The URL can be used to link to this page

Home My WebLink AboutCCAgen_11Nov9CITY OF FALCON HEIGHTS Regular Meeting of the City Council City Hall 2077 West Larpenteur Avenue AGENDA November 9, 2011 A. CALL TO ORDER: B. ROLL CALL: LINDSTROM HARRIS GOSLINE LONG MERCER - TAYLOR MILLER C. PRESENTATIONS: 1. ISD 623 Superintendent John Thein D. APPROVAL OF MINUTES: October 26, 2011 E. PUBLIC HEARINGS: F. CONSENT AGENDA: 1. General Disbursements through 11/3/2011: $137,601.86 Payroll through 10/31/2011: $15,962.67 2. City License Renewal 3. Fund Balance and Special Revenue Funds GASB 54 4. Establish 2012 Enterprise and Special Revenue Fund Fees 5. Setting Date for Special Meeting to Canvas Election Results 6. Recognition of 2011 Adopt -a -Crop Participants 7. Approval of Master Subordination Agreement with Falcon Heights Town Square Limited Partnership 8. Statutory Tort Limits Liability Coverage for City in 2012 9. Budget Amendments to the General Capital Improvements Fund (401) and the Capital Equipment 2010A Fund (424) 10. Budget Amendment of Year End Transfer to General Fund from Sanitary Sewer Fund G: POLICY ITEMS: 1. Solar Panel Agreements 2. Fire Department Analysis Request for Proposals H. INFORMATION/ ANNOUNCEMENTS: I. COMMUNITY FORUM: J. ADJOURNMENT: CITY OF FALCON HEIGHTS Regular Meeting of the City Council City Hall 2077 West Larpenteur Avenue AGENDA October 26, 2011 A. CALL TO ORDER: B. ROLL CALL: LINDSTROM X HARRIS X GOSLINE x LONG X MERCER - TAYLOR X MILLER C. PRESENTATIONS: 1. Matt Bostrom, Ramsey County Sheriff D. APPROVAL OF MINUTES: October 12, 2011 Approved E. PUBLIC HEARINGS: F. CONSENT AGENDA: Keith Gosline Moved Approval 5 -0 1. General Disbursements through 10/20/2011: $79,206.76 Payroll through 10/15/2011: $14,659.08 2. City License Renewal 3. Resolution Requesting Ramsey County To Change the Speed Limit On Fairview Avenue 4. Lawful Gambling Permit for Falcon Heights Elementary PTA 5. TIF District Budget Amendments G: POLICY ITEMS: 1. City Hall Solar Panel Agreements 2. Acceptance of University of Minnesota football tickets for Mayor Lindstrom H. INFORMATION/ ANNOUNCEMENTS: I. COMMUNITY FORUM: Tabled Chuck Long Moved Approval 4 -0 (Peter Lindstrom abstained) J. ADJOURNMENT: 8:10p.m. Adjourning to a workshop: City Administrator Search Process The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F1 Attachment General Disbursements and Payroll Submitted By Roland Olson, Finance Director Item General Disbursements and Payroll Description General Disbursements through 11/3/2011: $137,601.86 Payroll through 10/31/2011: $15,962.67 Budget Impact Attachment(s) General Disbursements and Payroll Action(s) Requested Staff recommends that the Falcon Heights City Council approve general disbursements and payroll. Families, Fields and Fair 10/26/2011 4:03 PM A/P Regular Open Item Register PAGE: 1 PACKET: 00614 Regular Payables 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N 1099: N VENDOR SET: 01 City of Falcon Heights SEAL COATING 419 4419- 92060 -000 SEQUENCE : ALPHABETIC 1,969.93 SS LINING 601 DUE TO /FROM ACCOUNTS SUPPRESSED ENGINEERING 240.91 ENG PLAN -------- ID -- - - - - -- GROSS P.O. 622.02 POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAI•IE ------ DISTRIBUTION 01 -00250 AMERIPRIDE SERVICES VENDOR TOTALS =_= 4,253.00 I-201110263132 A14ERIPRIDE SERVICES 39.14 01 -03300 DISCOUNT STEEL, INC 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N LINEN CLEANING 101 4124 -82011 -000 LINEI4 CLEANING 39.14 VENDOR TOTALS =_= 39.14 01 -05083 MICHAEL ARCAND I- 201110263125 MICHAEL ARCAND - SUPPLIES REI 22.57 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N MICHAEL ARCAND - SUPPLIES REIM 101 4124- 70100 -000 SUPPLIES 22.57 VENDOR TOTALS =_= 22.57 01 -06290 CITY OF ROSEVILLE I- 215238 CITY OF ROSEVILLE 4,253.00 491.98 10/26/2011 APBNK 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N 1099: N SEAL COATING 419 4419- 92060 -000 CRACK SEALING 1,969.93 SS LINING 601 4601 -80100 -000 ENGINEERING 240.91 ENG PLAN 419 4419 -83010 -000 PAVEMENT 14ANAGEMENT 622.02 GENERAL ENG 101 4133 -80100 -000 ENGINEERING SERVICES 1,420.14 VENDOR TOTALS =_= 4,253.00 __= VENDOR TOTALS =_= 204.00 01 -03300 DISCOUNT STEEL, INC 1- 1720912 STEEL IN PROJECTS 491.98 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N STEEL IN PROJECTS 101 4131- 70110 -000 SUPPLIES 491.98 VENDOR TOTALS =_= 491.98 01 -05239 INTR NATL ASSOC FIRECHIEF I- 201110263133 INTR NATL ASSOC FIRECHIEF 204.00 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N MEMBERSHIPS 101 4124- 86110 -000 MEMBERSHIPS 204.00 __= VENDOR TOTALS =_= 204.00 10/26/2011 4:03 PM A/P Regular Open Item Register PAGE: 2 PACKET: 00614 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED -- ------ ID -- - - - --- GROSS P.O. 4 POST DATE BANK CODE --- - - - - -- DESCRIPTION--- -- - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -05796 I•IN DEPT OF LABOR & INDUSTRY I- 201110263134 MN DEPT OF LABOR & INDUSTRY 370.37 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N BLDG SURCHARGE 101 20801 -000 DUE TO OTHER GOVERNMENTS 370.37 VENDOR. TOTALS =_= 370.37 01 -05643 I•IN NCPERS LIFE INSURANCE I- 201110263127 I•N NCPERS LIFE INSURANCE 32.00 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N MN NCPERS LIFE INSURANCE 101 21709 -000 OTHER PAYABLE 31.20 MN NCPERS LIFE I1SURANCE 206 21709 -000 OTHER PAYABLE O.BO VENDOR TOTALS =_= 32.00 01 -06185 RAMSEY COUNTY I -PRRLG -00950 TIF ADMIN FEES 2,064.21 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N TIF ADMIN FEES 413 4413- 89000 -000 MISC:TIF ADMIN FEES RAMS 308.32 TIF ADMIN FEES 412 4412- 89000 -000 14ISC: TIF ADMIN FEES RAI.1 1,295.67 TIF ADMIN FEES 414 4414- 89000 -000 MISC:TIF ADMIN FEES RAI•IS 460.22 VENDOR TOTALS =_= 2,064.21 01 -07295 RAMSEY COUNTY DEPARTMENT I- 201110263129 RAMSEY COUNTY DEPARTMENT 68.00 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: 11 FOOD LICENSE 101 4116 -89010 -000 SPECIAL EVENTS 68.00 VENDOR TOTALS =_= 68.00 01 -06999 RAMSEY CTY FIRE CHIEFS ASSOCIA I- 201110263130 RAMSEY CTY FIRE CHIEFS ASSOCI 45.00 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N AGILITY TEST 101 4124 -86020 -000 TRAINING 45.00 = == VENDOR TOTALS =_= 45.00 10/26/2011 4:03 PM A/P Regular Open Item Register PAGE: 3 PACKET: 00614 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED -------- ID -- - - - - -- GROSS P.O. 4 POST DATE BANK CODE --- - - - - -- DESCRIPTION --- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -06441 SCOTT WEMYSS (PARTAGS) I- 201110263131 SCOTT WEMYSS (PARTAGS) 4.28 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 1099: N NAME TAGS 101 4124- 70100 -000 SUPPLIES 4.28 VENDOR TOTALS =_= 4.28 01 -00935 ST PAUL REGIONAL WATER SERVICE I- 201110263128 ST PAUL REGIONAL WATER SERVIC 10/26/2011 APBNK DUE: 10/26/2011 DISC: 10/26/2011 PARKS SEWER PARKS WATER CH WATER CH SEWER VENDOR TOTALS PACKET TOTALS Federal Withholdings State Withholdings PERA ICMA 970.41 1099: N 101 4141- 85070 -000 SEWER 93.24 101 4141- 85040 -000 WATER 128.87 101 4131 -65040 -000 WATER 716.87 101 4131- 85070 -000 SEWER 31.43 970.41 8,564.96 5004.40 856.59 2613.51 1266.00 Total: 18,305.46 * * * ** DIRECT DEPOSIT LIST * * * ** PAY PERIOD ENDING 10/31/2011 DIRECT DEPOSIT EFFECTIVE DATE 10/28/2011 EMP # ---------- - - - - -- NAME 01 -0013 PETER C LINDSTROM 01 -0016 PAMELA M HARRIS 01 -0019 KEITH P GOSLINE 01 -1002 JUSTIN J MILLER 01 -1010 MICHELLE C TESSER 01 -1012 JESSICA A ANDERSON 01 -1136 ROLAND 0 OLSON 01 -2154 MAUREEN A ANDERSON 01 -1038 DEBORAH K JONES 01 -0086 RICHARD H HINRICHS 01 -1030 TIMOTHY J PITTMAN 01 -1033 DAVE TRETSVEN 01 -1143 COLIN B CALLAHAN AMOUNT 316 68 283.05 283.05 2,581.03 1,409.75 450.06 1,633.84 155.68 1,678.69 251.78 1,863.18 1,470.69 1,062.48 TOTAL PRINTED: 13 13,439.96 10 -28 -2011 9:38 AM P A Y R O L L C H E C K R E G I S T E R PAGE: 1 PAYROLL NO: 01 City of Falcon Heights PAYROLL DATE: 10/28/2011 CHECK CHECK CHECK EMP NO EMPLOYEE NAME TYPE DATE A14OUNT NO. 0017 MERCER- TAYLOR, ELIZABETH R 10/28/2011 280.26 078439 0018 LONG, CHARLES E R 10/28/2011 283.05 078440 1137 DIEGNAU, PAUL R 10/28/2011 240.55 078441 0034 KURHAJETZ, CLE14ENT R 10/28/2011 362.19 078442 D095 POESCHL, MICHAEL J R 10/28/2011 99.07 078443 0097 GAFFNEY, PATRICK R 10/28/2011 99.07 078444 0105 FEHRENBACH, ANTON M R 10/28/2011 96.38 078445 2172 ARCAND, MICHAEL w P. 10/28/2011 113.22 078446 1032 PITTMAN, JOSHUA D R 10/28/2011 159.21 078447 2164 MILLER, ALLISON R 10/28/2011 152.73 078448 2178 JORDAN, JOSHUA L R 10/28/2^,': x36.98 078449 10.28 -2011 9 :38 AM P A Y R O L L C H E C K R E G I S T E R PAGE: 2 PAYROLL NO: 01 City of Falcon Heights PAYROLL DATE: 10/28/2011 ••• REGISTER TOTALS ••• REGULAR CHECKS: 11 2,522.71 DIRECT DEPOSIT REGULAR CHECKS: 13 13,439.96 14ANUAL CHECKS: PRINTED MANUAL CHECKS: DIRECT DEPOSIT 14ANUAL CHECKS: VOIDED CHECKS: NON CHECKS: TOTAL CHECKS: ---- 24 ---- ---- -- 15,962.67 ••• NO ERRORS FOUND ••• •• END OF REPORT -- 11/03/2011 8:41 AM A/P Regular Open Item Register PAGE: 1 PACKET: 00618 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED -------- ID-- - - - - -- GROSS P.O. # POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -00265 AMERICAN ENVIRONMENTAL LLC I -115 SS CLEANING /ST CLEANING 53,094.48 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N SS CLEANING /JETTING 601 4601 - 87100 -000 TELEVISING AND JETTING 13,344.48 STORM DRAIN JETTING /CLEANING 602 4602 - 87150 -000 CATCJ BASIN CLEANING /JET 39,750.00 VENDOR TOTALS =_= 53,094.48 01 -00255 AMERICAN OFFICE PRODUCTS I- 121560 XEROX PAPER 128.52 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N XEROX PAPER 101 4112 - 70100 -000 SUPPLIES 128.52 VENDOR TOTALS =_= 128.52 01 -05220 ANDERSON, HELGEN, DAVIS &NISSEN I- 201111023138 OCT /11 PROSECUTIONS 2,503.52 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N OCT /11 PROSECUTIONS 101 4123 - 80200 -000 LEGAL FEES 2,503.52 VENDOR TOTALS =_= 2,503.52 01 -03089 CASH I- 201111023140 VEHICLE CLEANING SUPPLIES /FUE 103.56 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N VEHICLE CLEANING SUPPLIES 101 4124 - 70100 -000 SUPPLIES 32.14 VEHICLE CLEANING SUPPLIES 101 4131 - 70110 -000 SUPPLIES 21.42 FUEL 101 4124 - 74000 -000 MOTOR FUEL & LUBRICANTS 50.00 VENDOR TOTALS =_= 103.56 01 -03123 CINTAS CORPORATION #470 I- 470728457 SUPPLIES 105.97 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N SUPPLIES 101 4131 - 70110 -000 SUPPLIES 105.97 __= VENDOR TOTALS =_= 105.97 11/03/2011 8:41 AM A/P Regular Open Item Register PACKET: 00618 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED PAGE: 2 -------- ID-- - - - - -- GROSS P.O. # POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -05189 DUKE'S ROOT CONTROL INC I -7817 ROOT CONTROL 3,694.86 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N ROOT CONTROL 601 4601 - 87300 -000 ROOT TREATMENT /CUTTING 3,694.86 VENDOR TOTALS - -- 3,694.86 01 -05375 FERGUSON WATERWORKS I- S01337414.001 SEWER LINE INSPECTION SUPPLIE 133.73 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N SEWER LINE INSPECTION SUPPLIES 601 4601 - 70100 -000 SUPPLIES 133.73 VENDOR TOTALS - -- 133.73 01 -05115 GOPHER STATE ONE CALL I -20350 LOCATES 163.15 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N LOCATES 601 4601 - 88030 -000 LOCATES 163.15 VENDOR TOTALS - -- 163.15 01 -05153 HOME DEPOT CRC /GECF I- 201111023144 HOME DEPOT 380.12 11/02/2011 APBNK MANUAL CK# 078450 11/01/2011 1099: N STREET SIGN INSTALL 101 4132 - 70120 -000 SUPPLIES 83.67 CONCRETE 602 4602 - 87000 -000 REPAIR EQUIP /CATCH BASIN 133.83 MERRY GO ROUND 101 4141 - 87120 -000 FACILITIES & GROUND MAIN 146.55 WIRE BRUSH 101 4131 - 70110 -000 SUPPLIES 16.07 VENDOR TOTALS - -- 380.12 01 -05054 DEBORAH JONES I- 201111023136 MILEAGE 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 MILEAGE VENDOR TOTALS =__ 65.66 1099: N 101 4117 - 86010 -000 MILEAGE 65.66 65.66 11/03/2011 8:41 AM A/P Regular Open Item Register PAGE: 3 PACKET: 00618 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED -------- ID-- - - - - -- GROSS P.O. # POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -05510 LEAGUE OF MN CITIES I- 155430 REGIONAL MEETING LMC 40.00 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N REGIONAL MEETING LMC 101 4112 - 86100 -000 CONFERENCES /EDUCATION /AS 40.00 VENDOR TOTALS =_= 40.00 01 -01002 JUSTIN MILLER I- 201111023139 MILEAGE /PARKING /WORKSHOP EXP 95.99 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N MILEAGE /PARKING 101 4112 - 86010 -000 MILEAGE & PARKING 53.73 BUDGET WORKSHOP FOOD 101 4111 - 70100 -000 SUPPLIES 42.26 VENDOR TOTALS =_= 95.99 01 -07263 NEXTEL COMMUNICATIONS,INC I- 172868921 -080 OCT - CELL PHONE 92.35 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N OCT - CELL PHONE 101 4124 - 85015 -000 CELL PHONE 92.35 VENDOR TOTALS =_= 92.35 01 -06030 OLSON,ROLAND I- 201111023145 SEPT /OCT MILEAGE 23.98 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N SEPT /OCT MILEAGE 101 4112 - 86010 -000 MILEAGE & PARKING 23.98 VENDOR TOTALS =_= 23.98 01 -06184 RAMSEY COUNTY - 911 DISPATCH I- EMCOM- 001489 OCT 911 - DISPATCH 1,649.07 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N OCT 911 - DISPATCH 101 4122 - 81200 -000 911 DISPATCH FEES 1,649.07 I- EMCOM- 001504 RADIO /FLEET SUPPORT 80.64 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N RADIO /FLEET SUPPORT 101 4124 - 86800 -000 RADIO MESB /FLEET SUPPORT 80.64 __= VENDOR TOTALS =_= 1,729.71 11/03/2011 8:41 AM A/P Regular Open Item Register PACKET: 00618 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED ID GROSS P.O. # PAGE: 4 POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -06535 SPEEDWAY SUPERAMERICA I- 201111023143 FUEL -- 192.18 01 -07110 W S & D PERMIT SERVICE 1099: N 11/02/2011 APBNK MANUAL CK# 078451 11/01/2011 120.12 1099: N 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 209 1099: N REFUND WINDOW /DOOR FUEL STREET LIGHTING 101 32214 -000 WINDOW /SIDING PERMIT 601 4601 - 74000 -000 4601 - MOTOR FUEL & LUBRICANTS 192.18 VENDOR TOTALS - -- 120.12 192.18 209 4209 - 85020 -000 STREET LIGHTING 01 -07228 CITY OF ST ANTHONY 9.95 209 4209 - 85020 -000 STREET LIGHTING POWER I -2638 NOV /11 POLICE SVCS 209 49,180.59 85020 -000 STREET LIGHTING POWER 41.34 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 85020 -000 1099: N ELECTRIC /GAS 26.49 101 NOV /11 POLICE SVCS 85020 -000 101 4122 - 81000 -000 29.04 POLICE SERVICES 49,180.59 VENDOR TOTALS - -- 49,180.59 01 -05374 TENNIS SANITATION LLC I- 624910 OCT RECYCLING 5,769.00 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N OCT RECYCLING 206 4206 - 82030 -000 RECYCLING CONTRACTS 5,769.00 