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03/15/2016 - City Council RegularAGENDA EAGAN CITY COUNCIL EAGAN MUNICIPAL CENTER BUILDING MARCH 15, 2016 6:30 P.M. ROLL CALL AND PLEDGE OF ALLEGIANCE II. ADOPT AGENDA III. RECOGNITIONS AND PRESENTATIONS IV. CONSENT AGENDA (Consent items are acted on with one motion unless a request is made for an item to be pulled for discussion) A. APPROVE MINUTES B. PERSONNEL ITEMS C. APPROVE Check Registers D. APPROVE Contracts E. AWARD Contract 16-05 - Fire Station One F. APPROVE resolution authorizing issuance and sale of approximately $8,390,000 General Obligation Capital Improvement Plan Bonds, Series 2016A, on April 5, 2016 G. Item removed H. APPROVE an extension of the Preliminary Subdivision approval for Willow Ridge I. APPROVE Final Planned Development for Boulder Lakes 3rd Addition J. APPROVE Joint Powers Agreement for an expanded Countywide Broadband System K. APPROVE Resolution to accept a donation of $25 From Steven Godes toward the Restoration Project at the 1914 Town Hall L. APPROVE Temporary On -Sale Liquor License for Twin Cities Goodtime Softball on May 28 and 29, 2016 at Northview Athletic Fields M. Approve Joint Powers Agreement with Dakota County Transportation — Diffley Road (CSAH 30)/Blackhawk Road, Diffley Road (CSAH 30)/Johnny Cake Ridge Road, & Pilot Knob Road (CSAH 31)/Corporate Center Drive - Traffic Signal Revisions N. AWARD Contract 16-04—Central Maintenance Facility Renovations 0. AWARD Contract 16-14 — Central Maintenance Campus Salt Storage Building P. AWARD Contract 16-15 — Central Maintenance Campus Storage Bins Q. APPROVE Parking License Agreement with Oak Hills Church for Central Maintenance Facility Renovations (Project 1206) R. SCHEDULE a Special City Council Meeting for 6:30 p.m. on Monday, May 23, 2016 in the Council Chambers to consider the MVZ development application S. APPROVE IRU's (Indefeasable Right of Use) Agreements between the City of Eagan and Dakota County to use Fiber Optic Cable and Conduit, and to approve Joint Powers Agreement with Dakota County to Extend Fiber along Johnny Cake Ridge Road T. APPROVE resolution granting Comcast of Minnesota, Inc., a franchise term extension to December 31, 2016 U. APPROVE Resolution to accept an event partnership donation agreement from Blue Cross & Blue Shield of Minnesota for Veggie Bucks Program V. PUBLIC HEARINGS VI. OLD BUSINESS A. PLANNED DEVELOPMENT AMENDMENT—MetroTransit/ Metropolitan Council—A Planned Development Amendment to allow an expansion of the Cedar Grove Transit Station and related site improvements for the parcel located at 4035 Nicols Road VII. NEW BUSINESS A. RECEIVE APPLICATION for Minnesota Investment Fund Allocation for Corvida Medical and SCHEDULE Public Hearing for its Consideration on April 5, 2016 VIII. LEGISLATIVE / INTERGOVERNMENTAL AFFAIRS UPDATE IX. ECONOMIC DEVELOPMENT AUTHORITY A. CALL TO ORDER B. ADOPT AGENDA C. CONSENT AGENDA 1. APPROVE EDA Minutes 2. APPROVE Extension of Preliminary Redevelopment Agreement with Pratt Development for the Cedar Grove Redevelopment District 3. AUTHORIZE Staff to Request a Scope of Work and Cost Estimate to Update the Cedar Grove Alternative Urban Areawide Review (AUAR) D. OLD BUSINESS E. NEW BUSINESS F. OTHER BUSINESS G. ADJOURN X. ADMINISTRATIVE AGENDA A. City Attorney B. City Council Comments C. City Administrator D. Director of Public Works E. Director of Community Development XI. VISITORS TO BE HEARD (for those persons not on the agenda) XII. CLOSED SESSION XIII. ADJOURNMENT 'Tr City of Evan TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS FROM: CITY ADMINISTRATOR OSBERG DATE: MARCH 11, 2016 SUBJECT: AGENDA INFORMATION FOR MARCH 15, 2016 CITY COUNCIL MEETING ADOPT AGENDA After approval is given to the March 15, 2016 City Council agenda, the following items are in order for consideration. Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA The following items referred to as consent items require one (1) motion by the City Council. If the City Council wishes to discuss any of the items in further detail, those items should be removed from the Consent Agenda and placed under Old or New Business unless the discussion required is brief. A. Approve Minutes Action To Be Considered: To approve the minutes of March 2, 2016 regular City Council meeting and March 8, 2016 Special City Council meeting as presented or modified. Attachments: (2) CA -1 March 2, 2016 Minutes CA -2 March 8, 2016 Minutes MINUTES OF A REGULAR MEETING OF THE EAGAN CITY COUNCIL Eagan, Minnesota MARCH 2, 2016 A Listening Session was held at 6:00 p.m. prior to the regular City Council meeting. Present were Mayor Maguire and Councilmembers Bakken, Fields, and Hansen. Councilmember Tilley was absent. A regular meeting of the Eagan City Council was held on Wednesday, March 2, 2016 at 6:30 p.m. at the Eagan Municipal Center. Present were Mayor Maguire and Councilmembers Bakken, Fields, and Hansen. Councilmember Tilley was absent. Also present were City Administrator Osberg, Assistant City Administrator Miller, Communications Director Garrison, Director of Community Development Hohenstein, City Planner Ridley, Director of Public Works Matthys, Police Chief McDonald, Fire Chief Scott, and Executive Assistant Stevenson. AGENDA Councilmember Bakken moved, Councilmember Fields seconded a motion to approve the agenda as presented. Aye:4 Nay:0 RECOGNITIONS AND PRESENTATION Swearing In of Officer Luke Caneff Police Chief McDonald introduced new Police Officer Luke Caneff and administered the Oath of Office. Recognize the Retirement of Engineering Technician Bruce Allen 28 Years Working For the City of Eagan Public Works Director Matthys recognized Bruce Allen, Engineering Technician, for his 28 years of service to the City of Eagan. Mr. Allen thanked the City for the opportunity to serve. The City Council thanked Mr. Allen for his service to the City. Recognition of Kathi Kamm for 19 Years Working for the City of Eagan Acting Parks and Recreation Director Flewellen recognized Kathi Kamm, Clerical Technician, for her 19 years of service to the City of Eagan. Ms. Kamm thanked the City for the opportunity to serve. The City Council thanked Ms. Kamm for her service to the City. CONSENT AGENDA Councilmember Hansen moved, Councilmember Fields seconded a motion to approve the Consent agenda: Aye:4 Nay:0 Mayor Maguire commented on Consent Agenda Item F. Police Chief McDonald provided additional information regarding the donation. Mayor Maguire recognized the Eagan Citizens' Crime Prevention Association for the donation. City Council Meeting Minutes March 2, 2016 2 page A. It was recommended to approve the minutes of February 9, 2016 Special City Council meeting, and February 16, 2016 regular City Council meeting as presented. B. Personnel Items: 1. It was recommended to authorize the hiring of a part time temporary HR/Recruitment Specialist to work no more than 27 hours per week from March 2016 through December 2016, and authorize a corresponding budget amendment. 2. It was recommended to authorize the hiring of listed seasonal employees. C. It was recommended to ratify the check register dated February 12, and February 19, 2016 as presented. D. It was recommended to approve the ordinary and customary contracts with Genisys Credit Union, Think Bank, Sun Thisweek Newspaper, Urgency Room, and listed Market Fest entertainment contracts. E. It was recommended to approve a Joint Powers Agreement enabling Eagan Police Officers to access Criminal Justice Data through the Minnesota Bureau of Criminal Apprehension. F. It was recommended to adopt a resolution accepting a $15,000 donation from the Eagan Citizens' Crime Prevention Association that will be used to reimburse the City for the purchase of a virtual shooting system. G. It was recommended to adopt a resolution approving an Exempt Permit for the Pinewood PTO to conduct a raffle on April 8, 2016 at Pinewood Community School, 4300 Dodd Road. H. It was recommended to approve a resolution accepting a donation of furniture and equipment from an area business for the Fire Department, I. It was recommended to approve a Final Planned Development for an approximately 47,000 s.f. multi -tenant retail building upon Lot 4, Block 1, Central Park Commons. J. It was recommended to approve the final payment for Contract 15-06 (Wells Nos. 6, 13, and 16 Rehabilitation —Water Improvements) in the amount of $40,135.00 to Bergerson- Caswell, Inc. and accept the improvements for perpetual City maintenance subject to warranty provisions. K. It was recommended to approve the final payment for Contract 15-08 (1&1 Manhole Seals — Sanitary Sewer Improvements) in the amount of $20,608.03 to Ess Brothers & Sons, Inc. and accept the improvements for perpetual City maintenance subject to warranty provisions. L. It was recommended to receive the bids for Contract 16-08 (Wells Nos 12 and 14 Rehabilitation — Water Improvements) and award a contract to Keys Well Drilling Company for the base bid in the amount of $76,855.00, and authorize the Mayor and City Clerk to execute all related documents. M. It was recommended to receive the bids for Contract 16-11 (Well No. 11 Rehabilitation — Water Improvements) and award a contract to Bergerson-Caswell, Inc. for the base bid in the amount of $47,315.00, and authorize the Mayor and City Clerk to execute all related documents. N. It was recommended to receive the bids for Contract 16-13 (Manhole Sealing, Inflow and Infiltration Mitigation — Sanitary Sewer Improvements), award the contract to Ess Brothers and Sons, Inc. for the bid amount of $24,360.00, and authorize the Mayor and City Clerk to execute all related documents. 0. It was recommended to approve the plans and specifications for Contract 16-12 (2016 City- wide Sewer Lining — Sanitary Sewer Improvements) and authorize the advertisement for a bid opening to be held at 11:00 a.m. on Thursday, March 24, 2016, at 3419 Coachman Point, Eagan, MN. P. It was recommended to approve a resolution requesting the Minnesota Department of Transportation to advance to the City of Eagan $2,767,564 from the Municipal State Aid City Council Meeting Minutes March 2, 2016 3 page (MSA) Construction account and authorize the Mayor and City Clerk to execute all related documents. Q. It was recommended to approve a Final Subdivision (Laugen Legacy) to create 2 lots upon approximately 0.92 acres located at 1365 Deerwood Drive. R. It was recommended to approve a resolution and partnership agreements to accept cash and in-kind advertising donations from the following organizations, to authorize the necessary budget adjustments and direct the Mayor and City Clerk to sign the appropriate documents. S. It was recommended to approve a resolution to accept a donation of $780.39 in cash from Honeywell for the purpose of purchasing Market Fest 10th Anniversary supplies and to authorize the necessary budget adjustment and direct the Mayor and City Clerk to sign the appropriate documents. T. It was recommended to declare miscellaneous Public Works equipment listed to be surplus. U. It was recommended to adopt a resolution to participate in the Dakota County Hazard Mitigation Plan Update Process. V. It was recommended to approve a resolution allowing the City of Eagan to accept the conditions and funding available through the Tobacco Compliance Check Grant. W. It was recommended to accept the resignation of Advisory Parks Commissioner Karina Landmesser. PUBLIC HEARINGS Variance — 2864 Eagandale Boulevard (CCS Realty Company) City Administrator Osberg introduced the item noting there are two items before the Council for consideration, a variance to allow 46% building coverage ratio for a building addition for Cloverleaf Cold Storage located at 2864 Eagandale Boulevard, and a variance allowing a reduction from 465 to 375 parking stalls for a building addition. City Planner Ridley gave a staff report and provided a site map. A representative for the applicant was present and available for questions. The Council discussed the variances. Mayor Maguire opened the public hearing. There being no public comment, he turned the discussion back to the Council. Councilmember Fields moved, Councilmember Bakken seconded a motion to close the public hearing to approve a Variance to allow 46% building coverage ratio for a building addition for Cloverleaf Cold Storage located at 2864 Eagandale Boulevard, subject to the following conditions: Aye: 4 Nay: 0 1. If within one year after approval, the variance shall not have been completed or utilized, it shall become null and void unless a petition for extension has been granted by the Council. Such extension shall be requested in writing at least 30 days before expiration and shall state facts showing a good faith attempt to complete or utilize the use permitted in the variance. 2. Site modifications shall be implemented consistent with the plans dated February 9, 2016. City Council Meeting Minutes March 2, 2016 4 page 3. A building permit is required prior to commencing construction. 4. The property shall be replatted and internal unnecessary drainage and utility easements vacated prior to issuance of a Certificate of Occupancy for the building addition. Councilmember Fields moved, Councilmember Bakken seconded a motion to approve a Variance allowing a reduction from 465 to 375 parking stalls for a building addition for Cloverleaf Cold Storage located at 2864 Eagandale Boulevard, subject to the following conditions: Aye: 4 Nay: 0 1. If within one year after approval, the variance shall not have been completed or utilized, it shall become null and void unless a petition for extension has been granted by the Council. Such extension shall be requested in writing at least 30 days before expiration and shall state facts showing a good faith attempt to complete or utilize the use permitted in the variance. 2. Site modifications shall be implemented consistent with the plans dated February 9, 2016. 3. A building permit is required prior to commencing construction. 4. The property shall be replatted and internal unnecessary drainage and utility easements vacated prior to issuance of a Certificate of Occupancy for the building addition. Certification of Delinquent Utilities City Administrator Osberg introduced the item noting City Code allows for collection through certification of delinquent utility bills which are not paid. The City currently has approximately 1,020 utility bill accounts with delinquent balances. At the February 2, 2016 City Council meeting, a public hearing was scheduled for the March 2, 2016 City Council meeting. Mayor Maguire opened the public hearing. There being no public comment, he turned the discussion back to the Council. Councilmember Hansen moved, Councilmember Bakken seconded a motion to close the public hearing and approve the final assessment roll for delinquent utility bills and authorize its certification to Dakota County for collection with property taxes. Aye: 4 Nay: 0 Certify Delinquent Nuisance Abatement Bills City Administrator Osberg introduced the item noting City Code allows for collection of delinquent false alarm calls, mowing and noxious weed removal, refuse removal and diseased tree removal bills through certification to property taxes. The City has three properties with delinquent false alarm invoices and seven properties with delinquent invoices for mowing and noxious weed removal. Four of these properties have recently been in the foreclosure process. At the February 2, 2016 City Council meeting, a public hearing was scheduled for the March 2, 2016 City Council meeting. Mayor Maguire opened the public hearing. There being no public comment, he turned the discussion back to the Council. Councilmember Fields moved, Councilmember Bakken seconded a motion to close the public hearing and approve the final assessment roll for delinquent nuisance abatement bills and authorize its certification to Dakota County. Aye: 4 Nay: 0 City Council Meeting Minutes March 2, 2016 5 page OLD BUSINESS There were no old business items to be heard. NEW BUSINESS Rezoning (Knob Hill Professional Park) — O'Halloran & Murphy City Administrator Osberg introduced the item noting the Knob Hill Professional Park Planned Development was established in 1983, and was based on Limited Business, zoning and designates this site for a one-story 5,000 s.f. office building. Osberg noted the Council is being asked to approve a rezoning of approximately 1.4 acres located at 4150 Knob Drive. City Planner Ridley gave a staff report and provided a site map. The Council discussed the rezoning request. Mayor Maguire opened the public comment. There being no public comment, he turned the discussion back to the Council. Councilmember Hansen moved, Councilmember Bakken seconded a motion to approve a Rezoning of approximately 1.4 acres located at 4150 Knob Drive, legally described as Lot 3, Block 2, Knob Hill Professional Park. Aye: 4 Nay: 0 Planned Development Amendment (1970 Rahncliff Court) — Shepherd Child Care City Administrator introduced the item noting the Rahncliff 2nd Addition Planned Development was established in 1982 and provided for a mixture of uses including a bank, restaurants and retail. The Council is being asked to consider a Planned Development Amendment to allow a child daycare upon property located at 1970 Rahncliff Court. City Planner Ridley gave a staff report and provided a site map. The applicant was available for questions. The Council discussed the Planned Development Amendment. Councilmember Fields moved, Councilmember Bakken seconded a motion to approve a Planned Development Amendment to allow a child daycare upon property located at 1970 Rahncliff Court, legally described at Lot 2, Block 3, Rahncliff 2nd Addition, subject to the following conditions: Aye: 4 Nay: 0 1. An Amendment to the Planned Development Agreement shall be executed and recorded with the Dakota County Recorder's office within 90 days of approval. Proof of recording shall be provided to the City. The PD Amendment Agreement shall include the Site Plan as an exhibit. 2. The applicant is responsible for obtaining and maintaining the State license, and any other required State or County licenses or permits. City Council Meeting Minutes March 2, 2016 6 page 3. Any new rooftop equipment that may be added to the space for this use is subject to screening requirements consistent with City Code requirements. 4. All signage shall be consistent with City Code requirements. 5. Building address numbers shall be installed consistent with the design standards of Section 2.78 of the City Code, if existing numbers do not satisfy the code requirements. LEGISLATIVE / INTERGOVERNMENTAL AFFAIRS UPDATE There was no legislative/intergovernmental affairs update. ADMINISTRATIVE AGENDA CITY COUNCIL Councilmember Hansen acknowledged the Minnesota Valley Transit Authority hired a new Executive Director, Luther Wynder. He will begin his employment on April 4, 2016. COMMUNITY DEVELOPMENT Director of Community Development Hohenstein noted the two most Market Rate apartment buildings are filling up fast. The Flats is at 90% occupancy, and CityVue is at 70% occupancy. There were no visitors to be heard. VISITORS TO BE HEARD ADJOURNMENT Councilmember Hansen moved, Councilmember Bakken seconded a motion to adjourn the meeting at 7:21 p.m. Aye: 4 Nay: 0 Date Mayor City Clerk MINUTES SPECIAL CITY COUNCIL MEETING MARCH 8, 2016 5:30 P.M. EAGAN MUNICIPAL CENTER City Councilmembers present: Mayor Maguire, Bakken, Hansen and Tilley. Councilmember Fields arrived at 5:51 p.m. City staff present: City Administrator Osberg, Assistant City Administrator Miller, Acting Parks and Recreation Director Flewellen, and Director of Community Development Hohenstein. ROLL CALL AND ADOPTION OF THE AGENDA Councilmember Tilley moved, Councilmember Hansen seconded a motion to adopt the agenda as presented. Aye:4 Nay:0 There were no visitors to be heard. VISITORS TO BE HEARD EAGAN FORWARD UPDATE City Administrator Osberg introduced the item noting this is an informational update on Eagan Forward, no action is required. Assistant City Administrator Miller walked through the updates on Eagan Forward. Miller noted May 27 will be the next check -point for the study action teams and the City. The progress reports submitted by the teams will be shared with the City Council. PARKS MASTER PLAN PRESENTATION Acting Parks and Recreation Director Flewellen introduced the item noting in September 2015, SRF Consulting, was hired as the consultants to prepare the Parks Master Plan update. SRF met with Parks & Recreation staff and the Advisory Parks and Recreation Commission to seek input. Flewellen noted this is an informational update regarding the Eagan Parks & Recreation Department Master Plan, no action is required. Joni Giese, SRF Consultant, gave a presentation on the Parks Master Plan. The City Council offered their observations and feedback with regard to the Parks Master Plan. There was no other business to be heard. OTHER BUSINESS ADJOURNMENT Councilmember Tilley moved, Councilmember Hansen seconded a motion to adjourn at 6:40 p.m. Aye:S Nay:O Special City Council Minutes March 8, 2016 Page 2 Date Mayor City Clerk Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA B. Personnel Items ITEM 1 Action to be Considered: Designate the Cities of Woodbury and Apple Valley as Comparable Cities. Facts:  The City of Eagan currently has nine comparable cities that are typically used in labor negotiations when comparing wages and benefits.  Staff is proposing that the City add the cities of Woodbury and Apple Valley as comparable cities, bringing the total to 11 comparable cities.  The two additions closely align to the City of Eagan’s demographics. The additions provide expanded data, which is of benefit to the City. ITEM 2 Action To Be Considered: Authorize the hiring of the following seasonal employees: Mary Greenwell – Fitness Instructor Nicole Kiecker – Paid on Call Fire Fighter ITEM 3 Action To Be Considered: Approve the hiring of a Parks Maintenance Worker, to be named Facts:  This position is being filled as a result of a promotion within the Parks Department which was approved January 19, 2016. ITEM 4 Action To Be Considered: Approve the hiring of a Code Enforcement/Property Maintenance Specialist, to be named. Facts:  Council previously approved hiring for this position on January 5, 2016. ITEM 5 Action To Be Considered: Approve the hiring of a Parks and Recreation Director, to be named. Facts:  Council previously approved hiring for this position on November 17, 2015.  Second round interviews will be completed by March 15, 2016.  The City Council will interview finalists on March 29, 2016.  The name of the selected candidate will be placed on the April 5, 2016 Council agenda once an offer has been formally accepted. ITEM 6 Action To Be Considered: Authorize the termination of Todd Johnson, Eagan Community Center Custodian, and authorize replacement of the vacancy created. Facts:  Termination is recommended for multiple violations of city policy. The recommended termination has been confirmed with the City's labor attorney. Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA C. Ratify Check Registers Action To Be Considered: To ratify the check register dated February 26, and March 4, 2016 as presented. Attachments: (2) CC -1 Check register dated February 26, 2016 CC -2 Check register dated March 4, 2016 Agenda Information Memo March 15, 2016, Eagan City Council Meeting CONSENT AGENDA D. Approve Contracts Action To Be Considered: To approve the ordinary and customary contracts listed below. Facts:  The contracts listed below are in order for Council approval. Following approval, the contracts will be electronically executed by the Mayor and City Clerk. Contracts to be approved:  Event Planning Agreement with Premier Latino Events, LLC for development of a Latin Event at Market Fest  Lease Agreement with St. Croix Harley-Davidson, Inc. for use of a motorcycle for patrol and law enforcement duties  Contract with Ritchie Bros. Auctioneers (America) Inc. for surplus property auction services  Entertainment Contracts with the following for Parks & Recreation event entertainment: o Andrew Walesch Big Band o BluPrint o Boogie Wonderland Attachments: (0) The contracts are available from the City Clerk’s Office. Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA E. Award Contract 16-05 Fire Station One Action To Be Considered: Award a construction contract for the construction of the new Fire Station One - contract 16-05. Facts: ➢ At the January 19th, 2016 City Council Meeting Council approved to advertise for bids for the construction of a new Fire Station One which will be located at 4200 Blackhawk Road. ➢ The estimated hard costs for the construction of the new station were $5,098,359. ➢ We received proposals from eight general contractors for this project. ➢ Staff and CNH Architects are recommending that we award the contract to the low bid from Terra General Contractors in the amount of $4,595,840. o This low bid is $515,000 under budget or approximately 10% below the cost estimates. o Included in this bid is the cost of alternate #1 which is a clock for the main tower on the fire station ($18,840) ➢ CNH has created a complete building project cost which is included in attachment CE -1. Attachments: (2) CE -1 CNH Architects Memo CE -2 AIA Contract 7300 WEST 147TH STREET SUITE 504 APPLE VALLEY, MN 55124-7580 (952) 431-4433 MEMORANDUM: PROJECT: Eagan Fire Station #1 CNH NO: 15046 DATE: March 7, 2016 TO: City of Eagan - Mayor and City Council SUBJECT: Bid Results Summary and Recommendations The following is a summary of the bidding process and results, review of the apparent low bid general contractor and recommendations for City Council consideration for the Eagan Fire Station #1 project. Bid Process The pre-bid process went smoothly and there was significant general contractor as well as subcontractor interest in this project. This was evident by the large number of general contractors obtaining bidding documents, the significant quantity of product substitution submittals received by our office, and the high volume of requests for bidder lists we responded to. Bid Results The bids for the Fire Station were received on February 16, 2016, based on the plans and specifications developed by CNH Architects and our consultant team. The bids were opened and read aloud to all in attendance. There were eight bids submitted by general contractors as shown in the table below. General Contractor Base Bid + Alt #1 Terra General Contractors $4,595,840 Jorgenson Construction $4,662,000 Ebert Construction $4,671,698 Rochon Corporation $4,683,000 Brennan Companies $4,807,000 Met -Con Companies $4,843,000 Kue Contractors $4,843,372 Ecco Construction $4,874,000 As noted above, the bids were relatively tight with the apparent low bidder, Terra General Contractors, being just 1.4% below the next grouping of three. Further, the range between the high and low bids was just 4.7% which is an unusually small range. The low bid of $4,595,840 for the fire station including Alternate #1 (the clock on the main tower) is $515,000 under budget or approximately 10% below the cost estimates provided. P:\PROJECTS\2015\15046\4 - BIDDING\BID RESULTS AND RECOMMENDATIONS.DOCX Proiect Master Budget Now that the hard costs for the project are fixed in the above bids, the Project Master Budget can be updated as well. There have been no changes in the FFE or soft costs estimates for the project which remain as shown below; however, the contingency has been reduced to reflect the lower construction cost. The Project Master Budget as of bids is summarized below: Hard Costs (General Construction) $4,595840 Owner FFE Estimate $200,550 Soft Costs (Arch, Eng, Legal, SAC, & Inspect) $359,305 Contingency (5% of hard and soft costs) $239,820 Total Project Costs $5,395,515 Change in Total Project Cost (savings) ($527,645) Apparent Low Bidder CNH Architects has interviewed Terra General Contractors to discuss their comfort level with their bids and ask some general qualification questions. They noted that they had good coverage on all bid sections and was very comfortable with the bid they submitted. Terra General Contractors was founded in 2004 and is located in Rogers, MN. They have a broad experience in construction of commercial as well as public buildings including several fire stations. CNH regularly receives bids from them on other public projects we have designed. In addition we have had the opportunity to work with Terra General Contractors on a 2008-2009 project, the Steeple Center remodeling in Rosemount, and found to them meet our expectations for that project. Recommendations Base Bid and Alternate #1 - Fire Station- $4,595,840: CNH Architects considers this bids to be competitive and of good value. We have interviewed the low bidder and found them to be responsible and responsive to the documents. In addition we have had past positive experience working with this bidder. Consequently, CNH Architects recommends awarding the contract for the Eagan Fire Station #1 to the low bidder, Terra General Contractors. I will be at the City Council Meeting to answer any questions you may have regarding this bid Respectfully Submitted, I Quinn S. Hutson, AIA, LEED AP CNH Architects, Inc. P:\PROJECTS\2015\15046\4 - EIDDINGOD RESULTS AND RECOMMENDATIONS.DOCX „AIADocument A101”' 27 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a Stipulated Sum AGREEMENT made as of the Fifteenth day of March in the year Two Thousand Sixteen (In wor(ls, indicate day, month and year) ADDITIONS AND DELETIONS: BETWEEN the Owner: The author of this document has (Name, legal status, address and other trtformati°r') added information needed for its completion. The author may also City of Eagan have revised the text of the original AIA standard form. An Additions and 3830 Pilot Knob Road Deletions Report that notes added Eagan, MN 55122 information as well as revisions to Telephone Number: 651-675-5000 the standard form text is available from the author and should be reviewed. A vertical line in the left and the Contractor: margin or this document indicates (Name, legal status, address and other• information) where the author has added necessary information and where Terra General Contractors, LLC the author has added