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HomeMy WebLinkAbout06-25-2013 City Council Packet CITY OF OAK PARK HEIGHTS TUESDAY, JUNE 259 2013 CITY COUNCIL MEETING AGENDA 7:00 P.M. 7:00 p.m. I. Call to Order/Piedpe of Allegiance/Approval of Agenda Estimated times 7:00 p.m. II. Council/Staff Reports A. Mayor McComber B. Councilmember Dougherty C. Councilmember Liljegren D. Councilmember Runk E. Councilmember Swenson F. Staff • Recycling Award (1) 7:05 p.m. III. Visitors/Public Comment This is an opportunity for the public to address the Council with questions or concerns on issues not part of the regular agenda(Please limit comments to 3 minutes in length). 7:10 p.m. IV. Consent Agenda(Roll Call Vote) A. Approve Bills & Investments B. Approve City Council Minutes—June 11, 2013 (2) C. Waive LMCIT Statutory Tort Limits (3) 7:10 p.m. V. Public Hearings None 7:10 p.m. VI. Old Business A. St. Croix River Crossing Update B. Advanced Warning Flashers (4) 7:30 p.m. VII. New Business A. St. Croix River Crossing—Water Main Routing(5) B. Designations of 2012 Fund Balance(6) C. Approve Use of Revenue Bond Tools—VSSA Refinancing (7) D. Approve Use of Revenue Bond Tools—Oakgreen Commons Expansion Projects (g) 8:00 p.m. VIII. Other Council Items or Announcements 8:05 p.m. IX. Adjournment i,. Oak Park Heights Request for Council Action Meeting Date June 25, 2013 Agenda Item Recycling Award Time Req. 0 Agenda Placement Staff Retorts Originating Department/Requestor Administration/Jennifer Pinski Requester's Signature Action Requested Receive Information Background/Justification(Please indicate any previous action has been taken or if other public bodies have been advised). See Attached. r �r CITY OF OAK PARK HEIGHTS 14168 Oak Park Boulevard No. • P.O. Box 2007 • Oak Park Heights,MN 55082-2007 • Phone:651,1439-4439 • Fax:651/439-0574 June 21, 2013 Philip Buck 5836 Olinda Avenue North Oak Park Heights, MN 55082 Dear Mr. Buck: Thank you for participating in the City's recycling program. As an incentive to recycle and to increase fire prevention awareness, the City rewards two residents each month with their choice of an award of $25.00 or a fire extinguisher and/or smoke detector(s). Your residence was checked on Thursday, June 21, 2013, to determine if you had your recycling bin out with your regular garbage. Your recycling was out and ready for collection; therefore, you are one of this month's winners. Please contact me at 439-4439 to let me know your choice of award. On behalf of the Oak Park Heights City Council, thank you for participating in the City's recycling program. Congratulatio i fer Pinski Deputy Clerk Tree City U.S.A. s Oak Park Heights Request for Council Action Meeting Date June 25, 2013 Agenda Item Approve City Council Minutes—June 11, 2013 Time Req. 0 Agenda Placement Consent Originating Department/Req estor A I '1istratio Je er Pinski Requester's Signa Action Requested Approve Background/Justification (Please indicate any previous action has been taken or if other public bodies have been advised). See Attached. CITY OF OAK PARK HEIGHTS TUESDAY, JUNE 119 2013 CITY COUNCIL MEETING MINUTES I. Call to Order/Pled a of Alle lance/A roval of Agenda: Mayor McComber called the meeting to order at 7:00 p.m. Present: Councilmembers Dougherty, Runk and Swenson. Staff present: City Administrator Johnson, Public Works Director Kegley, Finance Director Caruso, City Attorney Vierling, and City Engineer Long. Absent: Councilmember Liljegren and City Planner Richards. Councilmember Swenson, seconded by Councilmember Runk, moved to approve the Agenda. Carried 4-0. II. Council/Staff Reports: A. Mayor McComber: The Parks Commission's next meeting was set for June 15. The next summer park program was set for June 16 from 10 a.m. to noon at Valley View Park. B. Councilmember Dougherty: The League of Minnesota Cities Conference was set for June 19 through June 21. C. Councilmember Lil'e en: Absent D. Councilmember Runk: The Planning Commission meeting for June was cancelled. He attended a meeting with a neighborhood in Autumn Ridge on June 11 regarding a neighborhood pond. E. Councilmember Swenson: No report F. Staff: Deputy Clerk Pinski reported that Michael Weinberg of 14630 571h Street North was chosen as the recycling award winner. She also provided a report on the Spring Clean-up totals. 11I. Visitors/Public Comment: None IV. Consent Agenda: A. Approve Bills & Investments B. Approve City Council Minutes—May 29, 2013 C. Approve Cooperative Agreement for Maintenance for County Road 62 and County Road 63 D. Adopt Resolution Accepting Park and Trail Guide Sponsorship Funds E. Authorize Expenditure for City Plans City Council Meeting Minutes June 11, 2013 Page 2 of 4 Councilmember Swenson, seconded by Councilmember Runk,moved to approve the Consent Agenda. Roll call vote taken. Carried 4-0. V. Public Hearinms: None Vi. Old Business: A. St. Croix River Crossing: Jon Chiglo, St. Croix River Crossing Project Manager for the Minnesota Department of Transportation, was present at the meeting and stated that work was to begin on the south frontage road the following week. He stated signs would be posted and all work would be completed in 2013. He also stated there would be valve replacement work east of Osgood Avenue that would require water service interruption for up to ten hours. Chiglo reported that notice would be provided to affected properties at least a week in advance. Mayor McComber questioned where the fill would be disposed of. Chiglo responded that they were in the process of determining disposal sites. B. Peabody Ave.—Roadway: Jon Chiglo from the Minnesota Department of Transportation showed a map of the proposed plan. He stated that the new access was 90 feet south of the old access to Lookout Trail. He stated the road would be a paved surface approximately 20 feet wide with a maximum slope of 6.5 percent, and the landing area would be approximately a two percent slope. Chiglo stated that MNDOT would build the road at their expense. City Administrator Johnson reported that if the City Council agreed with MNDOT's proposed plan, the City would be responsible for the maintenance in the long-term in exchange for their construction of that road. Councilmember Swenson, seconded by Councilmember Dougherty, moved to approve MNDOT's recommendation to go with a secondary access to Lookout from Peabody Avenue. Carried 4-0. VII. New Business: A. A_orove use of Revenue Bond Tools—VSSA Refinancing and Oakgreen Commons Expansion Projects: Jenny Bolton of Kennedy and Graven requested authorization to move forward with setting the Public Hearing. Councilmember Runk, seconded by Councilmember Swenson, moved to authorize staff to move forward. Carried 4-0. City Council Meeting Minutes June 11, 2013 Page 3 of 4 B. Authorize Finance Director to Pre are Preliminary 2014 Bud et: Finance Director Caruso reported that the state legislature adopted changes that would affect the 2014 budget, including a three percent levy limit and an exemption from sales tax. She requested that the City Council provide any requests to her by June 28. Councilmember Swenson, seconded by Councilmember Dougherty, moved to authorize the Finance Director to proceed. Carried 4-0. C. 2014 Budget Schedule: Mayor McComber, seconded by Councilmember Runk, moved to approve the schedule as recommended by the Finance Director. Carried 4-0. D. Playful City USA--Leader's Summit: Councilmember Swenson, seconded by Councilmember Dougherty,moved to send a letter that the cost for attending the Leader's Summit was not included in the 2013 budget. Carried 4-0. E. St. Croix River Crossing—Betterment of Water Main Upsizing: City Engineer Long reviewed his memo which was included in the City Council packet for that evening's meeting. Councilmember Runk, seconded by Councilmember Swenson,moved to authorize staff to continue to work with MNDOT and bring back to the City Council. Carried 4-0. F. Acc t Donation of$100 from Glenn Crain of Paris Ave. for Police Department: Councilmember Runk, seconded by Councilmember Swenson, moved to accept the donation to the Police Department. City Administrator Johnson stated the acceptance should be by Resolution. Councilmember Swenson suggested a plaque be made. Mayor McComber suggested the Resolution be on the plaque. Roll call vote taken. Carried 4-0. G. Autumn Ridge Pond: City Administrator Johnson reported that the neighbors in the Autumn Ridge neighborhood were concerned with the drainage line being clogged and algae on the surface of the pond. He stated they wanted to know if the pond could be treated and if staff,in the