VENDOR TOTALS - -- 5,769.00 01 -05303 MICHELLE TESSER I- 201111023137 MRPA CONFERENCE 49.00 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N MRPA CONFERENCE 101 4141 - 86100 -000 CONFERENCES /EDUCATION /AS 49.00 VENDOR TOTALS - -- 49.00 01 -07110 W S & D PERMIT SERVICE 1099: N I- 201111023142 REFUND WINDOW /DOOR PERMIT 120.12 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 209 1099: N REFUND WINDOW /DOOR PERMIT STREET LIGHTING 101 32214 -000 WINDOW /SIDING PERMIT REFUND WINDOW /DOOR PERMIT 4601 - 101 20801 -000 DUE TO OTHER GOVERNMENTS VENDOR TOTALS - -- 120.12 24.42 01 -05870 XCEL ENERGY I- 201111023141 ELECT 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 ELECT ELECT ELECT ELECT ELECT ELECT ELECT 118.00 2.12 1,170.35 1099: N 209 4209 - 85020 -000 STREET LIGHTING POWER 9.95 601 4601 - 85020 -000 ELECTRIC 24.42 209 4209 - 85020 -000 STREET LIGHTING POWER 9.95 209 4209 - 85020 -000 STREET LIGHTING POWER 40.30 209 4209 - 85020 -000 STREET LIGHTING POWER 41.34 101 4141 - 85020 -000 ELECTRIC /GAS 26.49 101 4141 - 85020 -000 ELECTRIC /GAS 29.04 11/03/2011 8:41 AM A/P Regular Open Item Register PAGE: 5 PACKET: 00618 Regular Payables VENDOR SET: 01 City of Falcon Heights SEQUENCE : ALPHABETIC DUE TO /FROM ACCOUNTS SUPPRESSED -------- ID-- - - - - -- GROSS P.O. # POST DATE BANK CODE --- - - - - -- DESCRIPTION--- - - - - -- DISCOUNT G/L ACCOUNT - - - - -- ACCOUNT NAME - - - - -- DISTRIBUTION 01 -05870 XCEL ENERGY ( ** CONTINUED ** ) ELECT 101 4121 - 85020 -000 ELECTRIC 7.30 ELECT 101 4131 - 85030 -000 NATURAL GAS 125.75 ELECT 101 4141 - 85020 -000 ELECTRIC /GAS 243.88 ELECT 101 4131 - 85020 -000 ELECTRIC 611.93 VENDOR TOTALS =_= 1,170.35 01 -07205 ZEP SALES & SERVICE I- 57431416 CLEANING SUPPLIES 459.56 11/02/2011 APBNK DUE: 11/02/2011 DISC: 11/02/2011 1099: N CLEANING SUPPLIES 101 4141 - 70100 -000 SUPPLIES 459.56 VENDOR TOTALS =_= 459.56 __= PACKET TOTALS =_= 119,296.40 The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date October 26, 2011 Agenda Item Consent F2 Attachment received the necessary documents for licensure. Submitted By Michelle Tesser, Assistant to the City Administrator Item City License Applications Description The following individuals have applied for a Municipal License for 2011. Staff has received the necessary documents for licensure. 1. Webster Dental Lab 2. Excel Dental Studios The following individuals have applied for a Mechanical License for 2011. Staff has received the necessary documents for licensure. 3. Affordable Comfort Mechanical 4. Ideal Plumbing and Rooting, LLC 5. Terry Nelson Plumbing, Inc. The following individuals have applied for a Christmas Tree License for 2011. Staff has received the necessary documents for licensure. 6. Glen Tower Pines (Hermes Floral) Budget Impact Attachment(s) N/A Action(s) Staff recommends that the Falcon Heights City Council approve the 2011 City Requested License Applications Families, Fields and Fair The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F3 Attachment Resolutions 11 -16 and 11 -17 Submitted By Roland Olson, Finance Director Item Fund Balance and Special Revenue Funds GASB 54 Description The Governmental Accounting Standards Board's Statement Number 54 (GASB 54) requires establishment of a fund balance policy to define appropriate fund balance levels for each fund that is primarily funded by property tax revenues. GASB 54 also requires that special revenue funds are used to account for and report proceeds of specific revenue sources that are restricted or committed to expenditures for specific purposes. Resolutions are required. As discussed during the October 5, 2011 council workshop funds have been designated as being Non spendable, Restricted, Committed, Assigned, and Unassigned. The Fund Balance Policy as discussed at the workshop is amended to reflect the minimum fund balance as being "unassigned" instead of "assigned ". In addition, the special revenue fund balances as originally designated as "assigned" are now further restricted and designated as "committed ". Our auditors have requested these changes to comply with the provisions of GASB statement 54. Budget Impact Establish a fund balance policy and special revenue funds in accordance with GASB statement 54. Attachment(s) Resolutions 11 -16 and 11 -17 Action(s) Staff recommends adopting the attached resolutions on fund balance policy and Requested special revenue funds in accordance with GASB statement 54. These resolutions LI will supersede existing reserve policies established by prior city council actions. Families, Fields and Fair CITY OF FALCON HEIGHTS COUNCIL RESOLUTION November 9, 2011 No. 11 -16 FUND BALANCE POLICY The purpose of the fund balance policy is to establish appropriate fund balance levels for each fund that is primarily funded by property tax revenues. Currently, only the General Fund is primarily funded by property tax revenues. This policy will ensure that adequate resources are available to meet cash flow needs for carrying out the regular operations of the City and future needs. General Fund: The General Fund is established to account for all revenues and expenditures which are not required to be accounted for in other funds. Revenue sources include property taxes, license and permit fees, fines and fortfeits, service charges, intergovernmental revenues, investment interest earnings, miscellaneous revenues, and transfers. The General Fund's resources finance a wide range of functions including the operations of the general government, public safety, and public works. The City will strive to maintain a minimum unassigned fund balance in the General Fund in the range of 45% of the subsequent year's budgeted expenditures. Since a significant source of revenue comes from property taxes, maintaining a fund balance that is equal to at least five months of operating expenditures ensures that sufficient resources are available to fund basic City functions between property tax settlements. If the fund balance falls below the minimum desired level, then additional future revenue sources will be pursued and expenditures will be examined in relation to various service levels. Governmental Fund Balance classifications are defined as follows: Non Spendable: Resources that are "permanently precluded from conversion to cash." Such items include prepaid items; inventory; land held for resale; and long -term receivables that are not otherwise restricted, committed, assigned, or offset by deferred revenues. Restricted: Resources that are constrained to a specific purpose by enabling legislation, external parties, or constitutional provisions. Examples include fund balance related to unspent bond proceeds, tax increments, debt service fund balances, and park dedication fees. Committed: Resources that are constrained by City Council resolutions for a specific purpose. Fund balance commitment resolutions must be completed before December 31St to be effective for that fiscal year and remain in effect until the commitment is changed or eliminated by Council resolution. Assigned: Resources that are intended for a specific purpose by management if delegated authority by Council. This would include any remaining positive fund balance in another fund other than the general fund. Unassigned: Remaining resources that are available for any purpose. Unassigned fund balance will occur only in the General Fund or in other funds where there is a negative fund balance that can not be eliminated by reducing restricted, committed, or assigned fund balance. The City Council authorizes the City Administrator to administer "Assigned Fund Balance" that reflects the City's intended uses of the funds. When both restricted and unrestricted resources are available for use, it is the City's policy to first use restricted resources, and then use unrestricted resources. When unrestricted resources are available for use, it is the City's policy to use resources in the following order: 1) committed 2) assigned 3) unassigned. These fund balance classifications apply only to Governmental Funds, not Enterprise Funds. Moved by: LINDSTROM In Favor GOSLINE HARRIS Against LONG MERCER - TAYLOR Approved by: Attested by: Peter Lindstrom, Mayor November 9, 2011 Justin Miller, Administrator November 9, 2011 CITY OF FALCON HEIGHTS COUNCIL RESOLUTION November 9, 2011 No. 11 -17 RESOLUTION COMMITTING SPECIFIC REVENUE SOURCES IN SPECIAL REVENUE FUNDS WHEREAS, the Governmental Accounting Standards Board's Statement Number 54 states that special revenue funds are used to account for and report the proceeds of specific revenue sources that are restricted or committed to expenditures for specific purposes other than debt service or capital projects; and, WHEREAS, the term "proceeds of specific revenue sources" establishes that one or more specific restricted or committed revenues should be the foundation for a special revenue fund and comprise a substantial portion of the fund's revenues; and, WHEREAS, council action is required to formalize the commitment of the specific revenue sources to specified purposes. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Falcon Heights, Minnesota that the specific revenue source of each special revenue fund and the specific purposes for which they are restricted or committed are as follows: Fund Specific Revenue Committed For Restricted For Source Park Program Recreation Fees Recreation Costs Transfer from General Fund Community Garden Plot Fees Garden Costs Garden Water Water Surcharge Fees Hydrant Costs Fire Truck Costs Recycling Recycling Grant Recycling and Recycling Fees Environmental Activities CERT Community Emergency Grant Grant Programs Community Lease of City Easement Activities Economic Fees Promoting Development Economic Development Street Lighting Lighting Fees Lighting Costs Emerald Ash Tree Grant Programs Grant Program Borer Costs BE IT FURTHER RESOLVED, the foundational revenue source and commitment and restriction of those sources is stated above and it is known there will be other residual revenue streams, and it is the intention that these funds be committed or restricted for the same purpose specified for that fund. Moved by: LINDSTROM GOSLINE HARRIS LONG MERCER - TAYLOR In Favor Against Approved by: Attested by: Peter Lindstrom, Mayor November 9, 2011 Justin Miller, Administrator November 9, 2011 The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F4 Attachment provides. Some of these are billed through water bills through St. Paul Regional Submitted By Justin Miller, City Administrator Item Establish 2012 Enterprise and Special Revenue Fund Fees Description Each year the City of Falcon Heights sets fees for various services that the city provides. Some of these are billed through water bills through St. Paul Regional Water Services, and their first 2012 billing cycle actually runs from November 2011 through January 2012. In order to have the 2012 rates on the first quarter billing, the city council being asked to set the 2012 rates at this time. Sanitary Sewer Staff is recommending that the 2012 rates include a $26.50 /quarter base fee plus a variable rate of $.0173559 per cubic foot. Storm Sewer Staff is recommending that the 2012 rate be $19.75 /quarter for residential properties and $184.33/acre for all other properties. Recycling Staff is recommending that the 2012 rate be $3.00 /month. Water Staff is recommending that the 2012 rate for this fund remain at 6% of the water bill. Street Lighting Staff is recommending that the 2012 rate for this fund remain at $2/ month for residential properties and $.02 per foot frontage for all other properties. All of these recommendations are in line with discussions held during budget workshops held in the past few months. Budget Impact These rates will preserve the city's financial positions in their respective accounts. Attachment(s) Families, Fields and Fair Action(s) Staff recommends that the Falcon Heights City Council adopt the 2012 rates as Requested outlined above. The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F5 Attachment 14f and November 18th to canvas the results of the city council election held on Submitted By Justin Miller, City Administrator Item Setting Date of Special Meeting to Canvas Election Results Description According to state law, the city council must meet between the dates of November 14f and November 18th to canvas the results of the city council election held on November 8, 2011. After consulting various calendars, staff is recommending that a special meeting be called for 5:30 pm on November 16th. Budget Impact N/A Attachment(s) Action(s) Staff recommends that the Falcon Heights City Council set a special meeting for Requested November 16th at 5:30 pm for the purpose of canvassing the votes of the city council election held November 8, 2011. Families, Fields and Fair The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F6 Attachment N/A Submitted By Justin Miller, City Administrator Item I Recognition of 2011 Adopt -a -Crop Participants Description Last year the city council and environment commission initiated an "Adopt -a- Crop" program. This idea was brought forth by local resident Joni Fletty who started a similar program at her place of business. Residents were encouraged to bring their excess fruits and vegetables to city hall where staff would weigh the donations and then deliver them to a local food shelf. In 20101714 pounds of produce was donated. The results for this year were again impressive. The amount donated by individuals this year include: Tom and Kathy Staffa 568.7 lbs Ivan Marier 407 lbs Rich Olson 42 lbs Julie He yd 29 lbs Justin and Dianne Miller 20 lbs James Darabi 18.5 lbs Kris Olsen 18.5 lbs Scott Durand 16 lbs Chris Wolkerstoffer 15.5 lbs Barbara McCoy 13.5 lbs Anonymous 11 lbs Melissa Weber - Sanders 10.5 lbs Anne Holzman 7 lbs Lois Braun 5 lbs Lisa Wolf 4 lbs Marilyn Korbach 3 lbs TOTAL 1189.2 lbs Types of produce donated included corn, squash, tomatoes, zucchini, carrots, peppers, and many others. All of the food was taken to Keystone Community Food shelves in Roseville and St. Paul. Families, Fields and Fair Budget Impact N/A Attachment(s) None Action(s) Requested No action is required. This is being provided simply as an update to the council and to provide recognition of the people who generously donated to this cause. The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F7 Attachment Master Subordination Agreement Submitted By Justin Miller, City Administrator Item Approval of Master