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HomeMy WebLinkAboutCity Council - 05/20/2014 AGENDA CITY COUNCIL WORKSHOP & OPEN PODIUM TUESDAY,MAY 6, 2014 CITY CENTER 5:00—6:25 PM, HERITAGE ROOMS 6:30—7:00 PM, COUNCIL CHAMBER CITY COUNCIL: Mayor Nancy Tyra-Lukens, Council Members Brad Aho, Sherry Butcher Wickstrom, Kathy Nelson, and Ron Case CITY STAFF: City Manager Rick Getschow, Police Chief Rob Reynolds, Fire Chief George Esbensen, Public Works Director Robert Ellis, Community Development Director Janet Jeremiah, Parks and Recreation Director Jay Lotthammer, Communications Manager Joyce Lorenz, City Attorney Ric Rosow, and Recorder Lorene McWaters Workshop-Heritage Room II I. 2013 COMPREHENSIVE ANNUAL FINANCIAL REPORT/AUDIT (5:30—6:10) II. COUNCIL GOALS (6:10-6:30) Open Podium - Council Chamber III. OPEN PODIUM IV. ADJOURNMENT AGENDA EDEN PRAIRIE CITY COUNCIL MEETING TUESDAY,MAY 20, 2014 7:00 PM, CITY CENTER Council Chamber 8080 Mitchell Road CITY COUNCIL: Mayor Nancy Tyra-Lukens, Council Members Brad Aho, Sherry Butcher Wickstrom, Kathy Nelson, and Ron Case CITY STAFF: City Manager Rick Getschow, Public Works Director Robert Ellis, City Planner Michael Franzen, Community Development Director Janet Jeremiah, Parks and Recreation Director Jay Lotthammer, City Attorney Ric Rosow and Council Recorder Jan Curielli I. CALL THE MEETING TO ORDER II. PLEDGE OF ALLEGIANCE III. COUNCIL FORUM INVITATION IV. PROCLAMATIONS/PRESENTATIONS A. AARP DRIVERS EDUCATION AWARD B. 2013 COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR) V. APPROVAL OF AGENDA AND OTHER ITEMS OF BUSINESS VI. MINUTES A. COUNCIL WORKSHOP HELD TUESDAY, MAY 6, 2014 B. CITY COUNCIL MEETING HELD TUESDAY, MAY 6, 2014 VII. REPORTS OF ADVISORY BOARDS & COMMISSIONS VIII. CONSENT CALENDAR A. CLERK'S LICENSE LIST B. APPROVE SECOND READING OF ORDINANCE AMENDING CITY CODE SECTION 11.51, STANDARDS FOR PROTECTION OF WETLANDS AND ADOPT RESOLUTION APPROVING PUBLICATION OF SUMMARY ORDINANCE C. AWARD CONTRACT FOR INSTALLATION OF A FISH BARRIER ON PURGATORY CREEK TO BLACKSTONE CONTRACTORS D. AWARD CONTRACT FOR AQUATIC PLANT HARVESTING FOR RED ROCK AND MITCHELL LAKES TO J& N WEED HARVESTING CITY COUNCIL AGENDA May 20, 2014 Page 2 E. APPROVE CONTRACT WITH ALLIED WASTE SERVICES FOR ANNUAL COMMUNITY DROP OFF DAY F. AWARD CONTRACT TO PEARSON BROTHERS, INC. FOR 2014 SEALCOAT PROJECT G. AWARD CONTRACT TO BITUMINOUS ROADWAYS, INC. FOR 2014 OVERLAY PROJECT H. AWARD CONTRACT TO TMI COATINGS, INC. FOR RECONDITIONING OF BAKER ROAD WATER STORAGE RESERVOIR I. APPROVE PROFESSIONAL SERVICES AGREEMENT WITH SEH INC. FOR CONSTRUCTION SERVICES FOR EDEN PRAIRIE ROAD IMPROVEMENTS J. APPROVE PROFESSIONAL SERVICES AGREEMENT WITH SHORT ELLIOTT HENDRICKSON,INC. FOR BURR RIDGE STORM SEWER IMPROVEMENTS DESIGN SERVICES K. ADOPT RESOLUTION AWARDING CONTRACT FOR BURR RIDGE STORM SEWER EMERGENCY REPAIR AND IMPROVEMENT PROJECT TO NORTHWEST ASPHALT, INC. L. APPROVE AMENDMENT 5 TO PROFESSIONAL SERVICES AGREEMENT WITH HGA INC. FOR ARCHITECTURAL SERVICES FOR CONSTRUCTION PHASE OF AQUATICS EXPANSION PROJECT M. APPROVE AGREEMENT FOR PURCHASE OF RECREATION REGISTRATION AND FACILITY SCHEDULING SOFTWARE FROM VERMONT SYSTEMS N. DECLARE OBSOLETE COMPUTER EQUIPMENT AS SURPLUS IX. PUBLIC HEARINGS/MEETINGS A. SOUTHWEST LIGHT RAIL TRANSIT MUNICIPAL CONSENT HEARING B. EDEN GARDENS by Homestead Partners. Request for Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres; Planned Unit Development Concept Review on 8.39 acres; Planned Unit Development District Review with waivers on 8.39 acres; Zoning District Change from Rural to R1-9.5 on 8.39 acres and Preliminary Plat on 8.39 acres into 36 lots and 7 outlots. Location: Southwest corner of Scenic Heights Road and Eden Prairie Road. (Resolution for Guide Plan Change; Resolution for PUD Concept Review; Ordinance for PUD District Review with waivers and Zoning District Change; Resolution for Preliminary Plat) CITY COUNCIL AGENDA May 20, 2014 Page 3 C. EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA (ORDINANCE ESTABLISHING HIA; RESOLUTION SETTING FEES; RESOLUTION APPROVING PUBLICATION OF SUMMARY ORDINANCE) X. PAYMENT OF CLAIMS XI. ORDINANCES AND RESOLUTIONS XII. PETITIONS, REQUESTS AND COMMUNICATIONS XIII. APPOINTMENTS XIV. REPORTS A. REPORTS OF COUNCIL MEMBERS B. REPORT OF CITY MANAGER 1. New Lease with Eden Prairie School District for City Center Space C. REPORT OF THE COMMUNITY DEVELOPMENT DIRECTOR D. REPORT OF PARKS AND RECREATION DIRECTOR E. REPORT OF PUBLIC WORKS DIRECTOR F. REPORT OF POLICE CHIEF G. REPORT OF FIRE CHIEF H. REPORT OF CITY ATTORNEY XV. OTHER BUSINESS XVI. ADJOURNMENT ANNOTATED AGENDA DATE: May 16, 2014 TO: Mayor and City Council FROM: Rick Getschow, City Manager RE: City Council Meeting for Tuesday, May 20, 2014 TUESDAY,MAY 20, 2014 7:00 PM, COUNCIL CHAMBER I. CALL THE MEETING TO ORDER II. PLEDGE OF ALLEGIANCE III. OPEN PODIUM INVITATION Open Podium is an opportunity for Eden Prairie residents to address the City Council on issues related to Eden Prairie city government before each Council meeting, typically the first and third Tuesday of each month, from 6:30 to 6:55 p.m. in the Council Chamber. If you wish to speak at Open Podium, please contact the City Manager's office at 952.949.8412 by noon of the meeting date with your name,phone number and subject matter. If time permits after scheduled speakers are finished, the Mayor will open the floor to unscheduled speakers. Open Podium is not recorded or televised. If you have questions about Open Podium, please contact the City Manager's Office. IV. PROCLAMATIONS /PRESENTATIONS A. AARP DRIVERS EDUCATION AWARD No Council action is requested. Jay Lotthammer will make brief remarks about the award and display the plaque. The Eden Prairie Senior Center has been awarded a national "Top 100 Host" designation for AARP Driver Safety Programs. Out of 18,000 community organizations across the country that offered Driver Safety programs in 2013, the Top 100 were recognized based on the following criteria: • Host sites that reached the largest number of participants • Host sites that held the highest number of courses The Eden Prairie Senior Center hosted 35 Driver Safety courses in 2013 and served 585 participants. Within the top 100 sites nationally, our Senior Center ranked 17tn In the award notification letter to the Eden Prairie Senior Center, AARP Vice President and National Director for Driver Safety Julie E. Lee states: "I cannot thank you and your staff enough for your ongoing leadership, commitment and generosity. Thanks to your hard work and support, your community is safer for all road-users, and hundreds of drivers are safer, and more confident behind the wheel." ANNOTATED AGENDA May 20,2014 Page 2 B. 2013 COMPREHENSIVE ANNUAL FINANCIAL REPORT (CAFR) Minnesota statutes require that by June 30 of each year,the City prepare a financial report for activities of the previous year. This accounting report will be forwarded to the State by that deadline. Preparation of the report is largely the work of the Finance Division. The report is prepared with review by the independent auditing firm of Kern, Dewenter,Viere, Ltd. Kern,Dewenter,Viere,Ltd issued an unmodified opinion which is the highest level of opinion the City can receive and means the auditor believe the financial statements are fairly presented in all material respects. Steve Wischmann,partner in the accounting firm,will make a presentation of the financial report. MOTION: Move to Accept the 2013 Comprehensive Annual Financial Report (CAFR). V. APPROVAL OF AGENDA AND OTHER ITEMS OF BUSINESS MOTION: Move to approve the agenda. VI. MINUTES MOTION: Move to approve the following City Council minutes: A. COUNCIL WORKSHOP HELD TUESDAY, MAY 6, 2014 B. CITY COUNCIL MEETING HELD TUESDAY, MAY 6, 2014 VII. REPORTS OF ADVISORY BOARDS & COMMISSIONS VIII. CONSENT CALENDAR MOTION: Move approval of items A-N on the Consent Calendar. A. CLERK'S LICENSE LIST B. APPROVE SECOND READING OF ORDINANCE AMENDING CITY CODE SECTION 11.51, STANDARDS FOR PROTECTION OF WETLANDS AND ADOPT RESOLUTION APPROVING PUBLICATION OF SUMMARY ORDINANCE C. AWARD CONTRACT FOR INSTALLATION OF A FISH BARRIER ON PURGATORY CREEK TO BLACKSTONE CONTRACTORS D. AWARD CONTRACT FOR AQUATIC PLANT HARVESTING FOR RED ROCK AND MITCHELL LAKES TO J&N WEED HARVESTING ANNOTATED AGENDA May 20,2014 Page 3 E. APPROVE CONTRACT WITH ALLIED WASTE SERVICES FOR ANNUAL COMMUNITY DROP OFF DAY F. AWARD CONTRACT TO PEARSON BROTHERS,INC. FOR 2014 SEALCOAT PROJECT G. AWARD CONTRACT TO BITUMINOUS ROADWAYS, INC. FOR 2014 OVERLAY PROJECT H. AWARD CONTRACT TO TMI COATINGS, INC. FOR RECONDITIONING OF BAKER ROAD WATER STORAGE RESERVOIR I. APPROVE PROFESSIONAL SERVICES AGREEMENT WITH SEH INC. FOR CONSTRUCTION SERVICES FOR EDEN PRAIRIE ROAD IMPROVEMENTS J. APPROVE PROFESSIONAL SERVICES AGREEMENT WITH SHORT ELLIOTT HENDRICKSON, INC. FOR BURR RIDGE STORM SEWER IMPROVEMENTS DESIGN SERVICES K. ADOPT RESOLUTION AWARDING CONTRACT FOR BURR RIDGE STORM SEWER EMERGENCY REPAIR AND IMPROVEMENT PROJECT TO NORTHWEST ASPHALT, INC. L. APPROVE AMENDMENT 5 TO PROFESSIONAL SERVICES AGREEMENT WITH HGA INC. FOR ARCHITECTURAL SERVICES FOR CONSTRUCTION PHASE OF AQUATICS EXPANSION PROJECT M. APPROVE AGREEMENT FOR PURCHASE OF RECREATION REGISTRATION AND FACILITY SCHEDULING SOFTWARE FROM VERMONT SYSTEMS N. DECLARE OBSOLETE COMPUTER EQUIPMENT AS SURPLUS IX. PUBLIC HEARINGS/MEETINGS A. SOUTHWEST LIGHT RAIL TRANSIT MUNICIPAL CONSENT HEARING Official notice of this public hearing was published in the May 1 and May 8, 2014, Eden Prairie News. Synopsis: The Metropolitan Council has established an alignment in the form of municipal consent plans for the Southwest Light Rail Transit which will operate from downtown Minneapolis through the communities of St. Louis Park, Hopkins, Minnetonka, and Eden Prairie. The proposed alignment includes 16 new stations and approximately 16 miles of double track. It will be part of an integrated system of transitways, including connections to the Green Line in St. Paul, the METRO Blue Line, the Northstar Commuter Rail line, bus routes and proposed future transitways. The total project cost of$1.7 billion will be funded ANNOTATED AGENDA May 20,2014 Page 4 through a mix of federal, state and local sources, with federal funds making up approximately half the total. The City of Eden Prairie is required under Minn. Stat. 473.3994 to host a public hearing concerning the physical design components of the Southwest Light Rail Transit plans. The city shall review and approve or disapprove the plans for the route to be located in Eden Prairie. The city anticipates taking action on the municipal consent plans at the June 17, 2014 City Council meeting, once the public comment period has expired. If the city disapproves the plans it must describe specific amendments to the plans that, if adopted, would cause the local unit to withdraw its disapproval. Failure to approve or disapprove the plans in writing prior to July 14, 2014 is deemed to be an approval unless an extension of time is agreed to by the city and the responsible authority. The city will accept public comments until 4:30 p.m., Friday, May 23, 2014. Electronic comments can be submitted via e-mail to swlrt@edenprairie.org and written comments can be submitted to the City of Eden Prairie Public Works Department. Electronic copies of the municipal consent plans can be found on the project's website at www.swlrt.org. MOTION: Move to close the public hearing. B. EDEN GARDENS by Homestead Partners. Request for Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres; Planned Unit Development Concept Review on 8.39 acres; Planned Unit Development District Review with waivers on 8.39 acres; Zoning District Change from Rural to R1-9.5 on 8.39 acres and Preliminary Plat on 8.39 acres into 36 lots and 7 outlots. Location: Southwest corner of Scenic Heights Road and Eden Prairie Road. (Resolution for Guide Plan Change; Resolution for PUD Concept Review; Ordinance for PUD District Review with waivers and Zoning District Change; Resolution for Preliminary Plat) Official notice of this public hearing was published in the May 8, 2014, Eden Prairie News and sent to 333 property owners. Synopsis: The project proposes the construction of 36 single family residential lots. The project is a result of the City's RFP for a development meeting the objectives of sustainability, energy-efficiency, and housing for moderate income households. Several neighborhood meetings with the residents, developer and city staff have occurred over the past months. These meetings have resulted in design revisions to the plan to help address the concerns identified by the existing residents. The main objectives for the development included in the RFP were mid-market pricing and sustainability. As a result, the project includes a variety of green