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cp10-22-19HUTCHINSON CITY COUNCIL
MEETING AGENDA
TUESDAY, OCTOBER 22, 2019
CITY CENTER — COUNCIL CHAMBERS
(The City Council is provided background information for agenda items in advance by city staff, committees and boards. Many
decisions regarding agenda items are based upon this information as well as: Citypolicy andpractices, inputfrom constituents,
and other questions or information that has not yet been presented or discussed regarding an agenda item)
1. CALL MEETING TO ORDER— 5:30 P.M.
(a) Approve the Council agenda and any agenda additions and/or corrections
2. INVOCATION — Cross Point Church
(The invocation is a voluntary expression of the private citizen, to and for the City Council, and is not intended to affiliate the
City Council with, or express the City Council's preference for, any religiouslspiritual organization. The views or beliefs
expressed by the invocation speaker have not been previously reviewed or approved by the Council or staff)
3. PLEDGE OF ALLEGIANCE
4. RECOGNITION OF GIFTS, DONATIONS AND COMMUNITY SERVICE TO THE CITY
(a) Resolution No. 15104 — Resolution Accepting $500 Donation from Walt & Lynne Clay to Law
Enforcement Memorial Park Fund
(b) Resolution No. 15109 — Resolution Accepting $30 Donation from Richard Waage for
Hutchinson Dog Park
PUBLIC COMMENTS
(This is an opportunity or members of the public to address the City Council. If the topic you would like to discuss is on the
agenda, please ask the Mayor ifhe will be acceptingpublic comments during the agenda item ifnot apublic hearing. Ifyou have
a question, concern or comment, please ask to e recognized by the mayor — state your name and address for the record. Please
keep comments under S minutes. Individuals wishing to speakfor more than five minutes should ask to be included on the agenda
in advance of the meeting. All comments are appreciated, but please refrain from personal or derogatory attacks on individuals)
5. CITIZENS ADDRESSING THE CITY COUNCIL
6. APPROVAL OF MINUTES
(a) Regular Meeting of October 8, 2019
CONSENT AGENDA
(The items listedjor consideration will be enacted by one motion unless the Mayor, a member of the City Council or
a city staff member requests an item to be removed. Traditionally items are not discussed.)
7. APPROVAL OF CONSENT AGENDA I
(a) Consideration for Approval of Resolution 15105 — Resolution Approving the Decertification of
Tax Increment Financing District #6 of the City of Hutchinson
(b) Consideration for Approval of Resolution No. 15106 — Resolution for Certification of Special
Assessments From the City of Hutchinson to McLeod County Auditor
(c) Consideration for Approval of Resolution No. 15108 — Resolution to Sell at Auction Unclaimed
Property (Bicycles)
(d) Consideration for Approval of Resolution No. 15110 — Resolution Authorizing Execution of
Sub -Grant Agreement Through the Federal Emergency Management Agency's Hazard
CITY COUNCIL AGENDA October 22, 2019
Mitigation Grant Program
(e) Consideration for Approval of Issuing Short -Term Gambling License to Hutchinson Wrestling
Club
(f) Consideration for Approval of Issuing Caterer's Permit to T-Road Investments Inc. on December
7, 2019, at Hutchinson Event Center
(g) Consideration for Approval of Premises Permit Application for Merrick, Inc. to Operate
Gambling Devices at Muddy Cow Located at 35 3rd Avenue SE
(h) Consideration for Approval of Improvement Project Change Orders
- Change Order No. 3 & 4 - Letting No. 2, Project No. 19-02 (South Grade Road Corridor
Improvements)
(i) Consideration for Approval of Correspondence to MnDOT Regarding Glencoe Transportation
Study
0) Claims, Appropriations and Contract Payments
PUBLIC HEARINGS — 6:00 P.M.
8. APPROVE/DENY RESOLUTION NO. 15107 - RESOLUTION APPROVING A HOUSING
PROGRAM AND APPROVING THE ISSUANCE AND SALE OF SENIOR HOUSING
FACILITY REVENUE BOND AND AUTHORIZING THE EXECUTION OF DOCUMENTS
RELATING THERETO (PRINCE OF PEACE EXPANSION)
MMUNICATIONS REQUESTS AND PETITIONS
purpose o this portion o the agenda is to provide the ounci with information necessary to craft wise policy.
ides items like monthly or annual reports and communications from other entities.)
9. REVIEW OF CITY OF HUTCHINSON AIRPORT CIVIL AIR PATROL SITE ESTIMATED
COSTS AND POTENTIAL FUNDING
10. REVIEW OF MINNESOTA RULES OF NAVIGATING A ROUNDABOUT
UNFINISHED BUSINESS
11. APPROVE/DENY SECOND READING AND ADOPTION OF ORDINANCE NO. 19-806 -
ORDINANCE REVISING CHAPTER 111 — PEDDLERS AND SOLICITORS
NEW BUSINESS
12. APPROVE/DENY SETTING COUNCIL BUDGET WORKSHOP FOR NOVEMBER 12, 2019, AT
4:00 P.M.
GOVERNANCE
(T epurpose o t is portion of the agenda is to deal with organizational development issues, includingpolicies,
performances, and other matters that manage the logistics of the organization. May include monitoring reports,
policy development and governance process items)
2
CITY COUNCIL AGENDA October 22, 2019
13. MINUTES/REPORTS FROM COMMITTEES, BOARDS OR COMMISSIONS
�a) Public Arts Commission Minutes from August 14, 2019
b) Hutchinson Housing & Redevelopment Authority Board Minutes from September 17, 2019
(c) City of Hutchinson Financial Report and Investment Report for September 2019
MISCELLANEOUS
14. STAFF UPDATES
15. COUNCIL/MAYOR UPDATE
ADJOURNMENT
CITY OF HUTCHINSON
RESOLUTION NO. 15104
RESOLUTION ACCEPTING DONATIONS
WHEREAS, the City of Hutchinson is generally authorized to accept donations of real and
personal property pursuant to Minnesota Statutes Section 465.03 for the benefit of its citizens,
and is specifically authorized to accept gifts and bequests for the benefit of recreational services
pursuant to Minnesota Statutes Section 471.17; and
WHEREAS, the following persons or entities have offered to contribute the cash amounts
set forth below to the city:
Name of Donor Amount Donation Date
Walt & Lynne Clay $500.00 10/3/2019
WHEREAS, such donation has been contributed to the Hutchinson Police department
to the Law Enforcement Memorial Park fund
WHEREAS, the City Council finds that it is appropriate to accept the donations offered.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
HUTCHINSON, MINNESOTA, AS FOLLOWS:
THAT, the donations described above are hereby accepted by the City of Hutchinson.
Adopted by the City Council this 22nd day of October 2019.
ATTESTED:
Matthew Jaunich
City Administrator
APPROVED:
Gary T. Forcier
Mayor
CITY OF HUTCHINSON
RESOLUTION NO. 15109
RESOLUTION ACCEPTING DONATIONS
WHEREAS, the City of Hutchinson is generally authorized to accept donations of real and
personal property pursuant to Minnesota Statutes Section 465.03 for the benefit of its citizens,
and is specifically authorized to accept gifts and bequests for the benefit of recreational services
pursuant to Minnesota Statutes Section 471.17; and
WHEREAS, the following persons or entities have offered to contribute the cash amounts
set forth below to the city:
Name of Donor Amount Donation Date
Richard Waage $30.00 10/3/2019
WHEREAS, such donation has been contributed to the Hutchinson Parks Department
for work to be done at the Hutchinson Dog Park.
WHEREAS, the City Council finds that it is appropriate to accept the donations offered.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
HUTCHINSON, MINNESOTA, AS FOLLOWS:
THAT, the donations described above are hereby accepted by the City of Hutchinson.
Adopted by the City Council this 22nd day of October 2019.
ATTESTED:
Matthew Jaunich
City Administrator
APPROVED:
Gary T. Forcier
Mayor
HUTCHINSON CITY COUNCIL
MEETING MINUTES
TUESDAY, OCTOBER 8, 2019
CITY CENTER — COUNCIL CHAMBERS
(The City Council is provided background information for agenda items in advance by city staff, committees and boards. Many
decisions regarding agenda items are based upon this information as well as: Citypolicy andpractices, inputfrom constituents,
and other questions or information that has not yet been presented or discussed regarding an agenda item)
1. CALL MEETING TO ORDER— 5:30 P.M.
Mayor Gary Forcier called the meeting to order. Members present were Steve Cook, Chad Czmowski,
Mary Christensen and Dave Sebesta. Others present were Matt Jaunich, City Administrator and Marc
Sebora, City Attorney.
(a) Approve the Council agenda and any agenda additions and/or corrections
Matt Jaunich, City Administrator, asked that Items 14 and 16 be removed from the agenda.
Motion by Christensen, second by Czmowski, to approve the agenda with the removal of Items 14
and 16. Motion carried unanimously.
2. INVOCATION — Maranatha House of Prayer
(The invocation is a voluntary expression of the private citizen, to and for the City Council, and is not intended to ailiate the
City Council with, or express the City Council's preference ffor, any religious/spiritual organization. The views or beliefs
expressed by the invocation speaker have not been previous y reviewed or approved by the Council or staff)
3. PLEDGE OF ALLEGIANCE
4. RECOGNITION OF GIFTS, DONATIONS AND COMMUNITY SERVICE TO THE CITY
Mayor Forcier recognized the police and fire departments on their search for an elderly male that fell
into the Crow River last week.
PUBLIC COMMENTS
(This is an opportunity or members qf the public to address the City Council. If the topic you would like to discuss is on the
agenda, please ask the Mayor ifhe will be acceptingpublic comments during the agenda item ifnot apublic hearing. Ifyou have
a question, concern or comment, please ask to be recognized by the mayor — state your name and address for the record. Please
keep comments under S minutes. Individuals wishing to speakfor more than five minutes should ask to be included on the agenda
in advance of the meeting. All comments are appreciated, but please refrain from personal or derogatory attacks on individuals)
5. CITIZENS ADDRESSING THE CITY COUNCIL
6. APPROVAL OF MINUTES
(a) Regular Meeting of September 24, 2019
Motion by Czmowski, second by Sebesta, to approve the minutes as presented. Motion carried
unanimously.
CONSENT AGENDA
(The items iste or consi eration will be enacted by one motion unless the Mayor, a member of the City Council or
a city staff member requests an item to be removed. Traditionally items are not discussed.)
7. APPROVAL OF CONSENT AGENDA I
(a) Reappointment of Cheryl Dooley to Airport Commission to September 2024
(b) Consideration for Approval of Resolution No. 15102 — Resolution to Sell at Auction Surplus
Property (John Deere Mower)
CITY COUNCIL MINUTES October 8, 2019
(c) Claims, Appropriations and Contract Payments — Register A
Motion by Czmowski, second by Christensen, to approve Consent Agenda I. Motion carried
unanimously.
APPROVAL OF CONSENT AGENDA 11
(a) Claims, Appropriations and Contract Payments — Register B
Motion by Czmowski, second by Cook, with Forcier abstaining, to approve Consent Agenda II.
Motion carried unanimously.
PUBLIC HEARINGS — 6:00 P.M. - NONE
purpose of this portion of the agenda is to provide the Council with information necessary to craft wise policy.
ides items like monthly or annual reports and communications from other entities.)
9. PRESENTATION OF 2019 NATIONAL COMMUNITY SURVEY RESULTS
Matt Jaunich, City Administrator, presented before the Council. Mr. Jaunich explained that earlier
this year a survey went out to a percentage of residents in Hutchinson. The survey closed in July
and Mr. Jaunich is providing a presentation on the results. Mr. Jaunich explained that the survey
project was administered by a collaboration of the National Research Center and the International
City/County Management Association. The survey assesses aspects of community life, local
government service quality and resident participation in community activities. The survey captures
residents' opinions and the results are based on resident perceptions. The survey measures
Hutchinson's "livability", which means it is desirable and a place where people want to live. The
eight facets of a livable community include safety, mobility, natural environment, built environment,
economy, recreation & wellness, education & enrichment and community engagement. Within these
eight facets are three pillars of community quality, which include community characteristics,
governance and participation. 1700 surveys went out with 540 (32%) responding. Households were
randomly selected and the survey had a mar& of error of +/- 4%. Surveys were also distributed in
2007, 2011 and 2015. The survey looks at life in 2019 and compares it to the City's results in 2007,
2011 and 2015 and compares Hutchinson's results to a nationwide benchmark. In addition, 129 opt -
in online surveys were received and those results are included in a separate report.
Mr. Jaunich then reviewed the results specifically which were as follows:
Overall, 84% rated the quality of life in Hutchinson as excellent or good. Within the Community
Characteristics pillar, 90% rated the City as an excellent or good place to live; 77% had an excellent
or good overall image of the community; 80% viewed their neighborhood as a good to excellent
place to live; 84% viewed Hutchinson as a good to excellent place to raise children; 68% viewed
Hutchinson as a good to excellent place to retire; and 89% viewed the overall appearance of
Hutchinson as good to excellent. Within the Community Characteristics facet, Mr. Jaunich reviewed
strengths, areas with the highest increases and other areas with a higher rating in 2019 compared to
2015 and areas for improvement. Within the Governance pillar, 78% of residents rated the overall
quality of services provided by the City as excellent or good; 78% gave the City's customer service
a positive rating; 52% gave a positive rating in regard to value of services for taxes paid; 59% of
residents rated the overall direction of the City as excellent or good; 53% stated that the City was
welcoming of citizen involvement; 55% stated they were confident in City government; 58% stated
that the City was acting in the best interest of Hutchinson; 63% stated that the City was being
honest; 58% stated that the City treats all residents fairly. Within the Governance facet, Mr. Jaunich
eases reviewed strengths, areas with the highest incrand other areas with a higher rating in 2019
compared to 2015 and areas for improvement. Related to the Participation pillar, 61% of residents
rated the "Sense of Community in Hutchinson" as excellent or good; 87% would recommend
Hutchinson as a place to live; 88% plan to remain in Hutchinson for the next five years; and only
40% of the respondents have contacted a City employee within the last 12 months. Mr. Jaunich also
reviewed the strengths, areas with the highest increases, other areas with a higher rating in 2019
2
CITY COUNCIL MINUTES October 8, 2019
compared to 2015 and areas for improvement in the aspect of Participation
Mr. Jaunich then reviewed special topics that were included in the survey. These were: 1.) How
much would you support or oppose a voter approved renewal of the '/z cent sales tax after it expires
to make improvements to city -owned recreational facilities? 42% strongly supported this topic. 2.)
How important, if at all, do you think it is that the City put additional funding toward street repair
and maintenance? 48% felt this was very important. This question was then broken down into how
much of a pro erty tax increase would be supported or opposed if the revenue generated would be
dedicated to fixing, repairing and upgrading city streets and its related infrastructure. The results
included 34% strongly supportinu a $250,000 increase, 30% somewhat supporting a $500,000
increase and 38% strongly opposing a $1 million increase.
Mr. Jaunich reviewed the areas that rated higher than the national benchmark which included
availability of paths and walking trails, ease of walking in town, ease of travel by bicycle in town,
quality of street lighting, residents who work in town and residents who participate in
reliuious/spiritual activities. The areas that rated lower than the national benchmark included
availability of shopping opportunities, street repair services, residents stocking supplies for an
emergency, residents using public transportation instead of driving and residents campaigning for an
issue cause or candidate. Mr. Jaunich also reviewed upward trends and downward trends. Mr.
Jaunich reviewed the four points to take away from the survey which include 1. Hutchinson
continues to be a desirable place to live, with safety as a feature that contributes to quality of life; 2.
Respondents identified safety and the economy as main focus areas (same as 2015); 3. Residents are
generally pleased with mobility, but support improvements to city streets; and 4. Overall, ratings in
Hutchinson for 2019 generally remained stable.
Mr. Jaunich also explained that there is a new tool available to the City through a company called
Polco. Polco provides an online platform for communities like Hutchinson to engage with residents
by inviting them to join an online panel and answer quick turn -around questions. This tool would
allow the city to post single questions or question sets and see results in real time. The panel or
participants sign up and continue to offer feedback throughout the year. This tool would cost
$2000/year.
10. REVIEW OF RESIDENTIAL LEAF VACUUM SERVICE
John Olson, Public Works Manager, presented before the Council. Mr. Olson noted that this Fall
begins the loth year of the city's residential leaf vacuum service. The service is scheduled to start on
October 15, 2019 and continues for six weeks with the last service date being November 25, 2019.
The vacuum service is conducted the day after a resident's garbage route with vacuum service
occurring on Mondays following Friday garbage routes. Mr. Olson reminded residents to make neat
windrows against the curb, keep parked vehicles out of the way during leaf vacuum season and to
keep children and pets away from the leaf vacuums.
UNFINISHED BUSINESS
11. APPROVE/DENY FIRST READING OF ORDINANCE NO. 19-806 - ORDINANCE REVISING
CHAPTER 111 — PEDDLERS AND SOLICITORS
Matt Jaunich, City Administrator, presented before the Council. Mr. Jaunich explained that he had
received some feedback from other communities on their approach with food vendor licenses and he
included that information in the Council packet. No changes have been made to either ordinance
since the last Council meeting.
Mayor Forcier commented that he feels the proposed Peddlers and Solicitors ordinance is fine as
presented.
Motion by Christensen, second by Forcier, to approve first reading of Ordinance No. 19-806.
Motion carried unanimously.
CITY COUNCIL MINUTES October 8, 2019
12. APPROVE/DENY FIRST READING OF ORDINANCE NO. 19-807 — ORDINANCE REVISING
CHAPTER 123 — FOOD VENDORS
Mr. Jaunich again stated that he has included some feedback he has received from other
communities on how they handle food vendors.
Mayor Forcier stated that feedback he has received is to eliminate the licensing requirement of the
City for food vendors as long as the food vendor has a license from the State of Minnesota.
Council Member Cook spoke of the benefits to having a food vendor licensing ordinance and he
likened them somewhat to transient merchants.
Council Member Czmowski expressed that he has received feedback that the city is losing food
truck business because of the licensing requirement.
The costs of the annual and temporary permits would be determined by the Council in a separate
discussion.
Chief Tom Gifferson provided his feedback on the necessity, or lack thereof, of background checks
for food vendor license applicants.
Motion by Cook, second by Forcier, to approve first reading of Ordinance No. 19-807. Discussion
was held regarding the necessity of background investigations. Czmowski, Christensen, and Sebesta
expressed that they feel the proposed ordinance does not make getting a food vendor license any
easier for applicants. Roll call vote was taken: Christensen — nay; Sebesta — nay; Cook — aye;
Czmowski — nay; Forcier — aye. Motion failed 2 to 3.
Council Member Czmowski suggested drafting an ordinance removing the requirement of the
background investigation and bringing a new ordinance before the Council. The fee schedule will
be considered with the second readings of these ordinances.
NEW BUSINESS
13. APPROVE/DENY RESOLUTION NO. 15101 — RESOLUTION AUTHORIZING ISSUANCE OF
$5,860,000 GENERAL OBLIGATION IMPROVEMENT AND REFUNDING BONDS, SERIES
2019A
Andy Reid, Finance Director, presented before the Council. Mr. Reid explained that two
components to this year's debt is related to street improvements and refinancing of 2009
water/sewer bonds. The debt of the roadway improvements is paid by property owner assessments
and the City's debt tax levy. Mr. Reid introduced Nick Anhut of Ehlers and Associates.
Mr. Anhut presented before the Council. The City's AA- bond rating was affirmed by Standard &
Poor's Global Ratings. Mr. Anhut explained that six bids were received this morning with the low
bid coming in from The Baker Group at an interest rate of 1.8%. Mr. Anhut explained that
subsequent to the bid opening this morning, the issue size was decreased to $5,465,000 to account
for reoffering premium and financing costs. Therefore a revised Resolution is before the Council
for their consideration.
Council Member Cook asked if the Resolution needs to be adopted the same night as the bids are
opened. Mr. Anhut explained that the market resets itself on a daily basis and therefore the low
.19
CITY COUNCIL MINUTES October 8, 2019
bidder is offering the bid today, which could be a different bid in the future.
Motion by Czmowski, second by Sebesta, to approve Resolution No. 15 10 1. Motion carried
unanimously.
15. APPROVE/DENY MNDOT LOCAL ROADWAY IMPROVEMENT PROGRAM AND LOCAL
PROJECT PARTNERSHIP GRANT AGREEMENTS — SOUTH GRADE ROAD CORRIDOR
IMPROVEMENTS
John Olson, Public Works Manager, presented before the Council. Mr. Olson explained that the
City is being asked to approve a Local Roadway Improvement Program grant agreement and
associated Resolution for funding ($600,000) allocated to the South Grade Road Corridor
Improvements project. The previously approved Local Partnership Project grant agreement for this
dedicated funding will most likely need to be amended or replaced to account for a discrepancy
within the contractor's bid submittal that now has been reconciled by a project change order.
Motion by Czmowski, second by Christensen, to approve MnDOT local roadway improvement
program and local project partnership grant agreements for South Grade Road corridor
improvements. Motion carried unanimously.
17. APPROVE/DENY SETTING SPECIAL MEETING WITH MCLEOD COUNTY BOARD OF
COMMISSIONERS ON OCTOBER 29, 2019, AT 3:30 P.M. AT MCLEOD COUNTY
FAIRGROUNDS
Matt Jaunich explained that the McLeod County Board of Commissioners has invited the City
Council and all cities in the county to a meeting to discuss topics of interest.
Motion by Czmowski, second by Cook, to approve setting special meeting with McLeod County
Board of Commissioners on October 29, 2019, at 3:30 p.m. at McLeod County Fairgrounds. Motion
carried unanimously.
GOVERNANCE
(T epurpose o t is portion of the agenda is to deal with organizational development issues, includingpolicies,
performances, and other matters that manage the logistics of the organization. May include monitoring reports,
policy development and governance process items.)
18. MINUTES/REPORTS FROM COMMITTEES, BOARDS OR COMMISSIONS
a) Hutchinson Utilities Commission Minutes from August 28, 2019
b) Liquor Hutch Quarterly Report
MISCELLANEOUS
19. STAFF UPDATES
John Olson —Mr. Olson provided a project appdate on South Grade Road. The turn signals are en route
for the intersection of South Grade Road/Hwy 15 and next week patching/milling/overlaying is
scheduled.
Matt Jaunich — Mr. Jaunich updated the council on the House Capital bonding visit held today related
CITY COUNCIL MINUTES October 8, 2019
to the water basin project.
20. COUNCIL/MAYOR UPDATE
Steve Cook — Council Member Cook asked about the cost of a speed trailer to be placed in various
areas of the community. John Olson noted that the public works department does have one,
however it does not do much in the way of data collection. Mr. Olson suggested renting a speed
trailer that has better methods of data collection. Chief Gifferson stated that he has received a quote
from a company of $6500-$7500 for a speed trailer that can collect speed readings and some traffic
count information. Council Member Cook also spoke of "Artists on Main Street" — a grant project
available to Hutchinson to help create events downtown. The grant application is due October 25,
2019. The Council was in agreement with the submittal of the grant application. It was suggested
to have some education put out on the new mini -roundabout being put in on South Grade Road.
ADJOURNMENT
Motion by Czmowski, second by Christensen, to adjourn at 7:40 p.m. Motion carried unanimously.
R
HUTCHINSON CITY COUNCIL ci=v-f�
Request for Board Action 7AL =-ft
Resolution 15105 Approving the Decertification of Tax Increment Financing District #6
Agenda Item: of the City of Hutchinson
Department: Finance
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Andy Reid
Agenda Item Type:
Presenter:
Reviewed by Staff
Consent Agenda
Time Requested (Minutes):
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
Tax Increment Financing district #6 (Econo Foods), within the City's TIF project area #4, has no outstanding
obligations and needs to be formally decertified. The county will be notified of the decertification and all tax increment
revenue for this district will be discontinued at the end of 2019. Starting in 2020, property taxes for this district will be
distributed in the same manner as all other property taxes.
The district's required decertification date is 12/31/2019.
BOARD ACTION REQUESTED:
Approve resolution #15105.
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source: N/A
Remaining Cost: $ 0.00 Funding Source: N/A
RESOLUTION NO. 15105
RESOLUTION APPROVING THE DECERTIFICATION OF
TAX INCREMENT FINANCING DISTRICT #6
OF THE CITY OF HUTCHINSON
WHEREAS, on March 10, 1992, the City of Hutchinson (the "City") created its Tax Increment
Financing District No. 6 (the "District") within its Municipal Development District No. 4 (the
"Proj ect"); and
WHEREAS, as of the date hereof all bonds and obligations to which tax increment from the district
have been pledged have been paid in full and all other costs of the Project have been paid; and
WHEREAS, the City wishes to decertify the District pursuant to Minnesota Statutes, section 469.177,
effective on December 31, 2019; and
WHEREAS, the City desires by this resolution to cause the decertification of the District after which
all property taxes generated within the District will be distributed in the same manner as all other
property taxes.
NOW THEREFORE, BE IT RESOLVED by the City Council that the City's staff shall take such
action as is necessary to cause the County Auditor of McLeod County to decertify the District as a tax
increment district and to no longer remit tax increment from the District to the City.
ADOPTED by the City Council of the City of Hutchinson this 22" d day of October, 2019.
ATTEST:
Matthew Jaunich
City Administrator
Gary T. Forcier
Mayor
HUTCHINSON CITY COUNCIL City-f
Request for Board Action 7AL =-M
Agenda Item: Resolution 15106 - Special Assessment Certification to McLeod County
Department: Finance
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Andy Reid
Agenda Item Type:
Presenter:
Reviewed by Staff ❑
Consent Agenda
Time Requested (Minutes): 1
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OF AGENDA ITEM:
Attached is the annual certification of special assessments to be sent to McLeod County for collection in 2020. The
list includes the current year of each assessment roll along with unpaid water, sewer utility bills and/or weed
removal bills.
The special assessment dollars collected in 2020 will be recorded in the appropriate debt fund and used to pay the
2020 debt service on the City's bonded debt.
BOARD ACTION REQUESTED:
Approve resolution 15106 for special assessments to be certified to McLeod County for collection in 2020.
Fiscal Impact: $ 0.00 Funding Source:
FTE Impact: 0.00 Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
RESOLUTION NO. 15106
RESOLUTION FOR CERTIFICATION OF SPECIAL ASSESSMENTS FROM THE CITY OF HUTCHINSON TO MCLEOD COUNTY AUDITOR
BE IT RESOLVED BY THE CITY COUNCIL OF HUTCHINSON, MN;
This is to certify that the following embraces all unpaid assessments levied by the City Council of Hutchinson, MN under Minnesota Statutes, Chapter 429, various
assessments of the City of Hutchinson, to be levied and assessed upon the properties as listed on the "Exhibit A" for the following purposes for the current year and
as required under Minn. Stat. § 429.061, a copy of this Resolution along with the attached "Exhibit A" shall be provided to the McLeod County Auditor
Installment
Term
SA#
Year
Payoff
Balance
Project
Description
Jefferson St SE & Jefferson Ct SE -10th Ave NE & future
extension of loth Ave NE to the East - SM/SS/W/ST -
8
10
5059H
2O12
$
19,139.20
L9P02-18
Activated 10/09/2012
Jefferson St SE & Jefferson Ct SE to Toronto Ave SE -
8
9
5070B
2012
$
7,893.58
L3PO4-03
SM/SS/W/ST- Activated 2012
Activation of 2006 deferred assessment for TH 7/15/22 -
4
10
5079G
2006
$
17,498.55
L1P06-01
SM/SS/W/ST
10
10
5093
2010
$
31,877.11
L1P10-01
Adams St & Washington Ave E - SM/SS/W/ST
2011 Pavement Mgmt- James, Kouwe, Water-
9
10
5096
2011
$
22,269.83
L3P11-04
SM/SS/W/ST REHAB
Activation of deferred assessments & unpaid water bills
2
10
5096C/D
2018
$
19,077.20
Multiple
(2011-2017) at 455 & 465 Water St NW
9
10
5097
2011
$
15,999.03
L1P11-01
School Rd NW -ST
9
10
5098
2011
$
3,936.00
L2P11-02/P11-03 Indust Blvd SE - ST RECONST & Energy Pk - WEAR
2011 Pavement Mgmt - Phase 2 - Jackson & Roberts - ST
9
10
5099
2011
$
15,736.19
1-41311-05
REHAB
9
10
5100
2011
$
89,279.17
L5P11-06
Plaza 15 Parking Lot - ST
2012 Pavement Mgmt - Ash, Oak, Maple, TH 15 Service
8
10
5101
2012
$
35,659.54
1-31312-04
Rd #1,11th Ave NE, Northwoods Ave - ST
8
10
5102
2012
$
43,667.46
L1P12-01
5th Ave NW - SS/W/ST
Les Kouba Pkwy - Montana to Lind & Lind St - Les Kouba
8
10
5103
2012
$
10,527.49
1-81312-09
Pkwy to 3rd Ave - ST
2013 Pavement Mgmt - Grove St SW, Brown St SW, Glen
St SW, Franklin St SW, Division Ave SW - ST
7
10
5104
2013
$
34,786.07
L3P13-03
OVERLAY/REHAB
7
10
5105
2013
$
74,230.36
L1P13-01
Jefferson St SE - Washington to Oakland - SS/W/ST
2013 Pavement Mgmt - CO#2 - Milwaukee & Miller - ST
7
10
5107
2013
$
806.40
L3P13-03
OVERLAY/REHAB
Lynn Rd SW - Washington to Clinton - ST
6
10
5108
2014
$
28,268.56
1-21314-02
OVERLAY/REHAB
6
10
5109
2014
$
107,221.73
L1P14-01
Jefferson St SE - Oakland to Century - SM/SS/W/St
2014 Pavement Mgmt - Dale, TH 15 Service Rd,
Freemont, Lynn, Michael Ct NW, HHC Parking Lot - ST
6
10
5110
2014
$
28,522.03
L3P14-03
MILL/OVERLAY/RECLAIM
2015 Pavement Mgmt - Shady Ridge Rd N W & Golf
5
10
5111
2015
$
16,728.00
L3P15-03
Course Rd NW-SM/SS/W/ST
5
10
5112
2015
$
64,021.50
1-11315-01
2nd Ave SE - Main to Bridge - SM/ST
2016 Pavement Mgmt— Linden, Madson, Milwaukee,
4
10
5113
2016
$
200,675.03
L1P16-01
Church, West Shore — W/SS/SM
School Rd SW & Roberts Rd SW Reconstruction - ST
3
10
5115
2017
$
29,924.37
1-21317-02
RECONST/RECLAIM
Alley #52 - Alley south of 5th Ave SE between Jefferson
3
5
5117
2017
$
7,143.17
L14P17-14
St SE & Adams St SE - G/STM/CC/BP
Century Ave SE Reconstruction -
2
10
5118
2018
$
g 58,083.04
1-11318-01
G/GB/CG/SM/SS/WM/ST
Alley #17 - Alley from Milwaukee Ave SW to Miller Ave
2
10
5119
2018
$
27,269.91
L7P18-07
SW (Between Glen St & Franklin St)
2018 Pavement Mgmt - Northwoods Ave NE, 11th Ave
2
10
5120
2018
$
167,236.26
L4P18-04
NE, Spruce St NE
1
10
5121
2019
$
150,323.43
L1P19-01
5th Ave S Reconstruction - Lynn Rd to Bridge
1
10
5122
2019
$
377,685.82
1-61319-06
TDK/Uponor Public Roadway Construction
1
10
5123
2019
$
123,494.51
L2P19-02
South Grade Rd Reconstruction - Dale St to TH15
DEFERRED
ASSESSMENTS
Installment
10
Term
10 DEFERRED
SA#
5093A
Year
2010
Payoff
$
Balance
10,420.00
Project
L1P10-01
Description
Adams St & Washington Ave E - SM/SS/W/ST - D
2011 Pavement Mgmt- James, Kouwe, Water -
SM/SS/W/ST REHAB - 6" WATER SERVICE DEFERRED FOR
10 YEARS OR UNTIL HOOK UP OCCURS, WHICHEVER
OCCURS FIRST. ACTIVATE IN 2021 FOR COLLECTION IN
9
10 DEFERRED
5096A
2011
$
6,000.00
L3P11-04
2022.
2014 Pavement Mgmt - Dale, TH 15 Service Rd,
Freemont, Lynn, Michael Ct NW, HHC Parking Lot - ST
MILL/OVERLAY/RECLAIM - DEFERRED FOR 20 YEARS OR
UNTIL DEVELOPED,WITH INTEREST ACCRUING,
6
10 DEFERRED
5110C
2014
$
75,809.35
L3P14-03
WHICHEVER OCCURS FIRST.
5
10 DEFERRED
5112A
2015
$
45,305.00
L3P15-03
2015 Pavement Mgmt - Shady Ridge Rd NW & Golf
3
10 DEFERRED
5114A
2017
$
149,222.61
L1P17-01
Denver Ave SE Extension - Montreal St SE to Bradford St
BE IT FURTHER RESOLVED
That the following unpaid water, sewer, weed cutting, snow removal and tree removal bills to be certified to the McLeod County Auditor for collection with 2020
taxes.
City Property ID
Address
Payoff Balance
County PID #
01-116-30-01-0820
700 SW 2ND AVE
$85.31
23.112.0650
01-116-30-01-0950
665 SW 3RD AVE
$87.45
23.112.0710
06-116-29-05-0350
338 SW 4TH AVE
$262.45
23.050.4160
31-117-29-10-0140
141 NE 5TH AVE
$168.73
23.056.0520
36-117-30-07-0600
935 NW 8TH AVE
$25.91
23.436.0030
02-116-30-15-0030
1526 SW 9TH AVE
$44.78
23.472.0080
31-117-29-09-0580
565 NE BLUFF ST
$58.88
23.056.0220
07-116-29-06-0710
1310 SE BRADFORD ST
$19.11
23.424.0010
06-116-29-12-0990
715 SW BROWN ST
$64.51
23.145.0590
36-117-30-06-0430
605 NW CALIFORNIA ST
$39.26
23.300.0370
36-117-30-06-0310
791 NW CALIFORNIA ST
$540.45
23.300.0250
31-117-29-14-0120
246 NW CEDAR AVE
$259.79
23.079.0060
06-116-29-02-0460
206 SE ERIE ST
$283.25
23.050.1770
06-116-29-11-1100
725 SW FRANKLIN ST
$60.30
23.146.0080
31-117-29-11-0210
470 NW GLEN ST
$16.23
23.056.0860
07-116-29-07-0770
425 SE GRANT AVE
$209.31
23.455.0570
31-117-29-01-0040
240 N HIGH DR NE
$373.01
23.238.0025
36-117-30-02-0270
900 N HIGH DR NW
$2,099.34
23.309.0030
31-117-29-16-0020
200 E HWY 7
$677.76
23.056.1790
36-117-30-16-0070
720 W HWY 7
$115.92
23.107.0020
36-117-30-16-0070
720 W HWY 7 - B
$30.02
23.107.0020
10-116-30-08-0760
1847 SW ISLAND VIEW CIR
$49.61
23.454.0070
10-116-30-08-0750
1855 SW ISLAND VIEW CIR
$49.61
23.454.0060
07-116-29-08-0050
1373 SE JEFFERSON ST
$272.95
23.230.0190
02-116-30-14-0030
810 SW LAKEWOOD DR
$21.90
23.376.0030
01-116-30-09-0020
564 SW LYNN RD
$64.51
23.112.1630
01-116-30-09-0340
590 SW LYNN RD
$22.44
23.112.1670
31-117-29-15-0640
23 N MAIN ST
$40.40
23.056.3470
06-116-29-11-0620
655 S MAIN ST
$25.76
23.149.0010
06-116-29-11-1050
726 S MAIN ST
$18.62
23.146.0030
06-116-29-11-0900
735 S MAIN ST
$217.55
23.149.0360
30-117-29-14-0020
110 NW MICHAEL CT
$123.88
23.398.0020
31-117-29-07-0520
830 NE OAK ST
$60.63
23.232.0130
31-117-29-10-0470
456 NE PROSPECT ST
$79.58
23.056.1370
31-117-29-08-0380
815 NE SPRUCE ST
$43.31
23.090.0440
31-117-29-12-0270
430 NW WATER ST
$789.20
23.056.0840
31-117-29-01-0070
1005 MAPLE ST NE *TR
$625.00
23.238.0014
06-116-29-02-0610 243 ADAMS ST *TR $912.69 23.050.1930
$8,939.41 Total Utility Billing & Tree Removal to Assess
Adopted by the Hutchinson City Council this 22nd day of October 2019.
Gary Forcier, Mayor
Matt Jaunich, City Administrator
HUTCHINSON CITY COUNCIL
ci=V�f�
Request for Board Action
79 M-W
Agenda Item: Resolution to Sell at Auction Unclaimed Property
Department: Police
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Thomas Gifferson
Agenda Item Type:
Presenter: Thomas Gifferson
Reviewed by Staff ✓❑
consent Agenda
Time Requested (Minutes): 2
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
Presenting 1 resolution requesting authorization to sell unclaimed property.
BOARD ACTION REQUESTED:
Approval to sell unclaimed items.
Fiscal Impact: $ 0.00 Funding Source:
FTE Impact: 0.00 Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
RESOLUTION TO SELL AT AUCTION
Unclaimed Property - Bicycles
Resolution No. 15108
WHEREAS, the Hutchinson Police Department has accumulated various unclaimed
items.
AND WHEREAS, the Hutchinson City Code provides pursuant to Section 91,
Subdivision 3, Paragraph C for the sale at auction of unclaimed property.
AND WHEREAS, the unclaimed property, at the time of auction, will have been in the
possession of the police services for more than thirty (30) days.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF HUTCHINSON, MINNESOTA.
That the Hutchinson City Council hereby approves the sale at auction of unclaimed items
identified on "Attachment A."
Items to be sold through Fahey Auction Center
Adopted by the City Council this 22nd day of October, 2019.
Mayor
City Administrator
Attachment A
Case #
Description
19004775
26" Women's Schwinn Badger Blue/White
19005613
Next PX 6.0 Black/Red
19006614
Mt. Fury Roadmaster Blue/Red
19006673
Women's Trek 220 Mountain Track
19007703
Men's Magna Excitor
19007708
Men's Chimano Hyper Black
19008352
Men's Magna Silver Canyon Blue
19008352
Men's Magna Silver Canyon Blue
19008387
26" Kent Flexor Blue
19008387
26" Men's Roadmaster Gray
19008787
26"Men's Roadmaster Grantie Peak Black
19009112
Kent Ambush Blue/White
19009495
26" Next Power Climber Blue/White
19010869
Men's Schwinn Avenue
19012074
26" Men's Roadmaster Granite Peak Black
19012319
26" Men's Huffy Manitoba Green
19012450
26" Next Gauntlet Turquoise
19012600
Men's Schwinn Trailway Silver
19012707
Magna Great Divide Red/Silver
19012707
Huffy Rock Creek Black/White
19012902
26" Roadmaster Granite Peak Turquoise
19013030
12" Bo 's Razor Kobra White
19013090
Brown Stroller with floral print
19013273
26" Men's Schwinn Blue
19013435
Next Wipeout Red
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: RESOLUTION AUTHORIZING EXECUTION OF SUB -GRANT AGREEMENT
Department: EDA
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Miles R. Seppelt
Agenda Item Type:
Presenter: none
Reviewed by Staff ❑
Consent Agenda
Time Requested (Minutes): 0
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
To help fund our continuing efforts to redevelop the block where the Old Medical Clinic once stood (behind
Cornerstone Commons) the EDA is applying for grant funding from the Federal Emergency Management Agency's
(FEMA) "Hazard Mitigation Grant Program."
If obtained, the grant would help fund the acquisition and removal of three houses that are in the FEMA 100-year
floodplain, adjacent to the Crow River. The addresses are 145, 135 and 125 Glen Street NW.
The grant would cover 75% of the expenses to acquire the three properties and demolish the structures located there.
In their place public green space, either in the form of a rain garden or a retention pond, would be created.
Funding for the required 25% local match would come from TIF District # 4-5, which has dollars available for
redevelopment projects such as this.
The attached resolution provides Council authorization for the City to enter into a Sub -Grant Agreement with FEMA
(should we get the grant) and authorizes City Staff to execute and sign the agreement and any amendments needed
to implement the project.
If you have any questions or need additional information, please give me a call anytime at 234-4223.
BOARD ACTION REQUESTED:
Adoption of attached resolution.
Fiscal Impact: $ 0.00 Funding Source: TIF District #4-5
FTE Impact: 0.00 Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
CITY OF HUTCHINSON
COUNTY OF MCLEOD
STATE OF MINNESOTA
RESOLUTION NO. 15110
RESOLUTION AUTHORIZING EXECUTION OF SUB -GRANT AGREEMENT
WHEREAS, the City of Hutchinson is applying for grant funding through the Federal Emergency
Management Agency's Hazard Mitigation Grant program; and,
WHEREAS, the grant, if obtained, will help fund the acquisition and removal of houses located in the
FEMA 100-year floodplain and replace them with green space; and,
WHEREAS, the grant program pays for 75% of the costs involved with this project, with the City being
responsible for 25%; and,
WHEREAS, said funds are available in Tax Increment Financing District 4 4-5 for this purpose,
THEREFORE BE IT RESOLVED by the City Council (the "Council') for the City of Hutchinson,
Minnesota (the "City"), as follows:
Section 1. That the City of Hutchinson enter into a sub -grant agreement with the Division of
Homeland Security and Emergency Management in the Minnesota Department of Public Safety for the
program entitled Hazard Mitigation Assistance.
Section 2. That Matt Jaunich, City Administrator, is hereby authorized to execute and sign such
sub -grant agreements and any amendments hereto as are necessary to implement the project on behalf of
the City of Hutchinson.