Subordination Agreement with Falcon Heights Town Square Limited Partnership Description In 2003, as part of the Falcon Heights Town Square development, the City of Falcon Heights entered into several agreements with Sherman and Associates to facilitate the redevelopment project. Sherman and Associates are looking to capitalize on the current low interest rate environment by refinancing some of their outstanding loans, but in order to complete the refinancing, they need approval from all parties associated with the agreements. Due to the tax increment financing that was provided to the project, the City of Falcon Heights is being requested to approve the attached master subordination agreement. The city's bond counsel has reviewed the documents and approves of the requested agreement. Budget Impact This agreement does not alter any financial agreements between the City of Falcon Heights and the developer. Attachment(s) Master Subordination Agreement Action(s) Staff recommends that the Falcon Heights City Council adopt the attached master Requested subordination agreement in substantially the form provided to the city subject to any modifications approved by the city's bond counsel. Families, Fields and Fair FALCON HEIGHTS TOWN SQUARE APARTMENTS MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE THIS MASTER SUBORDINATION AGREEMENT made and entered into as of the 1St day of , 2011, by and between FALCON HEIGHTS TOWN SQUARE LIMITED PARTNERSHIP, a Minnesota limited partnership, with offices located at 233 Park Avenue South, Suite 201, Minneapolis, Minnesota 55415 ( "Borrower "), OAK GROVE COMMERCIAL MORTGAGE, LLC, a Delaware limited liability company, with its offices located at 2177 Youngman Avenue, St. Paul, Minnesota 55116 ( "Oak Grove "), the MINNESOTA HOUSING FINANCE AGENCY, a Minnesota public body corporate and politic, with its offices located at 400 Sibley Street, Suite 300, St. Paul, Minnesota 55101 ( "MHFA "), RAMSEY COUNTY HOUSING AND REDEVELOPMENT AUTHORITY, a Minnesota political subdivision, with its offices located at 250 Courthouse, 15 West Kellogg Boulevard, St. Paul, Minnesota 55102 ( "Ramsey County "), the FAMILY HOUSING FUND, a Minnesota non - profit corporation, with its offices located at 801 Nicollet Mall, Suite 1650, Minneapolis, Minnesota 55402 ( "FHF ") and CITY OF FALCON HEIGHTS, MINNESOTA, a Minnesota municipal corporation, with its offices located at 2077 West Larpenteur Avenue, Falcon Heights, Minnesota 55113 ( "City "). (Oak Grove, MHFA, Ramsey County, FHF and the City are sometimes collectively referred to herein as "Lenders "). RECITALS: WHEREAS, Borrower has obtained a mortgage loan from Oak Grove in the original principal amount of and No/ 100ths Dollars ($ ) ( "Oak Grove Loan ") for a one hundred nineteen (119) unit multifamily apartment facility in Falcon Heights, Minnesota (the "Project ") on the real property described in Exhibit A attached hereto ( "Premises), which Loan is being insured by the Federal Housing Administration (the "FHA ") of the United States Department of Housing and Urban Development ( "HUD ") under Section of the National Housing Act of 1934, as amended (the "Act ") pursuant to the FHA's Commitment dated , 2011 (FHA Project No. ), as amended (the "FHA Commitment "); and WHEREAS, Borrower has obtained a loan of Minnesota Families Affordable Rental Investment Fund Program funds from the MHFA in the original principal amount of Three Million Two Hundred Fifty Thousand and No /100ths Dollars ($3,250,000.00) (the "MARIF Loan "), none of which has been disbursed, which will be used for the construction of the Project; and WHEREAS, Borrower has obtained a loan of Ramsey County Housing Endowment Funds from Ramsey County in the original principal amount of Five Hundred Thousand and No /100ths Dollars ($500,000.00) (the "Ramsey County Loan "), which has been disbursed to Borrower for payment of acquisition and construction related costs for the Project; and WHEREAS, Borrower has obtained a loan from the FHF in the original principal amount of Two Hundred Thousand and No /100ths Dollars ($200,000.00) (the "FHF Loan "), none of which has been disbursed, which will be used for the construction of the Project; and WHEREAS, the City has established the Tax Increment Financing District No. 1 -3 of which the Premises is a part and the City has agreed to provide certain tax increment financing to Borrower in the form of reimbursements to Borrower out of tax increments pursuant to Minnesota laws (the "Tax Increment Financing ") which will be used for certain development costs in connection with the Project; and WHEREAS, in conjunction with the Oak Grove Loan, Borrower and Oak Grove have entered into and executed those certain documents and agreements identified in Exhibit B attached hereto and incorporated herein by reference (the "Oak Grove Loan Documents "); and WHEREAS, in conjunction with the MARIF Loan, Borrower and the MHFA have entered into and executed those certain documents and agreements identified in Exhibit C attached hereto and incorporated herein by reference (the " MARIF Loan Documents "); and WHEREAS, in conjunction with the Ramsey County Loan, Borrower and Ramsey County have entered into and executed those certain documents and agreements identified in Exhibit D attached hereto and incorporated herein by reference (the "Ramsey County Loan Documents "); and WHEREAS, in conjunction with the FHF Loan, Borrower and the FHF have entered into and executed those certain documents and agreements identified in Exhibit E attached hereto and incorporated herein by reference (the "FHF Loan Documents "); and WHEREAS, in conjunction with the Tax Increment Financing, Borrower and the City have entered into and executed those certain documents and agreements identified in Exhibit F attached hereto and incorporated herein by reference (the "TIF Documents "); and WHEREAS, it is intended that the loans and corresponding loan documents referred to herein shall have the following order of priority: 1) The Oak Grove Loan and the Oak Grove Loan Documents shall have a first and senior priority; 2) The MARIF Loan and the MARIF Loan Documents shall have second priority behind the Oak Grove Loan and Oak Grove Loan Documents; 3) The Ramsey County Loan and the Ramsey County Loan Documents shall have third priority behind the Oak Grove Loan and Oak Grove Loan Documents and the MARIF Loan and the MARIF Loan Documents; and 2 4) The FHF Loan and the FHF Loan Documents shall have fourth priority behind the Oak Grove Loan and Oak Grove Loan Documents, the MARIF Loan and the MARIF Loan Documents and Ramsey County Loan and the Ramsey County Loan Documents. WHEREAS, it is further intended that the parties wish to specify how the terms and conditions contained in the loan documents referred to herein shall be interpreted in the event of a conflict or inconsistency therein. NOW, THEREFORE, in consideration of One Dollar ($1.00) and other good and valuable consideration, and in further consideration of the parties hereto making and entering into the loans referred to herein, the parties do hereby agree as follows: 1. Consent to Loans. By executing this Master Subordination Agreement: A. Oak Grove agrees that all of the liens, encumbrances, and restrictive covenants, if any, created by the MARIF Loan Documents, the Ramsey County Loan Documents, the FHF Loan Documents and the TIF Documents shall be deemed to be "Permitted Encumbrances" under the Oak Grove Loan Documents but subordinate to all liens, rights, and remedies created by the Oak Grove Loan Documents. B. The MHFA agrees that all of the liens, encumbrances, and restrictive covenants, if any, created by the Oak Grove Loan Documents, the Ramsey County Loan Documents, the FHF Loan Documents and the TIF Documents shall be deemed to be "Permitted Encumbrances" under the MARIF Loan Documents. C. Ramsey County agrees that all of the liens, encumbrances, and restrictive covenants, if any, created by the Oak Grove Loan Documents, the MARIF Loan Documents, the FHF Loan Documents and the TIF Documents shall be deemed to be "Permitted Encumbrances" under the Ramsey County Loan Documents. D. The FHF agrees that all of the liens, encumbrances, and restrictive covenants, if any, created by the Oak Grove Loan Documents, the MARIF Loan Documents, the Ramsey County Loan Documents and the TIF Documents shall be deemed to be "Permitted Encumbrances" under the FHF Loan Documents. E. The City agrees that all of the liens, encumbrances, and restrictive covenants, if any, created by the Oak Grove Loan Documents, the MARIF Loan Documents, Ramsey County Loan Documents and the FHF Loan Documents shall be deemed to be "Permitted Encumbrances" under the TIF Documents. 2. Use of Documents. With respect to the loan documents referred to and described herein, the parties do hereby covenant, warrant, consent, and agree as follows: A. The MHFA covenants and warrants that (i) the MARIF Loan Documents are all of the documents it has entered into regarding the MARIF Loan, (ii) there are no other documents relating to the MARIF Loan, (iii) it will not enter into any other 3 B. Ramsey County covenants and warrants that (i) the Ramsey County Loan Documents are all of the documents it has entered into regarding the Ramsey County Loan, (ii) there are no other documents relating to the Ramsey County Loan, (iii) it will not enter into any other documents relating to the Ramsey County Loan which would have an adverse impact upon any other party to this Master Subordination Agreement without the prior written consent of such party or parties, and (iv) any document relating to the Ramsey County Loan which may exist and is not listed in the Ramsey County Loan Documents, or may come into existence in the future, shall not have any force or effect until approved and consented to in writing by all of the parties to this Master Subordination Agreement, and upon such written approval such document shall be automatically considered to be included in the Ramsey County Loan Documents, and Ramsey County will execute any and all documents necessary to include such document in the Ramsey County Loan Documents. C. The FHF covenants and warrants (i) the FHF Loan Documents are all of the documents it has entered into regarding the FHF Loan, (ii) there are no other documents relating to the FHF Loan, (iii) it will not enter into any other documents relating to the FHF Loan which would have an adverse impact upon any other party to this Master Subordination Agreement without the prior written consent of such party or parties, and (iv) any document relating to the FHF Loan which may exist and is not listed in the FHF Loan Documents, or may come into existence in the future, shall not have any force or effect until approved and consented to in writing by all of the parties to this Master Subordination Agreement, and upon such written approval such document shall be automatically considered to be included in the FHF Loan Documents, and the FHF will execute any and all documents necessary to include such document in the FHF Loan Documents. D. The City covenants and warrants that (i) the TIF Documents are all of the documents it has entered into regarding the Tax Increment Financing for the Project, (ii) there are no other documents relating to the Tax Increment Financing for the Project, (iii) it will not enter into any other documents relating to the Tax Increment Financing for the Project which would have an adverse impact upon any other party to this Master Subordination Agreement without the prior written consent of such party or parties, and (iv) any document relating to the Tax 2 E. Oak Grove agrees and consents to the use of the MARIF Loan Documents, the Ramsey County Loan Documents, the FHF Loan Documents and the TIF Documents. F. The MHFA agrees and consents to the use of the Oak Grove Loan Documents, the Ramsey County Loan Documents, the FHF Loan Documents and the TIF Documents. G. Ramsey County agrees and consents to the use of the Oak Grove Loan Documents, MARIF Loan Documents, the FHF Loan Documents and the TIF Documents. H. The FHF agrees and consents to the use of the Oak Grove Loan Documents, the MARIF Loan Documents, the Ramsey County Loan Documents and the TIF Documents. I. The City agrees and consents to the use of the Oak Grove Loan Documents, MARIF Loan Documents, the Ramsey County Loan Documents and the FHF Loan Documents. 