interim, could contact Brown's Creek Watershed to determine a solution. Councilmember Runk, seconded by Councilmember Dougherty,moved to direct staff to contact the Brown's Creek Watershed District as to possible changes or amenities, and have staff contact Lake Management and negotiate up to $1,000 for treatment of the pond for the current year. Carried 4-0. City Council Meeting Minutes June 11, 2013 Page 4 of 4 VIII. Other Council Items or Announcements Councilmember Swenson thanked Public Works Director Kegley for his records management of the water system. IX. Adjournment Councilmember Dougherty, seconded by Councilmember Runk,moved to adjourn at 7:44 p.m. Carried 4-0. Respectfully submitted, Approved as to Content and Form, Jennifer Pinski Mary McComber Deputy Clerk Mayor Oak Park Heights Request for Council Action Meeting Date June 25, 2013 Time Required: x min Agenda Item Title: Liability Coverage — LMCIT Waiver of Statutory Tort Limits Agenda Placement Consent Originating Department/Requesto r Finance — Betty Caruso Requester's Signature \ Action Requested Waive the statutoKy tort limits Background/Justification (Please indicate if any previous action has been taken or if other public bodies have advised): Form Attached LMCIT requires that a Liability Coverage Waiver Form is adopted annually by the City Council. The City has waived the monetary limits on tort liability for many years. We purchase liability coverage of$1,500,000 per occurrence (statutory limit), in addition, we purchase excess liability coverage of$1,000,000. I have reviewed this option with the insurance representative and with legal counsel and would recommend that the City continue to waive the statutory limits. SECTION I: LIABILITY COVERAGE WAIVER FORM Cities obtaining liability coverage from the League of Minnesota Cities Insurance Trust must decide whether or not to waive the statutory tort liability limits to the extent of the coverage purchased. The decision to waive or not to waive the statutory limits has the following effects: If the city does not waive the statutory tort limits, an individual claimant would be able to recover no more than $500,000, on any claim to which the statutory tort limits apply. The total which all claimants would be able to recover for a single occurrence to which the statutory tort limits apply would be limited to$1,500,000. These statutory tort limits would apply regardless of whether or not the city purchases the optional excess liability coverage. If the city waives the statutory tort limits and does not purchase excess liability coverage, a single claimant could potentially recover up to$1,500,000. on a single occurrence. The total which all claimants would be able to recover for a single occurrence to which the statutory tort limits apply would also be limited to$1,500,000., regardless of the number of claimants. If the city waives the statutory tort limits and purchases excess liability coverage, a single claimant could potentially recover an amount up to the limit of the coverage purchased. The total which all claimants would be able to recover for a single occurrence to which the statutory tort limits apply would also be limited to the amount of coverage purchased, regardless of the number of claimants. Claims to which the statutory municipal tort limits do not apply are not affected by this decision. This decision must be made by the city council. Cities purchasing coverage must complete and return this form to LMCIT before the effective date of the coverage. For further information, contact LMCIT. You may also wish to discuss these issues with your city attorney. ofFY eF 04 K?AaX Ne-o rarpccepts liability coverage limits of$ 1,SC)_ t from the League of Minnesota Cities Insurance Trust (LMCIT), Check one: ❑ The city DOES NOT WAIVE the monetary limits on municipal tort liability established by Minnesota Statutes 466.04. The city WAIVES the monetary limits on tort liability established by Minnesota Statutes 466.04, to the extent of the limits of the liability coverage obtained from LMCIT. Date of city council meeting Signature Position Return this completed form to LMCIT, 145 University A ve. W., St Paul, MN. 55103-2044 I ' Oak Park Heights Request for Council Action Meeting Date June 25th 2013 Time Required: 5 Minutes Agenda Item Title: Advanced W � ashers Agenda Placement Old Bus/ess; Originating Department/R uest Johns rt Administrator Requester's Signature Action Requested Discuss' n ossible Action Background/Justification (PI s indicate if any previous action has been taken or if other public bodies have advised): The City Council referred this item to the Park Commission for comments: The Park Commission did discuss this matter in detail on June 17th 2013 and generally concluded that: 1. They did not prefer that any advanced warning flashed be installed near the High School on 58th Street as there already is a signalized crossing available at Neal intersection. 2. That it was understood that the Boutwell's parking are on the north side of 58th street is for staff which they should be utilizing the tunnel as proposed and constructed and they did not support a signal at this location. 3. That the Park Commission did support an installation at 55th Street& Oakgreen Ave of a system that was similar to the data as presented and not a 24 hour flasher. (NOTE: Minutes not available at the time of this Council Action sheet being crafted, so it is based from my notes.) FromApril2P 2013,giT Council Packet: During a work session earlier this year; the City Council discussed the possibility of installing advanced warning flashers at various locations in the City. These flashers are meant to give drivers some noticeable advance warning when they are pedestrians in the roadway. Chief DeRosier did provide his thoughts on this concept and is also enclosed. In this project the flashers would be initiated when the pedestrian pushes a control button activating the adjacent pole mounted flashers as well as the advanced flashers that are offset by 100+1-feet through a radio telemetry system. Traffic Control Corporation (a City of Oak Park Heights firm) did kindly provide a summary quote of needed apparatus to provide such as system in three locations. 1. Near the High School-- Crossing of 5e Street 2. At$outwell's handing— Crossing of 5e street 3. At Oakgreen Ave— Crossing at 561h street. These quotes are enclosed and would total the following: See the next page. Actions to Consider: 1. All current crosswalks are in compliance with approved standards, this project would be an enhancement 2. The Council should discuss the desire to make such and investment in all areas. Should the base equipment purchase from Traffic Control Corporation be anticipated to exceed $25,000 the City would need to secure a second quote. 3. Does the City want to requestfi'nancial partnerships from Boutwell's and the High School 4. Timing, when might the Council desire to install this equipment. 5. Funding sources: This project does not have a dedicated funding source at this time, however as this is a new project and generally benefits the City's trail-way systems, the City park Dedication Fund($700K+balance) may be considered as well as the undesignated portion of the City's Budgeted Projects fund which has a balance of$179,000 City of Oak Park HelgMs Solar Power Cross Walk Flasher-Estimates with Install Item Traffic Control Corporation Price im Total Site#1 $ 9,874.00 $ 691.18 $ 10,565.18 Site#2 $ 9,874.00 $ 691.18 $ 10,565.18 Site#3 $ 7,852.00 $ 549.64 $ 8,401.64 subtotal $ 29,532.00 Installation of systems Electrical Firm $ 6,000.00 Subtotal $ 6,000.00 Clty Costs Concrete Bases for Sites 1&2 $ 1,500.00 Telspar Posts for Advanced Flashers $ 800.00 Misc City Costs $ 500.00 Subtotal $ 2,800.00 Subtotal of All Elements $ 38,332.00 10%Contingency $ 3,83310 GRAND TOTAL $ 42,165.20 Eric Johnson From: Brian DeRosier Sent: Thursday,April 16,2013 2:53 PM TO. Eric Johnson Subject Re:Advanced Warning Flashers-Pad Crossings Eric; I have reviewed the information on the purchase and installation of advanced warning flashers for the 3 locations noted as pedestrian crossings_ We have spoken about this and council has reviewed this in the past with information that i have provided. I find no specific negative aspect of such equipment,however I would hedge on the true effectiveness of such equipment,or expectations by the public of the true effectiveness. There is some concern that with this type of equipment pedestrians may feel a heightened sense of safety or "rights' that may not realistically be provided,and as such not take precautions