elements. Attached is a communication(dated April 28, 2014) from Homestead Partners detailing the green features for the project. At a minimum, the 13 units ANNOTATED AGENDA May 20,2014 Page 5 bordering the existing neighborhood are recommended to be market rate units to address neighborhood concerns and the Council's interest in avoiding any cash subsidy. Most of the remaining units will be available in the mid-market price range. Final staff recommendations regarding mix of market rate and mid-market units and other specific HRA requirements will be based upon a financial review to ensure the project meets the necessary findings for HRA purchase and simultaneous transfer of the property to the developer. The City HRA could consider a purchase agreement and housing agreement as early as June 17, 2014. Such action will be required prior to the City Council consideration of the final plat. The proponent has requested waivers from the City Code as identified in the Planning Commission staff report and on the attached Exhibit A. Granting of the waivers allows the development to occur in a fashion that meets the objectives of a green, sustainable, mid-market neighborhood. The Planning Commission recommendation included language regarding a noise analysis and plan revisions related to some of the green elements. The noise study is currently underway and staff is hopeful that an analysis will be available prior to the May 20 City Council meeting. There have been weather related delays in completing this study. The proponent has provided comment regarding the green elements recommended by the Conservation Commission and Planning Commission. This communication is dated May 13, 2014. During the public hearing at the Planning Commission, there were three main concerns identified by the neighborhood residents: traffic, density, and audio/visual impacts from roadways. As reference information,please find attached the traffic study, cross sections illustrating proposed noise protection, and a map indicating existing home values in the area. The 120-Day Review Period Expires on June 30, 2014. MOTION: Move to: • Close the Public Hearing; and • Adopt the Resolution for Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres; and • Adopt the Resolution for Planned Unit Development Concept Review on 8.39 acres; and • Approve 1st Reading of the Ordinance for Planned Unit Development District Review with waivers and Zoning District Change from Rural to R1-9.5 on 8.39 acres; and • Adopt the Resolution for Preliminary Plat on 8.39 acres into 36 lots, 7 outlots and road right of way; and • Direct Staff to prepare a Development Agreement incorporating Staff and Commission recommendations and Council conditions. ANNOTATED AGENDA May 20,2014 Page 6 C. EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA (ORDINANCE ESTABLISHING HIA; RESOLUTION SETTING FEES; RESOLUTION APPROVING PUBLICATION OF SUMMARY ORDINANCE) Official notice of this public hearing was published in the May 1, 2014,Eden Prairie News. Synopsis: The establishment of the Housing Improvement Area("HIA")will allow the City to finance improvements and repairs to a failing retaining wall at Edenvale Highlands and to recoup the costs through fees specially assessed against the properties. The public hearing provides an opportunity for all housing unit owners and any other interested parties to be heard regarding the establishment of the HIA and the setting of the fees. Once the public hearing is closed the Council can consider the Ordinance establishing the HIA and the Resolution setting the fees. The Ordinance establishes the HIA and the Resolution sets the fees. The Ordinance requires that the owners of the housing unit enter into special assessment agreements with the City prior to the release of any funds. The Ordinance is set for both a first and second reading which requires a unanimous vote. • If the Council unanimously adopts the Ordinance,the Council can then consider the Resolution setting the fees and the Resolution approving summary publication of the Ordinance. • If the Council adopts the Ordinance,but not unanimously,the Council should continue the Resolution for consideration after the Ordinance is adopted after a second reading. • If the Council does not adopt the Ordinance no action should be taken on the Resolution. The Ordinance and Resolution do not become effective until 45 days after adoption by the Council to allow the owners of the housing units an opportunity to object. If owners of 45% or more of the housing units object in writing the Ordinance and/or Resolution do not become effective. The City of Eden Prairie is authorized under Minn. Stat. 428A.11 to 428A.21 to establish by ordinance a housing improvement area within which housing improvements are made or constructed and the costs of the improvements are paid in whole or in part from fees imposed within the area. The owners of the 8 housing units within Edenvale Highlands have petitioned the City to establish a Housing Improvement Area("HIA") for Edenvale Highlands in order to facilitate improvements to the common elements. The cost of the improvements will be paid through fees assessed against the owners of the housing units established by Resolution. The statutes require that a public hearing be held prior to the establishment of an HIA and prior to the setting of fees for an HIA. The City accepted the petition filed by the owners of the 8 housing units within the Edenvale HIA and set the public hearing at the last Council meeting. ANNOTATED AGENDA May 20,2014 Page 7 MOTIONS: Move to: • Close the public hearing; and • Approve the first and second readings of the Ordinance establishing the Edenvale Highlands HIA; and • Adopt the Resolution setting the fees for the Edenvale Highlands HIA; and • Adopt the Resolution approving the summary publication of the Ordinance OR Move to: • Close the public hearing; and • Approve first reading of the Ordinance establishing the Edenvale Highlands HIA X. PAYMENT OF CLAIMS MOTION: Move approval of Payment of Claims as submitted (Roll Call Vote). XI. ORDINANCES AND RESOLUTIONS XII. PETITIONS, REQUESTS AND COMMUNICATIONS XIII. APPOINTMENTS XIV. REPORTS A. REPORTS OF COUNCIL MEMBERS B. REPORT OF CITY MANAGER 1. New Lease with Eden Prairie School District for City Center Space Synopsis: In 1993 the City, through its HRA leased space in City Center to the Eden Prairie School District. Starting approximately two years ago the City initiated discussions with the School District about a new lease. The existing lease allowed for termination of the School District lease upon the termination of the HRA lease with the City. The City Council took action in April 2012 to terminate the City/HRA Lease. The City Council did not wish to terminate the School District lease without negotiating a new lease between the School District and the City. The City also anticipated that CH Robinson would vacate its space in City Center and that new lease terms would be desirable and helpful in releasing the former CH Robinson space. The new lease provides for a ten ANNOTATED AGENDA May 20,2014 Page 8 (10) year term with one ten year renewal option. As part of the discussion with the School District, the District requested additional space for a new program. The additional space is approximately 2910 square feet. The building has been re-measured under BOMA standards and the combination of the old and new space has been determined to be 51,315 square feet. The prior lease was based on 46,453 feet. The District requested as part of the negotiation a period of zero basic rent and the Lease provides one year of no basic rent. In years 2-5 the basic rent is $7.00 per square foot and increases 2.5% each year thereafter. The School District also pays its share of Operating Expenses as it does under the current lease. Finally the School District is adding 2,200 square feet of space for a new program called Tassel. That space is coming from space previously occupied by CH Robinson. The City is paying the cost to remodel that new space and the School District is reimbursing the City for the total cost of the remodel through the payment of additional rent in the first five years of the Lease. The Lease continues the partnership that has existed between the City and School District since 1993, provides needed space to the School District and serves the City's interest in leasing out significant areas of City Center to a compatible and reliable partner. MOTION: Move to approve a new lease with the Eden Prairie School District and authorize the Mayor and City Manager to execute the Lease with terms substantially the same as the attached lease subject to such changes as are recommended by the City Attorney and approved by the Mayor and City Manager. C. REPORT OF THE COMMUNITY DEVELOPMENT DIRECTOR D. REPORT OF PARKS AND RECREATION DIRECTOR E. REPORT OF PUBLIC WORKS DIRECTOR F. REPORT OF POLICE CHIEF G. REPORT OF FIRE CHIEF H. REPORT OF CITY ATTORNEY XV. OTHER BUSINESS XVI. ADJOURNMENT MOTION: Move to adjourn the City Council meeting. CITY COUNCIL AGENDA DATE: SECTION: Presentations May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: IV.A. Jay Lotthammer, Parks and Presentation of AARP Driver Safety's Recreation Director "Top 100 Host"Award Requested Action No action is requested. Parks and Recreation Director, Jay Lotthammer, will share information and the commemorative plaque awarded to the Eden Prairie Senior Center. Synopsis The Eden Prairie Senior Center has been awarded a national "Top 100 Host" designation for AARP Driver Safety Programs. Out of 18,000 community organizations across the country that offered Driver Safety programs in 2013, the Top 100 were recognized based on the following criteria: • Host sites that reached the largest number of participants • Host sites that held the highest number of courses The Eden Prairie Senior Center hosted 35 Driver Safety courses in 2013 and served 585 participants. Within the top 100 sites nationally, our Senior Center ranked 17tn In the award notification letter to the Eden Prairie Senior Center, AARP Vice President and National Director for Driver Safety Julie E. Lee states: "I cannot thank you and your staff enough for your ongoing leadership, commitment and generosity. Thanks to your hard work and support, your community is safer for all road-users, and hundreds of drivers are safer, and more confident behind the wheel." Background Information The Eden Prairie Senior Center has hosted Driver Safety programs for older drivers for many years. Local participants have access to both daytime and evening courses each month which are designed to refine existing skills and develop safe, defensive driving techniques. Attachment Top 100 Host Organizations DRIVER 1k. SAFETY)), AARP Real Possibilities 2013 Top 100 Host Organizations AARP Driver Safety holds courses in all 50 states, the District of Columbia, Puerto Rico, and the US Virgin Islands. We are forever thankful for the amazing support of community organizations all across the country, our hosts. Beginning in 2014, we are launching an annual award to the top 100 host organizations that helped our Volunteers with courses and were leaders in their community on the issue of safe driving. Congratulations to our inaugural winners. Top 100 by State Local Retail, 1 Top 100 by Type AK,GA,CT,DE,MT, Local Insurance Other,1 Parks/Recreation,1 OR,SC,WA-1 each Agent,1 Salvation Army,1 PA,2Religious,2 LA,2 NM, City/County Govt., ill CA,2 ik, C❑, Retirement Hse/Condo,6 AR,2 Nv,3 l Education,8 for Center,42 FL,4 Hospltal/HMO,11 _ . 1 Below is the list of the inaugural Top 100 Hosts for 2013 in ranked order: 75% based on total participants, 25%based on total courses. 