to or deleted 21025 Commerce Blvd., Suite 1000 from the original AIA text. Rogers, MN 55374 This document has important legal Telephone Number: 763-463-0220 consequences. Consultation with an Fax Number: 763-463-0290 attorney is encouraged with respect to its completion or modification. for the following Project: (Name, location and detailed description) AIA Document A201Im-2007, General Conditions of the Contract Eagan Fire Station tl1 for Construction, is adopted in this Diffley Road and Blackhawk Road document by reference. Da not use Eagan, MN 55123 with other general conditions unless The project consists of a new 15,000 square foot live bay single story fire station with this document is modified. firefighter dorms and dayroorn on a central mezzanine. The Architect: (Nance, legal status, address and other infc)rntation) CNH Architects, Inc. 7300 West 147th Street, Suite 504 Apple Valley, MN 55124 Telephone Number: 952-431-4433 The Owner and Contractor agree as follows. AIA Document A1011 - 2007. Copyright O 1915, 1910, 1925, 1937, 1951, 1950, 1961, 1963, 1967, 1974, 1977, 1907, 1991, 1997 and 2007 by The American ]nit. Institute of Architects. All rights reserved. WARNING: This AIA ' Document is protected by U.S. Copyright Law and International "treaties. Unauthorized r^prodtIcfion or distribution o4 this MA Docurnnnt, or any portion of it, may result in severe civil and criminal penalties, and wlll use prosecuted to t ti,e mrrximurn extrmt possible under the law. This document was produced by AIA software at 16:21:40 on 03/02/2016 under Order No.5553903414 1 which expires on 01/17/2017, and is not for resale. User Notes: (18655778O4) TABLE OF ARTICLES THE CONTRACT DOCUMENTS THE WORK OF THIS CONTRACT 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 4 CONTRACT SUM 5 PAYMENTS 6 DISPUTE RESOLUTION 7 TERMINATION OR SUSPENSION S MISCELLANEOUS PROVISIONS 9 ENUMERATION OF CONTRACT DOCUMENTS 10 INSURANCE AND BONDS ARTICLE 1 THE CONTRACT DOCUMENTS The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement, all of which form the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than a Modification, appears in Article 9, ARTICLE 2 THE WORK OF THIS CONTRACT The Contractor shall filly execute the Work described in the Contract Documents, except as specifically indicated in the Contract Documents to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION § 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a notice to proceed issued by the Owner. (Insert the date of commencement if it differs front the date of this Agreement or, if applicable, state that the date will be fixed in a notice to proceed.) The commencement date will be fixed in a notice to proceed. If, prior to the commencement of the Work, the Owner requires time to file mortgages and other security interests, the Owner's time requirement shall be as follows: § 3.2 The Contract Time shall be measured from the date of commencement. § 3.3 The Contractor shall achieve Substantial Completion of the entire Work not later than ( ) days from the date of commencement, or as follows: (Insert nutnber of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion (lf certain portions of the work.) AIA Document A101 "" — 2007. Copyright © 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA`` DOCUment is protected by U.S. Copyright Law and It rreaties. Unauthorized repro-luction or di;;tribtit ioiz of !ills f'K, Deco or any portion of it, may result in severe civil and criminal neniltiesi, and will he prosecuted In t the me;ximurrt 0>1 10. possila^ under ;he law. This document was produced by AIA software at 16:21:40 on 03/02/2016 under Order No. 5553903414_1 which expires on 01/1712017, and is not for resale. User Notes: (1865577804) The Contractor shall achieve Substantial Completion of the entire Work not later than February 15, 2017. Portion of Work Substantial Completion Date , subject to adjustments of this Contract Time as provided in the Contract Documents. (Insert provisions, if'ar?y, Jirr liquidated damages relating to failure to achieve Substantial Completion on tine or.fbr bonus payments, for early completion of'the Work.) ARTICLE 4 CONTRACT SUM § 4.1 The Owner shall pay the Contractor the Contract Sum in current funds for the Contractor's performance of the Contract. The Contract Sum shall be Four Million Five Hundred Ninety-five Thousand Eight I-lundred Forty Dollars and Zero Cents ($ 4,595,840.00 ), subject to additions and deductions as provided in the Contract Documents. § 4.2 The Contract Sum is based upon the following alternates, if any, which are described in the Contract Documents and arc hereby accepted by the Owner: (State the numbers or other identification of accepted alternates. If the bidding or proposal documents permit the Owner to accept other alternates subsequent to the execution of this Agreement, attach a schedule (?I -such other alternates showing the amount,for each and the date when that amount expires.) I Alternate No. 1: Add Tower Clock including masonry opening, clock, and associated electrical work. § 4.3 Unit prices, if any: (Identify and state the unit price; state quantity limitations, if any, to which the unit price will he applicable.) Item None Units and Limitations Price Per Unit ($0.00) § 4.4 Allowances included in the Contract Sum, if any: (Identify allowance and state exclusions, if any, from the allowance price.) Item None Price ARTICLE 5 PAYMENTS § 5.1 PROGRESS PAYMENTS § 5.1.1 Based upon Applications for Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents. § 5.1.2 'fllc period covered by each Application for Payment shall be one calendar month ending on the last clay of the month, or as follows: § 5.1.3 Provided that an Application for Payment is received by the Architect not later than the Fifth day of a month, the Owner shall make payment of the certified amount, to the Contractor not later than the Thirtieth day of the same month. If an Application for Payment is received by the Architect after the application date fixed above, payment shall be made by the Owner not later than Forty-five ( 45 ) days after the Architect receives the Application for Payment. (Federal, ,state or local lawv may require payment within a certain period of time.) § 5.1.4 Each Application for Payment shall be based on the most recent schedule of values submitted by the Contractor in accordance with the Contract Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. The schedule of values shall be prepared in such form and supported AIA Document A1011" — 2007. Copyright O 1915, 1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1907, 1991, 1997 and 2007 by The American init. Institute of Architects. All rights reserved. WARNING: ( his AIA.` Document is protected by U.S. Copyright taw and Internation:+l Treaties. unauthorized 3 reprodueiion n, distrlbu ion of this FvA;' Document, or any portion of it, may result in severe civil and criminal penalties„ aria:' will be prosecuted to t Ole rrraxirn!rm extent pr, .siblc un!;nr the law. This document was produced by AIA software at 16:21:40 on 03102/2016 under Order No.5553903414_1 which expires on 01/1712017, and is not for resale. User Notes: (1665577804) by such data to substantiate its accuracy as the Architect may require. This schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's Applications for Payment. § 5.1,5 Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. § 5.1.6 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: .1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share oftihc Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of Five percent ( 5.00 %). Pending final detcrmination of cost to the Owner oi'changes in the Work, amounts not in dispute shall be included as provided in Section 7.3.9 of AiA Document A201''m-2007, General Conditions of the Contract for Construction; .2 Acid that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage of Five percent ( 5.00 %); .3 Subtract the aggregate of previous payments made by the Owner; and .4 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Section 9.5 of AIA Document A201-2007. § 5.1.7 The progress payment amount determined in accordance with Section 5.1.6 shall be further modified under the following circumstances: .1 Acid, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Architect shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (Section 9.8.5 of AIA Document A201-2007 requires release of applicable reiainage upon Substantial Completion of'Work with consent of•surety, ifanv.) ,2 Add, if final completion of the Work is thereafter materially delayed through no fault of the Contractor, any additional amounts payable in accordance with Section 9.10.3 of AIA Document A201-2007. § 5.1.6 Reduction or limitation of retainagc, if any, shall be as follows: (If it is intended prior to Substantial Completion of the entire Work, to reduce or limit the retainage resulting from the percentages inserted in Sections 5.1.6.1 and 5.1.6.2 above, and this is not explained elsewhere in the Contract Documents, insert here provisions far such reduction or limitation) None. § 5.1.9 Except with the Owner's prior approval, the Contractor shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. § 5,2 FINAL PAYMENT § 5.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Contractor when .1 the Contractor has fully performed the Contract except for the Contractor's responsibility to correct Work as provided in Section 12.2.2 of AiA Document A201--2007, and to satisfy other requirements, if any, which extend beyond final payment; and .2 a final Certificate for Payment has been issued by the Architect, § 5.2.2 The Owner's final payment to the Contractor shall be made no later than 30 clays after the issuance of the Architect's final Certificate for Payment, or as follows: AIA Document A101 "" — 2007. Copyright O 1915, 1918, 1925, 1937, 195.1, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: l his AIA' Document is protected by U.S. Copyright Lavr mid Internafional'Treaties. Unauthorized 4 mnrodu(;[ton c„ diM,kitalon of 0 7dl•.`" Document, 01 any por-Holl of it, may result in severe civil and criminal penal•+`.ies, and i,iil be prosecuted to t 11), rrra <imurn :'r_n;; po sibh under the law This document was produced by AIA software at 16:21:40 on 03/02/2016 under Order No.5553903414_1 which expires on 01117/2017, and is not for resale. User Notes: (1865577804) ARTICLE 6 DISPUTE RESOLUTION § 6.1 INITIAL DECISION MAKER The Architect will serve as Initial Decision Maker pursuant to Section 15.2 of AIA Document A201--2007, unless the parties appoint below another individual, not a party to this Agreement, to serve as Initial Decision Maker. (If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect.) § 6.2 BINDING DISPUTE RESOLUTION For any Claim subject to, but not resolved by, mediation pursuant to Section 15.3 of AiA Document A201-2.007, the method of binding dispute resolution shall be as follows: (Check the appropriate box. If the Owner and Contractor do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of connpetent jurisdiction.) [ ] Arbitration pursuant to Section 15.4 of AIA Document A201-2007 [ X ] Litigation in the District Court of Dakota County, Minnesota, First Judicial District as the sole venue for litigation. [ ] Other (Specifv) ARTICLE 7 TERMINATION OR SUSPENSION § 7.1 'The Contract may be terminated by the Owner or the Contractor as provided in Article 14 of AiA Document A201-2007. § 7.2 The Work may be suspended by the Owner as provided in Article 14 of AIA Document A201-2007. ARTICLE 8 MISCELLANEOUS PROVISIONS § 8.1 Where reference is made in this Agreement to a provision of AIA Document A201-2007 or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. § 8.2 Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal tate prevailing from time to time at the place where the Project is located. (Insert rate ol'interest agreed ul)on, if any.) 6,00 % per annum § 8.3'fhc Owner's representative: (Name, address and other in1brmation) Mike Scott, Fire Chief 1001 Station Drive Eagan, MN 55123 AIA Document A101 TM — 2007. Copyright ®r 1915, '1918, 1925, 1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. tfrARNING: This AIA` Document is protected by U.S. Copyright Lara and Internaliom,! i"reaties. Unauthorized 5 r*'pioduction or distribution of this P A+ ' Document, or any portion of it, may result it, severe civil and criminal ponalties.:mr: will be prosecuted to t the maxiinlin, cateni n05siblc Under :ire i nv. This document was produced by AIA software at 16:21:40 on 03/02/2016 under Order No.5553903414_1 which expires on 01/1712017, and is not for resale. User Notes: (1865577804) § 8.4 The Contractor's representative: (Name, address and other information) Jason Whiting 21025 Commerce Blvd., Suite 1000 Rogers, MN 55374 § 8.5 Neither the Owner's nor the Contractor's representative shall be changed without ten days written notice to the other party. § 8.6 Other provisions: 8.6.1 Pursuant to Minn. Stat. § 13.05, subd. 11, all of the data created, collected, received, stored, used, maintained, or disseminated by Contractor in performing an Owner function under this Agreement is subject to the requirements of the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, and Contractor must comply with those requirements as if it were a government entity. 8.6.2 Pursuant to Minn. State §§ 6.551 and 16C.05, subd. 5, the Contractor's books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by the Owner, and either the Legislative Auditor or State Auditor, as appropriate, for a minimum of six years from the end of this Agreement. ARTICLE 9 ENUMERATION OF CONTRACT DOCUMENTS § 9.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated in the sections below. § 9,1.1 The Agreement is this executed AIA Document A101-2007, Standard Form of Agreement Between Owner and Contractor. § 9,1.2 The General Conditions are AIA Document A201-2007, General Conditions of the Contract for Construction. § 9.1,3'Flic Supplementary and other Conditions of the Contract: Document Title Date Pages 007300 Supplementary 1/19/16 4 Conditions § 9.1.4 The Specifications: (Tither list the Specifications here or refer to an exhibit attached to this Agreement.) Title of Specifications exhibit: Exhibit A Section Title Date Pages § 9.1.5 The Drawings: (Tither list the Drawings here or refer to an exhibit attached to this Agreement.) Title of Drawings exhibit: Exhibit B Number Title Date § 9.1.6 The Addenda, if any: AIA Document Al 0111 — 2007. Copyright © 1915, 1918, 1925, '1937, 1951, 1958, 1961, 1963, 1967, 1974, 1977, 1987, 1991, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. 1,1JA tNING: This AM" Document is rioted; d by U.S. Copyright I aw ane !ntern::aionsl i reaties. Unautholired r:?p . du,liion 1,:tliw; u; 1-0.- AIA" l)acur�irn'i, or any Portion of it, may rosuh in severs civil ,ind cri;uinai pww!JU,. ;,I till b" prosfecutod to / n. eun - on^ a .ihle a h- the 1a��1. This document was produced by AIA software al 16:21:40 on 03/02/2016 under Order No.5553903414_1 which expires on 01/17/2017, and is not for resale. User Notes: (1665577804) Number Date Pages Addendum 1 2/5/16 2 plus Attachments Addendum 2 2/11/16 8 plus Attachments Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 9. § 9.1.7 Additional documents, if any, forming part of the Contract Documents: AIA Document E20l'rM-2007, Digital Data Protocol Exhibit, if completed by the parties, or t11e following: .2 Other docurnents, if any, listed below: (List here any additional documents that are intended to.form part of the Contract Documents. AIA Document A201-2007 provides that bidding requirements ,such as advertisement or invitation to hid, Instructions to Bidders, sample fon•nts and the Contractor's bid are not part of the Contract Documents unless enumerated in. this Agreement. They should be listed here only if intended to he part of the Contract Documents.) ARTICLE 10 INSURANCE AND BONDS The Contractor shall purchase and maintain insurance and provide bonds as set forth in Article 11 of AIA Document A201-2007. (State bonding requirements, if any, and limits of'liability for insurance required in Article I l of AIA Document A201-2(107.) Type of insurance or bond Limit of liability or bond amount ($0,00) As listed in 007300 - Supplementary Conditions This Agreement entered into as of the day and year first written above. OWNER (Signature) Mike Maguire, Mayor (Printed name and title) (Signature) Christina Scipioni, Clerk (Printed name and title) CONTRACTOR (Signature) (Printed name and title) AIA Document A101- — 2007. Copyright C7 1915, 1916, 1925, 1937, 1951, 1956, 1961, 1963, 1967, 1974, 1977, 1907, 1991, 1997 and 2007 by The American Init. Institute of Architects. All rights reserved. WARNING: This AIA`'' Documont is protected by U.S. Copyright Lava and hrtelnaciion.-1 Treaties. Unauthorized 7 reproduction or distrihu inn of this /%JA. Docurnent, or any portion of it, may result in severe civil and criminal penalties, au :' eeill he prosecuted to t the nrsr inmm er.tenY 170 ns;hkl undo, 'rhe law. This document was produced by AIA software at 16:21:40 on 03/02/2016 under Order No.5553903414_1 which expires on 01117/2017, and is not for resale. User Notes: (1665577004) Agenda Information Memo March 15, 2016, Eagan City Council Meeting CONSENT AGENDA F. Approve resolution authorizing issuance and sale of approximately $8,390,000 General Obligation Capital Improvement Plan Bonds, Series 2016A, on April 5, 2016. Actions to be Considered: • To approve a resolution authorizing issuance and sale of approximately $8,390,000 General Obligation Capital Improvement Plan Bonds, Series 2016A, on April 5, 2016. • To authorize additional costs of $353,626 on the Central Services Maintenance project to be funded by the Utilities Fund. Facts: ➢ At its August 3 meeting, the City Council adopted the 2016-2020 Facilities Capital Improvement Plan (CIP) comprised of the following projects:: o New Fire Station 1, to be constructed in 2016; o Central Maintenance facility expansion/remodel, to be constructed in two phases in 2016 and 2018; and o City Hall and Police facility expansion/remodel, to be constructed in 2018. ➢ On October 20, a public hearing was held on the City's intent to finance the 2016 projects via capital improvement bonds, as provided for under Minnesota Statutes, Section 475.521. The City received no negative feedback from the public on the capital improvement plan, and no initiative was subsequently undertaken by the public for a reverse referendum as provided by the Statutes. ➢ Bids on both the Fire Station 1 and the Central Services Maintenance Facility Phase 1 projects were authorized by the Council; bids were received in late -February. Awards of contracts on both projects are included for consideration by the Council as separate items (Items E, N, 0 and P) on the March 15 consent agenda. o The low contract bid and estimates of other costs on the Fire Station 1 project came in at $521,901 under the budgeted amount. o The low contract bids and estimates of other costs on the Central Services Maintenance Phase 1 project came in at $875,525 over the budgeted amount. o In sum, bids on the two projects came in at a net of $353,626 over the budgeted amount. Because the Water and Sewer Utilities Divisions will derive significant benefit in the storage and maintenance of its vehicles and equipment, staff is proposing that the Utilities Fund contribute the additional $353,626 funding required for the project. (Originally, the Utilities Fund was to contribute $1,250,000 for a Utilities building and stormwater drainage improvements to the site. Now, the total Utilities Fund contribution will be $1,603,626.) ➢ Springsted's sale recommendations, including a Sources and Uses reflecting the proposed project funding revisions mentioned above, are attached. ➢ A draft of the Preliminary Official Statement has been prepared and will be released in advance of the sale. If Councilmembers are interested in reviewing the draft version, please contact Finance Director Pepper. ➢ Staff conversations with both Moody's and Standard & Poor's rating agencies to assign ratings to the City's debt will occur the week of March 21. Attachments: (2) ➢ CF -1 Resolution ➢ CF -2 Springsted sale recommendations/Sources and Uses Extract of Minutes of Meeting of the City Council of the City of Eagan Dakota County, Minnesota Pursuant to due call and notice thereof, a meeting of the City Council of the City of Eagan, Minnesota, was duly held at City Hall, in said City on Tuesday, March 15, 2016, at 6:30 P.M. The following members were present: and the following were absent: Member introduced the following resolution and moved its adoption: RESOLUTION NO. 2016 - RESOLUTION TO ISSUE AND SELL APPROXIMATELY $8,390,000 GENERAL OBLIGATION CAPITAL IMPROVEMENT PLAN BONDS, SERIES 2016A BE IT RESOLVED by the City Council of the City of Eagan, Minnesota, as follows: 1. The City Council deems it necessary and expedient to issue and sell approximately $8,390,000 in principal amount of bonds designated General Obligation Capital Improvement Plan Bonds, Series 2016A (i) to provide financing of estimated costs, including contract price, construction interest and legal, fiscal and miscellaneous costs for improvements included in the Capital Improvement Plan of the City adopted October 20, 2015, pursuant to the authority of Section 475.521, Minnesota Statutes, and (ii) to provide additional interest in the form of obligations as authorized by Section 475.56, Minnesota Statutes. 2. Sealed proposals for the Bonds will be received on Tuesday, April 5, 2016, at the offices of Springsted Incorporated. The City Council will meet the same day to award the sale of the Bonds. The terms of the Bonds and the sale thereof shall be substantially as set forth in the Terms of Proposal on file in the office of the Finance Director, which are hereby approved. 3. The City has retained Springsted, Incorporated, an independent financial advisor, in connection with the sale as authorized by Minnesota Statutes, Section 475.60, Subd. 2(9), as amended. Adopted by the City Council on this 15th day of March, 2016. The motion for the adoption of the foregoing resolution was made by Councilmember seconded by Councilmember , and upon vote being duly taken thereon, the following voted in favor thereof: and the following voted against the same: and the following were absent: WHEREUPON, said Resolution was declared duly passed and adopted the 15th day of March 2016. CITY OF EAGAN CITY COUNCIL By: Its Mayor Attest: Its Clerk 2 STATE OF MINNESOTA ) COUNTY OF DAKOTA ) ss. CITY OF EAGAN ) I, the undersigned, being the duly qualified and acting Cleric of the City of Eagan, Dakota County, Minnesota, hereby certify that the above and foregoing Resolution No. is a true and correct copy of the Resolution as adopted by the City Council of the City of Eagan on the 15th day of March 2016. City Clerk US.105087871.01 CD City of Eagan, Minnesota Recommendations for Issuance of Bonds $8,390,000 General Obligation Capital Improvement Plan Bonds, Series 2016A The Council has under consideration the issuance of bonds to finance a new fire station and a portion of the expansion and remodeling of a central maintenance facility as detailed in the City's 2016-2020 Facilities Capital Improvement Plan. This document provides information relative to the proposed issuance, KEY EVENTS: The following summary schedule includes the timing of some of the key events that will occur relative to the bond issuance. March 15, 2016 Council sets sale date and terms Week of, March 21, 2016 Rating conference is conducted April 5, 2016, 10:00 a.m. Competitive proposals are received April 5, 2016, 6:30 p.m. Council considers award of the Bonds April 28, 2016 Proceeds are received RATING THE MARKET: 47' Applications will be made to Moody's Investors Service ("Moody's") and Standard & Poor's Ratings Services ("S&P") for ratings on the Bonds. The City's general obligation debt is currently rated "Aaa" by Moody's and "AAA" by S&P. Performance of the tax-exempt market is often measured by the Bond Buyer's Index ("BBI") which measures the yield of high grade municipal bonds in the 20th year for general obligation bonds (the BBI 20 Bond Index) and the 30th year for revenue bonds (the BBI 25 Bond Index), The following chart illustrates these two indices over the past five years. BBI 25 -bond (Revenue.) and 20 -band (G4 .-O.) Rates for 5 Years Ending 3W2,016 9x C6�'�d 5.5% 5.01% 4.5% td.0 YU 15% 2.3�07s% 20bond _3. "•.Nabi �, gd'�"1.+a«a 1y+ dA%Yw '� stip AP&V V_ dpi a.GD6 I — aat 26 Don.q -66120 ftfla Dates i" MPayed Gy S,C3rUrj9ti,P€d hictaron-u re d POST ISSUANCE The issuance of the Bonds will result in post -issuance compliance responsibilities. The COMPLIANCE: responsibilities are in two primary areas: i) compliance with federal arbitrage requirements and ii) compliance with secondary disclosure requirements. Federal arbitrage requirements include a wide range of implications that have been taken into account as your issue has been structured, Post -issuance compliance responsibilities for your tax-exempt issue include both rebate and yield restriction provisions of the IRS Code, In general terms the arbitrage requirements control the earnings on unexpended bond proceeds, including investment earnings, moneys held for debt service payments (which are considered to be proceeds under the IRS regulations), and/or reserves. Under certain circumstances any "excess earnings" will need to be paid to the IRS to maintain the tax-exempt status of the Bonds, Any interest earnings on gross bond proceeds or debt service funds should not be spent until it has been determined based on actual facts that they are not "excess earnings" as defined by the IRS Code. The arbitrage rules provide for spend -down exceptions for proceeds that are spent within either a 6 -month, 18 -month or 24 -month period in accordance with certain spending criteria. Proceeds that qualify for an exception will be exempt from rebate. These exceptions are based on actual expenditures and not based on reasonable expectations; and expenditures, including any investment proceeds, will have to meet the spending criteria to qualify for the exclusion. The City expects to meet the 18 -month spending exception, Regardless of whether the issue qualifies for an exemption from the rebate provisions, yield restriction provisions will apply to the debt service fund and any project proceeds unspent after three years and the funds should be monitored on an ongoing basis. Secondary disclosure requirements result from an SEC requirement that underwriters provide ongoing disclosure information to investors. To meet this requirement, any prospective underwriter will require the City to commit to providing the information needed to comply under a continuing disclosure agreement. Springsted and the City will enter into an Agreement for Municipal Advisor Services, under which Springsted will provide arbitrage and continuing disclosure compliance services for the City. SUPPLEMENTAL Supplementary information will be available to staff including detailed terms and conditions INFORMATION AND of sale, comprehensive structuring schedules and information to assist in meeting post - BOND RECORD: issuance compliance responsibilities. Upon completion of the financing, a bond record will be provided that contains pertinent documents and final debt service calculations for the transaction, PURPOSE: The Bonds are being issued to finance the construction of a new fire station and Phase 1 of the expansion and remodeling of the City's central maintenance facility (the "Projects") as detailed in the City's 2016-2020 Facilities Capital Improvement Plan adopted on October 20, 2015, The City is contributing City funds of $3,147,000 and utility funds of $1,603,626 to reduce the borrowing amount of the Bonds. The Projects are part of a multi -phased investment in certain City buildings and facilities, The City anticipates issuing bonds in 2018 to finance Phase 2 of the central maintenance facility and the remodeling and expansion of the City's City Hall and Police Department. Page 2 AUTHORITY: Statutory Authority: The Bonds are being issued pursuant to Minnesota Statutes, Section 475.521, Statutory Requirements: Pursuant to Minnesota Statutes Chapter 475.521, the maximum calendar year debt service on all outstanding capital improvement plan bonds (CIP) including the proposed issue cannot exceed an amount equal to 0,16% of the estimated market value of the property within the City for taxes payable in the year the bonds are issued or sold. The City does not have any other outstanding CIP bonds. Based on the City's 2015/2016 estimated market value of $7,563,769,500, the statutory maximum allowable for annual debt service is $12,102,031. The projected maximum debt service on the Bonds is $546,968 which is within the statutory limitation. The available maximum annual debt service capacity the City will have to issue additional CIP debt after the issuance of the Bonds is projected to be $11,555,063. Calculations shown below: 2016 Estimated Market Value $7,563,769,500 Statutory Maximum Principal & Interest (0.16%) $12,102,031 Estimated Maximum Debt Service on the Bonds $546,968 Estimated Unused Capacity after 2016 issuance $11,555,063 SECURITY AND The Bonds will be general obligations of the City, secured by its full faith and credit and SOURCE OF taxing power and will be paid with ad valorem property taxes. PAYMENT: The City levied in 2015 for collection in 2016 in anticipation of the Bonds in the amount of $180,287 to make the August 1, 2016 and February 1, 2017 interest payments. Thereafter, each year's collection of taxes will be used to make the interest payment due August 1 in the collection year and the principal and interest payment due February 1 of the following year. STRUCTURING The City has been very deliberate in developing their building program to target the SUMMARY: cumulative property tax burden of its existing and estimated future debt. In consultation with the City, the Bonds have been structured with a repayment term of 20 years in consideration of the City's existing tax levy supported debt and projected borrowing in 2018 such that the overall levy does not exceed $2,300,000 annually. The estimated interest rates applied in the structuring of the Bonds are based on current market conditions and assume a reoffering premium sufficient to compensate the underwriter under a par bid. A par bid requires that the underwriter bid not less than 100% of the face amount of the Bonds. Any premium received above the par amount of the Bonds can be used to (i) reduce the issue size, (ii) finance additional project needs, or (iii) deposited in to the debt service fund. SCHEDULES Schedules attached for the Bonds include (i) sources and uses of funds (ii) projected debt ATTACHED: service schedule given the current interest rate environment (iii) pricing summary, and (iv) schedule showing the annual debt service on the City's existing tax levy supported debt, projected future debt service on the 2018 borrowing, and the Bonds. RISKS/SPECIAL The outcome of this financing will rely on the market conditions at the time of the sale. Any CONSIDERATIONS: projections included herein are estimates based on current market conditions. Page 3 SALE TERMS AND Variability of Issue Size: A specific provision in the sale terms permits modifications to the MARKETING: issue size and/or maturity structure to customize the issue once the price and interest rates are set on the day of sale, Bidding Parameters: The Bonds are being marketed with a minimum bid requirement of par as noted above under "Structuring Summary". Prepayment Provisions: Bonds maturing on or after February 1, 2026 may be prepaid at a price of par plus accrued interest on or after February 1, 2025, Bank Qualification: The City does not expect to issue more than $10 million in tax-exempt obligations that count against the $10 million limit for this calendar year; therefore, the Bonds are designated as bank qualified. Page 4 $8,390,000 City of Eagan, Minnesota General Obligation Capital Improvement Plan Bonds, Series 2016A Sources & Uses Dated 04/28/2016 i Delivered 04/28/2016 Sources Of Funds ParAmount of Bonds............................................................................................................................................. $8,390,000.00 CityCash Contribution............................................................................................................................................ 