they should. These crosswalks will still not be provided a stop light controlled intersection with this equipment—only an Intent of drawing attention of drivers to the crosswalk. With the positioning of the warning system near the high school this is already a very congested area for signage, lights, traffic, and curving road design and posted speed Limit being high in the congestion area. Road design by engineering may support the speed limit but these other factors do present issues with the speed. These lights may have a negative or ineffective contribution and add to that clutter and confusion. There have only been a couple of incidents near the school in the history of the time the school has been there,and all of those have been investigated and attributed to violations by the pedestrian stepping out into traffic abruptly or weaving between traffic etc., not the motorist. This is not to say there are not failure to yield incidents at the school location as there are at every location at one time or another,we do issue citations for this. We have issued numerous PSA announcements to the students deterring them from using this location and to use the signaled crosswalk% block up.This Is also included in the student information sent home at the beginning of the year to the parents. We do increased patrols in the area when available. Unfortunately many parents have also taken to this location as a shortcut to picking up and dropping their children instead of entering the school grounds. The result of this in increased traffic with students that park in the ponds shopping center using the cross walk and driving out the entrance onto 58"'St, parking issues with parents waiting or dropping off in and near the entrance to OPH Ponds shopping area, increased"repeated over short time period" pedestrian traffic In this area,all leading and causing increased"clutter"with the already high volume of cars and buses in the area prior to and after school. The proposed early warning signals could provide an asset to the overall multi-faceted problem,however there are more issues than just the crosswalk at play in this location. In regards to the Boutwells and Oakgreen locations these appear to be possible effective locations to provide the advanced warning being sought. With all locations I would recommend a possible sign at the location of the buttons simply telling pedestrians to ensure traffic is stopped or stopping prior to starting to cross. The lights are only meant to provide additional attention to the crosswalk and do not provide greater rights. Again I see no§pecific negative or detrimental effect of installation of the equipment and hope that if installed it will provide the level of awareness sought. z a Brian DeRosier Chief of Police/Emergency Manager Oak Park Heights Police Dept. 14168 Oak Bark Blvd No. PO Box 2007 Oak Park Heights, MN 55082 651-439-4723 Those that have the ability to right a wrong,have the responsibility to. Ethics are what you do when no one else is looking or would find out. z TRAFFIC CONTROL Quotation No: 413195-00 C O R P Q RATIO N Quotation Date: 04109/2013 5651 Memorial Avenue Customer No: 013158 Oak Paris Heights, MN 55082 Page No: 1 OAK PARK HEIGHTS 14168 Oak Park Blvd. Budgetary -3 Sites OAK PARK HEIGHTS MN 56082.2004 Phone: (661)438-4439 SOLAR POWERED CROSSWALK FLASHER Fax: (651)430-0574 Your Request No: VERBAL ATTN: ERIC JOHNSON Item Part No I Description Quantity ty Unit Price Extended Price 001 SITE 1 -SAH5 CROSSING 1.00 EA 9,874.00 $9,874.00 1 -JSF-AB-1492-Yellow Housing 12"one section amber LED 4-5 00 Pole Mount (for mounting on Telespar post) 2-JSF-AB-2412-Yellow Housing with Yellow LED, Dual 12"and Push button(to be mounted on pedestal pole quoted below) 2-Campbell Pushbuttons wl Housing 2- 13 ft pedestal pale,base&windcollar (Telespar will rued to be provided for the A13-1412 Installation) 002 SITE 2-BOUTWELLS CROSS 1.00 EA - 9,874.00- $9,874.00 1 -JSF-AB-1412-Yellow Housing 12"one section amber LED 4.5 OD Pole Mount (for mounting on Tefespar post) 2-JSF AB-2412-Yellow Housing with Yellow LED, Dual 12"and Push button(to be mounted on pedestal pole quoted below) 2-Campbell Pushbuttons wl Housing 2-13 ft pedestal pole,base&windcol€ar (Telespar will need to be provided for the AB-1412 installation) 003 SITE 3-OAKGREEN155TH 1.00 EA 7,852.00 $7,852-00 2-JSF-AB-2412-Yellow Housing with Yellow LED, Dual 12"and Push button(to be mounted on pedestal pole quoted below) 2-Campbell Pushbuttons wl Housing 2_13 ft pedestal pole, lass 8,windcohar Total items Price $27,600.00 Above prices do not Include sales tax. Payment terms are Net 30 days with prier approved credit. Prices are firm for 30 days. Delivery Is approximately 45-60 Clays after release. Concrete foundation for pedestal pole provided by others.Telespar post for advanced flashers provided by others. Sincerely, Callee S'tengl Voice: 651-439-1737 Website: www.trafficcontroleorp.corn Fax:651-439-0311 site 1 N AB-2412 Dual Head AB-1412 Single Head (City to provide telespar) 1 Pushbutton at each Dual head & 1 13ft Pedestal Pole w/ Base Site 2 j � Pushbutton Wj AB-2412 Dual Head AB-1412 Single Head (City to provide telespar) QI each Dual head & 1 13ft Pedestal Pole w/ Base fi=r, Site 3 AB-2412 Dual • Pushbutton • & 1 13ft Pedestal ! Base I Oak Park Heights Request for Council Action Meeting Date June 25th 2013 Time Required: 10 Minutes Agenda Item Title: St. Croix River Crossing- Water Main Routing Agenda Placement New Business. Originating Department/Reque or 'ErdJ�Zson, City Administrator Requester's Signature Action Requested Discuss' Possible Action Background/Justification(Please indicate if any previous action has been taken or if other public bodies have advised): Please see the attached memo from the City Engineer dated 6/21/13. Lr Stantec Consulting Services Inc. 2335 Highway 36 West St. Paul MN 55113 Tel: (651)636-4600 Fax: (651)636-1311 Stantec June 21, 2013 Mr. Eric Johnson City of Oak Park Heights 14168 Oak Park Blvd. N. P.O. Box 2007 Oak Park Heights, MN 55082 Re: St. Croix River Crossing Project—Water Main Routing Stantec File No: 193801366 Dear Eric: On Tuesday, June 19th, we were informed of environmental concerns with installing the water main over the existing clay cap that lies over the Xcel Energy fly ash site. The Minnesota Pollution Control Agency (MPCA) was concerned with possible leaks in pressurized pipes and the affects that would have on the clay cap. An option included casing the water main and installing manholes for monitoring of any leaks. A monitoring schedule would have been needed to be developed, and the city could still be held liable for damage to the cap that may have occurred in the event of a water main leak or break. Because of the continued monitoring and risk with installing the water main over the clay cap, we were asked to look at possible routing options that would avoid the cap area, but still allow for the water main system to function as originally designed. Attached to this letter are alternative routes that were developed. Option X— included going south around the clay cap, routing from the south frontage road near Club Tara, south along the west edge of the Xcel property, then east along the north edge of the Oak Park Height's park property, and then north between Peller and Penrose Avenues to tie-in on 59 Avenue. Positives: 1. Avoids the cap 2. Limited disturbance to high traffic areas Negatives 1. Easements required 2. Length of route 3. Some disturbance to city streets and residents 4. Directional drilling required to install water main through wetland area Option Y—included installing new water main south on Osgood Avenue, east along 58th Street, across the north edge of the city park, and then north between Peller and Penrose Avenues to tie-in on 59t"Avenue. Positives 1. Avoids the cap 2. Eliminates easements Negatives 1. Length of route 2. Significant disturbance to city streets and residents 3. Several service tie-ins 1 disruptions 4. Additional work on Osgood Avenue 5. Directional drilling required to install water main through wetland area suntiec Page 2 of 2 Option Z—included crossing to the north side of Highway 36, then east within MnDOT right-of-way, then south crossing the new ramps and highway, with the tie-in near existing Beach Road and 591"Avenue intersection. Positives 1. Avoids the cap 2. Eliminates additional distributions to city streets and services during construction 3. Installed entirely within MnDOT right-of-way 4. Minimizes added lengths of water main Negatives 1. Water main casing pipes required under ramps and highway 2. Depth of water main under the road ways 3. Possible adjustments to water main due�o future work within the MnDOT right-of-way On Thursday, June 20'h, a meeting was held with MnDOT, Ames-Lunda, the MPCA, and the City of Oak Park Heights representatives present. The various options were discussed, along with the positives and negatives of each option. Option Z was selected as the favored choice. i We feel that Option Z will provide the city with an 6lternative that meets the needs for the water distribution system. Similar to the other options, Option Z dogs have some maintenance concerns, but we feel that it is an acceptable alternative_ 1 If you have any questions please feel free to contact me at (651)967-4634. Sincerely, STANTEC m6- 10o 65 i�/e_ X i W '4C. Jason Petersen, P.E. f Attachments: Exhibit for Water Main Route Options copy: Andy Kegley—Public Works Director; Chris Long--Stantec. P1 ?'X , SAtl 11U 6 ? , 000 fv $too, ooc I Iq J � Zo_ Or o WZ ry yy t..'7L --- W zi ' "ULM � � i J LL r I mU) uj D LL 0 L f1 a � E- Z Q Lij�j 4+z Z+h -w - h ( a (n Sf) W w cl)+z h Lu;z = U 0 ' OU z X W CO o x z z O O - o *. a O O w LLI HON1 Zl I � O e F. o it 0 • � - LO z WO Q ui �. tt. � bay U)"- � C7 Z,00 D: r� " � Z llE LLI U iL EL�Z a x ul o.