1. Creekside Community Center Bloomington, MN 2. White Bear Area Senior Center White Bear Lake, MN 3. Hamburg Senior Center Hamburg, NY 4. Staten Island University Hospital Staten Island, NY 5. East Jefferson General Hospital Metairie, LA 6. Will Public Library Yonkers, NY 7. Middle Country Library—Selden Branch Selden, NY 8. Mall of America Bloomington, MN 9, Alexandria Senior Center Alexandria, MN 10. Maple Grove Senior Center Maple Grove, MN 11. Marasco Senior Center New Windsor, NY 12. SeniorPlace Owatonna, MN 13. Levittown Library Levittown, NY 14. Manzano Mesa Multigenerational Center Albuquerque, NM 15, New Brighton Community Center New Brighton, MN 16. Farmingdale Public Library Farmingdale, NY 17. Eden Prairie Senior Center Eden Prairie, MN 18. Moorhead Community Education Moorhead, MN 19. Longwood Public Library Middle Island, NY 20. Hastings Senior Center Hastings, NY 21. South Huntington Library Huntington Station, NY 22. Delray Medical Center Delray Beach, FL 23. Village Insurance Bella Vista, AR 24. Riverhead Library Riverhead, NY 25, Newark Senior Center Newark, DE 26. Putnam Hospital Center Carmel, NY 27. Emma Clark Library Setauket, NY 28. Baptist Health Hospital Little Rock, AR 29. Middle Village Adult Center Middle Village, NY 30. Cheektowaga Senior Center Cheektowaga, NY 31. South Fallsburg Senior Center South Fallsburg, NY 32, New Hartford Senior Center New Hartford, NY 33. Mulberry House Senior Center Middletown, NY 34. The Center Brainerd, MN 35. Rosetta Gaston Senior Center Brooklyn, NY 36. Canton Woods Senior Center Baldwinsville, NY 37, Mang Community Center Kenmore, NY 38. Richardson Senior Center Richardson, TX 39_ Bar Harbour Library Massapequa Park, NY 40. Saint Catherine's Catholic Church Orange Park, FL 41. Northfield Senior Center Northfield, MN 42. East Meadow Public Library East Meadow, NY 43. Smithtown Library Smithtown, NY 44. Plainview Old Bethpage Library Plainview, NY 45. Hauppauge Library Hauppauge, NY 46. Ed Handke Family Center Elk River, MN 47. Sun City Summerlin Las Vegas, NV 48. Winona Friendship Center Winona, MN 49. Dale Association Lockport, NY 50. Brentwood Library Brentwood, NY 51. Staten Island Comm. Services Friendship Club Staten Island, NY 52. Presbyterian Healthplex Albuquerque, NM 53. Torrance Memorial Medical Center Torrance, CA 54. Lancaster Senior Center Lancaster. NY 55. Hampton Bays Library Hampton Bays, NY 56. Heritage Hills Lake Lodge Somers, NY 57. Red Wing Community Education Red Wing, MN 58_ William K. Sanford Library Loudonville, NY 59. Forest Lake Senior Center Forest Lake, MN 60. Sun City Hilton Head Bluffton, SC 61. Russell Brett Senior Center Lake Katrine, NY 62. Hicksville Public Library Hicksville, NY 63. Sachem Library Holbrook, NY 64. North Bellmore Library North Bellmore, NY 65. Fort Schuyler House Senior Living Bronx, NY 66. Patchogue-Medford Library Patchogue, NY 61 Monticello Senior Center Monticello, MN 68. Bethpage Public Library Bethpage, NY 69. Faribault Area Senior Center Faribault, MN 70, Edina Community Education Center Edina, MN 71. West Babylon Library West Babylon, NY 72. Comsewogue Public Library Port Jefferson Station, NY 73. Robert Couche Senior Center Jamaica, NY 74. Senior League Brooklyn, NY 75. Community Thread — Stillwater Senior Center Stillwater, MN 76. Litchfield Community Education Litchfield, MN 77. Mill Creek Township Erie, PA 78. Sun City MacDonald Ranch Henderson, NV 79. Sun City Anthem Henderson, NV 80, Rossmoor Walnut Creek Walnut Creek, CA 81. Moundsville Community Center Moundsview, MN 52. Pope County Public Health Glenwood, MN 83, Grand Rapids Community Education Grand Rapids, MN 84. St. Martha Activity Center Baton Rouge, LA 85. Colorado Springs Senior Center Colorado Springs, CO 86, Garland Senior Activity Center Garland, TX 87. Greenwich Hospital Greenwich, CT 88, Piano Senior Center Plano, TX 89. Beardall Senior Center Orlando, FL 90. Puyallup Activity Center Puyallup, WA 91. Chamber of Commerce Pinellas Park, FL 92. St. Peter Community Education St. Peter, MN 93. Evergreen Senior Center Duluth, MN 94. Longmont Senior Center Longmont, CO 95. Anchorage Senior Center Anchorage, AK 96. Salvation Army McAllen, TX 97. Summit Health and Fitness Center Kalispell, MT 98. Legacy Mount Hood Medical Center Gresham, OR 99. Enon Tabernacle Baptist Church Philadelphia, PA 100. Phoebe Northwest Albany, NY To find a course or host near you, visit www.aarp.orgldrive. CITY COUNCIL AGENDA DATE: SECTION: Presentations May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: IV.B. Sue Kotchevar, Office of the 2013 Comprehensive Annual Financial City Manager/Finance Report(CAFR) Requested Action Move to: Accept the 2013 Comprehensive Annual Financial Report (CAFR). Synopsis Minnesota statutes require that by June 30 of each year,the City prepare a financial report for activities of the previous year. This accounting report will be forwarded to the State by that deadline. Preparation of the report is largely the work of the Finance Division. The report is prepared with review by the independent auditing firm of Kern, Dewenter,Viere, Ltd. Kern, Dewenter,Viere, Ltd issued an unmodified opinion which is the highest level of opinion the City can receive and means the auditor believe the financial statements are fairly presented in all material respects. Steve Wischmann,partner in the accounting firm will make a presentation of the financial report. Attachments • 2013 CAFR • Communication Letter • Independent Auditor's Reports iii„....„ ,,, „,„ � �� ... EDEN " isiii,• ; �Y v • � 1 ` 4� '' ° LIVE•WDRK•DREAM 4,) _ 1 fryk- A i .N"a f' ! �,.. q.• . _ s -,i W ".1`:+7 _.. "}}1l( Y4+.F{ r�+y. .�ply t q w'"",•«, .^_ • r't _ _�r¢> - ,� �'` p � f far if D r,�4�' _ .. r ___.44arat... -_- ____ . � - *w J .. " .. _.'_ - _ �' • --,.... -7___=— ---::_____ : 0 ' ,. , . 01. I! ' A� - ►`' _ _ ,,,.'r -Yip ,, • j I ] l . J ! q.l •_ �' - i .,.. _ . tail • '1 °� i ilpl�� l II 1 COMPREHENSIVE ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED DECEMBER 31, 2013 CITY OF EDEN PRAIRIE, MINNESOTA COMPREHENSIVE ANNUAL FINANCIAL REPORT of the CITY OF EDEN PRAIRIE MINNESOTA For The Year Ended December 31, 2013 Rick Getschow, City Manager Prepared by THE FINANCE DIVISION Sue Kotchevar, Chief Financial Officer City of Eden Prairie, Minnesota For the Year Ended December 31, 2013 Table of Contents Page Introductory Section Letter of Transmittal 6 GFOA Certificate of Achievement 14 Organizational Chart 15 List of Principal Officials 16 Financial Section Independent Auditor's Report 18 Management's Discussion and Analysis 21 Basic Financial Statements Government-wide Financial Statements Statement of Net Position 36 Statement of Activities 37 Fund Financial Statements Balance Sheet-Governmental Funds 40 Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position 42 Statement of Revenues, Expenditures and Changes in Fund Balances - Governmental Funds 43 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balances of Governmental Funds to the Statement of Activities 45 Statement of Revenues, Expenditures and Changes in Fund Balance - Budget and Actual - General Fund 46 Statement of Net Position - Proprietary Funds 49 Statement of Revenues, Expenses and Changes in Net Position - Proprietary Funds 50 Statement of Cash Flows - Proprietary Funds 51 Statement of Fiduciary Net Position-Agency Funds 53 Notes to Financial Statements 54 City of Eden Prairie, Minnesota For the Year Ended December 31, 2013 Page Required Supplemental Information Modified Approach for Infrastructure Assets 92 Other Post-Employment Benefits Plan-Schedule of Funding Progress 93 Combining Fund Statements Combining Balance Sheet-Nonmajor Governmental Funds 101 Combining Statement of Revenues, Expenditures and Changes in Fund Balance - Nonmajor Governmental Funds 111 Combining Statement of Net Position - Internal Service Funds 122 Combining Statement of Revenues, Expenses and Changes in Net Position - Internal Service Funds 124 Combining Statement of Cash Flows - Internal Service Funds 126 Combining Statement of Fiduciary Net Position -Agency Funds 131 Combining Statement of Changes in Assets and Liabilities - Agency Funds 132 Statistical Section Government-wide Net Position by Category 135 Changes in Net Position - Total 136 Changes in Net Position - Governmental Activities 137 Changes in Net Position - Business-type Activities 138 Fund Balances - Governmental Funds 139 Changes in Fund Balances - Governmental Funds 140 Assessed/Tax Capacity Value and Estimated Market Value of Property 141 Direct and Overlapping Property Tax Rates 142 Principal Property Taxpayers 143 Property Tax Levies and Collections 144 Legal Debt Margin 145 Ratios of Outstanding Debt by Type 146 Ratios of Total Debt Outstanding by Type 147 Computation of Direct and Overlapping Bonded Debt 148 Demographic and Economic Statistics 149 Principal Employers 150 Employees by Function 151 Operating Indicators 158 Capital Assets Statistics by Function 159 Introductory p,I EDEN PRAIRIE April 25,2014 LivE•wcRK•DREAr.I To the Honorable Mayor, Members of the City Council and the Citizens of the City of Eden Prairie: The comprehensive annual financial report of the City of Eden Prairie, Minnesota, for the year ended December 31, 2013, is hereby submitted. The report was prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) as established by the Governmental Accounting Standards Board and meets the requirements of the State Auditor's Office. The report consists of management's representations concerning the finances of the City. Consequently management assumes full responsibility for the completeness and reliability of all information presented within this report. To provide a reasonable basis for making these representations, management of the City has established internal controls designed to protect the City's assets from loss, theft or misuse and to provide sufficient information for the preparation of these financial statements in conformity with GAAP. Because the cost of internal controls should not outweigh the benefits, the City's internal controls have been designed to provide reasonable rather than absolute assurance that the financial statements will be free from material misstatements. As management, we assert that to the best of our knowledge and belief this financial report is complete and reliable in all material respects. The City's financial statements have been audited by Kern, DeWenter, Viere, Ltd. Certified Public Accountants. The goal of the independent audit was to provide reasonable assurance that the financial statements of the City for the year ended December 31, 2013, are free of material misstatement. The independent audit involved examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates used by management; and evaluating the overall financial statement presentation. Based upon the audit, the independent auditor concluded that there was reasonable basis for rendering an unmodified opinion that the City's financial statements, for the year ended December 31, 2013, are fairly presented in conformity with GAAP. The independent auditors report is present in the financial section of this report. GAAP requires that management provide a narrative introduction, overview, and analysis to accompany the basic financial statements in the form of Management's Discussion and Analysis (MD&A). This letter of transmittal is designed to complement the MD&A and should be read in 6 conjunction with it. The City's MD&A can be found in the financial section of this report immediately following the report of the independent auditors. City Profile Eden Prairie is a suburban community of 62,004 people located in the southwest corner of Hennepin County in a setting of rolling hills and picturesque lakes and creeks. Eden Prairie has a convenient location, a comprehensive system of highways, and is a short distance from downtown Minneapolis and St. Paul and the Minneapolis-St. Paul International Airport. Incorporated in 1974 as a City,the City of Eden Prairie operates under a Statutory Plan B form of government. Policymaking and legislative authorities are vested in the governing council, which consists of a mayor and a four-member council. The governing council is responsible, among other things, for passing ordinances, adopting the budget, appointing committees and hiring the government's manager and attorney. The council is elected on a nonpartisan basis. The mayor and council members are elected to four-year staggered terms. The City Manager is responsible for carrying out the policies and ordinances of the governing council, for overseeing the day-to- day operations of the government, and to assign appropriate responsibility and authority to City staff for the efficient and effective delivery of City services. The City provides its residents and businesses with a full range of municipal services consisting of police and fire protection, street maintenance, recreation programs, park maintenance, community and economic development,building inspections, and a water and sewer utility. The City is also financially accountable for the Housing and Redevelopment Authority (HRA), which is included in the City's financial statements as a blended component unit. Additional information on the HRA can be found in Note 1 in the notes to the financial statements. The biennial budget serves as the foundation for the City's financial planning and control. Departments submit budget requests to Finance in May and the City Manager presents the proposed budget to the City Council for review prior to September 15th of each year. Budget workshops are usually held with the City Council in June or July and in August. The City Council holds a public meeting on the proposed budget and adopts the final budget in December each year. During the first year of the two year budget process, both years' budgets are developed and the first year's budget is adopted by the council. During the second year of the two year budget process, budget work is minimized. Staff updates the budget for any significant budget developments and the council then reviews and adopts the second year budget. The budget is prepared by department and division. The City's directors and division managers may make transfers of appropriations within a division. Transfers of appropriations between departments require the approval of the City Manager. Any changes in the total budget must be approved by the City Council. Economic Conditions and Outlook The City of Eden Prairie is located in the southwest corner of the Minneapolis/St. Paul Metropolitan area. With the last update of the comprehensive plan and the trend towards condensed multi-family housing in the downtown area, it is expected that Eden Prairie's population will grow to 77,100. Year Population Increase 1960 Census 3,233 134% 1970 Census 6,938 115% 1980 Census 16,263 134% 1990 Census 39,311 142% 2000 Census 54,901 40% 2010 Census 60,797 11% 2013 City Estimate 62,004 2% Below summarizes City market value since 2003. Market Value 10,000,000,000 8,000,000,000 :':': i . iiiiiiiiii 11111111111 2,000,000,000 0 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 Market Value —Expon.