3,147,000.00 UtilityFunds............................................................................................................................................................ 1,603,626.00 ReofferingPremium................................................................................................................................................ 99,068.60 TotalSources...................................................................................................................................................... $13,239,694.60 Uses Of Funds CSMPhase 1.......................................................................................................................................................... 7,673,898.00 NewFire Station.................................................................................................................................................... 5,395,995.00 Total Underwriter'sDiscount (1.181%)................................................................................................................. 99,068.60 Costsof Issuance.................................................................................................................................................. 69,630.00 RoundingAmount................................................................................................................................................... 1,103.00 TotalUses............................................................................................................................................................ $13,239,694.60 2016,1 Goan B -ds I SINGLHPURPOSC 1 2/24/2016 1 12:44 PbL Page 5 $8,390,000 City of Eagan, Minnesota General Obligation Capital Improvement Plan Bonds, Series 2016A DEBT SERVICE SCHEDULE Date Principal Coupon Interest Total P+I 105% Levy 02/01/2017 - - 150,694.10 150,694.10 158,228,81 02/01/2018 325,000.00 2.000% 198,717.50 523,717.50 549,903.38 02/01/2019 315,000.00 2.000% 192,217.50 507,217.50 532,578.38 02/01/2020 320,000.00 2.000% 185,917.50 505,917.50 531,213.38 02/01/2021 310,000.00 2.000% 179,517.50 489,517.50 513,993.38 02/01/2022 375,000.00 2.000% 173,317.50 548,317.50 575,733.38 02/01/2023 385,000.00 2.000% 165,817.50 550,817.50 578,358.38 02/01/2024 390,000.00 2.000% 158,117.50 548,117.50 575,523.38 02/01/2025 400,000.00 2.000% 150,317.50 550,317.50 577,833.38 02/01/2026 405,000.00 2.000% 142,317.50 547,317.50 574,683.38 02/01/2027 415,000.00 2.000% 134,217.50 549,217.50 576,678.38 02/01/2028 425,000.00 2.150% 125,917.50 550,917.50 578,463.38 02/01/2029 435,000.00 2.250% 116,780.00 551,780.00 579,369.00 02/01/2030 445,000.00 2.400% 106,992.50 551,992.50 579,592.13 02/01/2031 455,000.00 2.500% 96,312.50 551,312.50 578,878.13 02/01/2032 465,000.00 2.600% 84,937.50 549,937.50 577,434.38 02/01/2033 475,000.00 2.700% 72,847.50 547,847.50 575,239.88 02/01/2034 490,000.00 2.800% 60,022.50 550,022.50 577,523.63 02/01/2035 505,000.00 2.900% 46,302.50 551,302.50 578,867.63 02/01/2036 520,000.00 2.950% 31,657.50 551,657.50 579,240.38 02/01/2037 535,000.00 3.050% 16,317.50 551,317.50 578,883.38 Total $8,390,000.00 - $2,589,256.60 $10,979,256.60 $11,528,219.43 SIGNIFICANT DATES -- •-_................... Delivery Date....... First Coupon Date Yield Statistics IRS Form 8038 Net Interest Cost ................. Weighted Average Maturity 20164 GO CIP Bonds I SINGLE PURPOSE 1 212412016 1 12,44 PM ..................... 4/28/2016 ............. ....... 4/28/2016 ...................... 8/01/2016 ..................... $102,052.42 ..................... 12.164 Years ..................... 2.5371830% .....................1 2.5371830% ...................... 2.5158262% ...................... 2.4010289% ...................... 2.5976250% ............................ 2.4270805% .................. I ..... .... 12.086 Years z' i $8,390,000 City of Eagan, Minnesota General Obligation Capital Improvement Plan Bonds, Series 2016A Pricing Summary Maturity Type of Bond Coupon Yield Maturity Price YTM Call Date Call Price Dollar Price Value 02/01/2018 Serial Coupon 2.000% 0.700% 325,000.00 102.267% 332,367.75 02/01/2019 Serial Coupon 2.000% 0.800% 315,000,00 103.266% 325,287,90 02/01/2020 Serial Coupon 2,000% 0.950% 320,000.00 103.867% 332,374.40 02/01/2021 Serial Coupon 2.000% 1.050% 310,000.00 104.397% 323,630.70 02/01/2022 Serial Coupon 2.000% 1.200% 375,000.00 104.437% 391,638.75 02/01/2023 Serial Coupon 2.000% 1.350% 385,000.00 104.184% 401,108.40 02/01/2024 Serial Coupon 2.000% 1.600% 390,000.00 102.907% 401,337.30 02/01/2025 Serial Coupon 2.000% 1.750% 400,000.00 102.021% - - 408,084.00 02/01/2026 Serial Coupon 2.000% 1.900% 405,000.00 100.803% c 1.909% 02/01/2025 100.000% 408,252.15 02/01/2027 Serial Coupon 2.000% 2.000% 415,000.00 99.999% c 2.000% 02/01/2025 100.000% 414,995.85 02/01/2028 Serial Coupon 2.150% 2.150% 425,000.00 99.999% c 2.150% 02/01/2025 100.000% 424,995.75 02/01/2029 Serial Coupon 2.250% 2.250% 435,000.00 99.999% c 2.250% 02/01/2025 100.000% 434,995.65 02/01/2030 Serial Coupon 2.400% 2.400% 445,000.00 100.000% - - - 445,000.00 02/01/2031 Serial Coupon 2.500% 2.500% 455,000.00 100.000% 455,000.00 02/01/2032 Serial Coupon 2.600% 2.600% 465,000.00 100.000% 465,000.00 02/01/2033 Serial Coupon 2.700% 2.700% 475,000.00 100.000% 475,000.00 02/01/2034 Serial Coupon 2.800% 2.800% 490,000.00 100.000% 490,000.00 02/01/2035 Serial Coupon 2.900% 2.900% 505,000.00 100.000% 505,000.00 02/01/2036 Serial Coupon 2.950% 2.950% 520,000.00 100.000% 520,000.00 02/01/2037 Serial Coupon 3.050% 3.050% 535,000.00 100.000% 535,000.00 Total - - $8,390,000.00 - - $8,489,068.60 Bid Information Par Amount of Bonds ....................... Reoffering Premium or (Discount).... Gross Production ............................. Total Underwriter's Discount (1.181% Bid (100.000%) .................................... Total Purchase Price ............................ BondYear Dollars...................................................................................... AverageLife.............................................................................................. AverageCoupon........................................................................................ Net Interest Cost (NIC)............................................................................... True Interest Cost (TIC)............................................................................. 20164 GO CIP Bonds I SINOLE PURPOSE 1 212412016 1 12:44 PM ............................................. $8,390,000.00 ............................. I .............. 99, 068.60 ............................................. $8,489,068.60 ............................. I............... $(99,068.60) ................. I ........................... 8, 390, 000.00 ............................................. $8,390,000.00 ............................................. $102,052.42 . ... ......... I .......... ................... 12.164 Years ............................................. 2.5371830% Page 7 W ll7 M M M fl Lq N O � r r M 0 (0 O 0 (0COIl M M OOCO(O M M M I� M CO C M N N o o fM I, N N o O2 o M m d' oc r w � d' W m N N o N d' o m r M M --� ONi oc 000 (�O F o V r'- r-- nm nW M ooc N N N N N N W oc 000 ol R R R W R R c N r N N N N (V N r r .- r r r r r r r r r r - r 4 44 W (O M M W M (O M M (n n M_ N N N N w N N n � � 'j C V o M o n M N V M M M moi' d' (�O M W W N L N (� (D d' m M m 11 m N m (O m o om I, r m N m N O r m (O m M m NM o o W fn oo M m M N N N N M N N N N N N N M M T O r N N 69 d 7 7 LL WW W W CO W W W M OD DD O M M W W M M W CO M ,a O N O 'p CO 00 M M M m M m M M M M M o M M M M M M M (O q M O m r N r W M VM o0 m M M (q I- M o 'd' M M V m V O m N N N M o m m I- (n N N m m (M M I - o m M w N (O (n M oc W M I� (o M d' o M m Cn I� o0 m 'C N N N m RN w M N O M t0 v V M MI� n n n n n n n o [� w m w N d O0 o N In N N N N N N In o N o (n (n v) N LO N N 1n N eq m y N O O O O O O Q1 V r (N N ((i of op I� n +' > m m (m0 Cmc h (m0 O N p y' N O M Cl) I� r � r N r r Lo (9 n y M fV r r r r r (~O r o O o O o O O O o o O O (O d' o O lq V' N O O o O o N � m oo V f- O O N dN' VM' (O � d V c '= O N V (O m (o N o o ICC N (o (NO (MO (moo (Mo (n0 (`ro I' m V r Lf) a C V/ o In 0 o 0 0 0 0 0 o o O p N LL N o D X (9C N m N (O h m o N O M ono n lL m lo N m N N M m N M y I. to N VY .. o ao m N N N N N N N N N N M M M M M M M M = o o 0 0 0 0 0 0 o 0 o 0 0 o o a a o o o o a o 0 0 0 0 0 0 0 0 o O O O o 0 0 0 o O O T ❑ (� a O O O �. 0 o 0 o 0 o 0 o 0 o o 0 0 o 0 o 0 o 0 o 0 o 0 0 o o 0 o 0 0 o 0 o o 0 o 0 o 0 o 0 o 0 L IC N N �" <t o (o 0 m n W m o N N N N 0 M N V' N N N M N n N M N m N o M M N M M M d' M u M FO- N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N d J Agenda Information Memo March 15, 2016, Eagan City Council Meeting CONSENT AGENDA H. Approve Extension of Preliminary Subdivision — Willow Ridge Action To Be Considered: To approve a one year extension of Preliminary Subdivision approval for Willow Ridge to create 15 lots upon approximately 10 acres located at 1055 and 1085 Wescott Road, north of Wescott Road and east of Lexington Avenue: ➢ The City Council approved the preliminary Subdivision on March 17, 2015, in conjunction with a Rezoning on the property. ➢ The developer has until March 17, 2016 to record a final plat with the County. ➢ The requested one- year extension would allow until March 17, 2017 for the plat to be recorded. Issues: None Attachments: (2) CH -1 Location Map CH -2 Extension Request Letter Alliant Engineering, Inco March 2, 2016 Ms. Pam Dudziak City of Eagan 3830 Pilot Knob Road Eagan, Minnesota 55122 Re: Willow Ridge Preliminary Plat Approval Extension Dear Ms. Dudziak, Alliant Engineering, Inc. respectfully requests a 1 year extension of Preliminary Subdivision approval for Willow Ridge. Please contact me directly should you have any questions regarding our request or require any additional information. Thank you. Sincerely, Alliant Engineering, Inc. a Clark Wicklund, PE Vice President 233 Parr Avenue Soutii, Suite 200, Minneapolis Minnesota 55415-1108 Phone 612.758.3080, Fax 612.758.3099 Agenda Information Memo March 15, 2016, Eagan City Council Meeting CONSENT AGENDA Approve Final Planned Development for Lot 1, Block 1, Boulder Lakes 3rd Addition - Interstate Partners Actions To Be Considered: To approve a Final Planned Development of approximately 8.3 acres to construct two office/warehouse buildings totaling approximately 225,700 square feet located at 2900 & 2950 Ames Crossing Road. Facts: ➢ The Boulder Lakes Preliminary PD (then called Lone Oak Business Campus) was approved in 2006. ➢ The 2006 Preliminary PD encompassed the entire boulder Lakes development, consisting of approximately 85 acres. Many of the performance standards were aggregated over the entire 85 acre site. ➢ The City Council approved a PDA on September 1, 2015 to allow two single -story office/warehouse buildings upon Outlot B elsewhere in the Boulder Lakes development. ➢ The final development plans for Lot 1, Block 1, Boulder Lakes 3rd Addition have been reviewed by staff and are consistent with the preliminary approvals. ➢ All documents and agreements are anticipated to be in order for execution at the City Council meeting on March 15, 2016. Issues: None Attachments: (2) CI -1 Location Map CI -2 Final PD Agreement .r c d E 00 'a O E pa z CL Y � o J o N � ; r s� a d C ro 0 a c1 0-0 rn C �y m O o cd ® C CL o V d Z Qer w � 7 y O V U) d o� V o \ d -LL] tee® UM IMODMAMe i x m - — o . p _ o g- 00 OO�a � QD[ID1giI1 is no ,rq U IN �J K � Z U eo �gao q) eu Ilk � LL i1' 1 2�QPY' o a ama mo oo®s FINAL PLANNED DEVELOPMENT AGREEMENT LOT 1, BLOCK 1, BOULDER LAKES 3RD ADDITION This Final Planned Development Agreement ("hereinafter "Agreement") is made effective as of the day of 2016, by and between the City of Eagan (hereinafter the "City"), a Minnesota municipal corporation, and INTERSTATE PARTNERS LLC, a Delaware limited liability company (hereinafter "Owner/Developer"). The City, Owner and Developer are hereinafter collectively known as the "Parties." WHEREAS, the City Council of the City of Eagan is the official governing body of the City; and WHEREAS, the Owner is the fee owner of Lot 1, Block 1, Boulder Lakes 3rd Addition (the "Property"); and WHEREAS, the use and development of the Property is governed by a Preliminary Planned Development Agreement dated November 9, 2006, and subsequent Amendments to the Planned Development Agreement dated May 1, 2012 and September 1, 2015 (the "Development Agreement"); and WHEREAS, the Development Agreement runs with the land until terminated and is binding upon the successors and assigns of the original owner and developer; and WHEREAS, the Developer submitted an application for two office/warehouse buildings totaling approximately 225,700 square feet upon the Property (the "Development Proposal"); and WHEREAS, the Development Proposal and plans attached hereto (Exhibits B — F) are found to be in conformance with the Development Agreement, and the Parties hereby acknowledge that this Agreement and the attached exhibits constitute the Final Planned Development for the Property. NOW, THEREFORE, it is hereby agreed to and between the Parties as follows: 1. This Agreement applies only to the Property. 2. This Agreement includes specific conditions to the Property as set forth in Exhibit A attached hereto. The Owner shall use and develop the Property in conformance with the following plans attached hereto. (A full size copy of these exhibits shall be on file with the City of Eagan Community Development Department.) Exhibit B — Final Site Plan dated Exhibit C — Final Building Elevation Plan dated Exhibit D — Final Landscape Plan Exhibit E — Final Signage Plan dated Exhibit F — Final Site Lighting Plan dated 4. This Agreement shall run with the land until terminated and shall be binding upon the successors and assigns of the Owner. This Agreement shall expire five years from the date of execution unless prior thereto, the City has issued a Certificate of Occupancy for the improvements to be constructed in accordance with the approved Site Plan (attached as Exhibit B). In the event this Agreement expires, the City may at its sole option, initiate an amendment to its Comprehensive Guide Plan and rezone the Property in accordance with Minnesota statutes and the City Code. In the event the City rezones the Property, this Agreement shall automatically terminate upon the effective date of the rezoning 6. The Owner shall maintain in good repair all lighting, signage, landscaping, building and paved surfaces installed on the Property as part of this Agreement. This Agreement shall not give the City the right to perforin repairs, but provides the City with the right to sue for specific performance or an injunction to ensure proper maintenance 7. This Agreement is intended to supplement and amend any and all prior Development Agreements previously covering the Property. 8. This Agreement may be modified, amended or supplemented solely in compliance with City ordinances, rules and regulations. IN WITNESS WHEREOF, the Parties hereto have executed this agreement on the date and year first above written. 2 Final Planned Development Agreement Signature Page for the City CITY OF EAGAN, a Minnesota Municipal Corporation BY: Mike Maguire Its: Mayor BY: Christina M. Scipioni Its: Clerk APPROVED AS TO FORM: City Attorney STATE OF MINNESOTA) )ss COUNTY OF DAKOTA ) On this day of APPROVED AS TO CONTENT: City Planner , 2016 before me a Notary Public within and for said County personally appeared Mike Maguire and Christina M. Scipioni to me personally known, who being each by me duly sworn, each did say that they are respectively the Mayor and Cleric of the City of Eagan, the municipality named in the foregoing instrument, and that the seal affixed in behalf of said municipality by authority of its City Council and said Mayor and Cleric acknowledged said instrument to be the free act and deed of said municipality. Notary Public 3 Final Planned Development Agreement Signature Page for the Owner/ Developer INTERSTATE PARTNERS LLC a Delaware limited liability company By: (signed) By: (print) Its: (title) STATE OF ) ss COUNTY OF ) This instrument was acknowledged before me this day of 201_ by the of INTERSTATE PARTNERS LLC, a Delaware limited liability company, on behalf of the limited liability company. Notary Public THIS INSTRUMENT WAS DRAFTED BY: COMMUNITY DEVELOPMENT DEPARTMENT CITY OF EAGAN 3830 PILOT KNOB RD EAGAN MN 55122 651-675-5000 M EXHIBIT A 1. An Amendment to the Boulder Lakes Preliminary Planned Development Agreement shall be executed and recorded with the Dakota County Recorder's office. Proof of recording shall be provided to the City. The PD Amendment Agreement shall require the use on the remaining lots within the PD to be preserved as set forth in the original PD Agreement to maintain compatibility with the Major Office land use and Research and Development zoning designations. The PD Amendment Agreement shall include the following exhibits: a) Site Plan (Satisfied) A Final Planned Development Agreement shall be executed and recorded with the Dakota County Recorder's office prior to issuance of a building permit. Proof of recording shall be provided to the City. The Final Planned Development Agreement shall include the following exhibits: a) Final Site Plan b) Final Building Elevations c) Final Landscape Plan d) Final Signage Plan e) Final Site Lighting Plan 3. The property shall be platted. (Satisfied) 4. This development shall be subject to RD, Research and Development, zoning district setback requirements. 5. Parking setbacks shall be provided in accordance with the City's zoning code. 6. This site shall provide a minimum 58.5% green space. 7. Parking stalls shall be not less than 9 feet in width and 19 feet in depth. 8. If additional parking spaces are required by an actual tenant in either building that exceeds the number of parking stalls provided, any additional parking provided in the future shall not reduce total green space. 9. Unless the applicant has determined that actual tenant parking needs exceed minimum City Code requirements, parking should be reduced to minimize impervious coverage and the additional stalls may be shown as future proof of parking. 10. A detailed landscape plan shall be submitted at the time of Final Planned Development for each building, overlaid on the grading and utility plans and including a landscape schedule and planting specifications and notes. 11. Outdoor storage shall be prohibited. 12. Monument signage shall be consistent in design with other signage in this Planned Development, and City Code standards. 13. Building Signage shall be consistent with City Code requirements. 14. Building address numbers shall be installed consistent with the provisions of Section 2.78 of City Code 15. Building architecture and materials shall comply with the City's architectural standards ordinance. Final Building Elevations shall be revised to provide the minimum 65% Class I materials ratio on the three exterior facing elevations of each building. The buildings shall utilize some common architectural features and materials consistent with the other buildings in this Planned Development. 16. Trash and recyclables storage shall be contained internally within each tenant space. Outdoor trash enclosures, Dumpsters, or recycling containers or compactors shall not be allowed. 17. The Applicant shall utilize the same lighting fixtures, or if the same product is not available, provide as close a match as possible to the other developed lots in this Planned Development, and document the comparison to demonstrate the consistency. 18. The Site Lighting Plan shall be revised to provide a minimum 0.5 footcandles throughout all parking lot areas, and an average to minimum ratio that does not exceed 4.0 footcandles. 19. The Planting Plan shall be titled as Landscape Plan and show required landscaping to meet City Code requirements. A separate Combined or Overall Planting Plan shall also be provided showing both the required Landscaping and proposed Tree Mitigation Plantings on one plan sheet. 20. The Landscape Plan shall include a greater variety of tree species to minimize susceptibility to disease and pests. 21. The Tree Mitigation Plan shall be revised to omit required landscape trees, and provide for required mitigation. 22. This development should provide for its share of the outstanding mitigation of 65 tree from the initial site development, to be identified on the revised Final Tree Mitigation Plan, and subject to review and approval of the City Forester. 23. The applicant shall fulfill tree mitigation requirements through the installation of 327 Category B trees or equivalent Category A or C trees, or cash amount, and its share of the outstanding mitigation of 65 tree from the initial site development. The mitigation shall be identified on the revised Final Tree Mitigation Plan, and subject to review and approval of the City Forester. Installation of tree mitigation shall be accomplished with the Building Permit, and corresponding financial guarantee provided in accordance with City Code. 24. The applicant shall ensure the survival of preserved trees via protection of the tree's critical root zones through the placement of required Tree Protective measures (i.e. orange colored silt fence or 4 foot polyethylene laminate safety netting), to be installed at the Drip Line or at the perimeter of the Critical Root Zone, whichever is greater. 25. The applicant shall contact the City Forestry Division and set up a pre -construction site inspection at least five days prior to the issuance of the grading permit to ensure compliance with the approved Tree Preservation Plan and placement of the Tree Protection Fencing. 26. All ground and roof -mounted mechanical equipment shall be screened in accordance with the provisions of the City's zoning code. 27. All public and private streets, drainage systems, and utilities necessary to provide service to this development shall be designed and certified by a registered professional engineer in accordance with City adopted codes, engineering standards, guidelines, and policies. 28. A detailed land disturbance and erosion control plan shall be prepared in accordance with current City land disturbance and erosion control regulations at the time of Building Permit. 29. All erosion/ sediment control plans submitted for development and grading permits shall be prepared by a designer who has received current Minnesota Department of Transportation (MNDOT) training, or approved equal training as determined by the City Engineer in designing stormwater pollution prevention plans. Also, all personnel responsible for the installation of erosion/ sediment control devices, and the establishment of vegetation for the development, shall have received Erosion/Sediment Control Inspector/Installer certification through the University of Minnesota, or approved equal training as determined by the City Engineer. 30. The relocation of the public storm sewer on the property shall be in accordance with City Engineering standards. Public drainage & utility easement shall dedicated over the relocated storm sewer, in accordance with City standards. 31. The applicant shall fully meet Minn. Rules Ch. 8420 (Wetland Conservation Act requirements) and City Code §11.67 (Wetlands Protection and Management Regulations). 32. This development shall meet the City's Stormwater Management Requirements (City Code §4.34) for stormwater management and surface water quality, including Runoff Rate Control and 1.1" Volume Control on the site's new and fully -reconstructed impervious surface area (including effective soil remediation for the site's disturbed soils that are to be revegetated). 33. The applicant shall provide unobstructed equipment access paths (without obstructions from grading, private utilities, trees/branches, large shrubs, etc.), from street -edge to all surface stormwater facilities' inlets/outlets. The unobstructed equipment access path shall be capable of supporting typical maintenance / excavation equipment, for periodic maintenance access to the surface storm water facilities. 34. The applicant shall provide adequately sized pre-treatment (forebays, catch basin 4' sumps, etc.) at, or immediately upstream of, all stormwater management facility inlets to provide for effective capture and easily -accessible cleanout of fine -sand sized particles. Details shall be included in applicable plan sheet(s). 35. Prior to receiving city approval to permit land disturbing activity: a) The applicant shall provide the City with soil boring logs from a minimum of two soil -borings within any proposed infiltration area, extending a minimum of 10' below the bottom of the proposed infiltration feature, to evaluate and ensure suitability for infiltration. If the soil boring logs indicate incompatibility of existing sub -soil permeability with the submitted and reviewed design plans for meeting volume control requirements, the applicant shall revise the design and/or construction plans (e.g. over- excavation/soil-amendment depth, etc.) to ensure volume control requirements are fully met. b) The applicant shall provide construction details of proposed infiltration basins for City review/acceptance by the City Engineer and include in construction plans. Construction details shall include infiltration basin cross-section(s), construction sequencing/protection/restoration notes, sizing/volume tables, details for stable inlets/outlets/emergency overflows, unobstructed inspection/maintenance access areas to inlets/outlets, soil amendment criteria, live planting/seeding/temporary & permanent erosion -control details, etc., to ensure infiltration practice is properly designed, constructed, planted, and adequately protected during / after construction to prevent clogging, and able to be properly maintained (e.g. unobstructed equipment access, etc.) to function as intended. These graphical details and notes shall be prominently included in all applicable plan sheets (e.g. Erosion & Sediment Control Plan, Grading Plan, Utility Plan, Landscape Plan, etc.). C) The applicant shall provide construction details of proposed sub -surface infiltration systems for City review/acceptance by the City Engineer and include in construction plans. Construction details shall include infiltration system cross- section(s), construction sequencing/protection/restoration notes, sizing/volume tables, details for inlets/outlets, unobstructed inspection/maintenance access to inlets/outlets, header row and pipe gallery, etc., to ensure sub -surface infiltration system is properly designed, constructed, and adequately protected during / after construction to prevent clogging, and able to be properly accessed, inspected and maintained to function as intended. These graphical details and notes shall be prominently included in all applicable plan sheets (e.g. Grading Plan, Utility Plan, etc.). d) The property owner shall provide detailed Soil Management Strategies for City review, and acceptance by the City Engineer, that provide clear assurances that by final grading, prior to installation of any irrigation and plantings, the disturbed areas that are to be revegetated will have protected and/or restored soil permeability to non - compacted soil conditions with no less than 5% soil organic matter content, to comply with Volume Control requirements. These graphical details and notes on soil protection/restoration shall be prominently included in all applicable plan sheets (e.g. Erosion & Sediment Control Plan, Grading Plan, Utility Plan, Landscape Plan, etc.) and also clearly described in the Stormwater Management Plan. Documentation (e.g. soil organic matter/bulk density testing of representative on-site soil samples) shall be provided to City Water Resources staff to verify approved soil management strategy compliance, prior to installation of irrigation or landscape plantings. e) The property owner shall enter into a long-term stormwater management system maintenance agreement with the City, detailing the inspection and maintenance required to occur to ensure proper operation and performance of the permanent stormwater management system, in a form acceptable to the City Attorney. 