¢ a a � HONI Zb ® m a m W H X CD - - m z oil �_ � ... Z W U 2 F- U) Lu Z U U U U U 0 Q z z Z z X Q a Z 0 0 Z Co Oak Park Heights Request for Council Action Meeting Date June 25 2013 Time Required: 5 min Agenda Item Title : Designations of 2012 Fund Balance Agenda Placement New Originating Department/Requestor Finance - Betty Caruso Requester's Signature Action Requested Allocation of Undesi nated Fund Balance in Accordance with the Fund Balance Policy Background/Justification (Please indicate if any previous action has been taken or if other public bodies have advised): The 2012 Audit reflects and undesignated fund balance of$706,024. This is in excess of what is required to fund the General Fund and the Reserves required for Cash Flow and Contingencies. The City's adopted a Fund Balance Policy which addresses how the averages should be utilized. The attached memo explains the General Fund Balance and the fund balance policy on the use of overage. In compliance with the policy I have included recommendations for council's consideration. City of Oak Park Heights� r< . Memo June 25, 2013 To: Mayor & Council From: Betty Caruso, Finance Director Re: 2012 General Fund Undesignated Fund Balance In the February 5, 2013 weekly notes there was a memo regarding the General Fund overview and the projected fund balance. The audit has been completed and the General Fund Undesignated Balance with reserve requirements are as follows: 2012 Fund Balance Total Fund Balance $3,669,633 Non-Spendable 4,609 Cash Flow Reserve $2,060,000 Contingent Employee Benefits Reserve 165,000 General Contingency Reserve 734,000 Undesignated Balance $ 706,024 During 2013 the Council has approved unbudgeted expenditures of: Stillwater Fireworks Donation $ 7,000 Web Casting 10,000 Trail Osgood/Oxboro 20,700 Total Unbudgeted Expenditures $ 37,700 The net undesignated balance after the above approved expenditures is $668,234. In accordance with our fund balance policy overages should be used in the following ways: • First, any overage or portion thereof may be used to offset a projected shortfall in in current or future year's projections. • Second, any excess may be transferred to other funds as authorized by the City Council (i.e. Capital Projects Funds for funding City Projects. • Third, the excess may be used to reduce the property tax levy required for ensuing years. In compliance with our policy, T would recommend; • First, that we fund the above projects of$37,700. • Fund the over budgeted expenditure Contractual Services-Snowplowing. $6,100 (Spent through May 2013 $136,905. Budgeted$130,810.) Along with allocating an additional $61,000 to meet the 5 year average expenditures of November and December for a total of$$67,100. • Secondly, Transfer$536,000 to the Revolving Capital Fund to pay for the City's portion of the SCRC Project as listed in Exhibit FI of the project. • Third, leave the remaining $65,000 in Undesignated Fund Balance to fund future expenditures or needs of the 2014 budget. Oak Park Heights Request for Council Action Meeting Date June 25;' 2013 Time Required: 5 Minutes Agenda Item Title: A pprove Use of Revenue Bond Tools—VSSA Refinancing Agenda Placement New Busines Originating Department/Requ t c Johnson Ci Administrator Requester's Signature Action Requested See Belo . Background/Justification(Please indicate if any previous action has been taken or if other public bodies have advised): VSSA-Boutwell's Landing Care Center Project-is seeking to refinance the $21,000,000 in construction bonds(being the original principal amount)that was issued for the construction of the 108-bed skilled care nursing facility, located at 5600 Norwich Parkway. The debt services on these revenue bonds will not become the debt of the City and are issued through this conduit to reduce the financing costs as the taxation liabilities for bond purchasers is lessened—tax exempt. Like municipal bonds,these revenue bonds hold this tax exempt status so as to induce investors to participate and meet the goal of providing such facilities. The City has a required Closing Fee structure(see the attached Policy)for the use of the City as a conduit, being 1%of the total bond issuance.The City Council may reduce this percentage at its discretion,but may not be less than.5%. While the City will not have any resulting debt from these tools,the City's name will be forever tied to these developments.The City is not required to issue these bonds and is purely discretionary. VSSA Fees Are: $21,000,000 X 1.0 %= $210,000 Possible Option: $21,000,000 X 09 %= $189,000 VSSA has requested that the City Council reduce the Fees from the 1%to the .5%amount,which would result in a$105,000 fee loss to the City. Staff notes that while the request provides rationale for a fee reduction,VSSA did receive a substantial reduction in November 2007 when these notes were first issued with the City reducing the fee from 1.0%down to.1%or$20,000. As this is a refinancing,one option to at least consider is to provide VSSA the credit for fees paid to date making the new required fee 0.9%. (The City adopted the fee schedule in July 2006)VSSA is also seeking a reduction in the .1% annual service fee which the Council may also consider. Requested Action: Approve the enclosed Resolution The Council may take separate action on the fee reduction requests. RESOLUTION NO. AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF REVENUE BONDS UNDER MINNESOTA STATUTES, SECTIONS 469,152 THROUGH 469.1655,AS AMENDED; AUTHORIZING THE LOAN OF THE PROCEEDS OF THE REVENUE BONDS TO VSSA CARE CENTER, LLC TO REFINANCE A NURSING HOME AND RELATED FACILITIES; AND APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE REVENUE BONDS AND RELATED DOCUMENTS WHEREAS, the City of Oak Park Heights, Minnesota (tile "Issuer"), is a municipal corporation and political subdivision duly organized and existing under the laws of the State of Minnesota; and WHEREAS, under the Minnesota Municipal Industrial Development Act, Minnesota Statutes, Sections 469.152-469.1655,as amended(the"Act"),Minnesota home rule charter and statutory cities are authorized to issue revenue bonds to finance, in whole or in part,the cost of the acquisition, construction, reconstruction, improvement, betterment, or extension of "projects" defined as properties, real or personal, used or useful in connection with a revenue producing enterprise, whether or not operated for profit, engaged in providing health care services, including nursing homes and related medical facilities; and WHEREAS, the Issuer is also authorized to issue revenue bonds to refund, in whole or in part, bonds previously issued by it under the Act on behalf of an organization described in Section 501(c)(3)of the Internal Revenue Code of 1986,as amended(the"Code");and WHEREAS, VSSA Care Center, LLC, a Minnesota limited liability company (the `Borrower"), the sole member of which is Valley Senior Services Alliance, a Minnesota nonprofit corporation (the "Sole Member"), has requested that the Issuer assist in refinancing obligations previously issued for the acquisition, construction, and equipping of facilities consisting of a 108-bed skilled nursing facility located at 13575 58th Street North in the City of Oak Park Heights, Minnesota(the "Project") by issuing revenue bonds under the Act;and WHEREAS, the acquisition, construction, and equipping of the Project