Dated: October 22, 2019
Adopted:
Gary Forcier, Mayor
ATTEST:
Matt Jaunich, City Administrator
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Short -Term Gambling License - Hutchinson Wrestling Club
Department: Administration
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete Yes
Contact: Matt Jaunich
Agenda Item Type:
Presenter: Matt Jaunich
Reviewed by Staff ✓❑
Consent Agenda
Time Requested (Minutes):
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
The Hutchinson Wrestling Club, a nonprofit organization, has submitted a short-term gambling license application into
administration for review and processing. The application is for an event the organization is holding on January 18,
2020, at Main Street Sports Bar. The applicant has completed the appropriate application in full and all pertinent
information has been received.
BOARD ACTION REQUESTED:
Approve issuing short-term gambling license to Hutchinson Wrestling Club on January 18, 2020.
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
cry of
l 11 Hassan Street Southeast
Hutchinson, MN 55350
(320)597-5151 Fax: (320) 234-4240
City of Hutchinson
APPLICATION FOR GAMBLING DEVICES LICENSE
In provisions of the City of Hutchinson Ordinance Chapter 114
and Minnesota Statutes Chapter 349
All applications are to be received at least 30days before event in order to be considered
Application Type 610 -Ma
Short Term Date(s) `a = 2, 3 -- 2 io 2 o Fee: $34.00
MonthlDa lYear - MonthlDavll ear
� �W
Organization Information
PV U 1
g
Name
Phone Number
Address where regular meeting are held City
State Zip
Federal or State ID: H 1 — 19 7 S 2- ! [a
Day and time of meetings? ,
Is this organization organized under the laws o the State of Minnesota? W-yes
© no
How long has the organization been in existence? � 7 e.&�How may members in the organization? /00 �~
What is the purpose of the organization? L1 Qom:f �Tf�TLi�►r'� c'a Ls�� z�
J
W/le5.1774 ;1
In whose custo y will organic tion records be ke V40
76-
Nam e
Phone Number
812 ih y S r�tir �—
s �'3s
Address City
State zip
II Duly Authorized Officer of the Organization Information
#Aj iV EN 5 -32-, - i;g-;- 3y+?
True Name Phone Number
Residence Address City State Zip
Date of Birth: 1 V 7 1 f 7 Z Place of Birth: VT(- A 04 S.L:4 IA)l t4
Monthldaylyear City State
Have you ever been convicted of any crime other than a traffic
offense? ❑ yes I kno
If yes, explain:
3G&7
City of Hutchinson
Application far Gambling Devices Luense
Page 2 of 3
Designated Gambli
under.Minnesota Statute §349)
S
True Name
va
Residence Address City
Date of Birth: (he, rc A 1 2 Y 1 C,7'7 3 Place of Birth:
Monthldaylyear
Have you ever been convicted of any crime other than a traffic offense?
If yes, explain:
How long have you been a member of the organization?
Game Information
Locatt# l
3e� Sf 76 /.-
Phone Number
State zip
YV fc-Ar✓15G, +i i)') 11
City Slate
❑ yes ALno
Name of location where game will be played Phone Number
Address of location where game will beplayed City State zip
Date(s) and/or day(s) gambling devices will be used: t 2 3' f q through ) r It (3 '— Z' 20
Hours of the day gambling devices will be used: From 7 To
[f
Maximum number of player: 000 C Q rru w 111�
Will prizes be paid in money or merchandise? 0 money ❑ merchandise
Will refreshments be served during the time the gambling devices will be used? ❑ yes A no
_ If yes, will a charge be made for such refreshments? ❑ es ❑ no
Game Information
Location #2
Name of location where game will be played
Address of location where game will be played
Phone Number
City State Zip
Date(s) and/or day(s) gambling devices will be used: through
AM
Hours of the day gambling devices will be used: From pM To
Maximum number of player:
Will prizes be paid in money or merchandise? ❑ money ❑ merchandise
Will refreshments be served during the time the gambling devices will be used? ❑ yes ❑ no
If yes, will a charge be made for such refreshments? ❑ yes 2 no
AM
City of Hutchinson
Applicalion for Gambling DeWces License
Page 3 of 3
Officers of the Organization (if necessary, list additional names on separate sheet)
Name
t' �.
Ore- for
Residence Address
Name
City
Title
State
Title
Zip
Residence Address
City
State
Zip
1 CZ
W
�re i'c
Aae
Name
Title
{
Residence Address
City
Stale
Zip
Officers or Other Persons Paid for Services Information i necessa , list additional names on separate sheet
Name Title
Residence Address City State zip
Name Title
Residence Address City State zip
Name Title
Residence Address City State zip
Have you (Gambling Manager and Authorized Officer) read, and do you thoroughly understand the provisions of all
laws, ordinances, and regulations governing the operation and use of gambling devices (as outlined in City of
Hutchinson Ordinance 114.20 and Minnesota Statutes Chapter 349)?
Gambling Manager J9 yes ❑ no Authorized Officer IA. yes ❑ no
Initial Initial
I declare that the information I have provided on this application is truthful, and I authorize the City of Hutchinson
to investigate the inforrnat'on submitted. Also, I have received from the City of Hutchinson a copy of the City
Ordina ij14.20 rqfati g to gambling and I will familiarize myself with the contents thereof.
officer of organization
ofgambling manager oforganization
Internal Use
Date
/— 20/Cj
Date
City Council 0 approved ❑ denied Notes:
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item:
g Caterer's Permit - T-Road Investments, Inc.
Department: Administration
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete Yes
Contact: Matt Jaunich
Agenda Item Type:
Presenter: Matt Jaunich
Reviewed by Staff 0
Consent Agenda
Time Requested (Minutes): 0
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
T-Road Investments Inc. has submitted a caterer's permit application into Administration for review and processing.
The applicant would like to provide liquor catering services on December 7, 2019, at the Hutchinson Event Center for
a wedding that is being held. The applicant meets statutory requirements and City requirements to hold a caterer's
license.
BOARD ACTION REQUESTED:
Approve caterer's permit to T-Road Investments Inc. on December 7, 2019
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
11 I Hassan Street Southeast
Hutchinson, MN 55350
(320) 587-5151 /Fax-1 (320) 234-4240
3 -a?5L4-L44617
CITY OF HUTCHINSON
CATERER'S PERMIT APPLICATION
,S�C4)[-)0_z-)It
License Fees
Annual $30.9,o0
One -Time $100.00
sc�zo
To obtain a Caterer's Permit, applicant must currently hold a valid retail on -sale intoxicating liquor license at a
restaurant. All liquor laws and rules apply to both the on -sale license as well as this caterer's permit. Liquor
liability and workers compensation insurance are mandatory and a certificate showing off premises coverage
must accompany this application for a caterer's permit. Cancellation or suspension of the on -sale license
invalidates the caterer's permit also. Only the licensee holding the caterer's permit shall provide food and
liquor at catered events.
,4noeoAs) iuc
_T
Applicant Name (I"vidual. Partnership, Corporation (IfCorporalion staee full corporate nine)
rR-C)f)D 76VCPPj
DOB Social Security #
"grade Name or DBA of Restaurane -615367
Address a Restaurant Telephone
--NEW G f-o-, 1p*y ryl ! V
City or county where on -sale license issued
#1J4c,�, )►us(nN EUevv+ CerJer
Location of Event
IJ J�
Dates) of Event
I certify that the above information provided by the applicant is true, complete, correct and made in good
faith and agree to comply with the above paragraph's requirements and all other applicable law in the
use of the caterer's permit.
eMOA�
— Authorized Applicant Date Print FuA Name of Person Signing
Please attach the following documents to this form:
1) A copy of the applicant's caterer's permit issued by the State of Minnesota
2) A copy of the applicant's valid on -sale intoxicating liquor license
3) A copy of the applicant's valid restaurant license issued by the Health Department
4) A certificate of liquor liability insurance that states "off premises coverage included" (No applications, binders or declarations).
5) Check or money order payable to the City of Hutchinson
Z 1Licenses\Applieatioirs\Caterer's Permit.doc
' Minnesota Department of Public Safety
Alcohol & Gambling Enforcement Division
HAS BEEN ISSUED THIS L.ICENSEIPERMIT 13Y THE SPATE OF MINNESOTA PURSUANT TO MINNESOTA
STATUTES CHAPTER 34DA AND RELATED REGULATIONS
ALCOHOL CATERER'S PERMIT
Expiration Date: 9/24/2020 Iden: 4701.2
T-Road Tavern
T-Road Investments Inc.
5007 110th St SE
Dela,ao, MN 55328
Business Location
110 Broadway St E
New Germany
Alcohol & Gambling Enforcement Director
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c tr CERTIFICATE OF LIABILITY INSURANCE °mom
0911312019
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIOIg ONLY AND COWERS NO RIGHTS UPOM THE CERTIFICATP HOLDER. TH13
CEWRRCAYE DOW NOTAFFFaAATNELY OR NEGATIVELY AWND, OCFEND OR ALTER THe COVIERAGEAFFOMM BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSL NG LM. SL,IIiI R(%, AUTi4DRt2ED
REPRESENTATIVE OR PRODUCER, AND THE CERWICATE HOLDER.
IMPORTANT: Vthe sartHicate holder Is an ADDITIONAL INSURED, the pollwAies) must be andonwd. If3UBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this,OArtificate does not ocaller A&D to 0e
ertificate holder. inAw of such andorse ).
Goeisch Insurance Agency
PO BOX 355
G iOrid MN S6.j' 34
PHONE
Lew Extr.Ho:
ADnRE1sa:
t AFFORWM13C�
ump
wunFita: .111ki6s UnRonInsurance Company
27NO
INSURED
T-Road investments, Inc, DBA: T-Road Tavern
5007 110th St SE
Wow MIN 55328
INSURER 8
uLauwlaM a:
INSURER A
INSURER E .
t;z C
GOVLKAGES CFRTIFICATE NIAmm- oeueQenu ■n[KN000.
THIS IS TO CERTIFY THAT THE POLICIES OF WSURANEE U3 FECI BELOW HAVE BEEN IS.SL1ED TO THE iNSURE-0 N 46DABOVE FOP THE POLICY PERIOD
INDICATEM N01'NTHSTANK)ING ANY REGUlR£AdEW, TERRA OR CCMITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH TIERS
CERTIFICATE MAYBE GSSUED OR MAY FIERYAft THE RMP4NGE AFFOfU)O SY THE POL VE3 DESC"IEDHEREIN 13 WMECT TO ALL THE TERMS,
EXCLUSKM AND CONW)ONS OF SUCH POLICIES. LIMITS SHOWN mAY I.IAVE SEEN REDUCED BY PAID CLAIMS,
IINSR LTR
TYPE OF INSURAMCE
NODy
POLICY NUMBER
MIA,�O
LIMITS
00VMERCiAL1flEftL LIMLITY
CL.AM84MME •F-1 OCCUR
_
61A,CH)Cr:CUR REMCE
S
$
IVIED EXP M one pemonia
PERSONAL &AOYINJURY
L3O&Ae3GREQATE
LIMff APPL= PER
POLCY ❑ ❑ Lac
PR00 T8-,C0MPnP
JS
s
>vn
AUTUMMLELIAeNm
0TMIrrEosINOLELIU
d
s
G49F1Y wjw" epw p 8m)
$
ANY AUTO
ALLOWNED SCHEM&EEI
AUTOS AUTOS
F1CiDILY INJURY (per acr bieN)
S
HIREDAlfFp3 �0�
ARCIPERTY GE
f
S
UI LAL" OCCUR
EACH OCCU14*10CE
AGGRE"TE
C%CESS irAS CLAPAS-MA E
MD I I FIETEITFIGN&
WORMERS co1AENSMON
PEfi
AND BWLAYi6r RW LAALnY Y 11#
ANY PROPRIE�TgOpRR A EXECUTIVE j N
�'" i
P61A
E.L. FJtCH ACCIDENT
E L. DISEASE -'£A
If.yyee�� dem Tibe under
PESCRN=rION UPOPERNMONS AabW
E_L.:OL9£A$E • f+DL#CYllfYO'i
A
LIQUOR LMILITY
LQRIIANG280B2679+1-004
01f0112i119
D11Q1124Z4
$300,000 EACH COMMON CAUSE
$600.DB0 AGGREGATE
RNrrmw aF �.r.L�cdLftiw►ert�lAicl�s Sfli.Jffeaat A..ewl/�sd�e>suir.+n�+ee aLiKMiA rrnm.oe � Iexquirrd3
Location: 110 Easl6soadway, New Germany, MN 55367
""Effective 9112119. Off -Premises Coverage Included
SHARD AW OF THE A[IDVI6 DBSCRISED POLICIIES BE CANCELLED BEFORE
THE DMIIIIATION DATE iHKEGF, NOTICE WILL $E DEWMIED IN
MN Department of Public Safety ACCORDANCE WITH TW POLICY PROWSIONS_
A ohtfl S Gambling 'Eribreemern Dwision AUTKORtZIKO A"RfiSeMTfVE
Saintt Paul Street 8
Saint PSI,II PIN 55107
IVIISO&2014 AOORD GORIXOMTION. AN dlrlts m arved.
ACORD 25 (2014f81) The ACORD name and logo are registered marks of ACORD
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Gambling Premises Permit Application - Merrick, Inc.
Department: Administration
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete Yes
Contact: Matt Jaunich
Agenda Item Type:
Presenter: Matt Jaunich
Reviewed by Staff ✓❑
Consent Agenda
Time Requested (Minutes):
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
Merrick Inc. has submitted an application to provide gambling devices at Muddy Cow located at 35 3rd Avenue SE in
Hutchinson, Minnesota. State law requires that cities grant approval of the premises permit application. The
applicant will then submit the final application to the State Gambling Control Board for their authorization.
BOARD ACTION REQUESTED:
Approve premises permit application to Merrick Inc. to operate gambling devices at 35 3rd Avenue SE.
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
MINNESOTA LAWFUL GAMBLING
L.G214 Premises Permit Application
6115 Page I of 2
Annual Fee $154 (NON-REFUNDABLE)
REQUIRED ATTACHMENTS TO LG214
1. If the premises is leased, attach a Copy of your lease. Use L6215 Mail the application and required attachments to:
Lease for Lawful Gambling Activity. Minnesota Gambling Control Board
2. $150 annual premises permit fee, for each permit (non-refundable). 1711 West County Road B, Suite 300 South
Make check payable to "States of Minnesota." Roseville, MN 55113
Questions? Call 651-539-1900 and ask for Licensing.
ORGANIZATION INFORMATION
Organiratjon Name: Merrick, Inc. i30264
............. _..._ License Number:
Chief Executive Officer (CEO) John VII.,Barker Daytime phone: Sv1 78S-6200
Gambling Manager: wsiidy L- Busch - — Daytime Phone: 651-23MB71��
GAMBLING PREMISES INFORMATION
Current name of site where gambling will be conducted: Muddy C
List any previous names for this location:
Street address where premises is located: 35 3rd Ave„ SE
(Do not use a P.6..wx number Dr mMinr] addm_ss.��-
City-, OR Township:
County: Zip Code:
Hutchinson
55350
Does your organization own tfie building inhere the gambling will be conducted?
Yes E No If
no. attach LG215 Lease for Lawful Gambling Activity.
A lease is not required if only a raffle ,will be conducted.
Is any other organization condructirig gambling at this site? Yes �No FI❑on't know
Note: Bar bingo can only be conducted at a site where another form of lawful gambling is being conducted by the applying organi-
zation or another permitted organization. Electronic games can only be conducted at a site where paper pull -tabs are played.
Has your organization previously conducted gambling at this site? Dyes ENo Epon't know
GAMBLING BANK ACCOUNT INFORMATION; MIDST BE IN MINNESOTA
Bank Name: TCF1People's Bank Midwest Bank Account Number: 286554107013163526
Bank Street Address: 8432 Tamarack Village s �� �1 1 WoodburyNadnais 12
tY State: MN Zip Code:
ALL TEMPORARY AND PERMANENT OFF -SITE STORAGE SPACES
Address (Do not use a P.O. box number): City: State: Zip Code-
3210 Labore Road Vadneis Heights MN 55110
3700 Highway 51 N. White Bear Lake MN 65110
MN
LG214 Premises Permit Application
6115 Page 2 of 2
ACKNOWLEDGMENT BY LOCAL UNIT OF GOVERNMENT: APPROVAL BY RESOLUTION
CITY APPROVAL
COUNTY APPROVAL
for a gambling premises
for a gambling premises
located within city limits
located in a township
City Name: -_. ............ .- - - -
County Name: ..... _................ _----
Date Approved by City Council:
bate Approved by County Board: ._._ ---
Resolution Number: —
Resolution Number:
(If none, attach meeting minutes.)
{If none, attach meeting minutes.
Signature of City Personnel;
Signature of County Personnel:
Title; Date Signed:
Title; ....._..... _..._._........ _......... �. Date Signed:
TOWNSHIP NAME:
Complete below only if required by the county.
Local unit of government
On behalf of the township, i acknowledge that the organization is
must sign.
applying to conduct gambling activity within the township limits.
(A township has no statutory authority to approve or deny an
application, per Minnesota Statutes 349.213, Subd. 2.)
Print Township Name: _. F..
Signature of Township Officer:
Title: _ Bate Signed:
ACKNOWLEDGMENT AND OATH
1. I hereby consent that local law enforcement officers, 6. I assume full responsibility for the fair and lawful operation of
the Board or its agents, and the commfssioners of all activities to be conducted,
revenue or public safety and their agents may enter
and inspect the premises. 7, I will familiarize myself with the laws of Minnesota governing
lawful gambling and rules of the Board and agree, If licensed,
2- The Board and its agents, and the commissioners of to abide by those laws and rubes, including amendments to
revenue and public safety and their agents, are them.
authorized to inspect the bank records of the gambling
account whenever necessary to fulfill requirements cif U, Any changes in application information will be submitted to the
current gambling rules and law. hoard no later than ten days after the change has taken
effect.
3. I have read this application and all information
submitted to the Board is true, accurate, and Complete. 9. 1 understand that failure to provide required information or
providing false or misleading information may result In the
4. Aft required information has been fully disclosed. denial or revocation of the license.
5. I am the thief executive officer of the organization. 10- I understand the fee is non-refundable regardless of license
approval/denial,
i
Signature of Ex utiVofficer (designee may not sign) Date
Dda a privacy noR.�c - irifv ail requested on this information when received by the Board. Minnesota's Department of Public Safety.
form (and any aU hme I vi€l be used by Me All other inforrnatlon provided will be Attorney General, Co€nrnissioners of
Gambling Control Board (Board) to determine your private data about your organization 'until Administration, Minnesota Management &
organization's qualifications to be involved in lawful the Board issues the permit. When the nUdget, and revenue; LegnVaLive AudiLor,
ejarnbRig activities in Minnesota. Your organizatiori has Board issues the permit, all information national and international gambling
the right to refuse to supply the information; however, provided will become public. If the Board regulatory agencies; anyone pursuant to
If your Oro -all lzahofi ri'fu si-'s to supply this information, does not Issue a permit, all information ccurt order; other in d iv id Li a Is and a en0es
the Board may noL be able to determine your provided remains private, with the specifically authorized by state or federal lacy
organizations quatifications and, as a consi gquence, exception of your organization's name and to have. access to the information; individuals '
may refuse to issue a permiL If your organization address which will remain public. Private antl agencies for which law or legal order
supplies the information requested, the Board will tie data about your organization are available authorizes a new use or sharing of
able to process your organization's application. Your to: Board members, Board staff whose information after this notice was given; and
organization's name and address will be public work rLeciuires access to the information; anyone with your written consent.
1 his form will be made avaitable in alternative format, i.e. large print, brallte, upon retiue5t.
An equal opportunity employer
0
MINNESOTA LAWFUL GAMBLING
LG215 Lease for Lawful Gambfina Activity
6115 Pave I of 2
LEASE INFORMATION
I Organization: Lieensef5tte Number: Daytime Phone;
Merrick, Inc. 00264 651-789-6200
Address: City: State: Zip: -�
3210 Labore Road Vadnais Heights MN 55110
Name of Leased Premises: Street Address:
Muddy Cow 35 3fd Ave., SE
City: state: Zip: Daytime Phone:
Hutchinson MN 55350 32&455-8034
Nam ff Legal [7wner: Business/Street Address:
O-)Vkrou '3rd Ne. 5 E
City:��r� State: Zlp: Daytime Phone:
Name of Les (if SaMO as legal yawner, write -SAME"); Address:
City. State: Zip-. Daytime Phone:
Check applicable item:
New or amended lease. Effective date: Submit changes at least ten days before the effective date
of the change.
New owner. Effective date: Submit new lease within ten days after new lessor assumes ownership.
CHECK ALL. ACTIVITY THAT WILL BE CONDUCTED (no lease required for raffles)
0 Pull -Tabs (paper) r7l Electronic Pull Tabs
0 Pull -Tabs (paper) with dispensing device ./J Electronic Linked Singe
Bar Bingo Bingo Electronic games may only be conducted:
1. at a premises licensed for the on -sale of intoxicating liquor
Tipboards or the on -sale of 3.2% malt beverages; or
Q Paddlewheel 013addiewheel with table 2. at a premises where bingo is conducted as the primary
business and has a seating capacity of at least 100.
PULL -TAB, TIPSOARD, AND PAD13LEWHEEL RENT (separate rent for booth and bar ops)
l BOOTH OPERATION: Some or all sales of gambling equipment are conducted by an employee/volunteer of a licensed organization at
the [eased premises.
ALL GAMES, including electronic games: Monthly rent to be paid: � °Jo, not to exceed 10% of gross profits for that month.
• Total rent paid from all organizations for onEy tooth operations at the teased premises may not exceed $1,750.
• The rent cap does not include BAR OPERATION rent for electronic games conducted by the lessor.
BAR OPERATION: All sales of gambling equipment conducted by the lessor or lessor's employee.
�ELEIC�TRONIC GAMES: Monthly rent to be paid- 15 %, not to exceed L501a of the gross profit, for that month from electronic pull -tab
mand electron)c linked bingo games,
ALL OTHER GAMES: Monthly rent to be paid: 2O °h, not to exceed 20ei6 of gross profits from all other forms of lawful gambling.
• If any booth sales conducted by a licensed organization at the premises, rent may not exceed 1.0% of grass profits for that month
and is subject to tarots operation $1,750 cap.
BINGO RENT (for leased premises where bingo is the primary business conducted, such as bingo hall)
Bingo rent Is limited to one of the following:
• Rent to be paid: %, not to exceed 10% of the monthly gross profit from all lawful gambling activities held during bingo
occasions, excluding bar bingo.
OR -
• Rate to be paid: $ _ per square foot, not to exceed 110% of a comparable cost per square foot for [eased space, as
approved by the director of the Gambling Control Board. The lessor must attach documentation, verified by the organization, to
confirm the comparable rate and all applicable costs to be paid by the orgardmUon to the lessor.
Rent may not be paid for bar bingo.
Bar bingo does not include bingo games linked to other permitted premises.
LEASE TERMINATION CLAUSE (must be completed)
The lease may be terminated by either party with a written 30 day notice. Other terms:
G215 Lease for LaWul Gambling
Activity
t i�e�sg Tom: The terrrt 0, this agreement will d arse €s rat t ' w _ 6Ii Pale 2 of 2
I with thr3 ]other Prohibitsons± The lessor wlll not impose nas:�r cucins
Ansises perrnit i Eled by the ?amblingComm j
€
(Bnardj Board
n0
ti8 organization wi h respect to providerstfrisutor or linked
� bimo
Management: The E3wrter of �
€iaEtat�e Chu canouct sal nerfol PremPses or the lessor veiII not
Barr is?irtq at the
game of V' ler) ar gafni [mg-re!ated N. AJ4Pirn� nC alid ser-
i vices rsr in the use of net Profits for lawful prrrfo�s.
preE7iises. The
arganExa. on may not conduct any activity on Uehalf of t.'te fessd3r an the lease f prermises,
^}re lessor, the lessor's ir[ rn�diat2 fat it an
Y, y person residing in
the salve re?sidence as the Fassor,
Participation asj"i9y�5r'S P143i711`diteLl .' !'!�` iL.S_SfS:" i'Y[!} r16L
trcipate
and any age,-,ts or e
of Zh& le`Scpr wjil not �,3ih}�C;!�5
i anfx fiun to dorm any
1 Par
dir�{fSl ar irariif--aly uS a pia+{ei- in an Iaaufut
i:dracfmc{, d on thu pjrc?'riis?5 <. % gambling
ac ion that would viaiate�s 8tatie nr
E =e, The lessow- must not
mOdify or terminate this iea5e_
Orel sUr'=; Immediate family and
r s af)eht5 or ga ming ; m;;lryyee of the tes*Or will not a'[?ri
in iV12S7i(: 7[° ii€ r} !'i CItF;? to the
l �sor`s violativrt rat thi spry±:'Es+on. Tf there is a dispute as to
pate as players ira rYi48 Coradtict of € W rU, amblira i P
9 4n op. ]rEr13 5
Ls, t� xcept 8$ 3L3t'SS7E'[iELr t7Y i�7Ef]!-1> i7 i Sti"�ik.ltFS, sechop.
w tether a violat+on occurred, the lease stilt reastaira i € effect pezx�-
• gg a frnai Q.?terrraiitaTiGr3 by Lhe,+ Cornl3#iance Review group
Yllegat Gambling.+ The
{CRG) i
OF the Board_ �1he lessor agrees to arbitration when a vlolatlbn of
this provisjop is alleged, Till:
{essur Is aeuare of the pro l2ition
against 5 oaf r:lmit ECl M?me at r Sta LuCes GQg.?5 end tr:2
arbrirat6r shaH be 19i� CRG• 1
� Access to plermit'ted preemises: �arlS@r?t i5 grvera Ln the tsaard '
t legal
l n8ttir tor illega9 gambri€ig li0iBNflnS In Minnesota Risley 7865,0220, 5u ,
3. f n addif:ign, chi Sparc,
i all its agents. the commi$slonGs of a�;enuis arstl pul7iic safety
and their agents, and law enforcement
may aiFlfiorize he
3 % anizatlan to �aitfthrr? ceni i t a PGrirad of up to 90 days if floe
Ward determines [liar fi.lt tl garri targ
persprrnef t enter and
€ Inspect the permitted prentrstss at any reason2tbte trine er n�i tie;
[ dUslrtBss hpurs r3f the lessor. The
occurred un the LSremises
or that the lef'5ot or it!-, en'00y� participytccl in trio illegal
c�ryarrixation PEas access to nc�
Prernises during any timt �ea nabie and when S 2ccears for
! !
ranstisny Or knew of theaml3ii€xr and did riot take
the
F:produtY of ,'aayf4rl gambllns�.
prompt
i sfct'Gf E to stop the garnb1im_ C:q;ttinued tenancy clef- the of_qanixa I don is authorized svii:haut paYment of rent dur€no ,Ile
mOileYt ids "Fite Igor• rtaiEtrairi a racrsrd of all
rnoft reined'from the
rime {SP"r+od
by rl3e $Odl' fflr V;p{� iiilrl5 0f this(]['9Viskan, as
iYt.sL;i4Ylxeci 11y Minnesota S#:ahEtes,
nigaSt
j oraanizaticsn, and make the rerorG
available bO ih;Ll Board anij Et.S age aLs, arld the c0frlrrilssioners
Sectre;tiue;�ue
To the best of the leS50r`S kno: vledge the Ear
of
.and puNic s7fiery alyd their agents Upon dernendi The
rcacnrd tt� st . rr: t€rtcaErteCj fsxr 3 ., 2 Yes rs,
afFirrns that a,-, y
and all games oT diavioas locaw,0 on the premises ate not bcirq
:sad, ant' are not capable being
4 Rent A#'i-1nclusfve- Aniouilts paid as rCnt rq
� the u artazatErrit
Of used, in a srtariner ttaat
VFQlatex till^. (7rGf1lr3![€OrFS against i#{L $t i,�aint'i!N#Cj hit i"�IrthatQte�
t'tutes,
f tc' tl:e i
lessor are aii-mcc vsivie_ No other services orexpenses! Provided Or CSont'racted by 0ke lessor
See F.ivri GCr9.i
(raybe
9.+tiart, znr_3udiW, €ALA rant limited tc: paid by t��` organi-
�i[}ttViil3.�;iiintiifly *7rr[nescia atu`aS 78hS,0220, .`s`ilt3E72:ft 3, do
- trash refflovat
DrCl c7niza C€ctn r7tti5r. S.rJnt€ri id €: rrtCi €CIk'. r?'!E:t l3a}�iYi Bet t$ under t :i3
i.ECr?'iS ofI.i Iease, 1€ tl1£: °,3E'r,�`firealiGn Or i"agents
arC
e'lectridty, heat f
- SnVied r23'11Lit11: l
nd er r3 red c
be &Olely �sponsible for any illegal amblin
9 g, CAndilCt{
strrra e
(] at t t:
Site, 3:E,a, Ya prc, {r:!]i T8$ kules$£3t,3r,Ti z,€
stern li, or- i�lianeso[a Statutes, Section
janitorial and deAxrinq set ices
-' at'tiC-'i' E3tilit3@S PC S4�rYfCe:S
50S.75, urticss the
-� an+idtiori'Sagents rP� LtF?Sibi+w FC3r t'
^p illegal gamblsriy �sctt�€ry (
are also agents
l awn services i
security,
0r ernpivy; of tFr@ Eesscar.
ss
securE y rTianitorng
The tessar ltsust not modify or tL'rtrs;rratr' the !ease in :v 1e or €n [
art beca"se the Drg�anlzattnn
Brost of any coa,mtrnicati0n network 0;' service required ro
fx3ndErr-C t* rQnr Nlsl}-13 i]S yr�rrita5 iY E'it~*CYa tii31C !]l
r et>Eirted, is a state or locai Ia. f(
enfiurcesnent authority or to :he Board, the conduct o€ iilaq i
r]�CP
in the vase of bar operations, rash s. ,
Any other e`xpentfitures
.jiratggn
al
aicactivity at this site €n which the organizatiors d9 d oat 3
participate.
made by an o;- Thai i5 relaters �
tti a leased premises must be approved
..._
by tho director or t�'te
-9nard. bent payments may nok be made to an indivacilx;�l, J
ACKNOWLEDGMENT OF LEASE
TERMS
1 affirm, that this lease is lice total sotd onty agreement t3etween chi: I . �J ac rt:ements ate
cant iri et in or a�Cachl 4d to this tease t. arrd the nrgan:catlan, aitri �P3ct aIi obli ar� `"�
�{hject tr g ae a 9 lions allEi
and ar? r, in
otiler terms OF the Ie*se ppro•. al of the d.r"aOr rd 'he Gambling Co€ltrul award, I
....-..__.._...... ,.._._.._.�............"... _..._........
,
future i.sor_ ._..._._."......- —.
Priest name and Title of }-e• ,
t Prin ^N a nri ltle-
J�U�
Que*tinnST C�af�Ci 4{� LICErISiraS�fittf n, � �._..�.-'�_.-.------•—�"_`_ 1 5a -535- iSfic7. Tiais puiallratiorl afrf! lie read rt3blistg Ccrrtunl Civar , a; f# fox tease ta:
€arge (rfrlL, braille' upon request 0a" ai"40 in alternative foriraat Minnesota G3 rub€i onL€x l Bparcf
':hiv f(af'rY1 and ii EF tyTSY�CSf ATC3 8 ; -nlo iriforta'W 1011 rCIrs EleSrf't{
ih[ i" Y attachment, r rii lea rxsmN Aui3lic iry orrnat{ 71T tu. County hood U
a3a[l w€li IlC US:p.d iq Ll@T{ I :iL V¢(Fr (LO np?jeSSii� iYiTr :nr esuia �tac �trsY litc, MN 551 : 3
u to 3Fit7 SGuin
`anU rules ane•er auto lowly€ s�.:mta:ing arc;tririr_s. fax: 651-635- tC,3
October 3, 2019
City of Hutchinson
1Z1 Hassan Street SE
Hutchinson, MN 55350
Attn: Melissa Starke
Merrick, Inc. is a nonprofit 501(c)(3) organization serving adults with
developmental disabilities. We are licensed by the state of MN Gambling Control
Board to operate charitable gambling. The owner of Muddy Cow in Hutchinson
has requested that we operate their charitable gambling. I have enclosed a copy
of the letter from the organization that is currently in Muddy Cow of their intent
to terminate operations. I have also enclosed the state form LG214, Premises
Permit Application, and a copy of LG215, Lease for Lawful Gambling Activity.
Please inform me if there is an application fee, a background check that needs to
be conducted, or any additional information that you may need from me. Thank
you for your consideration. l can be reached via email or by calling my directly at
651-238--6871.
V11e dy Bus
Gambling Manager
Our is `t $' 001 k to L'FFI}vzve adulis v ifh disnNhhes OwmWil vo ailonal and _Ocial opkV'-fl:7 Wes, rri.! tOgwdc llte.�Fj tartAur.? reafixirly dwirgmLi and
3210 1ABORE ROAD, VADN Ws lHEIGt-zx's, MN 55-UO ° ONE: 651-789-6200 FAA 651-770-7M • www men icldnc.org -
C4 torr g
/0-/- /�,
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Approval of Project Change/Work Orders and Supplemental Agreements
Department: PW/Eng
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Kent Exner
Agenda Item Type:
Presenter: Kent Exner
Reviewed by Staff ❑
Consent Agenda
Time Requested (Minutes): 0
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
As construction has proceeded on the below listed projects there has been additional work, project scope revisions,
and/or construction completion date changes. The items specified below have been identified and deemed necessary
to satisfactorily complete the projects per the intent of the original construction contract. The following Change
Orders, Supplemental Agreements and/or Work Orders are proposed as noted:
- Change Order No. 3 — Letting No. 2/Project No. 19-02 — South Grade Road Corridor Improvements
To enhance traffic control on Trunk Highway 15 during construction, it was determined that additional signage would
be appropriate. Thus, six temporary signs were requested. This Change Order does result in an increase to the
Contract in the amount of $660.00.
- Change Order No. 4 — Letting No. 2/Project No. 19-02 — South Grade Road Corridor Improvements
Due to unanticipated grading steepness, the installation of a retaining wall adjacent to a new sidewalk facility was
deemed necessary. This Change Order does result in an increase to the Contract in the amount of $5,280.00.
BOARD ACTION REQUESTED:
Approval of Change Orders
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: Yes
PROJECT SECTION:
Total Project Cost: $ 0.00
Total City Cost: $ 0.00 Funding Source:
Remaining Cost: $ 0.00 Funding Source:
STATE AID FOR LOCAL TRANSPORTATION
CHANGE ORDER
City/County of City of Hutchinson
Change Order No. 3
FEDERAL PROJECT NO.
STATE PROJECT NO.
LOCAL PROJECT NO.
CONTRACT NO.
SAP 133-130-002
L2P19-02
L2P19-02
CONTRACTOR NAME AND ADDRESS
LOCATION OF WORK
R & R Excavating
South Grade Road SW, Hutchinson MN
1149 Hwy 22 South
TOTAL CHANGE ORDER AMOUNT
Hutchinson, MN 55350
$660.00
In accordance with the terms of this Contract, you are hereby authorized and instructed to perform the work as altered by the following provisions.
Issue: Additional signage on Trunk Highway 15 needed for two traffic control change ahead signs and 4 temporary stop signs.
Resolution: Add additional signage on Trunk Highway 15 as follows:
2 - Traffic Control Change Ahead signs
4 - Temporary Stop Signs.
COST BREAKDOWN
Item No. I Item
Unit Unit Price I Quantity
Amount
Funding Category No. 002
2563.602
TRAFFIC CONTROL (SPECIAL)
I EACH
$100.00
6
$600.00
1904.000
CONTRACTOR 10% ALLOWANCE
I LUMP SUM
1$60.001
1
$60.00
Funding Category No. 002 Total:
$660.00
Change Order No. 3 Total:
$660.00
- runaing category is regwrea for teaerai projects.
CHANGE IN CONTRACT TIME (check one)
Due to this change the Contract Time:
a. [ ] Is Increased by -Working Days b. [ X ] Is Not Changed
[ ] Is Decreased by -Working Days
[ ] Is Increased by _ Calendar Days c. [ ] May be revised if work affected the controlling operation
[ ] Is Decreased by Calendar Days
4pproved By Project Engineer: Kent Exner Approved By Contractor: R & R Excavating
Signed Signed
Date: 10/22/2019 Phone: (320) 234-4212 Date: Phone: (320) 587-5918
Original to Project Engineer; Copy to Contractor
Once contract has been fully executed, forward a copy to DSAE for funding review:
The State of Minnesota is not a participant in this contract; signing by the District State Aid Engineer is for FUNDING PURPOSES ONLY. Reviewed for
compliance with State and Federal Aid Rules/Policy. Eligibility does not guarantee funds will be available.
This project is eligible for: Federal Funding State Aid Funding Local funds
District State Aid Engineer: Date:
STATE AID FOR LOCAL TRANSPORTATION
CHANGE ORDER
City/County of City of Hutchinson
Change Order No. 4
FEDERAL PROJECT NO.
STATE PROJECT NO.
LOCAL PROJECT NO.
CONTRACT NO.
SAP 133-130-002
L2P19-02
L2P19-02
CONTRACTOR NAME AND ADDRESS
LOCATION OF WORK
R & R Excavating
South Grade Road SW, Hutchinson MN
1149 Hwy 22 South
TOTAL CHANGE ORDER AMOUNT
Hutchinson, MN 55350
$5,280.00
In accordance with the terms of this Contract, you are hereby authorized and instructed to perform the work as altered by the following provisions.
Issue: Due to grade issues with steep slope adjacent to concrete walk, it was determined that the construction of retaining wall was necessary.
Resolution: The Engineer has determined that a retaining wall shall be constructed.
COST BREAKDOWN
Item No. Item
Unit Unit Price I Quantity
Amount
Funding Category No. 002
2540.603
INSTALL RETAINING WALL
ILIN FT
1$64.001
75
$4,800.00
1904.000
CONTRACTOR 10% ALLOWANCE
I LUMP SUM
1$480.001
1
$480.00
Funding Category No. 002 Total:
$5,280.00
Change Order No. 4 Total:
$5,280.00
Funding category is required for federal projects.
CHANGE IN CONTRACT TIME (check one)
Due to this change the Contract Time:
a. [ ] Is Increased by -Working Days b. [ X ] Is Not Changed
[ ] Is Decreased by -Working Days
[ ] Is Increased by _ Calendar Days c. [ ] May be revised if work affected the controlling operation
[ ] Is Decreased by Calendar Days
4pproved By Project Engineer: Kent Exner Approved By Contractor: R & R Excavating
Signed Signed
Date: 10/22/2019 Phone: (320) 234-4212 Date: Phone: (320) 587-5918
Original to Project Engineer; Copy to Contractor
Once contract has been fully executed, forward a copy to DSAE for funding review:
The State of Minnesota is not a participant in this contract; signing by the District State Aid Engineer is for FUNDING PURPOSES ONLY. Reviewed for
compliance with State and Federal Aid Rules/Policy. Eligibility does not guarantee funds will be available.
This project is eligible for: Federal Funding State Aid Funding Local funds
District State Aid Engineer: Date:
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Approval of Correspondence to MnDOT Regarding Glencoe Transportation StuC6
Department: PW/Eng
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Kent Exner
Agenda Item Type:
Presenter: Kent Exner
Reviewed by Staff F1
Consent Agenda
Time Requested (Minutes): 0
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
Following the City Engineer's participation in the fairly recent Glencoe Transportation Study public meeting and a brief
discussion with the City Council, City staff has prepared the attached letter to MnDOT regarding the provided
information (see attachments) pertinent to this study's results.
BOARD ACTION REQUESTED:
Approval of Letter & Appropriate Signatures
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost: $ 0.00
Total City Cost: $ 0.00 Funding Source:
Remaining Cost: $ 0.00 Funding Source:
R
Hutchinson City Center
111 Hassan Street SE
Hutchinson, MN 55350-2522
320-587-5151/Fax 320-234-4240
October 22, 2019
Lindsey Bruer, AICP
Planning Director
MnDOT District 8
2505 Transportation Road
Willmar, MN 56201
Dear Ms. Bruer,
City of Hutchinson representatives recently attended the Glencoe Transportation Study public meeting that
was administered on Monday, September 23rd. Furthermore, Leif Garnass of SRF Consulting Group (study
consultant) provided City staff with meeting presentation and materials information shortly thereafter.
As you are well aware of, the City of Hutchinson has significant transportation interests relative to
commercial, industrial, manufacturing, agricultural, freight, commuter and recreational traffic that occurs
within the State Trunk Highway 22 and U.S. Highway 212 corridors. Furthermore, the City of Hutchinson
has been assigned an interregional corridor (IRC) by the Minnesota Department of Transportation (MnDOT)
consisting of TH 22 to US 212 that ultimately connects to Interstate 494. Please note that the City of
Hutchinson is a regional population center currently not provided direct access to a continuous four -lane
highway system and that any improvements along these highway segments would be a significant step in
improving the City of Huchinson's IRC connectivity.
Following brief discussions at the public meeting and a review of the provided information, the City of
Hutchinson would communicate our firm support of efforts to improve traffic flow/safety along US 212 in the
Glencoe area. Also, we recognize that this study arrived at the identification of four potential TH 22 route
realignments that ultimately connect to US 212. However, we hope that the eluded to environmental and
preliminary layout design process can be funded and completed in the relatively near future to decisively
establish the new TH 22 alignment. Then, project development and corresponding implementation could be
achieved as MnDOT's project funding and prioritization allows.
The City of Hutchinson sincerely thanks all of the partners (MnDOT, McLeod County and City of Glencoe)
that allowed for and accomplished this study effort.
Finally, if you have any questions regarding this correspondence or would like to discuss the City of
Hutchinson's involvement in furthering these efforts, please feel free to contact Kent Exner at 320-234-4212
or kexnerkci.hutchinson.mn.us .