3. Subordination of Loans and Documents. The parties agree to the following priority and subordination of the loans and documents referred to and described herein: A. The MHFA agrees and acknowledges that the Oak Grove Loan and the Oak Grove Loan Documents and all advances made thereunder and accrued interest thereon are senior and prior to the MARIF Loan and the MARIF Loan Documents. Therefore, the MHFA agrees to, and does hereby (i) subordinate any and all liens, security interests and restrictive covenants, if any, included in the MARIF Loan and the MARIF Loan Documents to any and all liens, security interests and restrictive covenants, if any, securing repayment of the Oak Grove Loan or created by the Oak Grove Loan Documents, and (ii) subordinates the MARIF Loan and the MARIF Loan Documents to the Oak Grove Loan and the Oak Grove Loan Documents. B. Ramsey County agrees and acknowledges that the Oak Grove Loan and the Oak Grove Loan Documents and the MARIF Loan and the MARIF Loan Documents, and all advances made thereunder and accrued interest thereon are senior and prior to the Ramsey County Loan and the Ramsey County Loan Documents. Therefore, Ramsey County agrees to, and does hereby (i) subordinate any and all liens, security interests and restrictive covenants, if any, included in the Ramsey 5 C. The FHF agrees and acknowledges that the Oak Grove Loan and the Oak Grove Loan Documents, the MARIF Loan and the MARIF Loan Documents and the Ramsey County Loan and the Ramsey County Loan Documents, and all advances made thereunder and accrued interest thereon are senior and prior to the FHF Loan and the FHF Loan Documents. Therefore, the FHF agrees to, and does hereby (i) subordinate any and all liens, security interests and restrictive covenants, if any, included in the FHF Loan and the FHF Loan Documents to any and all liens, security interests and restrictive covenants, if any, securing repayment of the Oak Grove Loan or created by the Oak Grove Loan Documents, the MARIF Loan and the MARIF Loan Documents, and/or the Ramsey County Loan and the Ramsey County Loan Documents, and (ii) subordinates the FHF Loan and the FHF Loan Documents to the Oak Grove Loan and Oak Grove Loan Documents, the MARIF Loan and the MARIF Loan Documents and the Ramsey County Loan and the Ramsey County Loan Documents. D. The City agrees and acknowledges that the Oak Grove Loan and the Oak Grove Loan Documents and all advances made thereunder and accrued interest thereon are senior and prior to the TIF Documents. Therefore, the City agrees to, and does hereby (i) subordinate any and all liens, security interests and restrictive covenants, if any, included in the TIF Documents to any and all liens, security interests and restrictive covenants, if any, securing repayment of the Oak Grove Loan and the Oak Grove Loan Documents, and (ii) subordinates the TIF Documents to the Oak Grove Loan and the Oak Grove Loan Documents. E. The parties acknowledge that the Premises is intended to receive the benefits of Low Income Housing Tax Credits (the "Credits ") pursuant to Section 42 of the Internal Revenue Code ( "Section 42 ") and that it is a condition of the receipt of the Credits that Borrower file and record the Declaration of Land Use Restrictive Covenants for Housing Tax Credits identified on Exhibit G attached hereto and incorporated herein by reference (the "Declaration "). Oak Grove, the MHFA, Ramsey County, the FHF and the City hereby consent to the terms of the Declaration, as required by Section 2(c) of the Declaration, and further agree that, upon filing and recording, the Declaration will be subordinate to the Oak Grove Loan and the Oak Grove Loan Documents, the MARIF Loan and MARIF Loan Documents, the Ramsey County Loan and the Ramsey County Loan Documents, the FHF Loan and the FHF Loan Documents, and the TIF Documents except to the extent required by Section 9(d) of the Declaration (relating to the three (3) year vacancy control during the extended use period). on 4. Provisions in Documents. Notwithstanding the subordination and order of priority set forth and agreed to in Section 3 hereinabove, and notwithstanding any contrary provision contained in any of the documents referred to herein, the parties hereby agree that, if there are any inconsistencies or conflicts with respect to the provisions contained in any of the documents referred to herein, then the provisions contained in the Oak Grove Loan Documents shall control over any such inconsistent or conflicting provision in any other document. 5. Interpretation. The parties are entering into and executing this Master Subordination Agreement to establish the subordination and priority of the loans and the documents referred to herein and to resolve any inconsistencies or conflicts in such documents, and accordingly, the parties hereby agree, understand, and acknowledge that the enforceability of this Master Subordination Agreement is not, and shall not, be restricted, limited, or impaired by the fact that not all of the parties are signatories to each or any of the documents referred to and incorporated by reference herein 6. Compliance with Closing Requirements and Absence of Events of Default. The parties state, represent, and warrant as follows: A. Oak Grove states, represents and warrants that, to the best of its knowledge, there are no Events of Default, or events which with the passage of time could constitute an Event of Default, currently existing under the Oak Grove Loan Documents and that, to the best of its knowledge, Oak Grove and Borrower both have complied with all of the requirements imposed under such documents for the closing of the Oak Grove Loan. B. The MHFA states, represents, and warrants that, to the best of its knowledge, there are no Events of Default, or events which with the passage of time could constitute an Event of Default, currently existing under the MARIF Loan Documents and that, to the best of its knowledge, the MHFA and Borrower both have complied with all of the requirements imposed under such documents for the closing of the MARIF Loan. C. Ramsey County states, represents, and warrants that, to the best of its knowledge, there are no Events of Default, or events which with the passage of time could constitute an Event of Default, currently existing under the Ramsey County Loan Documents and that, to the best of its knowledge, Ramsey County and Borrower both have complied with all of the requirements imposed under such documents for the closing of the Ramsey County Loan. D. The FHF states, represents, and warrants that, to the best of its knowledge, there are no Events of Default, or events which with the passage of time could constitute an Event of Default, currently existing under the FHF Loan Documents and that, to the best of its knowledge, the FHF and Borrower both have complied with all of the requirements imposed under such documents for the closing of the FHF Loan. 7 E. The City states, represents, and warrants that, to the best of its knowledge, there are no Events of Default, or events which with the passage of time could constitute an Event of Default, currently existing under the TIF Documents and that, to the best of its knowledge, the City and Borrower both have complied with all of the requirements imposed under the TIF Documents. 7. Excess Insurance or Condemnation Proceeds. Notwithstanding any provisions contained in any of the loan documents described herein (including the Oak Grove Loan Documents), upon the occurrence of a casualty or condemnation, the Borrower shall be required to restore the Project to the extent feasible (i.e. sufficient proceeds and other funds to permit restoration are available to the Borrower). If restoration is not feasible (as determined by the Borrower and the holder of the Oak Grove Loan), then the proceeds of such casualty funds or condemnation award shall be distributed in accordance with the priority in Section 3 hereof. 8. Additional Provisions. A. No renewal, modification, increase, or extension of time of payment of any indebtedness referred to herein, no releases or surrender of any security therefor, nor any delay or omission in exercising any right or remedy contained therein shall, in any event, impair or affect the subordination of loan documentation and/or rights and obligations of the parties hereunder. Any party hereto, in its sole discretion, may waive or release any right or option under the loan documentation held by it and may exercise or refrain from exercising any right thereunder without the consent of any other party hereto. The parties agree that any party hereto at any time or from time to time may enter into such agreement or agreements with Borrower as it deems appropriate, extending the time of payment of or modifying, increasing, extending, renewing, or otherwise altering the terms of any or all of the obligations, or may exchange, sell, surrender, or otherwise deal with any such security, without notice, to the other parties hereto and without in any way impairing or affecting this Master Subordination Agreement. The parties waive notice of creation, existence, renewal, modification, or extension of time and payment of the loan documentation referred to herein and the indebtedness evidenced thereby, the disbursement of any sums thereunder, and any modifications or amendments to the loan documentation referred to herein. B. None of the parties hereto have any obligation under this Master Subordination Agreement to the other parties hereto to advance any funds to Borrower or to insure that any funds so advanced are used for any specific purpose. Any application or use of funds advanced should not impair the subordination provided herein. C. Each of the parties hereto waives any right to require marshaling of assets or to require any other party hereto to proceed against or exhaust any specific security for the indebtedness held by it and any defense arising out of the loss or of impairment of any right of subrogation through the lien of any loan documentation. N. D. Each agreement, and each and every covenant, agreement, and other provisions hereof shall be binding upon each of the parties hereto and their successors and assigns and shall inure to the benefit of each of the parties hereto and their successors and assigns and, in particular, to any subsequent holder of the loan documentation referred to herein, including, in particular, any person or entity advancing any funds under the respective loan documents. E. This Master Subordination Agreement may be changed only by an instrument in writing executed by the parties hereto. No waiver, amendment, or modification by custom, usage, or by implication shall be effective unless in writing signed by the parties. This Master Subordination Agreement shall not be construed as altering, amending, or modifying any of the terms and conditions of the loan documentation referred to herein other than for the subordination of priorities expressed herein. 9. Notices. All notices to be given by any party to the other under this Master Subordination Agreement shall be in writing and shall be deemed to have been given when delivered personally, or when deposited in the United States Mail, registered or certified postage prepaid, addressed to the party's address listed below or addressed to any such party at such other address as such party shall furnish subsequently by notice to the other parties. Any notice delivered personally to Borrower shall be delivered to a general partner of Borrower, and any notice delivered personally to any of the other parties to this Master Subordination Agreement shall be delivered to an officer of such party. To Borrower: Falcon Heights Town Square Limited Partnership 233 Park Avenue South, Suite 201 Minneapolis, Minnesota 55415 To Oak Grove: Oak Grove Financial Group, Inc. 2177 Youngman Avenue St. Paul, Minnesota 55116 To the MHFA: Minnesota Housing Finance Agency 400 Sibley Street, Suite 300 St. Paul, Minnesota 55101 ATTN: Assistant Commissioner, Multifamily To the FHF: Family Housing Fund 801 Nicollet Mall, Suite 1650 Minneapolis, Minnesota 55402 To Ramsey County: Ramsey County Housing and Redevelopment Authority 250 Courthouse 15 West Kellogg Boulevard St. Paul, Minnesota 55102 ATTN: Judy Karon X To the City: City of Falcon Heights, Minnesota 2077 West Larpenteur Avenue Falcon Heights, Minnesota 55113 ATTN: City Administrator 10. Execution in Counterparts. This Master Subordination Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one instrument. IN WITNESS WHEREOF, the parties hereto have executed this Master Subordination Agreement and Estoppel Certificate as of the date and year first above written. (Signature Pages to Follow) 10 Signature Page to Master Subordination Agreement FALCON HEIGHTS TOWN SQUARE LIMITED PARTNERSHIP, a Minnesota limited partnership By: SHERMAN ASSOCIATES, INC., a Minnesota corporation Its: General Partner By: George E. Sherman Its: President STATE OF MINNESOTA ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this day of December, 2011, by George E. Sherman, the President of SHERMAN ASSOCIATES, INC., a Minnesota corporation, the sole general partner of FALCON HEIGHTS TOWN SQUARE LIMITED PARTNERSHIP, a Minnesota limited partnership, on behalf of the limited partnership. Notary Public Signature Page to Master Subordination Agreement OAK GROVE COMMERCIAL MORTGAGE, LLC, a Delaware limited liability company LE Its: STATE OF MINNESOTA ) )ss COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of December, 2011, by , the of OAK GROVE COMMERCIAL MORTGAGE, LLC, a Delaware limited liability company, on behalf of said company. Notary Public Signature Page to Master Subordination Agreement MINNESOTA HOUSING FINANCE AGENCY, a Minnesota public body corporate and politic By:_ Name: Its: STATE OF MINNESOTA ) )ss. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of December, 2011, by , the of MINNESOTA HOUSING FINANCE AGENCY, a Minnesota public body corporate and politic, on behalf of such public body. Notary Public Signature Page to Master Subordination Agreement FAMILY HOUSING FUND, a Minnesota non -profit corporation Its: STATE OF MINNESOTA ) )ss COUNTY OF ) The foregoing instrument was acknowledged before me this day of December, 2011, by , the of FAMILY HOUSING FUND, a Minnesota non- profit corporation, on behalf of said non -profit corporation. Notary Public Signature Page to Master Subordination Agreement RAMSEY COUNTY HOUSING AND REDEVELOPMENT AUTHORITY, a Minnesota political subdivision By: _ Name: Its: Approved as to Form: Assistant Ramsey County Attorney Ramsey County Attorney's Office STATE OF MINNESOTA ) )ss. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of December, 2011, by , the Ramsey County Manager of RAMSEY COUNTY HOUSING AND REDEVELOPMENT AUTHORITY, a Minnesota political subdivision, on behalf of the political subdivision. Notary Public Signature Page to Master Subordination Agreement CITY OF FALCON HEIGHTS, MINNESOTA, a Minnesota municipal corporation By: _ Name: Its: By: _ Name: Its: STATE OF MINNESOTA ) )ss. COUNTY OF RAMSEY ) Mayor City Administrator /Clerk The foregoing instrument was acknowledged before me this day of December, 2011, by the Mayor, and the City Administrator /Clerk, of the CITY OF FALCON HEIGHTS, MINNESOTA, a Minnesota municipal corporation, on behalf of the corporation. Notary Public This instrument was drafted by: Oppenheimer Wolff & Donnelly LLP 45 South Seventh Street, Suite 3300 Minneapolis, MN 55402 -1609 EXHIBIT A TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE Legal Description The real property located in Ramsey County, Minnesota, and legally described as: A -1 EXHIBIT B TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE Oak Grove Loan Documents 1. Mortgage Note dated as of December 1, 2011, executed and delivered by Falcon Heights Town Square Limited Partnership to Oak Grove Commercial Mortgage, LLC, in the original principal amount of $ 2. Mortgage dated as of December 1, 2011, executed and delivered by Falcon Heights Town Square Limited Partnership to Oak Grove Commercial Mortgage, LLC encumbering the Premises. 3. Regulatory Agreement for Multifamily Housing Project dated as of December 1, 2011, entered into by and between Falcon Heights Town Square Limited Partnership and the Secretary of Housing and Urban Development. 