(Market Value) The City's tax base declined from $8.6 billion to $8.5 billion from 2012 to 2013. In 2014, the market value increased back to $8.6 billion. An even larger increase of over 4% is currently projected for 2015. 8 The business environment in Eden Prairie is good. Eden Prairie's unemployment rate is 3.5% which is less than the State rate of 4.7% and the US rate of 6.5%. Business continues to invest in Eden Prairie including the following new development this past year: • Help Systems interior remodel- $1,048,650 valuation • JC Penney interior remodel - $1,300,000 valuation • Champions Hall turf field addition - $1,800,000 valuation • Eden Prairie Central Middle School reroof- $1,029,000 valuation • Stratasys interior remodel- $2,100,000 valuation • Optum interior building remodel- $1,855,000 valuation • New retail building on Martin Drive - $1,150,000 valuation • United Health new parking ramp - $23,150,000 valuation • International School new residence hall - $3,250,400 valuation • United Health 15 story office building- $95,500,000 valuation Also, 114 units of single family were added including 104 homes for the Reeder Ridge development. We expect businesses to continue to invest in Eden Prairie and to remain a favorable location to conduct business. Light Rail Transit(LRT) The proposed Southwest Light Rail Transit (LRT) line is a high-frequency train serving Eden Prairie, Minnetonka, Hopkins, St. Louis Park, and Minneapolis. It is part of the Green Line which includes the Central Corridor LRT currently under construction. Therefore, riders of Southwest LRT will be able to continue into St. Paul via the Central Corridor without changing trains. The Southwest LRT line will also connect to other rail lines (Hiawatha, Northstar, and the future Bottineau) and high-frequency bus routes in downtown Minneapolis, providing access to the University of Minnesota, Minneapolis-St. Paul Airport, Mall of America, the State Capitol, downtown St. Paul, Big Lake, and eventually the northern Twin Cities suburbs. Connections to other rail lines will occur at the Intermodal Station in downtown Minneapolis. At this time, the Southwest LRT is projected to open in 2018,though project schedule depends on securing federal and local funds. There are five proposed Light Rail stations in Eden Prairie. Eden Prairie's LRT projects include planning and development of the stations, park-and-ride facilities, local roadway improvements, 9 sidewalks, trails, streetscape and other infrastructure. The station areas also have great potential for additional housing,employment and shopping opportunities via infill or redevelopment. United Health Group The northeast corner of Eden Prairie is being transformed as reconstruction projects along Shady Oak Road and The United Health Group (UHG) campus have started. The first phase of the UHG project included the construction of two eight story buildings and a parking ramp in 2013. The total project includes four new buildings totaling almost 1.5 million square feet of office space on 71 acres. The $240 M redevelopment project is transforming the wooded area just bordering Eden Prairie into a state-of-the-art walkable corporate campus with space for a light rail transit station. The second phase is expected to be completed in 2014 with the completion of the third building and the third phase is expected to be completed in 2015 or 2016 with the completion of the fourth building. Eden Prairie serves as the corporate headquarters location for many national and international businesses including CH Robinson World Wide, GE Capital, United Healthcare Services, numerous multi-tenant office building partnerships, Lifetouch Inc., SuperValu Inc, American Family Mutual Insurance, MTS systems Corporation, and others. Eden Prairie also has key locations for retailing including the City's mall which has approximately 1.5 million square feet of shopping. The mall is part of the City's "Major Center Area" or downtown. Stores include a 160,000 square foot Von Maur Department Store, a Barnes and Noble Bookstore, an 18-screen AMC movie theater, numerous restaurants including Wildfire,Biaggi's, and other national retailers. The Southwest Station is also part of the City's downtown and includes the Southwest metro transit hub and offices, 900 car parking structure, multiple restaurants and a luxury 236 unit condominium complex. Long-term Financial Planning The City has implemented various financial/budget policies to guide the Council and staff when making financial decisions to ensure the long-term stability and flexibility of City finances and operations. These policies include the following: • The original budget should be balanced with revenues equal to expenditures, • One-time revenues will be used for one-time expenditures, • The City will maintain fund balance for working capital in the general fund 50% of the next year's tax levy, • The City will also maintain 10% of the next year's budget in fund balance for budget stabilization and 5% of the next year's budget for budget balancing, 10 • The City will confine long-term debt to capital improvements or projects that cannot be financed from current revenues,and • The City will maintain a ten-year capital improvement plan to provide for capital asset acquisition,maintenance, replacement, and retirement. As part of the budget process,the council reviews and updates the City's financial policies. Major Initiatives Shady Oak Road In conjunction with United Health Group's business expansion in Eden Prairie,the City in coordination with Hennepin County,MnDOT, and the City of Minnetonka is in the process of developing plans and construction for the improvement of Shady Oak Road (County Road 61) between and including the interchanges of Highway 62 and Highway 212. The proposed project will be constructed in two phases called North and South. The northern phase of the project which starts approximately 800 feet north of Rowland Road and extends northerly through the Highway 62 interchange was completed in 2013. The project cost approximately$10 million dollars and was 100% assessed. The southern phase of the project,which includes the full reconstruction of Shady Oak Road from the intersection of Flying Cloud Drive to the limits of the north phase (800 feet north of Rowland Road), is expected to be constructed in 2014 and 2015. The project will cost approximately$30 million dollars. This phase of the project will be funded by State grant funds,municipal state aid, Hennepin County, and special assessment. Energy Initiative The City of Eden Prairie has been implementing an energy initiative called 20-40-15 that is aimed at increasing the overall efficiency of the City's use of electricity, fuel and other energy resources. The plan calls for increased energy efficiency in City-owned facilities by 20 percent; increased fuel efficiency in the City's fleet of vehicles by 40 percent; and accomplishing these goals by the year 2015. To date the City has accomplished the following: • Reduced total energy consumption by almost 12 billion British Thermal Units (BTU's) • Increased overall energy efficiency by 15 percent • Reduced annual carbon dioxide emissions by 2,000 metric tons 11 • Achieved nearly$200,000 in annual energy cost savings Recent projects completed include the following: • Advanced energy recovery strategies for the Community Center ice rink cooling system, including recovery of waste heat from compressors,variable speed drives for pumps and fans; • The installation of energy-saving ceilings in the the ice rinks; • The addition of electric vehicles to the City's fleet, as well as an electric vehicle charging station at City Center, and • The retrofit of several 250-watt high pressure sodium street lights with more energy efficient 100-watt LED street lights. Certificate of Achievement The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City of Eden Prairie for its Comprehensive Annual Financial Report (CAFR) for the fiscal year ended December 31,2012. The Certificate of Achievement is a prestigious national award-recognizing conformance with the highest standards for preparation of state and local government financial reports. In order to be awarded a Certificate of Achievement, a government unit must publish an easily readable and efficiently organized comprehensive annual financial report whose contents conform to program standards. Such comprehensive annual financial report must satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year. The City of Eden Prairie has received a Certificate of Achievement every year since 1990. We believe our current report continues to conform to the Certificate of Achievement program requirements, and we are submitting it to GFOA. In addition, the Government Finance Officers Association of the United States and Canada (GFOA) presented the Distinguished Budget Presentation award to the City of Eden Prairie for its Two Year Budget for the fiscal years beginning January 1, 2012 and 2013. In order to receive this award, a government unit must publish a budget document that meets program criteria as a policy document, as an operations guide, as a financial plan and a communications device. The award is valid for a period of two years only. The City of Eden Prairie has received a Distinguished Budget Presentation award for every budget since 1998. Also,the Government Finance Officers Association of the United States and Canada (GFOA) has given an Award for Outstanding Achievement in Popular Annual Financial Reporting to the City of Eden Prairie for its Popular Annual Financial Report for the fiscal year ended December 31, 2012. The Award for Outstanding Achievement in Popular Annual Financial Reporting is a prestigious national award recognizing conformance with the highest standards for preparation 12 of state and local government financial reports. In order to receive an Award for Outstanding Achievement in Popular Annual Financial Reporting, a government unit must publish a Popular Annual Financial Report, whose contents conform to program standards of creativity, presentation, understandability, and reader appeal. An Award for Outstanding Achievement in Popular Annual Financial Reporting is valid for a period of one year only. The City of Eden Prairie has received the award annually since 1998. We believe our current report continues to conform to the Popular Annual Financial Reporting requirements, and we are submitting it to GFOA. Acknowledgements We would like to express our appreciation to the employees of the Finance Division for their contribution to the preparation of this report. We would also like to thank the Mayor and Council Members for their continued support in planning and conducting the financial operations of the City in a responsible and progressive manner. Respectfully submitted, jr.t, Rick Getschow Sue Kotchevar City Manager Chief Financial Officer 13 City of Eden Prairie, Minnesota For the Year Ended December 31, 2013 GO Government Finance Officers Association Certificate of Achievement for Excellence in Financial Reporting Presented to City of Eden Prairie Minnesota For its Comprehensive Annual Financial Report for the Fiscal Year Ended December 31, 2012 *Cr Executive Director/CEO 14 City of Eden Prairie, Minnesota For the Year Ended December 31, 2013 Citizens Housing&Redevelopment Boards and Commissions City Council Authority(HRA)' • • Board of Appeals and Equaiiza Lion 'City Council serves in this capacity • Conservation Commission • Flying Cloud Airport Advisory Commission • Heritage Preservation Commission • Human Rights and