Sincerely,
Gary Forcier Matt Jaunich Kent Exner
City of Hutchinson City of Hutchinson City of Hutchinson
Mayor City Administrator DPW/City Engineer
L�r *
About the study TOE
PANT OF -� ���'��� '
RANSPORTATiON
MnDOT, the City of Glencoe and McLeod County have partnered to improve the safety of intersections along
Highway 212 and Highway 22, and to look at options for Highway 22 in the Glencoe area.
Study goals
The study partners identified the following goals to be achieved wit the study:
://www.dot.state.mn.us/d8/projects/hwy2l2hwy22glencoe/index.htmI
Study process
The study was conducted in three phases and included a comprehensive public and stakeholder engagement effort:
- Hwy 212 and 22 safety options
- Hwy 212 and 22 access options
- Hwy 22 route options
- Pedestrian and bicycle options
- Ownership of roadways
Public & Stakeholder Engagement
Next steps
This study is a planning study, which is the first step in addressing safety concerns on Hwy 212 and looking at options
and considering the feasibility of changes to the route of Hwy 22 in Glencoe.
This study can be used to apply for safety funding for recommended improvements, and assist the City of Glencoe and
McLeod County in transportation decision making.
Previous study
Planning Study pn
2003 Glencoe 2019 Glencoe x
Transportation Transportation Study
Asrtnership Study
Seek potential funding options
Re-routing Hwy 22 is a long-range goal for the Glencoe community. The next step in the Hwy 22 route discussion is to
secure funding to complete an environmental assessment, which is required by the federal government. In addition to
securing funding to complete the federally required environmental assessment, funding for preliminary design and
construction would need to be obtained. Currently, there is no funding to complete the environmental assessment.
iwill{i
Pntvioue Study Environmental
Planning Study Documentation & Detailed Plan
20d3 Glencoe 2019 Glencoe L� Preliminary you
Trinary Layout Developmenton
ansportation Transponation Study Design Not P12nned Not Planned
P22
artnership Study Not Planned
://www.dot.state.m n. us/d8/projects/hwy2l 2hwy22glencoe/i ndex. htm I
Public engagement overview
Robust community engagement was conducted
throughout the Glencoe Transportation study.
Opportunities for public input
Below is an overview of the engagement to -date.
• Stakeholder Workshop #1
december 18, 2018
■ 45 Attendees
• Stakelivider Workshop #2
May 14,2019
• 47 Attendees
What we heard
• Lummunity Event
February 26, 2019
• 145 Attendees
• Community Survey #1
February 2019 1 213 respondents
• Community Survey #2
May 2019 1805 respondents
Engagement with the community focused on identifying issues, opportunities and priorities.
1 0
a
■ Confusion at
Increased traffic
intersections
and future growth
(V
0
Need for walking
Change in
and biking
speed limits
improvements
0
49
0
Confusion
Truck turning
Heavy truck
about current
issues
traffic in
route
downtown
(V
0
Q
Need for walking
Change in
Need for better
and biking
speed limits
signage
improvements
The public was asked which potential Highway 212 The public was asked which potential Highway 22
improvements they could support: routes they could support:
community.
://www.dot.state.m n. us/d8/projects/hwy2l2hwy22glencoe/index.html
Hwy 212 safety improvements
• 10 crashes reported from 2013-2017
• 3 of the crashes were severe with one being
a fatal crash
• 26 crashes reported from 2013-2017
• Most crashes were not severe
• More than half (58%) of crashes were angle
The study partners identified the following recommended safety improvements for Hwy 212:
pc.rc�cnr'+.n.
Hwy 22 (Chandler Ave)
Construct J-Turn or
No current funding
for construction
i
51 on
Construct Roundabout
No current funding
for construction
Falcon Ave 19
Keep all turns
to and from Hwy 212
No current funding
for construction
Close median allowing
only right -turns
to and from Hwy 212
No current funding
for construction
0
6
irW
Construct J-Turn
J-Turn to be constructed
by MnDOT in 2022 /
0 A roundabout at Hwy 212 and Morningside Dr will benefit pedestrians and bicycles by:
• Making drivers slow down driving through the intersection.
• Reducing the distance pedestrians and bikes need to cross.
• Raised medians provide a refuge for those crossing.
• Pedestrians and bikes only need to look at one direction of traffic at a time.
© Pedestrian and bicycle safety enhancements can be included with any future project. These
enhancements would be determined during the design process with input from the community.
© Median refuges on Hwy 212 will be included with the project for pedestrians and bicycles.
://www.dot.state.m n. us/d8/projects/hwy2l2hwy22glencoe/index.html
Why we use roundabouts
Roundabouts show an 86% decrease in fatal crashes and a 42% overall decrease in the injury crash rate at
intersections.
Roundabouts handle high levels of traffic with less delay than most stop signs or signals.
Want to learn more about roundabouts in Minnesota?
https://www.dot.state.mn.us/roundabouts/
Why we use Reduced Conflict Intersections (RCI) (i.e., J-Turns)
Crossing a rural divided highway using a
Studies show a 70% reduction in fatalities Reduced Conflict Intersection
and a 42% reduction in injury crashes
where RCIs are used.
IMF-
---------------- .. .......... --- --- - ._ -
RCIs can be designed and built in approximately I `�
one year. Interchanges typically take 3-5 years.
Lett hand turn onto a divided highway using a
RCIs are often less expensive than constructing Reduced Conflict Intersection
an intersection with a stop light and are a fraction 0 1 i
the cost of building an interchange. --- -----------------
Now �
Want to learn more about reduced conflict intersections in Minnesota?
htto://www.dot.state.mn.us/roadwork/rci/
://www.dot.state.mn.us/d8/projects/hwy2l2hwy22glencoe/index.htmI
Hwy 22 route considerations trMIHNESOTA
The study reviewed the route Hwy 22 takes through Glencoe:
• Through stakeholder and community engagement, key needs and considerations were identified
and prioritized for Hwy 22.
• Ten potential re-routes for Hwy 22 were identified.
• Initial review of the feasibility of the routes reduced the number from ten to four for further
consideration and public input.
s
Based on the needs identified for Hwy 22 and how they were prioritized through public and stakeholder engagement,
the remaining routes were evaluated to determine if they met the needs:
Is direct and less confusing
Route
Change
RouteNo
✓
Route
✓
Route
✓
Route
✓
Improves overall safety
✓
✓
✓
✓
Serves both personal and commercial drivers
✓
✓
✓
✓
✓
Reduces truck traffic in town
✓
✓
✓
Accommodates future growth on the east side of town
✓
✓
Minimizes the need to build new roads
✓
✓
✓
✓
Improves conditions for walkers and bikers
✓
✓
✓
✓
://www.dot.state.mn.us/d8/projects/hwy2l2hwy22glencoe/index.html
Promise to the public
MnDOT, the City of Glencoe and McLeod County will work with the greater Glencoe community to ensure that
the community's concerns and aspirations are directly reflected in the alternatives developed as part of the
Glencoe Transportation Study and to provide feedback on how the community influenced recommendations and
decisions.
Community engagement
Robust community engagement was conducted throughout the Glencoe Transportation Study. Below is an over-
view of engagement to -date.
Opportunities for public input
Stakeholder Workshop #1
December 18, 2018
45 attendees
Community Event
February 26, 2019
145 attendees
Stakeholder Workshop #2
May 14, 2019
47 attendees
Community Survey #1
February 2019
213 Respondents
0%,off Community Survey #2
May 2019
805 Respondents
www.mndot.gov/d8/projects/hwy2l2hwy22gIencoe
Takeaways
IDENTIFIED ISSUES
0
Confusion at
intersections
(D
Need for walking and
biking improvements
0
Increased traffic and
future growth
0
Change in speed
limits
HIGHWAY 22
IDENTIFIED ISSUES
0
Confusion about Truck turning Heavy truck traffic
current route of issues in downtown
Hwy 22
0 4D
Need for walking and Change in Need for better
biking improvements speed limits signage
a.m..a®r [."1 1 XCZ*7I= 9r►��
Highway 212 safety recommendations
Through technical evaluation and stakeholder and community engagement, key needs and considerations were
identified and prioritized for Hwy 212. Based on this, recommended safety improvements were identified. The
public was asked which potential Hwy 212 improvements they could support. The public expressed support
for all proposed safety improvements. Roundabouts received the most support, but the public also expressed
support for J-turns.
V
Hwy 22 (Chandler Ave)
M"
Construct J-Turn or
W.�M'
Roundabout
No current funding
for construction
Morningside Dr
_i:r !
Construct Roundabout
No currentfunding
for construction
p VV
Falcon Ave ) f County Road 69
Close median allowing only
Keep all turns right -turns to and from
to and from Hwy 212 Hwy 212
No current funding Nocurrentfunding
for construction for construction
Community feedback on potential Highway 22 routes
IL
County Road 1
Construct J-Turn
J-Turn to be constructed
by MnDOT in 2022
Through stakeholder and community engagement, key needs and considerations were also identified and prior-
itized for Hwy 22. Ten potential re-routes for Hwy 22 were identified. Initial review of the feasibility of the routes
reduced the number from ten to four for further consideration and public input. The public was asked which
potential Hwy 22 routes they could support. All of the routes below received support from the community. In
addition, the community expressed their desire for a new Hwy 22 route. Keeping the current route of Hwy 22
was not widely supported.
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CHECK REGISTER A FOR CITY OF HUTCHINSON
CHECK DATE FROM 10/04/19 - 10/22/19
Check Date
Check
Vendor Name
Description
Amount
10/04/2019
207725
MINNESOTA DEPT OF MOTOR VEHICLE
2019 DODGE RAM #3253 - TITLE & REG
$ 1,708.79
10/09/2019
207726
BORSTAD, TRAVIS
REIMB: MEALS
66.71
10/09/2019
207727
GOBLIRSCH, SAMUEL
2016 CREEKSIDE MAIL -IN REBATE - JUNE
3.00
10/09/2019
207728
HOWARD, TODD
UB refund for account: 3-380-3460-7-00
59.03
10/09/2019
207729
STONE, ROBERT
UB refund for account: 2-670-5850-8-00
3.80
10/11/2019
EFT1057
EFTPS
PAYROLL 9/22 - 10/5/2019
66,455.20
10/11/2019
EFT1058
Child Support
PAYROLL 9/22 - 10/5/2019
149.54
10/11/2019
EFT1059
MN Dept of Revenue
PAYROLL 9/22 - 10/5/2019
12,120.83
10/11/2019
EFT1060
Provident Life Insurance
PAYROLL 9/22 - 10/5/2019
655.60
10/11/2019
EFT1061
PERA
PAYROLL 9/22 - 10/5/2019
52,071.62
10/11/2019
EFT1062
TASC-Flex
PAYROLL 9/22 - 10/5/2019
1,551.25
10/11/2019
EFT1063
TASC-H S A
PAYROLL 9/22 - 10/5/2019
12,899.81
10/11/2019
EFT1064
ICMA
PAYROLL 9/22 - 10/5/2019
2,460.00
10/11/2019
EFT1065
VOYA
PAYROLL 9/22 - 10/5/2019
530.00
10/11/2019
EFT1066
MNDCP
PAYROLL 9/22 - 10/5/2019
350.00
10/11/2019
207730
NCPERS
PAYROLL 9/22 - 10/5/2019
320.00
10/11/2019
207731
HART
PAYROLL 9/22 - 10/5/2019
585.47
10/22/2019
207732
48FORTY SOLUTIONS, LLC
PALLETS FOR CREEKSIDE PRODUCTION
4,972.00
10/22/2019
207733
A R ENGH HEATING & AIR CONDITIONING
FALL MAINT, FILTERS - FIRE DEPT
420.00
10/22/2019
207734
AARP
OCTOBER INSTRUCTION - SR CENTER
410.00
10/22/2019
207735
ABEL REALTY ADVISORS, LLC
SEPT RETAILER BILLING: ECONO FOODS PURCH
3,500.00
10/22/2019
207736
ACE HARDWARE
REPAIR & MAINT SUPPLIES - VARIOUS DEPTS
663.39
10/22/2019
207737
AERATION INDUSTRIES INT'L INC
ANCILLARY EQUIP FOR OXIDATION DITCH - WWTP
31,725.00
10/22/2019
207738
ALFA LAVAL INC
BELTS - WWTP
4,341.45
10/22/2019
207739
ALPHA WIRELESS
ANNUAL & MONTHLY MAINT ON POLICE RADIOS
1,634.75
10/22/2019
207740
AMERICAN BOTTLING CO
OCTOBER COST OF GOODS - LIQUOR STORE
144.64
10/22/2019
207741
AMERICAN PUBLIC WORKS ASSN - APWA
2020 MEMBERSHIP RENEWAL
1,062.50
10/22/2019
207742
AMERIPRIDE SERVICES
EOW - MO SERVICES - LIQUOR STORE
126.58
10/22/2019
207743
ANDERSON CHEMICAL COMPANY
SODIUM HYDROSOLFITE & HYDROCHLORIC ACID
2,654.33
10/22/2019
207744
ANIMAL MEDICAL CENTER ON CROW RIVER
SEPT PROCESSING/BOARDING FEES
927.00
10/22/2019
207745
ARCTIC GLACIER USA INC.
OCTOBER COST OF GOODS - LIQUOR STORE
285.36
10/22/2019
207746
ARTISAN BEER COMPANY
OCTOBER COST OF GOODS - LIQUOR STORE
662.94
10/22/2019
207747
AUTO VALUE - GLENCOE
AUTO REPAIR PARTS - PUBLIC WORKS
1,031.63
10/22/2019
207748
BAUER BUILT INC
E TRANSFORCE LEAF VACUUM TIRES
207.72
10/22/2019
207749
BELLBOY CORP
OCTOBER COST OF GOODS - LIQUOR STORE
1,801.89
10/22/2019
207750
BERGER HORTICULTURAL PRODUCTS LTD
FINE PEAT- CREEKSIDE PRODUCT
5,486.37
10/22/2019
207751
BERNICK'S
OCTOBER COST OF GOODS - LIQUOR STORE
344.80
10/22/2019
207752
BFG SUPPLY CO
PERLITE - CREEKSIDE PRODUCT
6,192.00
10/22/2019
207753
BLUE VALLEY SOD
9/26 PEAT DELIVERED - CREEKSIDE PRODUCT
1,800.00
10/22/2019
207754
BOERGER, LLC
ANSI FLANGE, GASKET - WWTP PARTS
4,759.72
10/22/2019
207755
BOLTON & MENK INC.
ASST W/ 2019/2020 UTILITY REHAB
577.50
10/22/2019
207756
BOYER TRUCKS
SURGE TANK, MALE PIPE #218
158.92
10/22/2019
207757
BRAUN INTERTEC CORP
SOUTH GRADE RD - THRU 10/4/19
14,542.50
10/22/2019
207758
BREAKTHRU BEVERAGE
OCTOBER COST OF GOODS - LIQUOR STORE
29,899.50
10/22/2019
207759
BRETH-ZENZEN FIRE PROTECTION
REPLACE 4" CHECK VALVE, STATION SPRINKLE
1,505.00
10/22/2019
207760
BRIAN DUEHN
REFUND: REGISTERED FOR WRONG PROGRAM
84.00
10/22/2019
207761
BROWNELLS INC
MAGS, PATCHES, CLEANER - POLICE
182.40
10/22/2019
207762
BURMEISTER, JEROME
REIMB: SAFETY FOOTWEAR
175.00
10/22/2019
207763
C & C CONTRACTING & STRIPING
PAINT NEW CROSSWALK ON FREEMONT, PAINT 6
908.00
10/22/2019
207764
C & L DISTRIBUTING
OCTOBER COST OF GOODS -LIQUOR STORE
37,545.32
10/22/2019
207765
CACKA ROOFING INC
TIF - TIMOTHY DEGN
6,450.00
10/22/2019
207766
CARD SERVICES
CASH WISE PURCHASES- POLICE, SR CTR, EVENT CTR
190.90
10/22/2019
207767
CARS ON PATROL SHOP LLC
TOW VEHICLES & SQUAD CAR REPAIR
546.95
10/22/2019
207768
CENTRAL HYDRAULICS
REDUCER, COUPLER #522 - STREETS PARTS
81.50
10/22/2019
207769
CENTRAL LANDSCAPE SUPPLY
GATEWAY PARK - CRACOVIA
383.60
10/22/2019
207770
CENTRAL MCGOWAN
ACETYLENE, HIGH PRESSURE
148.80
10/22/2019
207771
CENTURY FENCE
NEW BACKSTOPS AT LINDEN & VFW BALLFIELDS
43,400.00
10/22/2019
207772
CINTAS CORPORATION
CLEANING SUPPLIES - VARIOUS DEPTS
162.36
10/22/2019
207773
COLORSTONE
PLANTERS FOR COLUMBARIA- CEMETERY
1,234.05
10/22/2019
207774
COMMISSIONER OF TRANSPORATION
12002 JLG2646E2 - MANLIFT - HATS
5,175.00
CHECK REGISTER A FOR CITY OF HUTCHINSON
CHECK DATE FROM 10/04/19 - 10/22/19
Check Date
Check
Vendor Name
Description
Amount
10/22/2019
207775
COMMISSIONER OF TRANSPORATION
CHAD MUCHOW - MNDOT CERT LANDSCAPE SPEC
40.00
10/22/2019
207776
CORE & MAIN LP
WATER METERS AND METER PARTS
2,252.57
10/22/2019
207777
CORNER POST EROSION CONTROL
BLUFF ST - SOIL PREP & HYDRO SEEDING - BY MITGI
1,008.00
10/22/2019
207778
CORRA GROUP
CREDIT REPORT - POLICE BACKGROUND CHECK
11.00
10/22/2019
207779
CREEKSIDE SOILS
BITCON & SOIL FOR OTHER CITY DEPTS
416.06
10/22/2019
207780
CROW RIVER AUTO & TRUCK REPAIR
POLICE #7: OIL CHANGE
68.50
10/22/2019
207781
CROW RIVER GOLF CLUB
BANQUET FOR EVENT ON 9/19/19 - LIQUOR STORE
587.81
10/22/2019
207782
DEHN, PETER
REIMB: SAFETY FOOTWEAR
175.00
10/22/2019
207783
DELL MARKETING L.P.
COMPUTERS & MONITORS - VARIOUS DEPTS
13,399.79
10/22/2019
207784
DOWNHOLE WELL SERVICES
VIDEO INSPECTION OF WELL #5 - WTP
1,650.00
10/22/2019
207785
DPC INDUSTRIES INC
SODIUM HYPO - WTP
1,742.30
10/22/2019
207786
DUNDEE
FLOWERS FOR GATEWAY PARK
169.45
10/22/2019
207787
DYNA SYSTEMS
SCREWS, WASHERS, HOSE - WWTP
112.76
10/22/2019
207788
E2 ELECTRICAL SERVICES INC
REPAIR POLE LIGHTS @ AIRPORT & HATS
1,074.67
10/22/2019
207789
ELECTRO WATCHMAN
COMPLETED FIRE ALARM INSPECT - LIBRARY
68.36
10/22/2019
207790
ERICKSON ENGINEERING CO LLC
E18002: BRIDGE 43539 ON 2ND AVE - CONST INSPECT
307.24
10/22/2019
207791
EXNER, KENT
SUPPLIES FOR BONDING TOUR, TRAVEL TO TH1 MTGS
188.33
10/22/2019
207792
FARM -RITE EQUIPMENT
FUEL FILTERS - STREETS
237.28
10/22/2019
207793
FASTENAL COMPANY
REPAIR PARTS - CREEKSIDE & WTP
256.95
10/22/2019
207794
FIELD TRAINING SOLUTIONS
ALICIA NORTROM 12/9/19: MANAGE FIELD TRAINING
95.00
10/22/2019
207795
FIRE SAFETY USA INC
HFX FIRE HOSE COUPLES- FIRE & RURAL FIRE
385.95
10/22/2019
207796
FIRST ADVANTAGE LNS OCC HEALTH SOLU
EMPLOYEE TESTING
168.14
10/22/2019
207797
FLOORCOAT MIDWEST, LLC
CURTAIN GROUT 6 EA BACKYARD MANHOLES - WWTP
10,330.00
10/22/2019
207798
FORKLIFTS OF MINNESOTA INC
PM/E TEST - HATS
209.29
10/22/2019
207799
GAVIN, JANSSEN & STABENOW, LTD
SEPTEMBER LEGAL SERVICES
3,300.00
10/22/2019
207800
GRAINGER
ELBOWS - WWTP REPAIR PARTS
11.10
10/22/2019
207801
GRAUPMANN, STACY
10/8 SENIOR CENTER DANCE & SPEAKERS
325.00
10/22/2019
207802
HACH COMPANY
CHLORINE, BUFFER SOLUTION - WTP
301.44
10/22/2019
207803
HANSEN TRUCK SERVICE
#115 SANDER TRUCK: REPAIR TO EXHAUST, RADIATOR
3,847.75
10/22/2019
207804
HANSON & VASEK CONSTRUCTION
CONCRETE REPAIRS 2019
6,120.00
10/22/2019
207805
HILLYARD / HUTCHINSON
TOWELS, PADS, DEGREASER - PARKS & CITY CENTER
604.86
10/22/2019
207806
HJERPE CONTRACTING
REPAIR CURB & REPLACE 8" GATE VALVE BOX
6,376.80
10/22/2019
207807
HOHENSTEINS INC
OCTOBER COST OF GOODS - LIQUOR STORE
386.40
10/22/2019
207808
HOUK, GALEN
UB refund for account: 2-035-8150-0-02
80.52
10/22/2019
207809
HUTCHFIELD SERVICES INC
OCTOBER SERVICES - HATS JANITORIAL
1,415.00
10/22/2019
207810
HUTCHINSON CO-OP
UNLEADED, DIESEL, LP, OTHER SUPPLIES
13,141.69
10/22/2019
207811
HUTCHINSON CONVENTION & VISITORS BU
AUGUST 2019 LODGING TAX
12,017.81
10/22/2019
207812
HUTCHINSON FIRE DEPT RELIEF ASSN
ADD'L 2019 PENSION CONTRIBUTION
4,704.00
10/22/2019
207813
HUTCHINSON HRA
HRA LOAN ADMIN FEE- TIMOTHY DEGN
322.50
10/22/2019
207814
HUTCHINSON LEADER
PUBLICATIONS - VARIOUS CITY DEPTS
1,112.04
10/22/2019
207815
HUTCHINSON SENIOR ADVISORY BOARD
REIMB FOR SEVERAL SENIOR CENTER EVENTS
7,531.71
10/22/2019
207816
HUTCHINSON UTILITIES
SEPT UTILITIES 9/1- 10/1'19
108,563.47
10/22/2019
207817
HUTCHINSON UTILITIES
ROBERTS PARK LIGHTS
428.48
10/22/2019
207818
HUTCHINSON WHOLESALE #1550
SHOP SUPPLIES - PUBLIC WORKS
431.10
10/22/2019
207819
HUTCHINSON WHOLESALE #1551
SHOP SUPPLIES - CREEKSIDE
188.08
10/22/2019
207820
HUTCHINSON, CITY OF
Storm Drainage 9/1- 9/30'19
6,129.13
10/22/2019
207821
I.M.S. SHARPENING SERVICE
CATCH BASIN REPAIR
2,100.00
10/22/2019
207822
IDEAL SERVICE INC
REPAIR TO WELL #5 & HSP2 VFD'S - WTP
580.00
10/22/2019
207823
INTERSTATE POWER COMPANIES INC
2" BORE, FINISHED BORE - CREEKSIDE BAGGER PARTS
394.14
10/22/2019
207824
ISD #423
SEPTEMBER CLASSES - REIMB FEES COLLECTED
15,934.00
10/22/2019
207825
JACK'S UNIFORMS & EQUIPMENT
PANTS, SHIRTS W/ LOGOS - POLICE
915.14
10/22/2019
207826
JEFFERSON FIRE & SAFETY INC
THERMAL IMAGING CAMERA KIT- FIRE & RURAL FIRE
995.00
10/22/2019
207827
JOCHUM, DANIEL
REIMB: MILEAGE - BREEZY POINT CONFERENCE
155.44
10/22/2019
207828
JOHNSON BROTHERS LIQUOR CO.
OCTOBER COST OF GOODS - LIQUOR STORE
35,676.61
10/22/2019
207829
JUERGENSEN, JUSTIN
REIMB: TRAVEL FOR STUDENT CONFERENCE
78.60
10/22/2019
207830
JUUL CONTRACTING CO
CATCH BASIN REPAIRS AND WORK BY MITGI
15,031.05
10/22/2019
207831
KAHNKE BROTHERS NURSERY
TREES/PLANTS
90.00
10/22/2019
207832
KERI'S CLEANING & HANDYMAN SERVICES
10/1- 10/15 CITY CTR, LIBRARY, SR DINE & FIRE
2,044.00
10/22/2019
207833
KOHLS SWEEPING SERVICE
PILE ASPHALT & CONCRETE CHUNKS - CREEKSIDE
910.00
10/22/2019
207834
KRANZ LAWN & POWER
GRASSHOPPER: MULCH BLADES -CEMETERY
72.57
CHECK REGISTER A FOR CITY OF HUTCHINSON
CHECK DATE FROM 10/04/19 - 10/22/19
Check Date
Check
Vendor Name
Description
Amount
10/22/2019
207835
L & P SUPPLY CO
EQUIP SUPPLIES / GATOR RENTAL
644.69
10/22/2019
207836
LANDSKAPINGS
PUBLIC WORKS LANDSCAPE MAINT- FALL 2019
2,825.00
10/22/2019
207837
LEAGUE OF MN CITIES -INS TRUST
INSURANCE PREMIUMS 7/1/19 - 12/31/19
119,964.00
10/22/2019
207838
LITCHFIELD BUILDING CENTER
SCREWS, NAILS, LUMBER - VARIOUS DEPTS
449.81
10/22/2019
207839
LOCATORS & SUPPLIES
STAKE CHASERS, MARKINGS STICKS & PAINT, FLAGS
561.61
10/22/2019
207840
LOCHER BROTHERS INC
OCTOBER COST OF GOODS - LIQUOR STORE
30,599.40
10/22/2019
207841
LOGIS
SEP APPL SUP-GIS, SPEC ASSESS, INTERNET
8,315.18
10/22/2019
207842
LYNDE & MCLEOD INC.
SEPTEMBER YARDWASTE- CREEKSIDE
325.61
10/22/2019
207843
MACQUEEN EQUIP LLC
EQUIPMENT REPAIR PARTS - VARIOUS UNITS
2,405.69
10/22/2019
207844
MARCO TECHNOLOGIES, LLC
TAPE DRIVE FOR BACKING UP NETWORK
6,775.64
10/22/2019
207845
MARCO TECHNOLOGIES, LLC
MONTHLY COPIER/PRINTER RENTAL
1,960.82
10/22/2019
207846
MATHESON TRI-GAS INC
ACETYLENE, HIGH PRESSURE - WWTP
21.45
10/22/2019
207847
MAYTAG LAUNDRY & CAR WASH
9/9, 9/27 SERVICES - EVENT CENTER LINENS
203.06
10/22/2019
207848
MCLEOD COUNTY ABSTRACT & TITLE
PID 23.088.0620 MICHAEL R HANSEN
128.00
10/22/2019
207849
MCLEOD COUNTY RECORDER
RESOLUTIONS, EASEMENTS
230.00
10/22/2019
207850
MEEKER WASHED SAND & GRAVEL
SAND - CREEKSIDE PRODUCTION
2,873.89
10/22/2019
207851
MEI TOTAL ELEVATOR SOLUTIONS
OCT-NOV SERVICE - LIBRARY
188.83
10/22/2019
207852
MELCHERT HUBERT SJODIN PLLP
#22132 44217 - DANGEROUS DOG HEARING
969.75
10/22/2019
207853
MENARDS HUTCHINSON
REPAIR & MAINT SUPPLIES - VARIOUS DEPTS
466.24
10/22/2019
207854
MESSAGE MEDIA U.S.A., INC
OCT ACCESS FEE
30.00
10/22/2019
207855
MIDWEST MACHINERY CO
3 TRACTORS RENTAL - LEAF VACUUM & SNOW REM
25,200.00
10/22/2019
207856
MILLNER HERITAGE VINEYARD & WINERY
OCTOBER COST OF GOODS - LIQUOR STORE
1,136.40
10/22/2019
207857
MINNEAPOLIS, CITY OF
AUGUST APS TRANS FEES
38.70
10/22/2019
207858
MINNESOTA SOCIETY OF ARBORICULTURE
DONOVAN SCHUETTE - 2019 MSA FALL CONFERE
130.00
10/22/2019
207859
MINNESOTA UNEMPLOYMENT INSURANCE
3RD QTR UNEMPLOYMENT
633.28
10/22/2019
207860
MINNESOTA VALLEY TESTING LAB
WWTP SAMPLE TESTING
502.60
10/22/2019
207861
MN DEPT OF LABOR & INDUSTRY
3RD QTR SURCHARGE 2019 - BUILDING PERMITS
8,530.70
10/22/2019
207862
MN MECHANICAL SOLUTIONS, INC.
MBR AERATION BLOWER REPLACEMENT- WWTP
119,751.00
10/22/2019
207863
MOLECULAR REPAIR CONCEPTS INC
BELZONA CERAMIC METAL - WWTP
1,275.90
10/22/2019
207864
MORGAN CREEK VINEYARDS
OCTOBER COST OF GOODS - LIQUOR STORE
279.60
10/22/2019
207865
MSB EXCAVATING & TILING LLC
GARAGE DEMOLITION - 1373 JEFFERSON ST SE
2,630.00
10/22/2019
207866
MYGUY INC.
CONCENTRATE, X, TOTAL POWER - HATS/STORM
1,223.00
10/22/2019
207867
NICOLE OSTLIE
REIMB RECREATION FEE
110.00
10/22/2019
207868
NORTH AMERICAN SAFETY INC
SAFETY GLOVES - WWTP
41.40
10/22/2019
207869
NORTHERN BUSINESS PRODUCTS
BATTERIES- POLICE
64.98
10/22/2019
207870
NORTHERN STATES SUPPLY INC
NUTS, SCREWS, HD SET - HATS
83.18
10/22/2019
207871
NUVERA
OCT PHONE SERVICES
5,636.08
10/22/2019
207872
O'REILLY AUTO PARTS
BATTERY - PARKS DEPT
91.44
10/22/2019
207873
OBERG FENCE CO
FENCING FOR CEMETERY
9,366.00
10/22/2019
207874
OCCUPATIONAL DEVELOPMENT CENTER
STAKES FOR ENGINEERING
2,077.90
10/22/2019
207875
OFFICE DEPOT
OFFICE SUPPLIES - PUBLIC WORKS DEPTS
256.69
10/22/2019
207876
PALMER JOHNSON POWER SYSTEMS
PRESSURE SENDER - EQUIP PARTS FOR WWTP
63.58
10/22/2019
207877
PAULSON, JOHN
REIMB: MILEAGE FOR MN CITIES SW MTG, MN
209.96
10/22/2019
207878
PAUSTIS WINE COMPANY
OCTOBER COST OF GOODS - LIQUOR STORE
9,970.08
10/22/2019
207879
PEAT INC.
SPHAGNUM PEAT- CREEKSIDE PRODUCTION
5,300.00
10/22/2019
207880
PECE RECYCLING LLC
190 PALLETS - CREEKSIDE
902.50
10/22/2019
207881
PENMAC STAFFING SERVICES, INC.
CREEKSIDE TEMP STAFFING 9/29 - 10/12/19
6,221.34
10/22/2019
207882
PENNY PROVOST
REFUND FOR LIBRARY SQUARE RENTAL
30.00
10/22/2019
207883
PHILIPS HEALTHCARE
BATTERY PACKS FOR HEARTSTART AED'S
503.75
10/22/2019
207884
PHILLIPS WINE & SPIRITS
OCTOBER COST OF GOODS - LIQUOR STORE
16,506.10
10/22/2019
207885
POSTMASTER
NOVEMBER SENIOR CENTER NEWSLETTERS
132.00
10/22/2019
207886
PRO AUTO MN INC.
#188 RESCUE 8, 2002 F350: REPLACE HUBS - FIRE
603.59
10/22/2019
207887
QUADE ELECTRIC
LAMPS & BULBS - AIRPORT & HATS
415.65
10/22/2019
207888
QUALITY FLOW SYSTEMS
PUMP -GRINDER, CHAIN, SHACKLE, BREAK AWAY
4,963.00
10/22/2019
207889
R & R EXCAVATING
L1P18-01 PAY #8 FINAL - CENTURY AVE PROJECT
42,177.18
10/22/2019
207890
RADWELL INTERNATIONAL, INC.
REPAIR PARTS FOR CREEKSIDE BAGGING LINE
681.47
10/22/2019
207891
RAMY TURF PRODUCTS
PRO -SEEDER COMM-GRUBS- CEMETERY
490.00
10/22/2019
207892
RANDY'S BOBCAT SERVICE
BLACK DIRT - CEMETERY & STREETS
3,000.00
10/22/2019
207893
RANDY'S REPAIR SERVICE
REPAIR MACK #514 TRANSMISSION - REFUSE
388.73
10/22/2019
207894
RATH RACING INC
ISCBA CART UPDATES - FABRICATION - FIRE DEPT
521.34
CHECK REGISTER A FOR CITY OF HUTCHINSON
CHECK DATE FROM 10/04/19 - 10/22/19
Check Date
Check
Vendor Name
Description
Amount
10/22/2019
207895
REINER ENTERPRISES INC
FLATBED TRUCKING 9/17, 10/10 - CREEKSIDE
1,054.93
10/22/2019
207896
REVIER WELDING
WELDING REPAIRS - CREEKSIDE, STREETS & WTP
3,342.06
10/22/2019
207897
RIDGEWATER COLLEGE
EMR REFRESHER COURSE 9/26/19 - POLICE
1,640.00
10/22/2019
207898
RUNNING'S SUPPLY
TRUCK TARP, RATCHET STRAPS - WWTP
115.97
10/22/2019
207899
SAFEWARE, INC
BALLISTIC HELMET/GAS MASK CIP PROJECT- POLICE
12,034.54
10/22/2019
207900
SAM'S TIRE SERVICE
TIRES#121-STREETS
463.04
10/22/2019
207901
SEPPELT, MILES
REIMB: TRAVEL - WORKSHOP @ WILLMAR, DULUTH
312.69
10/22/2019
207902
SHAW, KAREN
SEPTEMBER CLASSES - YOGA & PILATES
210.00
10/22/2019
207903
SHELLY NEID
REIMB CAMPGROUND FEE
50.00
10/22/2019
207904
SOLUS LED
BALLASTS - CITY CENTER
780.00
10/22/2019
207905
SOUTHERN WINE & SPIRITS OF MN
OCTOBER COST OF GOODS - LIQUOR STORE
23,951.96
10/22/2019
207906
SRF CONSULTING GROUP
SOUTH GRADE RD - THRU 9/30
14,026.66
10/22/2019
207907
STANDARD PRINTING-N-MAILING
MONTHLY POSTAGE/MAILING SERVICE
1,183.25
10/22/2019
207908
STAPLES ADVANTAGE
CUPS, SHARPIES, WITE-OUT, GLOVES - SR CENTER
87.34
10/22/2019
207909
STAR TRAILER SALES, INC.
2 - 2020 MAC WALKING FLOOR TRAILERS - CREEKSIDE
155,383.50
10/22/2019
207910
STREICHER'S
BALLISTIC HELMET AND GAS MASK CIP PROJECT - PD
3,200.00
10/22/2019
207911
SUN LIFE FINANCIAL
October Admin Fees
7,026.60
10/22/2019
207912
SWEDEBRO
PATCH FIRE STATION FLOOR
850.00
10/22/2019
207913
TAPS-LYLE SCHROEDER
CLEANING SERVICES - EVENT CENTER
25.00
10/22/2019
207914
THOMSON REUTERS-WEST
SEPT WEST INFO CHARGES - LEGAL
1,040.35
10/22/2019
207915
TIMOTHY DEGN
CITY HOME IMPROVEMENT LOAN - HRA
655.00
10/22/2019
207916
TRI COUNTY WATER
WATER RENTAL - HATS & CREEKSIDE
364.75
10/22/2019
207917
USA BLUE BOOK
EQUIPMENT PARTS- WWTP
1,075.20
10/22/2019
207918
VER-TECH SOLUTIONS & SERVICES
NOVEMBER DISHMACHINE RENTAL - SENIOR DINE
69.95
10/22/2019
207919
VERIZON WIRELESS
AUG 24 - SEP 23, 2019
3,164.64
10/22/2019
207920
VIKING BEER
OCTOBER COST OF GOODS - LIQUOR STORE
5,920.50
10/22/2019
207921
VIKING COCA COLA
OCTOBER COST OF GOODS - LIQUOR STORE
232.75
10/22/2019
207922
VIKING SIGNS & GRAPHICS INC
SIGNS/LOGOS - STREET DEPT
835.00
10/22/2019
207923
VINOCOPIA INC
OCTOBER COST OF GOODS - LIQUOR STORE
4,027.23
10/22/2019
207924
VIVID IMAGE
ANNUAL SAFE & SOUND PLAN - LIQUOR, HRA, PRCE
2,160.00
10/22/2019
207925
WASTE MANAGEMENT OF WI -MN
9/16 - 9/30'19 REFUSE DISPOSAL & SS OVERS
11,246.21
10/22/2019
207926
WELCOME NEIGHBOR
HUTCH NEW RESIDENT VISITS
60.00
10/22/2019
207927
WEST CENTRAL MN YOUTH FOR CHRIST
REFUND WATERPARK RENTAL
600.00
10/22/2019
207928
WEST CENTRAL SANITATION INC.
RESIDENTIAL REFUSE HAULING & CITY FACILITIES
50,187.41
10/22/2019
207929
WINE COMPANY, THE
OCTOBER COST OF GOODS - LIQUOR STORE
3,637.20
10/22/2019
207930
WINE MERCHANTS INC
OCTOBER COST OF GOODS - LIQUOR STORE
89.61
10/22/2019
207931
WINEBOW FINE WINE & SPIRITS
OCTOBER COST OF GOODS - LIQUOR STORE
365.25
10/22/2019
207932
WM MUELLER & SONS
FINE MIX - STREET REPAIR MATERIAL
12,088.92
Total - Check Disbursements:
$ 1,433,401.20
Department Purchasing Card Activity - September 2019
Date
Dept
Vendor Name
Description
Amount
09/11/2019
ADMIN
SUPREME CT LAWYER REGISTR
Supreme Court Lawyer Registration
252.00
09/17/2019
ADMIN
ALLIANZ TRAVEL INS
Insurance for Flight to Nashville for ICMA Conf
26.37
09/18/2019
ADMIN
DELTA AIR
Flight Costs for Nashville Trip for ICMA Conference
390.60
09/04/2019
FINANCE
AMAZON
6-pack compatible ribbon - DMV
17.50
09/12/2019
FINANCE
AMAZON
Box of Sharpie markets - Engineering
14.29
09/13/2019
FINANCE
AMAZON
Box of Sharpie marker - City Center
7.54
09/13/2019
FINANCE
MINN ESOTA GFOA
Refund - cancelled MNGFOA conference - A.Reid
210.00
09/25/2019
FINANCE
CLASSIC FLORAL
Funeral flowers for M.Haugen's mother
35.00
09/13/2019
FIRE
DPS FIREFIGHTER LICENSING
Firefighter License renewal for Jeff McKay
75.00
09/02/2019
IT
AMAZON
Headsets Christina and Mary
59.98
09/05/2019
IT
AMAZON
UPS for Fire
260.95
09/09/2019
IT
AMAZON
Plotter Paper
19.56
09/12/2019
IT
CONNECTED SOLUTIONS GR
Cell Phone Security Setup
250.00
09/13/2019
IT
PDQCOM
PDQ Inventory - Software
1,350.00
09/16/2019
IT
AMAZON
Blank DVDs
24.98
09/09/2019
PLANNING
AMAZON
Bracket
6.01
09/10/2019
PLANNING
AMERICAN PLANNING ASSN
Conference registration Dan Jochum
300.00
CHECK REGISTER A FOR CITY OF HUTCHINSON
CHECK DATE FROM 10/04/19 - 10/22/19
Check Date
Check
Vendor Name
Description
Amount
09/17/2019
PLANNING
AMAZON
Election desk for lobby
224.24
09/19/2019
PLANNING
AMAZON
Emergency light
21.00
09/19/2019
PLANNING
AMAZON
Sink repair
11.60
09/25/2019
PLANNING
DEPARTMENT OF LABOR & INDUSTRY
Training Dave Halquist
85.00
09/26/2019
PLANNING
DEPARTMENT OF LABOR & INDUSTRY
Training Kyle Dimler
85.00
09/30/2019
PLANNING
AMERICINN
Hotel for planning conference for Dan Jochum
249.04
09/04/2019
POLICE
ATLAS BUSINESS SOLUTIONS
Schedule Anywhere Scheduling Software service
80.00
09/10/2019
POLICE
BCA TRAINING & DEVELOPMENT
Intox recert.
75.00
09/17/2019
POLICE
BCA TRAINING & DEVELOPMENT
Intox recert.
75.00
09/17/2019
POLICE
BCA TRAINING & DEVELOPMENT
Intox recert.