4. Security Agreement dated as of December 1, 2011, executed and delivered by Falcon Heights Town Square Limited Partnership to Oak Grove Commercial Mortgage, LLC. 5. UCC Financing Statement executed and delivered by Falcon Heights Town Square Limited Partnership, as Debtor, in favor of Oak Grove Commercial Mortgage, LLC and United States Department of Housing and Urban Development, as Secured Parties. 6. UCC Financing Statement (Fixture Filing) executed and delivered by Falcon Heights Town Square Limited Partnership, as Debtor, to Oak Grove Commercial Mortgage, LLC and United States Department of Housing and Urban Development, as Secured Parties, encumbering the Premises. 7. Assignment of Tax Increment Financing dated as of December 1, 2011 executed and delivered by Falcon Heights Town Square Limited Partnership to Oak Grove Commercial Mortgage, LLC. 8. Consent of City of Falcon Heights, Minnesota, to the Assignment of Tax Increment Financing dated as of December 27, 2011 executed and delivered by the City of Falcon Heights, Minnesota, to Oak Grove Commercial Mortgage, LLC. 9. Assignment of Development Agreement dated as of December 1, 2011 executed and delivered by Falcon Heights Town Square Limited Partnership to Oak Grove Commercial Mortgage, LLC. EXHIBIT C TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE MARIF Loan Documents Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Mortgage Loan Commitment dated April 28, 2004, executed by Falcon Heights Town Square Limited Partnership, a Minnesota limited partnership, as Borrower, in favor of Minnesota Housing Finance Agency, as Lender. 2. Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Mortgage Note dated April 28, 2004 executed by Falcon Heights Town Square Limited Partnership, a Minnesota limited partnership, in favor of Minnesota Housing Finance Agency in the original amount of $3,250,000.00. 3. Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Combination Mortgage, Security Agreement and Fixture Financing Statement dated April 28, 2004 between Falcon Heights Town Square Limited Partnership, a Minnesota limited partnership, as Mortgagor, and Minnesota Housing Finance Agency, as Mortgagee, securing the principal amount of $3,250,000.00. 4. Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Assignment of Rents and Leases dated April 28, 2004, between Falcon Heights Town Square Limited Partnership, as Assignor, and Minnesota Housing Finance Agency, as Assignee. 5. Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Regulatory Agreement dated April 28, 2004, between Falcon Heights Town Square Limited Partnership and Minnesota Housing Finance Agency. 6. Minnesota Housing Finance Agency Minnesota Families Affordable Rental Investment Fund Program Declaration of Covenants, Conditions and Restrictions dated April 28, 2004, executed by Falcon Heights Town Square Limited Partnership. 7. Minnesota Housing Finance Agency Loan Agreement dated April 28, 2004, between Falcon Heights Town Square Limited Partnership, as Borrower, and Minnesota Housing Finance Agency, as Lender. 8. UCC Financing Statement naming Falcon Heights Town Square Limited Partnership, debtor, and Minnesota Housing Finance Agency, secured party. 9. Request for Notice of Foreclosure dated April 28, 2004, executed by Minnesota Housing Finance Agency. 10. Escrow and Disbursement Agreement between Falcon Heights Town Square Limited Partnership, Minnesota Housing Finance Agency, and Commercial Partners Title, LLC, as authorized agent of Chicago Title Insurance Company dated as of April 28, 2004. C -1 EXHIBIT D TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE Ramsey County Loan Documents 1. Ramsey County Housing Endowment Fund Loan Agreement dated July 1, 2003 by and between Ramsey County Housing and Redevelopment Authority and Falcon Heights Town Square Limited Partnership. 2. Promissory Note dated July 1, 2003 executed and delivered by Falcon Heights Town Square Limited Partnership to the Ramsey County Housing and Redevelopment Authority in the original principal amount of $500,000.00. 3. Statutory Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Financing Statement dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to Ramsey County Housing and Redevelopment Authority securing the principal amount of $500,000.00. 4. Declaration of Covenants and Restrictions dated April 28, 2004 executed and delivered by Falcon Heights Town Square Limited Partnership. D -1 EXHIBIT E TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE FHF Loan Documents Construction Loan Agreement dated April 28, 2004, entered into by and between Falcon Heights Town Square Limited Partnership and the Family Housing Fund. 2. Promissory Note dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to Family Housing Fund, in the original principal amount of $200,000.00. 3. Combination Mortgage, Security Agreement and Fixture Financing Statement dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund, securing a principal amount of $200,000.00. 4. Assignment of Rents and Leases dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund. 5. UCC Financing Statement executed and delivered by Falcon Heights Town Square Limited Partnership as Debtor, to the Family Housing Fund, as Secured Party. 6. Funding Agreement dated April 28, 2004, by and between Falcon Heights Town Square Limited Partnership and the Family Housing Fund. 7. Certificate of Total Project Cost dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund. 8. Certificate of Total Funding Sources dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund. 9. Title Insurance Certificate dated April 28, 2004, executed and delivered by Commercial Partners Title, LLC to Family Housing Fund. 10. Assignment of Architect's Contract dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund. 11. Assignment of Construction Contract dated April 28, 2004, executed and delivered by Falcon Heights Town Square Limited Partnership to the Family Housing Fund. 12. Request for Notice of Foreclosure dated April 28, 2004, executed and delivered by Family Housing Fund. E -1 EXHIBIT F TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE 1. Development Agreement dated July 18, 2003, by and between the City of Falcon Heights, Minnesota, and Falcon Heights Town Square Limited Partnership, as amended by the First Amendment to Development Agreement dated July 18, 2203, by and between the City of Falcon Heights, Minnesota, and Falcon Heights Town Square Limited Partnership, as further amended by the Amended and Restated Development Agreement dated April 28, 2004, by and between the City of Falcon Heights, Minnesota, and Falcon Heights Town Square Limited Partnership, as evidenced by the Memorandum of Development Agreement dated April 28, 2004, by and between the City of Falcon Heights, Minnesota, and Falcon Heights Town Square Limited Partnership. 2. The United States of America, State of Minnesota, County of Ramsey, City of Falcon Heights, Minnesota, Taxable Tax Increment Revenue Note (Falcon Heights Town Square Project - Multifamily TIF Note), dated as of April 28, 2004, in the original principal amount of One Million Five Hundred Eighty -Six Thousand One Hundred Twenty -Six and No /100ths Dollars ($1,586,126.00) executed and delivered by the City of Falcon Heights, Minnesota, to Falcon Heights Town Square Limited Partnership. F -1 EXHIBIT G TO MASTER SUBORDINATION AGREEMENT AND ESTOPPEL CERTIFICATE Declaration of Land Use Restrictive Covenants for Housing Tax Credits Declaration of Land Use Restrictive Covenants (Low- Income Housing Tax Credits), to be executed by Falcon Heights Town Square Limited Partnership, a Minnesota limited partnership, in favor of the Minnesota Housing Finance Agency, recorded in the Office of the Registrar of Titles, Ramsey County, Minnesota. G -1 OPPENHEIMER: 2902387 v01 10/14/2011 The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F8 Attachment under our insurance policy with the League of Minnesota Cities Insurance Trust Submitted By Roland Olson, Finance Director Item Statutory Tort Limits Liability Coverage for City in 2012 Description Effective January 1, 2012, the statutory tort limits for the City of Falcon Heights under our insurance policy with the League of Minnesota Cities Insurance Trust will be $1,500,000. An individual claimant would be able to recover no more than $500,000 on any claim to which the statutory tort limits apply. The total which all claimants would be able to recover for a single occurrence to which statutory tort limits apply would be limited to $1,500,000. The League of Minnesota Cities Insurance Trust is requesting that cities determine if they wish to waive the statutory tort limits for 2012. Under certain circumstances the LMCIT, which represents the city in these claims, may negotiate above the legal liability limit if necessary because some claims like employment are exempt from the cap. The general council from the LMCIT states that cities make different choices depending upon their circumstances. However, they perceived that maintaining the limit was prudent in many cases. The city has had no claims for settlements for several years. Since 2000, the city council has voted not to waive the statutory tort limits. Budget Impact N/A Attachment(s) N/A Action(s) Staff recommends that the city council approve a motion not to waive the city's Requested statutory tort limits for 2012. Families, Fields and Fair The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F9 Attachment The city received a grant from Ramsey County to improve our Emergency Submitted By Roland Olson, Finance Director Item Budget amendments to the General Capital Improvements Fund (401) and the Capital Equipment 2010A Fund 424 Description The city received a grant from Ramsey County to improve our Emergency Operations Center. This grant was received after the original budget for the General Capital Improvements Fund had been approved. The city purchased a Smartboard for its EOC. Staff recommends that a budget amendment for both the increased revenue and the increased expenditure to the fund be approved. General Capital Improvements Fund (401): Revenue: 401 - 000 -33410 $8,607 increase Expense: 401 - 4401 -91500 $8,607 increase The Capital Equipment 2010A Fund (424) accounts for the equipment expenditures out of the bond proceeds from the capital equipment bond previously obtained. Equipment attachments for the Bobcat, John Deere Mower, and F -250 Ford truck were purchased resulting in the need for a budget amendment. Staff recommends increasing the equipment budget line item by $15,000. These expenditures are included within the original projections for this fund. Capital Equipment 2010A Fund (424) Expense: 424 - 4424 -91000 $15,000 increase Budget Impact Establish budget line item amounts as listed above. Attachment(s) N/A Action(s) Staff recommends amending the following budget line items: Requested General Capital Improvements Fund (401). Revenue: 401 - 000 -33410 $8,607 increase Expense: 401- 4401 -91500 $8,607 increase Capital Equipment 2010A Fund (424) Expense: 424 - 4424 -91000 $15,000 increase Families, Fields and Fair The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Consent F10 Attachment In prior years, the transfer from the sanitary sewer fund to the general fund in Submitted By Roland Olson, Finance Director Item Budget Amendment of Year End Transfer to General Fund from Sanitary Sewer Fund Description In prior years, the transfer from the sanitary sewer fund to the general fund in support of the general operating budget was completed at the end of the year. In 2011 this transfer was made at the beginning of the year to increase the investment income allocated to the general fund through out the year. It is too early to determine if there will be any unused portion of the original transfer, but if there is, staff requests the authority to transfer any excess back to the sanitary sewer fund to keep the fund balance of the general fund approximately the same as the ending fund balance of December 31, 2010. Budget Impact Transfer back any unused portion of the original budgeted transfer from sanitary sewer to the general fund for 2011. Attachment(s) NA Action(s) Staff recommends that a transfer of any unused funds of the original budgeted Requested transfer of sanitary sewer funds to the general fund be transferred back at the end of the year to maintain the ending fund balance of the general fund to be approximately the same as the ending fund balance of December 31, 2010. Families, Fields and Fair The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Policy G1 Attachment Solar Panel Agreements Submitted By Justin Miller, City Administrator Item City Hall Solar Panel Agreements Description Over the past year the City of Falcon Heights has been evaluating different proposals for placing solar panels on the roof at city hall. Due to changing requirements and funding decisions made by the state legislature and the Public Utilities Commission, the original company interested in this project backed out. A new company, Energy Alternatives, has stepped in and earlier this year the city approved a letter of intent to work with them and further develop their proposal. Energy Alternatives' proposal includes: Total Project Cost: $321,600.00 Monthly Lease Payment (City pays to Energy Alternatives): $530.00 Total Lease payments by city over 72 month period: $38,160.00 Proposed city buyout after year six: $12,720.00 Total out -of- pocket cost to city: $50,880.00 The city would see a reduction in our electric bill due to the solar panel energy generation, but at this time staff is still awaiting word from Xcel Energy about how that credit would be structured. However, Energy Alternatives has produced an Energy Performance Guarantee which states that a minimum of $4,114 worth of electricity will be produced by the panels. If the panels produce less than this amount, Energy Alternatives will pay the difference. With this in mind, it is anticipated that payback on the city's investment will be, using the most conservative estimates, in the twelve year range. Due to complications that recently arose with the timing of a city hall roof replacement, the installation of the panels is still being determined. Staff hopes to have more details at the city council meeting. Budget Impact Over a seven year period the out of pocket costs to the city will total $50,880. The lease payments would be taken out of the operating budget, while the system purchase payment in year seven will be a capital expense. Families, Fields and Fair Attachment(s) Solar Panel Agreements Action(s) Requested Staff and the city attorney have reviewed the attached agreements and find that they are acceptable if the council desires to approve them. Energy Alternatives Solar, LLC Sales Agreement City of Falcon Heights THE PARTIES named below have executed this Agreement effective November 1, 2011 and hereby agree to the terms contained below and in any attachments made a part of this Agreement. BUYER: 39330002 JMS AK110 -34 SELLER: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Energy Alternatives Solar, LLC 17685 Juniper Path, Suite 301 Lakeville, MN 55044 Service Address (equipment location): 2077 W. Larpenteur Ave., Falcon Heights, MN I: Printed Name: Title: Printed Name: Title: Equipment Sales Price: (sales tax exempt in Minnesota) Equipment Generator: tenKsolar Model Number: RAIS 130 kw rating: 5.0 kw (8) Reflector Panel Rating: 60 watts Output: 48 volts DC Number of Panels: 222 Number of Reflectors: 222 Total DC output: 39.96 kw Manufacturer's Warranty: 25 years Equipment Switchgear: Manufacturer: Sunergy ELV208 Panel Rating: 130 watts Voltage Input: 48 volts DC Voltage Output: 208 volts AC Manufacturer's Warranty: 10 years Equipment Enclosure: Manufacturer: tenKsolar Material: Aluminum Ballasting: Concrete block/cable Wind Rating: 90 mph Tilt Angle: 45 degrees Sales Terms. This Sales Agreement for the equipment listed herein is executed concurrently with a Leaseback Agreement, a Power Plus Agreement, Severance Agreementy and Put and Call Agreement between the Parties. $321,600. The Equipment Sales Price is to be paid by Buyer to Seller upon the execution of this Agreement and the Lease Agreement. 