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HomeMy WebLinkAbout2019-07-16 CC Agenda Packet216 4th Street N, Stillwater, MN 55082 651‐430‐8800 www.ci.stillwater.mn.us REVISED AGENDA CITY COUNCIL MEETING July 16, 2019 REGULAR MEETING 7:00 P.M. I.CALL TO ORDER II.ROLL CALL III.PLEDGE OF ALLEGIANCE IV.PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS 1.Proclamation Mitch Reinke, Stanley Cup 2.Presentation of Human Rights Award to Melanie Ebertz ‐ Resolution 2019‐079 3.Certificate of Appreciation for Contributions to the 4th of July Fireworks from: Margaret Rivers Foundation, Sabes Family Foundation, Water Street Inn, St Croix Boat & Packet, City Sliquors and Rivertown Inn V.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. VI.STAFF REPORTS 4.Police Chief 5.Fire Chief 6.City Clerk 7.Community Development Director 8.Public Works Director 9.Finance Director 10.City Attorney 11.City Administrator VII.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.July 2, 2019 regular and recessed meeting minutes 13.Payment of Bills 14.Sanitary Sewer Adjustments 15.Amend Purchasing Policy 16.John Deere Tractor Purchase VIII.PUBLIC HEARINGS ‐ out of respect for others in attendance, please limit your comments to 10 minutes or less. None. IX.UNFINISHED BUSINESS 17.Sale of General Obligation Capital Outlay Bonds, Series 2019A – Resolution 18.Strategic Planning Report 19. CPC Case No. 2019‐33 to consider an amendment to City Code Section 41‐8, Subd. 11(3) to increase the number of Type C Short Term Home Rental Licenses. Notice was published in the Pioneer Press on Thursday, June 20, 2019 – Ordinance 2nd Reading X. NEW BUSINESS 20. St. Croix Riverwalk Easement 21. Public Works Operational Review Contract ‐ Resolution 22. CGI Agreement 23. Resubdivision of 1422 Martha Street N (Tabled at Applicant's request) XI. CLOSED SESSION 24. Pursuant to Minn. Stat. §13D.05 subd. 3(b) to discuss attorney‐client privileged communication regarding 121 Chestnut Street East 25. Pursuant to Minn. Stat. §13D.05 subd. 3(b) to discuss attorney‐client privileged communication regarding 107 Chestnut Street East XII. COUNCIL REQUEST ITEMS 26. Consideration of Approving a Site Review Conditional Use Permit for the Historic Armory at 107 Chestnut Street East ‐ Resolution 27. Consideration of Approving Settlement Agreement, including the Purchase and Leaseback of a Portion of the Historic Armory Site at 107 Chestnut Street East – Resolution XIII. ADJOURN THE BIRTHPLACE OF MINNESOIA STILLWATER CITY COUNCIL CERTIFICATE OF APPRECIATION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to Slivextowti Jun Jim gowt genewto donation making owl 2019 4th of jag i ewd Di/vtag Spedacatcyt and for outstanding service in support of the City of Stillwater's mission. • Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 Stillwater Man Found Brutally Murdered in Roseville On Dec 20th 2018 at approximately l Opm Ralph Bell went missing after leaving his Stillwater apartment. An hour after, his car was found in Roseville Minnesota 20 miles away from his home. The car was running, with the lights on and door open, but NO RALPH BELL! Stillwater police department failed to file a missing person's report because of the "Christmas" holiday. Then later wiping their hands clean and pawning the case off on Roseville. On March 22nd 2019, Ralph was found BRUTALLY MURDERED nearly 1.5 miles from where his car was found on the corner of Dale and Roselawn. As of today, there are no suspects in custody. How will these two cities handle YOUR MISSING CHILD CASE? July 16th 7pm (PROMPT!) Please voice your concerns to your City Council on Tuesday, July 16th @7pm. 216 North 4th St. Stillwater MN 55082 There is a MURDERER in YOUR city and police department is attempting to cover it up. ADDRESS YOUR CITY COUNCIL NOW! We want answers! We need answers! Roseville and Stillwater patrons & residents DESERVE answers! Cigarette Butt LitterLooking for a partnership July 9, 2019 Cigarette Dump on Chestnut•Cigarette Station dumped or blown over on Tuesday during daylight hours. Reported to the city via ”Report a Problem web form.•It rained Tuesday evening, hard.•Cleaned up Wednesday July 10 by Renee and myself, with Faith from Mikes Bike shop. Butts had washed downhill toward drains and across the street. Those remaining  were glued to the street. Stillwater has a litter problem (mostly cigarette butts)•The situation was posted on Stillwater Neighborhood North Hill.•Many residents posted their disgust with the litter problem downtown.•This engaged the community, and during the last week several groups and individuals have come forward to work with the city to improve litter.•We have some specific requests from the city, and some specific actions we will try to take. Data from Keep America Beautiful•The presence of ash receptacles, either as stand‐alone, or integrated into a trash can, correlates with lower rates of cigarette butt littering. We find butts next to trash cans. Add ash receptacles to trash bins. •For every additional ash receptacle, the littering rate for cigarette butts decreases by 9%. New Trash receptacles in parking lots. Sustainable Stillwater can get for free, city puts them up on posts.•Smokers are more likely to litter if the environment contains any type of litter, not just cigarette butts. More littered environments encourage more littering. •Of smokers who work, 41.8% report that they do not have receptacles for cigarette butts at their work location. Encourage businesses to have smoking stations behind their work for employees. •At storm drains, 97%‐‐consists of items less than 4 inches. Most is cigarette butts and confection litter, such as candy, chocolate, and gum.  What can citizens contribute?•We found free cigarette stations!•Example shown here, one is being shipped to Sustainable Stillwater•With approval of HPC and Public Works, the City to put them up •Sustainable Stillwater will find volunteers to empty Painting Drains and Picking Litter•Drains•Already started painting on Main Street•Sustainable Stillwater expanding to more volunteers in late July•Plans to repaint every year as these fade, sustain the effort•Litter Picking •Volunteers have been out all spring and summer on Main.•Looking to increase numbers of people picking up litter with Sustainable Stillwater. What can the city do?•Incorporate cigarette litter disposal (sweeping at closing) in the nuisance ordinance.•Put up any new (approved) cigarette stations.•Put cigarette receptacles on existing trash cans. (We can help find)•Make sure street sweeper goes out early morning to avoid cars•Install drain guards or screens. (We can find volunteers to clean them)•In city publications put litter education front and center. Help us contact business owners. Page 1 LIST OF BILLS Accela Inc Monthly UB web payments 442.85           Ace Hardware Supplies 263.31           Advance Auto Parts Supplies 41.30             Advanced Sportswear Polos 440.00           AE2S Construction (EIM) City Hall Project 24,487.20     Amdahl Locksmith Inc Chris Lock service 1,745.40        Aspen Mills Uniforms 1,141.72        Batteries Plus Bulbs Equipment repair supplies 72.95             Blue Tarp Financial Equipment repair supplies 162.96           BlueCross BlueShield of MN Inc. Retiree Health Ins 3,164.00        Board of Water Commissioners WAC Charges 5,148.00        Braden Construction Inc. City Hall Project 79,058.10     Buberl Black Dirt Inc. Black dirt picked up 150.00           Bureau of Crim. Apprehension Terminal access charge 270.00           Burks Tree and Landscape Care Tree Care 1,014.00        Butala Paige Park Fee Refund 135.00           Cemstone Products Co Inc Concrete repair 667.50           Century Link Telephones 681.50           Cintas Corporation Mat & uniform cleaning service 302.59           City of St. Paul Training 180.00           Clifton LarsonAllen LLP Audit 19,700.00     Comcast Internet & Voice 319.60           Community Thread Contribution 9,000.00        Dalco Janitorial supplies 647.40           ECM Publishers Publications 152.00           EdgeTech Systems Episode EPI kit 195.95           Emergency Automotive Equipment repair supplies 91.80             Enterprise FM Trust Lease vehicles 6,024.14        Fastenal Company Equipment repair supplies 396.92           Frontier Ag & Turf Equipment repair supplies 73.47             Gertens Wholesale Park supplies 3,215.00        Goodyear Commercial Tire Tires 465.87           Gopher State One Call Inc. Locates 535.95           Grainger Equipment repair supplies 245.93           Heritage Printing Inc. Newsletter Printing 2,149.83        Hildi Inc Actuarial valuation 1,000.00        Hoisington Koegler Group Inc Comprehensive plan update 2,480.00        Holiday Companies Vehicle washes 300.00           Hugo Equipment Company Equipment repair supplies 115.07           I State Truck Center Equipment repair supplies 37.33             Kelly & Lemmons PA Prosecution 8,333.00        Kenneth Lee James Assoc Inc. Flag 204.00           Kermits Disposal of Forest Lake Northland Park 459.00           Kirvida Fire Inc. Vehicle repair 4,065.89        LeVander Gillen Miller PA Professional services 13,284.32     Page 2 Lincoln National Life Insurance Co COBRA Life Insurance 7.20                Loffler Companies Extremeworks 9,639.00        MailFinance Inc Folding Machine Lease 1,174.05        MCFOA Membership 45.00             Menards Supplies 1,513.78        Metropolitan Council Wastewater Charge & SAC 165,691.04   Miller Excavating 2019 Streets 100,502.47   MK Mechanical Inc A/C system parking garage 324.00           MN Dept of Labor and Industry Quarterly Surcharge 6,401.81        MP Nexlevel LLC Locating 828.75           Municode Ordinances 1,029.60        NAC Mechanical and Electrical Services City Hall Project 9,798.30        Office Depot Office supplies 247.91           OnSite Sanitation Portable Restroom 1,910.08        O'Reilly Auto Parts Hand clean 13.49             Pinky's Sewer Service Sewage pumping 200.00           Pioneer Rim and Wheel Co. Supplies 294.37           Pomps Tire Service Inc. Tires 369.00           Primary Products Co. Nitrile gloves 100.59           Pro‐Tec Design Panic button 807.50           Pullen Annette Marie Therapy 90.00             RagnaSoft Inc PlanIt 1,555.00        Rainbow Corral Critters Petting zoo ‐ Nite to Unite 625.00           Safe Fast Inc Gloves 185.40           Sentinel MN LLC Squad rifles 17,760.00     Sherwin Williams Paint 444.90           Song Jennifer Parking Ramp Refund 20.00             St. Croix Boat and Packet Co. Dock Space Lease 2,666.67        Stillwater Motor Company Vehicle service 47.69             Stillwater Rotary Club Membership 380.00           Stillwater Towing Tow service 250.00           Stillwater Township 2019 Annexation Payment 47,146.15     SW/WC Service Cooperatives Retiree Health Insurance 78,522.25     T.A. Schifsky and Sons Asphalt 6,226.31        Tait Graham E Reimburse for mileage 180.96           Tessman Seed Co. St. Paul Scottish links 242.82           Thomson Reuters Information Charges 146.20           Toll Gas and Welding Supply Cylinders 43.92             Tri‐State Bobcat Equipment repair supplies 804.95           Tri‐State Pump and Controls Inc. Lift station repair 11,565.04     United States Treasury PCORI Tax 607.60           US Bank Paying agent fees 875.00           Valley Trophy Inc. Name plate 10.00             Verizon Wireless MN State contract mobile broad 630.18           Voyant Communications Phone 536.41           Waldron Company Strategic planning 2,465.00        Wash. Cty Historical Society Contribution 1,250.00        Page 3 Washington County Sheriffs Office Flood 16,907.98     Wilson Development Services Professional Services 6,448.28        Wold Architects and Engineers City Hall Project 297.00           Wolf Marine Inc. Summer slip lease 750.00           WSB & Associates Inc. Veterans Memorial Park Improvements 532.00           WWGoetsch Associates Inc Lift station repairs 9,291.53        Youth Service Bureau Contribution 2,625.00        Xcel Energy Energy 15,705.63     Ziegler Inc. Equipment repair supplies 110.60           REC CENTER Advanced Sportswear Uniforms 490.00           AT&T Mobility Cell phone 67.00             Canteen Refreshment Services Concessions 220.21           Cintas Corporation Mat cleaning service 51.50             Corval Constructors Equipment repair supplies 426.60           HDR Architecture Dome Project 344.39           Holiday Credit Office Fuel 15.91             ISD #834 Stillwater Area Schools Community Ed Ad 700.00           Riedell Shoes Inc. Skates 250.00           CREDIT CARDS 4Imprint Event giveaways 772.01           All Source Security Container MFG Lock for shred bin 20.80             Amazon.com Standing work station for Jenn 470.42           Apple iTunes Song ‐ Tim Peltier's retirement 1.38                BCA Training & Auditing Training 75.00             BlindsLowes.com Custom Blinds 95.20             Digicert UCC Cert for sw‐exchange 680.00           Ebay Supplies 6.98                Eventbrite Training 149.00           Geiger Coffee mugs 619.36           GoDaddy.com Wild Card Subscription 711.86           Greater Stillwater Chamber of Commerce Training 25.00             Home Depot Rifle cases 239.94           Lowes Home Centers Inc. Supplies for counter & privacy glass 288.92           Minute Key Menards Supplies for CH repairs 6.43                MN DNR Riverbank Stabilization 1,000.00        Pony Express Vehicle detailing 364.08           Radisson Hotel Duluth Hotel for conference 163.98           SARIS Bike repair station ‐ SHIP grant 1,417.50        School Outfitters Office chair 164.37           Page 4 LIBRARY Ace Hardware Janitorial Supplies 135.35           Brodart Co Materials 4,944.13        Cintas Corporation Misc ‐ Library Plant 72.24             Cole Papers Janitorial Supplies 501.35           Comcast Internet/WiFi ‐ July 188.06           Culligan of Stillwater Water 36.45             Demco Inc. Processing Supplies 75.70             Friends of the Stillwater Public Library Friends Sales Reimbursement 884.75           Heritage Printing Inc. June ShelfLife 429.97           Midwest Tape Materials 839.04           One23 Events LLC Event Service 4,500.00        Paper Roll Products General Supplies 188.62           Pinnacle Building Services Window Cleaning 775.00           Washington County Library Q2 2019 Notices 513.32           Waste Management of WI‐MN Extra Garbage Pickup 50.66             LIBRARY CREDIT CARD 45 Degrees Gift card ‐ Programs ‐ Adult 40.00             Alfresco Casual Living Gift card ‐ Programs ‐ Adult 40.00             Amazon.com Supplies 344.75           Cooks of Crocus Hill Gift card ‐ Programs ‐ Adult 70.00             Dream Host Webhosting 6.00                Matuzungidi Siama Materials 17.97             MN State Horticultural Society Materials 34.00             National Audubon Society Materials 20.00             National Trust For Historic Preservation Materials 20.00             Rose Floral Gift card ‐ Programs ‐ Adult 30.00             Tin Bins Gift card ‐ Programs ‐ Adult 30.00             Valley Bookseller Gift card ‐ Programs ‐ Adult 40.00             JUNE MANUALS Century Link Telephone 338.39           Integrity Land Development Inc Heifort Hills 14,649.78     Postmaster Newsletter Postage 1,714.65        Turlecub Productions Ann Reed on the Terrace Concert 500.00           Page 5 ADDENDUM Comcast Internet 159.20           Hamond Steve Buoys 320.00           League of MN Cities Insurance 68,831.00     Miller Excavating Rain Garden 40,613.26     MN Dept of Public Safety Tabs for 2019 Dodge Durango 11.00             Strategic Marketing New logo designs 2,500.00        TKDA Marylane Stormwater Modelling 2,073.48        US Postal Service Postage for Neopost Machine 7,000.00        TOTAL 885,280.22   Adopted by the City Council this 16th day of July, 2019     Maintain High Community Standards Implement Software Integration and Update City Facilities Develop a Leadership Succession Plan Implement Organization Study Recommendations Review Joint Services with other Communities & Organizations Deϔine Economic Development Strategy and Promote Economic Development Implement 2040 City Comprehensive Plan Foster an Active and Engaged Community Update City Infrastructure , Including Outdoor Recreation Facilities Enhance City Policies/Ordinances  Commit to Strategic Planning Develop a Legislative Agenda Strategic Plan Summary 2015‐2020 Revised July 2019 How can the City of Stillwater….. Develop Organization Excellence Sustain Strategic Planning and Implementation Develop Our Community MISSION STATEMENT To provide the community with a quality living environment, quali-ty public services and facilities while protecting cultural, histori-cal and natural resources through fair and open government, careful planning, effective management and efϐicient ϐiscal policy CORE VALUES *Respect* Honor the diverse contributions of all to the betterment of the or-ganization and community; treat all parties equitably. *Integrity* Ethical and principled approach dealing with issues, individuals and community; Earns others’ trust and respect through con-sistent honesty and professional-ism in all interactions. *Trust* Truthful, open and accountable in all interactions *Quality* Excellence, pride and stewardship in delivery of best possible cus-tomer service with effective and efϐicient outcomes. *Competence* Strives for continuous improve-ment in self, community assets and management of resources. Develop Organization Excellence Implement State Performance Management Plan and continue to Create Community Communication Strategy and Branding Initiative Work on software integration and efϐiciency and Continue to update City facilities Develop a Plan for Transitioning Staff Examine Afϐiliation of Water Department and the City Analyze Outcomes of Joint Services with Communities and Organizations Develop Community Develop Economic Development and Re‐development Strategy Develop & Implement Community Engagement Practices Begin Implementing the 2040 Comprehensive Plan Work with Sustainable Stillwater to develop attainable tasks Develop outdoor recreation properties that includes the river and plan for the parks and trails in Downtown Accept the Public Works Department Operational Review & Recommenda‐tions. Explore sustainable funding to continue updating City infrastructure Develop a Housing Strategy Plan, Complete the Nuisance Ordinance and Re‐view the Leasing Policy Strategic Planning & Implementation Conduct yearly Strategic Planning Sessions and provide quarterly reports Continue to review Department Vision and Goals Develop a Legislative Agenda for annexation south of Hwy 36 Page 1 of 7 SETTLEMENT AGREEMENT AND RELEASE This Settlement Agreement and Release (“Agreement”) is entered into by and between CVII Holdings, LLC (“CVII Holdings”) and the City of Stillwater, Minnesota (“City”) (each is a “Party,” and collectively they are the “Parties”). RECITALS A. These recitals are part of the Agreement. B. CVII Holdings is the fee owner of two parcels of real property in the City at 107 Chestnut Street East (collectively the “Property”) and legally described as follows: Lots numbered nine (9) and ten (10) and all of Lot numbered eight (8) except the south twenty-four (24) feet thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.42.0107) (“Armory Parcel”); and, The West one third (1/3) of Lots numbered one (1), two (2), and three (3) except the North sixty-five feet of the East six (6) inches thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.41.0083) (“Parking Parcel”). C. CVII Holdings applied for approval of a site review Conditional Use Permit for the conversion of the improvements on the Property from use as an armory to a mixed-use of residential and commercial, utilizing approximately 16,000-20,000 square feet in the building (the “Application”); and D. The City Council denied the application and adopted a resolution entitled, A Resolution Denying a Site Review Conditional Use Permit for the Historic Armory at 107 Chestnut Street East, CPC Case No. 2019-06, on March 19, 2019 (the “Denial Resolution”); and, E. CVII Holdings commenced a civil action against the City captioned CVII Holdings, LLC v. City of Stillwater, Washington County Court File No. 82-CV-19-1627 (the “Action”), challenging the City’s denial of its application; and, F. To avoid the significant time and further expense of litigation and appeals, and to put to rest any of the current disputes between the Parties, the Parties voluntarily enter into this Agreement. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 2 of 7 AGREEMENT NOW, THEREFORE, IN CONSIDERATION of the stipulations, covenants, and the mutual promises contained in this Agreement, and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the Parties stipulate and agree as follows: 1. Approval of the Application: In consideration of this Settlement, the City Council will reconsider the Denial Resolution, and approve the Application at its meeting on July 16, 2019, with the conditions set forth and in substantially the same form as the resolution attached hereto as Exhibit A. 2. Sale-Leaseback of Parking Parcel: In further consideration of this Settlement and other good and valuable consideration, CVII Holdings agrees to convey the Parking Parcel to the City, and the City agrees to lease the Parking Parcel back to CVII Holdings (“Sale-Leaseback”), on the following terms and conditions: I. Purpose: The City intends to assemble parcels adjacent to the Parking Parcel for the installation and expansion of public parking facilities and may in the future construct a multi-level parking structure on the site (“Public Ramp”). The Parties enter into this Sale-Leaseback to settle the Action, to enhance the potential size and functionality of a future Public Ramp, and to ensure that the existing parking on the Parking Parcel will be preserved for the benefit of the Armory Parcel. II. Public Ramp Contingency. The Parties agree that the City has no obligation to install the Public Ramp or to install it within any specific time period. CVII Holdings acknowledges that, as of the date of this Agreement, the City has no imminent plans to install the Public Ramp and considers it unlikely that the Public Ramp will be installed within the next 5 years. III. Purchase Price: In lieu of cash payment, the City shall furnish to CVII Holdings the following consideration for the purchase of the Parking Parcel: i. Settlement of this Action; and ii. Credit for prepayment of 30 commercial parking permits (“Future Permits”) as follows: 1. If the City installs the Public Ramp on all or part of the Parking Parcel; and Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 3 of 7 2. If the City begins to charge fees for use of the Public Ramp; then: CVII Holdings, and its successors and assigns, shall be deemed to have pre-paid for: (a) 30 annual parking permits for parking weekdays between the hours of 6:00 a.m. and 6:00 p.m.; and, (b) 19 annual renewals of each such permit. 3. The Parties agree that the Future Permits, discounted to present value and discounted for the contingencies set forth above, have a value that does not exceed the current fair market value of the Parking Parcel. 4. CVII Holdings acknowledges that the City may also sell parking permits for the Public Ramp to members of the general public in the ordinary course. Specifically, CVII Holdings acknowledges that the Future Permits are not exclusive or unique and that such parking permits may also be sold to members of the general public. 5. The terms of this Paragraph III shall survive closing and inure to the benefit of CVII Holdings, its successors and assigns. CVII Holdings may in its sole discretion assign the Future Permits to successors, tenants, customers, mortgagees or others holding an ownership or possessory interest in the Armory Parcel. The City will recognize and consent to any such assignments. IV. Conditions of Title. CVII Holdings shall convey the Parking Parcel to the City by Limited Warranty Deed in substantially the form attached hereto as Exhibit B, free and clear of all encumbrances excepting only that certain Declaration of Easements executed by CVII Holdings on July 15, 2019 described in Paragraph V, below. As a condition of closing, CVII Holdings shall furnish evidence of the release from the Parking Parcel of: i. The mortgage executed by CVII Holdings in favor of Premier Bank, dated September 11, 2018, and filed of record in the Office of the Washington County Recorder on September 19, 2018, as Document No. 4169002; and Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 4 of 7 ii. The Assignment of Leases and Rents by CVII Holdings to Premier Bank, dated September 11, 2018, and filed of record in the Office of the Washington County Recorder on September 19, 2018, as Document No. 4169003. V. Parking Easement. CVII Holdings has declared certain parking and related easements over the Parking Parcel to ensure the preservation of the Armory Parcel’s existing parking either on the Parking Parcel or in a future Public Ramp. The City will accept title to the Parking Parcel encumbered only by that certain Declaration of Easements attached hereto as Exhibit C. VI. Lease. The City will lease the existing improvements on the Parking Parcel back to CVII Holding pursuant to the lease agreement attached hereto as Exhibit D. A memorandum of lease shall be filed of record. VII. Taxes. The Parking Parcel has been in tax exempt status. No taxes are due and owing on the Parking Parcel for 2019. VIII. Closing Documents. The parties shall furnish the following documents for closing: i. CVII Holdings Documents: 1. FIRPTA Affidavit. An affidavit of CVII Holdings certifying that CVII Holdings is not a “foreign person”, “foreign partnership”, foreign trust”, “foreign estate” or “disregarded entity” as those terms are defined in Section 1445 of the Internal Revenue Code of 1986, as amended. 2. Seller’s Affidavit. A standard owner’s affidavit (ALTA form) from CVII Holdings which may be reasonably required by the City’s title insurer (“Title”) to issue an owner’s policy of title insurance with respect to the Parking Parcel with the so-called “standard exceptions” deleted (excluding the survey exception and the Declaration of Easements, Exhibit C). 3. General Deliveries. All other documents reasonably determined by Title to be necessary to transfer the Parking Parcel to the City and to evidence that CVII Holdings (a) has satisfied all monetary indebtedness with respect thereto, (b) has obtained such termination statements or releases from such secured creditors as may be necessary to ensure that the Parking Parcel is subject to no monetary liens, (c) has obtained all consents from third parties necessary to effect CVII Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 5 of 7 Holding’s performance of the terms of this Agreement, including, without limitation, the consents of all parties holding an interest in the Parking Parcel, (d) has provided such other documents as are reasonably determined by Title to be necessary to issue policies of title insurance to the City with respect to the Parking Parcel with the so-called “standard exceptions” deleted (excluding the survey exception and the Declaration of Easements, Exhibit C), and (e) has duly authorized the transactions contemplated hereby. ii. City Documents: 1. General Deliveries. All documents reasonably determined by Title to be necessary to evidence that the City has duly authorized the transactions contemplated hereby and evidence the authority of the City to enter into and perform this Agreement and the documents and instruments required to be executed and delivered by the City pursuant to this Agreement, or may be required of the City under applicable law. IX. Closing Date. The parties shall fulfill all the foregoing terms of the Sale- Leaseback and close the transaction on or before July 30, 2019. X. Closing Costs. The City will pay the costs of any title commitment and all premiums for any title insurance policy it desires with respect to the Parking Parcel. The City shall pay any reasonable closing fee charged by Title. XI. Recording. CVII Holdings shall pay the cost of recording the Declaration of Easements and releases of the mortgage and assignment of rents. The City shall pay the cost of recording the Limited Warranty Deed and the memorandum of lease. 