documentation of theCount y StateAid Highwa y 15project. Regional Railroad Authority (RRA) Approval of thefollowingactions: -RRAmeetingminutesfromMay7and14 ,2013 ; -Selection of Kimley-Horn and Associates ,Inc.forthe completion of theDraftEnvironmental Impact Statement fortheGatewayCorridor. Sheriffs Office Approval of thefollowingactions: -Resolution No .2013-066 ,JointPowers Agreement withSherburne County forcountysquad installerservices ; -ResolutionNo.2013-067 ,JointPowers Agreement withSt.CroixCounty ,Wisconsin ,for countysquadinstallers ervices. Acompletetext of theOfficial Proceedings of theWashingtonCountyBoard of Commissioners isavailableforpublic inspection attheOffic e of Administration ,WashingtonCount y Go vernment Center ,1494962 nd StreetN .,Stillwater ,Minnesota. Summary of Proceedings Washington County Boardof Commissioners May21,2013 Presentwere Commissioners FranMiron,District1;TedBearth,District 2;Gary Kriesel, District3;Autumn Lehrke,District4;andLisaWeik,District5.Absent none.BoardChair Weikpresided. Commissioner Reports -Comments -Questions The Commissioners reportedonthefollowingitems: -TheBoard of Commissioners extendeditsdeepest condolences ,sympathy ,and thoughts and prayerstothepeopleinMoore,Oklahoma astheyaresufferingfromthe devastating tornado thattookplaceonMonday,May20 th ; -Commissioner Lehrke -reportedsheattendedaWakotaCare luncheon;she attended theEast Metro Transportation Alliancemeeting;sheattendedtheCounties Transit Improvement Board (CTIB)asanalternate;sheattendedtheLaw Enforcement Memorial Dayevent;andshe attendedthe Community ActionPartnershipmeeting ; -Lettertosupport Commissioner Weik's application totheNational Association of Counties (NACo)steering committees,aswellas Commissioner Lehrke 's request tobeaPresidential Appointee totheNACoBoard of Directors; -Commissioner Miron-stateditis important forthecountytobegin discussions withtheCity of Newport forthe property thecountyownsintheareanearthe Newport Transit Stationfor economic development;hespokeaboutthetornadoinMoore,Oklahoma,and how itreminded him of therecenttornadoinHugoandthe importance of thecounty emergency services; -Commissioner Bearth-recommended thatthe metropolitan committees thatthe Commissioners serveonmakeannual presentations totheCountyBoardsimilartowhatthe MosquitoControldoeseachyear; -Commissioner Kriesel -reportedheattendedtheLaw Enforcement Memoriallastweek; -Commissioner Weik -reportedsheattendedtheCTIBmeeting . General Administration Approval of thefollowingactions: -May7,2013 County Boardmeetingminutes; -Reappoint Thomas Polasik,Stillwater Township,KristinTuenge ,Scandia,andappointDavid DeVault,May Township,tothe Carnelian-Marine-St.CroixWatershedDistrictBoard of ManagerstotermsexpiringJune21,2016; -Results of the2013 Washington CountyResidentialSurveypresentedbyErinCaldwell, National Research Center,Inc.; -Amendment #4to agreement withtheState of Minnesota TenthJudicialDistrictrelatedto court administration; -Resolution No.2013-059,authorizing allocation of 2012yearendbudgetsavingstofundother post-employment benefits liability; -Legislative update presented ; -Board correspondence wasreceivedandplacedonfile; -Board workshop heldtodiscussproposed2015bondissuesforcapitalprojectsanddetails of a 2015bondissue. Property Record s and Taxpayer Services Approval of thefollowingactions: -Resolution No.2013-061,recommending approval of list of tax forfeited landtobesoldat auction ,settingtheterms of saleandtimeandplace of publicauction; -Resolution No.2013-062,authorizing disposal of property abandoned onTax Forfeited Land listedontheTaxForfeitedlandauctionlist #2013-01. Public Works Appro val of thefollowingactions: -Publichearingheldto consider adoptingtheHardwoodCreek Regional Trail Master Plan ; -Resolution No.2013-060 ,Hardwood CreekRegionalTrail Master Plan; -Boardworkshopheldforanupdateonthe Washington County Highway Safety Plan asajoint effortwiththe Minnesota Department of Transportation . Acompletetext of theOfficialProceedings of the Washington Count y Board of Commissioners isa vailable forpublic inspection attheOffice of Administration,Washington Count y Go vernment Center ,1494962 n d StreetN.,Stillwater ,Minne sota.