1. Representations. The Parties acknowledge that: a. Seller warrants that all Equipment installed by Seller is of good quality and services performed by Seller in the construction and installation of the Equipment 39330042 JMS AK110 -34 are of good workmanship, consistent with generally accepted industry standards; and b. This Agreement and all schedules and attachments shall have been duly entered into, delivered and the Parties intend that these shall constitute legal, valid, and binding obligations of Buyer and Seller, enforceable in accordance with their terms when executed by Buyer and Seller; and c. No director, officer or employee of Buyer or Seller shall be liable for the obligations of Buyer or Seller hereunder except for acts which constitute fraud or willful misconduct of such director, officer or employee; and d. Seller represents that all Xcel Energy rebates contemplated by this Agreement and the Power Plus Agreement are valid upon performance of these Agreements by the Parties, and providing the Buyer is not in default, that Buyer will be held harmless by Seller and Buyer shall incur no additional cost under these Agreements if the Xcel Energy rebates are not obtained in the amounts contemplated; and e. Pursuant to Minnesota Statutes Sec.574.26, subd. 2, Seller shall provide performance and payment bonds for the work performed at each of the project sites set forth in this Agreement and such bonds shall be from a surety and on such terms as are acceptable to Buyer. 39330042 JMS AK110 -34 Energy Alternatives Solar, LLC Leaseback Agreement City of Falcon Heights Lessor and Lessee have executed this Agreement effective November 1, 2011 and hereby agree to the terms contained below and in any attachments made a part of this Agreement. This Lease and the attachments hereto constitute the entire Agreement of the Parties with respect to the leasing of the Equipment and the other subject matter of this Lease. This Lease supersedes all prior written and/or oral understandings or agreements with respect to the subject matter hereof, and no change, modification, addition or termination of this Lease shall be enforceable unless in writing and signed by Lessor and Lessee. Lessor: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 39330042 JMS AK110 -34 Lessee: Energy Alternatives Solar, LLC 17685 Juniper Path, Suite 301 Lakeville, MN 55044 In consideration of the mutual covenants herein contained, the parties hereby agree as follows: 1. LEASE OF EQUIPMENT. Lessor hereby leases to Lessee, and Lessee hereby leases from Lessor subject to the terms of this Agreement ( "Lease" or "Lease Agreement "), the Equipment ( "Equipment ") described in Schedule A ( "Schedule A ") executed by Lessor and Lesses and made a part hereof. Each such Schedule A when executed by the Parties shall be deemed to be a part of this Lease. All schedules, addenda or other attachments to this Lease executed by Lessor and Lessee are hereby incorporated herein and made a part hereof. 2. PROPERTY STATUS. The Equipment is, and shall at all times remain, personal property, notwithstanding that the Equipment or any part thereof shall now be or hereafter become in any manner affixed or attached to real property or any improvements thereof. 3. OWNERSHIP. While Lessor shall have legal title to the Equipment, the Equipment shall be and remain a capital asset of Lessee at all times. Lessee shall be exclusively entitled to all federal and state investment tax credits and accelerated income tax depreciation application to the Equipment. Subject to an event of default by Lessee, Lessor agrees to assign all state and utility rebates to Lessee, or to immediately pay such rebates to Lessee should the rebates be received by Lessor. 4. LEASE TERMS AND DEFINITIONS. Lessee agrees to pay Lessor rentals for the Equipment leased under this Lease as set forth in Schedule A. All rentals shall be payable as described to Lessee at Lessor's mailing address set forth in such Schedule A, or to such person and such other place as Lessor may from time to time designate in writing. The "Scheduled Lease Term" and "Scheduled Lease Commencement Date" shall be as set forth in Schedule A. The Scheduled Lease Term as set forth in Schedule A shall constitute the Lease Term ( "Lease Term ") for the Equipment. This lease cannot be canceled or terminated except as expressly provided herein. 5. MAINTENANCE AND OPERATION. Lessee, at its expense, shall keep the Equipment in good repair, condition and working order, in compliance with normal and prudent industry practices. Lessee shall pay the costs related to Equipment repairs and replacements. 6. INSURANCE. Liability Insurance - Lessee shall at its own expense acquire and maintain, during the term hereof, comprehensive public liability insurance including coverage for any bodily injury, death or property damage which may be caused by or related to the Equipment or its operation, in an amount not less than One Million Dollars ($1,000,000.00) or in such amount as the Lessor may reasonably require during the Lease Term. Property Insurance - Lessee, at its expense, shall acquire and maintain, during the term hereof, all risk property insurance, in amounts and under coverages to provide for rebuilding, repairing or replacing the Equipment in the event of any damage, destruction, loss or theft of the Equipment and shall provide Lessor with a certificate of insurance evidencing coverages in amounts approved by the Lessor. 7. REPRESENTATIONS OF LESSOR. Lessor acknowledges that: 39330042 JMS AK110 -34 a. Lessee, its agents and assigns, shall upon 24 hours notice to Lessor, unless an emergency exists requiring immediate access to the Equipment, and have full access upon the real property where the Equipment is located ( "Property ") to inspect, repair, rebuild, disassemble, or remove the Equipment without further notice, or further permission, charge for, or obligation to any person or entity referred to in the attached Severance Agreement ( "Severance ") and in the event of default and failure to cure within a reasonable time by Lessor in the performance of any of Lessor's obligations and liabilities to Lessee. Lessee or its agents or assigns may remove the Equipment or any part thereof from the Property without objection, delay, hindrance or interference by Lessor, and in such case, Lessor will no claim or demand whatsoever against the Equipment. 8. REPRESENTATIONS OF LESSEE. Lessee acknowledges that: This lease and all schedules and attachments shall have been duly entered into, delivered and shall constitute legal, valid and binding obligations of Lessee, enforceable in accordance with their terms when executed by Lessor and Lessee. 9. NOTICES. All notices or communications under this Lease shall be in writing, shall be delivered by Federal Express or equivalent commercial courier or mailed to the Parties at the addresses set out for them in this Lease, and any notice so addressed and mailed by registered mail or hand delivered and left with a responsible person shall be deemed to have been given when so mailed or delivered. 10. EVENTS OF DEFAULT. The following shall constitute events of default: a. Lessor substantially ceases or suspends its business at the Service Address specified in Schedule A, admits in writing its inability to pay its debts as they mature; or bankruptcy, reorganization or other proceedings for the relief of debtors or benefit of creditors shall be instituted by or against Lessor; or b. Lessor fails to perform or materially breaches any of the covenants herein and shall continue to fail to observe or perform the same for a period of ten (10) days after written notice thereof by Lessee; or c. Lessor creates, incurs or suffers to exist any mortgage, lien or other encumbrance or attachment of any kind whatsoever upon or affecting the Equipment or this lease or any of Lessee's interests thereunder and fails to remove such lien or encumbrance within a reasonable time after notice; or d. Any representation or warranty made by Lessor herein or in any document or certificate furnished to Lessee proves to be incorrect in any material respect when made; or e. The dissolution of Lessor as a governmental entity; or f. Lessee fails to perform any material obligation set forth in this Lease Agreement or related scheduled and attachments forming the totality of this transaction and fails to cure such default within a reasonable time after written notice of default from Lessor. Provision of the direct current 39330042 JMS AK110 -34 electrical output set forth in the Agreement due to defective Equipment or negligent operation is a material obligation. 11. REMEDIES UPON DEFAULT. Upon the occurrence of any event of default that is not cured within the specified and reasonable time after notice, and at any time thereafter, the non - defaulting Party may do any one or more of the following with or without terminating this Lease and without limitation on other remedies that may be available to the non - defaulting Party: a. Take immediate possession of any and all Equipment with notice; b. Sell or lease the Equipment or otherwise dispose, hold or use such Equipment at the non - defaulting Parry's sole discretion; c. Upon notice to the defaulting Party, terminate this Lease. 12. ENFORCEABILITY /CAPTIONS. If any part, term or provision of this Lease is held by any court to be unenforceable or prohibited by law, the rights and obligations of the Parties shall be construed and enforced with that part, term or provision limited so as it to make it enforceable to the greatest extent allowed by law, or if it is totally unenforceable, as if this Lease did not contain that particular part, term or provision. The headings in this Lease have been included for ease of reference only and shall not be considered in the construction and interpretation of this Lease. This Lease shall in all respects be governed by and construed in accordance with the laws of the State of Minnesota. 13. CHANGE OF PROPERTY OWNERSHIP a. This Lease shall inure to the benefit of Lessee, its successors and assigns, and all obligations of Lessor shall bind its permitted successors and assigns. Except pursuant to rights set forth in paragraph 11 above, Lessor may not sell, assign or otherwise transfer all or any part of Lessor's interest in the real property located at the Service Address specified in Schedule A prior to the expiration of the Scheduled Lease Term, or earlier termination of this Lease, without the written prior consent of Lessee, which consent shall be granted provided that Lessor arranges for the assignment and assumption of the Lessor's obligations under this Lease by an assignee acceptable to Lessee in its sole discretion. b. If Lessor sells, assigns or otherwise transfers its interest in the real property located at the Service Address without Lessee's prior written consent, any purported conveyance of the Equipment by Lessor to a third parry shall be void and of no force or effect, and Lessee may exercise its remedies under paragraph 11 of this Agreement. c. No director, officer or employee of Lessor or Lessee shall be liable for the obligations of Lessor or Lessee hereunder except for acts which constitute fraud or willful misconduct of such director, officer or employee. d. Notwithstanding anything apparently contrary in this Agreement, Lessor's Energy Performance Guarantee to Lessee as set forth in the Power Plus 39330042 JMS AK110 -34 Agreement, Schedule A, shall remain in full force and effect following execution of the Put and Call Agreement incorporated herein. Lessor and Lessee have executed this Lease Agreement effective November 1, 2011, and hereby agree to the terms herein and in any attachments hereby incorporated as a part of this Agreement. This Lease Agreement is hereby made a part of that Sales Agreement between the Parties and executed concomitantly with this Agreement for the Equipment as described herein. Lessor: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 I: Print Name: Print Title: Date: Lease Terms Scheduled Lease Term Lease Payment Total Lease Payments Lessee: Energy Alternatives Solar, LLC 17685 Juniper Path, Suite 301 Lakeville, MN 55044 240 months $1,340.00 per month $321,600.00 Lessee will pay all lease payments to Lessor in advance on the execution date of this Lease Agreement. Lessee will record this Equipment as a Capital Asset and will be exclusively entitled to any and all federal and state investment tax credits and accelerated income tax basis depreciation application to the Equipment. Subject to default remedies under paragraph 11, Lessor agrees to assign all state and utility rebates to Lessee, or to immediately pay such rebates to Lessee should the rebates be received directly by Lessor. 