36. During infiltration practice over -excavation and sub -soil work, the applicant shall ensure that a Certified Soil Scientist will be present to verify and document that for each infiltration practice area sub -soils are suitable for a saturated condition infiltration rate of 1 -inch per hour or greater (but less than 8.0 -inch per hour). If the sub -soil infiltration rates are less than 1 -inch per hour (or greater than 8.0 -inch per hour), the applicant shall immediately notify the City Engineer and revise the volume control practice(s) as necessary (e.g. over-excavation/soil-amendment depth, etc.) to ensure volume control requirements are fully met. At completion of final grading within each surface infiltration basin, but prior to planting, the applicant shall ensure that a soil scientist will be present to verify and document that the infiltration practice is suitable to infiltrate a minimum of 1 -inch per hour or greater in saturated conditions. At completion of compacted base within each subsurface infiltration system, the applicant shall ensure that a soil scientist will be present to verify and document that the subsurface infiltration system's compacted base is suitable to infiltrate a minimum of 1 -inch per hour or greater in saturated conditions. Documentation shall be provided to the City within 48 -hours after infiltration testing. The applicant shall provide the City Water Resources staff with 24-hour advance notice of the occurrence of infiltration verifications and also prior to any soil backfilling within any of the infiltration practices. 37. Before the city issues a Certificate of Occupancy on the development site, the applicant shall provide the City Engineer as -built plans that demonstrate that all constructed stormwater conveyance structures, stormwater management facilities (sumps, infiltration practices, etc.), and soil management strategies conform to design and/or construction plans, as approved by the City. As -built volumes (for retention) shall be provided for all infiltration practices. The applicant shall submit to the City Engineer certification that the stormwater management facilities have been installed in accord with the plans and specifications approved. This certification shall be provided by a Professional Engineer licensed in the State of Minnesota. 38. This development shall dedicate 10 -foot drainage and utility easements centered over all lot lines and, in addition, where necessary to accommodate existing or proposed utilities for drainage ways within the plat. The development shall dedicate easements of sufficient width and location as determined necessary by engineering standards. 39. The developer shall provide private utility easements and/or maintenance agreements for all private water mains, in a form acceptable to the City Attorney, prior to the issuance of a Building Permit. 40. This development shall provide hydrant spacing and locations in accordance with City Fire Department and Public Works standards. 41. The applicant shall submit a proposal/infrastructure plan to be approved by staff to provide telecommunications fiber to the premises (FTTP). This development shall include the installation of fiber optic cable, or a conduit for future installation, in its construction plans at the time of Building Permit. 42. The developer shall provide private cross -easements for ingress/egress and shared parking, in a form acceptable to the City Attorney, prior to the issuance of a Building Permit. 43. This development shall be responsible for the acquisition of all regulatory agency permits required by the affected agency prior to the issuance of a Building Permit, 44. This development is responsible for a cash park dedication, payable at the time of Building Permit at the rates then in effect. Trail dedication was satisfied in full with the initial development through Public Improvement Project No. 952. Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA J. Approve Joint Powers Agreement for an expanded Countywide broadband system Action To Be Considered: Approve Joint Powers Agreement for an expanded Countywide broadband system Facts: ➢ Participants are expected to include the Community Development Agency (CDA), Dakota County, Apple Valley, Burnsville, Eagan, Farmington, Hastings, Inver Grove Heights, Lakeville, Mendota Heights, Rosemount, South St. Paul and West St. Paul. ➢ This agreement will enter participants into contracts for professional services and consultants for the gathering of information necessary to complete the System Plans and determine the cost of operating the broadband systems. A portion of the information gathering will consist of fiber inventories and valuation of all participants fiber infrastructure, designing a backbone architecture of the system and the costs associated with funding and operating the system. ➢ The CDA will be the lead agency entering into contracts with Elert and Associates and Design Nine to develop the Systems Plan. ➢ The total estimated costs of the Systems Plan are $170,764. The cost sharing concept will be similar to the previous Dakota County Broadband Study, where the CDA covers 1/3 of the cost, Dakota County covers 1/3 of the cost and the participating cities split 1/3 of the costs. Eagan's contribution to this JPA will be approximately $9,635. ➢ Based off of the information gathered from the Systems Plan, each organization should be able to decide if it makes sense to consolidate and develop a countywide broadband entity. Attachments: (1) CJ -1 JPA Agreement JOINT POWERS AGREEMENT Dated as of _, 2016 Table of Contents 1. Statement of Purpose and Powers to be Exercised .................................................. 1 2. Manner of Exercising Powers.................................................................................. 1 3. Defined Terms......................................................................................................... 1 4. Participants...............................................................................................................2 5. CDA's Powers......................................................................................................... 2 6. Systems Plans........................................................................................................... 3 7. Acquisition of Interests in System Components...................................................... 3 8. Default; Remedies................................................................................................... 4 9. Limitation of Liability............................................................................................. 4 10. Amendments............................................................................................................ 4 THIS JOINT POWERS AGREEMENT (as amended from time to time, this "Agreement") is entered into as of February , 2016, by and between the parties described on Schedule A attached hereto (the "Participants"), pursuant to Minnesota Statutes, Section 471.59. 1. Statement of PuMose and Powers to be Exercised. The purpose of this Agreement is to provide for the joint exercise of the statutory powers common to the Participants (defined below), to prepare Systems Plans; including, but not limited to, the power to enter into agreements necessary or convenient to the exercise of such powers and to take such other actions reasonably necessary to complete the System Plans (together with other powers described herein, the "Joint Powers"). Notwithstanding any other provision of this Agreement, this Agreement does not authorize the use of Participants' statutory authority to: (a) establish, operate, maintain and improve the existing Systems or establish fees and charges with respect thereto; (b) acquire, own and convey real or personal property; (c) issue bonds or obligations under any law under which the Participants may independently issue and use the proceeds of the bonds or obligations to carry out the purposes of the law; (d) exercise power of eminent domain; (e) exercise any taxing powers; (f) pledge the full faith or taxing power of any of the Participants for any purpose whatever; or (g) issue general obligation indebtedness of any Participant. Participants agree that any of the powers specifically excluded from this Agreement may be authorized by the Participants pursuant to a subsequent joint power agreement as described in paragraph 7. 2. Manner of Exercising Powers, The Joint Powers of the Participants will be exercised through the Dakota County Community Development Agency (the "CDA"), having the powers and duties described herein. The CDA is authorized to exercise the Joint Powers on behalf of and in cooperation with the Participants as provided herein. 3. Defined Terms. Capitalized terms used, but not otherwise defined, herein shall have the following meanings: "Backbone" means the central portion of the network consisting of redundant optical fiber ring segments interconnecting diverse communications network elements (switches, routers, etc.), including connections at the colocation facility or facilities. Generally, the backbone capacity is greater than the networks connected to it. "C -Net" means the use of the System on any basis other than by the Participants for their governmental and institutional purposes. "CDA" means the Dakota County Community Development Agency, and its successors and assigns. "I -Net" means the use of the System by the Participants for their governmental and institutional purposes. "Inventory" means a detailed list and summary of the Participants' Systems Components and Backbone, which may become a part of a consolidated system, if any, in the future. "IRU" or "Indefeasible Rights to Use" means agreements between a Participant with respect to the use of System Components in which the Participant has an ownership or other legal interest. "Participation Fee" means, as to Participants, the non-refundable fees identified on Schedule A hereto next to their respective names. "Systems" means each Participants' telecommunication infrastructure including, without limitation, fiber optic cables, hand holes, switches and routers and other network elements that provide broadband, I -Net and C -Net services within the boundaries of each of the Participants. "Systems Components" means the various necessary or convenient elements of the Systems, including, without limitation, fiber optic cables, hand holes, switches and routers, together with contract rights and agreements necessary or convenient in connection with the operation, maintenance, development and use of such components. "Systems Plans" means general information sufficient for Participants to evaluate the Systems' physical aspects and the methods for funding or financing the costs associated with the operation, maintenance, and development of the Systems. The Systems Plans shall identify the ownership, operation, maintenance, improvement use, and methods of funding, and/or financing, the Systems. 4. Participants. A. General. The Participants are: the CDA, Dakota County, Apple Valley, Burnsville, Eagan, Farmington, Hastings, Inver Grove Heights, Lakeville, Mendota Heights, Rosemount, South St. Paul and West St. Paul. B. Participation Fee. The aggregate of the Participation Fees described on Schedule A is intended to be an amount sufficient to pay the costs identified on Schedule B attached hereto. Such fees were allocated to the Participants using the formula that was used for cost sharing for the initial Design Nine study. 5. CDA's Powers. The CDA shall have the general powers described in paragraph 1 of this Agreement, including, but not limited the powers to do the following: A. To negotiate and enter into contracts for professional services and consultants for the gathering of information necessary to complete the System Plans and determine the cost of operating the Systems; B. To sue and be sued with regard to contracts entered into pursuant to the authority granted hereunder; C. To review and present the Systems Plans to the Participants; and D. To discharge other duties consistent with the purposes of this Agreement and/or as required by statute. 6. Systems Plans. A. Content. The Systems Plans shall include the following components: i. The design, construction, operation, marketing, public relations, maintenance, expansion and lifecycle replacement costs of the Systems and Systems Components; ii. An Inventory; iii. The terms under which Systems Components presently owned by Participants will be available for use as part of the Systems; iv. A valuation for all Systems Components presently owned by Participants which will be available for use as part of the Systems; V. User fees for the Systems; and vi. Methods of funding and financing. B. Methodology. They Systems Plans shall be prepared capitalizing on the recent work completed by the various committees of the City -County Managers group utilizing it to the extent deemed appropriate by the Participants. City -County Managers will review the Systems Plans or portions thereof as they are prepared or become available. C. Review of the Systems Plans. Following the preparation of the Systems Plans, the CDA shall distribute the Systems Plans to the Participants for review. 7. Acquisition of Interests in System Components. Upon completing their review of the Systems Plans, Participants may elect to proceed with a joint powers agreement for the following purposes: (a) creating a board to manage and operate consolidated Systems; (b) potential expansion of the Systems; (c) operation and maintenance cost sharing associated with the Systems; (d) complete, update and/or expand the Backbone network interconnecting the Systems; (e) establishment of usage rates; and (f) identifying funding. Those participants that choose to proceed with a subsequent joint powers agreement will enter into an IRU with the board created thereby and other electing participants pursuant to the terms of the subsequent joint powers agreement and the IRU(s). 8. Default; Remedies. Upon the occurrence of any default hereunder, the CDA and each Participant shall have any and all remedies available to it at law or in equity. 9. Limitation of Liability. As provided in Minnesota Statutes, Section 471.59, Subd. 1a, no Participant shall be liable for the acts or omissions of another Participant, unless it has specifically agreed in writing to be responsible for the same. For purposes of determining total liability for damages, each Participant and the CDA are considered a single governmental unit and the total liability for all of the Participants and the CDA shall not exceed the limits on governmental liability for a single governmental unit as specified under Minnesota Statutes, Sections 466.04, Subd. 1, or as waived or extended by the CDA or all Participants under Minnesota Statutes Sections 466.06; or 471.981. This provision does not protect a Participant or the CDA from liability for its own independent acts or omissions not directly related to the exercise of the Joint Powers under this Agreement. Neither the CDA nor any Participants shall have the power hereunder to do any act or thing the effect of which is to create a charge or lien against the property or revenues of the CDA or another Participant, except as expressly provided in herein or in any of the documents authorized herein. 10. Amendments. This Agreement may be amended, at any time and from time to time, by the Participants. IN WITNESS WHEREOF, each of the Participants has caused this Agreement to be executed on its behalf by its respective authorized officers, all as of the date first above written. DAKOTA COUNTY COMMUNITY DEVELOPMENT AGENCY Date: By: Its: DAKOTA COUNTY, MINNESOTA Date: By: Its: Approved as to Foran Assistant County Attorney Date Date: CITY OF APPLE VALLEY IC Mary Hamann -Roland, Mayor Attest: Date: By: Pamela Gackstetter, Clerk Date: CITY OF BURNSVILLE Elizabeth Kautz, Mayor Attest: Date: By: Macheal Collins, Clerk Date: CITY OF EAGAN WS Mike Maguire, Mayor Attest: Date: By: Dave Osberg, City Administrator Date: Date: CITY OF FARMINGTON Todd Larson, Mayor Attest: David McKnight, City Administrator Date: CITY OF HASTINGS Lm Paul Hicks, Mayor Attest: Date: By: Melanie Mesko Lee, City Administrator Date: Date: CITY OF INVER GROVE HEIGHTS George Tourville, Mayor Attest: WE Joe Lynch, City Administrator Date: Date: CITY OF LAKE VILLE Matt Little, Mayor Attest: mm Justin Miller, City Administrator Date: Date: CITY OF MENDOTA HEIGHTS Sandra Krebsbach, Mayor Attest: Lorri Smith, Clerk CITY OF ROSEMOUNT Date: By: Bill Droste, Mayor Attest: Date: By: Clarissa Hadler, Clerk CITY OF SOUTH ST. PAUL Date: By: Beth A. Baumann, Mayor Attest: Date: By: Christy Wilcox, Clerk Date: Date: CITY OF WEST ST. PAUL IC David Meisinger, Mayor Attest: Chantal Doriott, Clerk SCHEDULE A Dakota County Broadband Systems Plan Participation Fee Cost -Share Concept One-third of costs borne by Dakota County Community Development Agency One-third of costs borne by Dakota County One-third of costs borne by cities of over 10,000 pro -rata on voi3ulation Estimated Systems Plan Costs Contingency Total Estimated Cost CDA Share County Share City Share 15% $ 148,490.00 $ 22,273.50 $ 170,763.50 I � = � $ 56,921.17 $ 56,921.17 $ 56,921.17 City cost distribution based on % of total of 11 cities with population over 10,000 Participants Po ulation % of Po ulp ation Amount Due Apple Valley 49,084 12.94% $ 7,365.17 Burnsville 60,306 15.90% $ 9,049.06 Eagan 64,206 16.93% $ 9,634.26 Farmington 21,086 5.56% $ 3,164.00 Hastings 22,172 5.84% $ 3,326.96 Inver Grove Heights 33,880 8.93% $ 5,083.77 Lakeville 55,954 14.75% $ 8,396.03 Mendota Heights 11,071 2.92% $ 1,661.23 Rosemount 21,874 5.77% $ 3,282.25 South St Paul 20,160 5.31% $ 3,025.06 West St Paul 19,549 5.15% $ 2,933.37 TOTAL 379,342 100.00% $ 56,921.17 SCHEDULE B Dakota County Broadband Estimated Systems Plan Elements and Costs Project Component Est. Costs Provider Legal Services $8,000 Preparation of Systems Plan Inventory, Design, etc $68,990 Elert 4/17/15 proposal, all options Balance of Systems Plan work $15,000 Design Nine - assumed split Preparation of Systems Funding Plan $51,500 Design Nine - assumed split Additional consulting costs $5,000 Contingency $22,274 Total $170,764 Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA K. Approve a Resolution to accept a donation from Steven Godes, in the amount of $25 toward the restoration of the Historic Eagan Town Hall Action To Be Considered: To approve a resolution to accept a donation from Steven Godes in the amount of $25 toward the restoration of the Historic Eagan Town Hall. Facts: ➢ Mr. Godes donated $25 to the Eagan Historical Society (City of Eagan) to be used toward renovations of Historic Old Town Hall. ➢ He is a resident of Eagan. Attachments: (1) CK -1 Resolution CITY OF EAGAN RESOLUTION TO APPROVE A RESOLUTION TO ACCEPT A DONATION OF $25 FROM STEVEN GODES TOWARD THE RESTORATION PROJECT AT THE 1914 TOWN HALL. WHEREAS, the Historic Town Hall was the victim of an arson fire in September 2013; and WHEREAS, Eagan Historical Society and the City of Eagan has commenced a project to restore the building; and WHEREAS, the City Council of the City of Eagan encourages public donations to help defray the costs to the general public of providing services in Eagan; WHEREAS, Mr. Godes, a resident of Eagan has presented a donation of $25 to be used toward the restoration project; NOW, THEREFORE, BE IT RESOLVED that the Eagan City Council does hereby accept the donation of $25.00 from Steven Godes to the renovation and restoration of Old Town Hall. Motion made by: Seconded by: Those in favor: Those against: Dated: CITY OF EAGAN CITY COUNCIL By: Mayor Attest: City Cleric CERTIFICATION I, Christina M.Scipioni, City Clerk for the City of Eagan, Dakota County, Minnesota, do hereby certify that the foregoing resolution was duly passed and adopted by the City Council of the City of Eagan, Dakota County, Minnesota, in a regular meeting thereof assembled this 17`I' day of November, 2015. City Clerk Agenda Information Memo March 15, 2016, Eagan City Council Meeting CONSENT AGENDA L. Approve temporary on -sale liquor license for the Twin Cities Good Time Softball League's North Star Classic on May 28-29, 2016 at 980 Northview Park Road Action To Be Considered: To approve a temporary on -sale liquor license for the Twin Cities Good Time Softball League's North Star Classic on May 28-29, 2016 at 980 Northview Park Road. Facts: ➢ The Twin Cities Good Time Softball League, a non-profit organization based in Minneapolis, has applied for a temporary on -sale liquor license for its softball tournament, the North Star Classic, scheduled for May 28 and 29 at the Northview Athletic Fields. ➢ The North Star Classic Tournament has been held in Eagan Since 2004. ➢ The organization has met the requirements for a temporary on -sale liquor license and has submitted the required documentation. The application has been reviewed by staff and the Police Department and has been found in order for approval. ➢ Following Council approval, the application will be forwarded to the Department of Public Safety — Alcohol and Gambling Enforcement Division for final approval. Attachments: (0) Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA M. Project 1220, Diffley Road (CSAH 30)/Blackhawk Road, Diffley Road (CSAH 30)/Johnny Cake Ridge Road & Pilot Knob Road (CSAH 31)/Corporate Center Drive Traffic Signal Revisions Action To Be Considered: Approve a Joint Powers Agreement with the Dakota County Transportation Department for Project 1220, Diffley Road (CSAH 30)/Blackhawk Road, Diffley Road (CSAH 30)/Johnny Cake Ridge Road and Pilot Knob Road (CSAH 31)/Corporate Center Drive - Traffic Signal Revisions, and authorize the Mayor and City Clerk to execute all related documents. Facts: ➢ On June 2, 2015, the City Council adopted the 5 -year Capital Improvement Plan (CIP) for Public Works Infrastructure, Part III (2016-2020) and authorized the initiation of the public improvement process for the 2016 programmed improvements. ➢ The CIP (2016-2020) included revisions to existing traffic signals at the intersections of Diffley Road (CSAH 30)/Blackhawk Road (County Project 30-31), Diffley Road (CSAH 30)/Johnny Cake Ridge Road (County Project 30-32), and Pilot Knob Road (CSAH 31)/Corporate Center Drive (County Project 31-85), all within County right-of-way within the City of Eagan. The revisions include flashing yellow arrow installations on some legs, pedestrian countdown indicators, and timing interconnections with adjacent signals in their respective corridors. ➢ The proposed improvements will result in coordinated traffic control signals and permitted yielding left turns, which can play important roles in easing traffic congestion. Pedestrian enhancements are also included. The associated benefits include safety enhancement, energy savings, and pollution reduction. ➢ An agreement has been prepared between the Dakota County Transportation Department and the City of Eagan to accommodate the proposed improvements as a supplement to the existing signal agreements, which will remain in full force and effect after completion of the signal revisions. ➢ The County and City will share project responsibilities and will jointly participate in project costs after deducting other funding per the Dakota County Transportation Plan. Federal funding has been obtained to cover a portion of the costs for the signal revisions as part of an enhanced traffic management system. ➢ The agreement has been reviewed by the City Attorney and Public Works Department and was found to be similar to other cost participation and cooperative construction agreements with Dakota County and in order for favorable Council action. Attachments (1) CM -1 Joint Powers Agreement Dakota County Contract No:C0027572 JOINT POWERS AGREEMENT FOR SIGNAL REVISIONS BETWEEN THE COUNTY OF DAKOTA AND THE CITY OF EAGAN FOR COUNTY PROJECT NOs.: 30-31, 30-32, AND 31-85 CITY OF EAGAN PROJECT NO. 1220 SYNOPSIS: Dakota County and the City of Eagan agree to revise the traffic control signals at County State Aid Highway (CSAH) 30 and Blackhawk Road (County Project (CP) 30-31), at CSAH 30 and Johnny Cake Ridge Road (CP 30-32), and at CSAH 31 and Corporate Center Drive (CP 31-85) all in the City of Eagan, Dakota County. Dakota County Contract C0027572 CPs 30-31, 30-32 & 31-85 February 25, 2016 THIS AGREEMENT, made and entered into by and between the County of Dakota, referred to in this Agreement as "the County"; and the City of Eagan, referred to in this Agreement as "the City"; and witnesses the following: WHEREAS, under MINNESOTA STATUTES §§ 162.17, subd. 1 and 471.59, subd. 1, two or more governmental units may enter into an agreement to cooperatively exercise any power common to the contracting parties, and one of the participating governmental units may exercise one of its powers on behalf of the other governmental units; and WHEREAS, it is considered mutually desirable to revise the traffic control signals at County State Aid Highway (CSAH) 30 and Blackhawk Road, (County Project (CP) 30-31), at CSAH 30 and Johnny Cake Ridge Road (CP 30-32), and at CSAH 31 and Corporate Center Drive (CP 31-85) all in the city of Eagan, Dakota County, the "Project"; and WHEREAS, this Agreement will not change any of the terms or conditions of the existing signal Agreement Nos. 89-08, 01-03, and 94-02, all of which will remain in full force and effect after completion of the signal construction provided for in this Agreement; and WHEREAS, the County and City have included these Projects in their Capital Improvement Programs and will share project responsibilities; and jointly participate in project costs associated with engineering, signal revisions, and related activities as set forth in this agreement. NOW, THEREFORE, IT IS AGREED AS FOLLOWS: 1. Plans and Specifications, The County shall prepare the necessary plan sheets, specifications, and proposals, consistent with State Aid design standards and the Dakota County Transportation Plan. City approval of the plans and specifications is necessary prior to advertising for bids. The County Board will award the contract for construction to the lowest responsive and responsible bidder in accordance with state law. 2. Engineering and Inspection Costs. The County shall perform the engineering, contract administration, and inspection required to complete the items of work specified in this Agreement. The work described in this paragraph shall constitute "Engineering and Inspection" and shall be referred to as such in this Agreement. Engineering and Inspection costs of the signal system revisions and all related incidental items shall be shared in the amount of 55% by the County and 45% by the City. 3. Construction Costs. The contract cost of the work and, if portions of the work are not contracted, the cost of all labor, materials, and equipment rental required to complete the work shall constitute the Dakota County Contract C0027572 CPs 30-31, 30-32 & 31-85 February 25, 2016 actual "Construction Cost" and shall be referred to as such in this agreement. The Construction Cost of all the signal system revisions and all related incidental items shall be shared in the amount of 55% by the County and 45% by the City. 4. Signal Revisions. The County, by contract, shall revise the traffic control signal system at CSAH 30 and Blackhawk Road, (CP 30-31), CSAH 30 and Johnny Cake Ridge Road (CP 30-32) and CSAH 31 and Corporate Center Drive (CP 31-85). 5. County Furnished Materials. Upon completion of the work and computation of the cost of County furnished materials, the County shall invoice the City for the City's share of the cost of materials furnished by the County. 6. Prosect Cost Updates. The County will provide updated cost estimates to the City showing the County and City shares of Project costs annually at the time of Capital Improvement Program development. Updated cost estimates will also be provided by the County to the City at the following times: • prior to advertising a construction contract, • after bid opening (prior to contract award), • during construction if total contract changes exceed $25,000, • once per year following the construction season until the Project is complete. Project cost estimate updates include actual and estimated costs for engineering, utility relocation, and construction. The Parties acknowledge that Project cost estimates are subject to numerous variables causing the estimates to be subject to change and the updates are provided for informational purposes in good faith. Each agency is responsible for informing their respective councils or boards regarding Project costs. 7. Payment. The County will administer the contract and act as the paying agent for all payments to the contractor. Payments to the contractor will be made as the project work progresses and when certified for payment by the County Engineer. The County, in turn, will bill the City for its share of the project costs. Upon presentation of an itemized claim by one agency to the other, the receiving agency will reimburse the invoicing agency for its share of the costs incurred under this agreement within 35 days from the presentation of the claim. If any portion of an itemized claim is questioned by the receiving agency, the remainder of the claim shall be promptly paid and accompanied by a written explanation of the amounts in question. Payment of any amounts in dispute will be made following good faith negotiation and documentation of actual costs incurred in carrying out the work. 8. Operation. The geometric configuration of the intersection for both the main roadway and side streets including lane alignments and traffic assignments for all approaches, traffic signing, signal phasing 3 Dakota County Contract C0027572 CPs 30-31, 30-32 & 31-85 February 25, 2016 and traffic operations will be determined by the County Engineer through the County Traffic Engineer. The City agrees to make no changes to the intersection operation through pavement marking, signing, or other construction measures beyond routine maintenance except with the written approval of the County. The City acknowledges that the County has the right to correct any changes made by the City to the signal and/or any intersection approach (including city street approaches) that are made without the prior review and approval of the County. Costs for correcting the unapproved changes will be paid for by the City. 9. Change Orders and Supplemental Agreements. Any change orders or supplemental agreements that affect the project cost participation must be approved by both the City and County prior to execution of work. 10. Amendments. Any amendment to this Agreement will be effective only after approval by both governing bodies and execution of a written amendment document by duly authorized officials of each body. 11. Effective Dates for Design and Construction of Project. This Agreement will be effective upon execution by duly authorized officials of each governing body and shall continue in effect until all work to be carried out in accordance with this Agreement has been completed. Absent an amendment, however, in no event will this Agreement continue in effect after December 31, 2016. 