3. Stipulation of Dismissal. After the CUP is granted pursuant to Paragraph 1 and the Sale-Leaseback closes pursuant to Paragraph 2, the Parties, by their signatures below, direct their respective counsel to take any and all necessary steps to cause all of the litigation and claims referenced above to be dismissed with prejudice. 4. Costs and Attorney’s Fees. Each of the Parties shall bear all of their own attorney’s fees, costs, and expenses incurred in this litigation. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 6 of 7 5. No Admission of Liability. Each Party herein denies each and every one of the substantive allegations made by the other Party, and the signing of this Agreement does not constitute nor shall it be construed as an admission by either Party of any unlawful acts against any other person, or of any liability or wrongful or unlawful conduct whatsoever. 6. Mutual Release. In consideration of the promises contained herein, the City and CVII Holdings, for themselves, their successors, assigns, owners, agents, officers, directors and anyone else acting on their behalf, release, waive, surrender, and forever discharge one another and their successors, assigns, owners, agents, officers and directors from all claims, actions, causes of action, suits, debts, damages, liabilities, claims for attorney’s fees, costs, expenses, counterclaims, cross-claims, injunctive relief, declaratory relief, claims for contribution, claims for indemnity, claims for subrogation, claims on surety or other bonds, judgments, and demands, in law or equity, of whatever kind or nature, whether known or unknown, suspected or unsuspected, fixed or contingent, apparent or concealed, which were asserted or could have been asserted in the Action. 7. Entire Agreement. This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof. The Parties intend this agreement as the final and binding expression of their agreement, and as the complete and exclusive statement of its terms. This Agreement supersedes all prior negotiations, representations and agreements between the Parties, whether oral or written, relating to the subject matter of this Agreement. 8. Counterparts. This Agreement may be executed in counterparts and/or by electronic signature, each counterpart of which will be deemed an original, but all of which together will constitute one and the same instrument. 9. No Prior Assignment. The Parties represent and warrant that they have not assigned or transferred to any third party any of the rights, claims, causes of action, or items to be released as part of this Agreement. 10. Authority to Execute Agreement. Each Party to this Agreement represents that each such Party is authorized to execute this Agreement. Each person executing this Agreement on behalf of any entity represents that he or she is authorized to execute this Agreement on behalf of said entity. 11. Advice of Counsel. Each Party hereto, by executing this Agreement, represents to the other party, that each Party has reviewed this Agreement with counsel, or has had the opportunity to seek the advice of counsel, and freely, knowingly, and voluntarily enters into this Agreement. 12. Governing Law. The Parties agree that the laws of the State of Minnesota Settlement Agreement: CVII Holdings, LLC v. City of Stillwater Page 7 of 7 shall govern the validity, construction and enforceability of this Agreement. The Parties agree that the state courts of Minnesota shall have exclusive jurisdiction over any legal proceeding arising out of or related to this Agreement. The City hereby unconditionally waives any and all defenses to the enforceability of this Agreement based in whole or in part on immunity, including official, statutory, common law, vicarious and any and all other immunities. 13. Mutual Drafting. This Agreement is the result of negotiations between the Parties and, accordingly, shall not be construed for or against either party, regardless of which Party drafted the Agreement or any portion thereof. The Agreement shall for all purposes be deemed to have been mutually drafted. IN WITNESS WHEREOF, the undersigned have executed this Agreement. CVII HOLDINGS, LLC Dated: July ___, 2019 __________________________ Matt Wolf, President CITY OF STILLWATER Dated: July ___, 2019 __________________________ Ted Kozlowski, Mayor ATTEST: __________________________ Beth Wolf, City Clerk Settlement Agreement: CVII Holdings, LLC v. City of Stillwater A-1 EXHIBIT A RESOLUTION NO. 2019- CITY OF STILLWATER WASHINGTON COUNTY, MINNESOTA A RESOLUTION APPROVING A SITE REVIEW CONDITIONAL USE PERMIT FOR THE HISTORIC ARMORY AT 107 CHESTNUT STREET EAST WHEREAS, CVII Holdings, LLC applied for approval of a site review Conditional Use Permit for the conversion of the Historic Armory property at 107 Chestnut Street East from use as an Armory to a mixed-use of residential; and (the “Application”); and WHEREAS, on January 17, 2019 the Downtown Parking Commission considered the parking plan for the Historic Armory project; and WHEREAS, on February 27, 2019 the Planning Commission held a public hearing on the site review Conditional Use Permit and recommended approval with certain conditions; and WHEREAS, on March 5, 2019 the City Council held a public hearing on the site review Conditional Use Permit and reviewed the application, plans, layouts, information and testimony submitted; and WHEREAS, the City Council denied the application and adopted a resolution entitled, A Resolution Denying a Site Review Conditional Use Permit for the Historic Armory at 107 Chestnut Street East, CPC Case No. 2019-06, on March 19, 2019 (the “Denial Resolution”); and, WHEREAS, CVII Holdings commenced a civil action against the City captioned CVII Holdings, LLC v. City of Stillwater, Washington County Court File No. 82-CV-19-1627, challenging the City’s denial of its application; and, WHEREAS, the City Council moved to reconsider and approve the Application. NOW, THEREFORE, be it resolved that the City Council of the City of Stillwater hereby finds that the Application is hereby approved with the following conditions: 1. In addition to the previously approved Special Use Permit for the craft distillery (microbrewery) and Special Use Permit for the eight residential apartment units, any other uses shall be consistent with the zoning requirements of the Downtown Central Business District. 2. The non-residential parking load for the property shall not exceed 45.33 spaces. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater A-2 3. The residential parking load for the property shall not exceed seventeen spaces, of which at least one space per residential unit must be indoors and must meet the minimum standard sized parking space. 4. The Heritage Preservation Commission must review and approve a Design Permit, if applicable. 5. All signage, if applicable, shall be reviewed and approved by the Heritage Preservation Commission. 6. Building and site plans will need to be approved by the city engineer, fire and building officials before the issuance of any building permits for the project. Enacted by the City Council of the City of Stillwater, Minnesota this 16th day of July 2019. CITY OF STILLWATER Ted Kozlowski, Mayor ATTEST: Beth Wolf, City Clerk Settlement Agreement: CVII Holdings, LLC v. City of Stillwater B-1 EXHIBIT B Settlement Agreement: CVII Holdings, LLC v. City of Stillwater B-2 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-1 EXHIBIT C Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-2 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-3 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-4 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-5 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-6 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-7 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-8 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater C-9 Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-1 EXHIBIT D LEASE AGREEMENT THIS LEASE AGREEMENT (the “Lease”), made and entered into on this ____ day of July, 2019 (the “Effective Date”), by and between CVII Holdings, LLC, a Minnesota limited liability company (hereinafter referred to as “Tenant”) and the City of Stillwater, a Minnesota municipal corporation (hereinafter referred to as “Landlord”). WHEREAS, Tenant owns the real property in Stillwater, Minnesota, commonly referred to as the Amory and legally described as: Lots numbered nine (9) and ten (10) and all of Lot numbered eight (8) except the south twenty-four (24) feet thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.42.0107) (“Armory Parcel”). WHEREAS, Landlord owns the real property in Stillwater, Minnesota, adjacent to the Armory and legally described as: The West one third (1/3) of Lots numbered one (1), two (2), and three (3) except the North sixty-five feet of the East six (6) inches thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.41.0083) (“Parking Parcel”). WHEREAS, the Parking Parcel is subject to an easement for the benefit of the Armory Parcel for parking spaces and vehicular and pedestrian access to the parking spaces. WHEREAS, the Parking Parcel is currently improved with an existing garage and driveway, but in the future the Landlord may replace these improvements with a multi-story parking structure on an assemblage of parcels that includes the Parking Parcel. WHEREAS, Landlord and Tenant now hereby agree to enter into this Lease for the existing building, driveway, and pedestrian improvements on the Parking Parcel (collectively “Improvements”). The existing building improvement is hereinafter referred to as the “Building.” ARTICLE 1. PREMISES 1.01 Description of Premises. Landlord hereby leases and demises to Tenant and Tenant hereby accepts and leases from Landlord, on the terms and conditions hereinafter set forth, the Improvements. Tenant shall have the exclusive right to use and modify the Improvements in accordance with the terms and condition of this Lease. 1.02 Parking. Tenant shall have access to three (3) parking stalls for its exclusive use on the exterior of the Building. Tenant shall also have access to nine (9) parking stalls for its exclusive use within the interior of the Building. 1.03 Quiet Enjoyment. So long as Tenant is not in default under the terms of this Lease, Tenant shall have quiet and peaceful possession of the Improvements and shall enjoy all of the rights granted herein without interference, subject to the terms and conditions of this Lease. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-2 ARTICLE 2. DELIVERY 2.01 Possession. Landlord shall deliver the Improvements to Tenant on the Effective Date. 2.02 AS-IS Condition. Tenant agrees to accept the Improvements in their present "AS-IS" condition. ARTICLE 3. TERMINATION OPTION 3.01 Termination by Landlord. Notwithstanding anything to the contrary in this Lease, Landlord may terminate this Lease at any time upon the delivery of notice to the Tenant, provided Landlord complies with the notice requirements of that certain Declaration of Easements dated July __, 2019 (the “Easement”). It is the intention of the parties that the termination of this Lease by Landlord under this Section shall only be for the purposes of constructing the Parking Structure defined in the Easement and providing parking rights to Tenant under the Easement, and that failure of Landlord to timely provide those new parking rights to Tenant without default is counter to the purpose of the termination rights in this Section, and nullifying such termination is a proper and just remedy. This section shall survive the expiration or termination of this Lease. 3.02 Termination by Tenant. Notwithstanding anything to the contrary in this Lease, in the event the Improvements are substantially destroyed by fire or other casualty, if Tenant elects not to repair or rebuild the Improvements pursuant to Article 8, Tenant may terminate this lease upon delivery of notice the Landlord. No such termination by Tenant shall be deemed a waiver or release of any rights or duties arising under the Easement. ARTICLE 4. TERM 4.01 Lease Commencement. This Lease shall commence on the Effective Date (the “Commencement Date”). The payment of Base Rent shall commence on the Effective Date. 4.02 Initial Term. The initial term of this Lease (the “Initial Term”) shall begin on the Commencement Date and continue for ninety-nine (99) full Lease Years after the Commencement Date unless earlier terminated or extended pursuant to the terms of this Lease. Hereinafter, “Term” shall mean the Initial Term and any extension thereof. For all purposes under this Lease, the term “Lease Year” shall mean the period commencing on the Commencement Date, and continuing until the end of the twelfth full calendar month thereafter, which shall be the first Lease Year; and thereafter successive periods of twelve (12) calendar months. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-3 ARTICLE 5. RENT 5.01 Base Rent. Tenant covenants and agrees to pay to Landlord, without demand, deduction or setoff, base rent (“Base Rent”) as follows: PERIOD BASE RENT Entire Term $ 1.00 Tenant shall pay $1.00 for the entirety of the Term, which shall be due and payable within thirty (30) days of the Commencement Date. 5.02 Commencement Date. Additional Rent shall commence to accrue, and the initial installment of Additional Rent shall be due on the Commencement Date. The term “Rent” herein refers to Base Rent and Additional Rent (as hereinafter defined), individually and collectively, unless the context requires otherwise. If any payment of Rent or other charges due hereunder is not received by Landlord in good funds within five (5) business days of its due date, Tenant will pay to Landlord a late charge of five percent (5%) of the amount due. The parties agree that such late charge represents a fair and reasonable estimate of the costs that Landlord will incur by reason of any late payment as hereinabove referred to by Tenant, and the payment of late charges is to compensate Landlord for Landlord’s processing, administrative and other costs incurred by Landlord as a result of Tenant’s delinquent payments. Acceptance of a late charge shall not constitute a waiver of Tenant’s default with respect to the overdue amount nor prevent Landlord from exercising any of the other rights and remedies available to Landlord under this Lease, at law or in equity. 5.03 Intentionally Deleted. 5.04 Operating Costs. Tenant shall pay any operating costs incurred at the Improvements during or attributable to the Term directly to the service providers or other parties to which such sums are owed. 5.05 Insurance Premiums. Tenant shall pay insurance premiums required to be paid by Tenant during or attributable to the Term directly to the insurance provider. 5.06 Real Estate Taxes. Landlord shall pay Real Estate Taxes for the Parking Parcel which will become due and payable during the Term and which shall be paid directly to the taxing authority. 5.07 Additional Tax Liability of Tenant. Tenant shall pay, before delinquency, all taxes levied, assessed or payable upon all or any part of Tenant’s leasehold improvements, equipment, furniture, fixtures and other personal property located on the Parking Parcel. In the event any of Tenant’s leasehold improvements, equipment, furniture, fixtures and other personal property shall be assessed and taxed with the Parking Parcel, Tenant shall pay such taxes directly. 5.08 Real Estate Tax Appeals. Landlord or Tenant may, in its sole discretion, retain professional consultants and/or counsel to analyze the Real Estate Taxes and to prosecute any protests, refunds and appeals for any period during the Term. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-4 ARTICLE 6. UTILITIES 6.01 Utilities. Commencing with the Commencement Date, Tenant shall be responsible for the payment of all separately metered and sub-metered utilities required for Tenant’s use of the Improvements, together with all taxes levied or other charges on such utilities and governmental charges based on utility consumption. 6.02 Trash Removal. Tenant may provide and use, trash removal services from dumpsters/containers located on the Improvements. 6.03 Direct Payment for Services. Notwithstanding the forgoing or anything to the contrary in this Lease, Tenant may contract directly with any service provider for cleaning, maintenance, or upkeep of the Improvements. ARTICLE 7. USE OF PREMISES 7.01 Permitted Use. The Improvements are leased to Tenant for parking purposes, related pedestrian access, and incidental storage that is consistent with a garage use (the “Permitted Use”). The Improvements may not be used for commercial, office, retail, residential or other non-garage related uses. 7.02 Use. Tenant may use the Improvements for the purpose specified in Article 7.01. Tenant shall comply, at its sole cost and expense, with all federal, state and local laws, rules, regulations, orders and guidelines now or hereafter in force relating to or affecting Tenant’s use and occupancy of the Improvements, and will not use or permit the use of any portion of the Improvements for any unlawful purpose or in violation of any documents or agreements to which this Lease is subject and subordinate. 7.03 Hazardous Substance. As of the Effective Date, neither Landlord nor Tenant has actual knowledge of any Hazardous Substance at the Parking Parcel which is not in compliance with Environmental Laws. Tenant shall not cause or permit any Hazardous Substance to be used, stored, generated, or disposed of on, in or about the Parking Parcel by Tenant, or any of its agents, employees, representatives, contractors, suppliers, customers, subtenants, concessionaires, licensees, or invitees unless Tenant shall have received Landlord’s prior written consent, which Landlord may withhold or at any time revoke in its sole discretion. (i) Notwithstanding the foregoing, Tenant may store, use and dispose of customary amounts of cleaning products and other Hazardous Substances in the normal course of general office/retail use, and Tenant covenants to comply with all applicable laws, rules, regulations and ordinances governing such Hazardous Substances. (ii) Tenant shall indemnify and defend Landlord, and hold Landlord harmless, from and against any and all claims, damages, fines, judgments, penalties, costs, expenses, liabilities, or losses relating to any violation by Tenant of any Environmental Law (as hereinafter defined) or of this Article 7.03, (and any and all sums paid for settlement of claims, attorneys’ fees, consultant fees, and expert fees) incurred by or asserted against Landlord arising during or after the Term of this Lease as a result of Tenant’s violation of such Environmental Law, except to the extent such violation is the result of any act or omission of Landlord, Landlord’s contractors or is a condition or release which was created or occurred prior to the Effective Date. This indemnification includes, without limitation, any and all costs incurred because of any investigation of the site or any cleanup, removal, testing, or restoration mandated or conducted by or on behalf of any federal, state, or local Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-5 agency or political subdivision. Without limitation of the foregoing, if Tenant causes a release of any Hazardous Substance on the Parking Parcel that results in any contamination, Tenant shall promptly, at its sole expense, take any and all necessary or appropriate actions to return the Parking Parcel to the condition existing prior to the release of any such Hazardous Substance. Tenant shall first obtain Landlord’s written approval for any such remedial action, which shall not be unreasonably withheld, conditioned or delayed. (iii) Landlord shall indemnify and defend Tenant, and hold Tenant harmless, from and against any and all claims, damages, fines, judgments, penalties, costs, expenses, liabilities, or losses relating to any violation of any Environmental Law (as hereinafter defined) or of this Article 7.03, and any (and all sums paid for settlement of claims, attorneys’ fees, consultant fees, and expert fees) incurred by or asserted against Tenant except to the extent such violation is the result of any act or omission of Tenant. This indemnification includes, without limitation, any and all costs incurred because of any investigation of the site or any cleanup, removal, testing, or restoration mandated or conducted by or on behalf of any federal, state, or local agency or political subdivision. Without limitation of the foregoing, if Landlord causes or permits the presence of any Hazardous Substance in the Parking Parcel that results in any contamination, Landlord shall promptly, at its sole expense and upon reasonable prior notice to Tenant, take any and all necessary or appropriate actions to return the Parking Parcel to the condition existing prior to the presence of any such Hazardous Substance. (iv) “Hazardous Substance” means any substance that is regulated by any local government, the State in which the property is located, the United States government, or any agency, authority and/or instrumentality thereof and includes any and all materials or substances that are defined as “hazardous waste,” “extremely hazardous waste,” or a “hazardous substance” pursuant to any Environmental Law. “Hazardous Substance” includes but is not restricted to petroleum and petroleum byproducts, asbestos, explosives, polychlorinated biphenyls (“PCBs”) and infectious waste. (v) “Environmental Laws” means all federal, state and local laws, including statutes, regulations, and requirements, relating to the discharge of air pollutants, water pollutants or process waste water or otherwise relating to the environment or Hazardous Substances, including, but not limited to, the Federal Clean Water Act, the Federal Resource Conservation and Recovery Act of 1976, the Federal Comprehensive Environmental Responsibility Cleanup and Liability Act of 1980, regulations of the Environmental Protection Agency, regulations of the Nuclear Regulatory Agency, and regulations of any state department of natural resources or state environmental protection agency, as amended or supplemented from time to time, now or at any time hereafter in effect. 7.04 Signage. Tenant may, at Tenant’s sole cost and expense, install signage on the exterior wall of the Building. All signage of Tenant shall nonetheless be subject to all applicable terms and conditions of this Lease, municipal regulations, and any other law or regulation applicable to such signage. ARTICLE 8. MAINTENANCE, REPAIRS AND ALTERATIONS 8.01 Maintenance and Repair by Tenant. Tenant, at its sole cost, shall maintain the Improvements in good order, condition and repair; promptly make all necessary repairs thereto; and keep the Improvements in a clean, sanitary and safe condition. Tenant, at its sole cost, shall also maintain the Improvements in compliance with all Governmental Regulations and all requirements of any company insuring the Premises. The obligation of Tenant to maintain the Improvements includes repairs of any kind Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-6 upon the Improvements, or any equipment, facilities or fixtures used exclusively by the Improvements, which shall at all times be kept in good order, condition and repair by Tenant, and in a clean, sanitary and safe condition and in accordance with all Governmental Regulations. Without limiting the foregoing, Tenant shall, at its cost, maintain, repair and replace the following parts or components of the Improvements: (a) interior walls, partitions, ceilings, floors, fixtures, equipment, lighting, sprinkler heads, fire protection systems, finish work and all non-structural portions of the Building, including the painting or refinishing of the interior of the Building at reasonable intervals; (b) interior and exterior doors, windows, entrances, floors, floor coverings, sills, trims, door closures, locks, keys, and moldings of the Building, including the immediate replacement of all cracked and broken glass; (c) Tenant’s interior and exterior signage; (d) all mechanical systems, equipment, utility lines and related parts and fixtures wherever located that service the Improvements exclusively, including, but not limited to, conduit, pipes, plumbing, drains, grease traps, toilets, basins, water heaters, circuit breakers, electrical panel boxes and meters; (e) all electric bulbs and tubes at the Building and for Tenant’s signage; (f) all driveway and pedestrian way pavement; and (g) the HVAC used for the Building. Tenant, at its cost, shall also be responsible for regular pest and vermin control at the Building and shall pick up any of Tenant’s refuse or garbage on a regular basis that is located in the proximity of the dumpsters/containers utilized by Tenant. 8.02 Failure to Maintain by Tenant. If Tenant fails to maintain the Improvements as required by Article 8.01, Landlord may, at its option, enter the Improvements and perform such maintenance on behalf of Tenant upon reasonable notice. Upon receipt of an invoice from Landlord, Tenant shall promptly pay the entire reasonable cost thereof together with an additional administrative charge of five percent (5%) calculated on the cost of such maintenance. If Tenant shall fail to reimburse Landlord within twenty (20) days after demand for any amount paid for the account of Tenant hereunder, said amount plus interest at the annual rate of three percent (3%) thereon, but in no event greater than the maximum legal rate of interest, from the date of demand upon Tenant for payment, may be added by Landlord to the next installment of Additional Rent due and payable from Tenant. 8.03 Option of Tenant to Modify Improvements and Maintenance and Repair Obligations. Tenant may, at any time and at its option upon written notice, demolish the Building up to the point of connection with the party wall forming the West face of the structure, and replace the same with non- covered surface parking or a different parking structure. In such event, Tenant’s maintenance and repair obligations shall be modified to be limited to the new improvements, and Tenant’s obligations with regard to the demolished Building shall be deemed waived. 8.04 Maintenance and Repair by Landlord. Landlord shall not be required to maintain the Improvements or make any repairs or replacements of any kind to the Improvements, except that Landlord shall maintain on the Parking Parcel the lateral support necessary to preserve and maintain the Improvements at Landlord’s sole cost and expense. Such maintenance and repair shall be made in good order and in accordance with the standards of maintenance followed in other comparable buildings of similar size in the area where the Premises is located and in compliance with all Governmental Regulations. 8.05 Alteration. Tenant shall have the right to make such additions, alterations, modifications, demolitions, changes or improvements to the Improvements as Tenant shall deem necessary or desirable. All additions, alterations, changes and improvements shall be made in a workmanlike manner, in full compliance with all building laws and ordinances applicable thereto. All such items shall remain the property of Tenant until surrendered at the expiration or termination of this Lease. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-7 ARTICLE 9. LANDLORD’S ACCESS TO IMPROVEMENTS 9.01 Inspection of Improvements by Landlord. Tenant agrees to permit Landlord and the authorized representatives of Landlord to enter the Improvements at all reasonable times upon five (5) business days’ written notice to Tenant (or without notice for emergency purposes) for the purposes of: (a) inspecting same, (b) making such repairs or reconstruction to the Improvements permitted to be made by Landlord, and (c) performing any work therein which may be necessary by reason of Tenant’s default under the terms of this Lease. Landlord shall use reasonable efforts to give Tenant notice by telephone or e-mail prior to entering the Improvements for any emergency and in any event shall give Tenant notice of such entry as soon as practical after any such entry. Landlord shall use best efforts to avoid or minimize disruption of Tenant’s business operations in the Improvements. ARTICLE 10. MECHANIC’S LIENS Tenant shall not suffer or permit any mechanic’s liens to be filed against the Parking Parcel or any part thereof by reason of work, labor, services, or materials supplied or claimed to have been supplied to Tenant or anyone holding (or claiming to hold) the Improvements or any part thereof through or under Tenant. If any such mechanic’s liens or notice of lien shall at any time be filed against the Parking Parcel on account of an alleged debt of Tenant or any notice of lien by a party engaged by Tenant or Tenant’s contractor or materialmen to work on the Improvements, Tenant shall cause the same to be discharged of record by payment, deposit, bond, order of court of competent jurisdiction or otherwise within forty-five (45) days after the date of filing the same, or in the event such party disputes the validity of such lien, such party may deposit 110% of the amount claimed by the lien holder in escrow with a title insurance company, and/or the other party, or as prescribed by law as security against foreclosure of the lien. If Tenant fails to discharge such mechanic’s lien within such period, then, in addition to any other right or remedy of Landlord hereunder, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by procuring the discharge of such lien by deposit in court or by giving security or in such other manner as is or may be prescribed by law. Any amount paid by Landlord for any of the aforesaid purposes, and all reasonable legal and other expenses of such party, including reasonable attorneys’ fees, in or about procuring the discharge of such lien, with all necessary disbursements in connection therewith, with interest thereon at the rate of five percent (5%) per annum from the date of payment shall be repaid by Tenant on demand. Any such amount owed by Tenant to Landlord shall become immediately due and payable by Tenant as Additional Rent with the next succeeding installment of monthly Base Rent which shall become due after such demand. Nothing herein contained shall imply any consent or agreement on the part of Landlord to subject Landlord’s estate to liability under any mechanic’s lien law. ARTICLE 11. COMPLIANCE WITH LAWS 11.01 Generally. Tenant shall, at Tenant’s sole cost and expense, promptly comply with all Governmental Regulations which may be applicable to the Improvements, or the Permitted Use. Tenant will likewise observe and comply with the requirements of all policies of public liability, fire and all other policies of insurance at any time in force with respect to the Improvements and the personal property therein. 11.02 License. Tenant shall obtain all appropriate licenses required from all Federal, State, and municipal governments, if any, needed to operate its business on the Improvements and Tenant shall be responsible to maintain such licenses, as long as the Lease is in effect. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-8 11.03 Non-Compliance. If at any time or times any governmental authorities or insurance rating bureaus having jurisdiction shall determine that the Improvements were not constructed in compliance with, or due to changes in accessibility laws or similar laws, is no longer in compliance with, any law, ordinance or regulation of any governmental authority or insurance rating bureau having jurisdiction and shall request compliance, then Tenant shall, upon receipt of notice of such complaint, cause such repairs, alterations or other work to be done at the sole expense of Tenant, so as to bring about the compliance requested. ARTICLE 12. INDEMNIFICATION OF PARTIES 12.01 Indemnification by Tenant. Tenant hereby agrees to indemnify, defend and save Landlord and Landlord’s officers, trustees, directors, partners, beneficiaries, ground lessors, joint venturers, members, stockholders or other principals or representatives (and their respective successors or assigned) (collectively, “Landlord Indemnified Parties”) harmless from all claims, actions, judgments, suits, losses, fines, penalties, demands, costs and expenses and liability whatsoever, including reasonable attorneys’ fees, expert fees and court costs (“Tenant Indemnified Claims”) on account of (i) any damage or liability occasioned in whole or in part by any use or occupancy of the Improvements or by any act or omission of Tenant or any of Tenant’s agents, employees, subtenants, assignees, licensees, contractors or invitees (collectively, “Tenant Parties”); or (ii) the use of the Improvements by Tenant or any Tenant Parties and conduct of Tenant’s business by Tenant or any Tenant Parties, or any other activity, work or thing done, permitted or suffered by Tenant or any Tenant Parties, in or about the Improvements. Tenant shall in no event be liable to the Landlord and any Landlord Indemnified Parties or anyone claiming by, under or through Landlord for any loss or damage or liability resulting from the acts or omissions of any other third person who was not acting under the direction and control of Tenant. In case any action or proceeding is brought against Landlord or any Landlord Indemnified Parties by reason of any such Tenant Indemnified Claims, Tenant, upon notice from Landlord, shall defend the same at Tenant’s expense by counsel approved in writing by Landlord and Landlord’s insurance carrier, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall not be liable for damage or injury occasioned by the negligence or willful acts of Landlord or its agents, contractors or employees. Tenant’s indemnification obligation under this Article 12.01 shall survive the expiration or earlier termination of this Lease. 12.02 Indemnification by Landlord. Landlord hereby agrees to indemnify, defend and save Tenant and Tenant’s officers, trustees, directors, partners, beneficiaries, ground lessors, joint venturers, members, stockholders or other principals or representatives (and their respective successors or assigned) (collectively, “Tenant Indemnified Parties”) harmless from all claims, actions, judgments, suits, losses, fines, penalties, demands, costs and expenses and liability whatsoever, including reasonable attorneys’ fees, expert fees and court costs (“Landlord Indemnified Claims”) on account of any act or omission of Landlord or any of Landlord’s agents or employees (collectively, “Landlord Parties”). Landlord shall in no event be liable to Tenant and any Tenant Indemnified Parties or anyone claiming by, under or through Tenant for any loss or damage or liability resulting from the acts or omissions of any other third person who was not acting under the direction and control of Landlord. In case any action or proceeding is brought against Tenant or any Tenant Indemnified Parties by reason of any such Landlord Indemnified Claims, Landlord, upon notice from Tenant, shall defend the same at Landlord’s expense by counsel reasonably acceptable to Landlord. Landlord shall not be liable for damage or injury occasioned by the negligence or willful acts of Tenant or its agents, contractors or employees. Landlord’s indemnification obligation under this Article 12.02 shall survive the expiration or earlier termination of this Lease. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-9 ARTICLE 13. INSURANCE 13.01 Insurance. From and after the Commencement Date and during the Term, Tenant shall provide and maintain: (i) Commercial general liability insurance with respect to the Improvements with a combined single limit of not less than Two Million Dollars ($2,000,000), including insurance against the assumed or contractual liability of Tenant hereunder for bodily injury, death, and property damage. (ii) In its sole discretion and at its sole cost, Tenant may elect to insure the Improvements against fire or other casualty loss. In the event Tenant so insurers the Improvements, any proceeds of such insurance shall belong solely to the Tenant. 13.02 General Requirements. All policies of insurance maintained in accordance with this Article 13 shall be subject to and governed by the following: (i) All policies of insurance and the form thereof shall be standard policies of the insurer. (ii) Tenant shall deliver a certificate of insurance to the Landlord at the commencement of the Initial Term and renewal certificates policies shall be delivered not less than ten (10) days prior to the expiration of any then current policy. (iii) The amount of liability insurance carried as required under this Lease shall be adjusted periodically to an amount then reasonably prudent to be carried by the parties. (iv) All policies of insurance provided for in Article 13.01 shall be issued in a form reasonably acceptable to Landlord by sound and reputable insurance companies and qualified to do business in the state in which the Improvements are located. ARTICLE 14. DESTRUCTION If the Improvements are hereafter damaged, destroyed or rendered partially untenantable for the Permitted Use by fire or other casualty, insured or which could have been insured under t Article 13 above, then Tenant shall, within one hundred eighty (180) days after such casualty, commence repair of the Improvements or demolish the Building and replace it with a surface parking lot, and proceed with diligence to complete the same. ARTICLE 15. CONDEMNATION 15.01 Condemnation Defined. The term “condemnation”, as used in this Lease, shall mean the exercise of the power of eminent domain by any person, entity, body, agency or authority, or purchase in lieu of eminent domain, and the "date of condemnation" shall mean the day on which the actual physical taking of possession pursuant to the exercise of said power of eminent domain, or purchase in lieu thereof, occurs or the date of settlement or compromise of the claims of the parties hereto during the pendency of Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-10 this exercise of said power, whichever occurs first, and property is deemed “condemned” on the date of condemnation. 15.02 Landlord’s Right to Collect Proceeds. In the event the Parking Parcel or any part thereof shall be taken in condemnation proceedings, Landlord shall be entitled to collect the entire award made in any such proceedings without deduction therefrom for any estate hereby vested in or owned by Tenant under this Lease. Tenant retains all rights to seek compensation for damage to or relocation of its personal property lawfully on the Parking Parcel. 15.03 Armory Parcel Rights Unaffected. In the event of condemnation, nothing in this Lease shall be deemed to waive or impair the rights of the owner(s) of the Armory Parcel from seeking a separate award for damages arising from any taking of the Armory Parcel’s easement rights. ARTICLE 16. ASSIGNMENT AND SUBLETTING 16.01 Tenant Assignment. Tenant may assign this Lease or sublet the whole of the Improvements without the prior written consent of Landlord. Any assignment of this Lease shall not be effective unless the assignee or transferee shall, at the time of such assignment or transfer, assume in writing all the terms, covenants and conditions of this Lease thereafter to be performed by the Tenant, and shall agree in writing to be bound thereby. Tenant specifically understands and agrees that any assignment or sublease shall in no way release (unless by written agreement with Landlord, which Landlord shall grant or withhold in its reasonable discretion) the Tenant from any of its obligations and covenants under this Lease, nor should said assignment or sublease be construed or taken as a waiver of any of Landlord’s rights or remedies hereunder against or as relating to Tenant. 16.02 Assignment to Lender. Notwithstanding Section 16.01, above, Tenant shall have the unrestricted right, at any time, to encumber for financing purposes all or any portion of its interest in this Lease and the leasehold estate created by this Lease by assignment, mortgage, or other security instrument in favor of a bona fide third-party lender (a “Tenant Lender”) without the prior written consent of Landlord. If Tenant or any Tenant Lender shall have delivered to Landlord prior written notice of the Tenant Lender’s address, Landlord will mail to such Tenant Lender a copy of any notice or other communication from Landlord to Tenant under this Lease at the time of giving such notice or communication to Tenant. In the event of any default by Tenant under the provisions of this Lease, any Tenant Lender will have the same periods as are given Tenant for remedying such default or causing it to be remedied, plus, in each case, an additional period of fifteen (15) days after the expiration of the initial period or after Landlord has served a notice or a copy of a notice of such default upon the such Tenant Lender, whichever is later. In the event that Tenant shall default under any of the provisions of this Lease, any Tenant Lender, without prejudice to its rights against Tenant, shall have the right to cure such default within the applicable grace periods provided for in the preceding sentence, whether the same consists of the failure to pay rent or the failure to perform any other matter or thing that Tenant is hereby required to do or perform, and Landlord shall accept such performance on the part of such Tenant Lender as though the same had been done or performed by Tenant. For such purpose, Landlord and Tenant hereby authorize such Tenant Lender to enter upon the Improvements and to exercise any of its rights and powers under this Lease and subject to the provisions of this Lease. Landlord agrees to execute and deliver to Tenant or such Tenant Lender, within twenty (20) days after requested by Tenant or the Tenant Lender, documents consenting to any such assignment, Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-11 mortgage, or other security instrument, documents confirming the status of the Lease, whether either party is in default under the Lease, whether there have been any modifications to the Lease, and such other matters as may be reasonably requested by the Tenant Lender. 16.03 Landlord Assignment. In the event of the sale or other transfer of Landlord’s interest in the Parking Parcel, Landlord shall transfer and assign to such purchaser or transferee the obligations of Landlord under this Lease. Provided such purchaser or transferee assumes (or is deemed to have assumed) the obligations of Landlord under this Lease as described above, Tenant agrees to attorn to any such purchaser or transferee without further act by Landlord or such purchaser or transferee. ARTICLE 17. EVENTS OF DEFAULT: REMEDIES 17.01 Events of Default. Each of the following events shall be an “Event of Default” hereunder by Tenant and a breach of this Lease: (i) If Tenant shall file a petition in bankruptcy or insolvency or for reorganization or arrangement under the bankruptcy laws of the United States or any insolvency act of any state or shall voluntarily take advantage of any such law or act by answer or otherwise or shall be dissolved or shall make an assignment for the benefit of creditors. (ii) If involuntary proceedings under any such bankruptcy law or insolvency act shall be instituted against Tenant or if a receiver or trustee shall be appointed for all or substantially all of the property of Tenant, and such proceedings shall not be dismissed or such receivership or trusteeship vacated within sixty (60) days after institution or appointment. (iii) If Tenant shall fail to pay Landlord any Rent as and when the same shall become due and payable and shall not make such payment within thirty (30) days after written notice thereof. (iv) If Tenant shall make an assignment for the benefit of creditors or shall apply for or consent to the appointment of a receiver for itself or any of its property. (v) If Tenant shall fail to keep, observe or perform any of the other covenants and agreements herein contained to be kept, observed and performed by Tenant, and such failure shall continue for thirty (30) days after notice thereof in writing to Tenant by Landlord, provided, however, should remedial activity on the part of Tenant reasonably require a period in excess of the said period provided, Tenant shall not be considered to have committed an Event of Default provided it commences to cure such failure within such thirty (30)-day period and diligently pursues said remedial activity for a reasonable period of time as may be required, not to exceed ninety (90) days. 17.02 Remedies. Upon the occurrence and continuance of Tenant’s Event of Default for failure to pay Rent when due, Landlord shall give Tenant ten (10) days’ written notice that Tenant’s Event of Default has occurred, specifying Tenant’s Event of Default and the action required necessary to cure Tenant’s Event of Default. Upon the occurrence and continuance of Tenant’s Event of Default other than the failure to pay Rent when due, Landlord shall give Tenant thirty (30) days’ written notice of Tenant’s Event of Default, specifying Tenant’s Event of Default and the action required to cure Tenant’s Event of Default. If Tenant fails to cure Tenant’s Event of Default within the time provided to cure, Landlord may resort to any and all legal remedies or combination of legal remedies which Landlord may desire to assert, including, but not limited to, (i) exercising Landlord’s lien rights in accordance with Article 26, and/or (ii) terminating this Lease or bringing an action for unlawful detainer of Tenant and obtain an order for the Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-12 sheriff to enter the Premises and removing all persons and chattels therefrom and Landlord shall not be liable for damages or otherwise by reason of re-entry or termination. Notwithstanding such termination, the liability of Tenant for the Rent provided for hereinabove shall not be extinguished for the balance of the term remaining after said termination. Should termination of Tenant’s estate occur as herein provided, or should Landlord take possession pursuant to legal proceedings or pursuant to any notice provided by law, Landlord may either terminate this Lease or Landlord may from time to time without terminating this Lease, make such alterations and repairs as may be necessary in order to relet the Premises. Landlord shall make reasonable efforts to relet the Premises or any part thereof for such term or terms (which may be for a term extending beyond the term of this Lease) and at such rental or rentals determined by Landlord. All rentals received by Landlord from such reletting shall be applied, first, to the payment of any indebtedness other than Rent due hereunder from Tenant to Landlord; second, to the payment of any costs and expenses of such reletting, including brokerage fees and attorneys’ fees and of costs of such alterations and repairs; third, to the payment of Rent due and unpaid hereunder, and the residue, if any, shall be held by Landlord and applied in payment of future Rent as the same may become due and payable hereunder. If such rentals received from such reletting during any month are less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly. No such re-entry or taking possession of said premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur by reason of such breach, including the worth at the time of such termination of the excess, if any, of the amount of rent and charges equivalent to Rent reserved in this Lease for the remainder of the stated term over the then reasonable rental value of the Premises for the remainder of the stated term all of which amounts shall be immediately due and payable from Tenant to Landlord. In determining the Rent which would be payable by Tenant hereunder, subsequent to default, the Rent for the unexpired term shall be equal to the Base Rent, for each remaining month plus Tenant’s share of taxes, insurance and maintenance from the commencement of the Term to the time of default. The “worth” of such sum shall be determined by determining the sum of the present value of all such payments using an 8% interest factor. Upon termination of the Lease, Tenant shall surrender possession and vacate the Premises immediately, and deliver possession thereof to Landlord. 17.03 Cure of Default. If Tenant defaults in the making of any payment, or in the doing of any act herein required to be made or done by Tenant, or does or suffers any act prohibited herein, beyond applicable cure periods, then Landlord may, but shall not be required to, make such payment or do such act, or correct any damage caused by such prohibited act and to enter the Improvements as appropriate in connection therewith, and the amount of the expense thereof, if made or done so by Landlord, with interest thereon from the date paid by Landlord, shall be paid by Tenant to Landlord and shall constitute Additional Rent hereunder due and payable with the next monthly installment of rent. 17.04 Assessments. This Lease is intended to facilitate and enhance the Armory Parcel’s use and enjoyment of its parking easement over the Parking Parcel. Without waiving any other Landlord remedies, in the event of an uncured default of any Tenant payment obligations arising under this Lease, Landlord may satisfy the obligations and levy an assessment for the amounts so paid against the Armory Parcel. Except to dispute the existence of an uncured default, Tenant, the owner of the Armory Parcel, hereby waives all rights to assessment notices, hearings and appeals, and all other rights pursuant to Minn. Stat. § Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-13 429.061, § 429.071 and § 429.081 for the special assessment against the Armory Parcel up to the amount necessary to satisfy the payment obligations arising under this Lease (“Assessment Amount”). The Tenant hereby waives any and all procedural and substantive objections to the assessment up to the Assessment Amount against the Armory Parcel, including, but not limited to, notice and hearing requirements and any claim that any or all of the Assessment Amount against the Armory Parcel exceeds the benefit to the Armory Parcel. The Landlord and the Tenant acknowledge and agree that the Tenant’s waiver of assessment appeal rights pursuant to Minnesota Statutes, Chapter 429, is capped at the Assessment Amount by operation of Minn. Stat. § 462.3531. The Landlord and the Tenant acknowledge and agree that the Tenant may appeal any special assessment above the Assessment Amount. 17.05 Landlord’s Default. Should Landlord be in default under the terms of this Lease, Landlord shall have thirty (30) days in which to cure the same after written notice to Landlord by Tenant; provided, however, should remedial action on the part of Landlord reasonably require a period in excess of said period, Landlord shall have such additional time necessary to cure such default, not to exceed ninety (90) days, provided Landlord diligently pursues such cure. In no event shall Tenant have the right to levy execution against any property of Landlord. Upon any uncured default by Landlord, Tenant may terminate this Lease upon written notice to Landlord given prior to completion of any cure of the default and Tenant may exercise any of its rights provided at law or in equity; provided, however: (a) Tenant shall have no right to offset or abate Rent in the event of any default by Landlord under this Lease; and (b) Tenant’s rights and remedies hereunder shall be limited to the extent (i) Tenant has expressly waived in this Lease any of such rights or remedies and/or (ii) this Lease otherwise expressly limits Tenant’s rights or remedies. Notwithstanding anything contained in this Lease to the contrary, the obligations of Landlord under this Lease (including any actual or alleged breach or default by Landlord) do not constitute personal obligations of the individual elected officials, administrators, staff, employees, or agents of Landlord, and Tenant shall not seek recourse against the individual elected officials, administrators, staff, employees, or agents of Landlord or any other persons or entities having any interest in Landlord, or any of their personal assets for satisfaction of any liability with respect to this Lease. 17.06 Waiver of Redemption. Tenant hereby expressly waives, to the full extent waivable, any and all rights or redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed for any cause, or in the event of Landlord obtaining possession of the Improvements, by reason of the violation of Tenant of any of the covenants or conditions of this Lease, or otherwise. 17.07 Remedies Cumulative. No remedy herein or otherwise conferred upon or reserved to Landlord or Tenant shall be considered to exclude or suspend any other remedy, but the same shall be cumulative and shall be in addition to every other remedy given hereunder now or hereafter existing at law or by statute and every power and remedy given by this Lease to Landlord or Tenant may be exercised from time to time and as often as occasion may arise or may be deemed expedient. No delay or admission of Landlord or Tenant to exercise any right or power arising from any event of default shall impair any such right or power or shall be construed to be a waiver of any such event of default or acquiescence therein. ARTICLE 18. SURRENDER OF PREMISES Tenant shall, upon the expiration or earlier termination of this Lease, peaceably vacate and surrender the Improvements to Landlord in any condition and repair, with or without the Building, subject to the requirements of this Lease regarding Hazardous Substances, wear and tear, and damage from casualty, condemnation or other damage caused by the negligence or acts of Landlord excepted. Tenant may remove any and all fixtures, personal property, or other property from the Parking Parcel prior to the expiration or earlier termination of this Lease, and all such items remaining on the Parking Parcel after the Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-14 expiration or earlier termination of this Lease shall be deemed abandoned by Tenant and shall immediately become the property of Landlord. ARTICLE 19. CERTIFICATES 19.01 Certificates. Tenant and Landlord shall, at any time and from time to time, upon not less than twenty (20) days’ prior written notice from the other party, execute and acknowledge to the requesting party a statement in writing certifying that this Lease is unmodified and in full force and effect (or if there shall have been modifications that the Lease is in full force and effect as modified and stating the modifications), and the dates to which the Base Rent and Additional Rent have been paid, and stating whether or not to the best knowledge of the signer of such certificate, either party is in default in keeping, observing or performing any term, covenant, agreement, provision, condition or limitation contained in this Lease, and, if in default, specifying each such default of which the signer may have knowledge, it being intended that any such statement delivered pursuant to this Article 19.01 may be relied upon by the requesting party or any prospective purchaser or mortgagee of the Parking Parcel or real property located in the vicinity of the Parking Parcel. Such certificate shall not contain any amendments to the substantive terms of the Lease. ARTICLE 20. NOTICE All notices or demands which shall be required or permitted by law or any provisions of this Lease shall be sent by United States certified mail, postage prepaid, or by overnight delivery courier to the addresses set out below for Landlord and Tenant, or to such other address as such party may from time to time designate by notice to the other in accordance with this Article. Notices shall be effective upon delivery unless delivery is refused or cannot be made, in which event notice shall be effective at the time of refusal. To Tenant: CVII Holdings, LLC 4520 Bailey Lake Drive Woodbury, MN 55129 To Landlord: City of Stillwater Attn: City Clerk 216 North Fourth Street Stillwater, MN 55082 ARTICLE 21. WAIVER Failure of either party to insist upon the strict performance of any or all of the terms or conditions herein shall not constitute, nor be construed as, a waiver of such party’s right to thereafter enforce any such terms or conditions, but the same shall continue in full force and effect. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-15 ARTICLE 22. HOLDING OVER In the event Tenant shall continue to occupy the Improvements after the expiration of the term hereof, such holding over shall not operate to extend or renew this Lease. Landlord retains all remedies at law or equity to recover the property. In addition, in the event Landlord terminates pursuant to Article 3, Tenant acknowledges that Landlord will have committed to construct a multi-level parking structure and that delays caused by Tenant holding over will damage the Landlord in amounts that may be difficult to calculate. Therefore, Tenant agrees to pay Landlord liquidated damages in the sum of $500 per day for each day it fails to timely vacate the Improvements. ARTICLE 23. COVENANTS 23.01 Covenant of Faithful Performance. It is mutually agreed that this Lease is made upon and subject to the terms, covenants, and conditions herein contained, and that Tenant covenants, as a material part of the consideration for this Lease, to keep and perform each and all of said terms, covenants and conditions to be kept and performed by it and that this Lease is made upon the condition of such performance. 23.02 Provisions Deemed Covenants and Conditions. The parties hereto agree that all the provisions hereof are to be construed as covenants and conditions as though the words imparting such covenants and conditions were used in each instance. ARTICLE 24. INTENTIONALLY DELETED ARTICLE 25. GENERAL PROVISIONS 25.01 Captions. The captions of the Articles of this Lease are for convenience only and are not a part of this Lease, and do not in any way limit or amplify the terms or provisions of this Lease. 25.02 Business Days. For all purposes under this Lease, “Business Days” shall mean Monday through Friday, except when any of those days is a legal holiday under Federal law or Minnesota state law. 25.03 Successors and Assigns. Subject to the provisions hereof, this Lease shall bind and inure to the benefit of the parties hereto and their respective successors and assigns. 25.04 Attorney’s Fees. In the event either of the parties hereto commences any action or proceeding against the other under or on account of this Lease, then and in each such event, the successful party in such action or proceeding shall be entitled to receive, and the parties hereto respectively agree to pay, a reasonable attorneys’ fee on account of such action or proceeding. 25.05 Construction. The language in all parts of this Lease shall be in all cases construed according to its fair meaning and not strictly for or against Landlord or Tenant. 25.06 Partial Invalidity. If any term, covenant, condition or provision of this Lease is held by a court of competent jurisdiction to be invalid, void or unreasonable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-16 25.07 Unavoidable Delay. Time is of the essence with respect to all provisions of this Lease, except that whenever a date is herein provided for either party to do or perform any act or thing, that date shall be subject to Unavoidable Delay provided that Landlord and Tenant each use commercially reasonable efforts to mitigate any Unavoidable Delays. "Unavoidable Delay" shall mean delays in the performance or obligations under this Lease due to acts of God, acts of the public enemy, the direct unavoidable result of strikes, walk outs and lockouts which could not be reasonably anticipated, fire, floods, epidemics and quarantines, unavailability of power, unavailability of materials which would not reasonably be anticipated, the requirement to remediate environmental conditions other than as noted in environmental audits procured prior to commencing construction, unusually severe weather not reasonably anticipatable, provided no such occurrence shall constitute “Unavoidable Delay” for a party unless the party gives written notice to the other party of such occurrence within ten (10) days of its first occurrence. For each day of Unavoidable Delay, one day shall be added to the date under this Lease for completion of the affected task and any subsequent task the commencement of which is dependent on completion of the affected task. The nonperforming party will be prompt and diligent in attempting to remove the cause of its failure to perform, and nothing herein shall be construed as permitting that party to continue to fail to perform after said cause has been removed. The provisions of this Article shall not operate to excuse Tenant from prompt payment of Rent or any other payments required by the terms of this Lease and shall not extend the Term. Delays or failures to perform resulting from lack of funds shall not be deemed delays beyond the reasonable control of a party. 25.08 Law Governing. This Lease shall be governed by and construed in accordance with the laws of the State of Minnesota. 25.09 Intentionally Deleted. 25.10 Initial Covenant. Landlord and Tenant each covenants and warrants that it has full right and lawful authority to enter into this Lease for the full term herein granted and for any and all extensions herein provided. 25.11 Entire Agreement. This Lease, together with any written modifications or amendments hereto, hereinafter entered into, shall constitute the entire agreement between the parties relative to the subject matter hereof and shall supersede any prior agreements or understandings, whether written or oral, which the parties may have had relating to the subject matter hereof. No subsequent alteration, amendment, change or addition to this Lease shall be binding upon Landlord or Tenant unless reduced to writing and signed by them. Tenant shall not record this Lease without Landlord’s written consent. 25.12 Counterparts. This Lease may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 25.13 Consent of Landlord. Wherever in this Lease the consent or approval of Landlord is required, unless the context requires otherwise, it is agreed that such consent or approval will not be unreasonably withheld, delayed or conditioned, and will be promptly considered. 25.14 Memorandum of Lease. Tenant shall have the right to record a memorandum of this Lease. 25.15 Brokers. Landlord and Tenant each warrant and represent to the other that it has dealt with no broker or brokers in connection with this Lease. Each Party shall defend, indemnify and hold harmless the other Party from and against all leasing or brokerage commissions, fees and expenses, and all claims therefor, in connection with this Lease that are otherwise due to, or made by, any other broker alleging that such broker has dealt with the indemnitor Party in bringing about this Lease. The terms of this paragraph shall survive termination of this Lease. Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-17 ARTICLE 26. INTENTIONALLY DELETED ARTICLE 27. TENANCY SECURITY 27.01 Security Deposit. None. ARTICLE 28. ADDITIONAL DEFINITIONS Capitalized terms referenced in this Lease shall have the meaning set forth in the Lease and as set forth below: (i) “Additional Rent” – Payments required to be made by Tenant to Landlord under this Lease. Except as specifically set forth to the contrary in this Lease, all Additional Rent shall be due within ten (10) business days after written notice by Landlord setting forth the amount due. (ii) “Governmental Regulations” - All federal, state, county or municipal laws, ordinances, rules, regulations, directives, orders and/or requirements now in force or which may hereafter be in force with respect to the Premises. (iii) “HVAC” - Heating, ventilation and air conditioning system. (iv) “Real Estate Taxes” - All real estate taxes, special assessments and other governmental charges of any kind with respect to the Premises that are due and payable during the Term. [Remainder of page intentionally blank; signature page follows] Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-18 IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above written. LANDLORD: TENANT: City of Stillwater, a Minnesota municipal corporation By: Its: CVII Holdings, LLC, a Minnesota limited liability company By: Its: EXHIBITS Exhibit A Legal Description of Premises Settlement Agreement: CVII Holdings, LLC v. City of Stillwater D-19 EXHIBIT A Legal Description of Premises The West one third (1/3) of Lots numbered one (1), two (2), and three (3) except the North sixty-five feet of the East six (6) inches thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota. PID 28.030.20.41.0083 RESOLUTION NO. 2019- CITY OF STILLWATER WASHINGTON COUNTY, MINNESOTA A RESOLUTION APPROVING A SETTLEMENT AGREEMENT, INCLUDING THE PURCHASE AND LEASEBACK OF A PORTION OF THE HISTORIC ARMORY SITE AT 107 CHESTNUT STREET EAST WHEREAS, CVII Holdings, LLC applied for approval of a site review Conditional Use Permit for the conversion of the Historic Armory property at 107 Chestnut Street East from use as an Armory to a mixed-use of residential and commercial; and WHEREAS, the City Council denied the application and adopted a resolution entitled, A Resolution Denying a Site Review Conditional Use Permit for the Historic Armory at 107 Chestnut Street East, CPC Case No. 2019-06, on March 19, 2019; and WHEREAS, CVII Holdings commenced a civil action against the City captioned CVII Holdings, LLC v. City of Stillwater, Washington County Court File No. 82-CV-19-1627, challenging the City’s denial of its application (“Action”); and WHEREAS, CVII Holdings is the fee owner of two parcels at the site of the Historic Armory at 107 Chestnut Street East, legally described as: Lots numbered nine (9) and ten (10) and all of Lot numbered eight (8) except the south twenty-four (24) feet thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.42.0107) (“Armory Parcel”); and, The West one third (1/3) of Lots numbered one (1), two (2), and three (3) except the North sixty-five feet of the East six (6) inches thereof, all in Block numbered thirty (30) of the original town (now city) of Stillwater, as surveyed, platted, and now of record in the office of the Register of Deeds in and for said Washington County, Minnesota (PID 28.030.20.41.0083) (“Parking Parcel”). WHEREAS, the City owns land adjacent to the Parking Parcel, has authorized condemnation to acquire additional parcels on the block, and intends to use its assembled parcels for the expansion of public parking facilities; and WHEREAS, the City anticipates that it may in the future install a multi-level parking structure (“Public Ramp”) on its assembled parcels to meet critical parking demands that peak during events, evenings, and weekends; and WHEREAS, the City Council finds that it would be reasonable and serve a public purpose and advance the general health and welfare of the City to add the Parking Parcel to its assembled parcels in order to enhance the size and functionality of a future Public Ramp, including without limitation: (a) the addition of an estimated 40 to 60 more parking stalls for use by the general public, customers of downtown businesses, visitors for events, recreation, and dining, and tourists; and (b) enhanced flexibility for designing ramp access and interior circulation given the grade along Chestnut Street East; and WHEREAS, the City Council finds that it would be reasonable and serve a public purpose and advance the general health and welfare of the City to acquire the Parking Parcel, regardless of whether a future Public Ramp is installed, in order to acquire the unimproved, southerly portion of the Parking Parcel to square off and enhance the utility of the City’s adjacent parcels; and WHEREAS, the City currently charges for parking at several of its public parking facilities, and the City sells various parking permits to the general public, including commercial parking permits for weekday hours from 6:00 a.m. to 6:00 p.m.; and WHEREAS, the City Council finds that selling commercial parking permits for the Public Ramp would not interfere with the City’s goal of providing additional parking capacity for events, evenings, and weekends; and WHEREAS, CVII Holdings has proposed to settle the Action on the terms and conditions set forth the in the Settlement Agreement and Release (“Settlement Agreement”) attached hereto as Exhibit 1, including terms for CVII Holdings to convey the Parking Parcel to the City and for the City to leaseback the Parking Parcel improvements to owner of the Armory Parcel (currently CVII Holdings) until the City builds the Parking Ramp; and WHEREAS, under the Settlement Agreement the sole financial consideration for the acquisition of the Parking Parcel consists of crediting CVII Holdings with pre- payment for certain commercial parking permits if (a) the Public Ramp is installed on all or part of the Parking Parcel, and (b) the City charges fees for use of the Parking Ramp (“Future Permits”); and WHEREAS, based on rates the City charges for commercial parking permits, the City and CVII Holdings agree that the Future Permits, discounted to present value and discounted for the contingencies in the Settlement Agreement, have a value that does not exceed the current fair market value of the Parking Parcel; and, WHEREAS, the City Council finds that the acquisition of the Parking Parcel on the terms set forth in the Settlement Agreement is reasonable, prudent, and for a public purpose, and that the financial consideration for the acquisition is fair and reasonable and requires no present or future expenditure of public funds; and WHEREAS, the City Council finds the Settlement Agreement to be reasonable, prudent, and in the public interest; and WHEREAS, the City Council has granted by separate resolution the CUP that is Exhibit A to the Settlement Agreement; NOW, THEREFORE, be it resolved by the City Council of the City of Stillwater: 1. The appropriate City officials are authorized and directed to execute the Settlement Agreement. 2. The appropriate City officials are authorized and directed to execute all documents the City Attorney deems reasonably necessary to close on the acquisition of the Parking Parcel pursuant the terms of the Settlement Agreement; 3. Upon closing on the acquisition of the Parking Parcel, the appropriate City officials are authorized and directed to execute the lease that is Exhibit D to the Settlement Agreement. Enacted by the City Council of the City of Stillwater, Minnesota this 16th day of July 2019. CITY OF STILLWATER Ted Kozlowski, Mayor ATTEST: Beth Wolf, City Clerk 216 4th Street N, Stillwater, MN 55082 651-430-8800 www.ci.stillwater.mn.us AGENDA CITY COUNCIL MEETING July 16, 2019 REGULAR MEETING 7:00 P.M. I. CALL TO ORDER II. ROLL CALL III. PLEDGE OF ALLEGIANCE IV. PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS 1. Proclamation Mitch Reinke, Stanley Cup 2. Presentation of Human Rights Award to Melanie Ebertz - Resolution 2019-079 3. Certificate of Appreciation for Contributions to the 4th of July Fireworks from: Margaret Rivers Foundation, Sabes Family Foundation, Water Street Inn, St Croix Boat & Packet and City Sliquors V. 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. VI. STAFF REPORTS 4. Police Chief 5. Fire Chief 6. City Clerk 7. Community Development Director 8. Public Works Director 9. Finance Director 10. City Attorney 11. City Administrator VII. 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. January 22, 2019 regular and recessed meeting minutes 13. Payment of Bills 14. Sanitary Sewer Adjustments 15. Amend Purchasing Policy 16. John Deere Tractor Purchase VIII. PUBLIC HEARINGS - out of respect for others in attendance, please limit your comments to 10 minutes or less. None. IX. UNFINISHED BUSINESS 17. Sale of General Obligation Capital Outlay Bonds, Series 2019A 18. Strategic Planning Report 19. CPC Case No. 2019-33 to consider an amendment to City Code Section 41-8, Subd. 11(3) to increase the number of Type C Short Term Home Rental Licenses. Notice was published in the Pioneer Press on Thursday, June 20, 2019 – Ordinance 2nd Reading X. NEW BUSINESS 20. St. Croix Riverwalk Easement 21. Public Works Operational Review Contract 22. CGI Agreement 23. Resubdivision of 1422 Martha Street N (available Tuesday) XI. COUNCIL REQUEST ITEMS XII. CLOSED SESSION 24. Pursuant to Minn. Stat. §13D.05 subd. 3(b) to discuss attorney-client privileged communication regarding 107 Chestnut Street East 25. Pursuant to Minn. Stat. §13D.05 subd. 3(b) to discuss attorney-client privileged communication regarding 121 Chestnut Street East XIII. ADJOURN C1ty o~ g tiQQwateh. vl,linnegota cp hocQamation WHEREAS, Mitch Reinke attended Stillwater High School from 2012-2014, and was a player on the first Stillwater High School hockey team to compete in the State Tounament in 2014; and WHEREAS, Mitch played on the Cedar Rapids Roughriders (USHL) from 2014- 2016, and made the all rookie second team in 2015, and USHL Anderson Cup in 2016; and WHEREAS, Mitch played for Michigan Tech University (NCAA) from 2016- 2018, made the WCHA all rookie team in 2017; WCHA third team in 2018; and the team was WCHA Champions in 2017 and 2018; and WHEREAS, Mitch signed with the St. Louis Blues after his college season ended in 2018;andplayed his first NHL game on March 31, 2018, 8 days after his college season ended; and WHEREAS, Mitch played for the San Antonio Rampage (AHL) from 2018-2019, made the AHL all rookie team in 2019, and set a franchise record by rookie defenseman in goals, assists, points, and power play goals; and WHEREAS, Mitch was a member of the National Hockey League St. Louis Blues that played and won the 2019 Stanley Cup. NOW, THEREFORE, I, Ted Kozlowski, by virtue of the authority vested in me as Mayor of the City of Stillwater, do hereby proclaim July 22, 2019-Mitch Reinke Day in the City of Stillwater and encourage the citizens of Stillwater to congratulate Mitch on his accomplishments. Presented by the Stillwater City Council this 16th day of July, 2019. uUayo1r (Sti!JW!:te~ TH ~RTHPLACE Of MINNESO I A ) RESOLUTION 2019-079 STILLWATER HUMAN RIGHTS A WARD MELANIE EBERTZ Whereas, the Stillwater Human Rights Commission requested nominations for the 2019 Stillwater Human Rights Award; and Whereas, Melanie Ebertz has been nominated for being a founding member of Fundacion Comunidad. Beginning in 2002, she worked with indigenous people in the Peruvian highland region of Ayacucho, especially in the village of Paccha and surrounding areas, whose lives and communities were decimated by the Shining Path terrorist group in the 1980s and 90s. The foundation started a secondary school, six kindergartens, a library, scholarships, sanitation projects and a nutrition program. Many of the students in the schools are the very first of their family to have ever gone to school. The concept of Fundacion Comunidad was partially the result of Melanie's work with indigenous textile cooperatives and individual artists in the highland of Peru, giving them access to markets in the US, through her company, ArtAndes, during a dangerous time when Shining Path was still operating. Her relationships with indigenous peoples of Peru, helped her see the needs and opportunities which Fundacion Comunidad would fill.; and Whereas, many hundreds of children have received an education; schools that were established are now run by the government ( with substantial encouragement from · Melanie-she was not easily ignored!); nutrition has improved; understanding of, and facilities for sanitation has improved; and hope has reappeared after a long period of darkness; and Now Therefore, Be It Resolved, by the City Council of the City of Stillwater, Minnesota, the 2019 Human Rights Award is presented to Melanie Ebertz in appreciation of her outstanding leadership and dedication to human rights, and is hereby commended for those efforts. Adopted by the City Council this 16th day of July, 2019. TED KOZLOWSKI, MAYOR STILLWATER CITY COUNCIL CERTIFICATE OF APPRECIATION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to gOJi lJO-Wi ~ donatum ma/iuu;J o.wt 2019 4tli o.f, ~ g~ i>i6plmj Speciaculmt and for outstanding service in support of the City of Stillwater's mission. ~~ !Ill~ Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 STILLWATER CITY COUNCIL CERTIFICATE OF APP REC IA TION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to g04 lJOWi ~ cfunatioa malunfJ CJ-Wt 2019 4tli oJ JuhJ g~ !bi6plmj Specfacu1wt and for outstanding service in support of the City of Stillwater's mission. Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 STILLWATER CITY COUNCIL CERTIFICATE OF APPRECIATION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to Wawt StJtttt :J nn fj,04 lJ,6-Wi ~ do.natum maf«ng 0-Wi 2019 4tli o/ JuhJ g.~ ;i)i4,plmj Spedactdwt, and for outstanding service in support of the City of Stillwater's.mission. Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 c5ti1twater -~~~ ......_ ' THE Bl~THPLACc Of MINNESOTA J STILLWATER CITY COUNCIL CERTIFICATE OF APPRECIATION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to g;(J}t, lJOWi ~ danation malung owt 2019 4tfi of, Juhl g.~ 9J~plmj Sp~ and for outstanding service in support of the City of Stillwater's mission. Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 cSti f lwa ter ~s= ~ ......_ ~ THE BIRTHPLACE Of MINNESOTA J STILLWATER CITY COUNCIL CERTIFICATE OF APPRECIATION On behalf of a grateful City and upon the recommendation of leading citizens, the Mayor and City Council hereby extend recognition and appreciation to g.04 lJO-Wi ~ do.natum malung OWi 2019 4tli oJ J.u4, g.~ ~~play, Spectaculmt, and for outstanding service in support of the City of Stillwater's mission. Ted Kozlowski, Mayor Date of Recognition: July 16, 2019 216 4th Street N, Stillwater, MN 55082 651‐430‐8800 www.ci.stillwater.mn.us CITY COUNCIL MEETING MINUTES July 2, 2019 REGULAR MEETING 4:30 P.M. Mayor Kozlowski called the meeting to order at 4:33 p.m. Present: Mayor Kozlowski, Councilmembers Collins, Junker, Weidner (arrived at 4:49 p.m.) and Polehna Absent: None Staff present: City Administrator McCarty City Attorney Land Police Chief Gannaway Assistant Fire Chief Ballis Community Development Director Turnblad Director of Public Works Sanders Finance Director Provos City Clerk Wolf OTHER BUSINESS Brown’s Creek Watershed Discussion Karen Kill, Brown’s Creek Watershed District (BCWD) Administrator, introduced BCWD President Craig Leiser, Manager Anne Maule Miller, Manager Gerald Johnson and Manager Klay Eckles. She explained that they are here to discuss BCWD rules, Minimal Impact Design Standards (MIDS), and how to better coordinate standards and regulations governing stormwater management. Camilla Correll, Emmons & Olivier Resources, Inc., Engineer, stated that BCWD recently compared MIDS, a State effort, to the current BCWD standards, especially in regard to the Long Lake drainage area and the diversion structure. There are inconsistencies in the stormwater management requirements for a permit. MIDS, which Oak Park Heights and Stillwater have both adopted, the drinking water supply management area rules, the Trout Stream Mitigation Project Agreement and the Kern Center Pond Agreement (OPH) all dictate which rules may apply. In all there are eight different combinations of rule applications in certain areas. Mr. Leiser added that BCWD felt it in the best interest of all parties to simplify the rules and make them more consistent among all communities served. This will make it easier for citizens to be served under the same set of rules with same requirements as the rest of Stillwater, which is in the Middle St. Croix Water Management Area. It will be easier for developers and contractors to understand clearly the expectations and requirements, and meet them with less angst. City Council Meeting July 2, 2019 Page 2 of 8 Public Works Director Sanders stated he is pleased the City and BCWD are working together on volume control requirements. Maybe in the future, the City could take on all permitting. Ms. Kill added that one of the next steps will be to review the existing Trout Stream Mitigation Agreement and modify or dissolve that agreement to allow MIDS to be applied in the entire drainage area. Washington County Commissioner Gary Kriesel stated he is pleased to hear the agencies are working towards consistency. Seasonal Food Vending Permit Policy Community Development Director Turnblad stated that food trucks are increasingly popular as caterers for private gatherings. Food trucks require permits from the City, but since food trucks used as caterers do not have the same impact as food trucks offering food to the public, the City does not require permits for them. Staff would like to discuss current practices with the City Council to confirm or get direction to change them. He discussed the following situations: 1) food trucks catering in residential neighborhoods outside of downtown. Currently the City allows this to happen as long as there is no parking on public property and no sales to the general public. Councilmembers stated they have no problem with that. Mr. Turnblad went on to discuss situation 2) food trucks catering downtown. Currently any vending trucks require a permit. Staff feels that if it is truly for a one‐time catering job, as long as it is on private property and occurs three times per ye ar or less, it should be allowed without a permit. If more frequent than that, staff feels it is part of the business plan and should be addressed through the special use permit, as it could impact the amount of parking available to meet parking requirements. Councilmember Weidner stated he does not relate food trucks to other events that have a bigger impact. He would look at the number of times allowed being more than three times, maybe 10. Mr. Turnblad brought up situation 3) food vending as catering for private gatherings in City parks. Currently it is allowed, as long as it meets parameters. It has to be legitimately under contract to a group. It is not allowed at all in Lowell Park. Council consensus was they are fine with this. Mr. Turnblad stated situation 4) involves administrative issuance of seasonal food vending permits. There are 24+ guidelines and this is very heavily regulated. He asked if staff could handle these permits administratively rather than the Planning Commission. Council consensus was this situation could be better handled administratively than by the Planning Commission. Mr. Turnblad will bring back a proposed ordinance amendment based on the discussion. Discussion on concept of concurrent detachment/annexation of properties within Oak Park Heights Community Development Director Turnblad informed the Council that Canvas Health approached the City about a future plan to redevelop their property on the south side of Orleans Street between Panama Avenue and Ozark Avenue. The property lies partly within City Council Meeting July 2, 2019 Page 3 of 8 Stillwater and partly within Oak Park Heights. Canvas Health would like their whole property to be located within Stillwater. This would require detachment from Oak Park Heights and annexation to Stillwater. Oak Park Heights supports the detachment request if the City of Stillwater is willing to concurrently detach the right‐of‐way property that Lookout Trail traverses. If the Council agrees, the staffs of the two Cities will draft a memorandum of understanding to bring back to the Councils for formal adoption. Council consensus was to proceed with the concurrent detachment and annexation documents. 