75.00
09/30/2019
POLICE
WEATHERTECH DIRECT LLC
Floor mats for equinox x 2
255.45
09/02/2019
PRCE
MN RECREATION AND PARK ASSOC
MRPA Conference
350.00
09/02/2019
PRCE
ALL SPORTS AMERICA LTD
Practice Pants
283.65
09/06/2019
PRCE
AMAZON
Phone Case
7.85
09/06/2019
PRCE
AMAZON
Cleaner Polish
27.00
09/06/2019
PRCE
AMAZON
Easy Off
26.44
09/11/2019
PRCE
AMAZON
Forks/Spoons
38.98
09/11/2019
PRCE
WHENIWORK.COM
When I Work
134.42
09/17/2019
PRCE
AMAZON
Foam Cups
49.58
09/26/2019
PRCE
BOWNET
Bags
47.99
09/10/2019
PUB WKS
PAYPAL
SCADA Communications Parts
50.00
09/11/2019
PUB WKS
SMK SPRAYER PRODUCTS
Tack Oil Sprayer
866.56
09/16/2019
PUB WKS
TELEDYNE INSTRUMENTS INC
WW Effluent Sampler Parts
434.00
09/20/2019
PUB WKS
HOMETOWN.COM
WW Laboratory Sample Fridge
821.40
09/30/2019
PUB WKS
NOR NORTHERN TOOL
WW Rag Removal Tool
312.92
09/13/2019
EDA
MCLEOD COUNTY RECORDER
Recording fee for Technology Drive decleration
47.50
09/20/2019
EDA
JIMMYS PIZZA
Lunches for Finance Team meeting
75.66
09/27/2019
EDA
ZELLAS
Lunches for EDA Board meeting
170.08
09/02/2019
CREEKSIDE
COUNTRY INN & SUITES
Hotel-B. Kobow, Foster Distributing Show
116.45
09/05/2019
CREEKSIDE
WAL-MART
Vehicle cleaning supplies
11.50
09/09/2019
CREEKSIDE
FAMOUS DAVES
9/7/19 dinner -A. Kosek & D. Broucek-Prince show
53.95
09/09/2019
CREEKSIDE
LANIER PARKING
Parking at Fosters Distributing Show in Rochester
14.00
09/09/2019
CREEKSIDE
BUFFALO PHILS GRILLE
9/7/19 lunch -A. Kosek & D. Broucek-Prince show
38.47
09/09/2019
CREEKSIDE
FAT WILLYS
Dinner-B. Kobow at Fosters Distributing Show
10.83
09/09/2019
CREEKSIDE
LANIER PARKING
Parking at Fosters Distributing Show in Rochester
14.00
09/09/2019
CREEKSIDE
UNO CHICAGO GRILL
9/8/19 dinner -A. Kosek & D. Broucek-Prince show
52.24
09/11/2019
CREEKSIDE
PORTILLOS HOT DOGS
9/9/19 dinner -A. Kosek & D. Broucek-Prince show
28.51
09/11/2019
CREEKSIDE
SPS COMMERCE
August 2019 SPS charges for UH, Bomgaars & ACE
223.00
09/11/2019
CREEKSIDE
HOLIDAY EXPRESS
Hotel-A.Kosek-Prince show in Wisconsin Dells
345.17
09/11/2019
CREEKSIDE
HOLIDAY EXPRESS
Hotel- D. Broucek-P rince show in Wisconsin Dells
345.17
09/12/2019
CREEKSIDE
CASH WISE
Coffee for staff break room
28.02
09/12/2019
CREEKSIDE
CASH WISE
Coffee for office
28.03
09/02/2019
LIQUOR
AMAZON
Keg registration labels
9.64
09/10/2019
LIQUOR
ACE HARDWARE
Duplicate keys
7.56
09/16/2019
LIQUOR
AMAZON
Shelf tag vinyl strips
75.11
09/16/2019
LIQUOR
RETAIL INFORMATION TEC
Monthly Cloud Retailer POS fee
213.75
09/18/2019
LIQUOR
MENARDS HUTCHINSON
Replacement light bulbs
38.63
09/23/2019
LIQUOR
EIG CONSTANTCONTACT.COM
Email blast advertising
70.00
09/26/2019
LIQUOR
ACE HARDWARE
Paint and supplies for store maintenance
62.36
Total- Purchasing Cards:
$ 10,066.53
GRAND TOTAL
$ 1,443,467.73
HUTCHINSON CITY COUNCIL ci=qf�
Request for Board Action 7AL =-ft
Public Hearing for the City's Conduit Financing for the Prince of Peace Expansion
Agenda Item:
Department: Finance
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Andy Reid
Agenda Item Type:
Presenter:
Reviewed by Staff M
Public Hearing
Time Requested (Minutes): 15
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
As discussed at the September 24th city council meeting, Prince of Peace is requesting the City to issue tax-exempt
bonds to finance an expansion of its senior housing facility. Eleven new units will be constructed while two existing
units will be converted into office and common space. The city is serving as the conduit to issue the tax-exempt
bonds since non -profits, such as Prince of Peace, cannot issue tax-exempt bonds directly.
Six documents are attached related to this transaction:
1) Resolution 15107 - city council's approval of the project and issuance of bonds to finance the project
2) The Bond - defines details of the $3.5 million bond and certain responsibilities of the parties
3) Loan Agreement - between Prince of Peace and the City, defining all the terms related to the transaction of the
City's bonding and borrowing the bond proceeds to Prince of Peace.
4) The Pledge Agreement - The City assigns all rights within the Loan Agreement to the Lender (Citizens Bank)
5) The Mortgage - between Prince of Peace and Citizens Bank
6) The Security Agreement - between Prince of Peace and Citizens Bank
Essentially, the City is issuing bonds and borrowing those proceeds to Prince of Peace through a loan agreement.
The City then assigns that loan agreement to Citizens Bank, which relieves the City of any responsibility or liability in
the transaction. As stated at the September 24th meeting, the City is not obligated in any manner to make debt
service payments, even upon default by Prince of Peace. The mortgage and security agreement provides the
protection for Citizens Bank. The issuance does not affect the City's credit rating and does not count against any
statutory limitations on borrowing. The issuance does count towards the City's 2019 bank -qualification limit of
$10,000,000, however we are well under that limit and will not be impacted.
Representatives from Prince of Peace and its bond counsel will be at the meeting to answer any questions.
BOARD ACTION REQUESTED:
Approve the City issuing conduit financing for the Prince of Peace expansion project and resolution 15107.
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source: N/A
Remaining Cost: $ 0.00 Funding Source: N/A
Extract of Minutes of a Meeting of the
City Council of the City of Hutchinson
Pursuant to due call and notice thereof, a regular meeting of the City Council of the City
of Hutchinson was duly held in the City of Hutchinson, Minnesota, on Tuesday, October 22,
2019, at 5:30 o'clock P.M.
The following members were present:
and the following were absent:
During said meeting introduced the following resolution and moved its
adoption:
RESOLUTION NO. 15107
RESOLUTION APPROVING A HOUSING PROGRAM AND APPROVING
THE ISSUANCE AND SALE OF
SENIOR HOUSING FACILITY REVENUE BOND AND AUTHORIZING
THE EXECUTION OF DOCUMENTS RELATING THERETO
(PRINCE OF PEACE EXPANSION PROJECT)
WHEREAS,
(a) Minnesota Statutes, Chapter 462C, as amended (the "Act"), confers upon
cities the power to issue revenue obligations to finance multifamily housing facilities;
(b) The City of Hutchinson, Minnesota (the "City") desires to facilitate the
selective development of the community, retain and improve the tax base and help to provide the
range of services and employment opportunities required by the population, including senior
housing services; and the Project, as defined below, will assist the City in achieving those
objectives and will enhance the image and reputation of the community;
(c) Prince of Peace Senior Apartments, Inc., a Minnesota nonprofit
corporation (the "Borrower"), and an organization described in Section 501(c)(3) of the Internal
Revenue Code of 1986, as amended (the "Code"), has proposed that the City undertake a
program to finance the Project through the issuance of a revenue bond or other obligations, in
one or more series (the "Bonds"), pursuant to the Act and in an aggregate principal amount not to
exceed $3,500,000;
12115583v1
(d) The "Project" consists of financing: (i) the expansion, construction, and
equipping of eleven (11) additional independent living units and (ii) the construction, conversion,
and equipping of two (2) existing living units into office and common space in an existing
multifamily senior housing facility, totaling approximately 18,882 square feet, located at 301
Glen Street Southwest, in the City. The Project is owned, operated, and managed by the
Borrower;
(e) The City has been advised by representatives of the Borrower that
conventional, commercial financing to pay the capital cost of the Project is available only on a
limited basis and at such high costs of borrowing that the economic feasibility of operating the
Project would be significantly reduced;
(f) Based on representations of the Borrower, no public official of the City
has either a direct or indirect financial interest in the Project nor will any public official either
directly or indirectly benefit financially from the Project;
(g) The Bonds, as and when issued, will not constitute a charge, lien or
encumbrance upon any property of the City, and will not be a charge against the general credit or
taxing powers of the City;
(h) As required by the Act and Section 147(f) of the Code, a notice of public
hearing was published in the City's official newspaper and newspaper of general circulation, for
a public hearing on the proposed issuance of the Bonds by the City and the proposal of the
Borrower to undertake and finance the Project;
(i) As required by the Act and Section 147(f) of the Code, the City Council
has on this same date held a public hearing on a housing finance program and the issuance of the
Bonds by the City and the proposal by the Borrower to undertake and refinance the Project, at
which hearing all those appearing who desired to speak were heard and written comments were
accepted; and
(j) Pursuant to Section 462C.04 of the Act, the City made timely submission
of the housing finance program to the Mid -Minnesota Development Commission for its review
and comment, and the City has heretofore [received/not received] comment from the Mid -
Minnesota Development Commission on such program.
BE IT RESOLVED by the City Council of the City of Hutchinson, Minnesota (the
"City"), as follows:
SECTION 1. LEGAL AUTHORIZATION AND FINDINGS.
1.1 Findings. The City hereby finds, determines and declares as follows:
(a) The City is a home -rule charter city and a political subdivision of the State
of Minnesota and is authorized under the Act to assist the Project referred to herein, and
to issue and sell the Bonds for the purpose, in the manner, and upon the terms and
conditions set forth in the Act and in this Resolution.
4
12115583v1
(b) The issuance and sale of the Bonds by the City, pursuant to the Act, is in
the best interest of the City, and the City hereby determines to issue the Bonds and to sell
the Bonds to Citizens Bank & Trust Co., Hutchinson, Minn., or another bank in
Minnesota (the "Lender"). The City will loan the proceeds of the Bonds (the "Loan") to
the Borrower in order to finance the Project.
(c) Pursuant to a Loan Agreement (the "Loan Agreement") to be entered into
between the City and the Borrower, the Borrower has agreed to repay the Bonds in
specified amounts and at specified times sufficient to pay in full when due the principal
of, premium, if any, and interest on the Bonds. In addition, the Loan Agreement contains
provisions relating to the maintenance and operation of the Project, indemnification,
insurance, and other agreements and covenants which are required or permitted by the
Act and which the City and the Borrower deem necessary or desirable for their financing
of the Project. A draft of the Loan Agreement has been submitted to the City Council.
(d) Pursuant to a Pledge Agreement (the "Pledge Agreement") to be entered
into between the City and the Lender, the City has pledged and granted a security interest
in all of its rights, title, and interest in the Loan Agreement to the Lender (except for
certain rights of indemnification and to reimbursement for certain costs and expenses). A
draft of the Pledge Agreement has been submitted to the City Council.
(e) Payments due under the Loan Agreement and Bonds shall also be secured
pursuant to a Security Agreement (the "Security Agreement") given by the Borrower to
the Lender by granting a security interest in the property described therein. A draft of the
Security Agreement has been submitted to the City Council.
(f) As additional security, the Borrower will grant a security interest in the
real property as described in, and pursuant to, a Mortgage, Security Agreement and
Fixture Financing Statement (the "Mortgage"). A draft of the Mortgage has been
submitted to the City Council.
(g) The Bonds will be special, limited obligations of the City. The Bonds
shall not be payable from or charged upon any funds other than the revenues pledged to
the payment thereof, nor shall the City be subject to any liability thereon. No holder of
the Bonds shall ever have the right to compel any exercise of the taxing power of the City
to pay the Bonds or the interest thereon, nor to enforce payment thereof against any
property of the City. The Bonds shall not constitute a debt of the City within the meaning
of any constitutional or statutory limitation.
(h) On the basis of information available to the City it appears, and the City
hereby finds, that the Project constitutes properties, real and personal, used or useful in
connection with senior housing facilities within the meaning of the Act; that the Project
furthers the purposes stated in the Act; that the availability of the financing under the Act
and the willingness of the City to furnish such financing and refinancing will be a
substantial inducement to the Borrower to undertake the Project, and that the effect of the
Project, if undertaken, will be to assist in the prevention of the emergence of blighted and
marginal land, to help prevent chronic unemployment, to help the surrounding area retain
3
12115583v1
and eventually improve the tax base, to provide the range of service and employment
opportunities required by the population, to help prevent the movement of talented and
educated persons out of the state and to areas within the State where their services may
not be as effectively used, and to promote more intensive development and use of land
within the City and surrounding communities, and to provide available adequate senior
housing to residents of the State at a reasonable cost.
(i) It is desirable, feasible, and consistent with the objects and purposes of the
Act to issue the Bonds, for the purpose of financing the costs of the Project.
SECTION 2. THE BONDS.
2.1 Authorized Amount and Form of Bonds. The Bonds are hereby approved and
shall be issued pursuant to this Resolution in substantially the forms submitted to the City
Council with such appropriate variations, omissions and insertions as are necessary and
appropriate and are permitted or required by this Resolution, and in accordance with the further
provisions hereof, and the total aggregate principal amount of the Bonds that may be outstanding
hereunder is expressly limited to $3,500,000, unless a duplicate bond is issued pursuant to
Section 2.7. The Bonds shall bear interest at a rate or rates as set forth therein.
2.2 The Bonds. The Bonds shall be dated as of the date of delivery to the Lender,
shall be payable at the times and in the manner, shall bear interest at the rate, and shall be subject
to such other terms and conditions as are set forth therein.
2.3 Execution. The Bonds shall be executed on behalf of the City by the signatures of
its Mayor and the City Administrator and shall be sealed with the seal of the City; provided that
the seal may be intentionally omitted as provided by law. In case any officer whose signature
shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, such
signature shall nevertheless be valid and sufficient for all purposes, the same as if had remained
in office until delivery. In the event of the absence or disability of the Mayor or the City
Administrator such officers of the City as, in the opinion of the City Attorney, may act in their
behalf, shall without further act or authorization of the City Council execute and deliver the
Bonds.
2.4 Delivery of Initial Bonds. Before delivery of the Bonds there shall be filed with
the Lender (except to the extent waived by the Lender) the following items:
(1) an executed copy of each of the following documents:
(a)
the Loan Agreement;
(b)
the Pledge Agreement;
(c)
the Security Agreement; and
(d)
the Mortgage.
M
12115583v1
(2) an opinion of Counsel for the Borrower as prescribed by the Lender and
Bond Counsel;
(3) the opinion of Bond Counsel as to the validity and tax-exempt status of the
Bonds;
(4) evidence that the Borrower is an organization described in Section
501(c)(3) of the Code and is exempt from income taxation under Section 501(c)(3) of the
Code; and
(5) such other documents and opinions as Bond Counsel may reasonably
require for purposes of rendering its opinion required in subsection (3) above or that the
Lender may reasonably require for the closing.
2.5 Disposition of Proceeds of the Bonds. Upon delivery of the Bonds to Lender, the
Lender shall, on behalf of the City, disburse the proceeds of the Bonds for financing the Project
in accordance with the terms of the Loan Agreement.
2.6 Registration of Transfer. The City will cause to be kept at the office of the City
Administrator a Bond Register in which, subject to such reasonable regulations as it may
prescribe, the City shall provide for the registration of transfers of ownership of the Bonds. The
Bonds shall be initially registered in the name of the Lender and shall be transferable upon the
Bond Register by the Lender in person or by its agent duly authorized in writing, upon surrender
of the Bonds together with a written instrument of transfer satisfactory to the City Administrator,
duly executed by the Lender or its duly authorized agent. The following form of assignment
shall be sufficient for said purpose.
For value received hereby sells, assigns and transfers unto
the within Bond of the City of Hutchinson, Minnesota, and
does hereby irrevocably constitute and appoint attorney to
transfer said Bond on the books of said City with full power of substitution in the
premises. The undersigned certifies that the transfer is made in accordance with
the provisions of Section 2.9 of the Resolution authorizing the issuance of the
Bonds.
Dated:
Registered Owner
Upon such transfer the City Administrator shall note the date of registration and the name and
address of the new Lender in the applicable Bond Register and in the registration blank
appearing on the Bonds.
2.7 Mutilated, Lost or Destroyed Bond. In case the Bonds issued hereunder shall
become mutilated or be destroyed or lost, the City shall, if not then prohibited by law, cause to
be executed and delivered, a new Bond of like outstanding principal amount, number and tenor
in exchange and substitution for and upon cancellation of such mutilated Bond, or in lieu of and
E
12115583v1
in substitution for such Bond destroyed or lost, upon the Lender's paying the reasonable expenses
and charges of the City in connection therewith, and in the case of a Bond destroyed or lost, the
filing with the City of evidence satisfactory to the City with indemnity satisfactory to it. If the
mutilated, destroyed or lost Bond has already matured or been called for redemption in
accordance with its terms it shall not be necessary to issue a new Bond prior to payment.
2.8 Ownership of Bond. The City may deem and treat the person in whose name the
Bond is last registered in the Bond Register and by notation on the Bond whether or not such
Bond shall be overdue, as the absolute owner of such Bond for the purpose of receiving payment
of or on account of the principal balance, redemption price or interest and for all other purposes
whatsoever, and the City shall not be affected by any notice to the contrary.
2.9 Limitation on Bond Transfers. The Bonds will be issued to an "accredited
investor" and without registration under state or other securities laws, pursuant to an exemption
for such issuance; and accordingly the Bonds may not be assigned or transferred in whole or
part, nor may a participation interest in the Bonds be given pursuant to any participation
agreement, except to another "accredited investor" or "financial institution" in accordance with
an applicable exemption from such registration requirements and with full and accurate
disclosure of all material facts to the prospective purchaser(s) or transferee(s).
2.10 Issuance of a New Bond. Subject to the provisions of Section 2.9, the City shall,
at the request and expense of the Lender, issue a new bond, in aggregate outstanding principal
amount equal to that of the Bonds surrendered, and of like tenor except as to number, principal
amount, and the amount of the periodic installments payable thereunder, and registered in the
name of the Lender or such transferee as may be designated by the Lender.
SECTION 3. GENERAL COVENANTS
3.1 Payment of Principal and Interest. The City covenants that it will promptly pay or
cause to be paid the principal of and interest on the Bonds at the place, on the dates, solely from
the source and in the manner provided herein and in the Bonds. The principal and interest are
payable solely from and secured by revenues and proceeds derived from the Loan Agreement
and the Pledge Agreement, which revenues and proceeds are hereby specifically pledged to the
payment thereof in the manner and to the extent specified in the Bonds, the Loan Agreement, and
the Pledge Agreement; and nothing in the Bonds or in this Resolution shall be considered as
assigning, pledging, or otherwise encumbering any other funds or assets of the City.
3.2 Performance of and Authority for Covenants. The City covenants that it will
faithfully perform at all times any and all covenants, undertakings, stipulations, and provisions
contained in this Resolution, in the Bonds executed, authenticated, and delivered hereunder and
in all proceedings of the City Council pertaining thereto; that it is duly authorized under its
Charter, the Constitution and laws of the State of Minnesota including particularly and without
limitation the Act, to issue the Bonds authorized hereby, pledge the revenues and assign the Loan
Agreement in the manner and to the extent set forth in this Resolution, the Bonds, the Loan
Agreement, and the Pledge Agreement that all action on its part for the issuance of the Bonds
and for the execution and delivery thereof has been duly and effectively taken; and that the
on
12115583v1
Bonds in the hands of the Lender are and will be valid and enforceable special limited
obligations of the City according to the terms thereof.
3.3 Enforcement and Performance of Covenants. The City agrees to enforce all
covenants and obligations of the Borrower under the Loan Agreement, upon request of the
Lender and being indemnified to the satisfaction of the City for all expenses and claims arising
therefrom, and to perform all covenants and other provisions pertaining to the City contained in
the Bonds and the Loan Agreement and subject to Section 3.4.
3.4 Nature of Security. Notwithstanding anything contained in the Bonds, the Loan
Agreement, the Pledge Agreement, the Security Agreement, the Mortgage, or any other
document referred to in Section 2.4 to the contrary, under the provisions of the Act the Bonds
may not be payable from or be a charge upon any funds of the City other than the revenues and
proceeds pledged to the payment thereof, nor shall the City be subject to any liability thereon,
nor shall the Bonds otherwise contribute or give rise to a pecuniary liability of the City or, to the
extent permitted by law, any of the City's officers, employees and agents. No holder of the
Bonds shall ever have the right to compel any exercise of the taxing power of the City to pay the
Bonds or the interest thereon, or to enforce payment thereof against any property of the City
other than the revenues pledged under the Pledge Agreement; and the Bonds shall not constitute
a charge, lien or encumbrance, legal or equitable, upon any property of the City; and the Bonds
shall not constitute a debt of the City within the meaning of any constitutional or statutory
limitation; but nothing in the Act impairs the rights of the Lender to enforce the covenants made
for the security thereof as provided in this Resolution, the Loan Agreement, the Pledge
Agreement, and the Security Agreement, and in the Act, and by authority of the Act the City has
made the covenants and agreements herein for the benefit of the Lender; provided that in any
event, the agreement of the City to perform or enforce the covenants and other provisions
contained in the Bonds, the Loan Agreement, the Pledge Agreement, the Security Agreement,
and the Mortgage shall be subject at all times to the availability of revenues under the Loan
Agreement sufficient to pay all costs of such performance or the enforcement thereof, and the
City shall not be subject to any personal or pecuniary liability thereon.
3.5 Qualified Tax Exempt Obligation. In order to qualify the Bonds as "qualified tax-
exempt obligations" within the meaning of Section 265(b)(3) of the Internal Revenue Code of
1986, as amended (the "Code"), the City hereby makes the following factual statements and
representations:
(a) the Bonds are not treated as "private activity bonds" under Section
265(b)(3) of the Code;
(b) the City hereby designates the Bonds as qualified tax-exempt obligations
for purposes of Section 265(b)(3) of the Code;
(c) the reasonably anticipated amount of tax-exempt obligations (other than
obligations described in clause (ii) of Section 265(b)(3)(C) of the Code) which will be
issued by the City (and all entities whose obligations will be aggregated with those of the
City) during the calendar year 2019 will not exceed $10,000,000;
7
12115583v1
(d) not more than $10,000,000 of obligations issued by the City during the
calendar year 2019 have been designated for purposes of Section 265(b)(3) of the Code;
and
(e) the aggregate face amount of the Bonds does not exceed $10,000,000.
SECTION 4. MISCELLANEOUS.
4.1 Severability. If any provision of this Resolution shall be held or deemed to be or
shall, in fact, be inoperative or unenforceable as applied in any particular case in any jurisdiction
or jurisdictions or in all jurisdictions or in all cases because it conflicts with any provisions of
any constitution or statute or rule or public policy, or for any other reason, such circumstances
shall not have the effect of rendering the provision in question inoperative or unenforceable in
any other case or circumstance, or of rendering any other provision or provisions herein
contained invalid, inoperative, or unenforceable to any extent whatever. The invalidity of any
one or more phrases, sentences, clauses or paragraphs in this Resolution contained shall not
affect the remaining portions of this Resolution or any part thereof.
4.2 Authentication of Transcript. The officers of the City are directed to furnish to
Bond Counsel certified copies of this Resolution and all documents referred to herein, and
affidavits or certificates as to all other matters which are reasonably necessary to evidence the
validity of the Bonds. All such certified copies, certificates and affidavits, including any
heretofore furnished, shall constitute recitals of the City as to the correctness of all statements
contained therein.
4.3 Authorization to Execute Agreements. The forms of the proposed Loan
Agreement, the Pledge Agreement are hereby approved in substantially the form presented to the
City Council, together with such additional details therein as may be necessary and appropriate
and such modifications thereof, deletions therefrom and additions thereto as may be necessary
and appropriate and approved by Bond Counsel prior to the execution of the documents. The
Mayor and the City Administrator of the City are authorized to execute the Loan Agreement, the
Pledge Agreement and such other documents as Bond Counsel consider appropriate in
connection with the issuance of the Bonds, in the name of and on behalf of the City. In the event
of the absence or disability of the Mayor or the City Administrator such officers of the City as, in
the opinion of the City Attorney, may act on their behalf, shall without further act or
authorization of the City Council do all things and execute all instruments and documents
required to be done or executed by such absent or disabled officers. The execution of any
instrument by the appropriate officer or officers of the City herein authorized shall be conclusive
evidence of the approval of such documents in accordance with the terms hereof.
4.4 Approval of Housing Program. The housing program in substantially the form
attached hereto as Exhibit A is hereby approved.
12115583v1
Adopted by the City Council of the City of Hutchinson, Minnesota, this 22nd day of
October, 2019.
Mayor
ATTEST:
City Administrator
The motion for the adoption of the foregoing resolution was duly seconded by Member
, and after full discussion thereof and upon vote being taken
thereon, the following voted in favor thereof:
and the following voted against the same:
whereupon said resolution was declared duly passed and adopted.
I
12115583v1
EXHIBIT A
CITY OF HUTCHINSON, MINNESOTA
HOUSING FINANCE PROGRAM
PRINCE OF PEACE EXPANSION PROJECT
This housing finance program is undertaken by the City of Hutchinson, Minnesota (the
"City") for a Project, hereinafter described, located within the City. The Project will be financed
by the issuance of revenue bonds or other obligations (the 'Bonds") pursuant to Minnesota
Statutes, Chapter 462C, as amended (the "Act"), issued by the City and in accordance with a loan
agreement (the "Loan Agreement") between the City and Prince of Peace Senior Apartments,
Inc. (the 'Borrower"), a Minnesota nonprofit corporation and an organization described in
Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"). Issuance of
the Bonds is anticipated to be in the fall of 2019.
The Project will consist of (i) the expansion, construction, and equipping of eleven (11)
additional independent living units and (ii) the construction, conversion, and equipping of two
(2) existing living units into office and common space in an existing multifamily senior housing
facility, totaling approximately 18,882 square feet, located at 301 Glen Street Southwest, in the
City (the "Facility"). The Facility will be owned and operated by the Borrower.
The Facility has been designed and is intended for residency solely by elderly and
disabled persons, and consequently, no income limits apply under the Act or other state law.
The City will issue the Bonds in one or more series of tax-exempt and/or taxable
obligations to finance the Project in a principal amount not to exceed $3,500,000. The Borrower
will be required, pursuant to the Loan Agreement, to make payments sufficient to pay when due
the principal of, premium, if any, and interest on the Bonds. The Bonds may be structured so as
to take advantage of whatever means are available or necessary and are permitted by law to
enhance the security for and marketability of the Bonds. Substantially all of the net proceeds of
the Bonds (the initial principal amount thereof, less amounts deposited in a reasonably required
reserve or paid out as costs of issuance of the Bonds) will be used to pay the costs of the Project,
including any functionally related and subordinate facilities.
Because the Borrower is an organization described in Section 501(c)(3) of the Code, no
allocation of authority to issue tax-exempt bonds is required pursuant to Minnesota Statutes,
Chapter 474A. The Facility constitutes a multifamily housing development designed for rental
occupancy by elderly persons, as permitted by Section 462C.05 Subd. 4 of the Act. The Bonds
issued for the Project shall be payable primarily from revenues of the Facility.
The Project will be carried out in accordance with applicable land use and development
restrictions, and any new construction is subject to applicable state and local building codes. The
Project is not inconsistent with any Housing Plan adopted by the City under Minnesota Statutes,
Chapter 462C. The Borrower will be required to operate the Facility in accordance with state
and local anti -discrimination laws and ordinances.
A-1
12115583v1
The costs of the Project and the program of financing the Project, including specifically
the costs of the City, generally will be paid or reimbursed by the Borrower.
Adopted October 22, 2019
A-2
12115583v1
STATE OF MINNESOTA
COUNTY OF MCLEOD
CITY OF HUTCHINSON
I, the undersigned, being the duly qualified and acting City Administrator of the City of
Hutchinson, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of
minutes with the original thereof on file in my office, and that the same is a full, true and
complete transcript of the minutes of a meeting of the City Council duly called and held on the
date therein indicated, insofar as such minutes relate to a resolution authorizing the issuance of a
senior housing revenue bond.
WITNESS my hand this day of October, 2019.
City Administrator
12115583v1
UNITED STATES OF AMERICA
STATE OF MINNESOTA
COUNTY OF MCLEOD
CITY OF HUTCHINSON, MINNESOTA
Senior Housing Facility Revenue Bond of 2019
(Prince of Peace Expansion Project)
Date: November 1, 2019 $3,500,000
FOR VALUE RECEIVED the City of Hutchinson, Minnesota, (the "City") hereby
promises to pay to the order of Citizens Bank & Trust Co., Hutchinson, Minn., in Hutchinson,
Minnesota, its successors or registered assigns (the "Lender"), from the source and in the manner
hereinafter provided, the principal sum of THREE MILLION FIVE HUNDRED THOUSAND
DOLLARS ($3,500,000), or so much thereof as has been advanced and remains unpaid from
time to time (the "Principal Balance"), with interest thereon from the date hereof until paid or
otherwise discharged as set forth in Paragraph 1 below, in any coin or currency which at the time
or times of payment is legal tender for the payment of public or private debts in the United States
of America, in accordance with the terms hereinafter set forth.
1. Commencing on the date of this Bond and continuing to but not including
October 31, 2024 interest shall accrue at the annual rate set forth in the paragraph below.
The per annum rate of interest payable hereunder shall initially be equal to 3.5% per
annum. On November 1st of 2024, 2029, 2034, and 2039 (each a "Reset Date"), the interest rate
on this Bond will be adjusted to a rate per annum equal to the greater of (a) the sum of (i) 2.00%
and (ii) the 7-Year Rate in effect as of the Reset Date, or (b) 3.00%.
All such adjustments to the interest rate shall be made and become effective as of such
Reset Date and the interest rate as adjusted shall remain in effect through and including the day
immediately preceding a Reset Date or November 1, 2044 ("the Final Maturity Date"), as
applicable.
As used herein, 7-Year Treasury Rate" means the published monthly average yield on
United States Treasury Bonds adjusted to a constant maturity of seven years for the most recent
month available as of the Reset Date, as published and made available by the Federal Reserve
Board pursuant to its Federal Reserve Statistical Release (H.15(519)) (the 7-Year Index");
provided, however, that in the event that such 7-Year Index is no longer published or otherwise
made available, the 7-Year Index shall be a substantially comparable index selected by the
Lender in its sole discretion.
To and including 1, 2020 interest only shall be paid commencing on
December 1, 2019 and on each month thereafter. Commencing 1, 2020, principal
and interest on this Bond shall be payable in [294/288] equal monthly installments on the 1st
Business Day of each month continuing until the Final Maturity Date in such amounts as are
required to fully amortize the Principal Balance, together with accrued interest thereon at the
interest rate then in effect, over twenty-five (25) years, and monthly payments of principal and
interest shall be recomputed as of each Reset Date.
1
Payments shall be applied first to amounts which are neither principal nor interest, next to
interest due on the Principal Balance, and thereafter to reduction of the Principal Balance.
In any event, the payments hereunder shall be sufficient to pay all principal and interest
due, as such principal and interest becomes due, and to pay any premium or service charge, at
maturity, upon redemption, or otherwise. Interest shall be computed on a 365/360 basis.
Notwithstanding the foregoing, the interest rate on this Bond may also be adjusted in the
event of a Determination of Taxability as of the Date of Taxability as provided in Paragraph 8
below or in the event of a Corporate Tax Rate Change as of the Corporate Tax Rate Change Date
in accordance with the provisions of Sections 3.7 and 3.8 of the Loan Agreement.
Upon an "Event of Default" as defined in the Loan Agreement and the exercise by the
Lender of certain rights thereunder, this Bond shall bear a default rate of interest that is % per
annum over the interest rate otherwise applicable hereto, as provided in Section 6.7 of the Loan
Agreement. This Bond is subject to acceleration of maturity upon an "Event of Default" as
defined in the Loan Agreement.
2. In any event, the payments hereunder shall be sufficient to pay all principal and
interest due, as such principal and interest becomes due, and to pay any premium or service
charge, at maturity, upon prepayment, or otherwise.
3. Principal and interest and premium, if any, due hereunder shall be payable at the
principal office of the Lender, or at such other place as the Lender may designate in writing.
4. This Bond is issued by the City to provide funds pursuant to a Loan Agreement
dated as of the date hereof (the "Loan Agreement") by and between the City and Prince of Peace
Senior Apartments, Inc., a Minnesota nonprofit corporation and 501(c)(3) organization (the
'Borrower"), to finance (i) the expansion, construction, and equipping of eleven (11) additional
independent living units and (ii) the construction, conversion, and equipping of two (2) existing
living units into office and common space in an existing multifamily senior housing facility,
totaling approximately 18,882 square feet, located at 301 Glen Street Southwest, in the City (the
"Project"), which will be owned, operated, and managed by the Borrower. This Bond is further
issued pursuant to and in full compliance with the Constitution and laws of the State of
Minnesota, particularly Minnesota Statutes, Section Chapter 462C, and pursuant to a resolution
of the City Council of the City duly adopted on October 22, 2019 (the "Resolution").
5. This Bond is secured by a Pledge Agreement dated as of the date hereof between
the City and the Lender (the "Pledge Agreement"), a Security Agreement dated as of the date
hereof between the Borrower and the Lender (the "Security Agreement"), and is further secured
by a Mortgage, Security Agreement and Fixture Financing Statement dated as of the date hereof
by the Borrower as mortgagor, in favor of the Lender (the "Mortgage"), and certain other
assignments, security agreements, guaranties, financing statements, and other instruments
evidencing or securing the Loan as may be required by the Lender.
6. The City, for itself, its successors and assigns, hereby waives demand,
presentment, protest and notice of dishonor; and to the extent permitted by law, the Lender may
2
extend interest and/or principal of or any service charge or premium due on this Bond, including
the Final Maturity Date, or release any part or parts of the property and interest subject to the
Mortgage or to any other security document from the same, all without notice to or consent of
any party liable hereon or thereon and without releasing any such party from such liability and
whether or not as a result thereof the interest on the Bond is no longer exempt from the federal or
state income tax. In no event, however, may the Final Maturity Date of the Bond be extended
beyond 30 years from the date hereof.
7. This Bond is subject to prepayment in immediately available funds on any date at
the option of the Borrower, in whole or in part as provided in Section 5.1 of the Loan
Agreement. The prepayment price is equal to the outstanding principal amount of this Bond to
be prepaid plus accrued interest, without penalty or premium. In the event of any partial
prepayment of this Bond, the Lender shall apply any such prepayment first against amounts
which are neither principal nor interest, including any collection costs, late fees or prepayment or
termination fees, then against the accrued interest on the Principal Balance and then against the
outstanding principal amount of this Bond. The monthly payments due under Paragraph 1
hereof, shall continue to be due and payable in full until the entire Principal Balance and accrued
interest due on this Bond have been paid. However, the Bond shall be reamortized by the Lender
upon the request of the Borrower if the Borrower is in compliance with all terms of the Loan
Agreement.
8. Upon a Determination of Taxability, as defined in the Loan Agreement, this Bond
shall convert to a taxable obligation and the interest rate for interest accruing from the Date of
Taxability, as defined in the Loan Agreement, shall be adjusted to an interest rate per annum
equal to the then current interest rate payable hereunder, divided by 0.79 (the "Taxable Rate").
Any interest accruing from the Date of Taxability which is retroactively due as a result of the
interest rate adjustment shall be payable on the 1st Business Day of the following month along
with regularly scheduled principal payment and interest accruing from the previous payment date
at the Taxable Rate.
9. As provided in the Resolution and subject to certain limitations set forth therein,
this Bond is only transferable upon the books of the City at the office of the City Administrator,
by the Lender in person or by its agent duly authorized in writing, at the Lender's expense, upon
surrender hereof together with a written instrument of transfer satisfactory to the City
Administrator, duly executed by the Lender or its duly authorized agent. Upon such transfer the
City Administrator will Bond the date of registration and the name and address of the new
registered owner in the registration blank appearing below. The City may deem and treat the
person in whose name the Bond is last registered upon the books of the City with such
registration noted on the Bond, as the absolute owner hereof, whether or not overdue, for the
purpose of receiving payment of or on the account of the Principal Balance, redemption price or
interest and for all other purposes, and all such payments so made to the Lender or upon his
order shall be valid and effective to satisfy and discharge the liability upon the Bond to the extent
of the sum or sums so paid, and the City shall not be affected by any notice to the contrary.
10. All of the agreements, conditions, covenants, provisions and stipulations
contained in the Resolution, the Loan Agreement, the Pledge Agreement, the Security
3
Agreement, and the Mortgage are hereby made a part of this Bond to the same extent and with
the same force and effect as if they were fully set forth herein.
11. This Bond and interest thereon and any service charge or premium, if any, due
hereunder are payable solely from the revenues and proceeds derived from the Loan Agreement
and any security agreements related hereto and do not constitute a debt of the City within the
meaning of any constitutional or statutory limitation, are not payable from or a charge upon any
funds other than the revenues and proceeds pledged to the payment thereof, and do not give rise
to a pecuniary liability of the City or any of its officers, agents or employees, and no Holder of
this Bond shall ever have the right to compel any exercise of the taxing power of the City to pay
this Bond or the interest thereon, or to enforce payment thereof against any property of the City,
and this Bond does not constitute a charge, lien or encumbrance, legal or equitable, upon any
property of the City, and the agreement of the City to perform or cause the performance of the
covenants and other provisions herein referred to shall be subject at all times to the availability of
revenues or other funds furnished for such purpose in accordance with the Loan Agreement,
sufficient to pay all costs of such performance or the enforcement thereof.
12. If an Event of Default (as that term is defined in the Loan Agreement) shall occur,
then the Lender shall have the right and option, among other things, to declare the Principal
Balance and accrued interest thereon immediately due and payable, whereupon the same, plus
any premiums or service charges, shall be due and payable, but solely from sums made available
under the Loan Agreement and any security agreements related hereto. Failure to exercise such
option at any time shall not constitute a waiver of the right to exercise the same at any
subsequent time.
13. The remedies of the Lender, as provided herein and in any security agreements
related hereto, the Loan Agreement, the Pledge Agreement, the Security Agreement, and the
Mortgage are not exclusive and shall be cumulative and concurrent and may be pursued singly,
successively or together, at the sole discretion of the Lender, and may be exercised as often as
occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no
event be construed as a waiver or release thereof.
14. The Lender shall not be deemed, by any act of omission or commission, to have
waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the
Lender and, then only to the extent specifically set forth in the writing. A waiver with reference
to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy
as to a subsequent event.
15. This Bond has been issued without registration under state or federal or other
securities laws, pursuant to an exemption for such issuance; and accordingly this Bond may not
be assigned or transferred in whole or part, nor may a participation interest in this Bond be given
pursuant to any participation agreement, except to another "accredited investor" or "financial
institution" in accordance with an applicable exemption from such registration requirements and
with full and accurate disclosure of all material facts to the prospective purchaser(s) or
transferee(s).
M
16. This Bond is a "qualified tax-exempt obligation" under Section 265(b) of the
Internal Revenue Code of 1986, as amended.
IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts and things
required to exist to happen and to be performed precedent to or in the issuance of this Bond do
exist, have happened and have been performed in regular and due form as required by law.
IN WITNESS WHEREOF, the City has caused this Bond to be duly executed in its name
by the manual signatures of the Mayor and City Administrator, the seal of the City having been
intentionally omitted as permitted by law, and has caused this Bond to be dated as of
2019.
CITY OF HUTCHINSON, MINNESOTA
By
Its Mayor
And By
Its City Administrator
E
PROVISIONS AS TO REGISTRATION
The ownership of the unpaid Principal Balance of this Bond and the interest accruing
thereon is registered on the books of the City of Hutchinson, Minnesota in the name of the holder
last noted below.
Date of Name and Address Signature of
Registration Registered Owner City Administrator
Citizens Bank & Trust Co.
102 Main St. South
2019 Hutchinson, MN 55350
Con
LOAN AGREEMENT
BETWEEN
CITY OF HUTCHINSON, MINNESOTA
PRINCE OF PEACE SENIOR APARTMENTS, INC.
Dated as of November 1, 2019
Except for certain reserved rights, the interest of the City of Hutchinson, Minnesota in this Loan
Agreement has been pledged and assigned to Citizens Bank & Trust Co., Hutchinson, Minn.
pursuant to a Pledge Agreement of even date herewith.
This instrument was drafted by:
BRIGGS AND MORGAN (DFB)
Professional Association
2200 IDS Center
80 South 8m Street
Hutchinson, Minnesota 55402
12ii5snvi
TABLE OF CONTENTS
ARTICLE I DEFINITIONS, EXHIBITS AND RULES OF INTERPRETATION
Section 1.1
Definitions.....................................................................................
Section 1.2
Rules of Interpretation..................................................................
ARTICLE II
REPRESENTATIONS.............................................................................
Section 2.1
Representations by the Issuer........................................................
Section 2.2
Representations by the Borrower ..................................................
ARTICLE III
THE LOAN...............................................................................................
Section 3.1
Amount and Source of Loan .........................................................
Section 3.2
Documents Required Prior to Closing and Disbursement of the
Loan..............................................................................................
Section 3.3
Disbursement of the Loan.............................................................
Section3.4
Repayment....................................................................................
Section3.5
Fee Payments................................................................................
Section 3.6
Borrower's Obligations Unconditional .........................................
Section 3.7
Interest Rate Adjustment...............................................................
Section 3.8
Procedure for Interest Rate Adjustment ........................................
ARTICLE IV BORROWER'S COVENANTS........................................................
Section4.1
Indemnity..............................................................................