was originally financed with the proceeds of the following obligations issued by the Issuer (collectively, the "Prior Notes"): (i) Tax Exempt Loan Participation Note(Boutwells Landing Care Center Project), Series 2007A(the"Series 2007A Note"), in the original aggregate principal amount of $10,000,000; and (ii)Tax Exempt Loan Participation Note (Boutwells Landing Care Center Project) Series 2007B (the "Series 2007B Note"), in the original aggregate principal amount of$10,000,000; and WHEREAS, following the publication of a notice (the "Public Notice") of a public hearing in accordance with the Act and Section 147(f)of the Code,the City Council of the Issuer conducted a public hearing on the date hereof at which a reasonable opportunity was provided for interested individuals to express their views,both orally and in writing, on the proposed issuance of the Bonds(as defined below), and the location and nature of the Project; and WHEREAS, the Borrower has requested that the Issuer issue its Nursing Home Revenue Refunding Bonds (Boutwells Landing Care Center Project), Series 2013 (the `Bonds"), in a principal amount presently estimated not to exceed$21,000,000,and loan the proceeds derived from the sale of the Bonds to the Borrower to refund the Prior Notes and to thereby refinance the Project; and 425556v2 JSB AK145-5 1 WHEREAS, the Bonds are to be issued pursuant to the terms of the Act, this resolution, and an Indenture of Trust,to be dated as of or after July 1, 2013 (the"Indenture"), between the Issuer and Wells Fargo Bank,National Association(the"Trustee");and WHEREAS,the Issuer will loan the proceeds derived from the sale of the Bonds to the Borrower (the "Loan") pursuant to the terms of a Loan Agreement, dated as of or after July 1, 2013 (the "Loan Agreement"),between the Issuer and the Borrower; and WHEREAS, the Borrower will apply the proceeds of the Loan to refund the Prior Notes and refinance the Project, to pay a portion of the costs of issuance and other related costs with respect to the Bonds,and to fund one or more reserve funds to secure the Bonds; and WHEREAS, the loan repayment obligations of the Borrower under the terms of the Loan Agreement will be secured by an Amended and Restated Mortgage, Security Agreement, Fixture Financing Statement and Assignment of Leases and Rents, dated as of or after July 1, 2013 (the "Mortgage"),executed by the Borrower,as mortgagor, in favor of the Trustee,as mortgagee; and WHEREAS, the loan repayments to be made by the Borrower under the Loan Agreement are to be assigned to the Trustee under the terms of the Indenture for the benefit of the holders of the Bonds; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OAK PARK HEIGHTS,MINNESOTA(THE"CITY COUNCIL"),AS FOLLOWS: 1. The Issuer finds, determines, and declares that the issuance of the Bonds is authorized by the Act and is consistent with the purposes of the Act. 2. The Issuer understands that the Borrower will pay the administrative fee of the City on the date of issuance of the Bonds and any and all costs incurred by the Issuer in connection with the issuance of the Bonds,whether or not the Bonds are issued. 3. For the purposes set forth above, there is hereby authorized the issuance, sale, and delivery of the Bonds in one or more series in the maximum aggregate principal amount not to exceed $21,000,000. The Bonds shall bear interest at fixed rates established by the terms of the Indenture. The Bonds shall be designated, shall be numbered, shall be dated, shall mature, shall be subject to redemption prior to maturity, shall be, in such form, and shall have such other terms, details, and provisions as are prescribed in the Indenture, in the form now on file with the Issuer, with the amendments referenced herein. The Issuer hereby authorizes the Bonds or a portion thereof to be issued as "tax-exempt bonds," the interest on which is excludable from gross income for federal and State of Minnesota income tax purposes. All of the provisions of the Bonds, when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The form of the Bonds is hereby approved,with such necessary and appropriate variations, omissions,and insertions(including changes to the aggregate principal amount of the Bonds,the stated maturities of the Bonds and the maturity dates,the interest rates for the Bonds, and the terms of redemption of the Bonds) as the Mayor and the City Administrator of the Issuer(the "Issuer Officials"), in their discretion, shall determine. The execution of the Bonds with the manual or facsimile signatures of the Issuer Officials and the delivery of the Bonds by the Issuer shall be conclusive evidence of such determination. 425556v2 JSB AK 145-5 2 4. The Bonds shall be special, limited obligations of the Issuer payable solely from the revenues provided by the Borrower pursuant to the Loan Agreement, the Mortgage, and other funds pledged by the Borrower to the Trustee. The City Council hereby authorizes and directs the Issuer Officials to execute the Indenture, and to deliver the Indenture to the Trustee, and hereby authorizes and directs the execution of the Bonds in accordance with the terms of the Indenture, and hereby provides that the Indenture shall provide the terms and conditions, covenants, rights, obligations, duties, and agreements of the owners of the Bonds,the Issuer and the Trustee as set forth therein. All of the provisions of the Indenture,when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Indenture shall be substantially in the form on file with the Issuer, which is hereby approved, with such necessary and appropriate variations, omissions, and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution thereof by the Issuer Officials shall be conclusive evidence of such determination. 5. The Loan Agreement is hereby approved. The Issuer Officials are hereby authorized and directed to execute and deliver the Loan Agreement. All of the provisions of the Loan Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Loan Agreement shall be substantially in the form on file with the Issuer, with such omissions and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution of the Loan Agreement by the Issuer Officials shall be conclusive evidence of such determination. 6. The Issuer Officials are hereby authorized and directed to execute and deliver the Bond Purchase Agreement, among the Issuer, Piper Jaffray & Co. (the "Underwriter"), the Sole Member, and the Borrower(the`Bond Purchase Agreement"). All of the provisions of the Bond Purchase Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Bond Purchase Agreement shall be substantially in the form on file with the Issuer and is hereby approved, with such omissions and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution of the Bond Purchase Agreement by the Issuer Officials shall be conclusive evidence of such determination. 7. In addition to the Loan Agreement, Indenture,Bond Purchase Agreement and Bonds,the Issuer Officials are hereby authorized to execute and deliver, on behalf of the Issuer, such other documents and certificates as are necessary or appropriate in connection with the issuance, sale, and delivery of the Bonds, including but not limited to various certificates of the Issuer and an Information Return for Tax-Exempt Private Activity Bond Issues, Form 8038. The Issuer hereby approves the execution and delivery by the Trustee of the Indenture and all other instruments, certificates, and documents prepared in conjunction with the issuance of the Bonds that require execution by the Trustee. The Issuer hereby authorizes Kennedy & Graven, Chartered, as bond counsel to the Issuer in relation to the Bonds,to prepare,execute,and deliver its approving legal opinion with respect to the Bonds. 8. The Issuer has not participated in the preparation of the Preliminary Official Statement and the Official Statement relating to the offer and sale of the Bonds (collectively, the "Official Statement"),and has made no independent investigation with respect to the information contained therein, including the appendices thereto, and the Issuer assumes no responsibility for the sufficiency,accuracy, or completeness of such information. Subject to the foregoing,the Issuer hereby consents to the distribution 425556V2 1S8 AK145-5 3 intended to be and being for the sole and exclusive benefit of the Issuer and any holder from time to time of the Bonds issued under the provisions of this resolution. 