615 Broadway Street South Designation Study Clarification Mr. Turnblad stated that on June 4 the Council voted 2‐1 to beg in the process of local historic designation, which would prohibit demolition. Mr. Turnblad was not at the June 4 meeting, so he would like clarification on what the Council’s intent was. The official action was to reject the designation study performed by a historian on the City’s approved list. By rejecting the study which found that the property does not meet the Department of Interior guidelines for designating property, the City is initiating the process of locally designating the property rather than nationally designating it, thereby creating a prohibition on demolition. Mayor Kozlowski asked is there a third option whereby the Council could deny the demolition permit without ordering the designation study; and City Attorney Land answered that she believes the only options are to approve the demolition or order the study. She acknowledged that the Council received a letter from an attorney challenging a couple of points, claiming there is not a denial yet because the process is ongoing. Ms. Land believes the Council has given the denial by the action on June 4. Pursuing a local historic designation option means the Council has effectively denied the demolition permit. She does not feel the City has enough in the record as to why the Council denied the permit, especially in light of the study that says it does not meet standards and criteria for national designation. What is the criteria for designating it locally? If that cannot be outlined, then the Council should approve the demolition. Under Robert’s Rules, a motion to reconsider an action must be made at the meeting immediately following that action. In this case, there has been a meeting in between, so the Council would need to suspend Robert’s Rules to reconsider the June 4 vote or continue it to a future meeting. Motion by Councilmember Polehna, seconded by Mayor Kozlowski, to suspend Robert’s Rules of Order. Motion failed. Ayes: Councilmember Polehna and Mayor Kozlowski Nays: Councilmembers Junker, Collins and Weidner STAFF REPORTS Police Chief Gannaway stated 4th of July preparations are done. All the river lots will be closed with jersey barriers. The Wall That Heals is coming to the Old Athletic Field in July. Staff will enforce one side only parking on the surrounding residential streets. Assistant Fire Chief Ballis noted any fireworks that project into the air are illegal. City Council Meeting July 2, 2019 Page 4 of 8 Community Development Director Turnblad reported that Stillwater was recognized as a Step Two GreenStep City at the League Minnesota Cities conference in Duluth. He stated the revised Comprehensive Plan was resubmitted to the Metropolitan Council and review will take 4‐5 weeks. Councilmember Junker stated he received calls regarding the number of trucks on the North Hill hauling fill; and Public Works Director Sanders replied he thinks the majority of the road work is completed. Police Chief Gannaway added that the State Patrol’s commercial vehicle enforcement division will be doing some extra checks on the north end of town due to truck hauling. Councilmember Junker asked when the Main Street stairs will be open; and Mr. Sanders responded that a geo technical engineer is reviewing the projec t. The stairs could be opened up again within the next month. City Administrator McCarty stated the City is ready for the 4th of July celebration, backup is July 5th. A summary is being prepared from the Strategic Planning Session held on June 20. The 2020 budget is underway. RECESS Mayor Kozlowski recessed the meeting at 5:36 p.m. RECESSED MEETING 7:00 P.M. Mayor Kozlowski called the meeting to order at 7:02 p.m. Present: Mayor Kozlowski, Councilmembers Collins, Junker, Weidner and Polehna Absent: None Staff present: City Administrator McCarty City Attorney Land Police Chief Gannaway Assistant Fire Chief Ballis Community Development Director Turnblad Director of Public Works Sanders Finance Director Provos City Clerk Wolf PLEDGE OF ALLEGIANCE Mayor Kozlowski led the Council and audience in the Pledge of Allegiance. PETITIONS, INDIVIDUALS, DELEGATIONS & COMMENDATIONS Councilmember Polehna recapped plans for the 4th of July celebration. There will be no radio simulcast because there is no longer a radio station in Stillwater. City Council Meeting July 2, 2019 Page 5 of 8 OPEN FORUM Cameron Murray, 350 Main Street North, thanked the City for reposting the signs that say pedestrian crossing. He requested more garbage cans on Second Street. CONSENT AGENDA June 18, 2019 regular meeting minutes Payment of Bills Ordinance 1129, an ordinance amending Article 31‐325, allowable uses in non‐ residential districts, and Article 31‐512, regulation of radio and television towers of the City Code of the City of Stillwater ‐ 2nd Reading Ordinance 1128, an ordinance repealing Section 35‐25(d) regarding regulations for commercial lawn fertilizer applicators of the Stillwater City Code ‐ 2nd Reading Baker‐Tilly (formerly Springsted) Financial Consulting Contract Resolution 2019‐077, approving the Minnesota Historical Society Minnesota Historical & Cultural Heritage Grant acceptance form Resolution 2019‐078, approving revisions to City of Stillwater Employment Policy Manual due to new Minnesota Wage Theft Law Knights of Columbus Off‐Site Gambling application Motion by Councilmember Collins, seconded by Councilmember Polehna, to adopt the Consent Agenda. All in favor. PUBLIC HEARINGS CPC Case No. 2019‐26 to consider a Zoning Text Amendment for the creation of a Rural Residential Zoning District. (Motion to remove from agenda). Motion by Councilmember Polehna, seconded by Councilmember Junker, to remove this public hearing from agenda. All in favor. CPC Case No. 2019‐33 to consider an amendment to City Code Section 41‐8, Subd. 11(3) to increase the number of Type C Short Term Home Rental Licenses–Ordinance 1st Reading Community Development Director Turnblad stated that a public hearing snafu caused the last discussion, thought to be first reading, to technically be a conceptual approval. Fifteen Type C1 vacation rental licenses are currently allowed by City Code to be issued in the City. All 15 have been issued. However, Brian Brosdahl (applicant for this case) would like to convert a Type B2 license for his property at Second and Pine Street to a Type C. Since no Type C licenses are available, he has submitted a request to amend the City Code by increasing the number of Type C licenses that can be issued. At the June 18, 2019 meeting, the City Council gave conceptual approval of this amendment on a 3‐2 vote. The effect of the ordinance would be to increase by five the number of available licenses in the Central Business District and another five in residential districts. Staff recommends first reading of the amending ordinance. Councilmember Weidner asked if there was a maximum number of Type C licenses available specifically downtown and in residential previously; and Mr. Turnblad replied no, distribution was not regulated. Staff is suggesting the distribution restrictions. City Council Meeting July 2, 2019 Page 6 of 8 Councilmember Weidner noted that the ordinance says these rentals may be detrimental to a neighborhood, so why would the Council allow more of them in residential neighborhoods; and Mr. Turnblad responded that the main reason the Council looked at limits initially was so as not to overwhelm a particular neighborhood. As it evolved, the rentals did not end up being clustered in any particular area, they were well spread out, so staff thinks another five in the residential districts probably will not have a negative effect. Mayor Kozlowski asked if there is a prohibition on clustering them. He mentioned a rental in a house at the top of Chilikoot Hill. It troubles him to see them clustered there but he has not heard any complaints; and Mr. Turnblad replied that staff originally looked at whether there should be a certain amount of distance between them like BnBs. The general consensus was that rather than regulate separation distance, the City would limit the number of permits. Councilmember Weidner remarked that he views Type Cs as businesses which could be detrimental to residential neighborhoods. He would like to alter the allowable number so there are 15 allowed downtown and 10 in the neighborhoods. Mayor Kozlowski opened the public hearing. A man, no name given, stated he has been in that house at the top of Chilikoot Hill and there are actually three bedrooms and two bathrooms, not six. Mayor Kozlowski closed the public hearing. Councilmember Polehna stated he would rather see more Type Cs downtown than in neighborhoods. Councilmember Collins commented he has not personally received any complaints. He would support allowing five more Type Cs in neighborhoods, but is also OK with a smaller number. Motion by Councilmember Junker, seconded by Councilmember Collins, to approve first reading of an ordinance amending the Stillwater City Code Sec. 41‐8, Short Term Home Rental Regulations. Motion passed Ayes: Councilmembers Collins, Junker and Mayor Kozlowski Nays: Councilmembers Weidner and Polehna UNFINISHED BUSINESS Demolition Designation Study ‐ 116 Harriet Street North Community Development Director Turnblad explained that Dan and Allison Boblit would like to demolish their two‐car garage and replace it with a similarly‐sized three‐car garage. On May 15, 2019, the Heritage Preservation Commission denied the demolition of the garage on the basis the structure is a historic resource and there are feasible alternatives to demolition. He stated this was based not so much on the structure itself, but the history of people associated with the structure. At the City Council’s June 4, 2019 meeting, the Council authorized the preparation of a demolition designation study for the accessory structure. However, at the June 18 City Council meeting, Councilmembers absent from the June 4 meeting requested reconsideration of the preparation of the demolition designation study. City Council Meeting July 2, 2019 Page 7 of 8 Councilmember Weidner asked if the designation study costs the City $5,000; and Mr. Turnblad replied yes. Councilmember Weidner pointed out that the Council chose not to accept the last designation study that was done for another location. He asked if a demolition permit is denied and the Council chooses to proceed with a designation study, is there a set of criteria about what may be designated locally as historic; and Mr. Turnblad replied yes, but such a study would be done in house. Councilmember Weidner commented, so historic value could be the story behind some people who used to live there; and Mr. Turnblad replied yes. In this case, the builder of the structure was a steamboat builder. It is not known if he constructed steamboats in this building but steamboat parts were found in the building. Councilmember Weidner stated it seems like a waste of money to do a designation study, especially if the Council does not follow the advice of people it designates as experts. Councilmember Junker stated for the record, the HPC was told there might be a reduction in the cost of the study because of the area (garage only) to be studied. Councilmember Polehna agreed that it seems a waste if the Council is not going to follow the advice of the firm chosen do to a study. Motion by Councilmember Weidner, seconded by Councilmember Polehna, to grant the demolition permit for the garage at 116 Harriet Street North. Motion failed. Ayes: Councilmembers Weidner and Polehna Nays: Mayor Kozlowski, Councilmembers Collins and Junker Motion by Councilmember Junker, seconded by Councilmember Collins, to order a designation study for the garage at 116 Harriet Street North. Motion passed Ayes: Mayor Kozlowski, Councilmembers Collins and Junker Nays: Councilmembers Weidner and Polehna NEW BUSINESS Lumberjack Days 2019 Parking Request City Clerk Wolf reported that the organizers of Lumberjack Days would like to reserve parking Lot 3 as a valet lot for Water Street Inn guests. In the past, the City allowed parking Lot 4 to be used for Water Street Inn guests, while their lot was being used for the event. However, this year with MnDOT’s construction items and limited access to Lot 4, they would like to use Lot 3. The request was reviewed by the Downtown Parking Commission at their June 20 meeting. The Commission recommends a reservation of 22 spaces and a reservation fee for 4 days, according to the 2019 fee schedule (total cost would be $264). Motion by Councilmember Weidner, seconded by Councilmember Polehna, to approve the request for Lumberjack Days to reserve 22 spaces in Lot 3, waiving the fee. All in favor. Ragnar Relay Event City Clerk Wolf stated that an application was received for the Ragnar Relay to be held August 16, 2019. This is a long distance running event consisting of approximately 450 City Council Meeting July 2, 2019 Page 8 of 8 teams of runners starting in St. Paul and ending in Duluth with many stops along the way. Two of those stops are in the City of Stillwater. This event has been held in Stillwater for over 15 years. The event would run through Stillwater during the early morning hours with little impact to the City. This year the route, size of the event, and type of exchange point have changed. The Council needs to review the event and enter into an agreement. The event will have a minor exchange stop at the Evangelical Church on Manning Avenue and a major exchange stop in South Lowell Park. The Downtown Parking Commission had concerns with the number of vans that would be involved. At the downtown Stillwater exchange there would be the potential for around 300 vans around 10:30 a.m. If the Council wishes to approve the special event they should pass a motion approving the 2019 Ragnar Relay event and contract with Ragnar Events LLC, subject to coordination of the event with the City’s Police, Fire, EMS and Public Works to meet the City’s requirements. Motion by Councilmember Polehna, seconded by Councilmember Collins, to approve the 2019 Ragnar Relay event and contract with Ragnar Events LLC. All in favor. COUNCIL REQUEST ITEMS Councilmember Polehna stated the Council will be leading the Lumberjack Days parade. ADJOURN Motion by Councilmember Weidner, seconded by Councilmember Junker, to adjourn. All in favor. The meeting was adjourned at 7:32 p.m. Ted Kozlowski, Mayor ATTEST: Beth Wolf, City Clerk Resolution 2019‐077, approving the Minnesota Historical Society Minnesota Historical & Cultural Heritage Grant acceptance form Resolution 2019‐078, approving revisions to City of Stillwater Employment Policy Manual due to new Minnesota Wage Theft Law Ordinance 1128, an ordinance repealing Section 35‐25(d) regarding regulations for commercial lawn fertilizer applicators of the Stillwater City Code Ordinance 1129, an ordinance amending Article 31‐325, allowable uses in non‐ residential districts, and Article 31‐512, regulation of radio and television towers of the City Code of the City of Stillwater Page 1 LIST OF BILLS Accela Inc Monthly UB web payments 442.85           Ace Hardware Supplies 263.31           Advance Auto Parts Supplies 41.30             Advanced Sportswear Polos 440.00           AE2S Construction (EIM) City Hall Project 24,487.20     Amdahl Locksmith Inc Chris Lock service 1,745.40        Aspen Mills Uniforms 1,141.72        Batteries Plus Bulbs Equipment repair supplies 72.95             Blue Tarp Financial Equipment repair supplies 162.96           BlueCross BlueShield of MN Inc. Retiree Health Ins 3,164.00        Board of Water Commissioners WAC Charges 5,148.00        Braden Construction Inc. City Hall Project 79,058.10     Buberl Black Dirt Inc. Black dirt picked up 150.00           Bureau of Crim. Apprehension Terminal access charge 270.00           Burks Tree and Landscape Care Tree Care 1,014.00        Butala Paige Park Fee Refund 135.00           Cemstone Products Co Inc Concrete repair 667.50           Century Link Telephones 681.50           Cintas Corporation Mat & uniform cleaning service 302.59           City of St. Paul Training 180.00           Clifton LarsonAllen LLP Audit 19,700.00     Comcast Internet & Voice 319.60           Community Thread Contribution 9,000.00        Dalco Janitorial supplies 647.40           ECM Publishers Publications 152.00           EdgeTech Systems Episode EPI kit 195.95           Emergency Automotive Equipment repair supplies 91.80             Enterprise FM Trust Lease vehicles 6,024.14        Fastenal Company Equipment repair supplies 396.92           Frontier Ag & Turf Equipment repair supplies 73.47             Gertens Wholesale Park supplies 3,215.00        Goodyear Commercial Tire Tires 465.87           Gopher State One Call Inc. Locates 535.95           Grainger Equipment repair supplies 245.93           Heritage Printing Inc. Newsletter Printing 2,149.83        Hildi Inc Actuarial valuation 1,000.00        Hoisington Koegler Group Inc Comprehensive plan update 2,480.00        Holiday Companies Vehicle washes 300.00           Hugo Equipment Company Equipment repair supplies 115.07           I State Truck Center Equipment repair supplies 37.33             Kelly & Lemmons PA Prosecution 8,333.00        Kenneth Lee James Assoc Inc. Flag 204.00           Kermits Disposal of Forest Lake Northland Park 459.00           Kirvida Fire Inc. Vehicle repair 4,065.89        LeVander Gillen Miller PA Professional services 13,284.32     Page 2 Lincoln National Life Insurance Co COBRA Life Insurance 7.20                Loffler Companies Extremeworks 9,639.00        MailFinance Inc Folding Machine Lease 1,174.05        MCFOA Membership 45.00             Menards Supplies 1,513.78        Metropolitan Council Wastewater Charge & SAC 165,691.04   Miller Excavating 2019 Streets 100,502.47   MK Mechanical Inc A/C system parking garage 324.00           MN Dept of Labor and Industry Quarterly Surcharge 6,401.81        MP Nexlevel LLC Locating 828.75           Municode Ordinances 1,029.60        NAC Mechanical and Electrical Services City Hall Project 9,798.30        Office Depot Office supplies 247.91           OnSite Sanitation Portable Restroom 1,910.08        O'Reilly Auto Parts Hand clean 13.49             Pinky's Sewer Service Sewage pumping 200.00           Pioneer Rim and Wheel Co. Supplies 294.37           Pomps Tire Service Inc. Tires 369.00           Primary Products Co. Nitrile gloves 100.59           Pro‐Tec Design Panic button 807.50           Pullen Annette Marie Therapy 90.00             RagnaSoft Inc PlanIt 1,555.00        Rainbow Corral Critters Petting zoo ‐ Nite to Unite 625.00           Safe Fast Inc Gloves 185.40           Sentinel MN LLC Squad rifles 17,760.00     Sherwin Williams Paint 444.90           Song Jennifer Parking Ramp Refund 20.00             St. Croix Boat and Packet Co. Dock Space Lease 2,666.67        Stillwater Motor Company Vehicle service 47.69             Stillwater Rotary Club Membership 380.00           Stillwater Towing Tow service 250.00           Stillwater Township 2019 Annexation Payment 47,146.15     SW/WC Service Cooperatives Retiree Health Insurance 78,522.25     T.A. Schifsky and Sons Asphalt 6,226.31        Tait Graham E Reimburse for mileage 180.96           Tessman Seed Co. St. Paul Scottish links 242.82           Thomson Reuters Information Charges 146.20           Toll Gas and Welding Supply Cylinders 43.92             Tri‐State Bobcat Equipment repair supplies 804.95           Tri‐State Pump and Controls Inc. Lift station repair 11,565.04     United States Treasury PCORI Tax 607.60           US Bank Paying agent fees 875.00           Valley Trophy Inc. Name plate 10.00             Verizon Wireless MN State contract mobile broad 630.18           Voyant Communications Phone 536.41           Waldron Company Strategic planning 2,465.00        Wash. Cty Historical Society Contribution 1,250.00        Page 3 Washington County Sheriffs Office Flood 16,907.98     Wilson Development Services Professional Services 6,448.28        Wold Architects and Engineers City Hall Project 297.00           Wolf Marine Inc. Summer slip lease 750.00           WSB & Associates Inc. Veterans Memorial Park Improvements 532.00           WWGoetsch Associates Inc Lift station repairs 9,291.53        Youth Service Bureau Contribution 2,625.00        Xcel Energy Energy 15,705.63     Ziegler Inc. Equipment repair supplies 110.60           REC CENTER Advanced Sportswear Uniforms 490.00           AT&T Mobility Cell phone 67.00             Canteen Refreshment Services Concessions 220.21           Cintas Corporation Mat cleaning service 51.50             Corval Constructors Equipment repair supplies 426.60           HDR Architecture Dome Project 344.39           Holiday Credit Office Fuel 15.91             ISD #834 Stillwater Area Schools Community Ed Ad 700.00           Riedell Shoes Inc. Skates 250.00           CREDIT CARDS 4Imprint Event giveaways 772.01           All Source Security Container MFG Lock for shred bin 20.80             Amazon.com Standing work station for Jenn 470.42           Apple iTunes Song ‐ Tim Peltier's retirement 1.38                BCA Training & Auditing Training 75.00             BlindsLowes.com Custom Blinds 95.20             Digicert UCC Cert for sw‐exchange 680.00           Ebay Supplies 6.98                Eventbrite Training 149.00           Geiger Coffee mugs 619.36           GoDaddy.com Wild Card Subscription 711.86           Greater Stillwater Chamber of Commerce Training 25.00             Home Depot Rifle cases 239.94           Lowes Home Centers Inc. Supplies for counter & privacy glass 288.92           Minute Key Menards Supplies for CH repairs 6.43                MN DNR Riverbank Stabilization 1,000.00        Pony Express Vehicle detailing 364.08           Radisson Hotel Duluth Hotel for conference 163.98           SARIS Bike repair station ‐ SHIP grant 1,417.50        School Outfitters Office chair 164.37           Page 4 LIBRARY Ace Hardware Janitorial Supplies 135.35           Brodart Co Materials 4,944.13        Cintas Corporation Misc ‐ Library Plant 72.24             Cole Papers Janitorial Supplies 501.35           Comcast Internet/WiFi ‐ July 188.06           Culligan of Stillwater Water 36.45             Demco Inc. Processing Supplies 75.70             Friends of the Stillwater Public Library Friends Sales Reimbursement 884.75           Heritage Printing Inc. June ShelfLife 429.97           Midwest Tape Materials 839.04           One23 Events LLC Event Service 4,500.00        Paper Roll Products General Supplies 188.62           Pinnacle Building Services Window Cleaning 775.00           Washington County Library Q2 2019 Notices 513.32           Waste Management of WI‐MN Extra Garbage Pickup 50.66             LIBRARY CREDIT CARD 45 Degrees Gift card ‐ Programs ‐ Adult 40.00             Alfresco Casual Living Gift card ‐ Programs ‐ Adult 40.00             Amazon.com Supplies 344.75           Cooks of Crocus Hill Gift card ‐ Programs ‐ Adult 70.00             Dream Host Webhosting 6.00                Matuzungidi Siama Materials 17.97             MN State Horticultural Society Materials 34.00             National Audubon Society Materials 20.00             National Trust For Historic Preservation Materials 20.00             Rose Floral Gift card ‐ Programs ‐ Adult 30.00             Tin Bins Gift card ‐ Programs ‐ Adult 30.00             Valley Bookseller Gift card ‐ Programs ‐ Adult 40.00             JUNE MANUALS Century Link Telephone 338.39           Integrity Land Development Inc Heifort Hills 14,649.78     Postmaster Newsletter Postage 1,714.65        Turlecub Productions Ann Reed on the Terrace Concert 500.00           Memo DATE: July 11, 2019 TO: Mayor and City Council FROM: Sharon Provos, Finance Director RE: Sanitary Sewer Adjustments BACKGROUND: During the course of any given year, sanitary sewer rate adjustment recommendations come before Council. These adjustments are mainly due to leaks found during the course of the year, but often stand out more during the readings during the 1st quarter of every year. For residential properties, sanitary sewer billing rates are set during the 2nd quarter of every year using the water consumption ( obtained from the Water Board) from the 1st quarter of the year. This rate is then used for the next 4 billing cycles (quarters) until the rates are reset again the following year. As mentioned before, occasionally there are some properties that have experienced increased water usage during the 1st quarter of the year due to some unforeseen circumstances (e.g. leaky toilet, water softener issues, pipe issues, etc.). This increased water usage naturally in turn increases their sanitary sewer billing rate for the next 4 billing cycles (quarters). These residents/owners will then call the City to explain their individual circumstance. We (Finance) then review consumption rates from prior/current quarters to see if we can determine the duration/termination of the leak based on the information provided to us by the water department and the resident/owner. This information then is used to provide Council with new billing rate recommendations for upcoming billing periods (until the new rates are reset the following year). This practice has been used by the City for many years, and has been proven to be a fair and accurate way for property owners to pay their fair share of the use of the sanitary sewer system. RECOMMENDATION: Attached are staff recommendations for sanitary sewer rate adjustments currently requested by property owners. These adjustments are expressed in gallons ( of consumption), based on the average consumption of the prior 3 years, and converted to the new billing rate using the most current billing rates approved by Council. These adjustments will begin with the next billing cycle (3rd quarter billing). In other words, staff is recommending to Council that the property owner at least pay the increased sanitary sewer rate for the billing period in which the leak occurred. COUNCIL ACTION: If Council agrees with Staffs recommendation, Council needs to approve staff recommendations as listed on the attached Exhibit A. CITY OF STILLWATER EXHIBIT A Description of Billing Quarter Circumstance Winter Average Gallons Adjustment for 1 Leaking Toilet From 19,000 2nd To 8,000 2 Water softener malfunction From 125,000 2nd To 11,000 3 Leaking Toilet From 39,000 2nd To 23 ,000 4 Running water to prevent freeze From 13,000 2nd To 9,000 5 Leaking Toilet From 17,000 2nd To 8,000 6 Outside leaky faucet From 91,000 2nd To 20,000 7 Leaking Toilet From 51,000 2nd To 9,000 8 Leaking Toilet From 36,000 2nd To 22,000 9 Leaking Toilet From 43,000 2nd To 17 000 10 Water softener malfunction From 44,000 2nd To 18,000 11 Leaking Toilet From 20,000 2nd To 2 ,000 12 Leaking Toilet From 42,000 2nd To 29,000 13 Leaking Toilet From 64,000 2nd To 26,000 14 Leaking Toilet From 22,000 2nd To 10,000 15 Humidifier Malfuction From 18,000 2nd To 7,000 16 Extra washing From 22,000 2nd To 9,000 17 Leaking Toilet From 133,000 2nd To 69 ,000 DATE: July 12, 2019 TO: Honorable Mayor & City Councilmembers FROM: Sharon Provos, Finance Director TOPIC: Purchasing Policy BACKGROUND On, August 21, 2018 the City Council approved the City’s Purchasing Policy. That policy allows the City Administrator to approve purchases up to $50,000. The policy wasn’t clear on whether the City Administrator could also sign contracts related to those purchases. Attached is a revised policy that addresses this oversight, with the revisions highlighted in yellow. RECOMMENDATION Staff recommend approving the revised purchasing policy. ACTION REQUESTED If Council concurs with staff recommendation, they should pass a motion to approve the revised Purchasing Policy. 216 4 th Street N, Stillwater, MN 55082 651‐430‐8800 www.ci.stillwater.mn.us CITY OF STILLWATER PURCHASING POLICY Junely 187, 2019 1 POLICY. 1.1 The City of Stillwater budget, as adopted for each year, allocates funds for the purchase of supplies, goods and services, contractual and consulting services, other services and capital outlay items. Requests cannot be made for items out‐ side the budget except under special circumstances. These special circumstances will have to be approved by the City Council upon recommendation of the City Administrator. The Purchasing Agent is the City Administrator. 1.2 All budgeted Capital Outlay purchases in excess of $50,000 must be approved by the City Council prior to purchase. All budgeted Capital Outlay purchases up to $50,000 must be preapproved by the City Administrator. Any item changes listed in the approved Capital Outlay Budget must be authorized by the City Council. Capital Outlay purchases consist of computer equipment with a cost of more than $500 and all other assets with a cost of $1,000 or more that have a useful life of greater than one (1) year. 1.3 All budgeted purchases shall be submitted for review by the City Council and pro‐ vided in the regular meeting packets. 1.4 All purchases and charges must be approved for payment by the appropriate Department Head or designee. 