12. Subsequent Excavation. After completion of the project regarding installation, and after expiration of the warranty period regarding repair, if excavation within the highway right of way is necessary to repair or install water, sewer, or other city utilities, the City shall restore the excavated area and road surface to its original condition at the time of the disturbance, The City will obtain a permit from the County for all work within County right of way and will be subject to all permit conditions. 13, Rules and Regulations. The County and the City shall abide by Minnesota Department of Transportation standard specifications, rules and contract administration procedures. 14. Indemnification. The County agrees to defend, indemnify, and hold harmless the City against any and all claims, liability, loss, damage, or expense arising under the provisions of this Agreement and caused by or resulting from negligent acts or omissions of the County and/or those of County employees or agents. The City agrees to defend, indemnify, and hold harmless the County against any and all claims, liability, loss, damage, or expense arising under the provisions of this Agreement and caused by or resulting from negligent acts or omissions of the City and/or those of City employees or agents. All parties to this Agreement recognize that liability for any claims arising under this Agreement are subject to the provisions of the Minnesota Municipal Tort Claims Law; Minnesota Statutes, Chapter 466. In the Dakota County Contract C0027572 CPs 30-31, 30-32 & 31-85 February 25, 2016 event of any claims or actions filed against either party, nothing in this Agreement shall be construed to allow a claimant to obtain separate judgments or separate liability caps from the individual parties. The County shall include the City as additional insured in the contract documents 15. Acts of Employees. Any and all persons engaged in the work to be performed by the County shall not be considered employees of the City for any purpose, including Worker's Compensation, or any and all claims that may or might arise out of said employment context on behalf of said employees while so engaged. Any and all claims made by any third party as a consequence of any act or omission on the part of said County employees while so engaged on any of the work contemplated herein shall not be the obligation or responsibility of the City. The opposite situation shall also apply: the County shall not be responsible under the Worker's Compensation Act for any employees of the City. 16, Audit. Pursuant to Minn. Stat. Sec. 16C.05, Subd. 5, any books, records, documents, and accounting procedures and practices of the County and the City relevant to the Agreement are subject to examination by the County, the City, and either the Legislative Auditor or the State Auditor as appropriate. The County and the City agree to maintain these records for a period of six years from the date of performance of all services covered under this Agreement. 17. Integration and Continuing Effect. The entire and integrated agreement of the parties contained in this Agreement shall supersede all prior negotiations, representations or agreements between the County and the City regarding the project; whether written or oral. All agreements for future maintenance or cost responsibilities shall survive and continue in full force and effect after completion of the signal revisions provided for in this Agreement. 18. Authorized Representatives. The authorized representatives for the purpose of the administration of this Agreement are: Mark Krebsbach (or successor) Russ Matthys (or successor) Dakota County Transportation Director/County Engineer Director of Public Works 14955 Galaxie Avenue City of Eagan Apple Valley, MN. 55124 3830 Pilot Knob Road (952) 891-7100 Eagan MN 55122 (651) 675-5000 In all other respects, except as defined in section 6 of this agreement, the terms and conditions set forth in Traffic Signal Agreement Nos, 89-08, 01-03, and 94-02 are effective and binding between and among the parties. [SIGNATURE PAGE TO FOLLOW] 1\1:1HighwavoGRIWEN712016130-31, 30-32 & 31-85 Signal Fagan C0027572.doc 5 IN WITNESS THEREOF, the parties have caused this agreement to be executed by their duly authorized officials. RECOMMENDED FOR APPROVAL: Director of Public Works CITY OF EAGAN By Mayor (SEAL) By City Clerk Date DAKOTA COUNTY RECOMMENDED FOR APPROVAL: By Physical Development Director Date County Engineer APPROVED AS TO FORM: County Attorney Date COUNTY BOARD RESOLUTION No. 16-116 Date February 16, 2016 Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA N. Contract 16-04, Central Maintenance Facility Renovations Action To Be Considered: Receive bids for City Contract 16-04 (Central Maintenance Facility Renovations) and award the contract to Ebert Construction, Inc., for the Base Bid and Alternate No. 1 in the amount of $6,141,727.00, and authorize the Mayor and City Clerk to execute all related documents. Facts: ➢ On June 9, 2015, at a Special Council workshop the City Council directed that the Central Maintenance Facility renovations move forward to the design stage of the project. ➢ Contract 16-04 provides for Phase I of a Central Maintenance Facility expansion and consists of additional heated vehicle storage and equipment bays, enlarged and updated service bays, as well as a salt storage shed. ➢ On January 19, 2016, the City Council approved the plans and specifications for Contract 16-04, Central Maintenance Facility Renovations, and authorized the advertisement of bids. ➢ At 2:00 p.m. on February 18, 2016, five formal bids were received for this project. A copy of the bid summary is enclosed. ➢ The low bid is 13.7% above the Engineer's estimate. In checking with the bidders, it is apparent that the electrical, HVAC, and plumbing sub -contractors' portions of the bids were 75% or more above the estimated costs for their areas, which in total is equal to the amount that the lowest base bid was over the estimate. This appears to be an industry wide issue, especially with renovations or additions to existing facilities where connections to existing systems are required. ➢ All of the construction activity for said improvements has been designed to occur within existing public property, right-of-way or easements. ➢ All bids have been reviewed for compliance with the bid specifications and accuracy on price extensions and summations. The cost of the base bid and alternate No. 1 of $6,141,727.00 from Ebert Construction, Inc. has been reviewed by the Public Works Department and is in order for favorable Council action. Attachments (1) CN -1 Bid Summary, Base Bid & Alternate No. 1 BID SUMMARY CENTRAL MAINTENANCE FACILITY RENOVATIONS CONTRACT NO. 16-04 Bid Date/ Time: 2:00 p.m., Thursday February 18, 2016 Engineer's Estimate: $5,384,229 Contractors Base Bid Alternate #1 Over/Under Estimate Ebert Construction $6,120,200 $21,527 +13.7% Ecco Construction $6,271,900 $22,000 +16.4% Rochon Corp. $6,288,000 $22,400 +16.8% Jorgenson Construction $6,859,000 $32,000 +27.4% RJ Marco Construction $6,960,000 $25,000 +29.3% Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA O. Contract 16-14, Central Maintenance Campus — Salt Storage Building Action To Be Considered: Receive the bids for Contract 16-14 (Central Maintenance Campus - Salt Storage Building), award the contract to A & B Construction for the bid amount of $209,371.00, and authorize the Mayor and City Clerk to execute all related documents. Facts: ➢ On June 9, 2015, at a Special Council workshop the City Council directed that the Central Maintenance Facility renovations, including a new salt storage building, move forward to the design stage of the project. ➢ On November 17, 2015, the City Council approved a variance to the City of Eagan's building exterior surface material standards for a proposed salt storage building. ➢ Project 1206 provides for Phase I of a Central Maintenance Facility expansion and consists of additional heated vehicle storage and equipment bays, enlarged and updated service bays, as well as a salt storage building. ➢ On January 19, 2016, the City Council approved the plans and specifications for Contract 16-04, Central Maintenance Facility renovations, including the option of a separate bid for a Salt Storage Building, and authorized the advertisement of bids. ➢ At 2:00 p.m. on February 18, 2016, three formal bids were received for the Salt Storage Building. A copy of the bid summary is enclosed. ➢ The low bid is 29% below the Engineer's estimate. ➢ All of the construction activity for said improvements has been designed to occur within existing public property, right-of-way or easements. ➢ All bids have been reviewed for compliance with the bid specifications and accuracy on price summations. The bid from A & B Construction for the salt storage building has been reviewed by Public Works staff and architect and is in order for favorable Council action. Attachments (1) CO -1 Bid Summary BID SUMMARY CENTRAL MAINTENANCE FACILITY SALT STORAGE CONTRACT NO. 16-14 Bid Date/ Time: 2:00 p.m., Thursday February 18, 2016 Engineer's Estimate: $295,000.00 Contractors Base Bid Over/Under Estimate A&B Construction $209,371 -29.0% Greystone Construction $237,750 -19.4% Ebert Construction $300,389 +1.8% Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA P. Contract 16-15, Central Maintenance Campus — Storage Bins Action To Be Considered: Receive the bids for Contract 16-15 (Central Maintenance Campus — Covered Storage Bins), award the contract to Greystone Construction for the bid amount of $234,900.00, and authorize the Mayor and City Clerk to execute all related documents. Facts: ➢ On June 9, 2015, at a Special Council workshop the City Council directed that the Central Maintenance Facility expansion, including covered storage bins, move forward to the design stage of the project. ➢ Project 1206 provides for Phase I of a Central Maintenance Facility expansion and consists of additional heated vehicle storage and equipment bays, enlarged and updated service bays, as well as covered storage bins. ➢ On January 19, 2016, the City Council approved the plans and specifications for Contract 16-04, Central Maintenance Facility renovations, including the option of a separate bid for Covered Storage Bins, and authorized the advertisement of bids. ➢ At 2:00 p.m. on February 18, 2016, two formal bids were received for the Covered Storage Bins. A copy of the bid summary is enclosed. ➢ The low bid is 30.5% above the Engineer's estimate. ➢ All of the construction activity for said improvements has been designed to occur within existing public property, right-of-way or easements. ➢ All bids have been reviewed for compliance with the bid specifications and accuracy on price summations. The base bid from Greystone Construction has been reviewed by Public Works staff and the architect and is in order for favorable Council action. Attachments (1) CP -1 Bid Summary BID SUMMARY CENTRAL MAINTENANCE FACILITY STORAGE BINS CONTRACT NO. 16-15 Bid Date/ Time: 2:00 p.m., Thursday February 18, 2016 Engineer's Estimate: $180,000.00 Contractors Base Bid Over/Under Estimate Greystone Construction $234,900 +30.5% Ebert Construction $361,660 +100.9% Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA Q. Contract 16-04, Central Maintenance Facility Renovations Parking License Agreement — Oak Hills Church Action To Be Considered: Approve a parking license agreement with Oak Hills Church and authorize the Mayor and City Clerk to execute all related documents. Facts: ➢ The Central Maintenance Facility Renovations, Contract 16-04, will impact parking spaces during construction and will require the temporary off-site relocation of said parking spaces for the use of Contractor personnel and City staff personal vehicles. ➢ Oak Hills Church (1570 Yankee Doodle Road) has available parking and has agreed to provide parking stalls within the church lot during week day working hours (6:00 am to 6:00 pm) from April 15, 2016 to December 1, 2016. ➢ Public Works staff and the City Attorney's office have worked with Oak Hills Church representatives on the preparation of a parking license agreement and find it in order for favorable Council action. Attachments (1) CQ -1 Parking License Agreement LICENSE AGREEMENT FOR PARKING This License Agreement for Parking ("Agreement") is made effective as of the day of , 2016, by and between Oak Hills Church, a Minnesota non-profit corporation (the "Church"), and the City of Eagan, a Minnesota municipal corporation (the "City"). WHEREAS, the Church is the owner of real property located at 1570 Yankee Doodle Road, Eagan, Minnesota, legally described as Lot 1, Block 1, Oak Hills Church 2nd Addition, Dakota County, Minnesota (the "Property"); and WHEREAS, the City has requested a license from the Church to allow City employees to park passenger vehicles in the parking lot on the Property during the renovation and expansion of the City Maintenance Facility; and WHEREAS, the Church is willing to grant the license to the City, subject to the terms and conditions contained herein; NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Church agrees as follows: 1. License for Ingress, Egress and Parking Purposes. The Church hereby grants to the City, for the benefit of City employees and City -contracted employees, a non-exclusive license to use the parking lot on the Property between the hours of 6:00 a.m. and 6:00 p.m. Monday through Friday from April 15, 2016, through December 1, 2016, for ingress, egress and parking of passenger vehicles. Said parking should occur on the westerly portion of the parking lot to maintain church use adjacent to the building. The City shall provide a single point of contact for the church to reach out if the need for the full church parking lot is needed for a special event (i.e. funeral, Thanksgiving, potential parking lot seal coat/overlay, etc.). Church will work with the City to not let these activities severely impact their use. In addition, the City shall reach out to the Church if any variations occur in their schedule. 2. Condition of Property. The Church makes no warranty or representation to the City regarding the condition of the Property or the suitability of the Property for ingress, egress or vehicular parking or for any other purpose. The City shall require City employees to leave the parking lot in the condition in which it was found. Said parties will document the condition of the parking lot prior to April 15, 2016 to agree on the current condition. 3. Termination. The Church may terminate the license upon 30 days prior written notice to the City of Eagan, Attn: City Clerk, 3830 Pilot Knob Road, Eagan, MN 55122. The license shall expire at 5:00 p.m. on December 1, 2016, unless earlier terminated. IN WITNESS WHEREOF, the undersigned have executed this Agreement effective as of the date first written above. Oak Hills Church, a Minnesota non-profit corporation By: Its: CITY OF EAGAN, a Minnesota municipal corporation By: Mike Maguire Its: Mayor By: Christina M. Scipioni Its: City Clerk 0 STATE OF MINNESOTA ) ss COUNTY OF DAKOTA ) On this day of 2016, before me, a Notary Public within and for said County, personally appeared to me personally known, who being by me duly sworn, did say that he/she is the of Oak Hills Church, a Minnesota nonprofit corporation, named in the instrument, and that said instrument was signed on behalf of said nonprofit corporation by authority of its board of directors, and acknowledged said instrument to be the free act and deed of said nonprofit corporation. Notary Public STATE OF MINNESOTA ) ss COUNTY OF DAKOTA ) On this day of , 2016, before me, a Notary Public within and for said County, personally appeared Mike Maguire and Christina M. Scipioni to me personally known, who being each by me duly sworn, each did say that they are respectively the Mayor and Cleric of the City of Eagan, the municipality named in the foregoing instrument, and that the seal affixed on behalf of said municipality by authority of its City Council, and said Mayor and City Clerk acknowledged said instrument to be the free act and deed of said municipality. Notary Public APPROVED AS TO FORM: City Attorney's Office Dated: APPROVED AS TO CONTENT: Public Works Department Dated: This instrument was drafted by: Dougherty, Molenda, Solfest, Hills & Bauer P.A. 14985 Glazier Avenue, Suite 525 Apple Valley, Minnesota 55124 (952) 432-3136 MDK (206-4768) !! Agenda Information Memo March 15, 2016 City Council Meeting CONSENT AGENDA R. Schedule a Special City Council Meeting for 6:30 p.m. on Monday, May 23, 2016 in the Council Chambers to consider the MVZ development application Action To Be Considered: To schedule a Special City Council Meeting for 6:30 p.m. on Monday, May 23, 2016 in the Council Chambers to consider the MVZ development application. Facts: ➢ A special meeting is being requested to consider the MVZ development application. The timeline for review would have had their application coming forward on May 17. The anticipated timing of the AUAR process will likely extend past that date. Staff is suggesting that the item be heard at a meeting the week following that. Attachments: (0) Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENTAGENDA S. Approve IRU's (Indefeasable Right of Use)Agreements betweenthe City of Eagan and Dakota County to use Fiber Optic Cable and Conduit, and approve a Joint Powers Agreement with Dakota County to Extend Fiber along Johnny Cake Ridge Road Action To Be Considered: Approve IRU's (Indefeasable Right of Use) Agreements between the City of Eagan and Dakota County to use Fiber Optic Cable and Conduit, and approve a Joint Powers Agreement with Dakota County to Extend Fiber along Johnny Cake Ridge Road Facts: ➢ As part of the ISD 196 FiberJPA project, the City ran an additional 1Y4" HDPE conduit from the Dakota County Western Service Centerto Eagan City Hall. There are currentlytwo pathways where this conduit is run, a western route and an eastern route. The Cityis proposingto usethe western route and enter into a Joint Powers Agreement with the Countyto allowthe Countyto repopulatethe City's conduit with 288 strands of fiber. By entering into this JPA, the Citywill obtain an IRU (Indefeasible Rightto Use) from the Countyto use 48 strands of fiberalong this pathway. ➢ In addition, the County will construct new conduit and populate 288 strands of fiberalong Cliff Road from Slater Road to Pilot Knob Road at their own expense. The City will obtain 48 strands of fiber. From Pilot Knob Road to Dodd Blvd, the County plans to construct the conduit and populate 144 strands of fiber. The City will obtain 24 strands of fiber. The County will maintain the fiberfor the duration of the contract. ➢ The County will also construct and populate 12 strands of fiberto the Cliff Road Booster Station. The City will own and maintain this fiberlateral build. ➢ The term of this contract is 20 years and there is no cost to the City to accept this agreement. Attachments: (3) CS -1 JPA Agreement CS -2 I RU 1 CS -3 IRU 2 JOINT POWERS AGREEMENT FOR JOHNNY CAKE RIDGE ROAD FIBER PROJECT This Joint Powers Agreement ("Agreement") is between Dakota County, Minnesota ("County"), and the City of Eagan, Minnesota ("City"), collectively as the "Parties." The Parties are governmental units of the State of Minnesota. 1. General Purpose Under Minn. Stat. § 471.59, subd. 10 the County and the City are empowered to enter into agreements for the joint or cooperative exercise of powers with other governmental units and to engage such assistance as deemed necessary for the provision of information technology and telecommunications services. The County requires fiber optic connections from its Western Services Center in Apple Valley to Eagan City Hall to expand redundancy within its fiber optic network. The City requires fiber optic connections from its City Hall to the Western Services Center and to its Cliff Booster. Station to expand redundancy and connections within its fiber optic network. To accomplish these connections the County will install new fiber in four areas: • 288 strands of fiber from the City Hall to the Western Services Center; • 288 strands of fiber along Cliff Road from Slater Road and Pilot Knob Road; • 144 strands of fiber along Cliff Road from Pilot Knob Road to Dodd Road; and • 12 strands of fiber from Cliff Road to the City's Cliff Booster Station. (collectively the "Project"). To complete the Project, the County requires access to empty cable conduit owned by the City running from the City Hall to the intersection of 140th Street and Galaxie Avenue for the installation of new County -owned fiber cable. The location of the City's existing fiber conduit and other fiber installations that are relevant to this Agreement are shown in Attachment A. To facilitate effectiveness of their fiber optic networks the City and County are each willing to permit the other Party to use certain fiber conduits or strands located in segments of their respective networks as described in this Agreement. The fiber infrastructure referenced in this Agreement consists of the following multiple segments: • Segment 1 is empty fiber conduit owned by the City between the City Hall and the intersection of 140th Street and Galaxie Avenue; • Segment 2 is 288 strands of new fiber to be installed by the County between the intersection 140th Street and Galaxie Avenue and the Western Services Center; • Segment 3 is 288 strands of new fiber to be installed by the County along Cliff Road between Slater Road and Pilot Knob Road; • Segment 4 is 144 strands of new fiber to be installed by the County along Cliff Road between Pilot Knob Road and Dodd Road; and • Lateral I is 12 strands of a fiber to be installed by the County from Cliff Road to the Cliff Booster Station located at 1311 Cliff Road. JPA with Eagan for Johnny Cake Ridge Road Fiber Project 2. Term of Agreement The term of this Agreement shall commence on the date that all signatures of the Parties are obtained (the "Effective Date"), and shall remain in full force and effect until the Expiration date of twenty years (20) years after the Effective Date, or unless terminated by the Parties as provided in this Agreement, whichever occurs first. 3. Agreement between the Parties The intended use for each segment of the network is to enable the Parties to construct and manage fiber optic communications networks for the purpose of delivering communications services among their respective sites as more fully described below. 3.1 County will: a) Install 288 strands of fiber from the City Hall to the intersection of 140th Street and Galaxie Avenue within existing conduit owned by the City along the route described in Attachment A. This fiber is designated as Segment 1. b) Install at its own cost 288 strands of fiber from the intersection of 140th Street and Galaxie Avenue to the Western Services Center along the route described in Attachment A. This fiber is designated as Segment 2. c) Install at its own cost 288 strands of fiber along Cliff Road from Slater Road to Pilot Knob Road along the route described in Attachment A. This fiber is designated as Segment 3; d) Install at its own cost 144 strands of fiber along Cliff Road from Pilot Knob Road to Dodd Road along the route described in Attachment A. This fiber is designated as Segment 4; e) Grant an Indefeasible Right of Use agreement (IRU) to the City for use of the 48 fiber strands from the 288 new strands installed by the County from the City Hall to the Western Services Center in Apple Valley. The specific strands subject to this IRU are identified in Attachment B. f) Install at its own cost a fiber optic patch panel in the City Hall Main Equipment Room (MER) to permit access to and use of the new fiber strands as described in Attachment B g) Install at its own cost a new building penetration into the MER to connect new fiber strands to the patch panel. h) Grant an Indefeasible Right of Use agreement (IRU) to the City for use of 48 fiber strands within the 288 fiber cable sheath running along Cliff Road between Slater Road and Pilot Knob Road. The specific strands subject to this IRU are identified in Attachment B. i) Install at its own cost a new fiber optic splice enclosure at the intersection of Johnny Cake Ridge Road and Cliff Road as described in Attachment B. j) Grant an Indefeasible Right of Use agreement (IRU) to the City for use of 24 fiber strands within the 144 fiber cable sheath running along Cliff Road between Pilot Knob Road and Dodd Road. The specific strands subject to this IRU are identified in Attachment B. k) Install at its own cost a new fiber lateral consisting of 12 fiber strands connecting the Cliff Booster Station at 1311 Cliff Road to the new County fiber along Cliff Road. This fiber is designated as Lateral 1. The City will own and maintain Lateral 1. JPA with Eagan for Johnny Cake Ridge Road Fiber Project 2 1) Maintain at its own cost the new fiber in Segments 2, 3 and 4 and pay for any locate services costs during the term of this Agreement. m) Obtain all necessary right of way permits from the City to complete the Project. n) Manage the Project including the inspection and coordination of work by all contractors. 3.2 City will: a) By executing this Agreement, grant an Indefeasible Right of Use agreement (IRU) to the County for the empty fiber conduit from the City Hall to the intersection of 140th Street and Galaxie Avenue. b) Receive an IRU from the County for • 48 fiber strands in segment 1 • 48 fiber strands in segment 2 • 48 fiber strands in segment 3 ® 24 fiber strands in segment 4 c) Take ownership of and maintain at its own cost Lateral 1, the new fiber lateral of 12 strands that connects the Cliff Booster Station at 1311 Cliff Road to the County fiber in Segment 4. d) Issue any City right of way permits required to complete the Project. 4. Payment Except as expressly provided in this Agreement, each Party will bear its own costs for constructing the Johnny Cake Ridge Road Fiber Project without reimbursements or payments from any other Party. 5. Network Development, Design, Operation and Management Except as provided in this Agreement, each Party will design its own fiber network and will install and manage any electronic devices needed to make its network operational. The Parties shall use all reasonable efforts to maintain their respective fiber and related electronic devices to facilitate the proper function of their interconnected networks as described in this Agreement. 6. Liaisons To assist the Parties in the day-to-day performance of this Agreement and to ensure compliance with the specifications and provide ongoing consultation, liaisons shall be designated by the Parties. The Parties shall inform the others, in writing, of any change in the designated liaison. At the time of execution of this Agreement the following persons are the designated liaisons: Dakota County: David Asp Fiber Network Engineer Dakota County Information Technology Department 1590 Hwy 55 Hastings, MN 55033 651-438-4271 David.Asp@co.dakota.rrm.us JPA with Eagan for Johnny Cake Ridge Road Fiber Project City of Eagan: Dan Cook IT Manager 3830 Pilot Knob Road Eagan, MN 55122 651-675-5093 dcook@cityofeagan.com 7. Assignment, Amendments, Waiver, and Contract Complete 7.1 Assignment. No Party may assign or transfer any rights or obligations under this Agreement without the prior consent of the other Parties and an assignment of this Agreement, approved and executed by all Parties to this Agreement, or their successors in office. 7.2 Amendments. Any amendment to this Agreement must be in writing and is not effective until approved and executed by all of the Parties to this Agreement, or their successors in office. 7.3 Waiver. If any Party fails to enforce any provision of this Agreement, such failure does not waive the provision or its right to enforce it. 7.4 Contract Complete. This Agreement contains all negotiations and agreements between the Parties. No other understanding regarding this Agreement, whether written or oral, is binding on any Party. 8. Liability and Insurance Each Party to this Agreement shall be liable for its own acts or omissions and those of its own employees and agents and the results thereof, to the extent authorized by law, and shall not be responsible for the acts of the other Parties, their respective employees or agents. The Parties agree that liability and damages arising from the parties' acts and omissions are governed by the provisions of the Municipal Tort Claims Act, Minn. Stat, Ch. 466, as applicable, and other applicable laws. Each Party warrants that it is able to comply with the aforementioned liability and insurance requirements through an insurance or self-insurance program and that each has minimum coverage consistent with the liability limits contained in Minn. Stat. Ch. 466, as applicable. This Agreement shall not be construed as and does not constitute a waiver by any Party of any conditions, exclusions or limitations on the Party's liability provided by Minn. Stat. Ch. 466, or other applicable law. This clause will not be construed to bar any legal remedies that any party may have against another party for the failure to fulfill their respective obligations under this Agreement. 