12. The Bonds, when executed and delivered, shall contain a recital that they are issued pursuant to the Act, and such recital shall be conclusive evidence of the validity of the Bonds and the regularity of the issuance thereof,and that all acts,conditions,and things required by the laws of the State of Minnesota relating to the adoption of this resolution, to the issuance of the Bonds, and to the execution of the aforementioned documents to happen, exist and be performed precedent to the execution of the aforementioned documents have happened,exist and have been performed as so required by law. 13. The officers of the Issuer, bond counsel, other attorneys, engineers, and other agents or employees of the Issuer are hereby authorized to do all acts and things required of them by or in connection with this resolution, the aforementioned documents, and the Bonds for the frill, punctual, and complete performance of all the terms, covenants, and agreements contained in the Bonds, the aforementioned documents and this resolution. In the event that for any reason the Mayor of the Issuer is unable to carry out the execution of any of the documents or other acts provided herein, such documents may be executed and such actions may be taken by any member of the City Council or officer of the Issuer delegated the duties of the Mayor of the Issuer,with the same force and effect as if such documents were executed and delivered by the Mayor of the Issuer, which execution or acts shall be valid and binding on the Issuer. If for any reason the City Administrator of the Issuer is unable to execute and deliver the documents referred to in this resolution, such documents may be executed by any officer or employee of the Issuer delegated the duties of the City Administrator, with the same force and effect as if such documents were executed and delivered by the City Administrator of the Issuer, which execution or acts shall be valid and binding on the Issuer. If the person whose signature appears on any of the foregoing certificates, instruments, or documents shall cease to be an Issuer Official before the date of issuance of the Bonds such signature shall,nevertheless,be valid and sufficient for all purposes. 14. This resolution shall be in full force and effect from and after its passage. 425556v2 JSB AKI45-5 Adopted by the City Council of the City of Date Parts Heights, Minnesota, this 25th day of June, 2013. Mayor City Administrator 425556v2 JSB AK145-5 City of Oak Park Heights -Financial Assistance — Listing of Fees 1. Application Fee Any conduit revenue bond, financial note or other financial assistance tool, including TIF assistance, requested to be provided by the City shall require the payment of an Application Fee of$3,000. This fee is payable at the time of the formal submission of any financial assistance request. This fee is not refundable. 2. Escrow Deposit In addition to Application Fee,the applicant shall also provide the City necessary cash to be deposited into an escrow fund and in an amount estimated to adequate to secure all City out-of-pocket expenses including but not limited to; attorney's fees, auditing fees, planning fees, etc., to complete the project. This amount will be determined by the City at the time of the submission of any application. Any unused funds shall be returned to the Applicant. 3. Closing Fee Prior to the City executing any final resolutions authorizing the sale of bonds, notes or other financial assistance tools, a Closing Fee payable to the City shall be determined and incorporated into the project. The Closing Fee shall be a maximum 1.0 percent of gross proceeds. The City Council may determine a lower amount but may not be less than 0.5 percent. Closing Fees shall be due and payable at closing. 4. Annual Servicing Fee The Applicant shall also pay to the City an Annual Servicing Fee and is equal to 0.1%of the average balance of all outstanding funds as calculated on Jan 1 of each year following the issuance of any financial tool or obligation. The first year Servicing Fee shall be pro- rated. -14- Oak Park Heights Request for Council Action Meeting Date June 25th, 2013 Time Required: 5 Minutes Agenda Item Title; Approve Use of ev n e Bond Tools--Oak re n Commons Expansion Projects. Agenda Placement New Business Originating Department/Reque or Jo Administrator Requester's Signature Action Requested See Be Background/Justification( lease indicate if any previous action has been taken or if other public bodies have advised): The City has been approached by Developer Tim Nolde to consider the issuance of revenue bonds to finance/refinance senior care facilities: 1. Oakgreen Commons LLC(Developer Tim Nolde)is seeking the City to issue NEW revenue bonds for the acquisition,construction and equipping of the 30 unit memory care facility. The debt services on these revenue bonds will not become the debt of the City and are issued through this conduit to reduce the financing costs as the taxation liabilities for bond purchasers is lessened—tax exempt. Like municipal bonds,these revenue bonds hold this tax exempt status so as to induce investors to participate and meet the goal of providing such facilities. The City has a required Closing Fee structure(see the attached Policy)for the use of the City as a conduit, being 1%of the total bond issuance. The City Council may reduce this percentage at its discretion,but may not be less than .5%. While the City will not have any resulting debt from these tools,the City's name will be forever tied to these developments. The City is not required to issue these bonds and is purely discretionary. Oakareen Commons LLC Fees Are: $ 5,500,000 X ,01= $55 000 Requested Action: Approve of the enclosed resolution. RESOLUTION NO. AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF SENIOR HOUSING REVENUE BONDS AND ADOPTING A HOUSING PROGRAM PURSUANT TO MINNESOTA STATUTES, CHAPTER 462C, AS AMENDED; AUTHORIZING THE LOAN OF THE PROCEEDS OF THE REVENUE BONDS TO OAKGREEN COMMONS, LLC; AND APPROVING THE FORM OF AND AUTHORIZING THE EXECUTION AND DELIVERY OF THE BONDS AND RELATED DOCUMENTS WHEREAS, the City of Oak Park Heights, Minnesota (the "City"), is a municipal corporation and political subdivision duly organized and existing under the laws of the State of Minnesota;and WHEREAS, pursuant to Minnesota Statutes, Chapter 4620, as amended (the "Act'), the City is authorized to carry out the public purposes described in the Act by issuing revenue bonds to finance or refinance multifamily housing developments located within the City and, as a condition to the issuance of such revenue bonds, adopt a housing program providing the information required by Section 462C.03, subdivision la,of the Act; and WHEREAS, in the issuance of the City's revenue bonds and in the making of a loan to finance a multifamily housing development the City may exercise, within its corporate limits, any of the powers that the Minnesota Housing Finance Agency may exercise under Minnesota Statutes, Chapter 462A, as amended,without limitation under the provisions of Minnesota.Statutes,Chapter 475,as amended; and WHEREAS, Oakgreen Commons, LLC, a Minnesota limited liability company(the"Borrower"), has requested that the City issue its revenue bonds under the Act and lend the proceeds thereof to the Borrower to finance the following: (i) the acquisition, construction and equipping of an approximately 34,675 square foot, two-story apartment building consisting of 30 memory care units, including a common entrance, a dining room and community room, to be attached to the existing multifamily senior apartment facility owned by the Borrower which is located at 13936 Lower 59th Street North in the City (the "Project"); (ii) the payment of interest on the bonds during the construction of the Project; (iii) the funding of required reserves; and (iv)the payment of certain costs related to the issuance of the bonds (collectively,the"Related Costs");and WHEREAS, the Project is designed and intended to be used primarily for seniors for rental occupancy but is not restricted to persons age 55 and older;and WHEREAS, the City has prepared an amended and restated housing program. (the "Housing Program"or"Program")to authorize the issuance by the City of revenue bonds in the maximum principal amount of$6,000,000 to finance the acquisition,construction,and equipping of the Project;and WHEREAS, following the publication of a notice (the "Public Notice") of a public hearing in accordance with the Act and Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"),the City Council of the City conducted a public hearing on the date hereof at which a reasonable opportunity was provided for interested individuals to express their views, both orally and in writing, on the proposed