Section 4.2
Continuing Existence and Qualification; Transfer ...............
Section 4.3
Reports to Governmental Agencies ......................................
Section 4.4
Security for the Loan............................................................
Section 4.5
Preservation of Tax Exemption ............................................
Section 4.6
Lease or Sale of Facility.......................................................
Section 4.7
Facility Operation and Maintenance Expenses; Insurance ...
Section 4.8
Notification of Changes........................................................
Section 4.9
Financial Covenants..............................................................
Section4.10
Access...................................................................................
Section 4.11
Access to Books and Inspection ...........................................
Section 4.12
IRS Audit Expenses..............................................................
Section 4.13
Matters Related to Management Contracts ...........................
Section 4.14
Replacement Reserve............................................................
ARTICLE V PREPAYMENT OF LOAN..............................................................
Section 5.1
Prepayment at Option of Borrower .......................................
ARTICLE VI EVENTS OF DEFAULT AND REMEDIES ...................................
Section 6.1
Events of Default..................................................................
Section6.2
Remedies...............................................................................
Section 6.3
Disposition of Funds.............................................................
Section 6.4
Manner of Exercise...............................................................
Section 6.5
Attorneys' Fees and Expenses ...............................................
Section 6.6
Effect of Waiver....................................................................
Section 6.7
Default Rate..........................................................................
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8
9
9
9
9
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12iissnvi
TABLE OF CONTENTS
(continued)
Page
ARTICLE VII GENERAL.....................................................................................................
23
Section7.1
Notices...............................................................................................
23
Section 7.2
Binding Effect....................................................................................
23
Section7.3
Severability........................................................................................
23
Section 7.4
Amendments, Changes and Modifications ........................................
23
Section 7.5
Execution Counterparts......................................................................
23
Section 7.6
Limitation of Issuer's Liability...........................................................
23
Section 7.7
Issuer's Attorneys' Fees and Costs .....................................................
24
Section7.8
Release...............................................................................................
24
Section 7.9
Pledge and Assignment by Issuer and Survival of Obligations .........
24
Section 7.10
Required Approvals...........................................................................
25
Section 7.11
Termination Upon Retirement of Bond .............................................
25
Section 7.12
Expenses of Lender............................................................................
25
Section 7.13
Entire Agreement...............................................................................
26
Section 7.14
Further Assurances.............................................................................
26
Section 7.15
Non-Responsibility............................................................................
26
EXHIBIT A FORM OF COMPLIANCE CERTIFICATE ..................................................
1
EXHIBIT B FORM OF DISBURSEMENT REQUEST .....................................................
1
12iissnvi
THIS LOAN AGREEMENT dated as of November 1, 2019, between the City of
Hutchinson, Minnesota, a home -rule charter city (the "Issuer"), and Prince of Peace Senior
Apartments, Inc., a Minnesota nonprofit corporation (the "Borrower").
WITNESSES that the Issuer and the Borrower each in consideration of the
representations, covenants and agreements of the other as set forth herein, mutually represent,
covenant and agree as follows:
ARTICLE I
DEFINITIONS, EXHIBITS AND RULES OF INTERPRETATION
Section 1.1 Definitions. In this Agreement the following terms have the following
respective meanings unless the context hereof clearly requires otherwise:
Act: Minnesota Statutes, Chapter 462C, as amended;
Agreement: this Loan Agreement between the Issuer and the Borrower as the same may
from time to time be amended or supplemented as herein provided;
Bond: The Issuer's $ Senior Housing Facility Revenue Bond of 2019, as it
may be amended from time to time;
Bond Counsel: the firm of Briggs and Morgan, Professional Association, of Hutchinson,
Minnesota, or any other nationally recognized bond counsel representing the Issuer, and any
opinion of Bond Counsel shall be a written opinion signed by such Bond Counsel;
Borrower: Prince of Peace Senior Apartments, Inc., its successors and assigns, and any
surviving, resulting, or transferee business entity which may assume its obligations in accordance
with the provisions of this Agreement;
Cash Available for Debt Service: for the applicable Fiscal Year, the Borrower's change
in unrestricted net assets net of unrealized gains or losses on investments plus the sum of
(i) interest expense, (ii) depreciation, amortization and other non -cash expenses, (iii) equity
contributions; minus all dividends and distributions of cash or assets all determined in
accordance with generally accepted accounting principles consistently applied;
City: City of Hutchinson, Minnesota;
Closing: the date there is physical delivery of the Bond to the Lender and payment
therefor;
Code: the Internal Revenue Code of 1986, as amended and the temporary, final or
proposed regulations promulgated thereunder;
Collateral: all collateral on which a lien has been granted to the Lender by the Borrower
pursuant to this Agreement, the Mortgage, and the Security Agreement;
12iissnvi
Corporate Tax Rate: solely with respect to the Bond, the maximum rate of income
taxation imposed on corporations pursuant to Section 11(b) of the Code (or any successor
provision) or, if as a result of a Corporate Tax Rate Change, the rate of income taxation imposed
on corporations does not apply to the Lender, then the maximum statutory rate of federal income
taxation which would apply to the Lender;
Corporate Tax Rate Change: the occurrence, after Closing, of a change in the Code
resulting in a change in the Corporate Tax Rate;
Corporate Tax Rate Change Date: the date a Corporate Tax Rate Change begins to apply
to income of the Lender;
Counsel: an attorney designated by or acceptable to the Lender, duly admitted to practice
law before the highest court of any state; an attorney for the Borrower or the Issuer may be
eligible for appointment as Counsel;
Date of Taxability: this term shall have the meaning ascribed to it in Section 4.5(2)
hereof,
Debt Service: the sum of (i) all obligations of Borrower for interest on its indebtedness
during a Fiscal Year, plus (ii) all obligations for payment of principal on its indebtedness within
such Fiscal Year, all determined in accordance with generally accepted accounting principles
consistently applied;
Debt Service Coverage Ratio: the ratio of Borrower's Cash Available for Debt Service to
Debt Service;
Default Rate: has the meaning defined in Section 6.7 hereof,
Determination of Taxability: this term shall have the meaning ascribed to it in Section
4.5(2) hereof,
Disbursement Request: a Disbursement Request in the form of Exhibit B attached
hereto;
Effective Date: the first date the Borrower is required to make a payment on the Bond at
a new annual interest rate due to a Determination of Taxability or Corporate Tax Rate Change;
Equivalent Tax Exempt Yield: solely with respect to the Bond, an annual interest rate on
the Bond that provides the Lender with a yield, on a tax-exempt basis, equivalent to the yield the
Lender would otherwise have received had a Corporate Tax Rate Change not occurred;
Event of Default: any of the events described in Section 6.1 hereof,
Exempt Organization: a governmental unit, an entity described in Section 501(c)(3) of
the Code or a limited liability company that is a disregarded entity for federal income tax
purposes and whose sole member (or, if different, beneficial owner for federal income tax
purposes) is an entity described in Section 501(c)(3) of the Code;
4
12iissnvi
Facility: a multifamily senior housing facility, located at 301 Glen Street Southwest in
the City, owned and operated by the Borrower, as improved by the Project;
Fiscal Year: with respect to the Borrower, the period commencing on the first day of
January of any year and ending on the last day of December of the same year or any other twelve
(12) month period specified by the Borrower as its fiscal year;
Independent Counsel: an attorney duly admitted to practice law before the highest court
of any state and who is not a full-time employee, director or shareholder of the Issuer or the
Borrower;
Issuance Expenses: shall mean any and all costs and expenses relating to the issuance,
sale and delivery of the Bond, including, but not limited to, any fees of the Lender, all fees and
expenses of legal counsel, financial consultants, feasibility consultants and accountants, any fee
to be paid to the Issuer, the preparation and printing of this Agreement, the Mortgage, the
Security Agreement, the Resolution, the Pledge Agreement, the Bond and all other related
documents, and all other expenses relating to the issuance, sale and delivery of the Bond and any
other costs which are treated as "issuance costs" within the meaning of Section 147(g) of the
Code;
Issuer: City of Hutchinson, Minnesota, its successors and assigns;
Land: the real property and any other easements and rights described in Exhibit A to the
Mortgage, together with all additions thereto and substitutions therefor agreed to by Lender and
Borrower;
Lender: Citizens Bank & Trust Co., its successors and assigns;
Loan: the loan of proceeds of the Bond from the Issuer to the Borrower described in
Section 3.1 of this Agreement;
Loan Documents: collectively, the documents listed in Section 3.2, items (1) - (5) hereof,
Mortgage: the Mortgage, Security Agreement and Fixture Financing Statement dated as
of November 1, 2019 by the Borrower in favor of the Lender.
Pledge Agreement: the Pledge Agreement of even date herewith between the Issuer and
the Lender pledging and assigning the Issuer's interest in this Agreement to the Lender to the
extent provided therein;
Principal Balance: so much of the principal sum on each of the Bond as from time to
time remains unpaid;
Project: (i) the expansion, construction, and equipping of eleven (11) additional
independent living units and (ii) the construction, conversion, and equipping of two (2) existing
living units into office and common space in an existing multifamily senior housing facility,
totaling approximately 18,882 square feet, located at 301 Glen Street Southwest, in the City;
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Project Costs: all direct costs authorized by the Act and paid or incurred by the Borrower
with respect to the Project;
Ratio: solely with respect to the Bond, a ratio derived by dividing the result of 1.00
minus the Corporate Tax Rate as of the Corporate Tax Rate Change Date, by the result of 1.00
minus the Corporate Tax Rate in effect immediately prior to the Corporate Tax Rate Change
Date;
Resolution: the Final Bond Resolution of the Issuer, adopted October 22, 2019,
authorizing the issuance of the Bond together with any supplement or amendment thereto;
Security Agreement: the Security Agreement of even date herewith by the Borrower for
the benefit of the Lender pledging and granting a security interest in the collateral described
therein;
State: the State of Minnesota; and
Treasury Regulations: all proposed, temporary or permanent federal income tax
regulations then in effect and applicable.
Section 1.2 Rules of Interpretation.
(1) This Agreement shall be interpreted in accordance with and governed by
the laws of the State of Minnesota.
(2) The words "herein" and "hereof' and words of similar import, without
reference to any particular section or subdivision, refer to this Agreement as a whole rather than
to any particular section or subdivision hereof.
(3) References herein to any particular section or subdivision hereof are to the
section or subdivision of this instrument as originally executed.
(4) Where the Borrower is permitted or required to do or accomplish any act
or thing hereunder, the Issuer may cause the same to be done or accomplished with the same
force and effect as if done or accomplished by the Borrower.
(5) The Table of Contents and titles of articles and sections herein are for
convenience only and are not a part of this Agreement.
(6) Unless the context hereof clearly requires otherwise, the singular shall
include the plural and vice versa and the masculine shall include the feminine and vice versa.
(7) Articles, sections, subsections and clauses mentioned by number only are
those so numbered which are contained in this Agreement.
(8) References to the Bond as "tax exempt" or to the "tax exempt status of the
Bond" are to the exclusion of interest on the Bond from gross income pursuant to Section 103(a)
of the Code.
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ARTICLE II
REPRESENTATIONS
Section 2.1 Representations by the Issuer. The Issuer makes the following
representations as the basis for its covenants herein:
(1) The Issuer is a home -rule charter city pursuant to the laws of the State of
Minnesota;
(2) There is no pending or, to the undersigned's actual knowledge, without
inquiry or investigation, threatened suit, action, or proceeding against the Issuer before any court,
arbitrator, administrative agency, or other governmental authority that challenges the Issuer's
execution and delivery of this Agreement, the Bond, and the Pledge Agreement;
(3) To the actual knowledge of the undersigned, without inquiry or
investigation, the execution and delivery of this Agreement, the Bond, and the Pledge Agreement
will not constitute a breach of or default under any existing (a) provision of any special
legislative act or charter provision relating to the establishment of the Issuer or (b) agreement,
indenture, mortgage, lease or other instrument to which the Issuer is a party or by which it is
bound; and
(4) No proceeding of the Issuer for the issuance, execution or delivery of this
Agreement, the Bond, or the Pledge Agreement has been repealed, rescinded, amended or
revoked and Lender is entitled to rely on the same as if the same were fully incorporated herein,
including without limitation, the Resolution.
Section 2.2 Representations by the Borrower. The Borrower makes the following
representations as the basis for its covenants herein:
(1) The Borrower is a Minnesota nonprofit corporation in good standing, is
duly authorized to conduct its business in all states where its activities require such authorization,
has power to enter into this Agreement, the Mortgage, and the Security Agreement and to use, or
cause to be used, the Facility for the purpose set forth in this Agreement and by proper corporate
action has authorized the execution and delivery of this Agreement, the Mortgage, and the
Security Agreement;
(2) Not more than five percent (5%) of the proceeds of the Bond will be used,
directly or indirectly, to finance property used in an unrelated trade or business of the Borrower
determined by applying Section 513(a) of the Code or in the trade or business of any person
other than an organization described in Section 501(c)(3) of the Code. There is no action,
proceeding or investigation pending or threatened by the Internal Revenue Service or authorities
of the State of Minnesota which, if adversely determined, might result in a modification of the
status of the Borrower as an organization described in Section 501(c)(3) of the Code;
(3) The execution and delivery of this Agreement, the Mortgage, and the
Security Agreement, the consummation of the transactions contemplated thereby, and the
fulfillment of the terms and conditions thereof do not and will not conflict with or result in a
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breach of any of the terms or conditions of the Borrower's articles of incorporation, its bylaws,
any restriction or any agreement or instrument to which the Borrower is now a party or by which
it is bound or to which any property of the Borrower is subject, and do not and will not constitute
a default under any of the foregoing or a violation of any order, decree, statute, rule or regulation
of any court or of any state or federal regulatory body having jurisdiction over the Borrower or
its properties, including the Facility, and do not and will not result in the creation or imposition
of any lien, charge or encumbrance of any nature upon any of the property or assets of the
Borrower contrary to the terms of any instrument or agreement to which the Borrower is a party
or by which it is bound;
(4) As of the date hereof, the use of the Facility as designed and to be
operated complies, in all material respects, with all presently applicable development, pollution
control, water conservation and other laws, regulations, rules and ordinances of the federal
government and the State of Minnesota and the respective agencies thereof and the political
subdivisions in which the Facility is located. The Borrower has obtained, or will obtain in a
timely manner, all necessary and material approvals of and licenses, permits, consents and
franchises from federal, state, county, municipal or other governmental authorities having
jurisdiction over the Facility and to enter into, execute and perform its obligations under this
Agreement, the Mortgage, and the Security Agreement, and no violation of any local ordinance,
laws, regulation or requirement exists with respect to the Land;
(5) The proceeds of the Bond, together with any other funds to be contributed
to the Project by the Borrower or otherwise in accordance with this Agreement, will be sufficient
to pay the cost of the Project in a manner suitable for use of the Facility as a senior housing
Facility, and all costs and expenses incidental thereto, and the proceeds of the Bond will be used
only for the purposes contemplated hereby and allowable under the Act;
(6) Comparable private financing for the Project was not found by the
Borrower to be reasonably available, and the Project is economically more feasible with the
availability of the financing herein authorized;
(7) The Borrower is not in the trade or business of selling properties such as
the Facility and is undertaking the Project for investment purposes only or otherwise for use by
the Borrower in its trade or business, and therefore the Borrower has no intention now or in the
foreseeable future to voluntarily sell, surrender, or otherwise transfer, in whole or part, its
interest in the Facility or to allow the sale, surrender, or other transfer, in whole or in part, of the
Facility, so any excess land may be sold or otherwise conveyed, to the extent such conveyance
does not have an adverse effect of the tax-exempt status of the interest on the Bond;
(8) There are no actions, suits, or proceedings pending or, to the knowledge of
the Borrower, threatened against or affecting the Borrower or any property of the Borrower in
any court or before any federal, state, municipal, or other governmental agency, which, if
decided adversely to the Borrower would have a material adverse effect upon the Borrower or
upon the business or properties of the Borrower; and the Borrower is not in default with respect
to any order of any court or governmental agency;
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(9) The Borrower is not in default in the payment of the principal of or
interest on any indebtedness for borrowed money nor in default under any instrument or
agreement under and subject to which any indebtedness for borrowed money has been issued;
(10) The Borrower has filed all federal and state income tax returns which are
required to be filed and has paid all taxes shown on said returns and all assessments and
governmental charges received by the Borrower to the extent that they have become due;
(11) To the knowledge of the Borrower, no public official of the Issuer has
either a direct or indirect financial interest in this Agreement nor will any public official either
directly or indirectly benefit financially from this Agreement;
(12) The Borrower has approved the terms and conditions of the Bond;
(13) The Borrower intends the Facility to be operated as a senior housing
facility at least until the date on which the entire Principal Balance of the Bond has been fully
paid and is no longer outstanding;
(14) Each document executed by the Borrower in connection with the Loan
constitutes the legal, valid and binding obligation of the Borrower, enforceable in accordance
with its terms (subject, as to enforceability, to limitations resulting from bankruptcy, insolvency
and other similar laws affecting creditors' rights generally);
(15) The financial statements of the Borrower heretofore furnished to the
Lender are complete and correct in all material respects and fairly present the financial condition
of the Borrower at the date of such statements. Since the most recent set of audited financial
statements delivered by the Borrower to the Lender, there have been no material adverse changes
in the financial condition of the Borrower;
(16) Except with respect to the construction and occupancy of the Facility, no
consent, approval, order or authorization of, or registration, declaration or filing with, or notice
to, any governmental authority or any third party is required in connection with the execution
and delivery of this Agreement, or any of the agreements or instruments herein mentioned or
related hereto to which the Borrower is a party or the carrying out or performance of any of the
transactions required or contemplated hereby or thereby or, if required, such consent, approval,
order or authorization has been (or, with respect to the filing of the Form 8038 with the Internal
Revenue Service, will be) obtained or such registration, declaration, or filing has been or will be
accomplished or such notice has been or will be given;
(17) The Facility is, and the Project will be upon completion, in substantial
compliance with the accessibility guidelines set forth in Title III of The Americans with
Disabilities Act of 1990, as the same may be amended from time to time, and any rules and
regulations promulgated thereunder (the "ADA").
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ARTICLE III
THE LOAN
Section 3.1 Amount and Source of Loan. The Issuer has authorized the issuance of
the Bond in the principal amount of $ to provide funds to the Borrower for its use in
financing the Project. The Issuer, upon receipt of its administrative fee of $12,000, agrees to
lend the Borrower, upon the other terms and conditions set forth herein, the proceeds received
from the Bond by causing such sums to be advanced to the Borrower and disbursed at Closing or
pursuant to this Agreement.
Section 3.2 Documents Required Prior to Closing and Disbursement of the Loan.
Prior to the closing and any advance of the proceeds, the Borrower shall deliver to the Lender the
following:
(1) The Bond;
(2) This Agreement;
(3) The Pledge Agreement;
(4) The Mortgage;
(5) The Security Agreement;
(6) Opinion of Counsel for the Borrower as prescribed by the Lender and
Bond Counsel;
(7) An opinion of Briggs and Morgan, Professional Association, to the effect
that the Issuer has duly authorized the Bond and that the interest thereon is exempt from federal
income taxation and subject to other conditions acceptable to the Lender;
(8) 501(c)(3) determination letters from the Internal Revenue Service
evidencing that the Borrower is exempt from income taxation under Section 501(c)(3) of the
Code and such other documents and opinions as Bond Counsel may reasonably require for
purposes of rendering its opinion required in subsection (7) above; and
(9) Any certification, instrument, assignment or other document referenced in
or required by any of the foregoing.
Section 3.3 Disbursement of the Loan
(1) Pursuant to this Agreement and the Act, the Issuer authorizes the
Borrower to provide directly for the financing of the Project in such manner as determined by the
Borrower and hereby authorizes the Lender to advance the proceeds of the Bond directly to or
for the benefit of the Borrower or such other parties as may be entitled to payment or
reimbursement for Project Costs or Issuance Expenses, upon receipt of a Disbursement Request
in the form of Exhibit B hereto and such supporting documentation as the Lender may deem
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reasonably necessary or as required by this Agreement. At Closing, Lender will advance Bond
proceeds of $ as follows: $ of the Bond proceeds will be disbursed for
Issuance Expenses related to the Bond. No more than 2% of the amount actually advanced on
the Bond may be used to pay Issuance Expenses. The Borrower shall also pay, at Closing,
$ in additional Issuance Expenses, from funds other than Bond proceeds.
(2) Upon Lender's receipt of approved Disbursement Requests from the
Borrower, the remaining proceeds of the Bond shall be advanced by the Lender and disbursed
pursuant to this Agreement until fully advanced, completion of the Facility, or November 1,
2022, whichever occurs earliest. Any unadvanced proceeds of the Bond as of November 1, 2022
or upon completion of the Facility shall remain unadvanced.
Section 3.4 Repayment. Subject to the prepayment provisions set forth in the Bond,
the Borrower agrees to repay the Loan by making all payments of principal, interest, and any
premium or charge that are required to be made by the Issuer under the Bond at the times and in
the amounts provided therein. All payments shall be made directly to the Lender as provided in
the Bond for the account of the Issuer. The Borrower represents and covenants that the source of
payment of the Bond is from revenues derived from its ownership of the Facility and other funds
of the Borrower obtained pursuant to its tax-exempt purposes.
Section 3.5 Fee Payments. In addition to the repayments required by Section 3.4
hereof, the Borrower shall pay to the Issuer, as fee payments, the following amounts, in each
case promptly after receipt of an appropriate invoice stating the basis and amount of the charge:
all costs and expenses of the Issuer incurred in the issuance and payment of the Bond and the
making, administration, and collection of the Loan, including (i) all costs incurred in connection
with the purchase, transfer, registration, exchange or redemption of the Bond, (ii) the reasonable
fees and other costs incurred for services of such engineers, attorneys, management consultants,
accountants and other consultants as are employed by the Issuer to make examinations and
reports, provide services and render opinions required under this Agreement, and (iii) amounts
advanced by the Issuer under the provisions of this Agreement and which the Borrower is
obligated to repay.
Section 3.6 Borrower's Obligations Unconditional. All payments required of the
Borrower hereunder shall be paid without notice or demand and without setoff, counterclaim,
abatement, deduction or defense. The Borrower will not suspend or discontinue any payments,
and will perform and observe all of its other agreements in this Agreement, and, except as
expressly permitted herein, will not terminate this Agreement for any cause, including but not
limited to any acts or circumstances that may constitute failure of consideration, destruction or
damage to the Facility, eviction by paramount title, commercial frustration of purpose,
bankruptcy or insolvency of the Issuer or the Lender, change in the tax or other laws or
administrative rulings or actions of the United States of America or of the State of Minnesota or
any political subdivision thereof, or failure of the Issuer to perform and observe any agreement,
whether express or implied, or any duty, liability or obligation arising out of or connected with
this Agreement.
Section 3.7 Interest Rate Adjustment.
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(1) General. In the event of a Corporate Tax Rate Change which causes a
change in the Equivalent Tax Exempt Yield, then, subject to the provisions of Section 3.8, the
annual interest rate on the Bond shall be adjusted as of the Corporate Tax Rate Change Date by
multiplying the then -current interest rate under the Bond by the Ratio, as further described in the
Bond and in Section 3.8 hereof.
(2) Survival. Without prejudice to the survival of any other agreement of the
Borrower under this Agreement, the agreements and obligations of the Borrower contained in
this Section shall survive the termination of this Agreement and the payment in full of the Bond
and the obligations of the Borrower under this Agreement.
Section 3.8 Procedure for Interest Rate Adiustment. If the conditions described in
Section 3.7(l) above occur, the following procedure must be followed:
(1) Certificates for Reimbursement. The Lender shall prepare and deliver to
the Borrower a certificate of the Lender setting forth the new annual interest rate applicable to
the Bond and the Effective Date. The Lender certificate as to such matters shall be conclusive
absent manifest error.
(2) Conditions Precedent. Establishment of the Effective Date is subject to
satisfaction of the following conditions:
(a) The Issuer has approved the reissuance of the Bond for federal income tax
purposes on the Effective Date, if determined necessary by Bond Counsel.
(b) All procedural requirements required by the Code necessary to assure the
tax-exempt status of the Bond as of the Effective Date have been satisfied.
(c) There shall be delivered to the Lender and the Issuer on the Effective Date
the following:
(i) a favorable opinion of Bond Counsel that (I) interest on the Bond
is excluded from gross income for federal income tax purposes from and after the
Effective Date and (II) evidence of satisfaction of any procedural requirements of
the Code necessary to assure the tax-exempt status of the Bond as of the Effective
Date;
(ii) replacement Bond or allonges to the Bond evidencing the new
annual interest rate applicable to the Bond and the Effective Date;
(iii) any amendments or supplements to the Loan Documents required
in connection with the amendment of the Bond; and
(iv) such other documents, certificates, and opinions as are reasonably
required by the Lender and Bond Counsel.
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(3) The Borrower has paid all the fees and expenses incurred by the Issuer, the
Lender and Lender participants in conjunction with establishing and documenting the new
annual interest rate on the Bond.
(4) Delay in Requests. Failure or delay on the part of the Lender to demand
implementation of the Ratio as described in this Section shall not constitute a waiver of the
Lender's or Borrower's right to demand such implementation of the interest rate change.
(5) Survival. Without prejudice to the survival of any other agreement of the
Borrower under this Agreement, the agreements and obligations of the Borrower contained in
this Section shall survive the termination of this Agreement and the payment in full of the Bond
and the obligations of the Borrower under this Agreement.
ARTICLE IV
BORROWER'S COVENANTS
Section 4.1 Indemnity. The Borrower will, to the extent permitted by law, pay, and
will protect, indemnify and save the Issuer, the Lender, and their respective officers, agents, and
employees harmless from and against all liabilities, losses, damages, costs, expenses (including
reasonable attorneys' fees and expenses), causes of action, suits, claims, demands and judgments
of any nature arising from the following:
(1) any injury to or death of any person or damage to property in or upon the
Facility or growing out of or connected with the use, non-use, condition or occupancy of the
Facility or a part thereof,
(2) violation of any agreement or condition of this Agreement, except by the
Issuer or its assignee;
(3) violation of any contract, agreement or restriction by the Borrower relating
to the Project;
(4) violation of any law, ordinance or regulation affecting the Facility or a
part thereof or the ownership, occupancy or use thereof, or arising out of this Agreement, the
Bond or the transactions contemplated thereby, including any requirements imposed on the
Lender as a financial institution or any disclosure or registration requirements imposed by any
federal or state securities law; and
(5) any statement or information relating to the expenditure of the proceeds of
the Bond contained in a non -arbitrage certificate or similar document furnished by the Borrower
to the Issuer which, at the time made, is misleading, untrue or incorrect in any material respect.
Section 4.2 Continuing Existence and Qualification, Transfer. Throughout the term of
this Agreement the Borrower will remain duly qualified to do business as a nonprofit corporation
in Minnesota and will continue to operate as an organization described in Section 501(c)(3) of
the Code whose income is exempt from taxation under Section 501(a) of the Code, and the
Borrower will maintain its corporate existence, will not dissolve or otherwise dispose of all or
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substantially all of its assets, and will not consolidate with or merge into another corporation or
other business entity or permit any other corporation or other business entity to consolidate with
or merge into it unless (1) the surviving, resulting or transferee corporation, or other business
entity, as the case may be, shall be a nonprofit corporation operating under the laws of the United
States, any state or the District of Columbia, and an organization described in Section 501(c)(3)
of the Code (provided the Project will not constitute an unrelated trade or business within the
meaning of Section 513(a) of the Code) or a governmental unit under Section 145 of the Code;
(2) the surviving, resulting or transferee corporation, or other business entity, as the case may be,
if other than the Borrower, assumes in writing all of the obligations of the Borrower under this
Agreement, the Mortgage, and the Security Agreement, and shall deliver that instrument to the
Lender, (3) the surviving, resulting or transferee corporation or other business entity, as the case
may be, is duly qualified to do business in Minnesota, and (4) the Borrower first obtains the
written consent of the Lender to such merger, transfer, or consolidation, which approval may be
granted or withheld by the Lender in its reasonable discretion. At least 60 days before any
proposed merger, transfer or consolidation would become effective, the Borrower shall deliver to
the Lender a written request seeking the Lender's approval of such merger, transfer, or
consolidation, and shall thereafter promptly furnish to the Lender such information pertaining to
the proposed merger, transfer, or consolidation as the Lender shall request. If the Lender
approves the proposed merger, transfer, or consolidation, the surviving, resulting or transferee
corporation and other entity referred to in this Section 4.2 shall be bound by all of the covenants
and agreements of the Borrower herein with respect to any further consolidation, merger, sale or
transfer.
Section 4.3 Reports to Governmental Agencies. The Borrower will furnish to
agencies of the State of Minnesota, such periodic reports or statements as may be required under
the Act, or as they may otherwise reasonably require of the Issuer or the Borrower throughout
the term of this Agreement in connection with the transaction contemplated herein. Copies of
such reports will be provided to the Issuer and the Lender.
Section 4.4 Security for the Loan. As additional security for the Lender, and to induce
the Issuer to issue and deliver the Bond, the Borrower agrees to execute and deliver (or cause to
be executed and delivered) the documents described in Section 3.2 hereof and agrees to meet all
its obligations under such documents, which documents shall remain in effect until all payments
required hereunder have been made; and the Borrower will direct Bond Counsel or the Lender to
cause to be recorded and filed the Mortgage Amendment, financing statements, and such other
documents requested by Bond Counsel or the Lender, in such places and in such manner as Bond
Counsel or the Lender deems necessary or desirable to perfect or protect the security interest of
the Lender in and to the Facility and other collateral referred to in said documents. Except as
otherwise may be provided in the Mortgage, the Borrower will not further encumber the property
pledged therein without the Lender's prior written consent.
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Section 4.5 Preservation of Tax Exembtion
(1) The Borrower covenants and agrees that, in order to assure that the interest
on the Bond shall at all times be free from federal income taxation, the Borrower represents and
covenants to the Issuer and the Lender that it will comply with the applicable provisions of
Section 103 and Section 141 through 150 of the Code and as follows:
(a) The Facility is and will continue to be owned and operated by the
Borrower, and no portion of the Facility is or will be managed by anyone other than the
Borrower or a governmental entity or an organization described in Section 501(c)(3) of
the Code or pursuant to a "qualified management agreement" within the meaning of all
pertinent provisions of law, including all relevant provisions of the Code and regulations,
rulings and revenue procedures thereunder, including Revenue Procedure 2017-13.
(b) The Facility will not be used by the Borrower in an unrelated trade or
business, determined by the application of Section 513(a) of the Code.
(c) No more than five percent (5%) of the net proceeds of the Bond is to be
used for any private business use as defined in Section 141(b)(6) of the Code.
(d) The payment of the principal of, or interest on, no more than five percent
(5%) of the net proceeds of the Bond is (under the terms of the Bond or any underlying
arrangement) directly or indirectly (a) secured by any interest in (i) property used or to be
used for a private business use, or (ii) payments in respect of such property, or (b) to be
derived from payments (whether or not to the Issuer) in respect of property, or borrowed
money, used or to be used for a private business use.
(e) The aggregate authorized face amount of the Bond (when increased by
any outstanding tax-exempt "qualified 501(c)(3) bonds" issued prior to 1997, other than
"qualified hospital bonds," of the Borrower, or any organization with which the Borrower
is under common management or control and is a test period beneficiary determined in
accordance with Section 145(b) of the Code) does not exceed $150,000,000 or,
alternatively, at least 95% of the net proceeds of the Bond will be used for capital
expenditures.
(f) The weighted average maturity of the Bond will not exceed the estimated
economic life of the Facility by more than twenty percent (20%), all within the meaning
of Section 147(b) of the Code.
(g) While the Bond remain outstanding, no portion of the proceeds of the
Bond will be used to provide any airplane, skybox or other private luxury box, any
facility primarily used for gambling, or a store, the principal business of which is the sale
of alcoholic beverages for consumption off premises.
(h) Not more than 2% of the proceeds of the Bond will be used to finance
Issuance Expenses.
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(i) The Borrower agrees it will not use the proceeds of the Bond in such a
manner as to cause the Bond to be "arbitrage bonds" within the meaning of Section 148
of the Code and applicable Treasury Regulations. The Borrower shall:
(i) maintain records identifying all "gross proceeds" and "replacement
proceeds" (as defined in Section 148(f)(6)(B) of the Code attributable to the
Bond, the yield at which such gross proceeds are invested, any arbitrage profit
derived therefrom (earnings in excess of the yield on the Bond) and any earnings
derived from the investment of such arbitrage profit;
(ii) make, or cause to be made as of the end of each fifth bond year,
the annual determinations of the amount, if any, of excess arbitrage required to be
paid to the United States, unless the Borrower obtains an Opinion of Bond
Counsel to the effect that such calculations need not be made (the "Rebate
Amount");
(iii) pay, or cause to be paid, to the United States at least once every
fifth bond year the amount, if any, which is required to be paid to the United
States, including the last installment which shall be made no later than 60 days
after the day on which the Bond are paid in full;
(iv) not invest, or permit to be invested, "gross proceeds" of the Bond
in any acquired non -purpose obligations so as to deflect arbitrage otherwise
payable to the United States as a "prohibited payment" to a third party; and
(v) if applicable, retain all records of the determination of the
foregoing amounts until six (6) years after the Bond have been fully paid.
Unless the Opinion of Bond Counsel described in (ii) above is provided, the
Borrower agrees that, in order to comply with this paragraph (i), it shall determine the
Rebate Amount within 30 days after each fifth year of the anniversary of the Closing and
upon payment in full of the Bond; upon request, the Borrower shall furnish the Lender a
certificate showing how such calculation was made.
0) The Borrower has not leased, sold, assigned, granted or conveyed and will
not lease, sell, assign, grant or convey all or any portion of the Facility or any interest
therein to the United States or any agency or instrumentality thereof within the meaning
of Section 149(b) of the Code.
(k) In addition to the Bond, no other obligations have been or will be issued
under Section 103 of the Code which are sold at substantially the same time as the Bond
pursuant to a common plan of marketing and at substantially the same rate of interest as
the Bond and which are payable in whole or part by the Borrower or otherwise have with
the Bond any common or pooled security for the payment of debt service thereon, or
which are otherwise treated as the same "issue of obligations" as the Bond as described in
Treasury Regulations Section 1.150-(1)(c)(1).
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(1) No proceeds of the Bond shall be invested in investments which cause the
Bond to be federally guaranteed within the meaning of Section 149(b) of the Code. If at
any time the moneys in such funds exceed, within the meaning of Section 149(b)(3)(B) of
the Code, (i) amounts invested for an initial temporary period until the moneys are
needed for the purpose for which the Bond were issued, (ii) investments of a bona fide
debt service fund, and (iii) investments of a reserve which meet the requirement of
Section 148(d) of the Code, such excess moneys shall be invested in only those
investments, which are (A) obligations issued by the United States Treasury, (B) other
investments permitted under regulations, or (C) obligations which are (a) not issued by,
or guaranteed by, or insured by, the United States or any agency or instrumentality
thereof or (b) not federally insured deposits or accounts, all within the meaning of
Section 149(b) of the Code.
(m) Not otherwise use proceeds of the Bond, or take or fail to take any action
within its control, the effect of which would be to impair the exemption of interest on the
Bond from federal income taxation.
(n) Maintain such written procedures as appropriate and applicable to ensure
Borrower's principal responsibility for compliance with the post -issuance requirements
necessary to maintain the tax-exempt status of the interest on the Bond, including
requirements that must be continually monitored, including (i) monitoring the investment
(pending expenditure) of Bond proceeds (and keep detailed records thereof) in order to
assure compliance with the arbitrage requirements applicable to the Bond, (ii) monitoring
the expenditures of Bond proceeds (and keep detailed records thereof), (iii) monitoring
the use of the Facility in order to ensure that the Bond continue to qualify as a qualified
501(c)(3) bond within the meaning of Section 145 of the Code, (iv) periodically
consulting with Bond Counsel with respect to arbitrage issues and compliance, and
(v) consulting with Bond Counsel as necessary to determine whether, and to what extent,
any change in the use or purpose of the financed facility will require any remedial action
under the relevant Treasury Regulations.
(2) For the purpose of this Section, a "Determination of Taxability" shall
mean the issuance of a statutory notice of deficiency by the Internal Revenue Service, or a ruling
of the National Office or any District Office of the Internal Revenue Service, or a final decision
of a court of competent jurisdiction, or a change in any applicable federal statute, which holds or
provides in effect that all of the interest payable on the Bond is includible, for federal income tax
purposes under Section 103 of the Code, in the gross income of the Lender or any other holder or
prior holder of the Bond for any reason, if the period, if any, for contest or appeal of such action,
ruling or decision by the Borrower or the Lender or any other interested party has expired
without any such contest or appeal having been properly instituted by the Lender, the Borrower
or any other interested party. The expenses of any such contest shall be paid by the party
initiating the contest, and neither the Lender nor the Borrower shall be required to contest or
appeal any Determination of Taxability. The "Date of Taxability" shall mean that point in time,
as specified in the determination, ruling, order, or decision, that the interest payable on the Bond
becomes includible in the gross income of the Lender or any other holder or prior holder of the
Bond, as the case may be, for federal income tax purposes.
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(3) If the Borrower receives a Determination of Taxability it will promptly
give notice of such Determination of Taxability to the Issuer and the Lender and the Bond shall
convert to a taxable obligation effective as of the Date of Taxability. The interest rate for interest
accruing from the Date of Taxability shall be adjusted to the "Taxable Rate" (as defined in the
Bond) on the date of the Determination of Taxability and the Borrower shall pay any interest
accruing from the Date of Taxability which is retroactively due as a result of the interest rate
adjustment on the next payment date along with regularly scheduled principal payment and
interest accruing from the previous payment date at the Taxable Rate, as provided in the Bond.
Section 4.6 Lease or Sale of Facility. The Borrower shall not lease, sell, convey or
otherwise transfer the Facility in whole or part, without first securing the written consent of the
Lender with respect to the Facility, provided that in no event shall such lease, transfer,
assignment or sale be permitted if the effect thereof would otherwise be to impair the validity or
the tax exempt status of the Bond, nor shall any such transaction release the Borrower of any of
its obligations under this Agreement, unless the Facility has been conveyed in whole and such
conveyance has been approved in writing by the Lender. The Borrower shall promptly notify the
Issuer of any such sale, transfer, assignment, or lease.
Section 4.7 Facility Operation and Maintenance Expenses, Insurance. The Borrower
shall pay or cause to be paid all expenses of the operation and maintenance of the Facility
including, but without limitation, all taxes and special assessments levied upon or with respect to
the Facility and payable during the term of this Agreement. The Borrower shall keep or cause to
be kept the Facility in good working order and condition, subject to ordinary wear and tear. The
Facility shall not be used for purposes which violate any Federal, State or other laws prohibiting
discrimination in access or employment based on race, creed, sex, sexual orientation, handicap,
ethnic origin, age or marital status. The Borrower shall purchase and maintain or cause to be
purchased and maintained such insurance as will protect the Borrower against risk of loss or
damage to its property and against claims which may arise from its maintenance and use of its
property, including all operations conducted in connection therewith, or from any other activities
of the Borrower, in amounts and with coverage not less than is reasonable and customary for a
senior housing facility comparable to the Borrower.
Section 4.8 Notification of Changes. The Borrower covenants and agrees that it will
promptly notify the Lender of:
(1) any litigation which might affect the Borrower or any of its properties,
where the amount in dispute, singly or in the aggregate, exceeds $50,000 and is not covered by
insurance, and any proceedings materially affecting the Borrower or its properties by or before
any governmental or regulatory authority;
(2) the occurrence of any Event of Default under this Agreement or under any
other loan agreement, debenture, Bond, purchase agreement or any other agreement providing
for the borrowing of money by the Borrower or any event of which the Borrower has knowledge
and which, with the passage of time or giving of notice, or both, would constitute an Event of
Default under this Agreement or under such other agreements or obligations whether owing to
the Lender or other lenders; and
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(3) any material adverse change in the operations, business, properties, assets
or conditions, financial or otherwise, of the Borrower.
Section 4.9 Financial Covenants. The Borrower will:
(a) Maintain a Debt Service Coverage Ratio of at least 1.00 to 1.00, measured
annually at the end of each Fiscal Year based on audited financial statements for such
Fiscal Year;
(b) Deliver to the Lender consolidated audited financial statements of the
Borrower, within 120 days of each Fiscal Year end;
(c) Deliver to the Lender internally prepared financial statements of the
Borrower within 30 days of the end of each fiscal quarter;
(d) Deliver to the Lender an annual compliance certificate substantially in the
form of Exhibit A within 120 days of the end of each Fiscal Year;
(e) Maintain its main depository and checking relationship with the Lender
for the term of the Bond; and
(f) Deliver to the Lender internally prepared financial statements within 60
days of the end of each Fiscal Year;
(g) Such other reports and financial information as Lender may, from time to
time, reasonably request.
Section 4.10 Access. The Borrower grants to the Lender and to the Lender's agents
access to the Facility at any reasonable time during normal business hours in order to inspect the
Facility subject to reasonable prior notice.
Section 4.11 Access to Books and Inspection. The Borrower shall keep proper books
of record and accounts with respect to the use and operation of the Facility, and, subject to any
privacy laws applicable to Borrower, upon request of the Lender or the Issuer, provide any duly
authorized representative of the Lender or the Issuer access during normal business hours to, and
permit such representative to examine, copy or make extracts from, or audit any and all books,
records and documents of the Borrower relating to the Project, or the Borrower's affairs and to
inspect any of its Facility and properties. (The Lender or the Issuer shall be permitted to disclose
the information contained therein to its legal counsel, its independent public accountants, any
participating lenders, or in connection with any action to collect any indebtedness of the
Borrower or to enforce this Agreement and the documents related hereto, or as otherwise
permitted or required by law).