9. State Audits Under Minn. Stat. § 16C.05, subd. 5, each Party's books, records, documents, and accounting procedures and practices relevant to this Agreement are subject to examination by the State and/or the State Auditor or Legislative Auditor, as appropriate, for a minimum of six years from the Expiration Date of this Agreement. JPA with Eagan for Johnny Cake Ridge Road Fiber Project 10. Government Data Practices The Parties shall comply with the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, as it applies to data provided by each Party under this Agreement, and as it applies to data created, collected, received, stored, used, maintained, or disseminated by any Party under this Agreement. The civil remedies of Minn. Stat. § 13.08 apply to the release of the data referred to in this clause by any Party. If any Party receives a request to release data referred to in this Clause that was received by the Party receiving the request from another Party, the Party receiving the request to release the data must immediately notify the Party from whom the data originated. The originating Party will give the Party receiving the request to release the data instructions concerning the release of the data to the data requester before the data is released. 11. Venue Venue for all legal proceedings out of this Agreement, or its breach, must be in the appropriate court of competent jurisdiction in Dakota County, Minnesota. 12. Termination 12.1 Termination. This Agreement may be terminated by any Party, with or without cause, at any time after two (2) years from the Effective Date upon 180 days written notice of intent to terminate to the other Parties. 12.2 Termination for Insufficient Funding. Any Party may immediately terminate this Agreement if it does not obtain funding from the Minnesota Legislature, Minnesota Agencies or other funding source; or if funding cannot be continued at a level sufficient to allow for the payment of the services covered here. Termination must be by written notice to the other Parties. A Party is not obligated to pay for any services that are provided after notice and effective date of termination. A Party will not be assessed any penalty or damages if the Agreement is terminated due to lack of funding. A Party must provide the other Parties notice of the lack of funding within a reasonable time of the Party's receiving that notice. 12.3 Ownership of Property Upon Termination. At the end of the term of this Agreement or upon its earlier termination as authorized herein, the Parties will continue to own all fiber segments and laterals that they own when the Project is completed. Each Party will continue to own electronic devices it installed to facilitate the operation of its respective network pursuant to this Agreement. 13. Miscellaneous Provisions 13.1 Additional Parties. The addition of a new Party to this Agreement shall require a written amendment approved and executed by all Parties. 13.2 Unlawful Provisions. If any provision of this Agreement be found unlawful, the other provisions of this Agreement shall remain in full force and effect if by doing so the purposes of this Agreement, taken as a whole, can be made operative. If a provision or article found unlawful, representatives of the Parties shall meet and reach agreement on a lawful provision to replace the unlawful provision or article. The newly agreed upon provision or amendment must be approved by the each Party to be effective and binding on the Parties. JPA with Eagan for Johnny Cake Ridge Road Fiber Project 13.3 Access to Property. The Parties hereby grant each other mutual continuing Licenses for access to their respective property as reasonably needed from time to time, for the installation, maintenance and repair of the Network, which Licenses shall remain in effect for the duration of this Agreement. To the extent practicable, advance notice will be given and mutually convenient arrangements for such access shall be made. All relevant safety and security policies and procedures of the Party whose property is accessed shall be followed by the Party, or the Party's employees or agents being granted access. 13.4 Compliance with Laws. The Parties shall abide by all Federal, State and local laws, statutes, ordinances, rules and regulations now in effect or hereinafter adopted pertaining to this Agreement and to the facilities, programs and staff for which each Party is responsible. 14. Execution in Counterparts. This Agreement may be executed in any number of counterparts and by the Parties hereto on separate counterparts, each of which counterparts when so executed and delivered shall be deemed to be an original, and all of which counterparts when taken together shall constitute but one and the same Agreement. [REMAINDER OF PAGE iNTEN i iGNAL (LEFT BLANK] JPA with Eagan for Johnny Cake Ridge Road Fiber Project 6 IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed by its duly authorized representatives. DAKOTA COUNTY By: Title: co • y C1 Date: CITY OF EAGAN By: Mike Maguire Its: Mayor Date: By: Christina M. Scipioni Its: Clerk Date: KS15-345 JPA Eagan Johnny Cake Ridge Road Fiber Project v5 Approved by Dakota County Board Resolution #: Approved as to form: O(Offl1la- (-Assistant County Attorney Approved by Resolution #: JPA with Eagan for Johnny Cake Ridge Road Fiber Project 7 Attachment A Fiber Cable Diagram JPA with Eagan for Johnny Cake Ridge Road Fiber Project Exhibit A YIIRKlO'NN P,' _.K.oRE-DR ar L rl A 7-11� Attachment B Description of Fiber Segments and Use Segment 1 This segment consists of an empty, existing 1 1/2" conduit for the fiber optic cable installation running from the Eagan City Hall intersection of 140th Street and Galaxie Avenue. IRU of conduit passes to the County upon execution of this Agreement. The County will install 288 strands of fiber within the existing conduit. The County will own and maintain the fiber in Segment 1. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 2 This segment consists of 288 strands of new fiber to be installed by the County between the intersection 140th Street and Galaxie Avenue and the Western Services Center. The County will own and maintain the fiber in Segment 2. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 3 This segment consists of 288 strands of new fiber to be installed by the County along Cliff Road between Slater Road and Pilot Knob Road. The County will own and maintain the fiber in Segment 3. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 4 This segment consists of 144 strands of new fiber to be installed by the County along Cliff Road between Pilot Knob Road and Dodd Road. The County will own and maintain the fiber in Segment 4. The City will have the use of the following 24 strands of fiber within the 144 strand sheath: Blue and Orange Lateral 1 This lateral consists of 12 strands of new fiber to be installed by the County from Cliff Road to the Cliff Booster Station located at 1311 Cliff Road. Ownership of the conduit and fiber in Lateral 1 will transfer to the City on the date the lateral construction is completed. From the handhole along Cliff Road, the County will place an appropriate sized splice case and install one 11/2" conduit and will pull 12 strands fiber optic cable through the conduit to the booster station and terminate the fiber using an appropriate size termination panel. JPA with Eagan for Johnny Cake Ridge Road Fiber Project 9 FIBER OPTIC CONDUIT INDEFEASIBLE RIGHT TO USE AGREEMENT BY AND BETWEEN CITY OF EAGAN AS GRANTOR D DAKOTA COUNTY AS GRANTEE EXHIBITS Exhibits A. IRU Conduit Location FIBER OPTIC CONDUIT INDEFEASIBLE RIGHT TO USE THIS FIBER OPTIC CONDUIT INDEFEASIBLE RIGHT TO USE AGREEMENT together with any attached exhibits (collectively the "Agreement") is made entered into by and between Dakota County, acting by and through its Board of Commissioners ("IRU Grantee", or "the County"), and City of Eagan, a Minnesota municipal corporation ("IRU Grantor" or "the City"). The IRU Grantee and IRU Grantor may be referred to herein individually as a "Party" or collectively as the "Parties." BACKGROUND A. The City has constructed a fiber optic communications system throughout the City of Eagan's central business districts, which includes an empty and used fiber optic conduit, referred to herein as the "IRU Conduit" (hereinafter defined). B. The County is developing a broadband fiber optic network backbone within Dakota County to facilitate electronic communications between government owned facilities and infrastructure. C. To further the development of the fiber optic network backbone, the County requires use of the City's IRU Conduit referenced herein. DEFINITIONS The following terms are used in this Agreement: A. "Effective Date" is the date upon which all Parties have executed this Agreement. B. "Fiber" means a glass strand or strands which is/are used to transmit a communication signal along the glass strand in the form of pulses of light. C. "Fiber Optic Cable" or "Cable" means a collection of fibers with a protective outer covering. D. "Indefeasible Right of Use" or "IRU" means an indefeasible right to use the IRU Conduit, provided, however, that granting of such IRU does not convey legal title to the IRU Conduit. E. "IRU Conduit" means the empty and unused fiber optic conduit running from Eagan City Hall to the intersection of 140th Street and Galaxie Avenue. F. "Optical Splice Point" means a point where the County's Cable is connected to the City's Cable within a splice enclosure. G. "City Right of Way" means the real property, including all fee simple, easements, access rights, rights of use and other interests, owned and/or operated by the City, devoted to City highway purposes. H. "County Right of Way" means the real property, including all fee simple, easements, access rights, rights of use and other interests, owned and/or operated by the County, devoted to County highway purposes. "County's Facilities" refers to any optonic or electronic equipment to be installed by the County within or connected to the IRU Conduit. In consideration of their mutual promises and as specified in Exhibit A, the Parties expressly agree as follows: ARTICLE I LICENSES Section 1.1 IRU Grant. The County desires to obtain an IRU in the IRU Conduit further described in Exhibit A to this Agreement, which is incorporated into this Agreement by reference. In consideration of the promises by the County in this Agreement, the City grants an TRU to the County in the IRU Conduit and associated termination hardware identified in Exhibit A hereto. The City shall deliver to the County the right to use its IRU Conduit, including, but not limited to, handholes, splice enclosures, and related equipment but excluding any electronic or optronic equipment. Prior to use, the County shall coordinate with City the handholes and splice enclosures that will be used for this project. The County shall be entitled to use the IRU Conduit for any lawful purposes subject to (i) agreeing to be bound by all laws and regulations and (ii) otherwise complying with the terms and conditions of this Agreement. Section 1.2 License to City's Facilities. Subject to the terms and conditions of this Agreement, City hereby grants to the County a license to access and use the IRU Conduit for the installation or 288 strands of optical fiber and the operation, maintenance and repair of the County's installed fibers thereafter. Section 1.3 Use of City Property. Notwithstanding anything contained to the contrary in this Agreement, the Parties acknowledge and agree that nothing contained in this Agreement shall operate to limit, interfere with, or otherwise adversely affect each Party's right to manage, control, construct, relocate, maintain, replace and expand their fiber optic network equipment and infrastructure that either may deem necessary or desirable in its sole discretion, subject only to the IRU and the County's license to the IRU Conduit. ARTICLE II EFFECTIVE DATE AND TERM The County shall be entitled to use the IRU Conduit granted by the City upon the Effective Date. The term of this Agreement shall be for twenty (20) years unless terminated in writing by the Parties or one of the events set forth in Section 10.2 of this Agreement occurs, whichever is first. ARTICLE III LICENSE FEES No license fee will be charged to the County for installation its Cable or the use or access to the IRU Conduit. ARTICLE IV INSTALLATION, MAINTENANCE AND REPAIR Section 4.1 Installation. The County shall be fully responsible for installing the Cable and all equipment necessary to connect the County's Cable to its fiber optic network. The County must seek and obtain written approval from the City prior to installing the Cable and prior to accessing existing handholes owned by the City. Section 4.2 Maintenance and Repair. The County shall be fully responsible for maintaining and repairing the Cable installed in the IRU Conduit and all of its equipment used to connect the County's Cable to network equipment or splice enclosures. Section 4.3 Exclusion from Cost -Sharing. Any work completed by the County relating to or arising out of this Agreement shall not be subject to and is expressly excluded from any cost sharing agreements or provisions between the Parties. The County shall be responsible for all costs associated with its installation, maintenance and repair of the Cable and the equipment set forth in Sections 4.1 and 4.2 of this Agreement. ARTICLE V SPLICING The County shall be responsible for the costof the initial splicing of the County's Fibers at the Optical Splice Points and any additional splicing equipment that it requests or requires. The County must obtain the City's written consent prior to splicing any City owned Cable. ARTICLE VI REPRESENTATIONS AND WARRANTIES Section 6.1 County warrants that its respective use of the IRU Conduit shall comply with all applicable governmental codes, ordinances, laws, rules, regulations and/or restrictions. Section 6.2 The City represents and warrants that it has the right to grant this IRU in the IRU Conduit. ARTICLE VII LIABILITY; INDEMNIFICATION Section 7.1 Neither City nor County shall be liable to the other for any indirect, special, punitive or consequential damages arising under this Agreement or from any breach or partial breach of the provisions of this Agreement or arising out of any act or omission of either Party hereto, its directors, officers, employees, servants, contractors and/or agents. Section 7.2 The County assumes, releases and agrees to indemnify, defend, protect and save City (including its officers, agents, representatives and employees) harmless from and against any claim, damage, loss, liability, injury, cost and expense (including reasonable attorney's fees and expenses) in connection with any loss or damage to any person or property arising out of or resulting in any way from the acts or omissions to act, negligence or willful misconduct of the County, its directors, officers, employees, servants, contractors and/or agents in connection with the exercise of its rights and obligations under the terms of this Agreement. The City assumes, releases and agrees to indemnify, defend, protect and save County (including its officers, agents, representatives and employees) harmless from and against any claim, damage, loss, liability, injury, cost and expense (including reasonable attorney's fees and expenses) in connection with any loss or damage to any person or property arising out of or resulting in any way from the acts or omissions to act, negligence or willful misconduct of the City, its directors, officers, employees, servants, contractors and/or agents in connection with the exercise of its rights and obligations under the terms of this Agreement. Section 7.3 Nothing contained herein shall operate as a limitation on the right of either Party hereto to bring an action for damages, including consequential damages, against any third party based on any acts or omissions of such third party as such acts or omissions may affect the construction, operation or use of the Fiber, Cable, or IRU Conduit; provided, however, that (i) the Parties to this Agreement shall not have any claim against the other Party for indirect, incidental, special, punitive or consequential damages (including, but not limited to, any claim from any customer for loss, of services), and (ii) each Party hereto shall assign such rights or claims, execute such documents and do whatever else may be reasonably necessary to enable the injured party to pursue any such action against such third party. ARTICLE VIII FORCE MAJEURE The obligations of the parties hereto are subject to force majeure and neither Party shall be in default under this Agreement if any failure or delay in performance is caused by strike or other labor dispute; accidents; acts of God; fire; flood; earthquake; lightning; unusually severe weather; material or facility shortages or unavailability not resulting from such Party's failure to timely place orders therefor; lack of transportation; acts of any governmental authority; condemnation or the exercise of rights of eminent domain; war or civil disorder; or any other cause beyond the reasonable control of either Party hereto. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. ARTICLE IX CONFIDENTIALITY The Parties agree and recognize that this Agreement as well as information and documents the Parties receive from one another during the term of this Agreement may be considered public data under the Minnesota Government Data Practices Act, Minn. Stat. Ch 13. The Parties agree to comply with the Minnesota Government Data Practices Act as it applies to all data provided by the Parties under this Agreement, and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by any Party under this Agreement. The civil remedies of Minn. Stat. § 13.08 apply to the release of the data referred to in this clause by any Party. If either Party receives a request to release data arising out of or related to the Facility or the use, operation or maintenance thereof, the Party receiving the request must immediately notify the other Party of the request. The Parties will promptly consult and discuss the best way to respond to the request. ARTICLE X ABANDONMENT; TERMINATION; EFFECT OF TERMINATION Section 10.1 Should the City decide to abandon all or part of the IRU Conduit, it may do so by providing sixty (60) days' notice informing County in writing of its intent to abandon. Such abandonment shall be at no cost to either Party except as set forth in this Article. If the City provides notice of intent to abandon, the County may notify the City prior to the expiration of the notice period of its intent to take ownership of the IRU Conduit. If the County provides timely notice of such intent, the City and County will execute any agreements or documents transferring legal title of the IRU Conduit to the County, at no cost to either Party. Section 10.2 This Agreement shall terminate upon the first to occur of the following: (a) Automatically upon the effective date abandonment by the City. (b) Upon written notice from either Party to the other if a default occurs that is not cured within the time allowed hereunder or an event of default occurs under Section 11.2. Section 10.3 If this Agreement terminates under Section 10.2(a) neither Party shall have any liability to the other Party for the use of the IRU Conduit; If this Agreement terminates under Section 10.2(b), the non -defaulting party shall not have any liability to the defaulting party, and the defaulting party shall be liable for such damages to the non -defaulting party as the non - defaulting party may establish in a court of law. Upon termination of this Agreement for any reason, the Parties agree to promptly draft and execute any documents reasonably required to effect such termination. Section 10.4 Upon termination of this Agreement for any reason, the County shall cease to have any rights to the IRU Conduit or other rights under this Agreement or any obligations under this Agreement except for obligations under this Section and any other obligations that arose prior to such termination. Whenever title to the IRU Conduit vests in the County, the City shall, promptly after receiving a written request therefore from the County, deliver to the County an executed bill of sale, in form reasonably acceptable to the County, confirming the transfer of title, but no such bill of sale shall be necessary to vest title in the County. ARTICLE XI DEFAULT Section 11.1 Neither Party shall be in default under this Agreement unless and until the other Party shall have given the defaulting party written notice of such default and the defaulting party shall have failed to cure the default within thirty (30) days after written receipt of such notice; provided, however, that where a default cannot be reasonably cured within the thirty (3 0) day period, if the defaulting party shall promptly proceed to cure the default with due diligence, the time for curing the default shall be extended for a period of up to ninety (90) days from the date of receipt of the default notice or until the default is cured, whichever is shorter. Section 11.2 Upon the failure by the defaulting party to timely cure any default after notice thereof from the non -defaulting party, the non -defaulting party may take any action it determines, in its discretion, to be necessary to correct the default, and/or pursue any legal remedies it may have under applicable law or principles of equity relating to the breach. ARTICLE XII NOTICES Section 12.1 Unless otherwise provided herein, all notices and communications concerning this Agreement shall be in writing and addressed as follows: If to the City: City of Eagan Attn: IT Department 3830 Pilot Knob Road Eagan, MN 55122 With a copy to: City Attorney Dougherty, Molenda, Solfest, Hills & Bauer P.A. 14985 Glazier Avenue, Suite 525 Apple Valley, MN 55124 If to County: Dakota County Attn: Information Technology Department Director 1590 Highway 55 Hasting, MN 55033 With a copy to: County Attorney's Office Attn: Civil Division 1560 Highway 55 Hastings, MN 55033 Section 12.2 Unless otherwise provided herein, notices shall be sent by certified U.S. Mail, return receipt requested, or by commercial overnight delivery service which provides acknowledgment of delivery, or by facsimile, and shall be deemed delivered: if sent by U.S. Mail, five (5) days after deposit; if sent by facsimile, or commercial overnight delivery service, upon verification of receipt. ARTICLE XIII ASSIGNMENT, SUCCESSION Section 13.1 Except as provided in this Article, neither Party shall not assign this Agreement to any other person or entity without the prior written consent of the other Party. Section 13.2 Subject to the provisions of this Article, each of the Parties' respective rights and obligations hereunder, shall be binding upon and shall inure to the benefit of the Parties hereto and each of their respective permitted successors and assigns and lien holders. ARTICLE XIV GOVERNING LAW AND VENUE This Agreement shall be governed and construed in accordance with the laws of the State of Minnesota without regard to its conflict of laws provision. The Parties agree that any action arising out of this Agreement or with respect to the enforcement of this Agreement shall be venued in the Dakota County District Court, State of Minnesota. ARTICLE XV INDEPENDENT CONTRACTOR The performance by the County and the City of all duties and obligations under this Agreement shall be as independent contractors and not as agents of the other Party, and no persons employed or utilized by a performing party shall be considered the employees or agents of the other. Neither Party shall have the authority to enter into any agreement purporting to bind the other without its specific written authorization. The Parties agree that this Agreement does not create a partnership between, or a joint venture of the County and the City. ARTICLE XVI MISCELLANEOUS Section 16.1 The headings of the Articles in this Agreement are strictly for convenience and shall not in any way be construed as amplifying or limiting any of the terms, provisions or conditions of this Agreement. Section 16.2 In construction of this Agreement, words used in the singular shall include the plural and the plural, the singular, and "of is used in the inclusive sense, in all cases where such meanings would be appropriate. Section 16.3 If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable, then the Parties hereby waive such provision to the extent that it is found to be invalid or unenforceable and to the extent that to do so would not deprive one of the Parties of the substantial benefit of its bargain. Such provision, to the extent allowable by law and the preceding sentence, shall not be voided or canceled, but instead will be modified by such court so that it becomes enforceable with all of the other terms of this Agreement continuing in full force and effect. Section 16.4 This Agreement may be amended only by a written instrument executed by all Parties. Section 16.5 No failure to exercise and no delay in exercising, on the part of either Party hereto, any right, power or privilege hereunder shall operate as a waiver hereof, except as expressly provided herein. Any waiver by either Party of a breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless and until agreed to in writing by both Parties. Section 16.6 In the event of a conflict between the provisions of this Agreement and those of the Exhibits, the provisions of the Exhibits shall prevail and the Agreement will be deemed corrected accordingly. Section16.7 This Agreement has been fully negotiated between and jointly drafted by the Parties. Section 16.8 All actions, activities, consents, approvals and other undertakings of the Parties in this Agreement shall be performed in a reasonable and timely manner. Section 16.9 Unless expressly defined herein, words having well known technical or trade meanings shall be so construed. Section 16.10 This Agreement is solely for the benefit of the Parties hereto and their permitted successors and assigns. ARTICLE XVII ENTIRE AGREEMENT This Agreement, any Exhibits referenced and attached hereto or to be attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersede any and all prior negotiations, understandings and agreements with respect hereto, whether oral or written. IRU GRANTEE: COUNTY OF DAKOTA Resolution No. 15-481 Approved as to Form <s*sistant�Countyy Attorney Date IRU GRANTOR: CITY OF EAGAN By: Mike Maguire Its: Mayor By: Christina M. Scipioni Its: Clerk KS16-36 County -Eagan Johnny Cake Road Fiber Project —Conduit IRU 2-17-16 Exhibit A IRU Conduit Location Exhibit A ' I HAVEN DR d - _\YO KTOWN ",;K.ORE DR FIBER OPTIC INDEFEASIBLE RIGHT TO USE AGREEMENT BY AND BETWEEN DAKOTA COUNTY AS GRANTOR CITY OF EAGAN AS GRANTEE EXHIBITS Attachments A. Fiber Cable Diagram B. IRU Cable and Fibers by Segment FIBER OPTIC INDEFEASIBLE RIGHT TO USE THIS FIBER OPTIC INDEFEASIBLE RIGHT TO USE together with any attached exhibits (collectively the "Agreement") is made and entered into by and between Dakota County, acting by and through its Board of Commissioners ("IRU Grantor", or "the County"), and City of Eagan, a Minnesota municipal corporation ("IRU Grantee" or "the City"). The IRU Grantor and IRU Grantee may be referred to herein individually as a "Party" or collectively as the "Parties." BACKGROUND A. The County is developing a broadband fiber optic network backbone within Dakota County to facilitate electronic communications between government owned facilities and infrastructure. B. To further the development of the fiber optic network backbone, the County intends to construct new Fiber Optic Cable between the Eagan City Hall and the County Western Service Center in Apple Valley and other connected backbone segments of new Fiber Optic Cable. C. In conjunction with this Agreement, Dakota County as IRU Grantor desires to authorize the City of Eagan as IRU Grantee to use specific Fibers within certain Fiber Optic Cable segments on the terms and conditions set forth below. DEFINITIONS The following terms are used in this Agreement: A. "Effective Date" is the date upon which all Parties have executed this Agreement. B. "Fiber" means a glass strand or strands which is/are used to transmit a communication signal along the glass strand in the form of pulses of light. C. "Fiber Optic Cable" or "Cable" means a collection of fibers with a protective outer covering. D. "IRU Cable" means a Cable containing one or more Fibers, constructed and owned by the County in which IRU Fibers are located. E. "IRU Fibers" means the specific unused Fiber between Eagan City Hall and the County's Western Service Center described further herein, an IRU for which is granted to the City within the IRU Cable. F. "Indefeasible Right of Use" or "IRU" means an indefeasible right to use the IRU Fibers, provided, however, that granting of such IRU does not convey legal title to the IRU Fibers. G. "Optical Splice Point" means a point where the County's Cable is connected to the City's Cable within a splice enclosure. H. "Relocation" means any physical movement of fiber optic cable or conduit required due to reconstruction, modification, change in grade, expansion or relocation of a County road or highway, or a city street. I. "City Right of Way" means the real property, including all fee simple, easements, access rights, rights of use and other interests, owned and/or operated by the City, devoted to City road or highway purposes. J. "County Right of Way" means the real property, including all fee simple, easements, access rights, rights of use and other interests, owned and/or operated by the County, devoted to County road or highway purposes. In consideration of their mutual promises, the Parties expressly agree as follows: ARTICLE I LICEPdSES Section 1.1 IRU Grant. The City desires to obtain an IRU in the IRU Fibers further described in Exhibit A to this Agreement, which is incorporated into this Agreement by reference. In consideration of the promises by the City in this Agreement and the joint powers agreement entered into by the Parties for this fiber optic cable project, the County grants an IRU to the City in the IRU Cable identified in Exhibit A hereto. The County shall deliver to the City the right to use the IRU Fibers, including, but not limited to, handholes, splice enclosures, and related equipment but excluding any electronic or optronic equipment at termination points located in City facilities. Prior to use, the City shall coordinate with County the use of any handholes and splice enclosures required for the IRU Fibers. The City shall be entitled to use the IRU Fibers for any lawful purposes subject to (i) agreeing to be bound by all laws, regulations and any requirements of the County regarding access to County Right of Way, and (ii) otherwise complying with the terms and conditions of this Agreement. Section 1.2 License to County's Facilities. Subject to the terms and conditions of this Agreement, County hereby grants to the City a license to access and use the IRU Fibers within the Fiber Optic Cable segments described below during the term of this Agreement. Exclusive use by the City of 48 fiber strands within the 288 fiber cable installed by the County from the Eagan City Hall to the intersection of 140th Street and Galaxie Avenue. The specific strands subject to this IRU segment are identified in Attachment B. Exclusive use by the City of 48 fiber strands within the 288 fiber cable installed by the County from the intersection of 140th Street and Galaxie Avenue to the County's Western Services Center in Apple Valley. The specific strands subject to this IRU segment are identified in Attachment B. 2 Exclusive use by the City of 48 fiber strands within the 288 fiber cable installed by the County along Cliff Road from Slater Road to Pilot Knob Road. The specific strands subject to this IRU segment are identified in Attachment B. Exclusive use by the City of 24 fiber strands within the 144 fiber cable installed by the County along Cliff Road from Pilot Knob Road to Dodd Road. The specific strands subject to this IRU segment are identified in Attachment B. Section 1.3 Use of County Property. Notwithstanding anything contained to the contrary in this Agreement, the Parties acknowledge and agree that nothing contained in this Agreement shall operate to limit, interfere with, or otherwise adversely affect each Party's right to manage, control, construct, relocate, maintain, replace and expand their own fiber optic network equipment and infrastructure as either may deem necessary or desirable in its sole discretion, subject only to the IRU and the County's license to the IRU Cable and IRU Fibers. ARTICLE II EFFECTIVE DATE AND TERM The City shall be entitled to use the IRU Fibers granted by the County upon the Effective Date. The term of this Agreement shall be for twenty (20) years unless terminated in writing by the Parties or one of the events set forth in Article XI of this Agreement occurs, whichever is first.