39330042 JMS AK110 -34 Energy Alternatives Solar, LLC Severance Agreement WHEREAS the undersigned hold certain interests in the below- described real property ( "Property ") and the Lessor has entered into that certain Lease Agreement dated November 1, 2011 ( "Lease" or "Lease Agreement ") with Energy Alternatives Solar, LLC ( "Lessee ") for the lease of certain structures and/or Equipment located on the Property described below. NOW, THEREFORE in consideration of the mutual benefits to be derived by the Parties hereto from the making of such Lease, the undersigned Parties hereby agree to the terms contained herein. Lessor: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Service Address: 39330042 JMS AK110 -34 Falcon Heights City Hall 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Equipment Description: Roof - mounted solar photovoltaic system AGREEMENT 1. The Equipment shall remain severed from the Property even if attached to the Property. The Equipment shall retain its personal character, shall be removable from the Property, shall be treated as personal property with respect to the rights of the Parties, and shall not become a fixture or part of the Property. 2. The Equipment shall not be subject to the lien of any secured transaction or instrument heretofore or hereafter arising against the Property or any other structure on which it is placed. 3. This Agreement may be recorded in the applicable recording office of the County in which the Property is located. Owner of Real Estate (Print Name): Signature: Title: Name Corporate Notary State of a Notary Public within and for Date: County of . On this day of County, personally appeared before me, to me personally known to and to me personally known to be an officer, to wit, , an officer of corporation, and to me personally known to be the person who executed this instrument on behalf of said corporation as such officer, who being duly sworn, did say that he /she is such officer of said corporation described in and which executed this instrument. Personal Notary State of County of . On this day of ,a before me, a Notary Public within and for County, personally appeared to me known to be the person described in and who executed this instrument, and acknowledged to me that he /she executed the same as his /her free act and deed. Notary Public 39330042 JMS AK110 -34 Energy Alternatives Solar, LLC POWER PLUS Documents City of Falcon Heights 39330002 JMS AK110 -34 Contents Power Plus Agreement Schedule A Customer /Lessee: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Service Address: Falcon Heights City Hall 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Lessor: Energy Alternatives Solar, LLC 17685 Juniper Path, Suite 301 Lakeville, MN 55044 Primary Sales and Program Contacts: Skip Christiansen 651- 357 -5843 sc(c,energyaltematives. com Chris Dorival 612 - 816 -5414 cdgenerg_yaltemative s. com Primary Lease Document Contact: Dale Gundberg 651- 341 -2241 FAX: 651- 460 -6717 di(a) energyalternatives. com Secondary Sales, Program or Lease Document Contact: Phil Kairis 651- 341 -2244 pkn energyalternatives. com 39330042 JMS AK110 -34 EA Solar and Customer have executed this Agreement effective November 1, 2011, and hereby agree to the terms herein below and any attachments made a part of this Agreement. This Agreement and the attachments hereto constitute the entire Agreement of the Parties with respect to the use of the Equipment and other subject matter of this Agreement. This Agreement supersedes all prior written and/or oral understandings or agreements with respect to the subject matter hereof, and no change, modification, addition or termination of this Agreement shall be enforceable unless in writing and signed by the Parties. Customer: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 By: Signature Print Name Title Date EA Solar: Energy Alternatives Solar, LLC 17685 Juniper Path, Suite 301 Lakeville, MN 55044 In consideration of the mutual covenants hereinafter contained, the Parties hereby agree as follows: 1. USE OF EQUIPMENT. Subject to the terms of this Agreement, Customer may use the equipment ( "Equipment ") described in Schedule A ( "Schedule A ") executed by EA Solar and Customer and made a part hereof. Each such Schedule A when executed by the parties shall be deemed to be a part of this Agreement. All Schedules, addenda or other attachments to this Agreement executed by EA Solar and Customer are hereby incorporated herein and made a part hereof. 2. PROPERTY STATUS. The Equipment is, and shall at all times be and remain, personal property, notwithstanding that the Equipment or any part thereof shall now be or hereafter become in any manner affixed or attached to real property or any improvements thereof. 3. OWNERSHIP. The Equipment shall remain a capital asset of EA Solar at all times, and EA Solar will be exclusively entitled to all federal and state investment tax credits 39330042 JMS AK110 -34 and accelerated income tax depreciation applicable to the Equipment. Subject to default remedies of paragraph 11 of the Leaseback Agreement, Customer agrees to assign all state and utility rebates to EA Solar, or to immediately pay such rebates to EA Solar should the rebates be received directly by Customer. 4. TERMS AND DEFINITIONS. Customer agrees to pay EA Solar charges for the Equipment used under this Agreement as set forth in Schedule A. All charges shall be payable at EA Solar's mailing address set forth in such Schedule A, or to such other person or at such other place as EA Solar may from time to time designate in writing. The "Scheduled Term" and "Scheduled Commencement Date" shall be set forth in Schedule A. The Scheduled Term as set forth in Schedule A, shall constitute the Term ( "Term ") for the Equipment. This Agreement cannot be canceled or terminated except as expressly provided herein. At the conclusion of the Scheduled Term, Customer is deemed to have continued the Agreement on a year -to -year basis, unless Customer notifies EA Solar in writing 90 days prior to the end of the Scheduled Term that it desires to terminate the Agreement. Upon termination of the Agreement prior to the end of the Scheduled Term, for any reason other than a Customer initiated Buyout Option in accordance with Schedule A, Table 1, or exercise of the Put and Call Agreement incorporated herein, EA Solar shall bill to Customer and Customer shall pay to EA Solar, the amount of unrecoverable site installation costs as specified in Schedule A, Table 2. 5. MAINTENANCE AND OPERATION. EA Solar, at its expense, shall keep the Equipment in good repair, condition and working order, in compliance with normal and prudent industry practices. EA Solar shall pay the costs related to the Equipment repairs and replacements. 6. INSURANCE. Liability Insurance - EA Solar shall at its own expense acquire and maintain, during the term hereof, comprehensive public liability insurance including coverage for any bodily injury, death, or property damage which may be caused by or related to the Equipment or its operation, in an amount not less than One Million Dollars ($1,000,000.00). Property Insurance - EA Solar shall at its own expense acquire and maintain, during the term hereof, all risk property insurance, in amounts and under coverages to provide for rebuilding, repairing or replacing the Equipment in the event of any damage, destruction, loss or theft of the Equipment, and provide a certificate of insurance to Customer evidencing coverages satisfactory to Customer. 7. REPRESENTATION OF EA SOLAR. EA Solar acknowledges that: a. The Equipment is of a size, design, capacity, description and manufacture selected by EA Solar; b. EA Solar warrants that all services performed by EA Solar hereunder will be of good workmanship, consistent with general industry standards; and c. EA Solar will make a good faith effort to repair the Equipment in a timely manner, should it become inoperable. 39330042 JMS AK110 -34 8. REPRESENTATIONS OF CUSTOMER. Customer acknowledges that: a. This Agreement is executed by a person with authority to enter into contracts on behalf of Customer after approval by Customer's city council; b. The Customer intends that this Agreement and all schedules and attachments shall have been duly entered into, delivered and shall constitute legal, valid and binding obligations of Customer, enforceable in accordance with their terms when executed by EA Solar and Customer; and c. EA Solar, and its agents and assigns, upon 24 hours notice unless an emergency exists, shall have full access upon the real property where the Equipment is located ( "Property") to inspect, repair, rebuild, disassemble, or remove the Equipment without further notice, to or further permission of, charge for, or obligation to, any person or entity referred to in the attached Severance Agreement ( "Parties "), and in the event of default by Customer in the payment or performance of any of Customer's obligations and liabilities to EA Solar, EA Solar or its agents or assigns may remove the Equipment or any part thereof from the Property without objection, delay, hindrance or interference by the Parties, and in such case, the Parties will make no claim or demand whatsoever against the Equipment. 9. NOTICES. All notices or communications under this Agreement shall be in writing, shall be delivered by Federal Express or equivalent commercial courier or mailed to the parties at the addresses set out for them in this Agreement, and any notice so addressed and mailed by registered mail or hand delivered and left with a responsible person shall be deemed to have been given when so mailed or delivered. 10. EVENTS OF DEFAULT. The following shall constitute Events of Default: a. The defaulting parry substantially ceases or suspends its business or operation of solar systems at the Service Address specified in Schedule A, admits in writing its inability to pay its debts as they mature; or bankruptcy, reorganization or other proceedings for the relief of debtors or benefit of creditors shall be instituted by or against the defaulting party; or b. The defaulting party shall fail to pay all or any part of the charges or any other payment when due and payable; or c. Customer shall fail to perform or shall materially breach any of the covenants herein and shall continue to fail to observe or perform the same for a period of ten (10) days after written notice thereof by the non - defaulting party; or d. Without EA Solar's consent, Customer sublets any Equipment and EA Solar is not in default; or e. Customer creates, incurs or suffers to exist any mortgage, lien or other encumbrance or attachment of any kind whatsoever upon or affecting the Equipment or this Agreement or any of EA Solar's interests thereunder and fails to remove such lien or encumbrance within a reasonable time after notice; or £ Any representation or warranty made by either Party herein or in any 39330042 JMS AK110 -34 document of certificate furnished to the other Parry proves to be incorrect in any material respect when made; or g. The dissolution of EA Solar as a business entity. 11. REMEDIES FOR DEFAULT. Upon occurence of any Event of Default and at any time thereafter, the non - defaulting Parry may do any one or more of the following with or without terminating this Agreement and without limitation on other remedies that may be available to the non - defaulting Party: a. Take possession of any and all Equipment with notice; b. Sell or lease the Equipment or otherwise dispose, hold or use such Equipment at the non - defaulting Parry's sole discretion; c. Demand payment of all additional costs incurred by the non - defaulting Party in the course of correcting any material default. 12. ENFORCEABILITY /CAPTIONS. If any part, term, or provision of this Agreement is held by any court to be unenforceable or prohibited by law, the rights and obligations of the parties shall be construed and enforced with that part, term, or provision limited so as to make it enforceable to the greatest extent allowed by law, or if it is totally unenforceable, as if this Agreement did not contain that particular part, term, or provision. The headings in this Agreement have been included for ease of reference only and shall not be considered in the construction or interpretation of this Agreement. The Agreement shall in all respects be governed by and construed in accordance with the laws of the State of Minnesota 39330042 JMS AK110 -34 Energy Alternatives Solar, LLC Power Plus Agreement Schedule A This Schedule A and its Addendum(s) , when executed by both the Customer and EA Solar shall be made a part of the Power Plus Agreement dated November 1, 2011 ( "Agreement ") between EA Solar and Customer. Customer and Billing Address: City of Falcon Heights 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Service Address (Equipment Location): EA Solar Customer Number: Falcon Heights City Hall 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 BY: Signature Printed Name Title Date 39330042 JMS AK110 -34 Equipment Sales Price: (sales tax exempt in Minnesota) $321,600. Equipment Generator: tenKsolar Equipment Switchgear: Model Number: RAIS 130 Manufacturer: Sunergy ELV208 kw rating: 5.0 kw (8) Panel Rating: 130 watts Voltage Input: 48 volts DC Reflector Panel Rating: 60 watts Output: 48 volts DC Number of Panels: 222 Number of Reflectors: 222 Total DC output: 39.96 kw Manufacturer's Warranty: 25 years Terms: Voltage Output: 208 volts AC Manufacturer's Warranty: 10 years Equipment Enclosure: Manufacturer: tenKsolar Material: Aluminum Ballasting: Concrete block/cable Wind Rating: 90 mph Tilt Angle: 45 degrees Scheduled Commencement Date: January 1, 2012 Monthly lease payment: $530.00 State rebates are assigned directly to EA Solar immediately upon receipt by Customer Utility rebates are assigned directly to EA Solar immediately upon receipt by Customer Energy Performance Guaranty EA Solar guarantees that the Equipment shall provide a minimum average annual value of $4,114.00 in annual utility savings to Customer for the tern of the Power Plus Agreement beginning with the final completion of the Equipment and on a year -to -year basis thereafter, until such time as Customer's total payments for the cost of the Equipment of $50,880 is paid for by the utility produced by the energy system in any event not to exceed twenty (20) years from the start date of the operation of the system as required by Minnesota Statutes Section 471.345 subd. 13. Annual utility savings shall be calculated as the metered kilowatt-hour output times the aggregate of all charges on Customer's utility statement based upon a kilowatt-hour rate plus the Equipment's DC Output times a factor of 25% times the aggregate of all monthly charges on Customer's utility bill based upon a kilowatt rate. To further comply with Section 471.345 subd. 13, EA Solar agrees to pay Customer the difference between the cost of the Equipment and the actual cumulative savings if, after 20 years, the savings at least fail to equal the above cost of the Equipment. 