Section 4.12 IRS Audit Expenses. The Borrower agrees to pay any reasonable costs
incurred by the Issuer or the Lender as a result of the Issuer's or the Lender's compliance with an
audit, random or otherwise, by the Internal Revenue Service, the Minnesota Department of
Revenue, the Office of the State Auditor, or any other governmental entity with respect to the
Bond or the Project, or the Facility.
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Section 4.13 Matters Related to Management Contracts. The manager under any
management contract for the management of the Facility shall be an organization recognized as
exempt under Section 501(c)(3) of the Code or such management contract shall comply with
Department of Treasury Revenue Procedure 2017-13 (and any amended or successor rule) and in
particular with one of the "safe harbor" limitations thereof.
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ARTICLE V
PREPAYMENT OF LOAN
Section 5.1 Prepayment at Option of Borrower. The Borrower may, at its option,
prepay the Loan, in whole or in part, on any date, by paying the principal amount to be prepaid
and accrued interest thereon, with such penalty or premium then due as set forth in the Bond, if
any. Any partial prepayment shall be applied in the order described in Paragraph of the Bond.
At the date fixed for prepayment, funds shall be paid to the Lender at its registered address
appearing on the Bond. In the event the Borrower elects to prepay the Loan, the Borrower shall
cause to be given in the name of the Issuer notice of prepayment of the Bond to the Lender by
first-class mail, addressed to the Lender at its registered address, not less than sixty (60) days
prior to the date fixed for prepayment, provided that the Lender may waive or provide alternative
reasonable notice requirements, and shall pay the prepayment price when due to the Lender. The
Issuer hereby authorizes the Borrower to give mailed notice of prepayment and, if required by
law, published notice of prepayment of the Bond in the name of the Issuer, from time to time.
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ARTICLE VI
EVENTS OF DEFAULT AND REMEDIES
Section 6.1 Events of Default. Any one or more of the following events is an Event of
Default under this Agreement:
(1) If the Borrower shall fail to make (a) any payments required under
Section 3.4 of this Agreement on the date due as set forth in the Bond, or (b) any other payment
due under this Agreement on or before the date that the payment is due and such default
continues for ten (10) days after receiving written notice of such failure from Lender.
(2) If the Borrower shall fail to observe and perform any other covenant,
condition or agreement on its part under this Agreement for a period of thirty (30) days after
written notice, specifying such default and requesting that it be remedied, given to the Borrower
by the Issuer or the Lender, unless the default does not consist of the non-payment of money and
cannot reasonably be cured within thirty (30) days then for such longer period as may be
reasonably necessary to remedy such default provided that the Borrower is proceeding with
reasonable diligence to remedy the same, and provided that such longer period does not place the
Project at material risk.
(3) If the Borrower shall file a petition in bankruptcy or for reorganization or
for an arrangement pursuant to any present or future federal bankruptcy act or under any similar
federal or state law, shall consent to the entry of an order for relief pursuant to any present or
future federal bankruptcy act or under any similar federal or state law, or shall make an
assignment for the benefit of its creditors or shall admit in writing its inability to pay its debts
generally as they become due, or if a petition or answer proposing the entry of an order for relief
of the Borrower under any present or future federal bankruptcy act or any similar federal or state
law shall be filed in any court and such petition or answer shall not be discharged or denied
within ninety (90) days after the filing thereof, or a receiver, trustee or liquidator of the Borrower
of all or substantially all of the assets of the Borrower, or of the Project shall be appointed in any
proceeding brought against the Borrower and shall not be discharged within ninety (90) days
after such appointment or if the Borrower shall consent to or acquiesce in such appointment, or if
the estate or interest of the Borrower in the Facility or a part thereof shall be levied upon or
attached in any proceeding and such process shall not be vacated or discharged within ninety
(90) days after such levy or attachment; or if the Borrower shall be dissolved or liquidated or
shall be merged with or is acquired by another business entity in violation of Section 4.2.
(4) If the articles of incorporation of the Borrower shall expire or be annulled;
or if the Borrower shall be dissolved (other than administratively dissolved by the Minnesota
Secretary of State, so long as the Borrower is reinstated within one year) or liquidated (other than
when a new entity assumes the obligations of the Borrower under the conditions permitting such
action contained in Section 4.2).
(5) If any representation or warranty made by the Borrower herein, or by an
officer or representative of the Borrower in any document or certificate furnished the Lender or
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the Issuer in connection herewith or therewith or pursuant hereto or thereto, shall prove at any
time to be, in any material respect, incorrect or misleading as of the date made.
(6) If the Borrower shall default or fail to perform any covenant, condition or
agreement on its part under any of the Security Agreement, the Mortgage, or any other security
document securing the Bond, and such failure continues beyond the period set forth in such
documents during which the Borrower may cure the default.
(7) Any state or federal tax lien shall be filed against the Borrower and shall
remain undischarged for a period of sixty (60) days.
(8) All or any portion of the Land or the Facility, or the legal, equitable or any
other interest therein, shall be sold, transferred, assigned, leased, further encumbered (except as
permitted herein or in the Mortgage) or otherwise disposed of, unless the prior written consent of
the Lender is first obtained; provided that nothing in this Agreement prohibits the Borrower from
entering into an agreement for sale of the Land where the Loan and all other amounts due under
this Agreement and the other documents evidencing the Loan will be paid in full at the closing of
the sale.
Section 6.2 Remedies. Whenever any Event of Default referred to in Section 6.1
hereof shall have happened and be subsisting, any one or more of the following remedial steps to
the extent permitted by law may be taken by the Issuer with the prior written consent of the
Lender or by the Lender itself:
(1) The Lender's obligation to advance any further amounts under the Bond
shall terminate. Notwithstanding anything to the contrary contained herein or in any other
instrument evidencing or securing the Loan, the Lender may exercise the foregoing remedy upon
the occurrence of an event that would constitute such an Event of Default but for the requirement
that notice be given or that a period of grace or time elapse.
(2) The Issuer, upon written direction of the Lender, or the Lender may
declare all installments of the Loan (being an amount equal to that necessary to pay in full the
Principal Balance plus accrued interest thereon and any premium of the Bond assuming
acceleration of the Bond under the terms thereof and to pay all other indebtedness thereunder) to
be immediately due and payable, whereupon the same shall become immediately due and
payable by the Borrower.
(3) [Reserved.]
(4) The Issuer, upon written direction of the Lender (except as otherwise
provided in Section 7.9 herein), or the Lender (in either case at no expense to the Issuer) may
take whatever action at law or in equity may appear necessary or appropriate to collect the
amounts then due and thereafter to become due under this Agreement, or to enforce performance
and observance of any obligation, agreement or covenant of the Borrower under this Agreement.
(5) The Issuer, upon written direction of the Lender, or the Lender may
exercise any other remedy permitted under any other instrument evidencing or securing the Loan
including, without limitation, the Mortgage and the Security Agreement.
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(6) In addition to the remedies set forth in this Agreement, upon the
occurrence of any Event of Default and thereafter while the same be continuing, the Borrower
hereby irrevocably authorizes the Lender to set off all sums owing by the Borrower to the Lender
against all deposits and credits of the Borrower with, and any and all claims of the Borrower
against, the Lender.
Section 6.3 Disposition of Funds. Notwithstanding anything to the contrary contained
in this Agreement, any amounts collected pursuant to action taken under Section 6.2 hereof,
except for any amounts collected solely for the benefit of the Issuer under any of the provisions
set forth in Section 7.9, shall, after deducting (a) all reasonable expenses incurred in collecting
the same and (b) then accrued interest on the Bond, the remainder of such amounts, if any, be
applied as a prepayment of the Bond in accordance with Section 5.1.
Section 6.4 Manner of Exercise. No remedy herein conferred upon or reserved to the
Issuer or the Lender is intended to be exclusive of any other available remedy or remedies, but
each and every such remedy shall be cumulative and shall be in addition to every other remedy
given under this Agreement or now or hereafter existing at law or in equity by statute. No delay
or omission to exercise any right or power accruing upon any default shall impair any such right
or power or shall be construed to be a waiver thereof, but any such right and power may be
exercised from time to time and as often as may be deemed expedient. In order to entitle the
Issuer or the Lender to exercise any remedy reserved to either of them in this Article, it shall not
be necessary to give any notice, other than such notice as may be herein expressly required.
Section 6.5 Attorneys' Fees and Expenses. In the event the Borrower should default
under any of the provisions of this Agreement and the Issuer or the Lender should employ
attorneys or incur other expenses for the collection of amounts due hereunder or the enforcement
of performance of any obligation or agreement on the part of the Borrower, the Borrower will on
demand pay to the Issuer or the Lender the reasonable fees and costs of such attorneys and such
other expenses so incurred.
Section 6.6 Effect of Waiver. In the event any agreement contained in this Agreement
should be breached by either party and thereafter waived by the other party, such waiver shall be
limited to the particular breach so waived and shall not be deemed to waive any other breach
hereunder. The Lender shall not be deemed, by any act of omission or commission, to have
waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the
Lender and, then only to the extent specifically set forth in the writing. A waiver with reference
to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy
as to a subsequent event.
Section 6.7 Default Rate. Following an Event of Default hereunder, and for so long as
such Event of Default shall continue, the obligations of the Borrower hereunder shall bear
interest at an annual rate equal to % per annum over the interest rate on the Bond that would
otherwise be applicable (the "Default Rate"), for so long as such Event of Default continues.
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ARTICLE VII
GENERAL
Section 7.1 Notices. All notices, certificates or other communications hereunder shall
be sufficiently given and shall be deemed given when hand delivered or received by certified or
registered United States mail, return receipt requested, postage prepaid, with proper address as
indicated below. The Issuer, the Borrower, and the Lender may, by written notice given by each
to the others, designate any address or addresses to which notices, certificates or other
communications to them shall be sent when required as contemplated by this Agreement. Until
otherwise provided by the respective parties, all notices, certificates and communications to each
of them shall be addressed as follows:
To the Issuer: City of Hutchinson, Minnesota
111 Hanson St. SE
Hutchinson, MN 55350
Attn: City Administrator
To the Borrower: Prince of Peace Senior Apartments, Inc.
301 Glen St. SW
Hutchinson, MN 55350
Attn: Executive Director
To the Lender: Citizens Bank & Trust Co., Hutchinson, Minn.
102 Main Street South
PO Box 399
Hutchinson, MN 55350
Attn: Ben Beckman, Vice President
Section 7.2 Binding Effect. This Agreement shall inure to the benefit of and shall be
binding upon the Issuer and the Borrower and their respective successors and assigns.
Section 7.3 Severability. In the event any provision of this Agreement shall be held
invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate
or render unenforceable any other provision hereof.
Section 7.4 Amendments, Changes and Modifications. Except as otherwise provided
in this Agreement or in the Resolution, subsequent to the Closing date and before the Bond are
satisfied and discharged in accordance with their terms, this Agreement may not be effectively
amended, changed, modified, altered, or terminated without the prior written consent of the
Lender.
Section 7.5 Execution Counterparts. This Agreement may be simultaneously executed
in several counterparts, each of which shall be an original and all of which shall constitute but
one and the same instrument.
Section 7.6 Limitation of Issuer's Liability. It is understood and agreed by the
Borrower and the Lender that no covenant of the Issuer herein shall give rise to a pecuniary
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liability of the Issuer or a charge against its general credit, or taxing powers. It is further
understood and agreed by the Borrower and the Lender that the Issuer shall incur no pecuniary
liability hereunder, and shall not be liable for any expenses related hereto, including
administrative expenses and fees and disbursements of the Issuer's attorney, Bond Counsel and
fiscal consultant retained in connection therewith, all of which expenses the Borrower agrees to
pay.
Section 7.7 Issuer's Attorneys' Fees and Costs. If, notwithstanding the provisions of
Section 7.6 hereof, the Issuer incurs any expense, or suffers any losses, claims or damages, or
incurs any liabilities in connection with the transaction contemplated by this Agreement, the
Borrower will indemnify and hold harmless the Issuer from the same and will reimburse the
Issuer for any reasonable legal or other expenses incurred by the Issuer in relation thereto. The
Borrower shall also reimburse the Issuer for all other costs, fees, and expenses, including without
limitation reasonable attorneys' fees, paid or incurred by the Issuer in connection with (i) the
discussion, negotiation, preparation, approval, execution and delivery of this Agreement, the
Bond, the Pledge Agreement and the documents and instruments related hereto or thereto;
(ii) any amendments or modifications hereto or to the Bond, the Pledge Agreement and any
document, instrument or agreement related hereto or thereto, and the discussion, negotiation,
preparation, approval, execution and delivery of any and all documents necessary or desirable to
effect such amendments or modifications; and (iii) the enforcement by the Issuer during the term
hereof or thereafter of any of the rights or remedies of the Issuer hereunder or under the Bond,
the Pledge Agreement or any document, instrument or agreement related hereto or thereto,
including, without limitation, costs and expenses of collection in the Event of Default, whether
or not suit is filed with respect thereto.
Section 7.8 Release. The Borrower hereby acknowledges and agrees that the Issuer
shall not be liable to the Borrower, and hereby releases and discharges the Issuer from any
liability, for any and all losses, costs, expenses (including attorneys' fees), damages, judgments,
claims and causes of action, paid, incurred or sustained by the Borrower as a result of or relating
to any action, or failure or refusal to act, on the part of the Lender with respect to this Agreement
or the documents and transactions related hereto or contemplated hereby, including, without
limitation, the exercise by the Lender of any of its rights or remedies pursuant to Article VI, the
Bond, the Pledge Agreement, the Mortgage, or any collateral security documents. The
Borrower's release of the Issuer pursuant to the preceding sentence does not extend to the Lender
following the assignment of the Issuer's rights to the Lender pursuant to the Pledge Agreement.
Section 7.9 Pledge and Assignment by Issuer and Survival of Obligations. The Issuer
may pledge and assign its rights under this Agreement and any related documents to the Lender
to secure payment of the principal of and interest and premium, if any, on the Bond, conditioned
upon the Lender's assumption of the Issuer's and Lender's obligations to the Borrower hereunder,
except for the Issuer's obligations in connection with its representations in Section 2.1 hereof,
which are not being assumed, but any such assignment shall not operate to limit or otherwise
affect the following provisions hereof to the extent that they run to the Issuer from the Borrower
to which extent they shall survive any such assignment:
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Section 3.5
Section 6.5
Section 4.1
Section 7.6
Section 4.3
Section 7.7
Section 4.11
Section 7.8
Section 4.12
Upon any such pledge and assignment, the provisions immediately above running to the Issuer
from the Borrower for the Issuer's benefit shall run jointly and severally to the Issuer and the
Lender (if appropriate), provided that the Issuer shall have the right to enforce any retained rights
without the approval of the Lender but only upon prior written notice to the Lender and if the
Lender is not enforcing such rights in a manner to protect the Issuer or is otherwise taking action
with respect thereto that brings adverse consequences to the Issuer. The obligations of the
Borrower running to the Issuer and the Lender for the purpose of preserving the tax exempt
status of the Bond or otherwise for the Issuer's benefit under the foregoing Sections shall survive
repayment of the Bond and interest thereon. All other agreements, representations and
warranties made in this Agreement shall survive the execution of this Agreement and the making
of the Loan, and shall continue until the Lender receives payment in full of all indebtedness of
the Borrower incurred under this Agreement.
Section 7.10 Required Approvals. Consents and approvals required by this Agreement
to be obtained from the Borrower or the Issuer shall be in writing and shall not be unreasonably
withheld or delayed.
Section 7.11 Termination Upon Retirement of Bond. At any time when no Principal
Balance on either of the Bond remains outstanding, and arrangements satisfactory to the Lender
and the Issuer have been made for the discharge of all other accrued and contingent liabilities, if
any, under this Agreement, this Agreement shall terminate, except as otherwise expressly
provided in Section 7.9 or otherwise herein or in a separate writing signed by the Borrower, the
Issuer, and the Lender.
Section 7.12 Expenses of Lender. Upon Closing, the Borrower shall pay the Lender a
loan origination fee equal to $ . The Borrower shall also pay or reimburse the Lender
for any and all costs and expenses, including, without limitation, reasonable attorneys' fees, paid
or incurred by the Lender in connection with (i) review, negotiation, preparation, and approval of
this Agreement and any other document or agreement related hereto or thereto or the transactions
contemplated hereby; (ii) the review, negotiation, preparation, and approval of any amendments,
modifications or extensions to any of the foregoing documents, instruments or agreements, and
the preparation and consummation of any and all documents necessary or desirable to effect such
amendments, modifications or extensions; (iii) any appraisals, environmental assessments,
surveys, or other reports relating to the Land which the Lender is authorized to seek, order or
prepare pursuant to this Agreement or any other instrument evidencing or securing the Loan or is
required to seek, order or prepare pursuant either to applicable laws or regulations or the Lender's
policies or procedures generally applicable to commercial mortgage loans by the Lender; (iv)
any reasonable fees or costs charged to the Lender by an architect or other design or inspection
professional engaged by the Lender to, among other things, inspect the construction of any
approved improvements to the Land, or verify compliance thereof with applicable building and
zoning laws; (v) all title insurance premiums, filing and recording fees and mortgage registration
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tax paid or payable in connection with the consummation of the transaction contemplated
hereby; and (vi) the enforcement by the Lender during the term hereof or thereafter of any of the
rights or remedies of the Lender under any of the foregoing documents, instruments or
agreements or under applicable law, whether or not suit is filed with respect thereto (attorneys'
fees and costs are limited to reasonable fees and costs).
Section 7.13 Entire Agreement. This Agreement contains the entire agreement of the
parties with respect to the subject matter of this Agreement and supersedes any and all prior
letters, proposals, contracts and understandings between the parties with respect to the same,
including, but not limited to, any proposal or commitment letter, and such letters, proposals,
contracts and understandings are hereby terminated.
Section 7.14 Further Assurances. At any time and from time to time, upon request by
the Lender, the Borrower will make, execute and deliver or cause to be made, executed and
delivered, to the Lender, any and all other further instruments, certificates and other documents
as may, in the reasonable opinion of the Lender, be necessary or desirable in order to effectuate,
complete, secure, or perfect, or to continue and preserve, the obligations of the Borrower
hereunder and under any of the other documents related to the Loan. Upon any failure by the
Borrower so to do after ten (10) days written notice from the Lender, the Lender may make,
execute and record any and all such instruments, certificates and documents for and in the name
of the Borrower at the Borrower's expense and the Borrower hereby irrevocably appoints the
Lender its agent and attorney -in -fact of the Borrower so to do. The Borrower hereby
understands, acknowledges and agrees that the Lender may prepare and file such UCC financing
statements or similar instruments as may be necessary to perfect the Lender's security interest in
any real or personal property pledged by the Borrower as security for the Loan.
Section 7.15 Non -Responsibility. Neither the Issuer nor the Lender assumes liability
for the sufficiency of Loan proceeds to complete the Project.
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IN WITNESS WHEREOF, the Issuer and the Borrower have caused this Agreement to
be executed in their respective names all as of the date first above written.
CITY OF HUTCHINSON, MINNESOTA
By
Mayor
By
City Administrator
[Signature page to Loan Agreement between the City of Hutchinson, Minnesota and
Prince of Peace Senior Apartments, Inc.]
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Prince of Peace Senior Apartments, Inc.
LM
Its Executive Director
Loan Agreement between the City of Hutchinson, Minnesota and
Prince of Peace Senior Apartments, Inc.
S-2
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EXHIBIT A
[FORM OF COMPLIANCE CERTIFICATE
The undersigned, certifies as follows to Citizens Bank & Trust Co. (the "Lender"), with
reference to that certain Loan Agreement dated as of November 1, 2019 (the "Loan Agreement")
between Prince of Peace Senior Apartments, Inc. (the "Borrower") and the City of Hutchinson,
Minnesota (the "Issuer") (any capitalized terms used herein and not defined shall have its
respective meaning as set forth in the Loan Agreement):
1. The undersigned has made a review of all activities of the Borrower during the
preceding fiscal year ended December 31, 20 , for the purpose of determining whether or not
the Borrower has complied with all of the terms, provisions and conditions of the Loan
Agreement.
2. To the best of the undersigned's knowledge, the Borrower has kept, observed,
performed and fulfilled each and every covenant, provision and condition in the Loan Agreement
(including, without limitation, those financial covenants set forth in Article IV of the Loan
Agreement as calculated below) on their part to be performed and no Event of Default or Default
has occurred.
3. Calculation of Financial Covenants:
(a) Debt Service Coverage Ratio
Calculation:
Sum of:
(a) Change in Unrestricted Net Assets
(net of unrealized gains or losses on investments)
(b) Plus depreciation expense
(c) Plus amortization and other non -cash expenses
(d) Plus interest expense
(e) Plus equity contributions
(f) Less dividends and distributions of cash or assets
Total
Divided by the sum of:
(x) Obligations to pay principal on indebtedness
during such fiscal year ended
(y) Plus interest expense on indebtedness during
such fiscal year ended
Total
Debt Service Coverage Ratio: to 1.00
Covenant Requirement: 1.00 to 1.00
Compliance? (circle one): YES NO]
A-1
12iissnvi
All amounts and calculations set forth in this Certificate are accurate and complete in all
material respects and are made in accordance with the Loan Agreement.
IN WITNESS WHEREOF, the Borrower has executed and delivered this Certificate as of
the day of , 20
PRINCE OF PEACE SENIOR
APARTMENTS, INC.
By _
Name
Title
A-2
12iissnvi
FORM OF DISBURSEMENT REQUEST
$ Requisition No.
, 20
Citizens Bank & Trust Co., Hutchinson, Minn.
102 Main St. S.
PO Box 399
Hutchinson, MN 55350
Ladies and Gentlemen:
On behalf of Prince of Peace Senior Apartments, Inc., a Minnesota nonprofit corporation
(the 'Borrower"), I hereby requisition from the funds representing the proceeds of the
$3,500,000 City of Hutchinson, Minnesota Senior Housing Facility Revenue Bond of 2019
(Prince of Peace Expansion Project) (the 'Bond"), issued by the City of Hutchinson, Minnesota
(the "Issuer"), and dated November 1, 2019, which funds are to be advanced by Citizens Bank &
Trust Co., Hutchinson, Minn. (the "Lender"), under the Loan Agreement, dated as of November
1, 2019 (the "Loan Agreement") between the Issuer and the Borrower, the sum of $
I hereby certify that (a) the amount set forth above was incurred by the Borrower or a
"Related Organization" (as defined below) in connection with the Project (defined to in the Loan
Agreement), is a proper charge against the Project Costs (as defined in the Loan Agreement), and
has not been the basis for any prior requisition which has been paid; (b) the Borrower has not
received written notice of any lien, right to lien or attachment upon, or claim affecting the right
of any payee to receive payment of, any of the money payable under this requisition to any of the
persons, firms or corporations named herein, or if any notice of any such lien, attachment or
claim has been received such lien, attachment or claim has been released or discharged or will be
released or discharged upon payment of this requisition; (c) this requisition contains no items
representing payment on account of any retained percentages which the Borrower or Related
Organization is entitled to retain at this date; (d) subject to the last sentence of this paragraph, the
payment of this requisition will not result in (i) less than substantially all (95% or more) of the
proceeds of the Bond to be expended under this requisition and under all prior requisitions
having been used for the acquisition and installation of real property or property of a character
subject to the allowance for depreciation under the Internal Revenue Code of 1986, as amended
(the "Code") or (ii) more than 2% of the proceeds of the Bond having been used to pay for
issuance costs within the meaning of Section 147(g)(1) of the Code; and (e) no "Event of
Default" (as defined in the Loan Agreement), or event which after notice or lapse of time or both
would constitute such an "Event of Default" has occurred and not been waived. Notwithstanding
the foregoing, the undersigned may requisition to pay issuance costs with respect to the Bond at
any time and from time to time, so long as such requisition, together with all prior requisitions,
M.
12iissnvi
do not include amounts to pay issuance costs that exceed in total 2% of the Bond Proceeds
expected to be available to pay Project Costs.
Capitalized terms used in this requisition and certificate and not defined herein shall have
the meanings assigned thereto in the Loan Agreement. "Related Organization" means any
corporation, foundation, joint venture or partnership related to the Borrower either as a parent,
subsidiary, or brother/sister or is under common control with the Borrower and that is recognized
as an organization described in Code Section 501(c)(3).
The following paragraph is to be completed when any requisition and certificate includes
any item for payment for labor or to contractors, builders or materialmen.
I hereby certify that insofar as the amount covered by the above requisition includes
payments to be made for labor or to contractors, builders or materialmen, including materials or
supplies, in connection with the acquisition of the Project, (i) all obligations to make such
payment have been properly incurred, (ii) any such labor was actually performed and any such
materials or supplies were actually furnished or installed in or about the Project and are a proper
charge against the Project Costs, and (iii) such materials or supplies either are not subject to any
lien or security interest or, if the same are subject, such lien or security interest will be released
or discharged upon payment of this requisition.
Borrower Representative
APPROVED this day of ,
CITIZENS BANK & TRUST, CO.,
HUTCHINSON, MINN., as Lender
By: _
Name:
Title:
M.
12iissnvi
PLEDGE AGREEMENT
This Pledge Agreement is made as of November 1, 2019 between the City of Hutchinson,
Minnesota, a home -rule charter city (the "Issuer"), and Citizens Bank and Trust Co., Hutchinson,
Minn. (the "Lender").
Recitals
WHEREAS, Prince of Peace Senior Apartments, Inc., a Minnesota nonprofit corporation
(the "Borrower"), and the Issuer have entered into a Loan Agreement (the "Loan Agreement") of
even date herewith, pursuant to which the Issuer will lend to the Borrower the proceeds of the
$3,500,000 Senior Housing Facility Revenue Bond of 2019 (Prince of Peace Expansion Project)
(the "Bond"); and
WHEREAS, the Bond are to be payable from and secured by the loan repayments to be
made by the Borrower under the Loan Agreement; and the Lender, as a condition to the purchase
of the Bond, has required the execution of this Pledge Agreement.
NOW THEREFORE, as an inducement to the Lender to purchase the Bond, and in
consideration of the promises and other good and valuable consideration, the receipt and
sufficiency whereof are hereby acknowledged, the parties hereby agree as follows:
1. In order to secure the due and punctual payment of the Bond and all other sums
due the Lender under the Loan Agreement, the Issuer does hereby pledge and assign to the
Lender all of the Issuer's right, title and interest in and to the Loan Agreement, subject to the
Issuer's rights under the provisions of Section 7.9 thereof.
2. [Reserved.]
3. The Issuer hereby authorizes the Lender to exercise, whether or not a default
exists under the Bond or an Event of Default has occurred under the Loan Agreement, either in
the Issuer's name or the Lender's name, any and all rights or remedies available to the Issuer
under the Loan Agreement. The Issuer agrees, on request of the Lender, to execute and deliver
to the Lender such other documents or instruments as shall be deemed necessary or appropriate
by the Lender at any time to confirm or perfect the security interest hereby granted. The Issuer
hereby appoints the Lender its attorney -in -fact to execute on behalf of the Issuer, and in its name,
any and all such assignments, financing statements or other documents or instruments which the
Lender may deem necessary or appropriate to perfect, protect or enforce the security interest
hereby granted.
4. The Issuer will not:
(a) exercise or attempt to exercise any remedies under the Loan Agreement,
except as permitted by Sections 6.2 and 7.9 of the Loan Agreement, or terminate, modify or
accept a surrender of the same, or by affirmative act, consent to the creation or existence of any
security interest or other lien in the Loan Agreement to secure payment of any other
indebtedness; or
(b) receive or collect or permit the receipt or collection of any payments,
receipts, rentals, profits or other moneys under the Loan Agreement (except as allowed under
Section 7.9 thereof) or assign, transfer or hypothecate (other than to the Lender hereunder) any
of the same then due or to accrue in the future.
5. The Issuer expressly covenants and agrees that the Lender shall be entitled to
receive all payments under the Loan Agreement (except any payments due the Issuer under
Section 7.9 thereof), and hereby authorizes and directs the Borrower to make such payments
directly to the Lender. The Lender covenants and agrees that all payments received by the
Lender pursuant to the Loan Agreement shall be applied as provided in the Loan Agreement.
6. The Lender agrees to advance the purchase price of the Bond directly to the
Borrower as provided in the Bond and the Loan Agreement. In accordance with Section 7.9 of
the Loan Agreement the Lender hereby assumes the Issuer's and Lender's obligations to the
Borrower thereunder except for the Issuer's obligations in connection with its representations in
Section 2.1 of the Loan Agreement which are not being assumed.
7. If an Event of Default (as defined in the Loan Agreement) shall occur, and not
cured within an applicable cure period, and be continuing, the Lender may exercise any one or
more or all, and in any order, of the remedies hereinafter set forth, in addition to any other
remedy at law or in equity or specified in the Loan Agreement, it being expressly understood that
no remedy herein conferred is intended to be exclusive of any other remedy or remedies; but
each and every remedy shall be cumulative and shall be in addition to every other remedy given
herein or now or hereafter existing at law or in equity or by statute:
(a) The Lender may, without prior notice of any kind declare the principal of
and interest accrued and any premium (as described in the Loan Agreement) on the Bond
immediately due and payable.
(b) The Lender may exercise any rights and remedies and options of a secured
party under the Uniform Commercial Code as adopted in the State of Minnesota and any and all
rights available to it under the Loan Agreement securing payment of the Bond.
8. Whenever any of the parties hereto is referred to, such reference shall be deemed
to include the successors and assigns of such party; and all the covenants, promises and
agreements in this Pledge Agreement contained by or on behalf of the Issuer or the Lender shall
bind and inure to the benefit of the respective successors and assigns of such parties whether so
expressed or not.
9. The unenforceability or invalidity of any provision or provisions of this Pledge
Agreement shall not render any other provision or provisions herein contained unenforceable or
invalid.
10. This Pledge Agreement shall in all respects be construed in accordance with and
governed by the laws of the State of Minnesota. This Pledge Agreement may not be amended or
modified except in writing signed by the Issuer and the Lender.
4
11. This Pledge Agreement may be executed, acknowledged and delivered in any
number of counterparts and each of such counterparts shall constitute an original but all of which
together shall constitute one agreement.
12. The terms used in this Pledge Agreement which are defined in the Loan
Agreement shall have the meanings specified therein, unless the context of this Pledge
Agreement otherwise requires, or unless such terms are otherwise defined herein.
13. No obligation of the Issuer hereunder shall constitute or give rise to a pecuniary
liability of the Issuer or a charge against its general credit or taxing powers, but shall be payable
solely out of the proceeds and the revenues derived under the Loan Agreement.
[The remainder of this page intentionally left blank. Signature pages follow.]
3
IN WITNESS WHEREOF, the Issuer and the Lender have caused this Pledge Agreement
to be duly executed as of the day and year first above written.
CITY OF HUTCHINSON, MINNESOTA
By
Mayor
LM
City Administrator
[Signature page to Pledge Agreement]
S-1
CITIZENS BANK & TRUST CO.,
HUTCHINSON, MINN.
:A
Vice President
[Signature page to Pledge Agreement]
S-2
SPACE ABOVE THIS LINE FOR RECORDER'S USE
This Mortgage contains after -acquired property provisions and constitutes a fixture
financing statement under Minnesota Statutes, Section 336.9-502.
The Maximum Principal Indebtedness Secured by the Mortgage is $3,500,000.
MORTGAGE, SECURITY AGREEMENT
AND FIXTURE FINANCING STATEMENT
I:•
PRINCE OF PEACE SENIOR APARTMENTS, INC.
IN FAVOR OF
CITIZENS BANK & TRUST CO., HUTCHINSON, MINN.
AS MORTGAGEE
Dated as of November 1, 2019
This instrument was drafted by:
Briggs and Morgan, Professional Association (DFB)
2200 IDS Center
80 South Eighth Street
Minneapolis, Minnesota 55402
1212oossvi
TABLE OF CONTENTS
Page
ARTICLE I COVENANTS OF THE MORTGAGOR............................................................
4
Section 1.1
Payment of Utility Charges, Taxes and Assessments ..........................
4
Section1.2
Liens.....................................................................................................
4
Section1.3
Care of Property...................................................................................
4
Section 1.4
Right of the Mortgagee to Enter..........................................................
5
Section1.5
Subrogation..........................................................................................
5
Section 1.6
Right of the Mortgagee to Perform ......................................................
5
Section 1.7
Sale of Mortgaged Property.................................................................
5
Section 1.8
Loan Agreement...................................................................................
6
Section 1.9
Miscellaneous Rights of the Mortgagee ..............................................
6
Section 1.10
Assignment of Rents............................................................................
6
Section 1.11
Further Assurances...............................................................................
9
Section1.12
Expenses..............................................................................................
9
Section 1.13
Books and Records..............................................................................
9
Section 1.14
Final Maturity Date..............................................................................
9
Section 1.15
Hazardous Materials............................................................................
9
Section 1.16
Removal of Fixtures...........................................................................
14
Section 1.17
Release of Real Property; Granting of Easements .............................
14
Section1.18
Escrows..............................................................................................
14
ARTICLE II INSURANCE, CONDEMNATION, USE OF PROCEEDS .............................
16
Section2.1
Insurance............................................................................................
16
Section 2.2
Condemnation....................................................................................
17
Section 2.3
Mortgagor to Repair, Replace, Rebuild or Restore ............................
17
Section 2.4
Use of Proceeds to Prepay Loan and Bond ........................................
18
ARTICLE III DEFAULT..........................................................................................................
19
Section 3.1
Event of Default Defined...................................................................
19
Section3.2
Remedies............................................................................................
19
Section 3.3
Purchase of Mortgaged Property.......................................................
20
Section 3.4
Appointment of Receiver...................................................................
20
Section3.5
Proceeds.............................................................................................
20
Section 3.6
Proceedings Discontinued..................................................................
21
Section 3.7
Waiver of Appraisement, Marshalling ...............................................
21
ARTICLE IV MISCELLANEOUS...........................................................................................
22
Section 4.1
No Implied Waiver............................................................................
22
Section 4.2
Remedies Cumulative........................................................................
22
Section 4.3
Successors and Assigns......................................................................
22
Section4.4
Notices...............................................................................................
22
Section4.5
Headings............................................................................................
22
Section4.6
Indemnity...........................................................................................
22
-1-
1212oossvi
TABLE OF CONTENTS
(continued)
Page
EXHIBIT A
Legal Description.............................................................................................
A-1
EXHIBIT B
Permitted Encumbrances..................................................................................
B-1
EXHIBIT C
Environmental Reports.....................................................................................
C-1
EXHIBIT D
Insurance Requirements...................................................................................
D-1
iaiaoossvi
MORTGAGE, SECURITY AGREEMENT
AND FIXTURE FINANCING STATEMENT
THIS MORTGAGE, SECURITY AGREEMENT AND FIXTURE FINANCING
STATEMENT, (the "Mortgage") dated as of the 1st day of November, 2019, made and given by
PRINCE OF PEACE SENIOR APARTMENTS, INC., a Minnesota nonprofit corporation (the
"Mortgagor" or `Borrower") in favor of CITIZENS BANK & TRUST CO., HUTCHINSON,
MINN., a Minnesota banking corporation, in Hutchinson, Minnesota, (the "Mortgagee" or
"Lender");
WITNES SETH:
WHEREAS, the City of Hutchinson, Minnesota, (the "City") has issued its Senior
Housing Facility Revenue Bond of 2019 (Prince of Peace Expansion Project) (as it may be
amended or supplemented from time to time, the "Bond") with a final maturity date of
November 1, 2044 and bearing interest and maturing as provided therein and the Lender has
purchased the Bond from the City; and
WHEREAS, the City will loan the proceeds of the Bond to the Mortgagor pursuant to a
Loan Agreement dated as of the date hereof, between the City and the Borrower (as it may be
amended or supplemented from time to time, the "Loan Agreement") for the purpose of (i)
financing: (i) the expansion, construction, and equipping of eleven (11) additional independent
living units and (ii) the construction, conversion, and equipping of two (2) existing living units
into office and common space in an existing multifamily senior housing facility, totaling
approximately 18,882 square feet, located at 301 Glen Street Southwest, in the City; and
WHEREAS, the Bond is issued pursuant to and in full compliance with the Constitution
and laws of the State of Minnesota, particularly Minnesota Statutes, Chapter 462C, as amended
and pursuant to a resolution of the City Council duly adopted on October 22, 2019 (the
"Resolution"). The City's interest in the Loan Agreement, except for certain reserved rights, has
been assigned to the Lender; and
WHEREAS, pursuant to the Loan Agreement, the Borrower has covenanted, among other
things, to make loan repayments sufficient to pay amortized installments of principal and interest
on the Bond when due; and
WHEREAS, the City and the Lender have required, as a condition for the issuance of the
Bond by the City and for the purchase of the Bond by the Lender, that the Mortgagor secure the
Bond by this Mortgage.
NOW, THEREFORE, THIS MORTGAGE FURTHER WITNESSETH, that in
consideration of the aggregate sum of $3,500,000 (or so much thereof as from time to time
remains unpaid under the Loan Agreement) made available to the Mortgagor by the Mortgagee
through the purchase of the Bond and other good and lawful consideration, the receipt and
sufficiency of which is hereby acknowledged, and to secure, and as security for the payment of
the principal of and interest on the Bond by the City and Mortgagor to the Mortgagee and all
other indebtedness, obligations, liabilities provided for herein, and the performance and
1212oossvi
observance by the Mortgagor of all of the other covenants, agreements, representations,
warranties and conditions herein or contained in the Loan Agreement and the Bond, the
Mortgagor does hereby grant, bargain, sell, convey, assign, transfer, pledge, set over and confirm
and grant a lien and security interest unto the Mortgagee, its successors and assigns, forever, the
tracts of land (hereinafter sometimes called the "Land"), described in Exhibit A attached hereto
and made a part hereof,
Together with Mortgagor's interest in (i) all of the buildings, structures and other
improvements now standing or at any time hereafter constructed or placed upon the Land; (ii) all
lighting, heating, ventilating, air-conditioning, sprinkling and plumbing fixtures, water and
power systems, engines and machinery, boilers, furnaces, oil burners, elevators and motors,
communication systems, dynamos, transformers, electrical equipment and all other fixtures of
every description located in or on, or used, or intended to be used in connection with the Land or
any building now or hereafter located thereon (excluding, however, fixtures and personal
property owned by Mortgagor, individual residents or any tenants occupying space in any
building now or hereafter located on the Land); (iii) all hereditaments, easements, appurtenances,
riparian rights, rents, issues, profits, insurance proceeds, condemnation awards, mineral rights
and water rights now or hereafter belonging or in any way pertaining to the Land or to any
building now or hereafter located thereon and all the estates, rights and interests of the
Mortgagor in the Land; (iv) all building materials for the Project; and (v) all proceeds of all of
the foregoing (all of the foregoing, together with the Land, are hereinafter referred to as the
"Mortgaged Property"); and the filing of this Mortgage shall constitute the filing of a financing
statement in the office wherein it is filed and a carbon, photographic or other reproduction of this
document may also be filed as a financing statement:
Name and Address of Debtor and Record
Owner of the Mortgaged Property:
Prince of Peace Senior Apartments, Inc.
301 Glen Street SW
Hutchinson, Minnesota 55350
Attn: Executive Director
Names and Addresses of Secured Party: Citizens Bank & Trust Co.
102 Main Street S
PO Box 399
Hutchinson, Minnesota 55350
Attn: Ben Beckman, Vice President
Description of the Types (or items) of See above
property covered by this financing
statement:
Description of real estate to which all or a See Exhibit "A" attached hereto.
part of the collateral is attached or upon
which it is located:
Some of the above described collateral is or is to become fixtures upon the real estate described
on Exhibit "A", and this financing statement is to be filed for record in the public real estate
records.
4
1212oossvi
TO HAVE AND TO HOLD the Mortgaged Property unto the Mortgagee forever.
PROVIDED, NEVERTHELESS, that if the Mortgagor, by making all payments required
of it under the Loan Agreement hereinafter referred to, shall cause and permit to be paid the
principal sum of THREE MILLION FIVE HUNDRED THOUSAND DOLLARS ($3,500,000),
with interest at the rate set forth in the Bond as the same may change from time to time and is
adjusted in the manner set forth in the Bond, and any other sums due and owing under the Bond,
and shall also pay or cause to be paid all other sums, with interest thereon, as may be advanced
by the Mortgagee in accordance with this Mortgage either to protect the lien of this Mortgage, or
by way of additional loan or for any other purpose, and shall also keep and perform all and
singular the covenants herein, and the Loan Agreement, required on the part of the Mortgagor to
be kept and performed, then this Mortgage shall be null and void, in which event the Mortgagee
will execute and deliver to the Mortgagor in form suitable for recording a full satisfaction of this
Mortgage; otherwise this Mortgage shall remain in full force and effect.
The Mortgagor represents, warrants and covenants to and with the Mortgagee that it is
lawfully seized of the Mortgaged Property in fee simple and has the right and lawful City to
mortgage the same as provided herein; that the Mortgaged Property is free from all liens and
encumbrances except Permitted Encumbrances; that all buildings, structures and other
improvements now or hereafter located on the Land are, or will be, located entirely within the
boundaries of the Land; and that the Mortgagor will warrant and defend the title to the
Mortgaged Property against all claims and demands whatsoever not specifically excepted herein.
The Mortgagor further represents, warrants and covenants that the Loan Agreement and
this Mortgage have been validly executed and delivered and are valid and enforceable
obligations of the Mortgagor in accordance with the terms thereof and hereof, and that this
Mortgage does not, nor does the Loan Agreement, nor does the performance or observance by
the Mortgagor of any of the covenants, agreements or matters or things in this Mortgage, or the
Loan Agreement provided for, contravene or result in the violation of or default under any
covenant in any indenture or agreement affecting the Mortgagor or the Mortgaged Property.