issuance of the Bonds(as defined below),and the location and nature of the Project;and WHEREAS, the Borrower has requested that the City issue, sell, and deliver its Senior Housing Revenue Bonds (Oakgreen Commons Project), Series 2013 (the "Bonds"), in an original aggregate 426553v2 JSB AK145-4 principal amount not to exceed $6,000,000, and loan the proceeds derived from the sale of the Bonds to the Borrower to finance the Project and the Related Costs; and WHEREAS, under Section 146 of the Code,the Bonds must receive an allocation of the bonding authority of the State of Minnesota and an application for such an allocation must be made to the office of Minnesota Management&Budget with respect to the Bonds to finance the Project in accordance with the requirements of Minnesota Statutes,Chapter 474A, as amended(the"Allocation Act");and WHEREAS, the City will loan the proceeds derived from the sale of the Bonds to the Borrower (the "Loan") pursuant to the terms of the Loan Agreement, dated August 1, 2010 (the "Original Loan Agreement") as amended by a First Amendment to Loan Agreement dated as of or after duly 1, 2013 (the "Amendment to Loan Agreement" and, together with the Original Loan Agreement, the "Loan Agreement"),between the City and the Borrower to finance the Project and the Related Costs; and WHEREAS, the Bonds will be issued pursuant to this resolution and as additional bonds on a parity basis with the City's Senior Housing Revenue Bonds (Oakgreen Commons Project), Series 2010 (the "Series 2010 Bonds") under the Indenture of Trust, dated August 1, 2010 (the "Original Indenture") as amended by a First Supplemental Trust Indenture dated as of or after July 1,2013 (the "Supplemental Indenture" and, together with the Original Indenture, the "Indenture"), between the City and U.S. Bank National Association (the "Trustee"), and the Bonds and the interest thereon: (i)shall be payable solely from the revenues pledged therefor under the Loan Agreement; (ii)shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation; (iii)shall not constitute nor give rise to a pecuniary liability of the City or a charge against its general credit or taxing powers; (iv)shall not constitute a charge, lien, or encumbrance, legal or equitable,upon any property of the City other than the City's interest in the Loan Agreement, which will be assigned to the Trustee under the Indenture; and (v)shall not constitute a general or moral obligation of the City; and WHEREAS, as security for the repayment of principal and interest on the Bonds, the Borrower will execute for the benefit of the Trustee a First Amendment to Combination Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Financing Statement, dated as of or after July 1, 2013 (the"Amendment to Mortgage"and,together with the Combination Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Financing Statement, dated August 1, 2010, the "Mortgage"). NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OAK PARK HEIGHTS,MINNESOTA(THE"CITY COUNCIL"),AS FOLLOWS: 1. The City finds, determines, and declares that the issuance of the Bonds is authorized by the Act and that the issuance of the Bonds and the other actions of the City under the Indenture,the Loan Agreement and this resolution constitute a public purpose and the effect thereof will be to promote the public welfare of the City and its residents by providing multifamily housing developments for low or moderate income senior residents of the City and otherwise further the purposes and policies of the Act. 2. The Housing Program and the preparation thereof is hereby adopted, ratified, and approved in all respects without amendment. The City Administrator is hereby authorized to do all other things and take all other actions as may be necessary or appropriate to carry out the Housing Program in accordance with the Act and any other applicable laws and regulations. 3. For the purposes set forth above, there is hereby authorized the issuance, sale, and delivery of the Bonds in one or more series in the maximum aggregate principal amount not to exceed $6,000,000. The Bonds shall bear interest at the rates, shall be designated, shall be numbered, shall be 426553v2 JSS AK 145-4 2 dated, shall mature, shall be in the aggregate principal amount, shall be subject to redemption prior to maturity, shall be in such form, and shall have such other terms, details, and provisions as are prescribed in the Indenture,in the form now on file with the City,with the amendments referenced herein. The City hereby authorizes the Bonds or a portion thereof to be issued as"tax-erxempt bonds,"the interest on which is excludable from gross income for federal and State of Minnesota income tax purposes. All of the provisions of the Bonds, when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The form of the Bonds is hereby approved, with such necessary and appropriate variations, omissions, and insertions(including changes to the aggregate principal amount of the Bonds, the stated maturities of the Bonds, the interest rates on the Bonds and the teams of redemption of the Bonds) as the Mayor and the City Administrator of the City (the"Issuer Officials"), in their discretion, shall determine. The execution of the Bonds with the manual or facsimile signatures of the Issuer Officials and the delivery of the Bonds by the City shall be conclusive evidence of such determination. 4. The Bonds shall be special, limited obligations of the City payable solely from the revenues provided by the Borrower pursuant to the Loan Agreement, the Mortgage and other funds pledged pursuant to the Indenture by the Borrower to the Trustee. The City Council hereby authorizes and directs the Issuer Officials to execute the Supplemental Indenture and to deliver the Supplemental Indenture to the Trustee, and hereby authorizes and directs the execution of the Bonds in accordance with the terms of the Indenture, and hereby provides that the Indenture shall provide the terms and conditions, covenants, rights, obligations, duties, and agreements of the owners of the Bonds, the City, and the Trustee as set forth therein. All of the provisions of the Indenture, when executed as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Supplemental Indenture shall be substantially in the form on file with the City, which is hereby approved, with such necessary and appropriate variations, omissions and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution thereof by the Issuer Officials shall be conclusive evidence of such determination. 5. The Issuer Officials are hereby authorized and directed to execute and deliver the Amendment to Loan Agreement, and the Bond Purchase Agreement,dated as of or after July 1, 2013 (the "Bond Purchase Agreement"),among Dougherty&Company LLC (the"Underwriter"),the City,and the Borrower. All of the provisions of the Loan Agreement, and the Bond Purchase Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Amendment to Loan Agreement, and the Bond Purchase Agreement shall be substantially in the forms on file with the City and are hereby approved with such omissions and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution thereof by the Issuer Officials shall be conclusive evidence of such determinations. 6. To ensure compliance with certain rental and occupancy restrictions imposed by the Act and Section 142(d) of the Code and to ensure compliance with certain restrictions imposed by the City, the Issuer Officials are also hereby authorized and directed to execute and deliver a First Amendment to Regulatory Agreement,dated as of or after July 1,2013 (the"Amendment to Regulatory Agreement"and, together with the Regulatory Agreement, dated as of August 1, 2010, the "Regulatory Agreement"), among the City,the Borrower,and the Trustee. All of the provisions of the Regulatory Agreement, when 426553v2 JSB AK 145-4 3 executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Amendment to Regulatory Agreement shall be substantially in the form on file with the City and is hereby approved with such omissions and insertions as do not materially change the substance thereof, or as the Issuer Officials, in their discretion, shall determine, and the execution thereof by the Issuer Officials shall be conclusive evidence of such determination. 