Diversity Commission City Manager Office of the City Manager • Parks,Rec&Natural Resources Commission • Planning Commission • Administration I City Clerk • Communications • Facilities • Finance I Liquor Operations Departments • Human Resources I Customer ticry ice • iT Community Fire Parks and Recreation Police Public Works Development • Assessing • BuildingInspections • Community Len ler • Ulficenflhc Pollee Chid l • ling,ineeruzg . EwnomicDevelopmenL • Emergency-Preparedness • Parks&Natural Resuurecs. • Iuiestigalions • Fleet Services . Housing& . Fire Prevention . RecrealiorServices • Patrol . Slrcets,Maintenance Com re uni ty Services . Fire Suppression • SupportOperalions . UlililyOperations . Planning 15 City of Eden Prairie, Minnesota For the Year Ended December 31, 2013 Principal Officials Elected Officials: Mayor (Term expiration 12/31/14) Nancy Tyra-Lukens Council Member (Term expiration 12/31/16) Ron Case Council Member (Term expiration 12/31/16) Brad Aho Council Member (Term expiration 12/31/14) Sherry Butcher Wickstrom Council Member (Term expiration 12/31/14) Kathy Nelson Appointed Officials: City Manager Rick Getschow City Attorney Richard Rosow Departments: Chief of Police Rob Reynolds Community Development Director Janet Jeremiah Fire Chief George Esbensen Parks and Recreation Director Jay Lotthammer Public Works Director Robert Ellis 16 Financial I(DA Expert advice. When you need it.' INDEPENDENT AUDITOR'S REPORT Honorable Mayor and Members of the City Council City of Eden Prairie Eden Prairie, Minnesota Report on the Financial Statements We have audited the accompanying financial statements of the governmental activities, the business-type activities, each major fund and the aggregate remaining fund information of the City of Eden Prairie, Minnesota, as of and for the year ended December 31, 2013, and the related Notes to the Financial Statements, which collectively comprise the City's basic financial statements as listed in the Table of Contents. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the City's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. Expert advice. When you need it.sm St.Cloud Twin Cities www.kdv.com 220 Park Avenue S. 3800 American Boulevard W. Certified Public Accountants P.O.Box 1304 Suite 1000 Toll Free Wealth Management St.Cloud,Minnesota Bloomington,Minnesota 877.912.7696 Payroll Services 56302 55431 Business Valuations Phone:320.251.7010 Phone:952.563.6800 Technology Help Desk Technology Services Fax:320.251.1784 Fax:952.563.6801 866.400.6426 18 I(DV We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. Opinions In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business-type activities, each major fund and the aggregate remaining fund information of the City of Eden Prairie, Minnesota, as of December 31, 2013, and the respective changes in financial position and, where applicable, cash flows thereof and the budgetary comparison for the General Fund for the year then ended in accordance with accounting principles generally accepted in the United States of America. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require that the Management's Discussion and Analysis, which follows this report letter, and the information on the City's modified approach to infrastructure reporting as well as the Schedule of Funding Progress—Other Post Employment Benefit Plan as listed in the table of contents,be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Other Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City of Eden Prairie's basic financial statements. The Introductory Section, combining and individual fund financial statements and Statistical Section are presented for purposes of additional analysis and are not a required part of the basic financial statements. The combining and individual fund financial statements are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining and individual fund financial statements are fairly stated, in all material respects, in relation to the basic financial statements as a whole. The introductory and statistical sections have not been subjected to the auditing procedures applied in the audit of the basic financial statements, and accordingly, we do not express an opinion or provide any assurance on it. 19 I(DV Report on Summarized Comparative Information We have previously audited the City's 2012 financial statements, and our report, dated May 6, 2013, expressed unmodified opinions on the respective financial statements of the governmental activities, the business-type activities, each major fund and the aggregate remaining fund information. In our opinion, the summarized comparative information presented herein as of and for the year ended December 31, 2012, is consistent, in all material respects, with the audited financial statements from which it has been derived. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated April 25, 2014 on our consideration of the City of Eden Prairie's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City of Eden Prairie's internal control over financial reporting and compliance. 1/6.A.A,.., Pe W,e.“4, V--e-e-cc. L6r- KERN, DEWENTER, VIERE, LTD. St. Cloud, Minnesota April 25, 2014 20 City of Eden Prairie, Minnesota Management's Discussion and Analysis As management of the City of Eden Prairie, this section of the City's comprehensive annual financial report presents a discussion and analysis of the City's financial activities during the fiscal year ended December 31, 2013. This discussion and analysis should be read in conjunction with the transmittal letter in the introductory section of this report. Financial Highlights The City as a Whole • The assets of the City exceeded liabilities by$390 million. Of this amount, $73 million (unrestricted net position) may be used to meet the City's ongoing obligations to citizens and creditors, $311 million is invested in capital assets, and$6 million is restricted. • The City's total net position decreased by$1,816,947 or.5%. The key factors in this decrease were the construction projects at Shady Oak Road North and South. Offsetting the construction costs were additional revenues received in 2013 for building permit revenue and sales exceeding expenses for the Water and Sewer funds. • The City's total long-term liabilities decreased by $5,324,254 or 9% in comparison with the prior year. Contributing to the decrease was the payment $1,730,000 for the 2005B General Obligation Improvement Revolving crossover bonds and the current year retirements of outstanding bonds. Fund Financial Statements • The City's governmental funds reported combined ending fund balances of$67 million, a decrease of $6,591,786 or 9% in comparison with the prior year. The changes in fund balance can be contributed to changes to various funds including the following: • Increase in fund balance of $413,003 in the General fund due to maintaining the City's fund balance policy of maintaining adequate working capital for the first six months of next year and providing for budget stabilization. • Decrease in fund balance of$1,691,599 in the General Obligation Improvement Revolving 2005B fund due to the payment of the crossover debt. • Increase in fund balance of$3,103,044 in the Capital Improvement Maintenance fund, of which details can be found in the "Other Major Funds"section. • Increase in fund balance of$686,714 in the Public Improvement Construction fund due mainly to the collection of special assessment debt for prior construction costs. • Decrease in fund balance of $7,888,781 in the Shady Oak Road North fund due to planned construction costs. • Other governmental funds had an overall decrease in fund balance of$1,214,167 due mainly to the following increases and decreases: 21 City of Eden Prairie, Minnesota Management's Discussion and Analysis • Increase in fund balance of $576,454 in the Project fund due to future planned project expenditures. • Decrease in fund balance of$1,288,761 in the Shady Oak Road South fund due to planned project expenditures. • Decrease in fund balance of $406,846 in the Eden Prairie Road Fund. This fund will be funded with the issuance of debt. • Approximately 68% of the combined fund balances in the governmental funds is unrestricted and therefore available to meet the City's current and future needs. Using This Annual Report This annual report consists of a series of financial statements. The Statement of Net Position and the Statement of Activities provide information about the activities of the City as a whole and present a longer-term view of the City's finances. For governmental activities, the fund financial statements tell how these services were financed in the short term as well as what remains for future spending. Fund financial statements also report the City's operations in more detail than the government-wide statements by providing information about the City's most significant funds. The remaining statements provide financial information about activities for which the City acts solely as a trustee or agent for the benefit of those outside of the government. Reporting the City as a Whole The Statement of Net Position and the Statement of Activities One of the most important questions asked about the City's finances is "Is the City as a whole better off or worse off as a result of the year's activities?" The Statement of Net Position and the Statement of Activities report information about the City as a whole and about its activities in a way that helps answer this question. These statements include all assets and liabilities using the accrual basis of accounting, which is similar to the accounting used by most private-sector companies. All of the current year's revenues and expenses are taken into account regardless of when cash is received or paid. These two statements report the City's net position and changes in them. You can think of the City's net position - the difference between assets and liabilities - as one way to measure the City's financial health, or financial position. Over time, increases or decreases in the City's net position is one indicator of whether its financial health is improving or deteriorating. You will need to consider other nonfinancial factors, however, such as changes in the City's property tax base and the condition of the City's roads,to assess the overall health of the City. 22 City of Eden Prairie, Minnesota Management's Discussion and Analysis In the Statement of Net Position and the Statement of Activities, we divide the City into two kinds of activities: • Governmental Activities - Most of the City's basic services are reported here, including general government, public safety, public works, and parks and recreation. Property taxes, charges for services, and capital grants and contributions finance most of these activities. • Business-type Activities - The City charges a fee to customers to help it cover all or most of the cost of certain services it provides. The City's utility system (Water, Sewer and Storm Drainage Fund) and liquor operations are reported here. Reporting the City's Most Significant Funds Fund Financial Statements The fund financial statements provide detailed information about the most significant funds - not the City as a whole. Some funds are required to be established by State law and by bond covenants. However, the City Council establishes many other funds to help it control and manage money for particular purposes or to show that it is meeting legal responsibilities for using certain grants and other money. The City's two kinds of funds - governmental and proprietary - use different accounting approaches. • Governmental funds - Most of the City's basic services are reported in governmental funds, which focus on how money flows into and out of those funds and the balances left at year-end that are available for spending. These funds are reported using an accounting method called modified accrual accounting, which measures cash and all other financial assets that can readily be converted to cash. The governmental fund statements provide a detailed short-term view of the City's general government operations and the basic services it provides. Governmental fund information helps to determine whether there are more or fewer financial resources that can be spent in the near future to finance the City's programs. We describe the relationship between governmental activities (reported in the Statement of Net Position and the Statement of Activities) and governmental funds in a reconciliation provided after the fund financial statements. • Proprietary funds - When the City charges customers for the services it provides - these services are generally reported in proprietary funds. Proprietary funds are reported in the same way that all activities are reported in the Statement of Net Position and the Statement of Activities. 