3
iaiaoossvi
ARTICLE I
COVENANTS OF THE MORTGAGOR
The Mortgagor further covenants and agrees as follows:
Section 1.1 Payment of Utility Charges, Taxes and Assessments. Mortgagor shall,
before any penalty attaches thereto, pay or cause to be paid all charges made for electricity, gas,
heat, water, or sewer furnished or used in connection with the Mortgaged Property, and all taxes,
assessments, levies and encumbrances of every nature heretofore or hereafter assessed against
the Mortgaged Property and upon demand will furnish the Mortgagee receipted bills evidencing
such payment.
Nothing in this section shall require the payment or discharge of any obligation imposed
upon the Mortgagor so long as the Mortgagor shall in good faith and at its own expense contest
the same or the validity thereof by appropriate legal proceeding which shall operate to prevent
the collection thereof or other realization thereon and the sale or forfeiture of the Mortgaged
Property or any part thereof to satisfy the same; provided that during such contest the Mortgagor
shall, at the option of the Mortgagee, provide security satisfactory to the Mortgagee, assuring the
discharge of the Mortgagor's obligation under said section and of any additional charge, penalty
or expense arising from or incurred as a result of such contest; and provided further, that if at any
time payment of any obligation imposed upon the Mortgagor by said section shall become
necessary to prevent the delivery of a tax deed conveying the Mortgaged Property or any portion
thereof because of nonpayment, then Mortgagor shall pay the same in sufficient time to prevent
the delivery of such tax deed.
Section 1.2 Liens. Except for liens and encumbrances listed on Exhibit B hereto (the
"Permitted Encumbrances") or any other liens consented to in writing by the Mortgagee, the
Mortgagor will keep the Mortgaged Property free from all liens and encumbrances of every
nature heretofore or hereafter arising which might or could be prior to or equal to the security
interest of this Mortgage; and upon written demand of the Mortgagee, the Mortgagor will pay
and procure the release of any such lien or encumbrance.
Section 1.3 Care of Property. The Mortgagor will take good care of the Mortgaged
Property, and will maintain the same in good repair and condition, ordinary depreciation
excepted. Accordingly, the Mortgagor will not (i) commit or permit waste or construct any new
buildings, structures or other improvements on the Land; (ii) add to or alter the design or
structural character of any building, structure or other improvement now or hereafter erected
upon the Land; (iii) remove or permit removal of any buildings, structures or other
improvements or fixtures (except as permitted under Section 1.16 hereof) of any kind from the
Land; nor (iv) do any act that would impair or lessen the value of the Mortgaged Property, if, by
any of the foregoing actions, the value and condition of the Mortgaged Property would be
reduced such that the percent of loan to value of the Project exceeds 75% at any time during the
term of this Agreement.
M
1212oossvi
If Lender, in the exercise of its sole reasonable judgment, deems that the
Mortgaged Property has deteriorated in value, Lender may at its option, but not more than once
per year, order an appraisal to be prepared at Borrower's expense in conformance with Lender's
appraisal policy, and in compliance with all of the minimum standards as required by the Federal
Financial Institutions Reform, Recovery and Enforcement Act of 1989, as amended and then
prevailing standards of appraisal practice, and signed by an appraiser acceptable to Lender,
reflecting a value for the Project sufficient to support a loan -to -value ratio of 75% or less as of
the date of determination.
If the unpaid principal amount of the Bond is greater than 75% of the
value of the Project as specified in the appraisal, as of the date of the appraisal, Borrower shall,
within twenty (20) days following written notification from Lender, reduce the aggregate
principal balance outstanding under the Bond by an amount necessary to meet the percent of loan
to value of not more than 75%.
Section 1.4 Right of the Mortgagee to Enter. The Mortgagor will permit the
Mortgagee and its agents to enter and to authorize others to enter upon any or all of the
Mortgaged Property, at any reasonable time and from time to time, to inspect the same, and, after
giving the Mortgagor reasonable notice and opportunity to perform, to perform or observe any
covenants, conditions, or terms which the Mortgagor shall fail to perform, meet or comply with,
or for any other purpose in connection with the protection or preservation of the Mortgagee's
security, without thereby becoming liable to the Mortgagor or any person in possession under the
Mortgagor except for the Mortgagee's negligence or willful misconduct.
Section 1.5 Subrogation. If any prior lien is paid from the proceeds of the Bond
secured by this Mortgage, the Mortgagee shall be subrogated to the rights of the holder of such
prior lien as fully as if such lien has been assigned to the Mortgagee.
Section 1.6 Right of the Mortgagee to Perform. If the Mortgagor fails to pay all and
singular any taxes, assessments or other similar charges heretofore or hereafter assessed against
the Mortgaged Property or fails to obtain the release of any lien or encumbrance (other than
Permitted Encumbrances or otherwise consented to by the Mortgagee) of any nature heretofore
or hereafter arising upon the Mortgaged Property or fails to perform any other covenants and
agreements contained in this Mortgage or if any action or proceeding is commenced which
adversely affects or questions the title to or possession of the Mortgaged Property or the interest
of the Mortgagor or Mortgagee therein, then the Mortgagee, at the Mortgagee's option, after
giving the Mortgagor reasonable notice and opportunity to perform, may perform such covenants
and agreements, investigate and defend against such action or proceeding, and take such other
action as the Mortgagee deems necessary to protect the Mortgagee's interest. Any amounts
disbursed by the Mortgagee pursuant to this section, including court costs and expenses and
attorney's fees, with interest thereon, shall become additional indebtedness of the Mortgagor and
shall be secured by this Mortgage. Nothing contained in this paragraph shall require the
Mortgagee to incur any expense or to do any act hereunder.
Section 1.7 Sale of Mortgaged Property. Except to residents of the building known as
the nursing home facility in the ordinary course and as provided in the Loan Agreement and
except in accordance with Section 1.17, the Mortgagor shall not sell, assign, lease, convey,
E
1212oos5vi
mortgage or otherwise encumber the legal or equitable title or both legal and equitable title to all
or any portion of the Mortgaged Property without the prior written consent of the Mortgagee. So
long as the Bond is outstanding, no sale, assignment, lease, conveyance, mortgage or other
encumbrance shall be made which impairs the validity of the Bond or the exemption of the
interest payable thereon from federal income taxation. Upon any such sale described in this
Section, unless consented to by Mortgagor prior to its occurrence, the entire indebtedness
secured hereby shall become immediately due and payable without notice at the option of
Mortgagee and failure to exercise such option shall not constitute a waiver of the right to
exercise the same in the event of any subsequent transfer, sale or conveyance.
Section 1.8 Loan Agreement. The Mortgagor shall promptly and faithfully observe all
of the terms and provisions of the Loan Agreement binding upon it and will not permit any Event
of Default (as defined therein) to occur thereunder.
Section 1.9 Miscellaneous Rights of the Mortgagee. The Mortgagee may at any time
and from time to time, without notice, release any person liable for payment of any indebtedness
secured hereby, extend the time as permitted by law or agree to alter the terms of payment of any
of the indebtedness, accept additional security of any kind, release any property securing the
indebtedness or consent to the making of any plat or map of the Land or the creation of any
easement thereon or any covenants restricting use or occupancy thereof, or alter or amend the
terms of this Mortgage in any way for the benefit of the Mortgagor. No such release,
modification, addition or change shall affect the liability of any person other than the person so
released for payment of any indebtedness secured hereby, nor affect the priority and first lien
status of this Mortgage upon any property not released.
Section 1.10 Assignment of Rents. As further security for the indebtedness secured
hereby, the Mortgagor hereby bargains, sells, assigns and sets over to the Mortgagee the
immediate and continuing right to receive and collect all rents, issues, income and profits
generated in connection with any leases, tenancies, residency arrangements, parking
arrangements, room rentals or activities or licenses associated with the use, ownership or
occupancy, of the Mortgaged Property, which generate rents, issues, income and profits payable
to Mortgagor, which, whether before or after foreclosure or during the period of redemption shall
accrue and be owing for the use and occupation of the Mortgaged Property or of any part thereof,
provided, however, that until an Event of Default as hereinafter defined shall have occurred and
continue beyond any applicable grace period, the Mortgagee hereby authorizes the Mortgagor to
receive all such rents, issues, income and profits.
For the purpose aforesaid the Mortgagor does hereby constitute and
appoint the Mortgagee its attorney in fact, irrevocably in its name, with or without Mortgagee
taking possession of the Mortgaged Property at Mortgagee's option, without notice to Mortgagor
and without regard to the adequacy of the security for the indebtedness secured hereby, either in
person or by agent, with or without any action or proceeding, or by a receiver appointed by a
court of competent jurisdiction pursuant to Minnesota Statutes, Section 559.17, subd. 2, to rent,
lease, sublease, let or sublet all or any portion of the Mortgaged Property to any party or parties
at such rental and upon such terms, as it in its discretion may determine, and to receive, collect
and receipt for all sums due or owing for such use and occupation, as the same may accrue, with
the same rights and powers and subject to the same immunities, exoneration of liability and
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rights of recourse and indemnity as Mortgagee would have upon taking possession of the
Mortgaged Property. For the purposes aforesaid, upon the occurrence of an Event of Default the
Mortgagee may enter and take possession of the Mortgaged Property and manage and operate the
same and take any action which, in the Mortgagee's judgment, is necessary or proper to conserve
the value of the Mortgaged Property.
Mortgagor represents and warrants that the only leases existing with
respect to the Mortgaged Property are those to residents made in the ordinary course of
Mortgagor's business. Mortgagee accepts that rents with respect to the Mortgaged Property may
have been and may in the future be paid in the ordinary course of Mortgagor's business in
advance by such residents for a period of more than one month. Mortgagee accepts that
Mortgagor may in the ordinary course of its business choose to waive, release, reduce, discount,
discharge or compromise payment of rents by residents from time to time. Notwithstanding the
foregoing, Mortgagor covenants that upon the occurrence and continuation of any Event of
Default after expiration of any applicable cure period, it will refrain from accepting rent for more
than one month in advance and will refrain from waiving, releasing, reducing, discounting,
discharging or compromising any payment of rent pertaining to the Mortgaged Property.
Mortgagor waives any right of setoff against any person in possession of all or any portion of the
Mortgaged Property. Mortgagor represents that no rents or profits have been assigned to any
third party and agrees that it will not so assign any of said rents or profits without the prior
written consent of Mortgagee.
Mortgagor acknowledges and agrees that this assignment of leases and
rents, and Mortgagee's rights and remedies hereunder, may be enforced by Mortgagee
throughout the entire redemption period provided by applicable law following any foreclosure
sale of all or any portion of the Mortgaged Property.
Mortgagee shall not be obligated to perform or discharge, nor does it
hereby undertake to perform or discharge, any obligation, duty or liability under any leases,
sublease or rental agreements relating to the Mortgaged Property, and Mortgagor shall and does
hereby agree to indemnify and hold Mortgagee harmless from and against any and all liability,
loss or damage which it may or might incur under any such lease, sublease or agreement or under
or by reason of the assignment of the rents thereof and from and against any and all claims and
demands whatsoever which may be asserted against it by reason of any alleged obligations or
undertakings on its part to perform or discharge any of the terms, covenants or agreements
contained in any of such leases, provided that Mortgagor shall not indemnify and hold harmless
Mortgagee from any liability loss or damage resulting from acts or omissions of Mortgagee
which first occur on or after the date Mortgagee takes possession of the Mortgaged Property.
The right to enter and take possession of the Mortgaged Property, to
manage, operate and conserve the same, and to collect the rents, issues and profits thereof, shall
be in addition to all other rights or remedies of the Mortgagee hereunder or afforded by law, and
may be exercised concurrently therewith or independently thereof. Should Mortgagee incur any
liability, loss or damage by reason of this assignment of leases and rents, or in the defense of any
claim or demand, such liability, loss or damage (including without limitation any receiver's fees,
attorneys' fees, costs and agent's compensation) shall be secured hereby, and shall be payable by
the Mortgagor upon demand. The Mortgagee shall not be liable to account to the Mortgagor for
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any action taken pursuant hereto other than to account for any rents actually received by the
Mortgagee.
Should Mortgagee incur any liability, loss or damage by reason of this
assignment of leases and rents, or in the defense of any claim or demand, Mortgagor agrees to
reimburse Mortgagee for the amount thereof, including costs, expenses and attorneys' fees,
immediately upon demand.
Mortgagee, or such agent or receiver, in the exercise of the rights and
powers conferred upon it by this assignment of leases and rents shall have the full power to use
and apply the rents, issues, income and profits of the Mortgaged Property to which Mortgagor
would otherwise be entitled to the payment of or on account of the following in the order listed
below; provided, however, that nothing herein shall prohibit the right to reinstate pursuant to
Minnesota Statutes, Section 580.30, or the right to redeem granted pursuant to Minnesota
Statutes, Sections 580.23 and 581.10:
I. Reasonable receiver's fees;
It Application of tenant security deposits as required by Minnesota Statutes,
Section 50413.178;
III. Payment, when due, of prior or current real estate taxes or special assessments
with respect to the Mortgaged Property, or the periodic escrow for the
payment of the taxes or special assessments;
IV. Payment, when due, of premiums for insurance of the type required by this
Mortgage, or the periodic escrow for the payment of the premiums; and
V. All expenses for normal maintenance of the Mortgaged Property.
Any excess cash remaining after paying the expenses listed in clauses (I)
through (V) above shall be applied to the payment of the Bond and shall be deemed to be
credited to the amount required to be paid to effect a reinstatement or redemption or, if the period
of redemption ends without redemption, such remaining amounts shall be paid to the purchaser
at the foreclosure sale, its successors or assigns.
Mortgagor does further specifically authorize and instruct each and every
present and future lessee, sublessee, tenant or subtenant of the whole or any part of the
Mortgaged Property to pay all unpaid rental agreed upon in any lease or sublease to Mortgagee
upon receipt of demand from Mortgagee so to pay the same.
Any tenants, subtenants or other occupants of all or any part of the
Mortgaged Property are hereby authorized to recognize the claims of Mortgagee hereunder
without investigating the reason for any action taken by Mortgagee, or the validity or the amount
of indebtedness owing to Mortgagee, or the occurrence or existence of any Event of Default, or
the application to be made by Mortgagee of any amounts to be paid to Mortgagee. The sole
signature of any officer or attorney of Mortgagee shall be sufficient for the exercise of any rights
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under this assignment of leases and rents and the sole receipt of Mortgagee for any sums
received by such tenants, subtenants or other occupants shall be a full discharge and release
therefor. Checks for all or any part of the rentals collected under this assignment of leases and
rents shall be drawn to the exclusive order of Mortgagee.
Section 1.11 Further Assurances. At any time, and from time to time, upon request by
the Mortgagee, the Mortgagor will make, execute and deliver or cause to be made, executed and
delivered, to the Mortgagee, any and all other further instruments, certificates and other
documents as may, in the reasonable opinion of the Mortgagee, be necessary or desirable in
order to effectuate, complete, or perfect or to continue and preserve the obligations of the
Mortgagor under the Loan Agreement and the estate and security interest granted by this
Mortgage. Failure by the Mortgagor so to do shall be deemed an Event of Default hereunder
which, if not cured within the applicable grace period, shall enable the Mortgagee, at its option,
to make, execute and record any and all such instruments, certificates and documents for and in
the name of the Mortgagor and the Mortgagor hereby irrevocably appoints the Mortgagee the
agent and attorney in fact of the Mortgagor so to do.
Section 1.12 Expenses. The Mortgagor will pay or reimburse the Mortgagee for all
reasonable attorney's fees, costs and expenses incurred by the Mortgagee in any proceedings
involving the estate of a decedent or an insolvent, or in any action, legal proceeding or dispute of
any kind in which the Mortgagee is made a party, or appears as party plaintiff or defendant,
affecting the indebtedness secured hereby, this Mortgage or the interest created herein, or the
Mortgaged Property, including but not limited to the exercise of the power of sale set forth in this
Mortgage, any condemnation action involving the Mortgaged Property, or collection of
insurance proceeds or any action to protect the security hereof, and any such amounts paid by the
Mortgagee shall be added to the indebtedness secured by this Mortgage.
Section 1.13 Books and Records. The Mortgagor shall keep and maintain full, true and
accurate books of accounts adequate to reflect correctly the results of the operation of the
Mortgaged Property, which books and the records relating thereto shall be open to inspection by
the Mortgagee or its representatives during ordinary business hours.
Section 1.14 Final Maturity Date. The Mortgagor shall, at the request of the
Mortgagee, amend the Mortgage to reflect any change in the final maturity date of the debt
secured by the Mortgage as set forth in the Mortgage if such date is either accelerated or
extended as provided in the Bond. However, in no case may the final maturity date be extended
beyond thirty years from the date of the Bond.
Section 1.15 Hazardous Materials.
(1) Definitions. The following terms shall have the meanings ascribed to
them below when used in this Mortgage:
(a) "Environmental Activity" means any actual, proposed or threatened
storage, holding, existence, release, emission, discharge, generation, processing,
manufacture, abatement, removal, disposition, handling or transportation of any
Hazardous Materials from, under, into or on the Mortgaged Property or otherwise relating
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to the Mortgaged Property or the Use of the Mortgaged Property, or any other activity or
occurrence that causes or would cause any such event to exist; and
(b) "Environmental Reports" means, collectively, the documents listed on
Exhibit C attached hereto and incorporated herein; and
(c) "Environmental Requirements" means all present and future federal, state
and local laws including without limitation, the Federal Comprehensive Environmental
Response, Compensation and Liability Act of 1980 as amended from time to time
("CERCLA"), the Federal Resource Conservation and Recovery Act of 1976 and the
regulations promulgated under the foregoing, any other federal, state or local
environmental laws, statutes, rules, regulations, requirements and ordinances as amended
from time to time authorizations, judgments, decrees, concessions, and other
governmental restrictions and other agreements relating to the environment or to any
Hazardous Substance or Environmental Activity; and
(d) "Hazardous Materials" means, at any time, (i) any "hazardous substance"
as defined in § 101(14) of CERCLA (42 U.S.C. § 9601(14)) or applicable sections of
any Environmental Requirements relating thereto at such time; (ii) any "hazardous
waste," "infectious waste", "hazardous material" as defined in applicable sections of any
Environmental Requirements relating thereto at such time, and (iii) any additional
chemicals, wastes, substances or materials which at such time are classified or considered
to be hazardous or toxic, or otherwise regulated under the laws of the state in which the
Mortgaged Property is located or any other applicable laws, rules or regulations relating
to the Mortgaged Property; and
(e) "Use" means use, ownership, development, redevelopment, construction,
maintenance, management, operation or occupancy.
(2) Representations and Warranties. The Mortgagor represents and warrants
to the Mortgagee, its successors and assigns, that, except to the extent reasonably necessary in
the ordinary course of its operations, and then only in such amounts as have not or will not rise to
the level of an Environmental Activity in violation of any Environmental Requirements:
(a) except as set forth in the Environmental Reports, Mortgagor has not Used
or permitted and will not Use or knowingly permit the Mortgaged Property to be Used,
whether directly or through contractors, agents or tenants, for any Environmental
Activity; and
(b) except as set forth in the Environmental Reports, to the best of its
knowledge after due inquiry, the Mortgaged Property has not at any time been used for
any of Environmental Activities in relation to any Hazardous Materials; and
(c) except as disclosed in the Environmental Reports, to the best of its
knowledge after due inquiry, Mortgagor is in compliance in all respects with all
applicable Environmental Requirements relating to the Mortgaged Property and the Use
of the Mortgaged Property, and Borrower has not engaged in any Environmental
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Activity, nor to the best of Borrower's knowledge has any Environmental Activity
otherwise occurred in violation of any applicable Environmental Requirements; and
(d) except as disclosed in the Environmental Reports, no notice, order,
directive, complaint or other communication, written or oral, has been made or issued by
any governmental agency or other person, entity or agency alleging the occurrence of any
Environmental Activity in violation of any Environmental Requirements; and
(e) except as disclosed in the Environmental Reports, no investigations,
inquiries, orders, hearings, actions or other proceedings by or before any governmental
agency are pending or, to the best knowledge of Borrower, threatened in connection with
any Environmental Activity or alleged Environmental Activity; and
(f) except as disclosed in the Environmental Reports, to the best of its
knowledge after due inquiry, Mortgagor has no liability, absolute or contingent, in
connection with any Environmental Activity; and
(g) the operation of the Mortgaged Property has not to the best knowledge of
Mortgagor violated in the past, and the operation of the Mortgaged Property is not
currently violating, any Environmental Requirements governing Hazardous Materials;
and
(h) the Mortgaged Property is not listed in the United States Environmental
Protection Agency's National Priorities List of Hazardous Waste Sites nor any other list,
schedule, log, inventory or record of Hazardous Materials or hazardous waste sites,
whether maintained by the United States Government or any state or local agency; and
(i) except as disclosed in the Environmental Reports or as otherwise disclosed
by the Mortgagor in writing to the Mortgagee and consented to by the Mortgagee, there
are no storage tanks, electrical transformers or other equipment containing PCBs or
material amounts of formaldehyde or urea existing on the Mortgaged Property; and
0) as disclosed in the Environmental Reports, an underground fuel -oil storage
tank is located on the Mortgaged Property, which represents a potential source of a
petroleum release to the Mortgaged Property. The Mortgagor represents and warrants
that the tank is appropriately registered with governmental authorities, is monitored on a
regular basis, has passed all tank tightness tests performed on it, and no inventory
discrepancies have been reported. Mortgagor acknowledges that Mortgagee has
recommended but not demanded that the tank should be replaced in the near future to
minimize a future release.
(3) Covenants. The Mortgagor covenants and agrees as follows:
(a) the Use of the Mortgaged Property for its intended purposes will not result in any
Environmental Activity in violation of any applicable Environmental
Requirements, and the Mortgagor shall comply with all Environmental
Regulations which are applicable to the Mortgaged Property
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(b) at any time, and from time to time, at the Mortgagee's reasonable request, the
Mortgagor shall have any Environmental Reports relating to the Mortgaged
Property updated and/or amplified, at the Mortgagor's sole cost and expense, by
an environmental consultant acceptable to the Mortgagee.
(c) as disclosed in the Environmental Reports, asbestos -containing materials have
been identified on the Mortgaged Property. The Mortgagor covenants and agrees
that (i) prior to any demolition or construction activities related to improvements
to be made to the Mortgaged Property, any previously untested suspect asbestos -
containing materials likely to be impacted by the demolition or construction
activities, will be sampled by a licensed asbestos inspector at the expense of the
Mortgagor and analyzed by an accredited laboratory, with results reported to
Mortgagee; and (ii) any asbestos abatement required by the Mortgagee must be
performed at no expense to the Mortgagee by a licensed asbestos contractor in
compliance with applicable laws and standards governing asbestos abatement
prior to any demolition or construction activities involving or likely to involve
asbestos -containing materials on the Mortgaged Property.
(d) except for issues already described in the Environmental Reports, the Mortgagor
shall promptly after obtaining knowledge thereof advise the Mortgagee in writing
of (i) any activity in violation of any applicable Environmental Regulation
relating to the Mortgaged Property, (ii) any governmental or regulatory actions
(including without limitation information requests) instituted or threatened in
writing under any Environmental Regulation affecting the Mortgaged Property,
including without limitation any notice of inspection, abatement, noncompliance
or potential liability, (iii) all claims made or threatened in writing by any third
party against Mortgagor or the Mortgaged Property relating to any Hazardous
Substance or a violation of any Environmental Regulation, (iv) discovery by
Mortgagor of any occurrence or condition on or under the Mortgaged Property or
on or under any real property adjoining or in the vicinity of the Mortgaged
Property which could subject Mortgagor, Mortgagee or the Mortgaged Property to
a claim under any Environmental Regulation or to any restrictions on ownership,
occupancy, transferability or use of the Mortgaged Property under any
Environmental Regulation, and (v) any event which would render any
representation or warranty contained herein incorrect in any respect if made at the
time of discovery.
(e) The Mortgagor shall promptly deliver to the Mortgagee copies of all orders,
notices, permits, applications, or other communications and reports, and of such
other documentation or records as the Mortgagee may reasonably request, relating
to any such activity, Environmental Regulation, violations, actions, claims,
discovery or event which the Mortgagor receives or which are capable of being
obtained by the Mortgagor without undue cost or expense and without the
necessity for initiating legal proceedings to obtain the same.
(f) If the Mortgagor or any other person undertakes any investigation or corrective
action, including without limitation any response, removal, detoxification or other
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remedial action, pursuant to any requirement of any Environmental Regulations,
the Mortgagor shall obtain and deliver to the Mortgagee a written report, in form
and substance acceptable to the Mortgagee, from a consultant acceptable to the
Mortgagee, stating that all required action has been properly taken and that, upon
completion of said action, the Mortgaged Property is in compliance with such
Environmental Regulations.
(4) Indemnification. The Mortgagor agrees to hold harmless the Mortgagee,
its successors and assigns, from and shall indemnify and reimburse the Mortgagee, its successors
and assigns, for any and all claims, demands, judgments, penalties, liabilities, costs, damages and
expenses, directly or indirectly incurred by the Mortgagee, its successors and assigns, including
court costs and attorneys' fees (prior to trial, at trial and on appeal), in any action, administrative
proceeding or negotiations against or involving the Mortgagee, its successors and assigns,
resulting from any of the following:
(a) any breach of these representations and warranties and from any loss, damage,
expense or cost arising out of or incurred by Mortgagee which is the result of a
breach of, misstatement of or misrepresentation of the above covenants,
representations and warranties;
(b) any breach of the covenants set forth above (except as to actions or failures to act
which occur in their entirety after foreclosure and possession of the Mortgaged
Property by the Mortgagee or its successors and assigns),
(c) any failure by Mortgagor to perform any of its obligations hereunder with respect
to any Hazardous Substance or any Environmental Regulation; or
(d) any discovery of any Hazardous Substance in, upon, under or over, or emanating
from the Mortgaged Property, whether or not the Mortgagor is responsible
therefor.
(e) The parties intend that the Mortgagee shall have no liability or responsibility for
damage or injury to human health, the environment or natural resources caused
by, or for abatement, clean-up, removal or disposal of, or otherwise with respect
to, Hazardous Materials, or for any violation of any Environmental Regulation, by
virtue of the interest of the Mortgagee in the Mortgaged Property created by this
Mortgage or as the result of the Mortgagee exercising any of its rights or remedies
with respect hereto or hereunder, including but not limited to becoming the owner
thereof by foreclosure or trustee's or other sale or conveyance in lieu thereof,
except damage or injury caused by the gross negligence or willful misconduct of
the Mortgagee, or a receiver appointed under the Mortgage.
(f) These covenants, representations and warranties shall be deemed continuing
covenants, representations and warranties for the benefit of the Mortgagee, and
any successors and assigns of the Mortgagee, including any purchaser at mortgage
foreclosure sale, any transferee of the title of the Mortgagee by trustee's or other
sale hereunder or other conveyance in lieu of foreclosure, or any subsequent
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purchaser at a foreclosure sale or otherwise and shall survive repayment of the
indebtedness secured hereby, the satisfaction or release of the Mortgage, and any
foreclosure of this Mortgage and any acquisition of title by Mortgagee or anyone
claiming the title of Mortgagee through or under this Mortgage.
(g) The amount of all such indemnified loss, damage, expense, cost, and the like shall
bear interest thereon at the highest rate of interest in effect on the Bond, which
may be a default rate provided for in the Bond, and shall become so much
additional indebtedness secured by this Mortgage and shall become immediately
due and payable in full on demand of the Mortgagee, its successors and assigns.
Mortgagor's indemnification obligations hereunder shall not apply to conditions
which are (i) unrelated to conditions existing in whole or in part prior to
foreclosure and possession, or deed in lieu transfer, by the Mortgagee or its
successors and assigns; and (ii) which occur in their entirety after completion of
foreclosure and possession, or deed in lieu transfer, by the Mortgagee or its
successors and assigns, unless in each of the foregoing instances such conditions
result from Mortgagor's actions or omissions.
Section 1.16 Removal of Fixtures. The Mortgagor will not, without the prior consent of
the Mortgagee, remove or permit the removal or sell or otherwise surrender its right to
possession of any fixtures which are a part of the Mortgaged Property unless (1) the Mortgagor
first determines that such item has become inadequate, obsolete, worn out, unsuitable,
undesirable or unnecessary for the operation of the Mortgaged Property and that such disposition
will not otherwise materially impair the operating unity or structural unity of the Mortgaged
Property, and (2) if the estimated fair market value of such fixtures at any one time exceeds
$100,000, the Mortgagor substitutes fixtures of substantially equivalent utility to those replaced,
provided that if any fixtures are removed under the provisions of this Section the Mortgagor or
lessee shall repair and restore any and all damage to the Mortgaged Property resulting from the
removal of such items. This Mortgage shall immediately attach to and constitute a lien or
security interest against any substituted item without further act or deed of the Mortgagor.
Section 1.17 Release of Real Property, Granting of Easements. Except for Permitted
Encumbrances, without first obtaining the written consent of the Mortgagee, the Mortgagor may
not at any time or times grant to itself or others easements, licenses, rights of way and other
rights or privileges in the nature of easements with respect to the Land, free from the lien of the
Mortgage, nor may the Mortgagor release existing easements, licenses, rights of way and other
rights or privileges with or without consideration. If the Mortgagee gives such consent, the
Mortgagee will promptly execute and deliver any instrument necessary or appropriate to confirm
and grant or release any such easement, license, right of way or privilege.
Section 1.18 Escrows. After the occurrence of an Event of Default and expiration of
any applicable cure period, Mortgagor shall pay to Mortgagee upon Mortgagee's request, on
each day that monthly installments of principal and/or interest are payable under the Bond, until
the Bond is paid in full, a sum equal to one -twelfth (1/12th) of any annual taxes, assessments and
insurance payable with respect to the Mortgaged Property, all as estimated initially and from
time to time determined by Mortgagee, to be applied by Mortgagee to pay said taxes,
assessments and insurance (such amounts being hereinafter referred to as the "Funds").
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Mortgagee shall apply the Funds to pay said taxes and assessments prior to the date that penalty
attaches for non-payment, and prior to the date insurance lapses or is cancelled, as applicable.
The Funds are hereby pledged as additional security for the indebtedness secured hereby. No
interest shall accrue on the Funds.
If the amount of the Funds held by Mortgagee shall exceed at any time the
amount deemed necessary by Mortgagee to provide for the payment of taxes, assessments and
insurance, such excess shall, at the option of Mortgagee, either be promptly repaid to Mortgagor
or be credited to Mortgagor on the next monthly installment of Funds due. If at any time the
Funds are less than the amount deemed necessary by Mortgagee to pay taxes, assessments and
insurance as they fall due, Mortgagor shall promptly pay to Mortgagee any amount necessary to
make up the deficiency upon written notice from Mortgagee to Mortgagor requesting payment
thereof.
During the continuance of an Event of Default under the Loan Agreement,
Mortgagee may apply in any order as Mortgagee shall determine in its sole discretion, any Funds
held by Mortgagee at the time of application to pay taxes, assessments and insurance which are
then or will thereafter become due or as a credit against the indebtedness secured hereby. Upon
payment in full of all indebtedness secured hereby, Mortgagee shall promptly refund to
Mortgagor any Funds held by Mortgagee.
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ARTICLE II
INSURANCE, CONDEMNATION, USE OF PROCEEDS
Section 2.1 Insurance. At all times until the Mortgagee has been fully repaid all
indebtedness secured by this Mortgage, the Mortgagor shall keep the buildings, structures,
fixtures and other improvements now existing or hereafter erected on the Land insured against
loss by fire, vandalism and malicious mischief, perils of extended coverage, and such other
hazards, casualties and contingencies and in such amounts and coverages as may be reasonably
specified by the Mortgagee including without limitation those described on Exhibit D attached
hereto in accordance with the provisions of this section and shall furnish to Mortgagee
satisfactory evidence of such policies and proof of payment of all premiums for such insurance
within ten (10) days after Mortgagee's request.
All insurance shall be effected under a valid and enforceable policy or
policies of insurance in form and substance approved by Mortgagee, which approval shall not be
unreasonably withheld, shall be carried in companies licensed to do business in the State of
Minnesota and approved by the Mortgagee, which approval shall not be unreasonably withheld,
and the policies and renewals thereof shall:
(1) provide that any losses payable thereunder shall be payable to Mortgagee and
assigns as their interests may appear, (pursuant to standard mortgagee and loss payee clauses and
including a severability of interest clause in favor of and in form reasonably acceptable to the
Mortgagee, to be attached to each such policy);
(2) include effective waivers by the insurer of defense based on coinsurance and of
all claims for insurance premiums against Mortgagee;
(3) be constantly assigned and pledged to and held by the Mortgagee as additional
security for the indebtedness secured by this Mortgage;
(4) have attached thereto mortgagee and loss -payable clauses in favor of and in form
acceptable to the Mortgagee;
(5) shall provide that Mortgagee shall receive thirty (30) days' notice in advance of
cancellation or substantial modification of the policy;
(6) be written in amounts sufficient to prevent Mortgagor from becoming a co-insurer
under said policies; and.
(7) provide that any losses shall be payable notwithstanding the following:
(a) any act of negligence by Mortgagor or Mortgagee,
(b) any foreclosure or other proceedings or notice of sale relating to the
Mortgaged Property,
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(c) any waiver of subrogation rights by the insured, or
(d) any change in the title to or ownership of any of the Mortgaged Property.
In default of any of the foregoing, the Mortgagee may effect such insurance and
the amount paid therefor shall become immediately due and payable. In event of loss the
Mortgagor will give immediate notice by mail to the Mortgagee, who may make proof of loss if
not made promptly by the Mortgagor. The Mortgagor hereby authorizes the Mortgagee to settle
and compromise all claims on such policies and hereby authorizes and directs each insurance
company concerned to make payment for any such loss directly to the Mortgagee instead of to
the Mortgagor and the Mortgagee jointly. In event of foreclosure of this Mortgage, all right, title
and interest of the Mortgagor in and to any property insurance policies then in force shall pass to
the purchaser at the foreclosure sale and, for this purpose, Mortgagor hereby assigns and grants a
security interest in said policies and unearned premiums to Mortgagee.
The Mortgagor shall also maintain insurance against all liability for injury to
persons or property arising from the operation of the Mortgaged Property. All liability insurance
policies maintained by Mortgagor shall name Mortgagee as an additional insured and shall waive
contribution from any other insurance carried by Mortgagee in the event of loss. Mortgagor shall
cause the originals or certified copies of the policies of all such insurance to be deposited with
Mortgagee or to be otherwise held as directed by Mortgagee.
Section 2.2 Condemnation. The Mortgagor shall give the Mortgagee immediate
notice of the actual or threatened commencement of any proceedings under condemnation or
eminent domain affecting all or any part of the Mortgaged Property or any easement therein or
appurtenance thereof. If all or any part of the Mortgaged Property is damaged, taken or
acquired, either temporarily or permanently, in any condemnation proceeding, or by exercise of
the right of eminent domain, the amount of any award or other payment for such taking,
acquisition or damages made in consideration thereof, to the extent of the full amount of the
remaining unpaid indebtedness secured by this instrument, is hereby assigned to the Mortgagee,
who is empowered to collect and receive the same and to give proper receipts therefor in the
name of the Mortgagor and the same shall be paid forthwith to the Mortgagee, to be held and
applied as set forth in Section 2.3 hereof.
Section 2.3 Mortgagor to Repair, Replace, Rebuild or Restore. If any principal
amount of the Bond is outstanding when all or any part of the Mortgaged Property is taken by
eminent domain, or destroyed or damaged, unless the Mortgagor exercises its right to prepay all
or a portion of the Bond pursuant to Section 2.4 hereof:
(1) The Mortgagor shall proceed promptly, subject to the provisions of subsection
(2), to replace, repair, rebuild and restore the Mortgaged Property to substantially the same
condition as existed before the taking or event causing the damage or destruction, with such
changes, alterations and modifications (including substitution or addition of other property) as
may be desired by the Mortgagor, and reasonably approved by the Mortgagee, and will be
suitable for continued operation of the Mortgaged Property for the business purposes of the
Mortgagor.
17
1212oossvi
(2) All proceeds of any condemnation award or property insurance claim shall be
paid directly to the Mortgagee and disbursed as set forth below unless Mortgagor does not fulfill
all of the terms and conditions contained in this subsection 2.3(2), in which case, Mortgagee
may, at its option, apply all such proceeds as a prepayment of the Bond.
(a) Mortgagee shall apply proceeds, less such sum, if any, required for
payment of all expense incurred in collecting the same (the "Net Proceeds"), to payment
of the costs of repair, replacement, rebuilding or restoration of the Mortgaged Property
provided:
(i) no Event of Default, and no event which with the giving of notice
or passage of time or both would constitute and Event of Default, has occurred or is then
continuing;
(ii) Mortgagor provides evidence to Mortgagee that such repair,
replacement, rebuilding or restoration will be completed by the Maturity Date of the Bond;
(iii) the Net Proceeds shall be applied by Mortgagee under such
construction and disbursement terms as Mortgagee may deem reasonably necessary, including
deposit by Mortgagor with Mortgagee of such funds or other security of Mortgagor as may be
required to insure payment of all the costs of rebuilding, restoration, repair or replacement, as
applicable; and
(iv) Mortgagee receives and approves the plans and specifications for
such repair, replacement, rebuilding or restoration, which approval shall not be unreasonably
withheld, conditioned or delayed.
(b) The Mortgagor shall not, by reason of the payment of any costs of repair,
rebuilding, replacement or restoration, be entitled to any reimbursement from the City or
any abatement or diminution of the amounts payable under Article 3 of the Loan
Agreement.
Section 2.4 Use of Proceeds to Prepay Loan and Bond. If the Mortgagor does not
elect to rebuild and restore the Mortgaged Property pursuant to Section 2.3, the Mortgagor may
elect to apply the Net Proceeds of any property insurance or condemnation award to prepay the
Bond. Any such prepayment shall be applied as described in the Bond. Any excess remaining
after such application shall be returned to the Mortgagor.
IV
1212oossvi
ARTICLE III
DEFAULT
Section 3.1 Event of Default Defined. A default or an Event of Default under the
terms of any of the Loan Agreement, the Bond, the Disbursing Agreement, the Pledge
Agreement, or any other obligation of Mortgagor to Mortgagee, shall be deemed an "Event of
Default" under the terms of this Mortgage. In addition, the following shall be deemed an Event
of Default hereunder:
(1) Mortgagor defaults in the payment of fees, taxes, insurance, or other amounts
payable to Mortgagee or others hereunder or in the performance of any covenant or agreement
contained in Section 1.11, and such default shall continue for 5 (five) days after the date of
written notice thereof from Mortgagee to Mortgagor; or
(2) Any representation or warranty made by Mortgagor in this Mortgage or in any
certificate or document furnished under the terms of this Mortgage, or in connection with the
Loan, shall be untrue or misleading in any material respect; or
(3) Default in the performance, or breach, of any covenant or agreement on the part
of Mortgagor contained in Section 1.7 or Section 1.17, for which there is no cure period; or
(4) The Mortgagor shall otherwise fail to perform or observe any of the covenants
contained in this Mortgage, except those specifically addressed in other subsections of this
Section, and such default shall remain uncured for thirty (30) days after written notice thereof to
the Mortgagor specifying such default and requesting that it be remedied, unless the Mortgagee
shall agree in writing to an extension of such time prior to its expiration, or for such longer
period as may be reasonably necessary to remedy such default provided that the Mortgagor is
proceeding with reasonable diligence to remedy the same, and provided that such longer period
does not place the Mortgaged Property at material risk, as determined in Mortgagee's reasonable
discretion; or
(5) If the estate or interest of the Mortgagor in the Mortgaged Property or a part
thereof shall be levied upon or attached in any proceeding.
Section 3.2 Remedies. Upon the occurrence of an Event of Default or at any time
thereafter until such Event of Default is cured to the satisfaction of the Mortgagee, the
Mortgagee may, at its option, exercise any and all of the following rights and remedies (and any
other rights and remedies available to it including, without limitation, the rights and provided to
the City under Section 6.2 of the Loan Agreement, or under any document related hereto, or as
otherwise available to the Mortgagee under applicable law):
(1) The Mortgagee may, without notice to the Mortgagor or City, declare
immediately due and payable all indebtedness secured by this Mortgage, the same shall
thereupon be immediately due and payable (subject to the limited liability of the City on the
Bond as set forth therein); and
19
1212oossvi
(2) The Mortgagee may foreclose this Mortgage by action or advertisement, and the
Mortgagor hereby authorizes the Mortgagee to do so, power being herein expressly granted to
sell the Mortgaged Property at public auction without any prior hearing or notice thereof and to
convey the same to the purchaser, in fee simple, pursuant to the statutes of Minnesota in such
case made and provided and, out of the proceeds arising from such sale, to pay all indebtedness
secured hereby with interest, and all legal costs and charges of such foreclosure and the
maximum attorney's fees permitted by law, which costs, charges and fees the Mortgagor herein
agrees to pay; and
(3) The Mortgagee shall be entitled to seek immediate appointment of a receiver for
the Mortgaged Property; and
(4) The Mortgagee may exercise any of the applicable remedies made available under
the Minnesota Uniform Commercial Code.
Section 3.3 Purchase of Mortgaged Property. In case of any sale of the Mortgaged
Property pursuant to any judgment or decree of any court or otherwise in connection with the
enforcement of any of the terms of this Mortgage, the Mortgagee, its successors and assigns, may
become the purchaser, and for the purpose of making settlement for or payment of the purchase
price, shall be entitled to turn in and use the Bond and any claims for interest, any late charges,
service charges and prepayment premiums matured and unpaid thereon, together with additions
to the mortgage debt secured hereby, if any, accrued in order that there may be credited as paid
on the purchase price the sum then due under the Bond, including principal thereof and interest,
any late charges, service charges and prepayment premiums thereon, and any accrued additions
to the mortgage debt secured hereby.