2 DEPARTMENTS AFFECTED: All Departments. Page 2 of 6 3 PURCHASING PROCEDURE: 3.1 Purchase Requirements: Amount of Purchase Type of quote required Approval required by: Written bid specifications Sealed bids required Contract required Invoice required Purchases up to $1,000 Not Required City Clerk; Asst. Public Works Supt.; Police Capt. Deputy Fire Chief; IT Manager Not Required No No Yes Purchases $1,000 up to $5,000 At least two written quotes required unless special circumstances are noted Department Heads As required based on type of purchase No *As required based on type of purchase Yes; signed by Department Head/ Authorized Signer Purchases over $5,000 up to $50,000 At least three written quotes required unless special circumstances are noted. City Administrator As required based on type of purchase. As required based on the type of purchase *Construction projects yes; commodities at discretion of City Administrator Yes, except for certain construction projects; signed by City Administrator or Deputy Treasurer Purchases over $50,000 up to $175,000 At least three written quotes required unless special circumstances are noted. City Council As required based on type of purchase. As required based on the type of purchase **Construction projects yes; commodities at discretion of City Administrator Yes, except for certain construction projects; signed by City Administrator or Deputy Treasurer Purchases greater than $175,000 City Clerk must advertise in City’s legal newspaper City Council Required. Yes Yes Yes, except for certain construction projects (i.e., Local Imp.); signed by City Administrator or Deputy Treasurer *Contracts up to $50,000 may be signed by the City Administrator. **Contracts $50,000 and over must be signed by the Mayor and City Clerk Page 3 of 6 3.2 Bidding Requirements: 3.2.1 When supplies or equipment are competitive in nature, specifications cannot exclude all but one type of equipment or supplies. Proposals and specifications must allow free and full competition. Bidding requirements can‐ not be avoided by splitting a contract into several contracts, each of which is below the minimum amount requiring sealed bids. For example, the City cannot purchase $30,000 of lumber in several transactions, each involving an expenditure of less than $25,000. However, if materials or work logically fall into two separate contracts because they involve separate trans‐ actions, as for the service of contractors specializing in different kinds of work, the City can negotiate the contracts individually without sealed bids if the bids do not exceed the $25,000 minimum. 3.2.2 Sealed bids are required for purchases exceeding $175,00 The bids must be advertised by the City Clerk in the City’s legal newspaper (Notice to Bidders) and publicly opened and approved by Council resolution. In addition to the legal notice, the City must prepare instructions to bidders and general specifications for sealed bids. Attaching a copy of the proposed contract to the instructions to bidders is required. 3.2.3 Bid security in the amount of ten percent (10%) of the bid (for sealed bids for purchases over $175,000) shall be submitted to the City Clerk. The bid security guarantees that in the event the bidder’s offer is accepted, the bidder will enter into a contract in accordance with the proposal. Bid security of the successful bidder will be returned upon execution of the con‐ tract documents. Bid securities of unsuccessful bidders will be returned within a reasonable time period (Minnesota Statute §574.27). Failure of the successful bidder to execute the Contract and furnish applicable bonds within ten (10) days after receiving written notice of the award shall cause the bid security to be forfeited as liquidated damages to the City. In the event the successful bidder fails to execute the contract, the City Council may award the contract to the next lower competent bidder unless the Council determines that public interest will be better served by accepting a higher bid, or the contract may be re‐advertised. 3.2.4 Municipal contracting law requires that bids must be awarded to the lowest responsible bidder. It should be noted that the bidder who submits the lowest bid in dollars is not necessarily the “lowest responsible bidder” and the quoted phrase gives the Council reasonable discretion in choosing among bidders. Responsibility, in bid statutes, Page 4 of 6 means not only financial responsibility but also integrity, skill, and the likelihood that the bidder will perform faithful and satisfactory work. 4 APPROVAL OF GOODS /SERVICES AND AUTHORIZATION OF PAYMENT 4.1 Upon receipt of the invoice the Department Head/Designee shall: • Write “OK to Pay” and initial the invoice; • Attach a copy of the quote; • Code to the appropriate account. NOTE: Charging a purchase to a different account because funds do not exist in the correct account or the account is over budget is Not Allowed. (i.e. Office supply budget is depleted, but copy paper is needed – the invoice still must be coded and charged to the Office Supply account.); and • Submit to the Finance Department. Invoices and supporting documentation will be scanned in the City’s Record Management System and retained according to the City’s Record Retention schedule. 4.2 Finance shall review the invoice for correctness and compliance with the City purchasing policy and include the payment on the list of bills for Council approval in a timely manner and then files the invoice and payment (check) accordingly. Note: IC 134 forms are required before the City can make final payment for construction contracts. 4.3 The City Council shall appoint a Deputy Treasurer. The Deputy Treasure shall be authorized to approve and sign purchases in the absence of the City Administrator and shall follow the policy and procedures set forth herein. 4.4 Department Heads shall designate, in writing, employees within their respective departments that are authorized to issue and sign invoices for the Department. The Department Heads shall be responsible for ensuring that the designated person knows and understands the City’s purchasing policy and that the designee acts in accordance with the policy. 5 RECREATION FACILITIES MANAGER 5.1 The Recreation Facilities Manager shall be authorized to make purchases provided that the Manager follows the same procedures as stated above. 6 EMERGENCY PURCHASES (Pursuant to Resolution 2011‐33, Adopted February 15, 2011) 6.1 During a disaster or emergency the Mayor and/or the City Administrator may enter into contracts or incur obligations necessary to combat the emergency or disaster by protecting the health and safety of persons and property. The City Administrator may forego time–consuming procedures and formalities as it relates to entering into contracts, incurring obligations, employment of Page 5 of 6 temporary workers, rental of equipment and purchasing of supplies and materials. 6.2 Approval of all contracts must be subsequently ratified by the City Council at their next meeting. Page 6 of 6 APPENDIX A: Authorized Signers for Invoices and Payroll Timesheets Please note that Department Head approval is required on all purchases. City Administrator or Deputy Treasurer approval is required on all purchases of $1,000 or more. Please review the City’s Purchasing Policy if you have questions regarding the approval process. ACCOUNTS PAYABLE Department Authorized Signer Authorized Back‐Up Signer Administration City Administrator/City Clerk Acting City Administrator Building Inspections Comm. Dev. Director Building Official Elections City Clerk City Administrator Engineering PW Director* Asst. City Engineer* (*also authorized to sign contracts and grading deposits) Finance Finance Director Asst. Finance Director Fire Fire Chief Asst. Fire Chief Human Resources Human Resources Manager City Administrator Library Library Director Asst. Library Director MIS IS Manager City Administrator Community Development Comm. Dev. Director Planner Plant/City Hall City Administrator/City Clerk Acting City Administrator Plant/Library Library Director Asst. Library Director Police Police Chief Police Captain Public Works (all areas) PW Superintendent Asst. Superintendent/PW Director Recreation Center City Administrator Acting City Administrator PAYROLL TIMESHEETS Department/Classification Authorized Signer Authorized Back‐Up Signer City Administrator (Initialed by City Clerk) (Initialed by Finance Director) Administration City Clerk City Administrator/Acting City Administrator Building Inspection Comm. Dev. Director Building Official Department Heads/Managers City Administrator Acting City Administrator Engineering Technicians PW Director City Administrator Engineering (non‐Techs) PW Director City Administrator Finance Finance Director Assistant Finance Director Fire Fire Chief Asst. Fire Chief MIS IS Manager City Administrator Planning Comm. Dev. Director Planner Plant/Library Library Director Business & Communications Manager Police Police Captain Police Chief Public Works (all areas) PW Superintendent Asst. PW Superintendent/PW Director • H :-0 1 A I H F' : A 1; !-0 > M I N N f :,.. 0 I 4., ) MEMORANDUM Mayor and City Council ~ TO : FROM: Shawn Sanders, Public Works Director/City Engineer DATE: July 10, 2019 SUBJECT: Possible Purchase John Deere 4066R Tractor Background The City of Stillwater Public Works Department has the responsibility of maintaining city parks, trails and sidewalks. A lot of this maintenance is done with one large tractor that is used every day in the summer. The majority ofthe mowing is done with a tractor and a large pull behind mower. Trail mowing is done with different pieces of equipment none of which perform the duties very well. During winter maintenance on trails, several pieces of equipment are also used. The purchase of a new tractor, side offset rear mower, snow blower and front plow will enable staff to complete these tasks more efficiently and timely. Discussion Staff received quotes from Frontier Ag and Turf from New Richmond for a John Deere 4066R for $43,251.22, flail mower for $5,900.00, snow blower for $9,900.00 and front plow for $6,245.50 on State Bid Contract for a total of $65,296.72. Recommendation Staff recommends the purchase of the John Deere 4066R with attachments, for $65,296.72. This purchase will be paid for from Parks Capital Outlay. July 10, 2019 Ms. Sharon Provos, Finance Director City of Stillwater 216 North Fourth Street Stillwater, MN 55082-4898 RE: General Obligation Capital Outlay Bonds, Series 2019A Dear Ms. Provos: Enclosed you will find a copy of the following resolution: ($ bakertilly now joined with Springsted and Umbaugh Baker Tilly Virchow Krause, LLP 380 Jackson St, Ste 300 Saint Paul, MN 55101 T: +1 (651) 223 3000 F : +1 (651) 223 3046 bakertilly.com RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALE OF $3,065,000 GENERAL OBLIGATION CAPITAL OUTLAY BONDS, SERIES 2019A along with a meeting sheet and certification pages. After the City Council meets to consider this resolution, please fill out the meeting sheet, have the certification pages signed, and return them to my attention in the enclosed envelope . If you have any questions, please feel free to contact me . s?L~4~ Lauren E. Volz, CIPMA ~ Senior Financial Analyst Enclosures Baker Tilly Virchow Krause, LLP trading as Baker Tilly is a member of the global network of Baker Tilly International Ltd ., the members of which are separate and independent legal entities. © 2018 Baker Tilly Virchow Krause, LLP Minutes of Meeting of: City of Stillwater, Minnesota Resolution to be Adopted : Resolution Providing for the Competitive Negotiated Sale General Obligation Capital Outlay Bonds, Series 2019A Type of Meeting : Regular Meeting Date: Resolution# ___ _ Ted Kozlowski Ryan Collins David Junker Tom Weidner Mike Polehna July 16 , 2019 Present Meeting Time: 7:00 P.M . Moved Resol. Seconded Resol. In Favor STATE OF MINNESOTA COUNTY OF WASHINGTON 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 called and held on the date therein indicated, insofar as such minutes relate to the competitive negotiated sale of the City's $3,065,000 General Obligation Capital Outlay Bonds, Series 2019A. WITNESS my hand this July 16, 2019. City Clerk 3 11893174vl EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL CITY OF STILLWATER, MINNESOTA HELD: JULY 16, 2019 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 held at City Hall on July 16, 2019, at 7:00 P.M. for the purpose in part of authorizing the competitive negotiated sale of the $3,065,000 General Obligation Capital Outlay Bonds, Series 2019A. The following members were present: and the following were absent: Member _______ introduced the following resolution and moved its adoption: RESOLUTION NO . ---- RESOLUTION PROVIDING FOR THE COMPETITIVE NEGOTIATED SALE OF $3,065,000 GENERAL OBLIGATION CAPITAL OUTLAY BONDS, SERIES 2019A A. WHEREAS, the City Council of the City of Stillwater, Minnesota (the "City"), has heretofore determined that it is necessary and expedient to issue $3,065,000 General Obligation Capital Outlay Bonds, Series 2019A (the "Bonds") to finance (i) the 2019 capital outlay needs of various City departments; (ii) 2019 annual street improvement project; and (iii) 2019 downtown streetscape improvement project, pursuant to Minnesota Statutes, Chapter 475 and Sections 10.4, 10.5 and 10.6 of the City Charter, as more fully described in Exhibit B attached hereto; and B. WHEREAS, the City has retained Baker Tilly Municipal Advisors, LLC, in Saint Paul, Minnesota ("Baker Tilly MA"), as its independent municipal advisor and is therefore authorized to sell these obligations by a competitive negotiated sale in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Stillwater, Minnesota, as follows: 1. Authorization. The City Council hereby authorizes Baker Tilly MA to solicit proposals for the competitive negotiated sale of the Bonds. 2. Meetin g; P ro po sal Op enjn g. This City Council shall meet at the time and place specified in the Terms of Proposal attached hereto as Exhibit A for the purpose of considering sealed proposals for, and awarding the sale of, the Bonds. The City Clerk or designee, shall open proposals at the time and place specified in such Terms of Proposal. 11893174vl 3. Te1ms of Proposal. The terms and conditions of the Bonds and the negotiation thereof are fully set forth in the "Terms of Proposal" attached hereto as Exhibit A and hereby approved and made a part hereof. 4. Official Statement. In connection with the sale, the City Clerk and other officers or employees of the City are hereby authorized to cooperate with Baker Tilly MA and participate in the preparation of an official statement for the Bonds, and to execute and deliver it on behalf of the City upon its completion. The motion for the adoption of the foregoing resolution was duly seconded by member _______ and, after full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Whereupon the resolution was declared duly passed and adopted. 2 11893174vl STATE OF MINNESOTA COUNTY OF WASHINGTON 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 called and held on the date therein indicated, insofar as such minutes relate to the competitive negotiated sale of the City's $3,065,000 General Obligation Capital Outlay Bonds, Series 2019A. WITNESS my hand this July 16, 2019. City Clerk 3 11893174vl EXHIBIT A TERMS OF PROPOSAL $3,065,000* CITY OF STILLWATER, MINNESOTA GENERAL OBLIGATION CAPITAL OUTLAY BONDS, SERIES 2019A (BOOK ENTRY ONLY) Proposals for the above-referenced obligations (the "Bonds") will be received by the City of Stillwater, Minnesota (the "City") on Tuesday, August 20, 2019 (the "Sale Date") until 10:30 A.M., Central Time at the offices of Baker Tilly Municipal Advisors, LLC ("Baker Tilly MA"), 380 Jackson Street, Suite 300, Saint Paul, Minnesota, 55101, after which time proposals will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at its meeting commencing at 7:00 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Baker Tilly MA will assume no liability for the inability of a bidder to reach Baker Tilly MA prior to the time of sale specified above. All bidders are advised that each proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the proposal is submitted. (a) Sealed .Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223-3046 to Baker Tilly MA. Signed proposals, without final price or coupons, may be submitted to Baker Tilly MA prior to the time of sale. The bidder shall be responsible for submitting to Baker Tilly MA the final proposal price and coupons, by telephone (651) 223-3000 or fax (651) 223-3046 for inclusion in the submitted proposal. OR (b) E/ectro11ic Bidding. Notice is hereby given that electronic proposals will be received via PARITY®. For purposes of the electronic bidding process, the time as maintained by PARITY® shall constitute the official time with respect to all proposals submitted to PARITY®. Each bidder shall be solely responsible for making necessary arrangements to access P ARITI® for purposes of submitting its electronic proposal in a timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its agents, nor PARITY® shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents, nor PARITY® shall be responsible for a bidder's failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY®. The City is using the services of PARITY® solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY® is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY®, this Terms of Proposal shall control. Further information about PARITY®, including any fee charged, may be obtained from: * PARITY®, 1359 Broadway, 2nd Floor, New York, New York 10018 Customer Support: (212) 849-5000 Preliminary; subject to change. Baker Tilly Municipal Advisors, LLC is a registered municipal advisor and wholly-owned subsidiary of Baker Tilly Virchow Krause, LLP, an accounting firm. Baker Tilly Virchow Krause, LLP trading as Baker Tilly is a member of the global network of Baker Tilly International Ltd., the members of which are separate and independent legal entities. © 2019 Baker Tilly Municipal Advisors, LLC. A-1 11893174vl DETAILS OF THE BONDS The Bonds will be dated as of the date of delivery and will bear interest payable on February 1 and August 1 of each year, commencing February 1, 2020. Interest will be computed on the basis of a 360- day year of twelve 30-day months. The Bonds will mature February 1 in the years and amounts* as follows: 2020 2021 $360,000 2022 $350,000 2023 $355,000 2024 $360 ,000 2025 $370,000 2026 $375 ,000 2027 $385 ,000 2028 $390 ,000 2029 $60 ,000 $60 ,000 * The City reserves the rig ht, after prop osals are op ened and prior to award, to increas e or reduce the princip al amount of the B onas or the am ounf~any maturity or maturities in multiples of $5,000. In th e event the a mount of any maturity is modt 1ed, th e aggregate purchase price will be adjus ted to resu/L in the s am e g ro ss!· r ead per $1,00 0 o Bonds as t hat of th e orig in a f p roposal. Gross :Jpread f or t his pwpose is the di/., eren lia/ between t he p rice p aid to th e C ity f or th e new iss ue and the prices at whic h the p roposal in ica tes the sec uritie s w ill be mitially offered to th e in vesting public. Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above. In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces provided on the proposal form. BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ("DTC"), New York, New York, which will act as securities depository for the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The lowest bidder (the "Purchaser"), as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The City will name the registrar which shall be subject to applicable regulations of the Securities and Exchange Commission . The City will pay for the services of the registrar. OPTIONAL REDEMPTION The Bonds will not be subject to redemption in advance of their respective stated maturity dates. SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. The proceeds of the Bonds will be used to finance (i) the 2019 Capital Outlay needs of various City departments; and (ii) various street improvement projects. BIDDING PARAMETERS Proposals shall be for not less than $3,040,480 plus accrued interest, if any, on the total principal amount of the Bonds. No proposal can be withdrawn or amended after the time set for receiving proposals on the Sale Date unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 1/100 or 1/8 of 1 %. The initial price to the public for each maturity as stated on the proposal A-2 11893174vl must be 98.0% or greater. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. ESTABLISHMENT OF ISSUE PRICE In order to provide the City with information necessary for compliance with Section 148 of the Internal Revenue Code of 1986, as amended, and the Treasury Regulations promulgated thereunder ( collectively, the "Code"), the Purchaser will be required to assist the City in establishing the issue price of the Bonds and shall complete, execute, and deliver to the City prior to the closing date, a written certification in a form acceptable to the Purchaser, the City, and Bond Counsel (the "Issue Price Certificate") containing the following for each maturity of the Bonds (and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity): (i) the interest rate; (ii) the reasonably expected initial offering price to the "public" (as said term is defined in Treasury Regulation Section 1.148-1 (f) (the "Regulation")) or the sale price; and (iii) pricing wires or equivalent communications supporting such offering or sale price. Any action to be taken or documentation to be received by the City pursuant hereto may be taken or received on behalf of the City by Baker Tilly MA. The City intends that the sale of the Bonds pursuant to this Terms of Proposal shall constitute a "competitive sale" as defined in the Regulation based on the following: (i) the City shall cause this Terms of Proposal to be disseminated to potential bidders in a manner that is reasonably designed to reach potential bidders; (ii) all bidders shall have an equal opportunity to submit a bid; (iii) the City reasonably expects that it will receive bids from at least three bidders that have established industry reputations for underwriting municipal bonds such as the Bonds; and (iv) the City anticipates awarding the sale of the Bonds to the bidder who provides a proposal with the lowest true interest cost, as set forth in this Terms of Proposal (See "AW ARD" herein). Any bid submitted pursuant to this Terms of Proposal shall be considered a firm offer for the purchase of the Bonds, as specified in the proposal. The Purchaser shall constitute an "underwriter" as said term is defined in the Regulation . By submitting its proposal, the Purchaser confirms that it shall require any agreement among underwriters, a selling group agreement, or other agreement to which it is a party relating to the initial sale of the Bonds, to include provisions requiring compliance with the provisions of the Code and the Regulation regarding the initial sale of the Bonds. If all of the requirements of a "competitive sale" are not satisfied, the City shall advise the Purchaser of such fact prior to the time of award of the sale of the Bonds to the Purchaser. In such event, any proposal submitted will not be subject to cancellation or withdrawal. Within twenty-four (24) hours of the notice of award of the sale of the Bonds, the Purchaser shall advise the City and Baker Tilly MA if 10% of any maturity of the Bonds ( and, if different interest rates apply within a maturity, to each separate CUSIP number within that maturity) has been sold to the public and the price at which it was sold. The City will treat such sale price as the "issue price" for such maturity, applied on a maturity-by-maturity basis. The City will not require the Purchaser to comply with that portion of the Regulation commonly described as the "hold-the-offering-price" requirement for the remaining maturities, but the Purchaser may elect such option . If the Purchaser exercises such option, the City will apply the initial offering price to the public provided in the proposal as the issue price for such maturities. If the Purchaser does not exercise that option, it shall thereafter promptly provide the City and Baker Tilly MA the prices at which 10% of such maturities are sold to the public; provided such determination shall be made and the City and Baker Tilly MA notified of such prices whether or not the closing date has occurred, until the 10% test has been satisfied as to each maturity of the Bonds or until all of the Bonds of a maturity have been sold. GOOD FAITH DEPOSIT To have its proposal considered for award, the Purchaser is required to submit a good faith deposit to the City in the amount of $30 ,650 (the "Deposit") no later than 1 :30 P.M., Central Time on the Sale Date. The Deposit may be delivered as described herein in the form of either (i) a certified or cashier's check A-3 11893174vl payable to the City; or (ii) a wire transfer. The Purchaser shall be solely responsible for the timely delivery of its Deposit whether by check or wire transfer. Neither the City nor Baker Tilly MA have any liability for delays in the receipt of the Deposit. If the Deposit is not received by the specified time, the City may, at its sole discretion, reject the proposal of the lowest bidder, direct the second lowest bidder to submit a Deposit, and thereafter award the sale to such bidder. Certified or Cashier's Check. A Deposit made by certified or cashier's check will be considered timely delivered to the City if it is made payable to the City and delivered to Baker Tilly Municipal Advisors, LLC, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101 by the time specified above. Wire Transfer. A Deposit made by wire will be considered timely delivered to the City upon submission of a federal wire reference number by the specified time. Wire transfer instructions will be available from Baker Tilly MA following the receipt and tabulation of proposals. The successful bidder must send an e-mail including the following information: (i) the federal reference number and time released; (ii) the amount of the wire transfer; and (iii) the issue to which it applies. Once an award has been made, the Deposit received from the Purchaser will be retained by the City and no interest will accrue to the Purchaser. The amount of the Deposit will be deducted at settlement from the purchase price. In the event the Purchaser fails to comply with the accepted proposal, said amount will be retained by the City. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis calculated on the proposal prior to any adjustment made by the City. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non-substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. BOND INSURANCE AT PURCHASER'S OPTION The City has not applied for or pre-approved a commitment for any policy of municipal bond insurance with respect to the Bonds. If the Bonds qualify for municipal bond insurance and a bidder desires to purchase a policy, such indication, the maturities to be insured, and the name of the desired insurer must be set forth on the bidder's proposal. The City specifically reserves the right to reject any bid specifying municipal bond insurance, even though such bid may result in the lowest TIC to the City. All costs associated with the issuance and administration of such policy and associated ratings and expenses ( other than any independent rating requested by the City) shall be paid by the successful bidder. Failure of the municipal bond insurer to issue the policy after the award of the Bonds shall not constitute cause for failure or refusal by the successful bidder to accept delivery of the Bonds. CUSIP NUMBERS If the Bonds qualify for the assignment of CUSIP numbers such numbers will be printed on the Bonds; however, neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the Purchaser to accept delivery of the Bonds. Baker Tilly MA will apply for CUSIP numbers pursuant to Rule G-34 implemented by the Municipal Securities Rulemaking Board. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the Purchaser. SETTLEMENT On or about September 19, 2019, the Bonds will be delivered without cost to the Purchaser through DTC in New York, New York. Delivery will be subject to receipt by the Purchaser of an approving legal opinion of Briggs and Morgan, Professional Association, of Minneapolis, Minnesota, and of customary closing papers, including a no-litigation certificate. On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its A-4 11893174vl designee not later than 12:00 Noon, Central Time . Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the Purchaser shall be liable to the City for any loss suffered by the City by reason of the Purchaser's non-compliance with said terms for payment. CONTINUING DISCLOSURE On the date of actual issuance and delivery of the Bonds, the City will execute and deliver a Continuing Disclosure Undertaking (the "Undertaking") whereunder the City will covenant for the benefit of the owners of the Bonds to provide certain financial and other information about the City and notices of certain occurrences to information repositories as specified in and required by SEC Rule 15c2-12(b)(5). OFFICIAL STATEMENT The City has authorized the preparation of a Preliminary Official Statement contammg pertinent information relative to the Bonds, and said Preliminary Official Statement has been deemed final by the City as of the date thereof within the meaning of Rule 15c2-12 of the Securities and Exchange Commission. For copies of the Preliminary Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Municipal Advisor to the City, Baker Tilly Municipal Advisors , LLC, 3 80 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223-3000. A Final Official Statement (as that term is defined in Rule 15c2-12) will be prepared , specifying the maturity dates, principal amounts, and interest rates of the Bonds, together with any other information required by law. By awarding the Bonds to the Purchaser, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the Purchaser up to 25 copies of the Final Official Statement. The City designates the Purchaser as its agent for purposes of distributing copies of the Final Official Statement to each syndicate member, if applicable. The Purchaser agrees that if its proposal is accepted by the City, (i) it shall accept designation and (ii) it shall enter into a contractual relationship with its syndicate members for purposes of assuring the receipt of the Final Official Statement by each such syndicate member. Dated July 16 , 2019 11893174vl A-5 BY ORDER OF THE CITY COUNCIL Isl Diane Ward City Clerk 828529lvl EXHIBITB SCHEDULE OF 2019 BONDED CAPITAL OUTLAY DEPARTMENT PROJECT COSTS $ TOTAL PROJECT COSTS $ B-1 City of Stillwater Strategic Planning Workshop National Guard Readiness Center June 20, 2019 The Waldron company was hired to conduct a general strategic planning session with the City of Stillwater. Two initial meetings with the City Administrator were convened to help the Consultant gain a better understanding of the community, the setting, the politics, as well as the basic priorities. It was decided to utilize a one half day session in order to maximize the time with the City Council and management team. SUMMARY OF THE SESSION Attendees: Mayor Kozlowski, Councilmembers Collins, Junker, Weidner and Polehna, City Administrator McCarty, Police Chief Gannaway, Fire Chief Glaser, Community Development Director Turnblad, Public Works Director Sanders, Human Resources Director Robole, Finance Director Provos, IT Manager Holman and City Clerk Wolf Introductions The participants briefly introduced themselves and discussed their respective backgrounds. This certainly helped the Consultant gain perspective. Waldron also worked in Washington County for Oakdale for over 21 years and thus had a general familiarity with Stillwater and some of the basic issues. General Municipal Trends The Consultant briefly reviewed the basic trends that he has observed historically within Minnesota communities. They were discussed as follows: • Citizens continue to demand more services and almost immediate action on their concerns. On the other hand, our citizens, while demanding more services, don’t want to pay for them. Some of the more successful communities are working to connect the public’s understanding of the services that they actually like and support to the taxes that fund those respective services. • Cities are concerned about sustainability at many different levels Including planning, environmental stewardship, neighborhood preservation, energy uses, etc. • Cities are grappling with social media as well as how to successfully reach out and connect to their citizens. Stillwater’s utilization of Polco is a good response. • Successful cities have a clear vision and strategy and they stick to it. The elected officials and the staff are all on the same page. • Redevelopment and economic development are critical but not easy. Redevelopment is particularly hard. The more successful cities take an active, aggressive role in economic development. • Housing is a major issue for our respective communities. Cities are constantly grappling with how to preserve existing housing stock while providing appropriate housing opportunities for all income segments within their community. Challenges Facing Stillwater After discussing the basic trends, the participants outlined the essential challenges facing Stillwater today and in the future. The basic challenges are listed as follows: • How will parking downtown be addressed? • Is there a need for a swimming pool and a community center? • How will the funds for the river front land be generated? • How will affordable housing be addressed? • How will advocacy groups be properly managed? • How will the city maintain its older infrastructure? • How will the City respond to expectations and needs for help from adjacent communities? • How will Stillwater pay for new services demanded by the public? • How will Stillwater reach out and connect with the broader community? • How will communication be facilitated inside and outside of the organization? • How with the City integrate the internal IT system ? • How will the City continually respond to the demand for new services? • How will the City keep up with advanced technology while ensuring that the implementation is safe? • How will the City manage external expectations from the community? • The City needs to develop performance standards. • How will the City manage partnerships with other cities as well as other interest groups? • How will the City formulate an effective economic and redevelopment program? • How will the City address it’s need for additional staffing? • Stillwater is experiencing more serious crime. • How will the City keep up with new mandates? • How will the City balance the months of the tourist needs versus the needs of the non-tourist months? • How will the City continue to manage all of its events effectively? • The City has a unique downtown, How will it maintain it’s historic perspective? • What is the appropriate level of historic regulation? • How does the city address the perspective where many citizens feel that the City contributes more to the downtown than the rest of the Cith on the whole? Mission Statement The participants briefly reviewed the current mission statement for the City. The current statement was deemed adequate and appropriate at this point in time. City of Stillwater Mission Statement adopted in 1995: To provide the community with quality living environment and quality public services and facilities while protecting cultural, historical and natural resources through fair and open government, careful planning, effective management and efficient fiscal policy. Strategic Plan Accomplishments The participants proceeded to discuss the most recent accomplishments with respect to the strategic plan. (Some of these appear to be multi year.) The following depicts the accomplishments that were reviewed: • The Council handbook was completed as were various training sessions. • The staff evaluation system has been developed • An informal communications strategy has been developed that will utilize Polco. • A personnel policy manual has been completed • The comprehensive plan has been completed and submitted. • The CIP has been completed • A proactive legislative effort was completed. • Event policies have been completed. • Regular strategic planning sessions have been set. • Community development standards have been formulated • An insurance work group has been established as well as other working groups such as labor management. • Critical positions have been hired including HR, zoning, and facilities management • The City ,overall, has adopted a more strategic approach • Police and fire facilities have been completed • The Mayor and Council have made a major effort to reduce micromanagement of the leadership team. • Tom McCarty was hired. • Arts and cultural items have been completed. • Historic tours have commenced • The Convention and Visitor’s Bureau was created. • The new bridge was finished which helps the downtown ,while raising expectations. • The lift bridge rehabilitation and loop trail is moving forward. • The City has effectively used TIF. • Zephyr Theatre and Lift Bridge Brewery moved forward Additions to the Strategic Plan for Next Year The participants broke into three groups to discuss elements that should be added to the strategic plan for the next year. These items were developed in the context of the municipal trends as well as the challenges that Stillwater faces in the ensuing years. The strategic plan additions are depicted as follows: 1. Develop organizational excellence: • Develop a transitional plan for retiring department heads. • Formulate community/performance standards. (It was decided that the City Administrator should bring back a plan to address this item with Council in three months.) The Consultant suggested that the standards are an extremely important effort for the community. However the City should essentially work at this incrementally and proceed with extensive deliberation while making sure not to overwhelm the respective departments. • Work on software integration and efficiency. • Address the separate Water Department issue. • Continue to work on the branding effort. • Review how well joint services with other communities and organizations are working. 2. Develop our community: • Develop outdoor recreation items that includes the river. • Work on engagement efforts both inside and outside of the organization. • Develop an economic development and re-development strategy. • Plan for parks and trails in the downtown. • Start implementing the comprehensive plan. • Explore creative funding for infrastructure needs and continue to update infrastructure. • Approve the Public Works Department plan. • Work with the Sustainable Stillwater group and develop a number of items that the group can work on and take responsibility for completing. • Develop a housing plan. • Review the leasing policy. • Finish the nuisance ordinance. 3. Strategic planning and implementation: • Continue the progressive legislative agenda. • Finish the annexation south of Hwy 36. • Develop a quarterly report process for the Council with respect to strategic planning status. CONSULTANT INSIGHTS There were four primary areas that came to light during the discussion that in the Consultant’s opinion should absolutely be included in the plan for next year. They are as follows: 1. Utilize an accountability system for the strategic plan that entails a quarterly update discussion between the Administrator and Council. 2. Economic development and redevelopment are critical items for Stillwater. The City should proceed with an analysis in terms of a strategy. 3. Performance and community standards continually surfaced as an issue. This approach facilitates sound decision making and accountability. It is recommended that the Administrator be authorized to develop a report recommending an approach on performance standards to be brought back to the Council for discussion in 90 days. 4. General sustainability is an area that was included in a significant number of the discussion points. It is recommended that the City consider an overall coordinated approach in terms of sustainability that includes effectively utilizing the Sustainable Stillwater group. CONSULTANT GENERAL COMMENTS The Consultant’s perspective of this meeting was quite positive. The reasons for this optimism relating to Stillwater are as follows: • The Consultant worked in Washington County for over 21 years and was very familiar with the Stillwater. Very significant improvements have been observed by the Consultant over the years as Stillwater is on a very positive path. • The continued support and seriousness of the strategic planning effort is commendable and will lead to more success. Many of the reports that the Consultant has completed over the years includes a major discussion with respect to implementation. This is not a problem for Stillwater in that the City revisits it’s strategic planning efforts on an annual basis. In addition, the approach utilizing a quarterly discussion of the strategic plan’s accomplishments ensures an even a higher level of accountability and in turn, implementation success. • The Consultant observed a sense of trust, respect, and alignment between the elected officials and the department heads. This is critical for any team. The session ended with Mr. Fields taking the participants through a preliminary branding discussion.   Maintain High Community Standards Implement Software Integration and Update City Facilities Develop a Leadership Succession Plan Implement Organization Study Review Joint Services with other Community & Organizations Deϔine Economic Development Strategy and Promote Economic Development Implement City Comprehensive Plan Foster an Active and Engaged Community Incorporating Outdoor Recreation Update City Infrastructure Enhance City Policies/Ordinances  Commit to Strategic Planning Develop a Legislative Agenda Strategic Plan Summary 2015‐2020 Revised 6/2019 How can the City of Stillwater….. Develop Organization Excellence Sustain Strategic Planning and Implementation Develop Our Community MISSION STATEMENT To provide the community with a quality living environment, quali-ty public services and facilities while protecting cultural, histori-cal and natural resources through fair and open government, careful planning, effective management and efϐicient ϐiscal policy CORE VALUES *Respect* Honor the diverse contributions of all to the betterment of the or-ganization and community; treat all parties equitably. *Integrity* Ethical and principled approach dealing with issues, individuals and community; Earns others’ trust and respect through con-sistent honesty and professional-ism in all interactions. *Trust* Truthful, open and accountable in all interactions *Quality* Excellence, pride and stewardship in delivery of best possible cus-tomer service with effective and efϐicient outcomes. *Competence* Strives for continuous improve-ment in self, community assets and management of resources. Develop Organization Excellence Implement State Performance Management Plan and continue to Create Community Communication Strategy and Branding Initiative Work on software integration and efϐiciency and Continue to update City facilities Develop a Transition Plan for Retiring Department Heads Examine Afϐiliation of Water Department and the City Analyze Outcomes of Joint Services with Communities and Organizations Develop Community Develop Economic Development and Re‐development Strategy Begin Implementing the Comprehensive Plan Work with Sustainable Stillwater to develop attainable tasks Develop outdoor recreation that includes the river and Plan for the parks and trails in Downtown Approve the Public Works Department Plan and explore sustainable fund‐ing to continue updating infrastructure Develop a Housing Strategy Plan, Complete the Nuisance Ordinance and Re‐view the Leasing Policy Strategic Planning & Implementation Conduct yearly Strategic Planning Sessions and provide quarterly reports Continue to review Department Vision and Goals Develop a Legislative Agenda to annex south of Hwy 36 ORDINANCE AN ORDINANCE AMENDING THE STILLWATER CITY CODE SEC. 41-8, SHORT TERM HOME RENTAL REGULATIONS THE CITY COUNCIL OF THE CITY OF STILLWATER DOES ORDAIN: Purpose. The purpose of this Ordinance is increase the number of licenses for Type C Short Term Home Rentals. 1. Amending. Stillwater City Code Section 41-8, Sub. 11 (3) is hereby amended to read as follows: (3) Type C. No more than twenty-five (25) Type C licenses shall be issued and valid at any one time. Of these twenty-five (25) licenses, no more than ten (10) shall be issued and valid for the CBD Zoning District and no more than fifteen (15) shall be issued and valid for Residential Zoning Districts. 2. Savings. In all other ways City Code Chapter 41 shall remain in full force and effect. 3. Effective Date. This Ordinance will be in full force and effect from and after its passage and publication according to the law. Adopted by the City Council of the City of Stillwater this ______ day of July, 2019. CITY OF STILLWATER ______________________________ Ted Kozlowski, Mayor ATTEST: _______________________________ Beth Wolf, City Clerk MEMORANDUM TO: FROM: DATE: Mayor and City Council Shawn Sanders, "'3tctor of Public Works July 12, 2019 SUBJECT: St. Croix Riverwalk Riverbank and Riverwalk Permanent and Construction Easement DISCUSSION: There are two parcels of land along the St. Croix River Riverbank Restoration and Riverwalk Project that are not owned by the City. Staff and the City Attorney have been working with property owner to obtain a construction easement and permanent easement for the project. The City recently obtained signature from the owner, and is now bringing to Council for final approval. RECOMMENDATION Staff recommends that Council consider the easement and approve the mayor for signature. ACTION REQUIRED If Council agrees with the recommendation, they should pass a motion approving the easement and authorize the Mayor for signature. TEMPORARY CONSTRUCTION EASEMENT AND PERMANENT EASEMENT AGREEMENT THIS PERMANENT EASEMENT AGREEMENT ("Easement") made, granted and conveyed this Jct+:b day of c,) t.A.-l \j 2019, between St. Croix Boat & Packet Company, a Minnesota corporation (Landowner") and the City of Stillwater, a Minnesota municipal corporation ("City"). The Landowner owns the real property situated within Washington County, Minnesota as described on the attached Exhibit A ("Landowner's Property"). The Landowner in consideration of the sum of One Dollar and other good and valuable consideration to them in hand paid by the City, the receipt and sufficiency of which is hereby acknowledged, does hereby grant and convey unto the City, its successors and assigns, the following: A permanent easement for sidewalk, trail, right-of-way purposes and shoreland restoration, placement of erosion protection materials and maintenance and all such purposes ancillary, incident, and related thereto ("Permanent Easement") under, over, across, through and upon the real property identified and legally described on Exhibit B (the "Permanent Easement Area") attached hereto and incorporated herein by reference. EXEMPT FROM ST ATE DEED TAX The Permanent Easement rights granted herein are forever and shall include, but not be limited to, the construction, maintenance, repair and replacement of any sidewalk, trail, right-of-way, shoreland restoration and erosion protection materials and all such purposes ancillary, incident or related thereto, under, over, across, through and upon the Permanent Easement Area. The Permanent Easement rights further include, but are not limited to, the right of ingress and egress over the Permanent Easement Area to access the Permanent Easement for the purposes of construction, maintenance, repair and replacement of any sidewalk, trail, right-of-way, shoreland restoration and erosion protection materials and all such purposes ancillary, incident or related thereto, under, over, across, through and upon the Permanent Easement Area. Nothing contained herein shall impair any right of Landowner to use the Permanent Easement Area 1 in any manner, including the same rights as the general public to be upon, over and across the Permanent Easement Area, including riparian rights or attaching gangways and walkways for loading and unloading of Landowner's customers and guests, so long as the same shall not permanently affect the enjoyment of the Permanent Easement Area by the City. The rights of the City also include the right of the City, its contractors, agents and servants: a.) to enter upon the Permanent Easement Area at all reasonable times for the purposes of construction, reconstruction, inspection, repair, replacement, grading, sloping, and restoration relating to the purposes of this Easement; and b.) to maintain the Permanent Easement Area, together with the right to excavate and refill ditches or trenches for the location of such sidewalk, trail, right-of-way, shoreland restoration and erosion protection materials; and c.) to remove from the Permanent Easement Area trees, brush, herbage, aggregate, undergrowth and other obstructions interfering with the location, construction and maintenance of the sidewalk, trail, right-of-way, shoreland restoration and erosion protection materials and to deposit earthen material in and upon the Permanent Easement Area; and d.) to remove or otherwise dispose of all earth or other material excavated from the Permanent Easement Area as the City may deem appropriate. The Temporary Construction Easement shall commence on September 1, 2019 and terminate on September 1, 2021. The City shall use its best efforts to avoid disruption of Landowner's use of the Permanent Easement Area between the months of May and October in 2020 and 2021 and shall notify Landowner of any construction activities that might interfere with Landowner's activities. The City shall not be responsible for any costs, expenses, damages, demands, obligations, penalties, attorneys' fees and losses resulting from any claims, actions, suits, or proceedings based upon a release or threat of release of any hazardous substances, petroleum, pollutants, and contaminants which may have existed on, or which relate to the Permanent Easement Area or the Landowner's Property prior to the date hereof. Nothing contained herein shall be deemed a waiver by the City of any governmental immunity defenses, statutory or otherwise. Further, any and all claims brought by Landowner or its successors or assigns shall be subject to any governmental immunity defenses of the City and the maximum liability limits provided by Minnesota Statute, Chapter 466. Upon completion of the construction of the City's trail, the City shall provide a legal description of the trail for purposes of recording a trail easement over the trail, which shall be located within the Permanent Easement Area. The Landowner, for itself and its successors and assigns, does hereby warrant to and covenant with the City, its successors and assigns, that it is well seized in fee of the Landowner's Property 2 described on Exhibit A and the Permanent Easement Area described on Exhibit B and has good right to grant and convey the Permanent Easement herein to the City. The terms and conditions of this instrument shall run with the land and be binding on the Landowner, their successors and assigns. This Easement may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. [The remainder of this page is intentionally left blank.] 3 IN TESTIMONY WHEREOF, the Landowner and the City have caused this Easement to be executed as of the day and year first above written. CITY: CITY OF STILLWATER By: ___________ _ Ted Kozlowski Mayor By: ____________ _ Beth Wolf City Clerk ST ATE OF MINNESOTA ) ) ss. COUNTY OF WASHINGTON ) On this __ day of , 2019, before me a Notary Public within and for said County, personally appeared Ted Kozlowski and Beth Wolf to me personally known, who being each by me duly sworn, each did say that they are respectively the Mayor and the City Clerk of the City of Stillwater, the Minnesota municipal corporation named in the foregoing instrument, and that it was signed on behalf of said municipal corporation by authority of its City Council and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipal corporation. Notary Public 4 LANDOWNER: ST. CROIX BOAT & PACKET COMPANY ST A TE OF MINNESOTA ) ) ss. COUNTY OF WASHING TON ) The foregoing instrument was acknowledged before me this I 'l.. ~ day of CJ\ \~ 2019, by Richard Anderson, as President of St. Croix Boat & Packet Company Minnesota corporation, on behalf of the corporation. Amy Estenson NOTARY PUBLIC MINNESOTA My Commission Expires Jao, 31, 2022 THIS INSTRUMENT DRAFTED BY AFTER RECORDING, PLEASE RETURN TO: Korine L. Land, #262432 LeVander, Gillen, & Miller, P.A. 633 South Concord Street, Suite 400 South St. Paul, MN 55075 (651)451-1831 5 EXHIBIT A LEGAL DESCRIPTION OF LANDOWNER'S PROPERTY PIO 28.030.20.44.0088 All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater, according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, all that part of Government Lot 1 of Section 27, all that part of Government Lot 4 of Section 28, all in Township 30 North, Range 20 West, Washington County, Minnesota, described as follows: Commencing at the most Westerly comer of said Lot 11; thence South 50°00'00" East, assumed bearing, along the Southwesterly line of said Lot 11 a distance of 140 .00 feet; thence North 54°30'00" East parallel with the Northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet Northeasterly of the center line of the main track of the Chicago and North Western Transportation Company, as measured at right angles to said center line; thence South 31 °53 '03" East along said line 55.66 feet; thence Southeasterly along said line on a tangential curve, concave to the southwest, having a radius of 1006.47 feet and a central angle of 9°44'09", a distance of 171.02 feet; thence South 22°08'54" East, along tangent, and along said line 42.33 feet to the point of beginning of the parcel being described; thence continuing South 22°08'54" East, along said line, 286.12 feet; thence East 32 feet, more or less, to the Southwesterly shoreline of Lake St. Croix; thence Northwesterly along said shoreline 149 feet, more or less, to the intersection with a line which bears South 31 °31 '00" East from the point of beginning; thence North 31 °31 '00" West along said line 152 feet, more or less, to the point of beginning. and All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater, according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, all that part of Government Lot 4 of Section 28, all in Township 30 North, Range 20 West, Washington County, Minnesota, described as follows: Commencing at the most Westerly comer of said Lot 11; thence South 50°00'00" East, assumed bearing, along the Southwesterly line of said Lot 11 a distance of 140.00 feet to the most Westerly comer of that particular parcel as described in Document No. 401975 in said office of the County Recorder, said most Westerly comer of this parcel being hereinafter referred to as "Point A"; thence continuing South 50°00'00" East along said Southwesterly line of Lot 11 a distance of375.00 feet to the most Southerly comer of said parcel described in Document No. 401975 and the point of beginning of the parcel being described; thence North 40°00'00" East along the Southeasterly line of said parcel described in Document No. 401975 a distance of 66.65 feet to the most Easterly comer thereof; thence North 22°41 '58" West along the Northeasterly line of said parcel described in Document No. 401975 a distance of 57.37 feet; thence North 28°36'04" West along said Northeasterly line 51.68 feet; thence Northwesterly along said Northeasterly line and along a tangential curve, concave to the Southwest, having a radius of 458.34 feet and a central angle of 6°33'12", a distance of 52.42 feet to a point of reverse curve; thence Northwesterly along said Northeasterly line and along a reverse curve, concave to the Northeast, having a radius of 2884.93 feet and a central angle of 2°47'55", a distance of 140 .92 feet; thence Northwesterly along said Northeasterly line and along a curve, concave to the Southwest, having a radius of704.78 feet and a central angle of3°45'56", a distance of 46.32 feet, the chord of said curve bears North 42° 13 '00" West, to a point on a line which bears A-1 North 54°30'00" East from the before described "Point A"; thence North 54°30'00" East along said line 7 .18 feet, more or less, to a point 186. 