23 City of Eden Prairie, Minnesota Management's Discussion and Analysis The City of Eden Prairie maintains two different types of proprietary funds. • Enterprise funds are the same as the business-type activities reported in the government-wide statements but provide more detail and additional information, such as cash flows. • Internal service funds are an accounting device used to accumulate and allocate costs internally among the City's various functions. The City uses internal service funds to account for activities pertaining to employee benefits, workers compensation, personal time off accruals, property insurance,facilities,fleet services,and information technology. The City as Trustee Reporting the City's Fiduciary Responsibilities All of the City's fiduciary activities are reported in a separate Statement of Fiduciary Net Position. The City is fiduciary for resources collected and owed to others including developers and governmental agencies. We exclude these activities from the City's other financial statements because the City cannot use these assets to finance operations. The City is responsible for ensuring that the assets reported in these funds are used for their intended purposes. The accounting used for fiduciary funds is much like that used for proprietary funds. The City as a Whole The City's combined net position decreased from $392 million to $390 million and maintained its financial position. By far the largest portion of the City of Eden Prairie's net position, $311 million (approximately 80%) reflects its investment in capital assets (e.g. land, buildings, machinery, and equipment) less any related debt used to acquire those assets that is still outstanding. The City of Eden Prairie uses these capital assets to provide services to citizens; consequently, these assets are not available for future spending. Although the City's investment in its capital assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to liquidate these liabilities. An additional portion of the City's net position $6 million (approximately 1%), represents resources that are subject to external restrictions on how they may be used. The remaining balance of unrestricted net position, $73 million (approximately 19%), may be used to meet the City's ongoing obligations to citizens and creditors. At the end of the current fiscal year, the City is able to report positive balances in all of the categories of net position reported for the government as a whole. 24 City of Eden Prairie, Minnesota Management's Discussion and Analysis The following schedule provides a summary of the City's net position for the year ended December 31, 2013 (in thousands): Governmental Activities Business-Tvoe activities Total 2013 2012 2013 2012 2013 2012 Current and Other $ 84.074 $ 93.282 $ 17,448 $ 14,159 $ 101,522 $ 107,441 Capital Assets 211.788 211.352 136.185 137,971 347.973 349.323 Total Assets 295,862 304,634 153,633 152,130 449,495 456,764 Lona-Term Liabilities 49.457 54,346 3,781 4.216 53.238 58,562 Other Liabilities 4,972 5,044 1,416 1.415 6,388 6,459 Total Liabilities 54.429 59.390 5,197 5.631 59,626 65,021 Deferred Inflows - 57 - - - 57 Invested in Capital 177,981 182,116 132,802 134,141 310,783 316,257 Restricted 6.176 7,325 - - 6,176 7,325 Unrestricted 57,276 55.746 15,634 12.358 72.910 68,104 Total Net Position $ 241,433 $ 245,187 $ 148,436 $ 146,499 $ 389,869 $ 391,686 Key elements of these changes are shown on the following page. 25 City of Eden Prairie, Minnesota Management's Discussion and Analysis Governmental Activities Business-Type Total 2013 2012 2013 2012 2013 2012 Revenues: Program Revenues Charges for Services $ 12,263 $ 11,917 $ 29,829 $ 29,283 $ 42,092 $ 41,200 Operating Grants and Contributions 1,460 1,567 - - 1,460 1,567 Capital Grants and Contributions 2,900 7,127 3,070 53 5,970 7,180 General Revenues Property Taxes 32,674 32,144 - - 32,674 32,144 Tax Increment 3,535 3,353 - - 3,535 3,353 Grants and Contributions 862 837 - - 862 837 Investment Income 138 187 16 36 154 223 Gain on sale of Capital Assets - 34 - - - 34 Total Revenues 53,832 57,166 32,915 29,372 86,747 86,538 Expenses: Administration 5,855 4,008 - - 5,855 4,008 Community Development 5,679 6,251 - - 5,679 6,251 Police 12,846 12,414 - - 12,846 12,414 Fire 5,724 5,647 - - 5,724 5,647 Public Works 16,289 8,226 - - 16,289 8,226 Parks and Recreation 11,114 10,815 - - 11,114 10,815 Interest on Long Term Debt 1,337 1,845 - - 1,337 1,845 Water - - 9,565 9,571 9,565 9,571 Sewer - - 6,561 6,685 6,561 6,685 Storm - - 2,420 2,051 2,420 2,051 Liquor - - 11,174 11,247 11,174 11,247 Total Expenses 58,844 49,206 29,720 29,554 88,564 78,760 Changes in Net Position Before Transfers (5,012) 7,960 3,195 (182) (1,817) 7,778 Internal Transfers 1,258 1,170 (1,258) (1,170) - - Change in Net Position (3,754) 9,130 1,937 (1,352) (1,817) 7,778 Net Position, January 1 245,187 236,057 146,499 147,851 391,686 383,908 Net Position, December 31 $ 241,433 $ 245,187 $ 148,436 $ 146,499 $ 389,869 $ 391,686 26 City of Eden Prairie, Minnesota Management's Discussion and Analysis Governmental Activities Revenue by Source Charges for Other Sen'ices 23% Property Taxes and Grants and Tax Increment 67% Contributions 8% • For the year, property taxes totaled $32,674,010 which is an increase of $529,567 or 2% from 2012. The 2013 increase allows the City to keep staffing and service levels the same as last year. • Charges for services increased by $346,082 or 3% from 2012. This was due mainly to increased building permits and fees and increased revenue at the community center for memberships and facilities rentals. Offsetting the increase is a decrease in court fines and revenue bond fees. In 2012 the City received delinquent payments for revenue bond fees. • Operating grants and contributions decreased by $107,406 or 7% from 2012. This was mainly due to a decrease in the Community Development Block Grant. Offsetting the decrease was an increase in Police and Fire State Aid. • Capital grants and contributions decreased by $4,227,589 or 59% from 2012. This was due mainly to the DEED grant and state street aid received for the Shady Oak Road North construction project in 2012. Offsetting the decrease was an increase in franchise fees due to 2013 being the first full year of the new fees. 27 City of Eden Prairie, Minnesota Management's Discussion and Analysis Expenses by Program Administration Parks& Other 10% recreation 2% 19% Community Development 9% • Police 22% Public works 28% Fire 10% Expenses and Program Revenues -Governmental Activities (in Thousands) 18,000 - 16,000 14,000 12,000 10,000 8,000 6,On0 4,000 2,000 POW u tl�� Cal‘ FttFacMc No %ec6-9 �nt o tieS dspt expenses gpmgram revenue 28 City of Eden Prairie, Minnesota Management's Discussion and Analysis Business-type Activities For the business-type activities, charges for services accounts for 91% of revenues. The Water Fund, Sewer Fund and Storm Drainage Fund had a positive change to net position of$902,337, $510,167 and $392,067 respectively. The positive changes were primarily due to access charges that were collected and capital contributions. Without these one-time items, operating income after depreciation for the Water Fund, Sewer Fund and Storm Drainage Fund would have been ($1,762,162), ($1,080,432) and ($989,270) respectively. All three operations are expected to continue to make progress toward the financial goals as shown in the 2013 utility rate study. The Liquor operations had a positive change in net position of $132,335. Expenses and Program Revenues -Business-type Activities (in Thousands) $14,000 $12,000 rar $10,000 $8,000 $6,000 1 $4,000 82,000 $0 Water Sewer Storm Liquor ■Expenses MP rogram revenue 29 City of Eden Prairie, Minnesota Management's Discussion and Analysis The City's Funds The General fund is the chief operating fund of the City of Eden Prairie. The General fund had positive financial performance and the fund balance increased by $413,003. The table below reflects the changes to the City's General fund balance. 2013 2012 Difference Fund Balance: Nonspendable $ 24,702 $ 52,190 $ (27,488) Unassigned Budget Stabilization 6,093,689 5,893,437 200,252 Working Capital 15,370,852 15,104,613 266,239 Unassigned 45,000 71,000 (26,000) Total Fund Balance $ 21,534,243 $ 21,121,240 $ 413,003 Nonspendable Balances The amounts classified as nonspenable consist of amounts that are not in spendable form, such as prepaid assets. Unassigned Balances The unassigned fund balance consists of the budget stabilization balance and the working capital balance. Budget Stabilization In compliance with City policy, $4,062,459 or 10% of the 2014 budget was maintained for budget stabilization to be used for emergencies and maintenance of the City's Aaa bond rating. Also, $2,031,230 or 5% of the 2014 budget was maintained for budget balancing to be used for short term volatility in the City's finances. Working Capital In compliance with City policy, 50% of the next year's tax levy or $15,073,710 is maintained for working capital. This amount represents the amount needed to fund operations for the first six months of the year. The City receives a tax settlement in December that funds operations until the next settlement in June of the next year. An additional $297,142 was assigned to cover the planned 2014 budget deficit. 30 City of Eden Prairie, Minnesota Management's Discussion and Analysis Other Major Funds The General Obligation Improvement Revolving 2005B fund decreased by$1,691,599 in 2013 due to the refunding of the G.O. Bonds of 2005B. These bonds had a crossover date of 12/1/13. The Capital Improvement Maintenance fund increased by $3,103,044 in 2013. Revenue of$1,108,989 was collected which includes the tax levy, special assessments, building rental income, contributions, property insurance and workers comp dividends and investment income. The costs for the year pertained to the purchase of a fire ramp vehicle and parks turf mower, Round Lake Play Area renovation, various parking lot maintenance projects, and the Rice Marsh Lake Trail extension. During the year, $240,000 was transferred to the CIP Trails fund for various trail improvement projects and $375,000 was transferred to the 2008A Capital Equipment fund and 2009B G.O. Equip Certificate fund to reduce the 2013 debt levy. The fund received $2,136,662 and $1,100,000 from the General fund and Liquor funds respectively, due to positive operating results. The fund also received $17,026 to close out the Sprint/Nextel fund. The Public Improvement Construction fund increased by $686,714 in 2013. Special Assessments of $524,815 was collected. The costs for the year pertain to the Bluestein Lane Geotechnical Evaluation and Pioneer Trail Landscape projects. As of December 31, 2013, the fund had a negative fund balance of $2,770,805. The deficit will be reduced with the collection of special assessments and state aid. The Shady Oak Road North fund decreased by $7,888,781 in 2013. The Shady Oak Road North project will reconstruct Shady Oak Road from Rowland Road through the Highway 62 interchange. This project will be completed in 2014. The City's proprietary funds provide the same type of information found in the government-wide financial statements,but in more detail. Water revenue through December 31, 2013 totaled $7,721,859 which is a decrease of $889,095 or 12% from 2012 due to the following: • Increase in sales by approximately$56,000 due to increased tier rates • Increase in sales by approximately$249,000 due to the increase in the fixed charge • Decrease in sales by approximately$1,200,000 due to the decrease in water use. Access charges increased by$491,190 due mainly to the United Health Group development. 