-­ ARTICLE irst. ARTICLE III LICENSE FEES No license fee will be charged to the City for the use of the IRU Cable or the IRU Fibers. ARTICLE IV MAINTENANCE AND REPAIR Section 4.1 Installation. The County shall be fully responsible for installing the IRU Cable and all equipment necessary to connect the IRU Cable to the County's fiber optic network. The County must notify the City prior to installing the IRU Cable and prior to accessing existing handholes owned by the City. Section 4.2 Maintenance and Repair. The County shall be fully responsible for maintaining and repairing the IRU Cable and all of its equipment used to connect the IRU Cable to the County's fiber optic network and associated equipment. The County will within three (3) business days notify the City if it becomes aware of any significant damage to or loss of the use of the IRU Fibers that could reasonably be expected to adversely affect the ability to use the IRU Fibers. The County shall make commercially reasonable efforts to ensure that the IRU Fibers are capable of operating at a commercially reasonable continuous rate. ARTICLE V SPLICING The County shall be responsible for the cost of the initial splicing of the County's Fibers at any Optical Splice Points and any additional splicing equipment that it requires to connect the fibers to its optical fiber network. The County must obtain the City's written consent prior to splicing any City owned Cable. ARTICLE VI REPRESENTATIONS AND WARRANTIES Section 6.1 The City warrants that its use of the IRU Fibers shall comply with all applicable governmental codes, ordinances, laws, rules, regulations and/or restrictions. Section 6.2 The County represents and warrants that it has the right to grant this IRU in the IRU Fibers. Section 6.3 The City's sole and exclusive remedy and the County's sole and exclusive maximum liability under this Agreement for failure of the IRU Fibers shall be, at the sole option of the County, to repair or replace any defective portion of the IRU Fibers, provided that the County is promptly notified in writing upon discovery by the City that any portion of the IRU Fibers has failed to conform with the terms of this Agreement, such writing to include an explanation of alleged failures. Section 6.4 Neither party's warranties extend to defects caused by acts of God, accident, fire or other hazard, or by any misuse, neglect, alterations, storage, attempts to repair, or use of other supplies not meeting specifications. THE FOREGOING WARRANTIES AND REMEDIES CONSTITUTE THE ONLY WARRANTIES WITH RESPECT TO THE IRU FIBERS. SUCH WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, WRITTEN OR ORAL, STATUTORY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER PARTY SHALL IN ANY EVENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY NATURE WHATSOEVER FOR ANY REASON. ARTICLE VII LIABILITY; INDEMNIFICATION Section 7.1 Neither City nor County shall be liable to the other for any indirect, special, punitive or consequential damages arising under this Agreement or from any breach or partial breach of the provisions of this Agreement or arising out of any act or omission of either Party hereto, its directors, officers, employees, servants, contractors and/or agents. Section 7.2 The County assumes, releases and agrees to indemnify, defend, protect and save City (including its officers, agents, representatives and employees) harmless from and against any claim, damage, loss, liability, injury, cost and expense (including reasonable attorney's fees and expenses) in connection with any loss or damage to any person or property arising out of or resulting in any way from the acts or omissions to act, negligence or willful misconduct of the County, its directors, officers, employees, servants, contractors and/or agents in connection with the exercise of its rights and obligations under the terms of this Agreement. The City assumes, releases and agrees to indemnify, defend, protect and save County (including its officers, agents, representatives and employees) harmless from and against any claim, damage, loss, liability, injury, cost and expense (including reasonable attorney's fees and expenses) in connection with any loss or damage to any person or property arising out of or resulting in any way from the acts or omissions to act, negligence or willful misconduct of the City, its directors, officers, employees, servants, contractors and/or agents in connection with the exercise of its rights and obligations under the terms of this Agreement. Section 7:3 Nothing contained herein shall operate as a limitation on the right of either Parry hereto to bring an action for damages, including consequential damages, against any third party based on any acts or omissions of such third party as such acts or omissions may affect the construction, operation or use of the IRU Cable or IRU Fibers; provided, however, that (i) the Parties to this Agreement shall not have any claim against the other Party for indirect, incidental, special, punitive or consequential damages (including, but not limited to, any claim from any customer for loss of services), and (ii) each Party hereto shall assign such rights or claims, execute such documents and do whatever else may be reasonably necessary to enable the injured party to pursue any such action against such third party. ARTICLE VIII FORCE MAJEURE The obligations of the Parties hereto are subject to force majeure and neither party shall be in default under this Agreement if any failure or delay in performance is caused by strike or other labor dispute; accidents; acts of God; fire; flood; earthquake; lightning; unusually severe weather; material or facility shortages or unavailability not resulting from such party's failure to timely place orders therefor; lack of transportation; acts of any governmental authority; condemnation or the exercise of rights of eminent domain; war or civil disorder; or any other cause beyond the reasonable control of either party hereto. The excused party shall use reasonable efforts under the circumstances to avoid or remove such causes of non-performance and shall proceed to perform with reasonable dispatch whenever such causes are removed or ceased. ARTICLE IX RELOCATION OF CABLE Section 9.1 The Parties shall have the right to relocate the IRU Cable at any time upon written notice to the other Party (a "Relocation"). The County shall be responsible for all costs associated with a Relocation of the IRU Cable in County Right -of -Way that is required by alteration of the County Right -of -Way or by the request of a third party having authority to require the move. The County may seek and receive funding or reimbursement from a third party for a Relocation by the County and the City shall have no right to such funds or reimbursements and shall not pursue a claim against such funds. The City shall be responsible for all costs associated with a Relocation of the IRU Cable in City Right -of -Way that is required by alteration of the City Right -of -Way or by the request of a third party having authority to require the move. The City may seek and receive funding or reimbursement from a third party for a Relocation by the City and the County shall have no right to such funds or reimbursements and shall not pursue a claim against such funds. Section 9.2 Either Party shall give the other Party at least sixty (60) days prior notice of any such Relocation, if possible. The relocating party shall have the right to determine the extent of, the timing of, and the methods to use for such Relocation; provided that any such relocated cable, fibers and conduit shall be constructed and tested in accordance with industry standard specifications and requirements. In addition, the relocating party shall use reasonable efforts to ensure Relocation does not result in an adverse change to the operations, performance or connection points with the network of the other party, or end points of the applicable IRU Cable and Fibers. Section 9.3 Each party has the right to review the Relocation plans at least fourteen (14) days prior to commencement of any Relocation. Either party may submit comments on the Relocation plans, which comments shall not delay commencement of the Relocation. Both Parties shall have the right to have a representative present at the time a Relocation occurs. ARTICLE X CONFIDENTIALITY The Parties agree and recognize that this Agreement as well as information and documents the Parties receive from one another during the term of this Agreement may be considered public data under the Minnesota Government Data Practices Act, Minn. Stat. Ch 13. The Parties agree to comply with the Minnesota Government Data Practices Act as it applies to all data provided by the Parties under this Agreement, and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by any Party under this Agreement. The civil remedies of Minn. Stat. § 13.08 apply to the release of the data referred to in this clause by any Party. If either Party receives a request to release data arising out of or related to the Facility or the use, operation or maintenance thereof, the Party receiving the request must immediately notify the other Party of the request. The Parties will promptly consult and discuss the best way to respond to the request. ARTICLE XI ABANDONMENT; TERMINATION; EFFECT OF TERMINATION Section 11.1 Should the County decide to abandon all or part of the IRU Cable during the term of this Agreement, it may do so by providing sixty (60) days' notice informing City in writing of its intent to abandon. Such abandonment shall be at no cost to either Party except as set forth in this Article. If the County provides notice of intent to abandon, the City may notify the County prior to the expiration of the notice period of its intent to take ownership of the IRU Fibers. If the City provides timely notice of such intent, the Parties will execute any agreements or documents transferring legal title of the IRU Fibers to the City, at no cost to either Party. Section 11.2 This Agreement shall terminate upon the first to occur of the following: (a) Automatically upon the effective date abandonment by the County. (b) Upon written notice from either Party to the other if a default occurs that is not cured within the time allowed hereunder or an event of default occurs under Section 12. Section 11.3 If this IRU terminates under Section 11.2(a) neither Party shall have any liability to the other Parry for the use of the IRU Fibers. If this Agreement terminates under Section 11.2(b), the non -defaulting party shall not have any liability to the defaulting party, and the defaulting party shall be liable for such damages to the non -defaulting party as the non - defaulting party may establish in a court of law, except as limited by this Agreement. Upon termination of this Agreement for any reason, the Parties agree to promptly draft and execute any documents reasonably required to effect such termination. Section 11.4 Upon termination of this Agreement for any reason, the City shall cease to have any rights to the IRU Cable, IRU Fibers or other rights under this Agreement or any obligations under this Agreement except for obligations under this Section and any other obligations that arose prior to such termination. Whenever title to the IRU Fibers vests in the City, the County shall, promptly after receiving a written request therefore from the City, deliver to the City an executed bill of sale, in form reasonably acceptable to the City, confirming the transfer of title. ARTICLE XII DEFAULT Section 12.1 Neither Party shall be in default under this Agreement unless and until the other Party shall have given the defaulting party written notice of such default and the defaulting parry shall have failed to cure the default within thirty (30) days after written receipt of such notice; provided, however, that where a default cannot be reasonably cured within the thirty (30) day period, if the defaulting party shall promptly proceed to cure the default with due diligence, the time for curing the default shall be extended for a period of up to ninety (90) days from the date of receipt of the default notice or until the default is cured, whichever is shorter. Section 12.2 Upon the failure by the defaulting party to timely cure any default after notice thereof from the non -defaulting party, the non -defaulting party may take any action it determines, in its discretion, to be necessary to correct the default, and/or pursue any legal remedies it may have under applicable law or principles of equity relating to the breach. 7 ARTICLE XIII NOTICES Section 13.1 Unless otherwise provided herein, all notices and communications concerning this Agreement shall be in writing and addressed as follows: If to the City: City of Eagan Attn: IT Department 3830 Pilot Knob Road Eagan, MN 55122 With a copy to: City Attorney Dougherty, Molenda, Solfest, Hills & Bauer P.A. 14985 Glazier Avenue, Suite 525 Apple Valley, MN 55124 If to County: Dakota County Attn: Information Technology Department Director 1590 Highway 55 Hasting, M14 55033 With a copy to: County Attorney's Office Attn: Civil Division 1560 Highway 55 Hastings, MN 55033 Section 13.2 Unless otherwise provided herein, notices shall be sent by certified U.S. Mail, return receipt requested, or by commercial overnight delivery service which provides acknowledgment of delivery, or by facsimile, and shall be deemed delivered: if sent by U.S. Mail, five (5) days after deposit; if sent by facsimile, or commercial overnight delivery service, upon verification of receipt. ARTICLE XIV LIMITATION ON CITY PROPERTY INTEREST This Agreement does not grant the City any property interest or estate in or lien upon the County's property, its optical fiber network or any components thereof or any of the County's intellectual property, except for use of the IRU Fibers during the term of this Agreement. All liens, claims and charges of the City at any time shall not attach to any interest of the County or in any property owned by the County. ARTICLE XV GOVERNING LAW AND VENUE This Agreement shall be governed and construed in accordance with the laws of the State of Minnesota without regard to its conflict of laws provision. The Parties agree that any action N. arising out of this Agreement or with respect to the enforcement of this Agreement shall be venued in the Dakota County District Court, State of Minnesota. ARTICLE XVI INDEPENDENT CONTRACTOR The performance by the County and the City of all duties and obligations under this Agreement shall be as independent contractors and not as agents of the other Party, and no persons employed or utilized by a performing party shall be considered the employees or agents of the other. Neither Party shall have the authority to enter into any agreement purporting to bind the other without its specific written authorization. The Parties agree that this Agreement does not create a partnership between, or a joint venture of the County and the City. ARTICLE XVII MISCELLANEOUS Section 17.1 The headings of the Articles in this Agreement are strictly for convenience and shall not in any way be construed as amplifying or limiting any of the terms, provisions or conditions of this Agreement. Section 17.2 In construction of this Agreement, words used in the singular shall include the plural and the plural, the singular, and "of is used in the inclusive sense, in all cases where such meanings would be appropriate. Section 17.3 If any provision of this Agreement is found by any court of competent jurisdiction to be invalid or unenforceable, then the Parties hereby waive such provision to the extent that it is found to be invalid or unenforceable and t6the extent that to do so would not deprive one of the Parties of the substantial benefit of its bargain. Such provision, to the extent allowable by law and the preceding sentence, shall not be voided or canceled; but instead will be modified by such court so that it becomes enforceable with all of the other terms of this Agreement continuing in full force and effect. Section 17.4 This Agreement may be amended only by a written instrument executed by all Parties. Section 17.5 No failure to exercise and no delay in exercising, on the part of either Party hereto, any right, power or privilege hereunder shall operate as a waiver hereof, except as expressly provided herein. Any waiver by either Party of a breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless and until agreed to in writing by both Parties. Section 17.6 In the event of a conflict between the provisions of this Agreement and those of the Exhibits, the provisions of the Exhibits shall prevail and the Agreement will be deemed corrected accordingly. 01 Section 17.7 This Agreement has been fully negotiated between and jointly drafted by the Parties. Section 17.8 All actions, activities, consents, approvals and other undertakings of the Parties in this Agreement shall be performed in a reasonable and timely manner. Section 17.9 Unless expressly defined herein, words having well known technical or trade meanings shall be so construed. Section 17.10 This Agreement is solely for the benefit of the Parties hereto and their permitted successors and assigns. ARTICLE XVIII ENTIRE AGREEMENT This Agreement, any Exhibits referenced and attached hereto or to be attached hereto, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersede any and all prior negotiations, understandings and agreements with respect hereto, whether oral or written. IRU GRANTOR: COUNTY OF DAKOTA W8WMArAffila, 51 P", Its: Dnw ti`A Resolution No. 15-481 Approved as to Form Assistant County Attorney Date IRU GRANTEE: CITY OF EAGAN By: Mike Maguire Its: Mayor By: Christina M. Scipioni Its: Clerk KS16-35 County -Eagan Johnny Cake Road Fiber Project — Fiber IRU 2-17-16 10 EXHIBIT A FIBER CABLE DIAGRAM Attachment B Description of Fiber Segments and Use Segment 1 This segment consists of Fiber Cable running from the Eagan City Hall to the intersection of 140th Street and Galaxie Avenue. The County will install 288 strands of fiber within the existing conduit in Segment 1. The County will own and maintain the fiber in Segment 1. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 2 This segment consists of 288 strands of new Fiber Cable to be installed by the County between the intersection 140th Street and Galaxie Avenue and the County's Western Services Center in Apple Valley. The County will own and maintain the fiber in Segment 2. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 3 This segment consists of 288 strands of new Fiber Cable to be installed by the County along Cliff Road between Slater Road and Pilot Knob Road. The County will own and maintain the fiber in Segment 3. The City will have the use of the following 48 strands of fiber within the 288 strand sheath: Blue, Orange, Green and Brown Segment 4 This segment consists of 144 strands of new Fiber Cable to be installed by the County along Cliff Road between Pilot Knob Road and Dodd Road. The County will own and maintain the fiber in Segment 4. 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Jfi' ✓• 157TH ST 1i11I --� �i�rS6Tai5TW :/ g(W 1 ✓ iP mo'-Y 1507 ,-s �f157rHOTw, 7 . n59TH :.1 Jor• y HST.K, IIR3 uc_ -"-- r-----+ 160THSTw m 1697H1S7rW t1 �� oDAKOTA40R �u -_.J gST —_ _.-_....�_..____.._.' •-.-___._- _.. 162 DIPTWy 161y i )<i I� O QO l J1\, a,.T� 162ND6T•W - •u.-.1, 1ilA.%``;'^'.,. Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA T. Approve resolution granting Comcast of Minnesota, Inc., a franchise term extension to December 31, 2016 Action To Be Considered: Approve a resolution granting Comcast of Minnesota, Inc. (Comcast) a franchise term extension to December 31, 2016. Facts: ➢ On December 20, 1999 the City of Eagan, Minnesota adopted Ordinance No. 287 granting a Cable Television Franchise which is currently held by Comcast ("Comcast Franchise"). ➢ Comcast requested renewal of the Comcast Franchise but the process became protracted due to the proposed transfer of the Comcast Franchise to a potential spin-off company in 2014-15. ➢ An extension of the Comcast Franchise was granted on February 3, 2015 and that extension will expire on March 31, 2016. ➢ With the approaching end of the current extension, the City and Comcast have mutually agreed that another extension would serve the interests of both parties. ➢ Attached is a proposed Resolution that would authorize an extension of the Comcast Franchise term to December 31, 2016. The draft Resolution was prepared by and comes on the recommendation of Brian Grogan, who serves as legal counsel to the City. The new extension should afford sufficient time to conclude negotiations with Comcast. ➢ Tom Garrison, Communications Director for the City, will attend the Council meeting and will be available for questions. Attachments: (1) CT -1 Resolution RESOLUTION NO. RESOLUTION OF THE CITY OF EAGAN, MINNESOTA ON GRANTING COMCAST OF MINNESOTA, INC., A FRANCHISE EXTENSION TO DECEMBER 31, 2016 WHEREAS, on or about December 20, 1999, the City of Eagan, Minnesota ("City") granted Cable Television Franchise Ordinance No. 287 ("Franchise") to MediaOne North Central Communications Corp.; and and WHEREAS, the Franchise is currently held by Comcast of Minnesota, Inc. ("Comcast"); WHEREAS, Comcast has requested renewal of the Franchise; and WHEREAS, the initial term of the Franchise expired on or about January 24, 2015; and WHEREAS, the initial term of the Franchise was extended by the City on February 3, 2015 when the City adopted Resolution No. 15-16 which extended the term of the Franchise until March 31, 2016; and WHEREAS, Comcast executed Resolution No. 15-16 and agreed to continue complying with the Franchise, as amended; and WHEREAS, both the City and Comcast desire to reserve all of their respective rights under state and federal law regarding the franchise renewal process, specifically all rights provided by 47 U.S.C. 546. NOW, THEREFORE, the City of Eagan, Minnesota hereby resolves as follows: 1. The Franchise is hereby amended by extending the term of the Franchise from April 1, 2016 through and including December 31, 2016. 2. Except as specifically modified hereby, the Franchise shall remain in full force and effect. 3. The City and Comcast hereby agree that neither party waives any rights either may have under the Franchise or applicable law. 1 2717aszvz 4. This Resolution shall become effective upon the occurrence of both of the following conditions: (1) The Resolution being passed and adopted by the City; and (2) Comcast's acceptance of this Resolution. Adopted by the City of Eagan, Minnesota, this day of , 2016. CITY OF EAGAN, MINNESOTA Mike Maguire, Mayor ATTEST: Christina M. Scipioni, Clerk 2 z7s7sszvz ACCEPTANCE AND AGREEMENT Comcast of Minnesota, Inc. hereby accepts this Resolution No. ("Resolution") and hereby accepts the terms, provisions and recitals of the Resolution and agrees to be bound by the Franchise. Dated this _ day of 2016. COMCAST OF MINNESOTA, INC. Its: SWORN TO BEFORE ME this day of 2016 NOTARY PUBLIC 3 2717882v2 Agenda Information Memo March 15, 2016 Eagan City Council Meeting CONSENT AGENDA U. APPROVE a Resolution to Accept an Event Partnership Donation Agreement from Blue Cross & Blue Shield of Minnesota for Veggie Bucks Program Action To Be Considered: To approve a resolution and event partnership donation agreement from Blue Cross & Blue Shield of Minnesota to accept cash donation to support the Eagan Market Fest Veggie Bucks Program and direct the Mayor and City Clerk to sign the appropriate documents. Facts: ➢ Market Fest is a popular community engagement event held on Wednesdays from the beginning of June to the end of August. It features a farmer's market, concerts in the park, free kid's art activities and value-added theme night activities. The event is celebrating its 10th season. ➢ Blue Cross & Blue Shield of Minnesota has participated in the Veggie Bucks Program at the Eagan Market Fest since 2011. ➢ Veggie Bucks is facilitated by Market Fest staff for employees of Blue Cross & Blue Shield who earn vouchers for shopping for produce at the market. The program is 100% funded by the donation from Blue Cross & Blue Shield with any unused funds at the end of the market season returned to Blue Cross & Blue Shield of Minnesota. ➢ The Veggie Bucks Program encourages healthy eating by promoting the purchase of produce at the market. Attachments: (2) CU -1 Resolution CU -2 Donation Agreement CITY OF EAGAN RESOLUTION TO ACCEPT AN EVENT PARTNERSHIP DONATION AGREEMENT FROM BLUE CROSS & BLUE SHIELD OF MINNESOTA FOR VEGGIE BUCKS PROGRAM WHEREAS, Eagan Parks and Recreation offers several community wide programs and events during the year that offer partnership opportunities; and WHEREAS, Blue Cross and Blue Shield of Minnesota has a long-term partnership with Eagan Market Fest's Veggie Bucks Program for 2016 program and expressed an interest in partnering with Eagan Parks & Recreation; and WHEREAS, Blue Cross and Blue Shield of Minnesota through the Blue Balance Program has agreed to donate $950 to the 2016 Eagan Market Fest for facilitation of the Veggie Bucks program; and NOW, THEREFORE, BE IT RESOLVED that the Eagan City Council does hereby accept the $950 Blue Cross and Blue Shield of Minnesota donation to support the 2016 Eagan Market Fest Veggie Bucks program employees of Blue Cross and Blue Shield of Minnesota who shop for vegetables at the market. Motion made by: Seconded by: Those in favor: Those against: Dated CITY OF EAGAN CITY COUNCIL By: Mayor Attest: City Clerk CERTIFICATION I, Christina M.Scipioni, City Clerk for the City of Eagan, Dakota County, Minnesota, do hereby certify that the foregoing resolution was duly passed and adopted by the City Council of the City of Eagan, Dakota County, Minnesota, in a regular meeting thereof assembled this 15th day of March, 2016. City Cleric This Agreement is by and between BCBSM, Inc., dba Blue Cross and Blue Shield of Minnesota ("Blue Cross") and the City of Eagan, Minnesota ("City"). Recitals Whereas, the City sponsors a weekly farmers market ("Market Fest") during the summer months; and Whereas, Blue Cross wishes to encourage its employees to patronize the farmers market as a component of Blue Cross' efforts to promote healthy eating habits, including consumption of fresh fruits and vegetables; and Whereas, the parties wish to collaborate on an initiative to incent Blue Cross employees to increase their consumption of fresh fruits and vegetables available at Market Fest. Agreement The parties agree as follows: 1. The City will administer and Blue Cross will promote to employees a card -and - voucher program for Market Fest between June 1, 2016 and September 29, 2016 as follows: a. City shall provide a stamp (or other appropriate means to track purchases) to all Blue Cross employees who present both (1) an employee identification badge and (2) reasonable proof of a Market Fest produce purchase (e.g., a bag containing produce), with a maximum of one purchase -related stamp per participating employee per week. b. After three (3) purchases, City shall give the participating Blue Cross employee a Market Fest voucher for no less than $5.00 (or such other amount as the parties may agree from time to time), good for purchases at participating Market Fest produce vendors. Voucher design shall be subject to Blue Cross' approval for branding compliance. c. By October 14, 2016 and following the close of the Market Fest season, the will provide Blue Cross with a summary of employee -participation -which -may include participation data and/or such other data on which the parties may agree from time to time. City shall receive a one-time administrative fee of $250.00 for the 2016 season. 