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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 4 K �'. Lo -5-j +, as Y— M� ,on -w E ,8r+ 0 - °x 1Ct. � LU v CL VV cu UL e— _......... 7: -� cr �. �f tu � ".' ti i ass 40 dij -lb Am Cs. 0 � ka La z 0_ 4? 6 i a W ZaR .�Y ' W z IL LL c 14 _ ci OD � L o Go c x m _ Q c c�z C1: ca �-�•+ z 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. 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" C7 c O ii OC (D 2 O z 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. 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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. 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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.......................................................................... -I- Page 5 5 5 I., 8 8 9 9 9 9 .. 10 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; 3 12iissnvi 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. M 12iissnvi 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 5 12iissnvi 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; on iaii5snvi (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"). 7 12iissnvi 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 12iissnvi 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. I 12iissnvi (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. 10 12iissnvi (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 11 12iissnvi 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. 12 12iissnvi 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. 13 12iissnvi (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). 14 iaiissnvi (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. 15 12iissnvi (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 16 12iissnvi (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. 17 12iissnvi 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. IV 12iissnvi 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. 19 iaii5snvi 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 20 12iissnvi 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. 21 12iissnvi (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. 22 12iissnvi 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 23 12iissnvi 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: 24 12iissnvi 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 25 12iissnvi 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. 26 12iissnvi 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.] S-1 iaiissnvi 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 12iissnvi 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 on 1212oos5vi 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 7 iaiaoossvi 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 1212oossvi 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 I 1212oossvi 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 10 1212oossvi 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 11 iaiaoossvi (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 12 1212oossvi 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 13 iaiaoossvi 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"). 14 1212oossvi 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. 15 iaiaoos5vi 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, 16 1212oossvi (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: z� o F oz z� x c F a� oNo N F C W c W c� z "c x w � aN N �o w pz v� �N�z mN� z x F z c F Fz�NN�mNNN NNN N� � a � g w W w F F F o o N o � z - o N g z N z z N x - N N- N N o � w Q a o0 000 oN��Nm tiNti z "c � w � w w F F 0 o N m N m N o 0 0 o � z � o P. F 'z �'z wggzoQqqxwwwwxxxxxwwwwzxw J' J' 0 �" �" �" V V V V V V V wW w' O.a z O' d d ¢'zzzz W .7 .7 .7 ¢'¢'¢'¢'¢'zz .7 W W W W W .7 .7 z z .7 .7 Wy' Oa z, z U� uu� u u u N o z o W z Q� ezo z z uxxawr o Q y�� F w wz u a W zw w Hw WW zz o xuuzx o z u z� ¢� w- �zz O u u< z z F Q a z Q z O Ll z O QOF,wwzz� z z ro O F a O a z oQax x w z w Q x zz�Q z x z� O a u z F O W W_ '� z W W W W z w z� a 2 'cFO zz FQzzFw W uW a¢� W F¢a' 'V F WW ,uu �]W WI up ccW'WZ4O 'a � �Tl zz �Tl F z u 0TO ¢ v� O -F¢C QV OO EOfkc F, u7, W FFC�l W 0 ddl', N N N N , N N zo azdd?-t-�kdd+d tiNm tiNm N��N�N 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: £ 4 u f } } 0 2 /2 = E © ° y •x .. \ / Q = o E = e = $ m S o/ $/ ) 2 7 (/ 0 ( $ § / (t > / / M / \ e) 2 .E / E E o k ( $ \ k / u u / / @ 2 e.E t e C e= z e± » o o E ± y _ = m a 2 u e/.-§ k =_ 2$ B 2 & ƒ F 3 / '2 x { / 2 § / o $ ( e f CL/$ 9 t$ 5 C\ (\$ 9 f E o f§/ e E) e ° � / 2 e $ f ®3 E e e>�® E E e u M _ 4- E>= e Q ± a= E E 2 0 0 0'� /§ƒ 2= 3 0® e k/// E_ B .R E 2 eBe=3 E E tg> U% %» = g 3 8 2 3 / / / e e _ § $ ƒ > tW .E \ a)2 } = e -0 ®•& / 2 W .§ ƒ / E 2 G \ f f \ 0 k 0 e % § •u 7 ƒ .0 / ° $ k ƒ @ 7 2 \ / -a 2 ® / 0 E U / CL /\/$\/{/ 2 mtw m Q E u a)u = = m.§ / k 3 7 2 2 e e _� ( \ 0 / / / / -0u / \ ) ) C \ V- e E / � e 0 / R / 1 k \ / .0 227 k % B ± E W � / 2 3 o g o / U 0 � / 1 f U e o § \ ® 0 0Ln % 2 e E u ' o / ° f ƒ § Ln p a) u 0 U $ z 0 ° U / _ % � . . . c m J _O OA c VN I n• a+ 3 O c O m > V C s c c c oa 0 ao o o4-1� v, � a o c U (6 O O C 7 f6 'in a) 4 j i to C 7 C O CA 7 Cc:a) a) (6 N E Q C U > f6 a) O C C O o 0 C L Q � +� ao ,n += � • •Lo n5 f6 N a) 0 I U C (6 OU ,0, 4� O N 4 C t = 4-L L fn > = f6 � c > 3 s c � a a� � ° a; O O s a) En s = 4 � 'a 0000000 0 00000000 ■ , ( \2o 0 0 5 / e E ) U 0< g� 2 k\\&\ § « $ « 2 0V) g E ° ■ % 2 \ m /wmg— Q _ > = E $ E \ 5 E o (a \ Cc E u�ee�. -0 i \ \ a) _0 �2/7 E ® e 2 § ® / 3 \ z / { t / \ 5 5 > g \ = — 0 / § 0 > s 3 § ® e > E o c o m E E /�39 _0Z §) E 7 § 2 0 3 = o — s � \ \ > ) « \ 2 \ C:03 S §s/ \ \ 0 \ \ E / \ u ƒ )Cc\ 0 \ 0 / 0= c o\¢ S / u.° \ [ ± E \ _ < 3 2 -0) \ 2 U c k g = z@ 2 3 \ a)/ 2 e \ � z\[ o y§ 2 E± 0 m 0 a e\ y@¥ \ 2 u\ /<�\ u 0 u 0 0 » \ / 7 / \ m o ) \ \ @ � / ® 7 © \ E / k � / f ) 0 u \ n e ( 'E E_ -E / > 2 0 0 m J� 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? t TWO LOW A �p;a��r Island p_ #� Ersoy t 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 �+ 4 � w ■ ■ 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. 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