31 City of Eden Prairie, Minnesota Management's Discussion and Analysis Sewer revenue through December 31, 2013 totaled $5,435,885 which is an increase of $345,285 or 7% from 2012 due to the following: • Increase in sales by approximately$159,000 due to the rate increase. • Increase in sales by approximately$249,000 due to the increase in the fixed charge. • Decrease in sales by approximately$62,000 due to decrease in sewer use. Access charges increased by$103,590 due mainly to the United Health development. Storm Drainage revenue through December 31, 2013 totaled$1,431,265 which is an increase of$171,941 or 14% from 2012. The increase is due to the rate increase. The liquor operations had a successful year and the operations transferred $1,100,000 to the Capital Improvement Maintenance Fund. Sales totaled $12,144,893 which is an increase of$43,423 or .4% over 2012. Gross margins are at 26.9%which compares to 25.5%last year. Budgetary Highlights The General fund had positive operating results. Total revenues equaled $41,795,849 or 110% of the amount budgeted. The positive performance is due to conservative budgeting including a 2% allowance for uncollectible taxes, positive development revenue, and revenues collected from the Community Center. Other items had positive and negative variances. Total expenditures equaled $39,363,284 or 100% of the budget. All departments except Fire and Parks and Recreation have spent less than 100% of the amounts budgeted. Parks and Recreation has spent 105% of their budget but they have collected 111% of the amount budget for revenue. Capital Assets and Debt Administration Capital Assets At the end of 2013,the city had$348 million invested in capital assets. Major capital assets added during the current fiscal year by fund include the following: 32 City of Eden Prairie, Minnesota Management's Discussion and Analysis Significant Projects Amount 5010 Park Improvement Riley Lake Park Softball Field Extension $ 786,143 5046/5140 Improvement Projects Bluestem Ln Geotechnical Eval 146,470 5060 Capital Maintenance & Investment Round Lake Play Area Renovation 197,891 Rice Marsh Lake Trail Extension 129,737 5165 Transporation Baker/Mitchell Sidewalk 263,689 7050 - Water Capital Clarifier Recoating (Basins - Side 3) 495,955 Chemical Fee Systems Controls 133,403 8526 - IT Capital Internal Service Internal/External Network 309,457 8540 - Facilities Capital Internal Service Fund New Floor for Ice Rink#2 1,455,608 Capital Assets (net of depreciation, in thousands) Governmental Activities Business-type Activities Total 2013 2012 2013 2012 2013 2012 Land & Land Improv. $ 33,269 $ 32,434 $ 741 $ 746 $ 34,010 $ 33,180 Infrastructure 125,957 120,196 - - 125,957 120,196 Work in Progress 5,427 12,731 5 1,743 5,432 14,474 Distribution System - - 99,337 99,355 99,337 99,355 Buildings 38,016 37,565 31,140 32,474 69,156 70,039 Leasehold Improvements 30 34 574 659 604 693 Machinery& Equipment 1,309 925 4,011 2,670 5,320 3,595 Autos 3,379 3,785 348 277 3,727 4,062 Other Assets 4,401 3,682 29 47 4,430 3,729 Total $ 211,788 $ 211,352 $ 136,185 $ 137,971 $ 347,973 $ 349,323 The City has chosen to maintain infrastructure using the modified approach. This means the City does not depreciate the cost of infrastructure but maintains the system at a "good condition" level or higher. Additional information on the modified approach can be found in Note 1 of this report and additional information on the City's capital assets can be found in Note 4 of this report. 33 City of Eden Prairie, Minnesota Management's Discussion and Analysis The City's policy is to achieve an average rating of good (55-69) for all streets and trails. In the summer of 2013, the City conducted a physical condition assessment. This assessment will be performed every three years. As of December 31, 2013, the City's infrastructure system was rated at a Pavement Condition Index (PCI) of 78.8%, which is higher than the City's policy level. The City's infrastructure are constantly deteriorating resulting from the following factors: (1) traffic using the system; (2) the sun's ultra-violet rays drying out and breaking down the top layer of pavement; (3) utility company/private development trenching operations; (4) water damage from natural precipitation; and (5) frost heave. The City is continuously taking actions to prolong the life of the system through short- term maintenance activities such as pothole patching, crack sealing, seal coating, and overlaying. The City expended $2,263,758 on infrastructure maintenance for the year ending December 31, 2013. These expenditures delayed deterioration; however, the overall condition of the system was not improved through these maintenance expenditures. The City has estimated that the amount of annual expenditures required maintaining the City's infrastructure at the average PCI rating of good is approximately$1,661,000. Debt At year-end, the City had approximately $53 million in bonds and other long-term liabilities outstanding versus $59 million last year. Refer to Note 10 in the Notes to Financial Statements for a detailed schedule showing the City's long-term debt activity. Economic Factors and Next Year's Budgets The City's elected officials consider many factors when adopting the budget and determining fees for service and fees that will be charged for the business-type activities. These factors include service levels, the tax impact on the median value home, commercial/industrial and household growth, and inflation. Currently, the 2014 general fund budgeted appropriations are $40,624,594 which is an increase of $1,335,009 or 3% from the 2013 budget. Budgeted revenues less expenditures total ($297,142). The City plans to use fund balance for the difference. Contacting the City's Financial Management This financial report is designed to provide a general overview of the City's finances for those interested in the government's finances. If you have questions about this report or need additional financial information, contact the Finance Division at City of Eden Prairie, 8080 Mitchell Road, Eden Prairie, MN 55344. 34 Government - wide Financial Statements City of Eden Prairie,Minnesota Statement of Net Position December 31,2013 Primary Government Governmental Business-type Activities Activities Total ASSETS Cash and Cash Equivalents $ 62,949,337 $ 12,037,069 $ 74,986,406 Receivables Accounts 941,881 2,724,883 3,666,764 Interest 119,181 14,942 134,123 Due From Other Governments 201,494 69,093 270,587 Unremitted Taxes 179,390 - 179,390 Delinquent Taxes 179,522 - 179,522 Unremitted Special Assessments 10 10,378 10,388 Delinquent Special Assessments 7,752 310,695 318,447 Special Assessments 5,406,111 724,432 6,130,543 Unavailable Special Assessments 507,239 293,200 800,439 Inventories 107,166 1,231,774 1,338,940 Prepaid Items 458,309 31,248 489,557 Land Held for Resale 537,000 - 537,000 Restricted Cash and Cash Equivalents 12,479,217 - 12,479,217 Capital Assets Nondepreciable Land 22,006,728 656,356 22,663,084 Infrastructure 125,957,394 - 125,957,394 Work in Progress 5,427,223 4,791 5,432,014 Depreciable Buildings, Property and Equipment, Net 58,397,025 135,524,002 193,921,027 Total Assets 295,861,979 153,632,863 449,494,842 LIABILITIES Accounts and Contracts Payable 2,661,564 1,114,589 3,776,153 Salaries Payable 914,438 144,562 1,059,000 Interest Payable 572,450 7,938 580,388 Due to Other Governments 376,418 138,666 515,084 Unearned Revenue 447,468 10,204 457,672 Net OPEB Due in More Than One Year 994,249 172,161 1,166,410 Bonds Payable Due Within One Year 12,350,000 440,000 12,790,000 Due in More Than One Year 34,132,851 2,943,723 37,076,574 Capital lease payable Due Within One Year 43,107 - 43,107 Due in More Than One Year 89,593 - 89,593 Compensated Absences Due Within One Year 886,414 108,133 994,547 Due in More Than One Year 960,281 117,144 1,077,425 Total Liabilities 54,428,833 5,197,120 59,625,953 NET POSITION Net Investment in Capital Assets 177,981,232 132,801,426 310,782,658 Restricted for Perpetual Care, Nonexpendable 136,769 - 136,769 Restricted for Debt Service 6,039,005 - 6,039,005 Unrestricted 57,276,140 15,634,317 72,910,457 Total Net Position $ 241,433,146 $ 148,435,743 $ 389,868,889 The notes to financial statements are an integral part of this statement 36 City of Eden Prairie, Minnesota Statement of Activities For the Year Ended December 31, 2013 Program Revenue Operating Capital Charges for Grants and Grants and Expenses Services Contributions Contributions FUNCTIONS/PROGRAMS Primary Government Governmental Activities Administration $ 5,854,425 $ 1,176,919 $ - $ - Community Development 5,678,694 122,263 356,011 - Police 12,846,206 1,223,836 558,394 81,917 Fire 5,724,342 4,236,114 447,204 108,629 Public Works 16,288,862 497,720 68,865 2,529,156 Parks and Recreation 11,113,811 5,005,917 29,385 179,735 Interest on Long Term Debt 1,336,870 - - - Total Governmental Activities 58,843,210 12,262,769 1,459,859 2,899,437 Business-Type Activities Water 9,564,793 9,659,385 - 1,006,719 Sewer 6,532,297 6,265,514 - 769,945 Storm 2,420,535 1,499,405 - 1,264,477 Liquor 11,174,499 12,404,920 - - Total Business-Type Activities 29,692,124 29,829,224 - 3,041,141 Total Primary Government $ 88,535,334 $ 42,091,993 $ 1,459,859 $ 5,940,578 General Revenues Taxes Property Taxes, Levied for General Purposes Property Taxes, Levied for Debt Service Tax Increment Grants and Contributions Not Restricted to Specific Programs Investment Income Transfers Total General Revenues and Transfers Change in Net Position Net Position - Beginning Net Position - Ending The notes to financial statements are an integral part of this statement 37 Net (Expense) Revenue and Changes in Net Position Governmental Business-type Activities Activities Total $ (4,677,506) $ - $ (4,677,506) (5,200,420) - (5,200,420) (10,982,059) - (10,982,059) (932,395) - (932,395) (13,193,121) - (13,193,121) (5,898,774) - (5,898,774) (1,336,870) - (1,336,870) (42,221,145) - (42,221,145) 1,101,311 1,101,311 - 503,162 503,162 343,347 343,347 - 1,230,421 1,230,421 - 3,178,241 3,178,241 (42,221,145) 3,178,241 (39,042,904) 29,659,204 - 29,659,204 3,014,806 - 3,014,806 3,535,459 - 3,535,459 862,288 - 862,288 137,890 16,310 154,200 1,257,645 (1,257,645) - 38,467,292 (1,241,335) 37,225,957 (3,753,853) 1,936,906 (1,816,947) 245,186,999 146,498,837 391,685,836 $ 241,433,146 $ 148,435,743 $ 389,868,889 The notes to financial statements are an integral part of this statement 38 Fund Financial Statements CITY OF EDEN PRAIRIE, MINNESOTA BALANCE SHEET GOVERNMENTAL FUNDS DECEMBER 31,2013 Page 1 of 2 Debt Service Capital Projects General Obligation Improv. Capital Revolving Improvement General 2005E Maintenance ASSETS Cash and Investments $ 22,274,000 $ 406,710 $ 13,439,237 Receivables Accounts 332,672 - 15,909 Interest 25,378 720 20,562 Due From Other Governments 129,357 - - Unremitted Taxes 162,690 - 487 Delinquent Taxes 178,961 - 561 Unremitted Special Assessments - - - Delinquent Special Assessments - - 3,734 Deferred Special Assessments - 1,636,531 9,394 Special Deferred Special Assessments - - 123,155 Due From Other Funds - - 2,689,268 Prepaid Items 24,702 - - Land Held for Resale - - - Cash and Investments With Escrow Agent - - - Total Assets $ 23,127,760 $ 2,043,961 $ 16,302,307 LIABILITIES Accounts and Contracts Payable $ 425,260 $ - $ 27,884 Salaries Payable 825,981 - - Interest Payable - - Due to Other Governments 48,111 - - Due to Other Funds - - - Unearned Revenue 115,204 - 40,614 Total Liabilities 1,414,556 - 68,498 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Property Taxes 178,961 - 561 Unavailable Revenue-Special Assessments - 1,636,531 136,283 Total Deferred Inflows of Resources 178,961 1,636,531 136,844 FUND BALANCES Nonspendable 24,702 - - Restricted - 407,430 - Assigned - - 16,096,965 Unassigned 21,509,541 - - Total Fund Balance 21,534,243 407,430 16,096,965 Total Liabilities, Deferred Inflows of Resources,and Fund Balance $ 23,127,760 $ 2,043,961 $ 16,302,307 The notes to financial statements are an integral part of this statement 40 CITY OF EDEN PRAIRIE, MINNESOTA BALANCE SHEET GOVERNMENTAL FUNDS DECEMBER 31,2013 Page 2 of 2 Capital Projects Public Shady Oak Other Total Improvement Road Governmental Governmental Construction North Funds Funds ASSETS Cash and Investments $ - $ 1,847,625 $ 18,185,078 $ 56,152,650 Receivables Accounts - - 575,427 924,008 Interest - 11,810 49,320 107,790 Due From Other Governments - - 72,137 201,494 Unremitted Taxes - - 16,213 179,390 Delinquent Taxes - - - 179,522 Unremitted Special Assessments - - 10 10 Delinquent Special Assessments 4,018 - - 7,752 Deferred Special Assessments 845,976 - 2,914,210 5,406,111 Special Deferred Special Assessments 263,322 - 120,762 507,239 Due From Other Funds - - 1,153,592 3,842,860 Prepaid Items - - 2,145 26,847 Land Held for Resale - - 537,000 537,000 Cash and Investments With Escrow Agent - - 12,479,217 12,479,217 Total Assets $ 1,113,316 $ 1,859,435 $ 36,105,111 $ 80,551,890 LIABILITIES Accounts and Contracts Payable $ 54,140 $ 1,115,685 $ 255,331 $ 1,878,300 Salaries Payable - - 12,449 838,430 Interest Payable 4,781 - 1,889 6,670 Due to Other Governments 22,616 3,089 3,080 76,896 Due to Other Funds 2,689,268 - 1,153,592 3,842,860 Unearned Revenue - - 286,450 442,268 Total Liabilities 2,770,805 1,118,774 1,712,791 7,085,424 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Property Taxes - - - 179,522 Unavailable Revenue-Special Assessments 1,113,316 - 3,034,972 5,921,102 Total Deferred Inflows of Resources 1,113,316 - 3,034,972 6,100,624 FUND BALANCES Nonspendable - - 538,620 563,322 Restricted - - 20,469,350 20,876,780 Assigned - 740,661 11,437,765 28,275,391 Unassigned (2,770,805) - (1,088,387) 17,650,349 Total Fund Balance (2,770,805) 740,661 31,357,348 67,365,842 Total Liabilities, Deferred Inflows of Resources,and Fund Balance $ 1,113,316 $ 1,859,435 $ 36,105,111 $ 80,551,890 The notes to financial statements are an integral part of this statement 41 City of Eden Prairie, Minnesota Governmental Funds Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position December 31, 2013 Amounts Reported for Governmental Activities in the Statement of Net Position are Different Because: Total Fund Balance- Governmental Funds $ 67,365,842 1. Capital assets used in Governmental Activities are not financial resources and therefore are not reported as assets in governmental funds. Cost of Capital Assets 238,385,782 Less Accumulated Depreciation (31,193,240) 2. Long term liabilities, including bonds payable, are not due and payable in the current period and therefore are not reported as liabilities in the funds. Long-term liabilities at year end consist of: Bond Principal Payable (46,482,851) Capital lease (132,700) 3. Taxes and special assessment receivable will be collected in future years, but are not available soon enough to pay for the current period's expenditures and therefore are deferred in the funds. 