39330042 JMS AK110 -34 PUT AND CALL AGREEMENT THIS PUT AND CALL AGREEMENT (this "Agreement', is made as of November 1, 2011, by and among the City of Falcon Heights (the "City's and Energy Alternatives Solar, a Minnesota limited liability company ( "Owner's. WHEREAS, Owner is the lessee of certain Property upon which will be installed an Energy System and associated rights under that certain Facility Lease Agreement of even date herewith (collectively the "Interest "); and WHEREAS, the parties hereto now desire to enter into this Put and Call Agreement to set forth the terms and conditions upon which Owner has an option to put the Interest to the City and upon which the City has an option to call the Interest from Owner. NOW, THEREFORE, in consideration of the foregoing, of mutual promises of the parties hereto and of other good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, the parties hereby agree as follows: Section 1. Put of Interest. Following the sixth anniversary of the Commencement Date as defined in the Lease and for a period of six months thereafter, (the "Put Period'), Owner shall have the right and option to require the City to purchase all (but not less than all) of its Interest (the "Put', by delivering written notice thereof to the City. Owner may exercise the Put by delivering notice of such exercise in writing to the City during the Put Period. If exercised, Owner shall be obligated to sell, and the City shall be obligated to purchase, all of the Interest then owned by Owner. The purchase price for the Interest shall be an amount equal to two years worth of lease payments for the PV system as determined by the Facility Lease Agreement as well as any taxes. (the "Put Price'). The Put Price shall be paid by the City to Owner in cash on the Put Closing Date. The date of the Put closing (the "Put Closing Date's will be thirty (30) calendar days following the notice of exercise of the Put, or such earlier date as the City and Owner shall agree in writing. Section 2. Call of Owner' Interest. The City shall have the right and option ( "Call') to purchase all, but not less than all of the Interest for one (1) year following the last day of the Put Period. If exercised, Owner shall be obligated to sell, and the City shall be obligated to purchase, all of the Interest. The date of the Call closing shall be thirty (30) calendar days following delivery of the notice of exercise of the Call, or such other date as the City and Owner may agree upon in writing. The purchase price for the Interest pursuant to this Section 2 shall be an amount equal to the fair market value (the "Fair Market Value Price') of such Interest (as determined by the parties and if no agreement is reached then by an appraisal of an independent qualified appraiser, selected by the City). All costs relating to an appraisal shall be born by Owner. The purchase price pursuant to this Section 2 shall be payable by the City to Owner in cash on the Call closing date. The Fair Market Value Price shall be determined by valuing the estimated cash flow and capital proceeds to be received during the remaining term of the Interest, using actual income and expenses for the prior calendar year, as updated through the month prior to the month of closing. Title to the Interest shall not vest in the City until payment in full of the applicable purchase price. Section 4. Representations and Warranties of Owner. Owner represents and warrant to the City as follows: (a) Owner has authority to enter into this Agreement and carry out the transaction contemplated hereunder. (b) The execution, delivery, and performance by Owner of this Agreement have been duly authorized by all necessary corporate action of Owner. (c) Owner has, and will have at the time of any assignment to the City hereunder, and will convey to the City, good title to the Interest free of any encumbrances, liens or interests whatever, and will indemnify the City for any such interests. Section 5. Notice. All notices and other communication permitted or required hereunder shall be in writing and shall be delivered as provided in the Lease. Section 6. Governing Law. This Agreement and the rights and obligations of the parties hereunder shall be governed by, and construed, interpreted and enforced in all respects in accordance with the laws of the State of Minnesota. Section 7. Entire Agreement. This Agreement contains the entire agreement of the parties with respect to the subject matter hereof, and any representation, inducement, promise or agreement between the parties with respect to the subject matter of this Agreement that is not embodied herein shall be null and void and of no further force or effect. Section 8. Amendment. This Agreement may not be modified, amended or otherwise altered except by written agreement executed by Owner and the City. Section 9. Counterparts. This Agreement and any amendments hereof may be executed in counterpart, each of which when so executed and delivered shall be an original, and all of which together shall constitute one instrument. In proving this Agreement, it shall not be necessary to produce or account for more than one such counterpart signed by the party against whom enforcement is sought. Section 10. Time is of the Essence. Time is of the essence with respect to all of the terms of this Agreement. Section 11. Fees. Except as otherwise set forth herein, each party shall pay its own fees and expenses in connection with the exercise of the Put or the Call, as applicable. Section 12. General. This Agreement shall be binding upon and inure to the benefit of the respective heirs, executors, administrators, personal representatives, successors and assigns of the parties hereto. [ The remainder of this page is intentionally blank, signature page to,follow. J 2 SIGNATURE PAGE PUT AND CALL AGREEMENT IN WITNESS WHEREFORE, the undersigned have executed this Put and Call Agreement as of the day and year first above written. CITY: 6366351v1 OWNER: The City That Soars! REQUEST FOR COUNCIL ACTION Meeting Date November 9, 2011 Agenda Item Policy G2 Attachment Draft RFP Submitted By Justin Miller, City Administrator Item Fire Department Analysis Request for Proposals Description One of the city council's goals for 2011 -12 is to conduct an independent operational analysis of the city's fire department. Attached to this report is a draft request for proposals (RFP) that staff has been working on for the past several months. It incorporates what staff believes are the questions that need to be answered and has been reviewed by outside resources to ensure that it is something that potential consultants would be able to complete. This item was discussed at the November 2nd city council workshop and the attached draft attempts to incorporate the changes directed by the city council. The issue of project timing still needs to be discussed by the city council. Budget Impact Included in the preliminary 2012 budget is $10,000 for this study. Attachment(s) Draft RFP Action(s) Staff recommends that the city council approve the attached Fire Department Requested Analysis Request for Proposals and discuss when the RFP should be released. Families, Fields and Fair Request for Proposals Consultation Services Operational Analysis of Fire Service City of Falcon Heights PURPOSE The City of Falcon Heights is seeking proposals for professional services to conduct a review of its present fire service delivery system and make recommendations for improvements in efficiency and effectiveness of the department. The Falcon Heights Fire Department provides fire services to properties within the City of Falcon Heights, which according to the 2010 census has a population of 5,321 and a size of 2.2 square miles. The City of Lauderdale, with a population of 2,379 and a size of .4 square miles, contracts for fire protection from the City of Falcon Heights. On average, the department responds to 95 fire calls per year between both cities. These calls are fire or vehicle accident related, ambulance and EMT service is provided by the City of St. Paul. BACKGROUND The City of Falcon Heights is a first -ring suburb in the Twin Cities metropolitan area. Originally incorporated as a village in 1949, it was designated a city in 1974. Neighboring cities include St. Paul to the east and south, Roseville to the north, and Lauderdale to the west. The Minnesota State Fairgrounds, home to the Minnesota State Fair, and the University of Minnesota St. Paul Campus are within the city's borders. Emergency services to these institutions are provided by their own police departments and the St. Paul Fire Department. Other major employers in Falcon Heights include Technology Information and Education Services (TIES), a provider of training services to school districts, and Spire Federal Credit Union. Roughly 66% of the city's tax base is held by tax - exempt entities. Falcon Heights enjoys a diverse housing stock, including several apartment structures, senior living facilities, and single - family homes. Most of the housing stock was built in the post -war period, although significant redevelopment has occurred within the past ten years, and plans call for more redevelopment in the coming years. Major roadways in the city include Snelling Avenue, a state highway, as well as Larpenteur Avenue, a county roadway. The controlled intersection of these two roadways is one of the busiest intersections in the metropolitan area. State Highway 280 runs through Lauderdale, which is also in the coverage area for the fire department. Police services to both Falcon Heights and Lauderdale are provided by the City of St. Anthony Village. Ambulance service to both cities is provided by the City of St. Paul. STAFFING AND APPARATUS The Falcon Heights Fire Department is a volunteer, or paid -on -call, department with an average of twenty firefighters on staff at any one time. The department is led by a chief, who is elected to three -year terms by the membership. Department leadership also includes an assistant chief and three captains. All firefighters are required to have completed certified firefighter courses one and two, haz -mat operations, and EMT or first responder courses. In addition, firefighters must attend at least 33 drills a year, which includes SCBA training at least four times a year. Drills are led by trained department personnel as well as instructors from Hennepin Technical College. Hazardous material training is provided by the North Suburban Haz -Mat Team. The department currently has four apparatus: • 1998 Chevrolet four door, 3/4 ton pick -up • 1991 International General 65' Telesquirt (1500 gallon per minute) • 2001 Custom Rescue Pumper (1250 gpm and Hurst extrication equipment) • 2005 Custom Full Response Cab 1500 gpm The department is housed in a single station co- located in the Falcon Heights City Hall building. The station includes garage bays for all apparatus, a training room, chief's office, lounge and kitchen. GENERAL SCOPE OF SERVICES 1. Review response times from 2008 -2010 and benchmark against state and national standards for volunteer /paid -on -call departments including NFPA #1720, ISO and CAFI standards. 2. Review department organizational structure and workplace culture and make recommendations on potential improvements. 3. Gather input from stakeholders, including members of the fire department, city council, city administration, City of Lauderdale representatives, and neighboring fire departments with which Falcon Heights has aid agreements. 4. Provide a review of current compensation structure as compared to similar cities/ departments in Minnesota. The City will work with the successful consultant to identify the cities/ departments to compare with within the scope of services. 5. Analysis of current staffing levels and recommendation of appropriate levels to ensure effective response times; compare staffing levels to similar metropolitan departments. Assess ability to recruit and retain paid on -call personnel. 6. Review of training procedures and record keeping and provide recommendations on the improvement thereof. 7. Analysis of current equipment status and future needs including a proposed timeframe for replacement or upgrade. 8. Comparison of current departmental budget as compared to similar metropolitan departments including personnel costs, vehicle maintenance and training budgets. 9. Review the existing Standard Operating Procedures (SOP'S) and make recommendations for improvements or enhancements. 10. Provide estimate of costs associated with receiving comparable services from an outside agency /fire department. SUBMISSION REQUIREMENTS Interested parties shall submit seven copies of their proposal to: City of Falcon Heights Attn: City Administrator Justin Miller 2077 W. Larpenteur Ave. Falcon Heights, MN 55113 Submissions shall include: • Background, experience, and reference list of similar studies • Proposed methods and approaches in conducting this study • Detailed cost breakdown, including a "not to exceed" estimate (identify if cost is fee based or hourly charges) • Projected timeline The City of Falcon Heights will assist in providing any and all data necessary to conduct this study. Such information may include city maps, GIS data, demographic data, apparatus lists, land use data, response time data from 911 dispatch CAD system, and access to stakeholder contact information. SELECTION PROCESS 1. Written proposals are due by 4:30 pm, December 2, 2011. 2. The City Administrator and Fire Chief will review proposals before submitting a report to the City Council for selection of preferred consultant. 3. The City may, if further information is needed, request proposers to submit answers to written questions or be available for interviews. 4. Upon consultant selection, a formal contract will be formally approved between the consultant and the city council. Questions regarding this proposal shall be directed to City Administrator Justin Miller at (651) 792 -7611 or Tustin .miller @falconheights.org.