70 feet Northeasterly, as measured along said line, from the before described "Point A"; thence South 45°30'00" East 72.00 feet; thence South 39°45'00" East 106.00 feet; thence South 37°10'00" East 6.01 feet to a line distant 9.00 feet Southwesterly of the center line of the main track of the Chicago and North Western Transportation Company, as measured radially to said centerline; thence Southeasterly along said line and a curve, concave to the Southwest, having a radius of988.47 feet and a central angle of2°14' 13" a distance of 38.59 feet, the chord of said curve bears South 23°16'00" East; thence South 22°08'54" East along tangent and along said line, 376.31 feet; thence Southeasterly along said line on a tangential curve, concave to the Northeast, having a radius of 1697 .10 feet and a central angle of 1 °44 '20", a distance of 51.50 feet, more or less, to the Easterly line of said Government Lot 4; thence South 00°23 '46" West along said Easterly line of Government Lot 4 a distance of 80.31 feet, more or less, to the Northeasterly line of platted Main Street; thence North 27°34'29" West along said Northeasterly line of platted Main Street 323.73 feet, more or less, to the intersection with a line which bears South 50°00'00" East from the point of beginning; thence North 50°00'00" West along said line 18. 71 feet, more or less, to the point of beginning. PID 28.030.20.44.0089 All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater, according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, Washington County, Minnesota described as follows: Commencing at the most westerly comer of said Lot 11; thence South 50 degrees 00 minutes 00 seconds East, assumed bearing along the southwesterly line of said Lot 11 a distance of 140.00 feet; thence North 54 degrees 30 minutes 00 seconds East parallel with the northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet northeasterly of the center line of the main track of the Chicago Northwestern Transportation Company, as measured at a right angle to said center line; thence South 31 degrees 53 minutes 03 seconds East along said line 55.66 feet; thence southeasterly along said line and a tangential curve, concave to the southwest, having a radius of 1006.4 7 feet and a central angle of 03 degrees 03 minutes 13 seconds a distance of 53 .64 feet to the point of beginning of the parcel being described; thence continue southeasterly along said line and said curve, concave to the southwest, having a radius of 1006.4 7 feet and central angle of 06 degrees 40 minutes 56 seconds a distance of 117.38 feet; thence South 22 degrees 08 minutes 54 seconds East along said line and along tangent 42.33 feet; thence South 31 degrees 31 minutes 00 seconds East 152 feet, more or less, to the southwesterly shore line of Lake St. Croix; thence northwesterly along said shore line 328 feet, more or less, to a line which bears North 67 degrees 51 minutes 06 seconds East from the point of beginning; thence South 67 degrees 51 minutes 06 seconds West along said line 78 feet, more or less, to the point of beginning. EXCEPT All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, Washington County, Minnesota described as follows: A-1 Commencing at the most westerly comer of said Lot 11; thence South 50 degrees 00 minutes 00 seconds East, assumed bearing along the southwesterly line of said Lot 11 a distance of 140.00 feet; thence North 54 degrees 30 minutes 00 seconds East parallel with the northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet northeasterly of the center line of the main track of the Chicago Northwestern Transportation Company, as measured at a right angle to said center line ; thence South 31 degrees 53 minutes 03 seconds East along said line 55.66 feet; thence southeasterly along said line and a tangential curve, concave to the southwest, having a radius of 1006.4 7 feet and a central angle of 03 degrees 03 minutes 13 seconds a distance of 53.64 feet to the point of beginning of the parcel being described; thence continue southeasterly along said line and curve, concave to the southwest, having a radius of 1006.47 feet and a central angle of 06 degrees 40 minutes 56 seconds a distance of 117.38 feet; thence South 22 degrees 08 minutes 54 seconds East along said line and along tangent 42.33 feet; thence North 67 degrees 51 minutes 06 seconds East 21 feet, more or less, to the southwesterly shoreline of Lake St. Croix; thence northerly along said shoreline 178 feet, more or less, to a line which bears North 67 degrees 51 minutes 06 seconds East from the point of beginning; thence South 67 degrees 51 minutes 06 seconds West along said line 78 feet, more or less, to the point of beginning. A-1 EXHIBIT B LEGAL DESCRIPTION OF PERMANENT EASEMENT AREA Permanent easement described as follows: That part of Lot 11, Block 28 of the Original Town, now City of Stillwater, according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, all that part of Government Lot l of Section 27, all that part of Government Lot 4 of Section 28, all in Township 30 North, Range 20 West, Washington County, Minnesota, described as follows: Commencing at the most Westerly comer of said Lot 11; thence South 50°00'00" East, assumed bearing, along the Southwesterly line of said Lot 11 a distance of 140.00 feet; thence North 54°30'00" East parallel with the Northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet Northeasterly of the center line of the main track of the Chicago and North Western Transportation Company, as measured at right angles to said center line; thence South 31 °53 '03" East along said line 55.66 feet; thence Southeasterly along said line on a tangential curve, concave to the southwest, having a radius of 1006.47 feet and a central angle of 9°44'09", a distance of 171.02 feet; thence South 22°08'54" East, along tangent, and along said line 42.33 feet to the point of beginning of the easement being described; thence continuing South 22°08'54" East, along said line, 286.12 feet; thence East 32 feet, more or less, to the Southwesterly shoreline of Lake St. Croix; thence Northwesterly along said shoreline 149 feet, more or less, to the intersection with a line which bears South 31 °31 '00" East from the point of beginning; thence North 31 °31 '00" West along said line 152 feet, more or less, to the point of beginning. and All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater, according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, Washington County, Minnesota described as follows: Commencing at the most westerly comer of said Lot 11; thence South 50 degrees 00 minutes 00 seconds East, assumed bearing along the southwesterly line of said Lot 11 a distance of 140.00 feet; thence North 54 degrees 30 minutes 00 seconds East parallel with the northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet northeasterly of the center line of the main track of the Chicago Northwestern Transportation Company, as measured at a right angle to said center line; thence South 31 degrees 53 minutes 03 seconds East along said line 55.66 feet; thence southeasterly along said line and a tangential curve, concave to the southwest, having a radius of 1006.4 7 feet and a central angle of 03 degrees 03 minutes 13 seconds a distance of 53.64 feet to the point of beginning of the parcel being described; thence continue southeasterly along said line and said curve, concave to the southwest, having a radius of 1006.4 7 feet and central angle of 06 degrees 40 minutes 56 seconds a distance of 117.38 feet; thence South 22 degrees 08 minutes 54 seconds East along said line and along tangent 42.33 feet; thence South 31 degrees 31 minutes 00 seconds East 152 feet, more or less, to the southwesterly shore line of Lake St. Croix; thence northwesterly along said shore line 328 feet, more or less, to a line which bears North 67 degrees 51 minutes 06 seconds East from the point of beginning; thence South 67 degrees 51 minutes 06 seconds West along said line 78 feet, more or less, to the point of beginning. B-1 EXCEPT All that part of Lot 11, Block 28 of the Original Town, now City of Stillwater according to the perfected plat thereof, recorded as Document No. 416049 in the office of the County Recorder, Washington County, Minnesota described as follows: Commencing at the most westerly comer of said Lot 11; thence South 50 degrees 00 minutes 00 seconds East, assumed bearing along the southwesterly line of said Lot 11 a distance of 140.00 feet; thence North 54 degrees 30 minutes 00 seconds East parallel with the northwesterly line of said Lot 11 a distance of 245.28 feet to a line distant 9.00 feet northeasterly of the center line of the main track of the Chicago Northwestern Transportation Company, as measured at a right angle to said center line; thence South 31 degrees 53 minutes 03 seconds East along said line 55.66 feet; thence southeasterly along said line and a tangential curve, concave to the southwest, having a radius of 1006.4 7 feet and a central angle of 03 degrees 03 minutes 13 seconds a distance of 53 .64 feet to the point of beginning of the parcel being described; thence continue southeasterly along said line and curve, concave to the southwest, having a radius of 1006.4 7 feet and a central angle of 06 degrees 40 minutes 56 seconds a distance of 117.38 feet; thence South 22 degrees 08 minutes 54 seconds East along said line and along tangent 42.33 feet; thence North 67 degrees 51 minutes 06 seconds East 21 feet, more or less, to the southwesterly shoreline of Lake St. Croix; thence northerly along said shoreline 178 feet, more or less, to a line which bears North 67 degrees 51 minutes 06 seconds East from the point of beginning; thence South 67 degrees 51 minutes 06 seconds West along said line 78 feet, more or less, to the point of beginning. B-1 004 0 ' ' 30 ' -~------\ . .- 20440069 28 ---_}!I.~---27 -·--2803020440068 ---· -----_ .. --·~o --?r.:. 280302<W4D0SB -·-----------~ \50 •• .---2803~0101 _......---~· .. - 1 2803020440100 2 280302041 C0J44 / 0 1- ,,,,/ .,/ ,;. o(\() / 2603020410114 5 6 _,/ E)(HfBIT A 2803020440089 2803020440088   TO: Mayor & City Council FROM: Tom McCarty, City Administrator DATE: July 12, 2019 SUBJECT: Approval of Proposal and Awarding Contract to GovHR USA for City of Stillwater Operational Review of Public Works Department, Including Board of Water Commissioners Operations and St. Croix Valley Recreation Center Operations BACKGROUND INFORMATION: As part of the City’s adopted Strategic Plan to Develop Organizational Excellence, the approved 2019 City budget included funds to complete an operational review of the Public Works Department, including the Board of Water Commissioners operations and the St. Croix Valley Recreation Center operations. In May 2019 a Request for Proposals (RFP) for completion of the Public Works operational review was issued and five consulting firms responded:  Baker-Tilly Virchow Krause, LLP St. Paul, MN $31,245  GovHR USA, LLC. Northbrook, IL $24,050  Management Partners Cincinnati, OH $46,900  Matrix Consulting Group Mountain View, CA $49,900  The Novak Consulting Group Cincinnati, OH $49,800 An evaluation team consisting of the Public Works Director, the Public Works Superintendent, the Water Board Manager, the Finance Director and the City Administrator reviewed and evaluated responses, conducted background reference checks. The evaluation team unanimously recommends approval of the proposal and award of the contract to GovHR USA, LLC to perform the Public Works operational review as this firm most closely met all the standards, conditions and evaluation criteria contained in the RFP. The base cost of the study is $24,050 which is within the budgeted appropriation for the classification compensation study included in the adopted 2019 City budget. The anticipated time line for completion of the operational review is three months. RECOMMENDATION: It is recommended that Council approve Resolution Approving the Proposal and Awarding the Contract for the City of Stillwater Operational Review of Public Works Department, Including Board of Water Commissioners Operations and St. Croix Valley Recreation Center Operations to GovHR USA, LLC in the amount of $24,050. APPROVING PROPOSAL AND AWARDING CONTRACT FOR CITY OF STILLWATER OPERATIONAL REVIEW OF PUBLIC WORKS DEPARTMENT, INCLUDING BOARD OF WATER COMMISSIONERS OPERATIONS AND ST. CROIX VALLEY RECREATION CENTER OPERATIONS TO GOVHR USA, LLC WHEREAS, completion of an operational review of Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations was included as part of the City’s strategic plan and funds to complete the study were included in the 2019 budget as approved by the City Council; and WHEREAS, the City issued a Request for Proposals for an operational review of Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations; and WHEREAS, the City received proposals from five (5) consulting firms that were reviewed by an internal evaluation team; and WHEREAS, the evaluation team selected reviewed and evaluated the proposals, conducted background reference checks and believe that the proposal of GovHR USA, LLC best met all the standards, conditions and evaluation criteria contained in the RFP; and WHEREAS, the evaluation team unanimously recommends acceptance of the proposal and award of the contract to GovHR USA, LLC to perform the operational review of Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations for the City of Stillwater. THEREFORE, BE IT RESOLVED by the City Council of Stillwater, Minnesota, as follows: 1. The proposal from GovHR USA, LLC to perform the operational review of the Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations for the City of Stillwater is hereby accepted; 2. The contract is awarded to GovHR USA, LLC to perform the operational review of Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations in the base amount $24,050. 3. Approves and directs the City Administrator and City Attorney negotiate and prepare a contract between the City of Stillwater and GovHR USA, LLC to perform the operational review of Public Works Department, including Board of Water Commissioners operations and St. Croix Valley Recreation Center operations for the City of Stillwater and authorizes the City Administrator to sign said contract. Adopted by Stillwater City Council this 16th day of July, 2019. Ted Kozlowski, Mayor ATTEST: Beth Wolf, City Clerk • COMMUNICATIONS 2019 Community Video Program Name: Tom McCarty Title: City Administrator Address: 216 North Fourth Street City, State, Zip: Stillwater, MN 55082 Phone: 651-430-8801 Email: tmccarty@ci.stillwater.mn.us Website: www.ci.stillwater.mn.us This agreement is between CGI Communications, Inc. ("CGI") and the City of Stillwater (the "City") and shall remain in effect from the date it is signed by both parties until the third anniversary of the date that the completed and approved Community Video Program is made available for viewer access on different devices via a link on the www.ci.stillwater.mn.us homepage, including any alternate versions of that homepage. During the term of this Agreement, CGI shall: Produce a total of 6 video chapters with subject matter that includes but is not limited to: Welcome and 5 additional of your choice Provide one Community Organizations chapter to promote charities, nonprofits and community development organizations Provide script writing and video content consultation Send a videographer to City locations to shoot footage for the videos Reserve the right to use still images and photos for video production Provide all aspects of video production and editing, from raw footage to final video including professional voiceovers and background music Provide a final draft of Community Video Program content subject to City's approval (up to 3 sets of revisions allowed). CG l's request for approval of content or revision, including final draft, shall be deemed approved if no response is received by us within 30 days of request Provide our patented OneClick™ Technology and encode all videos into multiple streaming digital formats to play on all computer systems, browsers, and Internet connection speeds; recognized player formats include WindowsMedia'M and QuickTime™ Store and stream all videos on CGl's dedicated server Feature business sponsors around the perimeter of video panels Be solely responsible for sponsorship fulfillment including all related aspects of marketing, production, printing, and distribution Facilitate viewer access of the Community Video Program from City website, including any alternate versions of City's homepage, for different devices, by providing HTML source code for a graphic link to be prominently displayed on the www.ci.stillwater.mn.us website homepage as follows: "Coming Soon" graphic link designed to coordinate with existing website color theme to be provided within 1 O business days of execution of this agreement. "Community Video Program" graphic link to be provided to replace the "Coming Soon" link upon completion and approval of videos Grant to City a license to use CGl's Line of Code to link to and/or stream the videos Own copyrights of the master Community Video Program Assume all costs for the Community Video Program Afford businesses the opportunity to purchase various digital media products and services from CGI and its affiliates Program add-ons will include: Multiple segments of aerial footage pending approval from FAA and any airports within a 5 mile radius of filming location(s) During the term of this Agreement, the City shall: Provide a letter of introduction for the program on City's letterhead Assist with the content and script for the Community Video Program Grant CGI the right to use City's name in connection with the preparation, production, and marketing of the Program Display the "Coming Soon" graphic link prominently on the www.ci.stillwater.mn.us homepage within 1 O business days of receipt of HTML source code Display the "Community Video Program" link prominently on its www.ci.stillwater.mn.us homepage, including any alternate versions of your home page, for viewer access on different devices for the entire term of this agreement Ensure that this agreement remains valid and in force until the agreed upon expiration date, regardless of change in administration Grant full and exclusive streaming video rights for CGI and its subsidiaries, affiliates, successors and assigns to stream all video content produced by CGI for the Community Video Program Agree that the town will not knowingly submit any photograph, video, or other content that infringes on any third party's copyright, trademark or other intellectual property, privacy or publicity right for use in any video or other display comprising this program. This Agreement constitutes the entire agreement of the parties and supersedes any and all prior communications, understandings and agreements, whether oral or written. No modification or claimed waiver of any provision shall be valid except by written amendment signed by the parties herein. City warrants that it is a tax exempt entity. The undersigned, have read and understand the above information and have full authority to sign this agreement. City of Stillwater, MN Signature: Name (printed): Title: Date: II COMMUNICATIONS CGI Communications, Inc. Name (printed): Nicole Rongo Title: Vice President of Marketing and Acquisitions Date: March 14, 2019 130 East Main Street, 5th Floor Rochester, NY 14604 Phone: 800.398.3029 Fax: 585.653.7393 illwater Dear Valued Business Owner: The City of Stillwater is excited to announce the continued partnership with CGI Communications, Inc. to create a series of professionally produced on line videos to highlight everything our community offers residents, visitors, and business owners. In addition to creating the videos, CGI is ensuring they are seen. Mobile devices have shifted the landscape of business, making it more important than ever to embrace technology as residents of Stillwater are able to stream high quality video on every device. For many businesses, getting noticed online can be a challenge, however, utilizing video dramatically improves visibility and drives more action to your website than static pages; the demand for video climbing even higher for users on mobile devices. Today, mobile usage has surpassed desktop usage and that number continues to climb. CGI Communications will ensure your video program is future-proof for years to come! With an easily viewable interface on the official city website, this video program will encourage viewers to learn more about area attractions, economic development opportunities, quality of life, and the businesses supporting the program. In addition, the city's official website will backlink to CG l's www.elocallink.tv which hosts the Video Tc;iur. We are dedicated.to highlighting the advantages of living and working in Stillwater; advantages that include access to our wonderful business community; and we feel that this video program can be widely successful. We encourage you to consider participating in this community-wide program as it provides an exciting opportunity to showcase your b_usiness and utilize the power of video on your own websites and social media pages. Please e-mail.BrandonB@cgicommunications.com to learn more about sponsorship opportunities or to request an appointment. Best Regards, Ted Kozlowski Mayor CITY HALL: 216 NORTH FOURTH STREET • STILLWATER, MINNESOTA 55082 PHONE: 651-430-8800 • WEBSITE: www.ci.stillwater.mn.us THE BIRTHPLACE OF MINNESOTA ~ Stillwater Recognized for Environmental Sustainability Efforts  GreenStep City recognized for work to conserve resources & reduce waste  Monday, July 1, 2019, Stillwater, MN – The City of Stillwater received an award for joining the program  and advancing to Step 2 in the Minnesota GreenStep Cities program at the League of Minnesota Cities  annual conference on June 27th.   “This recognition shows community members and other  cities across Minnesota that the City of Stillwater is taking  great steps in the direction of energy and resource  conservation and innovation,” shared Graham Tait, Zoning  Administrator and GreenStep program lead with Stillwater.    Accepting the award on behalf of the City of Stillwater is (left to right):  Tom McCarty, City Administrator, Beth Wolf, City Clerk, and Graham  Tait, Zoning Administrator  Minnesota GreenStep Cities is a challenge, assistance, and recognition program. As one of 127 participating  cities and tribal nations, the City of Stillwater is helping to lead the way in sustainably across the state of  Minnesota. The City of Stillwater City Council voted to become a Green Step City in July 2018 and has  worked hard to implement best practices in order to fulfill their sustainability goals. The City Council  charged Sustainable Stillwater and their Green Step Committee with assisting in prioritizing  and  implementing the program’s Best Practices. Actions that are taken within the program focus on cost  savings, energy use reduction, resource conservation, and the encouragement of civic innovation. You can  learn more about Stillwater’s efforts at http://mngreenstep.org.  “This award is a great achievement for Stillwater,” said Mayor Ted Kozlowski of Stillwater. “And by being  part of the program, Stillwater and our peers are helping to make Minnesota more resilient for the future  while also helping our cities thrive economically.”  About GreenStep Cities: Minnesota GreenStep Cities is a voluntary challenge, assistance, and recognition  program to help cities achieve their sustainability and quality‐of‐life goals. This free continuous  improvement program is based upon 29 best practices that are tailored to Minnesota cities, focus on cost  savings and energy use reduction, and encourage civic innovation. More at www.MnGreenStep.org   www.MnGreenStep.org twitter.com/greenstepcitieson.fb.me/mngreenstep Press Release 1 July 2019 BOARD AGENDA Board of Commissioners Fran Miron, District 1 Stan Karwoski, Chair, District 2 Gary Kriesel, District 3 Wayne A. Johnson, District 4 Lisa Weik, District 5 July 16, 2019 - 9:00 AM 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 1. 8:30 Recognition of Keith Carlson, Executive Director, Minnesota Inter-County Association 0,&$ 2. 9:00 Roll Call Pledge of Allegiance 3. 9:00 Comments from the Public Visitors may share their comments or concerns on any issue that is a responsibility or function of Washington County Government, 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 give it to the County Board Clerk or the County Administrator. The County Board Chair will ask you to come to the podium, state your name and city of residence, and present your comments. Your comments must be addressed exclusively to the Board Chair and the full Board of Commissioners. Comments addressed to individual Board members will not be allowed. You are encouraged to limit your presentation to no more than five minutes. The Board Chair reserves the right to limit an individual's presentation if it becomes redundant, repetitive, overly argumentative, or if it is not relevant to an issue that is part of Washington County's responsibilities. 4. 9:10 Consent Calendar - Roll Call Vote 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. A.Approval of the July 2, 2019, County Board meeting minutes. B.Approval of appointments of citizen volunteers to the Historic Courthouse Advisory Council. C. Approve sub-grantee Agreement No. 12708 between the YMCA and Washington County in the amount of $164,698, for the period of July 1, 2019 through September 30, 2021, for the Family Homelessness Prevention and Assistance Program (FHPAP) funds and authorizes its execution pursuant to Minn. Stat. 373.02. D. Adopt a resolution to submit an application to Minnesota Department of Transportation for Section 5310 funding for 2020 and 2021 in the amount of $400,000. E. Approval to apply for Legacy Amendment funds through the Minnesota Historical and Cultural Heritage Grants program for planning and design of roof and dome replacement and also planning of exterior bricks and mortar repairs needed for the Historic Courthouse in the amount of $159,000. 5. 9:10 Minnesota Inter-County Association (MICA) Annual Report - Keith Carlson, Executive Director A. Presentation by Minnesota Inter-County Association (MICA) of the 2019 Legislative Session outcomes. 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 7. 10:05 Community Services - Rick Roy, Workforce Center Division Manager A. Approval to apply for the Minnesota Pathways to Prosperity Competitive Grant for State Fiscal Years 2020 and 2021 administered by the Minnesota Department of Employment and Economic Development, as authorized in the Laws of Minnesota 2017, Chapter 94, Sec. 2 Subd. 3(e). 8. 10:10 General Administration - Molly O'Rourke, County Administrator 9. 10:20 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 matters of interest and information, or raise questions to the staff. This action is not intended to result in substantive board action during this time. Any action necessary because of discussion will be scheduled for a future board meeting. 10.Board Correspondence 11. 10:35 Adjourn 12. 10:40-11:20 Board Workshop with Community Services - Rick Roy, Workforce Center Division Manager A.Update on the Greater Metro Workforce Council. 13. 11:25 Personnel Committee 6. 9:55 Community Corrections - Tom Adkins, Director A.Adopt a resolution proclaiming July 21-27, 2019, as Pretrial, Probation and Parole Supervision:HHN Washington % -~County %2$5'$*(1'$ %RDUGRI&RPPLVVLRQHUV )UDQ0LURQ'LVWULFW 6WDQ.DUZRVNL&KDLU'LVWULFW *DU\.ULHVHO'LVWULFW :D\QH$-RKQVRQ'LVWULFW /LVD:HLN'LVWULFW -XO\$0 Assistive listening devices are available for use in the County Board Room If you need assistance due to disability or language barrier, please call (651) 430-6000 EQUAL EMPLOYMENT OPPORTUNITY / AFFIRMATIVE ACTION EMPLOYER  5ROO&DOO 3OHGJHRI$OOHJLDQFH  &RPPHQWVIURPWKH3XEOLF Visitors may share their comments or concerns on any issue that is a responsibility or function of Washington County Government, 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 give it to the County Board Clerk or the County Administrator. The County Board Chair will ask you to come to the podium, state your name and city of residence, and present your comments. Your comments must be addressed exclusively to the Board Chair and the full Board of Commissioners. Comments addressed to individual Board members will not be allowed. You are encouraged to limit your presentation to no more than five minutes. The Board Chair reserves the right to limit an individual's presentation if it becomes redundant, repetitive, overly argumentative, or if it is not relevant to an issue that is part of Washington County's responsibilities.  &RQVHQW&DOHQGDU5ROO&DOO9RWH Consent Calendar items are generally defined as items of routine business, not requiring discussion, and approved in one vote. 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