7. In addition to the Amendment to Loan Agreement, Amendment to Regulatory Agreement, Supplemental Indenture, Bonds and Bond Purchase Agreement, the Issuer Officials are hereby authorized to execute and deliver, on behalf of the City, such other documents and certificates as are necessary or appropriate in connection with the issuance, sale, and delivery of the Bonds, including but not limited to various certificates of the City and an Information Return for Tax-Exempt Private Activity Bond Issues,Form 8038,with respect to the Bonds. The City hereby approves the execution and delivery by the Trustee of the Indenture and all other instruments, certificates,and documents prepared in conjunction with the issuance of the Bonds that require execution by the Trustee. The City hereby authorizes Kennedy&Graven,Chartered, as bond counsel to the City in relation to the Bonds,to prepare, execute,and deliver its approving legal opinion with respect to the Bonds. 8. The City Council hereby authorizes the submission of an application for allocationn of bonding authority pursuant to Section 146 of the Code and the Allocation Act in accordance with the requirements of the Allocation Act. The Issuer Officials are hereby authorized and directed to take all actions, in cooperation with the Borrower, as are necessary to submit an application for an allocation of bonding authority to Minnesota Management&Budget. 9. The City has not participated in the preparation of the Preliminary Official Statement and the Official Statement relating to the offer and sale of the Bonds (collectively, the "Official Statement"), and has made no independent investigation with respect to the information contained therein, including the appendices thereto, and the City assumes no responsibility for the sufficiency, accuracy, or completeness of such information. Subject to the foregoing, the City hereby consents to the distribution and the use of the Official Statement by the Underwriter in connection with the offer and sale of the Bonds. The Official Statement is the sole material consented to by the City for use in connection with the offer and sale of the Bonds. The City hereby consents to the Continuing Disclosure Undertaking,dated as of or after July 1, 2013 (the "Continuing Disclosure Agreement"), to be executed by the Borrower as required by the Underwriter. 10, The Bonds shall be special, limited revenue obligations of the City the proceeds of which shall be disbursed pursuant to the terms of the Indenture and the Loan Agreement, and the principal, premium, and interest on the Bonds shall be payable solely from certain proceeds of the Bonds, the revenues derived from the Loan Agreement,the revenues and assets pledged and assigned under the terms of the .Mortgage, and the other sources set forth in the Indenture. No provisions contained in this resolution nor any agreement, covenant or undertaking by the City contained in any document executed by the City in connection with the Project or the Bonds shall give rise to any pecuniary liability of the City or a charge against its general credit or taxing powers, or shall obligate the City financially in any way except with respect to the Project and the application of revenues therefrom and the proceeds of the Bonds, all of which shall be assigned to the Trustee under the Indenture. The Bonds, including principal, premium and any other payments however designated, and the interest due thereon do not and shall never constitute a general obligation of the City within the meaning of any state constitutional or statutory provision and do not and shall not constitute or give rise to a pecuniary liability or moral obligation of the City, the State of Minnesota or any of its political subdivisions, or shall result in a charge against its general credit or taxing powers,or shall result in any pecuniary or moral liability of any officer,employee or agent of the City. The provisions of this paragraph are controlling notwithstanding anything in any 4265532 JSB AK145-4 4 agreement to the contrary. U. Except as otherwise provided in this resolution, all rights, powers, and privileges conferred and duties and liabilities imposed upon the City or the City Council by the provisions of this resolution or any of the aforementioned documents shall be exercised or performed by the City or by such members of the City Council, or such officers, board, body or agency thereof as may be required or authorized by law to exercise such powers and to perform such duties. No covenant, stipulation, obligation or agreement herein contained or contained in any of the aforementioned documents shall be deemed to be a covenant, stipulation, obligation or agreement of any member of the City Council, or any officer, agent or employee of the City in that person's individual capacity, and neither the City Council nor any officer or employee executing the Bonds shall be personally liable on the Bonds or be subject to any personal liability or accountability by reason of the issuance thereof. No provision, covenant or agreement contained in any of the aforementioned documents, the Bonds, or in any other document relating to the Bonds, and no obligation therein or herein imposed upon the City or the breach thereof, shall constitute or give rise to a general or moral obligation of the City or any pecuniary liability of the City or any charge upon its general credit or taxing powers. In making the agreements, provisions, covenants, and representations set forth in such documents, the City has not obligated itself to pay or remit any funds or revenues, other than funds and revenues derived from the Loan Agreement which are to be applied to the payment of the Bonds,as provided therein and as assigned to the Trustee under the Indenture. 12. Except as herein otherwise expressly provided, nothing in this resolution or in the aforementioned documents expressed or implied, is intended or shall be construed to confer upon any person or firm or corporation, other than the City or any holder of the Bonds issued under the provisions of this resolution, any right, remedy or claim, legal or equitable,under and by reason of this resolution or any provisions hereof, this resolution, the aforementioned documents, and all of their provisions being intended to be and being for the sole and exclusive benefit of the City, and any holder from time to time of the Bonds issued under the provisions of this resolution. 13. The Bands, when executed and delivered, shall contain a recital that they are issued pursuant to the Act, and such recital shall be conclusive evidence of the validity of the Bonds and the regularity of the issuance thereof,and that all acts,conditions,and things required by the laws of the State of Minnesota relating to the adoption of this resolution,to the issuance of the Bonds, and to the execution of the aforementioned documents to happen, exist, and be performed precedent to the execution of the aforementioned documents have happened,exist, and have been performed as so required by law. 14. The officers of the City, bond counsel, other attorneys, engineers, and other agents or employees of the City are hereby authorized to do all acts and things required of them by or in connection with this resolution, the aforementioned documents, and the Bonds, for the full, punctual, and complete performance of all the terms, covenants, and agreements contained in the Bonds, the aforementioned documents, and this resolution. In the event that for any reason the Mayor of the City is unable to carry out the execution of any of the documents or other acts provided herein, such documents may be executed and such actions may be taken by any member of the City Council or officer of the City delegated the duties of the Mayor of the City, with the same force and effect as if such documents were executed and delivered by the Mayor of the City,which execution or acts shall be valid and binding on the City. If for any reason the City Administrator of the City is unable to execute and deliver the documents referred to in this resolution, such documents may be executed by any officer or employee of the City delegated the 4255530]SB AK145-4 5 duties of the City Administrator, with the same force and effect as if such documents were executed and delivered by the City Administrator. 15. The Borrower shall pay the administrative fee of the City on the date of issuance of the Bonds. The Borrower will also pay, or, upon demand, reimburse the City for payment of, any and all costs incurred by the City in connection with the Project and the issuance of the Bonds,whether or not the Bonds are issued, including any costs for attorneys' fees. 16. This resolution shall be in full force and effect from and after its approval. Adopted by the City Council of the City of Oak Park Heights, Minnesota, on this 25th day of ,Tune, 2013. Mayor Attest: City Administrator 426553v21SB AK145-4 6