Section 3.4 Appointment of Receiver. If any portion of the Mortgaged Property has
been leased, or after the happening of any Event of Default and during its continuance or upon
the commencement of any proceedings to foreclose this Mortgage or to enforce the specific
performance hereof or in aid thereof or upon the commencement of any other judicial proceeding
to enforce any right of the Mortgagee, the Mortgagee shall be entitled, as a matter of right, if it
shall so elect, without the giving of notice to any other party and without regard to the adequacy
or inadequacy of any security for the mortgage indebtedness, forthwith either before or after
declaring the unpaid principal of the Bond to be due and payable, to the appointment of a
receiver or receivers.
Section 3.5 Proceeds. The purchase money proceeds and avails of any sale of the
Mortgaged Property or any part thereof, and the proceeds and avails of any other remedy
hereunder, shall be paid to and applied as follows:
(1) First, to the payment of costs and expenses of foreclosure and of such sale and of
all proper expenses (including maximum attorneys' fees permitted by law), liabilities and
advances incurred or made hereunder by the Mortgagee, and of all taxes, assessments or liens
superior to the lien of this Mortgage;
(2) Second, to the payment to the Mortgagee of the amount then owing or unpaid
under the Bond, Loan Agreement and this Mortgage for principal, interest, any premium, late
20
1212oossvi
payment fees and service charges, and in case any such proceeds shall be insufficient to pay the
whole amount so due, then first to final payments of interest and then to the payment of principal
thereon; and
(3) Third, to the payment of any excess to the Mortgagor, its successors and assigns,
or to whomsoever may be lawfully entitled to receive the same.
Section 3.6 Proceedings Discontinued. In case the Mortgagee shall have proceeded to
enforce any right under this Mortgage by foreclosure, sale, entry or otherwise, and such
proceedings shall have been discontinued or abandoned for any reason or shall have been
determined adversely, then and in every such case the Mortgagor and Mortgagee shall be
restored to their former positions and rights hereunder with respect to the property subject to the
lien hereof.
Section 3.7 Waiver of Appraisement, Marshalling. Mortgagor hereby waives to the
full extent lawfully allowed the benefit of any appraisement, moratorium, stay and extension
laws now or hereafter in force. Mortgagor hereby further waives any rights available with
respect to marshalling of assets so as to require the separate sales of any portion of the
Mortgaged Property, or as to require Mortgagee to exhaust its remedies against a specific portion
of the Mortgaged Property before proceeding against any other. Mortgagor hereby expressly
consents to and authorizes the sale of the Mortgaged Property as a single unit or parcel. In the
event of a sale under the Mortgage, whether by virtue of judicial proceedings or otherwise, the
Mortgaged Property may, at the option of the Mortgagee, be sold in such parcels, manner and
order as the Mortgagee in its sole discretion may elect.
21
1212oossvi
ARTICLE IV
MISCELLANEOUS
Section 4.1 No Implied Waiver. Any delay by the Mortgagee in exercising or any
failure by the Mortgagee to exercise any right or remedy hereunder, or afforded by law, shall not
be a waiver of or preclude the exercise of any right or remedy hereunder, whether on such
occasion or any future occasion.
Section 4.2 Remedies Cumulative. Each remedy of the Mortgagee is distinct and
cumulative to each other right or remedy under this Mortgage or afforded by law and may be
exercised concurrently or independently.
Section 4.3 Successors and Assigns. The covenants and agreements herein contained
shall bind, and the rights hereunder shall inure to, the respective successors and assigns of the
Mortgagor and the Mortgagee, including among the Mortgagor's assigns any purchasers or
transferees of the Mortgaged Property.
Section 4.4 Notices. Any notice, request, demand or other communication permitted
or required hereunder shall be in writing and shall be deemed duly given if deposited in the
United States mails, first class postage prepaid and addressed as follows:
If to the Mortgagor: Prince of Peace Senior Apartments, Inc.
301 Glen Street SW
Hutchinson, Minnesota 55350
Attn: Executive Director
If to the Mortgagee: Citizens Bank & Trust Co.
102 Main Street S
PO Box 399
Hutchinson, Minnesota 55350
Attn: Ben Beckman, Vice President
or at such other address as either party shall notify the other of as aforesaid.
Section 4.5 Headings. The headings of the sections contained herein are for
convenience only and are not to be construed to be a part of or limit or affect the terms hereof.
Section 4.6 Indemnity. The Mortgagor shall indemnify Mortgagee and save the
Mortgagee harmless from all costs and expenses, including reasonable attorneys' fees, incurred
by Mortgagee in any proceedings or disputes of any kind in which the Mortgagee is made a
party, or appears, and which affects the indebtedness secured hereby, this Mortgage, the interest
created herein, or the Mortgaged Property. Proceedings and disputes shall include, but shall not
be limited to, exercise of the power of sale provided for in Section 3.2(2), condemnation action
involving the land and any action to protect the security provided for herein. Any amounts paid
by the Mortgagee, for which the Mortgagee is entitled to indemnity, may, at the Mortgagee's
option, be added to the indebtedness secured by this Mortgage.
22
1212oossvi
IN WITNESS WHEREOF, the Mortgagor has caused this Mortgage to be duly executed
as of the day and year first above written.
PRINCE OF PEACE SENIOR
APARTMENTS, INC.
:A
STATE OF MINNESOTA )
) SS
COUNTY OF )
Its
The foregoing instrument was acknowledged before me this day of
2019, by , the of Prince of Peace Senior Apartments, Inc., a
Minnesota nonprofit corporation, on behalf of said corporation.
Notary Public
[Notarial Stamp]
S-1
1212oossvi
EXHIBIT A
Legal Description
A-1
iaiaoossvi
Permitted Encumbrances
Taxes and special assessments hereafter levied.
iaiaoossvi
EXHIBIT C
Environmental Reports
C-1
iaiaoossvi
EXHIBIT D
Insurance Requirements
In furtherance of the requirements of Section 2.1 of the Mortgage to which this Exhibit is
attached, the Mortgagor shall keep the buildings, structures, fixtures and other improvements
now existing or hereafter erected on the Land insured against loss by fire, vandalism and
malicious mischief, perils of extended coverage, and such other hazards, casualties and
contingencies and in such amounts and coverages listed below or as may otherwise be
reasonably specified by the Mortgagee.
I. PROPERTY INSURANCE
An original or certified copy of a All -Risk Hazard Insurance policy naming
Mortgagor as an insured, reflecting coverage of 100% of the replacement cost,
and written by a carrier approved by Mortgagee with a current Best's Insurance
Guide Rating of at least A- IX and a current Standard and Poor claims paying
ability rating of AAA (which is authorized to do business in the State of
Minnesota) that includes:
1. Mortgagee's Loss Payable Endorsement with a Severability of Interest Clause.
2. 30-day notice to Mortgagee upon cancellation, non -renewal or material change.
3. Replacement Cost Endorsement.
4. Stipulated Value/Agreed Amount Endorsement.
5. Boiler Explosion Coverage (if applicable).
6. Sprinkler Leakage Coverage.
7. Vandalism and Malicious Mischief Coverage.
8. Flood Insurance (if Project is located in area where flood insurance is required).
II. LIABILITY INSURANCE
An original certificate or other evidence acceptable to Mortgagee of General
Comprehensive Public Liability Insurance naming Mortgagor as an insured, and written
by a carrier approved by Mortgagee with a current Best's Insurance Guide Rating of at
least A- IX (which is authorized to do business in the State of Minnesota) that includes:
1. $1.5 million single limit coverage and $3 million in aggregate.
2. Additional Insured Endorsement naming Mortgagee
3. 30-day notice to Mortgagee in the event of cancellation, non -renewal or material
change
D-1
1212oossvi
SECURITY AGREEMENT
PRINCE OF PEACE SENIOR APARTMENTS, INC., a Minnesota nonprofit corporation (the
"Debtor"), whose address is 301 Glen Street SW, Hutchinson, Minnesota 55350, and CITIZENS
BANK & TRUST CO., HUTCHINSON, MINN., whose address is PO BOX 399,102 Main Street
S, Hutchinson, Minnesota 55350 (the "Secured Party"), agree as follows:
The Debtor hereby grants to the Secured Party a first position security interest in the property
described below together with any additions and accessions thereto, replacements thereof, and all
insurance, condemnation and other products or proceeds thereof, to secure prompt payment when
due of all amounts owed by the Debtor to the Secured Party whether now existing or hereafter
existing, including all amounts owed pursuant to that certain Loan Agreement, dated November 1,
2019 (the "Loan Agreement"), between the City of Hutchinson, Minnesota (the "Issuer") and the
Debtor, and the Issuer's Senior Housing Facility Revenue Bond of 2019 (Prince of Peace
Expansion Project) (the "Bond"), together with all other liabilities of the Borrower to the Secured
Party (primary, secondary, direct, contingent, sole, joint, or several) due or to become due or which
may be hereafter contracted or acquired and the performance of all of the terms and conditions of
this Security Agreement:
All assets of the Debtor, including, but not limited to: (a) all fixtures,
equipment, vehicles and personal property of every kind and nature
whatsoever now owned or hereafter owned, including all extensions,
additions, improvements, betterments, renewals and replacements
of any of the foregoing; (b) all Accounts, Chattel Paper, Commercial
Tort or other claims, and General Intangibles; (c) all inventory now
owned or hereafter owned; and (d) all insurance, condemnation and
other products or proceeds of the foregoing.
The above -described property hereinafter referred to as the "Collateral".
DEBTOR HEREBY AGREES, WARRANTS AND COVENANTS THAT:
1. The Collateral will be kept in the State of Minnesota. The Debtor will not remove the
Collateral from the State of Minnesota without the prior written consent of the Secured
Party. The Secured Party may examine and inspect the Collateral at any time, wherever
located; provided, that, so long as no Event of Default (as defined in the Loan Agreement)
has occurred and is outstanding, all such examinations shall take place during Debtor's
ordinary business hours following two (2) business days prior written notice to Debtor.
2. The Collateral is for business use and is specifically to be used in operation of the Debtor's
business.
3. The Collateral shall not be attached to real estate (except for any Collateral that is attached
to real estate on the date hereof) without the Secured Party's prior written consent. If any
of the Collateral is or is to become a fixture, the Debtor agrees to furnish the Secured Party
with a statement signed by all persons who have or claim an interest in the real estate
concerned, which statement shall provide that the signer consents to the security interest
created hereby and disclaims any interest in the Collateral as fixtures.
4. Except as set forth on Exhibit A attached hereto, the Debtor is the owner of the Collateral,
free and clear of all liens, security interests or encumbrances, and the Debtor will defend
the Collateral against all claims and demands of all persons at any time claiming the same
or any interest therein.
5. The Debtor will keep the Collateral in good order and repair, and will not waste or destroy
the Collateral and will not sell or offer to sell or otherwise transfer (except for the sale of
worn, obsolete or surplus assets or except as permitted in the Loan Agreements) or
encumber the Collateral without the prior written consent of the Secured Party; except for:
(a) Liens in favor of the Secured Party;
(b) Liens existing on the date of this Agreement and disclosed on Exhibit A attached
hereto;
(c) Liens securing purchase money indebtedness incurred for the replacement of
Debtor's computers;
(d) Deposits or pledges to secure payment of workers' compensation, unemployment
insurance, old age pensions or other social security obligations, in the ordinary
course of business of the Debtor;
(e) Liens for taxes, fees, assessments and governmental charges not delinquent or to
the extent that payments therefor shall not at the time be required to be made;
(f) Liens of carriers, warehousemen, mechanics and materialmen, and other like Liens
arising in the ordinary course of business, for sums not due or to the extent that
payment therefor shall not at the time be required to be made;
(g) Deposits to secure the performance of bids, trade contracts, leases, statutory
obligations and other obligations of a like nature incurred in the ordinary course of
business; and
(h) Tenant security deposits and reservation deposits.
6. Except as shown on Exhibit A, no financing statement covering the Collateral is on file in
any public office other than the financing statements filed by or at the direction of the
Secured Party and at the request of the Secured Party, the Debtor hereby authorizes the
Secured Party to file one or more financing statements pursuant to the Uniform
Commercial Code in form satisfactory to the Secured Party for filing in all public offices
wherever filing is deemed necessary or desirable by the Secured Party.
7. The Debtor will keep the Collateral insured at all times against loss by fire and other
hazards concerning which, in the commercially reasonable judgment of the Secured Party,
insurance protection is necessary, in a company or companies satisfactory to the Secured
Party and in amounts sufficient to protect the Secured Party against loss or damage to the
Collateral and will pay the premiums therefor. Copies of such policy or policies of
insurance will be delivered to and held by the Secured Party, together with loss payable
4
iaii5si6vi
clauses in favor of the Secured Party as its interest may appear, in form satisfactory to the
Secured Party. Following the occurrence and during the continuance of an Event of
Default, the Secured Party may act as attorney -in -fact for the Debtor in obtaining,
adjusting, settling and canceling such insurance and endorsing any drafts.
8. At its option, upon default of the Debtor to do so, the Secured Party may discharge taxes,
liens, or security interests or other encumbrances placed on the Collateral, may pay for
insurance on the Collateral, and may pay for the maintenance and preservation of the
Collateral. The Debtor agrees to reimburse the Secured Party on demand for any payment
made, or any expense incurred by the Secured Party pursuant to the foregoing
authorization.
9. Except when an Event of Default (as defined in the Loan Agreement) has occurred and is
continuing, the Debtor may retain possession of the Collateral and use the same in any
lawful manner not inconsistent with the agreements herein or with the terms and conditions
of any policy of insurance thereon.
10. Upon the occurrence and continuance of an Event of Default, the Secured Party shall have
the right, at its option and without demand or notice, in addition to all other rights and
remedies available in law and equity, to exercise all of the rights and remedies of a Secured
Party under the Uniform Commercial Code or any other applicable law. The Debtor agrees
that upon the occurrence and continuance an Event of Default, the Debtor will make the
Collateral available to the Secured Party at a place to be designated by the Secured Party
which is reasonably convenient. The Debtor further agrees to pay all costs and expenses of
the Secured Party, including reasonable attorney's fees, in collection of any amount due
from the Borrower or the Debtor to the Secured Party herein or for the enforcement hereof.
If any notice of sale, disposition or other intended action by the Secured Party is required
by law to be given to the Debtor, such notice shall be deemed reasonably and properly
given if mailed, at least ten (10) days before such sale, disposition or other intended action,
to the Debtor at the address set forth above.
11. Waiver of any default hereunder by the Secured Party shall not be a waiver of any other
default or of the same default on a later occasion. No delay or failure by the Secured Party
to exercise any right or remedy shall be a waiver of any such right or remedy and no single
or partial exercise by the Secured Party of any right or remedy shall preclude other or
further exercise thereof or the exercise of any other right or remedy at any time.
12. This Agreement and the security interest in the Collateral created hereby shall terminate
when the Borrower has repaid the Secured Party the amount due on the Bond and all other
indebtedness and liability from the Borrower or the Debtor to the Secured Party whether
now existing or hereafter existing.
13. No waiver by the Secured Party of any default shall be effective unless in writing nor
operate as a waiver of any other default or of the same default on a future occasion.
14. The Secured Party is hereby appointed the Debtor's attorney -in -fact to do all things and
acts necessary to perfect and to continue to perfect the security interest in the Collateral
and, following the occurrence and during the continuance of an Event of Default, to
exercise its rights with respect to the Collateral.
[Signature page follows.]
M
IN WITNESS WHEREOF, the parties have signed this Agreement this 1st day of
November, 2019.
SECURED PARTY:
CITIZENS BANK & TRUST CO.,
HUTCHINSON, MINN.
By:
Its: Vice President
Signature page to Security Agreement
S-1
DEBTOR:
PRINCE OF PEACE SENIOR APARTMENTS,
INC.
By:
Its:
Signature page to Security Agreement
S-2
None
Exhibit A
Existing Security Interests
A-1
HUTCHINSON CITY COUNCIL
ci=V�f�
Request for Board Action
79 M-W
Agenda Item: Review of Airport Civil Air Patrol Site Estimated Costs and Potential Funding
Department: PW/Eng
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Kent Exner/John Olson
Agenda Item Type:
Presenter: Kent Exner/John Olson
Reviewed by Staff ❑
Communications, Requests
Time Requested (Minutes): 10
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
In an effort to continue discussions with Civil Air Patrol - Minnesota Wing representatives, City staff would like to
review recently prepared information (see attachments) regarding the installation of
City utility services to the potential
CAP Training Facility. Also, possible funding alternatives will be discussed.
BOARD ACTION REQUESTED:
None
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost: $ 0.00
Total City Cost: $ 0.00 Funding Source:
Remaining Cost: $ 0.00 Funding Source:
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HUTCHINSON CITY COUNCIL ci vof 0' a_ �
Request for Board Action 79 M-W
Agenda Item: Review of Minnesota Rules of Navigating a Roundabout
Department: PW/Eng
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Kent Exner
Agenda Item Type:
Presenter: Kent Exner
Reviewed by Staff F1
Communications, Requests
Time Requested (Minutes): 10
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
As previously requested, please see the attached information regarding the navigation of roundabout street
intersections. City staff will provide a brief review of these documents at the upcoming City Council meeting. Also,
City staff will work with HCVN (Hutchinson Community Video Network) to determine if available roundabout guidance
videos can be shown in the near future.
BOARD ACTION REQUESTED:
None
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost: $ 0.00
Total City Cost: $ 0.00 Funding Source:
Remaining Cost: $ 0.00 Funding Source:
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Roundabouts ( City of Richfield, MN
Pagel of 3
Roundabouts
WHAT IS A ROUNDABOUT?
17VFORMATlONAL VIDEOS:
Navigating A Multi -Lane Roundabout
Mythbuster- 4 Way Stop vs. Roundabout
How About A Roundabout?
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TWO
LOW
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Island
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Compared to standard instersections, there are fewer conflict points in a
roundabout
(Above) A traditional intersection has 32 conflict points. (Below) Modern
roundabout have ib conflict points. Accident in roundabout are typically minor
due to slower speeds and indirect contact points.
http://www.richfieldmn.govldepartmentslpublic-worksltransportationlroundabouts 10/15/2019
Roundabouts I City of Richfield, MN
Page 2 of 3
A 4
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roundabout is a one-way circular intersection without traffic signal equipment in which traffic flows
around a center island.
Unlike traffic circles from years ago, a modern roundabout provides safe and efficient traffic flow. It
operates with yield control at the entry points and gives priority to vehicles within the roundabout.
WHY BUILD A ROUNDABOUT INSTEAD OF A TRAFFIC SIGNAL?
Roundabout move traffic safely and efficiently through an intersection because of:
• Slower speeds
• Fewer conflict points
• Easy decision -making
Studies show that roundabouts provide:
• go% reduction in fatal crashes
• 75% reduction in injury crashes
• 30 to 40% reduction in pedestrian crashes
• lo% reduction in bicycle crashes
Slower vehicle speeds mean:
• Drivers have more time to judge and react
• Easier to use for older and beginner drivers
• Reduction in the severity of accidents
• Pedestrians are safer
Efficient traffic flow:
• Traffic always on the move- less delay
• 30 to 50% increase in traffic capacity
Other benefits:
• Reduction in pollution and fuel use
• Less noise due to fewer stops and starts
• No signal equipment to install and repair
http://www.richfieldmn.gov/departments/public-works/transportationlroundabouts 10/15/2019
Roundabouts I City of Richfield, MN
Page 3 of 3
• Provides traffic calming
http://www.richfieldmn.gov/departments/public-works/transportationlroundabouts 10/15/2019
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Ordinance No. 19-806 - Amending Chapter 111
Department: Administration/Legal
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Matt Jaunich/Marc Sebora
Agenda Item Type:
Presenter: Marc Sebora
Reviewed by Staff ✓❑
Unfinished Business
Time Requested (Minutes): 5
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OFAGENDA ITEM:
We have had several conversations over the past couple of weeks regarding both the food vendor and transient
merchant (peddler/solicitors) ordinances. At the last council meeting you approved a first reading of Ordinance 19-806
- Amending Chapter 111 dealing with Peddlers and Solicitors.
Staff is asking the Council to consider a second reading and adoption of the ordinance. There have been no changes
to the ordinance since its first reading.
BOARD ACTION REQUESTED:
Approve/Deny Second Reading and Adoption of Ordinance No. 19-806 - an Ordinance Amending Chapter 111 -
Peddlers and Solicitors
Fiscal Impact: $ 0.00 Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
ORDINANCE 19-806
AN ORDINANCE AMENDING CHAPTER I I I — PEDDLERS AND SOLICITORS
The City Council hereby ordains:
111.01 DEFINITIONS.
Except as may otherwise be provided or clearly implied by context, all terms shall be
given their commonly accepted definitions. For the purpose of this chapter, the following
definitions shall apply unless the context clearly indicates or requires a different meaning.
PEDDLER. Any person, whether a resident of the city or not, who goes from house to
house, from place to place or from street to street, conveying or transporting goods, wares or
merchandise or offering or exposing the same for sale or making sales and delivering articles to
purchasers. It does not include vendors who distribute products to regular customers on regular
established routes.
SOLICITOR. Any person, whether a resident of the city or not, who goes from house to
house, from place to place, or from street to street, in person or by telephone, soliciting or taking
or attempting to take orders for sale of goods, wares or merchandise, including magazines,
books, periodicals or personal property of any nature whatsoever for future delivery, or for
service to be performed in the future, whether or not such individual has, carries or exposes for
sale a sample of the subject of such order or whether or not he or she is collecting advance
payments on such orders. Such definition includes any person who, for himself or herself, or for
another person, firm or corporation, hires, leases, uses or occupies any building, motor vehicle,
trailer, structure, tent, railroad box car, boat, hotel room, lodging house, apartment, shop or other
place within the city for the primary purpose of exhibiting samples and taking orders for future
delivery. It does not include vendors who distribute products to or take orders from regular
customers on regular established routes or display products or take orders at invited in -home
demonstrations.
TRANSIENT MERCHANT. Any person, firm or corporation, whether as owner, agent,
consignee or employee whether a resident of the city or not, who engages in a temporary
business of selling and delivering goods, wares and merchandise within the city, and who, in
furtherance of such purpose, hires, leases, uses or occupies any building, structure, motor
vehicle, lodging house, apartments, shops or any street, alley or other place within the city, for
the exhibition and sale of such goods, wares and merchandise, either privately or at public
auction. Such definition does not include any person who, while occupying such temporary
location, does not sell from stock, but exhibits samples for the purpose of securing orders for
future delivery only. The sale of farm or garden products, whether or not sold by the person
producing the same, shall be included within the definition set forth above; provided, however,
that, the City Council may exempt such farm and garden products from the chapter as are sold at
a duly organized and authorized farmer's market.
(2004 Code, § 111.01) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003)
§ 111.02 LICENSE REQUIRED.
(A) It is unlawful for any peddler, solicitor or transient merchant to engage in any
business within the city without first obtaining a license therefor from the city. It is unlawful for
any solicitor to engage in any business within the city without first registering his or her business
information with the city. Business information shall include:
(1) Name of owner/agent of company performing solicitation;
(2) Company address;
(3) Contact phone number of owner/agent;
(4) List of all employee names who will be performing solicitation on behalf
of company;
(5) Estimated time frame when solicitation will occur;
(6) Products being solicited; and
(7) Other cities solicitation has occurred.
(B) Where licensing is referenced throughout the remainder of this chapter, it shall
refer to peddlers and transient merchants only
(2004 Code, § 111.02) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003; Ord. 13-718,
passed 9-24-2013) Penalty, see § 10.99
§ 111.03 Types of license
An applicant may apply for the following types of license:
(A) Annual License — an annual license for the activities contained in this chapter may be
issued for the duration of a calendar year at a fee set by the City Council as part of the city's fee
schedule. The fee shall not be brorated.
(B)Temporary License - a license for the activities contained in this chapter may be
issued for a sltt§��e period of up to three consecutive days at a fee set by the City Council
as part of the city's fee schedule. A maximum of four temporary licenses per calendar year will
be issued to the same abblicant or for the same location.
(C) Multi -vendor Sponsored Event License — a license for events hosted by an individual
or entity that will have three or more transient merchants and/or food vendors as defined under
chapter 123 of this code in attendance. This license will not be issued to the same applicant or for
the same location more than four times in a calendar year and is lifnited to a speei fie da*e each
license is limited to a period of up to three consecutive days. It shall be the responsibility of the
sponsor of the event to provide all of the information required under this chapter for all transient
merchants attending the sponsored event. The fee for this license shall be set by the City Council
as part of the city's fee schedule.
§ 111.E 04 EXEMPTIONS
This chapter does not include the acts of persons selling personal property at wholesale to
dealers in such articles, nor to newsboys, nor to the acts of merchants or their employees in
delivery goods in the regular course of business. Nor shall the provisions of this chapter be
applied to the acts of persons selling or displaying personal property, goods or wares to
merchants or their employees for use in the merchant's business or sale upon consignment by the
merchant. Additionally, multi -vendor events that are held at the Hutchinson Event Center, "
McLeod County Fairgrounds, Hutchinson Mall an4 or are sponsored by the Chamber of
Commerce andier the Rdte insen "'-&" are exempt. Nothing contained in this chapter prohibits
any sale required by statute or by order of any court, or prevents any person conducting a bona
fide auction sale pursuant to law.
(2004 Code, § 111.03) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003)
§ 111.,04 05 APPLICATION.
(A) Applicants for a license under this chapter shall file with the City Administrator a
sworn application in writing on a form to be furnished by the City Administrator.
(B) The application shall give the following information:
(1) Name and physical description of applicant;
(2) Complete permanent home and local address of the applicant and, in the
case of transient merchants, the local address from which proposed sales will be made;
(3) A brief description of the nature of the business and the goods to be sold;
(4) The name and address of the employer, principal or supplier of the
applicant, together with credentials therefrom establishing the exact relationship;
(5) The length of time for which the right to do business is desired;
(6) The source of supply of the goods or property proposed to be sold, or
orders taken for the sale thereof, where such goods or products are located at the time said
application is filed, and the proposed method of delivery;
(7) The names of at least two property owners of the county who will certify
as to the applicant's good character and business respectability or, in lieu of the names of
references, such other available evidence as to the good character and business responsibility of
the applicant as will enable an investigator to properly evaluate such character and business
responsibility;
(8) A statement as to whether or not the applicant has been convicted of any
crime, misdemeanor or violation of any city code provision, other than traffic violations, the
nature of the offense and the punishment or penalty assessed therefor;
(9) The last municipalities, not to exceed three, where applicant carried on
business immediately preceding date of application and the addresses from which such business
was conducted in those municipalities; and
(10) At the time of filing the application, a license/investigation fee adopted by
ordinance of the Council shall be paid to the City Administrator to cover the cost of investigation
of the facts stated therein.
(2004 Code, § 111.04) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003)
§ 111.E 06 RELIGIOUS AND CHARITABLE ORGANIZATIONS; EXEMPTION.
The provisions of this chapter shall not apply to any organization, society, association or
corporation desiring to solicit or have solicited in its name money, donations of money or
property or financial assistance of any kind or desiring to sell or distribute any item of literature
or merchandise for which a fee is charged or solicited from persons other than members of such
organizations upon the streets, in office or business buildings, by house to house canvass or in
public places for a charitable, religious, patriotic or philanthropic purpose.
(2004 Code, § 111.05) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003)
§ 111.46 07 INVESTIGATION AND ISSUANCE.
(A) Upon receipt of each application, it shall be referred to the Chief of Police, who
shall immediately institute such investigation of the applicant's business and moral character as
he or she deems necessary for the protection of the public good and shall endorse the application
in the manner prescribed in this chapter within seven days after it has been filed by the applicant
with the City Administrator.
(B) As a result of such investigation, the Chief of Police shall endorse his or her
approval or disapproval on such application and his or her reasons for the same and return the
application to the City Administrator, who, after consideringthe he application and results of the
police investigation, may administratively issue t mige - fy lieens s all licenses under this
chapter.
date of the applieation.
(C) If the City Administrator or- Gatineil shall reject such application, the City
Administrator shall notify the applicant that his or her application is disapproved and that no
license will be issued. The City Administrator may deny a license application for any of the
reasons contained in Section 111.13 of this ordinance and the applicant may appeal the city
administrator's decision in the manner contained in that same section. If the City Administrator
the Gat , :' shall approve such application, the City Administrator shall deliver to the
applicant his or her license. Such license shall contain the signature of the issuing officer and
shall show the name and address of the licensee, the class of license issued and the kinds of
goods to be sold thereunder, the date of issuance and the length of time, not to exceed one year
from the date of issuance that the same shall be operative, as well as the license number. Each
peddler, solicitor or transient merchant must secure a personal license. No license shall be used
at any time by any person other than the one to whom it is issued. The City Administrator shall
keep a permanent record of all licenses issued.
(2004 Code, § 111.06) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003)
§ 111.07 08 LOUD NOISES AND SPEAKING DEVICES.
No licensee, nor any person in his or her behalf, shall shout, cry out, blow a horn, ring a
bell or use any sound amplifying device upon any of the streets, alleys, parks or other public
places of the city or upon private premises where sound of sufficient volume is emitted or
produced therefrom to be capable of being plainly heard upon the streets, avenues, alleys, parks
or other public places, for the purpose of attracting attention to any goods, wares or merchandise
which such licensee proposes to sell.
(2004 Code, § 111.07) (Ord. 89-14, passed 6-1-1990; Ord. 03-340, passed - -2003) Penalty, see
§ 10.99
§ 111.49 09 USE OF STREETS.
(A) No licensee shall have any exclusive right to any location in the public streets, nor
shall any be permitted a stationary location in the public streets or public right-of-way, nor shall
any be permitted to operate in a congested area where such operation might impede or
inconvenience the public use of such streets.
(B) For the purpose of this chapter, the judgment of a police officer, exercised in good
faith, shall be deemed conclusive as to whether the area is congested and the public impeded or
inconvenienced.
(2004 Code, § 111.08) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003) Penalty,
see § 10.99
§ 111.49 10 EXHIBITION OF LICENSE
Licensees are required to exhibit their license at the request of any citizen
(2004 Code, § 111.09) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003)
§ 111.4-9 11 DUTY OF POLICE TO ENFORCE.
It shall be the duty of the police to require any person seen peddling, soliciting or
canvassing and who is not known by such officer to have obtained a license hereunder to
produce his or her license and to enforce the provisions of this chapter against any person found
to be violating the same.
(2004 Code, § 111.10) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003)
§ 111.44 12 RECORDS.
The Chief of Police shall report to the City Administrator all convictions for violation of
this chapter and the City Administrator shall maintain a record for each license issued and record
the reports of violation therein.
(2004 Code, § 111.11) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003)
§ 111.E 13 DENIAL AND REVOCATION OF LICENSE.
(A) Licenses applied for or issued under the provisions of this chapter may be denied
or revoked by the Council after notice and hearing, for any of the following causes:
(1) Fraud, misrepresentation or incorrect statement contained in the
application for license;
(2) Fraud, misrepresentation or incorrect statement made in the course of
carrying on his or her business as solicitor, canvasser, peddler, transient merchant, itinerant
merchant or itinerant vendor;
(3) Any violation of this section;
(4) Conviction of any crime or misdemeanor; and
(5) Conducting the business of peddler, canvasser, solicitor, transient
merchant, itinerant merchant or itinerant vendor, as the case may be, in an unlawful manner or in
such a manner as to constitute a breach of peace or to constitute a menace to health, safety or
general welfare of the public.
(B) Notice of the hearing for the denial or revocation of a license shall be given by
the City Administrator in writing, setting forth specifically the grounds of complaint and the time
and place of hearing. Such notice shall be mailed, postage prepaid, to the licensee at his or her
last known address at least five days prior to the date set for hearing, or shall be delivered by a
police officer in the same manner as a summons at least three days prior to the date set for
hearing.
(2004 Code, § 111.12) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003)
§ 111.44 14 REAPPLICATION.
No licensee whose license has been revoked shall make further application until at least
six months have elapsed since the last previous revocation.
(2004 Code, § 111.13) (Ord. 92-52, passed 2-25-1992; Ord. 03-340, passed - -2003)
§ 11144 15 EXPIRATION OF LICENSE.
(A) All annual licenses issued under the provisions of this chapter shall expire at
midnight on December 31 in the year when issued.
(B) Other than annual, licenses shall expire at midnight on the date specified in the
license.
§ 111.16 Community Festivals.
The City Council retains the authority to determine what types of licensing if any, are
required of the sponsors of recognized community festivals.
(2004 Code, § 111.14) (Ord. 92-52, passed 2-25-1992; Ord. W3-340, passed - -2003)
Adopted by the City Council this
Gary T. Forcier, Mayor
day of
2019.
Attest:
Matthew Jaunich, City Administrator
HUTCHINSON CITY COUNCIL ci=V�f�
Request for Board Action 79 M-W
Agenda Item: Calling a Special Budget Workshop Meeting for 4.00 pm on November 12
Department: Administration
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Matt Jaunich
Agenda Item Type:
Presenter: Matt Jaunich
Reviewed by Staff ❑
New Business
Time Requested (Minutes): 1
License Contingency N/A
Attachments: No
BACKGROUND/EXPLANATION OFAGENDA ITEM:
Staff is looking to call our next budget workshop meeting of the year in preparation for the 2020 budget.
The next workshop (4th overall) will be at 4 p.m. on November 12 and will focus on our Enterprise Funds. We will also
have an update on our current budget and tax levy, and will take a last look at our preliminary CIP.
Staff is asking the council to call this budget workshop meeting.
BOARD ACTION REQUESTED:
Approval of calling a special workshop meeting for 4:00 p.m. on November 12
Fiscal Impact: $ 0.00 Funding Source:
FTE Impact: Budget Change: No
Included in current budget: Yes
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
Public Arts Commission
Wednesday, August 14, 2019
5:30-6:30pm I Hutchinson Library
Minutes
Attendees: Steve Cook, Kay Voight, Greg Jodzio, Morgan Baum
1. Sculpture Stroll Update
- HCA strategy meeting shared they liked the Stroll, but there was some confusion to
who's in charge of the Stroll (HCA, City, Other?). The ED Lisa Burgh gets some
questions and feedback.
2. Website and Social Media
- Jon was posting for social media, but now Greg and Steve are on as managers of social
- We should try to update the social media site more often
- Ideas for posts:
- Pillar Update
- How to by Stroll Artwork
- Artist background piece a month
- More engagement
- Use the scheduling feature
- Steve will talk to Tom Kloss, IT director, about adding updates
3. New Member Recruiting
- Morgan will send Patrick Hiltner, Application
- Michelle Jordahl, Steve reached out, Kay will follow up.
- Jackie Fuchs, Greg already shared application, but will follow up
- Rhonda Berg, should we approach?
- Hannah Tjoflat, Morgan will approach
4. Fund balance Update
- Current balance $26,500
- Spent in 2019 $15,784
5. Pillar Project Update
- The Selection Committee met with the artists and narrowed down finalists.
- We brought in the finalists for in person meetings.
- Selected: Nick Legeros for the Trees Art
- Selected: Greg Mueller for the Side Panel Art
- Greg is coming to Hutchinson on 8/28 at 1:30pm (location TBD) to discuss the side
panels.
- Nick doesn't need to come in at this time. Nick mentioned that the patina could each be
a little different and could match the leafs on the side that Greg is doing.
- MNDOT needed us to shift the First Ave S and Library Square locations. The one at First
Ave NE to shift to match. This makes all of the Pillars placed in the City right-of-way
(ROW). As such approval and ownership stays with the City.
- Opens up the opportunity to add additional side panels (should we want them and
should there be funding)
- There is a possibility that we could put a grant request to the Hutchinson Community
Foundation (deadline in September 2019, date TBD).
- Pillar design is part of the bid project.
- There's discussion that the Pillars could potentially be time capsules that embrace the
four values inside.
- Steve contacted two local masonry companies and asked for rough bids. One came in at
$22,530 which is very close to our estimate. The other was very high and did not provide
any rational.
6. Other Business
- The Kamarath artwork will be on the Council agenda on August 27th
- Rail Authority attorney said that they'd support whatever the city did with the Dave W
Next Meeting; Wednesday, September 11th at 5:30pm at Library Meeting Room
h
HRA
HUTCHINSON HOUSING AND
REDEVELOPMENT AUTHOR£TY
Regular Board Meeting Tuesday, September 17, 2019, 7:00 AM
Minutes
1. CALL TO ORDER: Chair Renee Lynn Johnson Kotlarz called the meeting to order.
Members Present: Gary Forcier, Eileen Henry, and Steve Jensen. Staff Present: Jean Ward
and Judy Flemming.
2. CONSIDERATION OF MINUTES OF THE REGULAR BOARD MEETING ON
AUGUST 20, 2019
Steve Jensen moved to approve the Minutes of the regular board meeting as written. Gary
Forcier seconded and the motion carried unanimously.
3. FINANCIAL REPORTS
a. Steve Jensen moved to approve City Center General Fund payments of $19,567.69 for
checks 9057 to 9062. Eileen Henry seconded and the motion carried unanimous.
b. Steve Jensen moved to approve City Center August 31, 2019 financial statements. Gary
Forcier seconded and the motion carried unanimously.
c. Eileen Henry moved to approve the Park Towers Operating Account payments of
$81,582.16 for checks 14741 to 14761. Steve Jensen seconded and the motion carried
unanimous.
d. Steve Jensen moved to approve the July 2019 Park Towers financial statements. Eileen
Henry seconded and the motion carried unanimously.
4. PARK TOWERS UPDATE
a. Occupancy Report: Full
b. Jean Ward reviewed the Park Towers' September Newsletter with the Board.
c. 7:30 A.M. PUBLIC BEARING to review 2020 PHA 5 Year Plan, 2020 Capital Fund
Program and Park Towers Capital Needs Assessment Report and review revisions to
ACOP.
Chair Renee Lynn Johnson Kotlarz opened the Public Hearing. Jean Ward reviewed the
2020 PHA 5 Year Plan, 2020 Capital Fund Program and Park Towers Capital Needs
Assessment Report and review revisions to ACOP. No public comments. Gary Forcier
moved to close the Public Hearing. Steve Jenson second and the motion carried
unanimously. Chair Renee Lynn Johnson Kotlarz closed the Public Hearing.
d. Steve Jensen moved to approve Resolution #2019 — 7 PHA Certification of Compliance
with PHA Plans and Related Regulations. Gary Forcier seconded and the motion carried
unanimously.
e. Gary Forcier moved to approve Resolution #2019 — 8 Civil Rights Certification HUD-
50077-CR. Steve Jensen seconded and the motion carried unanimously.
f. Gary Forcier moved to approve the 2020 Capital Fund Plan and Approval of Capital
Needs Assessment for use in Capital Fund Plans. Eileen Henry seconded and the motion
carried unanimously.
g. Gary Forcier moved to approve the revisions to ACOP. Steve Jensen seconded and the
motion carried unanimously.
September 17, 2019 Minutes Page 1 of 2
h. Steve Jensen moved to approve no change in 2018 flat rent. Gary Forcier seconded and
the motion carried unanimously.
i. Steve Jensen moved to approve Resolution #2019 — 9 to approve Park Towers' 2020
budget. Gary Forcier seconded and the motion carried unanimously.
j. Gary Forcier moved to approve Resolution #2019 —10 to adopt Passbook Savings Rate
Procedure. Eileen Henry seconded and the motion carried unanimously.
5. UPDATE ON NEW CONSTRUCTION WORKFORCE HOUSING INITIATIVE BY
DIANE SORENSON AND BRUCE NAUSTDAL
Diane Sorenson and Bruce Naustdal updated the Board on the Hutchinson housing
market, homebuyer interest & eligibility for the initiative, construction costs and ideas to
stimulate the New Construction Workforce Housing Initiative.
6. CONSIDERATION OF APPROVAL CITY GRANT APPLICATION(S)
a. Steve Jensen moved to approve the 735 Dale Street SW City Home Improvement Grant
& MHFA Impact Loan Owner Match..Gary Forcier seconded and the motion carried
unammous.
7. REVIEW OF SEPTEMBER 2019 MARKET RATE GENERAL OCCUPANCY
VACANCY RATE OF VERSUS 2018 MARKET RATE GENERAL OCCUPANCY
VACANCY RATE OF 2.76% and REVIEW OF RENTAL HOUSING LIST.
The Board reviewed the rental information and will discuss it more next month.
8. ADJOURNMENT
Steve Jensen moved and Gary Forcier seconded to adjourn. There being no other business,
Chair Renee Lynn Johnson Kotlarz declared the meeting adjourned.
Recorded by Jean Ward, HRA Executive Director
Gary Forcr, Secretary/Treasurer
September 17, 2019 Minutes Page 2 of 2
HUTCHINSON CITY COUNCIL
c'=y-fAa�
Request for Board Action
7AL =-ft
Agenda Item: September 2019 Financial and Investment Reports
Department: Finance
LICENSE SECTION
Meeting Date: 10/22/2019
Application Complete N/A
Contact: Andy Reid
Agenda Item Type:
Presenter:
Reviewed by Staff ❑
Governance
Time Requested (Minutes): 0
License Contingency N/A
Attachments: Yes
BACKGROUND/EXPLANATION OF AGENDA ITEM:
For Council review, attached are the September Financial Reports for the general fund and enterprise funds. Also
attached is the September Investment Report.
Feel free to contact me with any questions. Thank you.
BOARD ACTION REQUESTED:
Fiscal Impact: Funding Source:
FTE Impact: Budget Change: No
Included in current budget: No
PROJECT SECTION:
Total Project Cost:
Total City Cost: Funding Source:
Remaining Cost: $ 0.00 Funding Source:
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