2. City will promote the program to Market Fest vendors and upon redemption of vouchers by Blue Cross employees convert vouchers received from vendors to the face value amount in cash according to such process as the City may establish with the vendors. City, and not Blue Cross, will be responsible to vendors for voucher redemption. 3. Vouchers will have no cash value to Blue Cross employees (except in the event that an employee is also a participating vendor, in which case vendor redemption rules apply). Vouchers must be redeemed by Blue Cross employees before September 29, 2016; vouchers not redeemed by that date shall be void. No change shall be given for Market Fest purchases less than a voucher's face value. Market Fest Page 1 of 2 purchase credits toward vouchers may not be combined with purchase credits of multiple employees. Lost vouchers will not be replaced. 4. City's participation is contingent upon Blue Cross' pre -funding of vouchers. Blue Cross will make an initial payment of $700 to City for vouchers and $250.00 for administrative fees; any funds remaining after September 29, 2016 shall be refunded to Blue Cross by October 14, 2016. Invoices shall be submitted to: Via U.S. Mail or other delivery service: Blue Cross and Blue Shield of Minnesota Attention: Marie Scanlan M430 3535 Blue Cross Road Eagan, Minnesota 55122 5. This agreement shall expire September 29, 2016, except that obligations of reporting, payment, remaining fund refund and voucher redemption shall survive expiration or termination. Either party may terminate this agreement for convenience upon 14 days written notice to the other party. City of Eagan: By: Name: Title: City of Eagan: By: Name: Title: Date: Date: Blue Cross: By: Name: Title: Date: Page 2 of 2 Agenda Information Memo March 15, 2016 Eagan City Council Meeting OLD BUSINESS A. Planned Development Amendment – Metro Transit/Metropolitan Council Action To Be Considered: To continue action until the next regularly scheduled City Council meeting on April 5, 2016, regarding a Planned Development Amendment to allow an expansion of the Cedar Grove Transit Station and related site improvements for property located at 4035 Nicols Road. Required Vote For Approval:  Planned Development Amendment – At least three votes Facts:  City staff has reached out to both the MVTA and the Metropolitan Council staff; however, the first opportunity to meet on site with MVTA staff was Friday, March 11th.  City staff is also expecting a memo from the Metropolitan Council for inclusion in the next City Council packet.  The property has been zoned PD, Planned Development, since 2009.  The property is part of the Cedar Grove redevelopment area.  The transit station began operations in 2010.  The applicant is proposing a Planned Development Amendment to construct a 1,697 sq. ft. addition to the south side of the existing station, as well as a skyway connection to a new online transit station in the median of TH 77. The skyway and new median station are under the purview of MnDOT.  The site modifications include a looped bus turnaround and relocated driveway onto Nicols Road to align with Cedar Grove Parkway.  The submitted plans lack detail typically submitted for review; however, these items can be handled through the conditions of approval.  The Advisory Planning Commission held a public hearing on the proposed request at the January 26, 2016 meeting and recommended approval on a 7-0 vote. Issues:  The original development approved a deviation to City Code allowing the site to be non-irrigated. The use of native prairie mixture and drought/salt tolerant plants were utilized.  City staff has been working with the MVTA regarding health and maintenance issues since the landscaping installation occurred. The MVTA has stated they do not have the budget for on-going maintenance. City staff has suggested other options, such as hardscape; however, the APC stated a preference for standard landscaping, if it would survive and be maintained.  The acceptability of the landscaping issue is a policy matter for City officials. 60-Day Agency Action Deadline:  April 14, 2016 Attachments: (0) Agenda Information Memo March 15, 2016 Eagan City Council Meeting NEW BUSINESS A. Receive Application For Minnesota Investment Fund Allocation For Corvida Medical And Schedule A Public Hearing For Its Consideration Action To Be Considered: To receive a Minnesota Investment Fund application from Corvida Medical for its new location in the City of Eagan at 3660 Dodd Road and schedule a Public Hearing in that regard April 5, 2016. Facts: ➢ Corvida Medical is a medical device company currently located in Coralville Iowa that has recently received FDA approval to manufacture an effective closed drug delivery system designed to protect health care workers and patients from direct exposure to hazardous pharmaceuticals typically administered during chemotherapy treatment. ➢ The company currently manufactures sample products in Grand Rapids Michigan but is now in a position to start high output production and has chosen Eagan to headquarter its offices and manufacturing. They intend to produce the product in partnership with Pioneer Plastics at their facility at 3660 Dodd Road. ➢ Corvida has had initial conversations with Greater MSP and DEED's Business Assistance office to determine the best type of assistance program to meet their needs and suggested the Minnesota Investment Fund (MIF) loan program. A successful MIF application would provide the City of Eagan $400,000 to loan Corvida based on 17 new jobs created by the expansion in Eagan. ➢ Specific terms of the agreement, financial analysis of the company and application details will be completed prior to the required public hearing. ➢ Corvida has provided an initial application that was reviewed by the City Council Finance Committee, who found it to be consistent with the City's Business Assistance Policy. The Committee is recommending City approval of the application. ➢ In order to formally consider the application for submittal to DEED, the local unit of government must hold a public hearing. The purpose of the item this evening is to receive the application and the Committee recommendation and consider scheduling a public hearing in this regard on April 5. 2016. Attachments: (2) NBA -1 Location Map NBA -2; Corvida Medical Business Assistance Application Project Summary m _1Z LL o 0 C N 0 o � U N m m N U) N N N N 2 C O p fp m o o 0 m Jog ®® J ®P o LO m _ _ •- . _� , =- Grc-ew hnmv�r<e �-xa,ure.�c� e POP i e r, • k - i �� fir► ����!��' � ...� - �►► �►G ,*� �'�j on Io -on �I►i���.'*`".. �,�;�'��'� ,�4'�+* � +#ter' ' �� .1.. F -ME../ � , ►.� .�'�i lily 1� # ��4►'� ,� .... ., '�+, Corvida Medical Overview Corvida Medical is an emerging growth medical device manufacturing company backed by private investors and National Cancer Institute (NCI) -funded Small Business Innovation Research (SBIR) grants. Corvida is commercializing an innovative, "best -in -class" closed system drug transfer device (CSTD) that assures a safe environment for health care providers and patients and is easy to use. The Corvida product is designed to address a significant safety and health problem: 8 million US healthcare workers exposed to hazardous drugs each year. The exposure to hazardous drugs poses a significant global health risk including cancers, genetic mutations, infertility, birth defects and miscarriages. Over 5,500 hospital pharmacies, 3,200 oncology clinics in the US and 10,000+ sites worldwide dispense hazardous drugs, representing a $1 B market for CSTDs, vented vial access systems and related devices. Corvida's core team includes industry experienced management professionals and technology specialists. Prasad Sunkara, PhD, Chairman of the Board & NIH PI, is a serial entrepreneur with 30 years of corporate, financing, R&D, and management experience in the life sciences industry and as CEO/Founder exited 8 start-ups, yielding significant returns to shareholders. CEO Kent Smith, MBA, is a successful executive with over 30 years of global business leadership and medical device commercialization experience. Smith's successes includes managing the growth of a needle -less device business from $0-250 million in two years within the Baxter Healthcare corporate setting as well as leading commercialization and driving sales from $0-30 million in a medical device start-up setting, resulting in a $310 million (10x sales) acquisition (Suros Surgical acquired by Hologic). VP Manufacturing Dana Schramm, BSME, MBA, as over 20 years of experience in the medical device manufacturing industry, leading commercialization of Class II and Class III medical devices from design to production launch and scale -up to millions of effective annual unit volume. Co-founders John Slump, CFO, and Jared Garfield, CTO, conceived the business opportunity and proprietary technology and add finance, accounting, engineering, and IT skills. The co-founders have recruited experienced management and millions of dollars in non -dilutive funding from National Cancer Institute which resulted in key relationships with about 50 committed hospital pilot sites representing a robust sales pipeline. Corvida Medical is currently utilizing third party contract manufacturers for the Halo® product line, including Medbio, Inc., located in Grand Rapids, MI for low volume molding and assembly as well as Medikmark, Inc. in Waukegan, IL for packaging of the Halo® product line. However, as Corvida plans US rollout to initial customers and expansion of the business operations and sales force, management is seeking to increase manufacturing capacity by initiating a relationship with a high volume manufacturing partner. Additionally, Corvida currently has 2 employees in Iowa City, Iowa, 2 employees in San Diego, California, 3 employees in the Twin Cities, Minnesota, 1 employee in Chicago, Illinois, and 1 employee in Detroit, Michigan. That said, the board of directors and management intend to centralize the head count wherever high volume manufacturing is ultimately located. Corvida Medical, per above, is currently using contract manufacturers in the Chicago, IL and Grand Rapids, MI areas, and the company is now exploring potential relationships with high volume contract manufacturers in various regions. Corvida Medical Outlook The expansion of Corvida Medical manufacturing operations in Eagan will create high paying, permanent full-time employment opportunities for residents and foster greater economic growth for the community. With the Eagan facility as the proposed center of Corvida manufacturing operations, the company will expand its presence with the placement of an executive -level manager to be located on site with direct reporting managers, engineers, as well as accounting, clinical, sales and marketing reps. The automated manufacturing resources in Eagan will support a transnational sales team as Corvida expands market reach. The MIF funds will be leveraged with significant private investment as well as federal grants to support high -paying manufacturing jobs in Eagan, export high volume med-tech products nationally and internationally, and create positive word-of-mouth reports regarding world-class medical device manufacturing and tooling services available in Eagan. The Company has leveraged about $6 million in non -dilutive federal, state, and private awards and secured $2.25 million in Series A proceeds to achieve critical milestones to date. Corvida completed a $10.9 million Series B over a series of tranches with the final closing in mid -2015 and is now seeking a convertible note investment, with $3.8 million already committed and on track to close Q1 2016. Management anticipates a $7-10 million Series C late 2016/early 2017 (including the convertible note proceeds) with funds to be used to scale -up manufacturing capacity, build -out production inventory, add personnel, and fuel revenue growth. Corvida has an opportunity to achieve cash flow positive within 2 years of launch (on roughly $1 million in monthly sales), and a realistic opportunity to ramp revenues to $20-30 million within 2-3 years! Corvida Medical Markets & Competitive Advantage The preparation and delivery of chemotherapy medications is hazardous and costly. The first step is the preparation of the prescribed drug, which typically entails reconstituting (converting a powder drug to liquid form by injecting a diluent, such as saline, into the via]) and then transferring the prepared drug to the patient delivery vehicle. The second step is the administration of the prescribed drug to the patient. Both liquid spills and unseen gas vapors have both been proven equally dangerous, as noted below. Together, these steps involve three discrete safety challenges: • Direct contamination of pharmacy/nursing personnel during drug preparation • Direct contamination of nursing personnel during drug administration • Indirect contamination of nurses, pharmacists, other caregivers, patients and visitors via exposed workers transporting contamination to other areas of the hospital/clinic To address the issue of exposure to toxic substances, pharmacies and clinics that dispense chemotherapeutic agents are increasingly using Closed System (Drug) Transfer Devices (CSTD's). The current market leading CSTD system (PhaSeal by Carmel Pharma — acquired recently by Becton Dickinson for $287 million) remains inconsistent, inefficient, costly, and has been associated with needle sticks and repetitive strain injuries to workers, inhibiting market adoption. Corvida Medical has developed a disposable CSTD that substantially improves worker and workplace safety through the elimination of exposure to toxic spills, vapors, and needle sticks. Corvida's patent pending technology consists of six disposable devices designed to create protective barriers over standard vials, syringes, IV bags and IV tubing to protect healthcare providers and patients from toxic drug exposure. These proprietary medical devices offer an enhanced safety profile with consistent elimination of spills, leaks, and needle sticks in addition to improved efficiency and greater ergonomics/ease of use. An innovative design creates compelling competitive advantages and strong value proposition centered on safety, efficiency, and ease of use. Rapid market growth is driven by the increasing rate of cancer diagnosis and chemotherapy treatment in conjunction with the NIOSH public safety alert and other domestic and international safety guidelines and professional industry association standards, and more recently, state -level legislation (e.g.: Washington SB 5594) requiring the use of CSTDs when handling hazardous pharmaceuticals. These market drivers are resulting in an estimated 18% annual growth, which has pushed the market beyond $1 billion per year and is expected to continue to grow thereafter. Current US Total Available Market (TAM) was $392M in 2015 with adoption rapid growth driven by federal agencies (NIOSH, OSHA) and safe handling awareness. The use of CSTDs should grow naturally with cancer incidence at 2.3% CAGR. USP 800 will grow adoption and utilization as institutions meet the July 2018 compliance date for USP 800 standard. The US TAM is expected to be $650M by 2018 assuming a 20% CAGR driven by market adoption and cancer incidence growth. Project Narrative Corvida Medical is developing the Halo® line of closed system drug transfer device (CSTD) products. Corvida Medical's "best -in -class" device is entering the global $1 B+ CSTD market for occupation protection from hazardous drugs. The company has secured over $13.5 million of private equity investment to date in addition to $5 million of federally funded National Cancer Institute Small Business Innovation Research (SBIR) grants for developing the product and associated technology. As Corvida has recently achieved FDA 510(k) clearance enabling US marketing/sales efforts, the business is now shifting to scale up high volume manufacturing, expand the operations and to hire a sales force and clinical support team to drive successful commercialization of the Halo® product line. Management is anticipating a $3M sales plan for 2016 and $10M in 2017 as the company expands market reach with new customer adoption. This translates into about 12-15 hospital customers in 2016 and about 25-30 customers in 2017. Corvida Medical is currently utilizing third party contract manufacturers for the Halo® product line, including Medbio, Inc., located in Grand Rapids, MI for low volume molding and assembly as well as Medikmark, Inc. in Waukegan, IL for packaging of the Halo® product line. However, as Corvida plans US rollout to initial customers and expansion of the business operations and sales force, management is seeking to increase manufacturing capacity by initiating a relationship with a high volume manufacturing partner. Additionally, Corvida currently has 2 employees in Iowa City, Iowa, 2 employees in San Diego, California, 3 employees in the Twin Cities, Minnesota, 1 employee in Chicago, Illinois, and 1 employee in Detroit, Michigan. That said, the board of directors and management intend to centralize the head count wherever high volume manufacturing is ultimately located. Corvida Medical, per above, is currently using contract manufacturers in the Chicago, IL and Grand Rapids, MI areas, per above, and is now exploring potential relationships with high volume contract manufacturers in various regions. This proposed $400,000 MIF project funds are requested to support expansion of Corvida Medical operations and high volume manufacturing to be centrally located in Eagan, Minnesota with high volume manufacturing. The funds will be used to design, develop and implement fully automated injection molding assembly lines at the Eagan facility as well as in-line bladder assembly and on-site packaging in order to support high volume manufacturing and sales of the Corvida Medical products. Pioneer Plastics will design and build the automated production line and Corvida will maintain ownership of the equipment via over $4 mil in capital purchases to Pioneer. The manufacture of the Corvida products will also take place at Pioneer Plastics, which is associated with roughly another $4 million of inventory builds during the two-year project. Corvida expects a 12 -month lead time for design, implementation and validation of the proposed automated assembly process at Pioneer. The upfront capital expenditure is also significant, so a multi -sourced funding approach is needed to realize this expansion project. The expansion of Corvida Medical manufacturing in Eagan will create significant, high -paying, and permanent full- time job opportunities and will stimulate economic growth for the community. With the Eagan facility as the proposed center of Corvida operations, the company will expand its presence with the placement of an executive -level management to be located on site with direct reporting managers, engineers, as well as accounting, clinical, sales and marketing reps. The MIF project will directly create 17 new, high paying jobs and will retain 3 more jobs. In total, 20 Minnesota full-time equivalents (FTE's) will be created/retained as a result of the project. Additionally, Pioneer Plastics is expected to create 30 full time jobs if Corvida Medical relocates this high volume manufacturing product line to Eagan. The MIF funds will be leveraged with significant private investment and federal grants to support high paying jobs and to relocate a high-growth medical device manufacturing business that is exporting products outside the state, and in effect, will be importing outside capital back into Eagan and the surrounding community! AGENDA CITY OF EAGAN REGULAR MEETING OF THE ECONOMIC DEVELOPMENT AUTHORITY EAGAN MUNICIPAL CENTER MARCH 15, 2016 A. CALL TO ORDER B. ADOPT AGENDA C. CONSENT AGENDA 1. APPROVE EDA Minutes 2. APPROVE Extension of Preliminary Redevelopment Agreement with Pratt Development for the Cedar Grove Redevelopment District 3. AUTHORIZE Staff to Request a Scope of Work and Cost Estimate to Update the Cedar Grove Alternative Urban Areawide Review (AUAR) D. OLD BUSINESS E. NEW BUSINESS F. OTHER BUSINESS G. ADJOURN Agenda Information Memo March 15, 2016 Eagan Economic Development Authority Meeting NOTICE OF CONCURRENT ACTIONS The Council acting as the Board of Commissioners of the Economic Development Authority ("EDA") may discuss and act on the agenda items for the EDA in conjunction with its actions as a Council. A. CALL TO ORDER ACTION TO BE CONSIDERED: To convene a meeting of the Economic Development Authority to run concurrent with the City Council meeting. B. ADOPT AGENDA ACTION TO BE CONSIDERED: To adopt the Agenda as presented or modified. C. CONSENTAGENDA ACTION TO BE CONSIDERED: To approve the Consent Agenda as presented or modified. 1. APPROVAL OF MINUTES EDAC-1 Minutes of the January 19, 2016 EDA meeting. 2. APPROVE Extension of Preliminary Redevelopment Agreement with Pratt Development for the Cedar Grove Redevelopment District ➢ In 2013, the EDA referred to the Finance Committee the matter of monitoring the Preliminary Redevelopment Agreement with Pratt Development and Cassidy Turley (now Cushman & Wakefield) and the related representation and marketing activities. At the Committee's recommendation, the agreement has been extended annually since that time. ➢ The Finance Committee has received periodic updates from the master developer team on the status of development prospect contacts and has worked with the team on the negotiation of the purchase agreements and development proposals for The Flats apartment project, the Morrissey Hospitality hotel project and the Ryland Townhomes project. The Committee has indicated that it is satisfied with the work of the team and has provided feedback on ongoing marketing efforts. ➢ Based on the activity to date and ongoing discussions with additional prospects for other properties in the Redevelopment Area, an extension of the Preliminary Development Agreement for another year through March, 2017 is in order, with the Committee continuing to monitor and providing direction to the developer team as proposals and projects come forward. EDAC-2 Agreement to Extend Preliminary Redevelopment Agreement for the Cedar Grove Redevelopment District 3. AUTHORIZE Staff to Request a Scope of Work and Cost Estimate to Update the Cedar Grove Alternative Urban Areawide Review (AUAR) ➢ At the outset of the Cedar Grove Redevelopment project, the EDA prepared an Alternative Urban Areawide Review, which is an environmental review that combines the functions and takes the place of an Environmental Assessment Worksheet and Environmental Impact Statement. Such reviews better fit and are more effective in assessing the impacts and mitigation involved in large, multi -phase development projects than the traditional approach does. ➢ AUARs are to be updated every five years until a project is completed. The full AUAR for Cedar Grove was last updated in 2009 and the traffic analysis was updated in 2012 to review and define mitigation for the Twin Cities Premium Outlets project. ➢ It is timely to undertake an update at this time, although the stage of redevelopment and the relatively small number of remaining development parcels would suggest that the extent of the new analysis will be more concise as compared to previous analyses. ➢ On the basis of this action, staff would request a work scope and cost estimate from the City's environmental consultant, with the understanding the EDA would consider formal authorization of the work once those items are received and presented at a future meeting. D. OLD BUSINESS There are no Old Business items at this time. E. NEW BUSINESS There are no New Business items at this time. F. OTHER BUSINESS There are no Other Business items at this time. G. ADJOURNMENT ACTION TO BE CONSIDERED: To adjourn the EDA Meeting. MINUTES OF A MEETING OF THE EAGAN ECONOMIC DEVELOPMENT AUTHORITY Eagan, Minnesota January 19, 2016 A meeting of the Eagan Economic Development Authority was held on Tuesday, January 19, 2016 at the Eagan Municipal Center. Present were President Maguire, Commissioner Fields, Commissioner Hansen and Commissioner Tilley. Commissioner Bakken was absent. Also present were Executive Director Osberg, City Attorney Bauer, and Community Development Director Hohenstein. CALL TO ORDER President Maguire called the Economic Development Authority meeting to order. ADOPT AGENDA Commissioner Tilley moved, Commissioner Hansen seconded a motion to approve the agenda as presented. Aye:4 Nay:0 CONSENT AGENDA Commissioner Hansen moved, Commissioner Tilley seconded a motion to approve the Consent Agenda as presented. Aye: 4 Nay: 0 1. It was recommended to approve the minutes of January 5, 2016. EDA ORGANIZATIONAL BUSINESS Community Development Director Hohenstein noted as part of its annual organizational business, the EDA elects its officers and appoints its Executive Director and Secretary/Deputy Director. In 2015, the officers of the Authority were as follows: President: Mike Maguire Vice President: Paul Bakken Treasurer: Cyndee Fields Executive Director: City Administrator Dave Osberg Secretary/Deputy Executive Director: Community Development Director Jon Hohenstein For 2016, Mayor Maguire suggested the following officers: President: Mike Maguire Vice President: Gary Hansen Treasurer: Cyndee Fields Executive Director: City Administrator Dave Osberg Secretary/Deputy Executive Director: Community Development Director Jon Hohenstein Councilmember and President Maguire moved, Councilmember and Commissioner Fields seconded a motion to elect/appoint officers of the Eagan Economic Development Authority as presented. Aye: 4 Nay: 0 There was no Old Business. There was no New Business. There was no Other Business. OLD BUSINESS NEW BUSINESS OTHER BUSINESS ADJOURNMENT Commissioner Tilley moved, Commissioner Fields seconded a motion to adjourn the meeting. Aye Nay: 0 Date David M. Osberg, Executive Director m 0 r; . REDEVELOPMENT AGREEMENT THIS FIFTH EXTENSION OF AMENDED AND RESTATED PRELIMINARY REDEVELOPMENT AGREEMENT ("Extension") is made this _ day of , 2016, by and between Eagan Economic Development Authority, a Minnesota municipal corporation (hereinafter the "EDA"); the City of Eagan, Minnesota municipal corporation (the EDA and the City of Eagan are hereinafter collectively referred to as the "City"); and Pratt Development, Inc., a Minnesota corporation (hereinafter referred to as the "Redeveloper"). (The City and Redeveloper are hereinafter collectively referred to as the "Parties.") WHEREAS, the City and Redeveloper entered into an Amended and Restated Preliminary Redevelopment Agreement dated March 15, 2011, which has been amended on four prior occasions (the "Redevelopment Agreement"); and WHEREAS, the Redevelopment Agreement identified Redeveloper as the Master Developer for the Core Area of the Cedar Grove Redevelopment District (the "Redevelopment Property"); and WHEREAS, the Redevelopment Agreement granted Redeveloper certain exclusive rights to the Redevelopment Property until March 16, 2015; and WHEREAS, the Parties are desirous of extending the term of the Redevelopment Agreement and expanding the scope of the Redevelopment Property, all upon the terms and conditions contained herein. NOW, THEREFORE, in consideration of the mutual covenants and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. AMENDMENT of REDEVELOPMENT AGREEMENT. Paragraph 2 of the Redevelopment Agreement is hereby amended to read as follows; UNDERTAKING AND EXCLUSIVE RIGHTS. In consideration of the time, effort and expenses to be incurred by the City and Redeveloper in pursuing the undertakings set forth herein, the City hereby agrees that for the term of this Agreement it will not: (i) provide or enter into an agreement for provision of financial assistance to any third party in connection with any proposed development within the Site; and (ii) condemn or agree to proceed with the condemnation of any property within the Site to assist or facilitate development within such area by a third party. Said exclusive rights shall continue, unless earlier terminated, as provided for herein, until March 16, 2017, or until such later date as the Parties may mutually agree. 2. REDEVELOPMENT PROPERTY. The Redevelopment Property shall consist of the properties outlined on the attached Exhibit "A." 3. No ADDITIONAL AMENDMENTS. Except as amended by paragraphs 1 and 2 above, all other terms of the Redevelopment Agreement shall remain in full force and effect. EAGAN ECONOMIC DEVELOPMENT AUTHORITY, a Minnesota municipal corporation By: Mike Maguire Its: President By; David M. Osberg Its: Executive Director CITY OF EAGAN, a Minnesota municipal corporation By: Mike Maguire Its: Mayor By: Christina M. Scipioni Its: Clerk PRATT DEVELOPMENT, INC., a Minnesota c oration ta, B 4 Leonard Pratt Its: President STATE OF MINNESOTA )ss. COUNTY OF DAKOTA The foregoing was acknowledged before me this day of 2016, by Mike Maguire and David M. Osberg, the President and Executive Director of the Eagan Economic Development Authority, a Minnesota municipal corporation, on behalf of the municipal corporation. STATE OF MINNESOTA ) Notary Public )ss. COUNTY OF DAKOTA ) The foregoing was acknowledged before me this day of_ 2016, by of Ea Mike Maguire and Christina M. Scipinoi, the Mayor and Clerk of the City gan, a Minnesota municipal corporation, on behalf of the municipal corporation. Notary Public STATE OF MINNESOTA ) )ss. COUNTY OF RAMSEY ) The foregoing was acknowledged before me this day of 2016, by Leonard Pratt, the President of Pratt Development, Inc., a Minnesota corporation, on behalf of the corporation.-j2� THIS INSTRUMENT WAS DRAFTED BY: DOUGHERTY, MOLENDA, SOLFEST, HILLS & BAUER P.A. 7300 West 147th Street, Suite 600 Apple Valley, MN 55124 (952) 432-3136 (RBB: 206-26768) Notary Public _t ����� L- EXHIBIT "A" w