6,100,624 4. Governmental funds do not report a liability for accrued interest on long-term debt (565,780) until due and payable. 5. Internal Service Funds are used by management to charge the costs of employee benefits to individual funds. The assets and liabilities of the Internal Service Fund are included in Governmental Activities in the Statement of Net Position. 7,955,469 Net Position - Governmental Activities $ 241,433,146 The notes to financial statements are an integral part of this statement 42 City of Eden Prairie,Minnesota Statement of Revenues,Expenditures and Changes in Fund Balances Governmental Funds For the Year Ended December 31,2013 Page 1 of 2 Debt Service Capital Projects General Obligation Improv. Capital Revolving Improvement General 2005B Maintenance REVENUES General Property Taxes $ 29,337,463 $ - $ 89,824 Special Assessments 6,961 231,236 18,003 Penalties and Interest 26,145 - - Licenses and Permits 5,801,808 - - Intergovernmental Revenue 1,296,703 - - Charges for Services 4,532,269 - - Fines and Forfeits 419,427 - - Investment Income 10,414 640 23,778 Interest on Escrow Fund - 3,048 - Rental - - 795,789 Other 364,659 - 181,595 Total Revenues 41,795,849 234,924 1,108,989 EXPENDITURES Current Administration 3,634,004 - - Community Development 2,145,701 - - Police 12,593,178 - - Fire 5,300,536 - - Public Works 5,501,914 - - Parks and Recreation 9,937,988 - - Interest on Interfund Borrowing - - Capital Outlay Administration - - 39,987 Police - - 15,666 Fire - - 86,003 Public Works 58,253 - 3,136 Parks and Recreation 145,166 - 499,841 Debt Service Principal 42,019 120,000 - Interest 4,525 76,073 - Fiscal Agent Fees - 450 - Total Expenditures 39,363,284 196,523 644,633 Excess of Revenues Over(Under)Expenditures 2,432,565 38,401 464,356 OTHER FINANCING SOURCES(USES) Payment to Refunded Bond Escrow - (1,730,000) - Transfers In 272,100 - 3,253,688 Transfers Out (2,291,662) - (615,000) Total Other Financing Sources(Uses) (2,019,562) (1,730,000) 2,638,688 Net Change in Fund Balances 413,003 (1,691,599) 3,103,044 Fund Balance(Deficit)-Beginning 21,121,240 2,099,029 12,993,921 Fund Balance(Deficit)-Ending $ 21,534,243 $ 407,430 $ 16,096,965 The notes to financial statements are an integral part of this statement 43 City of Eden Prairie,Minnesota Statement of Revenues,Expenditures and Changes in Fund Balances Governmental Funds For the Year Ended December 31,2013 Page 2 of 2 Capital Projects Public Shady Oak Other Total Improvement Road Governmental Governmental Construction North Funds Funds REVENUES General Property Taxes $ - $ - $ 6,749,739 $ 36,177,026 Special Assessments 524,815 - 1,135,311 1,916,326 Penalties and Interest - - - 26,145 Licenses and Permits - - 2,154,306 7,956,114 Intergovernmental Revenue - - 590,251 1,886,954 Charges for Services - - - 4,532,269 Fines and Forfeits - - 1,125 420,552 Investment Income - 32,282 35,048 102,162 Interest on Escrow Fund - - 35,093 38,141 Rental - - 66,499 862,288 Other 20,000 - 837,003 1,403,257 Total Revenues 544,815 32,282 11,604,375 55,321,234 EXPENDITURES Current Administration - - - 3,634,004 Community Development - - 3,515,599 5,661,300 Police - - 103,500 12,696,678 Fire - - - 5,300,536 Public Works - - 183,381 5,685,295 Parks and Recreation - - 11,413 9,949,401 Interest on Interfund Borrowing 2,520 5,476 7,996 Capital Outlay Administration - - 59,279 99,266 Police - - 13,747 29,413 Fire - - 37,443 123,446 Public Works 147,473 7,921,063 3,862,715 11,992,640 Parks and Recreation - - 1,056,888 1,701,895 Debt Service Principal - - 3,020,000 3,182,019 Interest - - 1,399,596 1,480,194 Fiscal Agent Fees - - 8,487 8,937 Total Expenditures 149,993 7,921,063 13,277,524 61,553,020 Excess of Revenues Over(Under)Expenditures 394,822 (7,888,781) (1,673,149) (6,231,786) OTHER FINANCING SOURCES(USES) Payment to Refunded Bond Escrow - - - (1,730,000) Transfers In 291,892 - 942,000 4,759,680 Transfers Out - - (483,018) (3,389,680) Total Other Financing Sources(Uses) 291,892 - 458,982 (360,000) Net Change in Fund Balances 686,714 (7,888,781) (1,214,167) (6,591,786) Fund Balance(Deficit)-Beginning (3,457,519) 8,629,442 32,571,515 73,957,628 Fund Balance(Deficit)-Ending $ (2,770,805) $ 740,661 $ 31,357,348 $ 67,365,842 The notes to financial statements are an integral part of this statement 44 City of Eden Prairie, Minnesota Reconciliation of the Statement of Revenues and Expenditures,and Changes in Fund Balances of Governmental Funds to the Statement of Activities For the Year Ended December 31,2013 Total net change in fund balances-governmental funds $ (6,591,786) Amounts Reported for Governmental Activities in the Statement of Activities are Different Because: 1. Capital outlays are reported in Governmental Funds as expenditures. However, in the Statement of Activities,the cost of those assets is allocated over the estimated useful life's as depreciation expense. Capital Outlays 3,525,294 Depreciation Expense (3,188,539) The net effect of the disposal of capital assets Contributed to Enterprise funds (140,924) Disposals (2,839,860) Depreciation on Disposals 772,391 2. Principal payments of long-term debt consumes the current financial resources of Governmental Funds, However they have no effect on Net Position. 3,182,019 3. Interest on long-term debt in the statement of activities differs from the amount reported in the Governmental Funds because interest is recognized as an expenditure in the funds when it is due thus requires use of current financial resources. In the Statement of Activities, however interest expense is recognized as the interest accrues, regardless of when it is due. 11,160 4. Governmental Funds report debt issuance premiums,discounts and issuance costs as another financing source or use at the time of issuance. Premiums and discounts are reported as an unamortized asset or liability in the Government-wide financial statements. Premiums - Amortization of Premiums/Discounts 83,919 5. Deferred gain or loss on refunded bonds are amortized on the Statement of Activities,whereas Governmental Funds do not recognize these costs. Amortization of Deferred Gain 57,182 6. Debt service bonds were refunded during the year.The amount paid off with the new funding is reported in the governmental funds as a use of financing. However,the payments are not expenditures in the statement of activities, but rather a reduction on long-term liabilities in the statement of net assets. 1,730,000 7. Taxes and special assessments receivable will be collected in future years, but are not available soon enough to pay for the current period's expenditures, and therefore are deferred in the funds. (1,487,347) 8. Internal Service Funds are used by management to charge the costs of employee benefits to individual funds.The net revenue of these activities is reported in Governmental Activities. 1,132,638 Change in Net Position-Governmental Activities $ (3,753,853) The notes to financial statements are an integral part of this statement 45 City of Eden Prairie,Minnesota General Fund Statement of Revenues,Expenditures and Changes in Fund Balance-Budget and Actual For the Year Ended December 31,2013 With Comparative Actual Amounts For the Year Ended December 31,2012 2013 2012 Budget Budget Variance Original Final Actual Over/(Under) Actual REVENUES Taxes and Special Assessments General Property Taxes $ 28,989,759 $ 28,989,759 $ 29,344,424 $ 354,665 $ 28,927,115 Penalty and Interest 50,000 50,000 26,145 (23,855) 51,858 Total Taxes and Special Assessments 29,039,759 29,039,759 29,370,569 330,810 28,978,973 Licenses and Permits Liquor,Beer and Wine Licenses 321,000 321,000 326,923 5,923 304,229 Business Licenses 28,695 28,695 48,070 19,375 36,127 Dog Registration Licenses 19,900 19,900 16,691 (3,209) 20,265 Building Permits and Fees 1,598,400 1,598,400 4,410,616 2,812,216 3,786,592 Cable TV 754,000 754,000 820,175 66,175 812,372 Other Permits 152,250 152,250 179,333 27,083 167,592 Total Licenses and Permits 2,874,245 2,874,245 5,801,808 2,927,563 5,127,177 Intergovernmental Revenue Police Pension Aid 431,000 431,000 466,879 35,879 415,320 Fire Relief Association Aid 300,000 300,000 416,299 116,299 291,468 State Street Aid 70,620 70,620 68,865 (1,755) 68,865 Police Training 20,000 20,000 22,214 2,214 21,254 Grants - - 154,264 154,264 140,668 PERA Aid 52,384 52,384 52,384 - 52,384 School Liaison 114,298 114,298 115,798 1,500 114,298 Total Intergovernmental Revenue 988,302 988,302 1,296,703 308,401 1,104,257 Charges for Services Public Safety 117,600 117,600 97,380 (20,220) 83,890 Recreation Community Center 2,961,329 2,961,329 3,400,130 438,801 3,309,449 Organized Athletics 321,845 321,845 282,965 (38,880) 291,421 Youth Programs 290,450 290,450 305,174 14,724 284,843 Oak Point Pool 102,044 102,044 113,636 11,592 113,978 Outdoor Center 92,300 92,300 68,980 (23,320) 55,271 Park Facilities 72,450 72,450 92,558 20,108 86,560 Arts Center 61,500 61,500 64,963 3,463 66,041 Senior Center 55,000 55,000 59,622 4,622 56,010 Arts 25,400 25,400 24,405 (995) 21,808 Special Events 16,500 16,500 466 (16,034) 1,641 Therapeutic Recreation 8,300 8,300 21,990 13,690 23,632 Total Recreation 4,007,118 4,007,118 4,434,889 427,771 4,310,654 Total Charges for Services 4,124,718 4,124,718 4,532,269 407,551 4,394,544 Fines and Forfeits 455,000 455,000 419,427 (35,573) 600,076 Investment Income 200,000 200,000 10,414 (189,586) 60,142 Other Revenue 220,000 220,000 364,659 144,659 796,626 Total Revenues $ 37,902,024 $ 37,902,024 $ 41,795,849 $ 3,893,825 $ 41,061,795 The notes to financial statements are an integral part of this statement 46 City of Eden Prairie,Minnesota General Fund Statement of Revenues,Expenditures and Changed in Fund Balance-Budget and Actual For the Year Ended December 31,2013 Continued With Comparative Actual Amounts For year Ended December 31,2012 2013 2012 Budget Budget Variance Original Final Actual Over/(Under) Actual EXPENDITURES Current Administration Legislative $ 270,614 $ 270,614 $ 255,631 $ (14,983) $ 260,410 Office of the City Manager 344,644 344,644 344,100 (544) 330,865 Legal Counsel 450,000 450,000 465,240 15,240 443,046 City Clerk 171,601 191,601 143,457 (48,144) 242,595 Communications 531,619 531,619 513,643 (17,976) 528,118 Finance 784,577 784,577 780,346 (4,231) 732,719 Customer Service 411,856 411,856 367,665 (44,191) 369,917 Human Resources 775,723 775,723 753,741 (21,982) 708,480 Contingency 50,000 50,000 10,181 (39,819) 18,593 Total Administration 3,790,634 3,810,634 3,634,004 (176,630) 3,634,743 Community Development Assessing 971,395 971,395 957,512 (13,883) 924,059 Planning 543,080 543,080 529,521 (13,559) 526,400 Community Development Administration 231,863 231,863 227,616 (4,247) 181,669 Economic Development 113,599 118,599 116,891 (1,708) 104,451 Housing&Community Services 326,662 326,662 314,161 (12,501) 318,407 Total Community Development 2,186,599 2,191,599 2,145,701 (45,898) 2,054,986 Police 12,665,119 12,665,119 12,593,178 (71,941) 12,287,340 Fire Fire 3,956,051 3,956,051 4,086,270 130,219 3,946,683 Emergency Preparedness 36,919 36,919 44,182 7,263 30,156 Inspections 1,063,945 1,063,945 1,091,627 27,682 1,036,249 Public Safety Communications 178,741 178,741 78,457 (100,284) 177,451 Total Fire 5,235,656 5,235,656 5,300,536 64,880 5,190,539 Public Works Engineering 1,141,442 1,141,442 1,177,359 35,917 1,111,258 Street Maintenance 3,484,652 3,530,652 3,481,704 (48,948) 3,358,513 Street Lighting 937,823 937,823 901,104 (36,719) 823,516 Total Public Works 5,563,917 5,609,917 5,560,167 (49,750) 5,293,287 The notes to financial statements are an integral part of this statement 47 City of Eden Prairie,Minnesota General Fund Statement of Revenues,Expenditures and Changed in Fund Balance-Budget and Actual For the Year Ended December 31,2013 Continued With Comparative Actual Amounts For year Ended December 31,2012 2013 2012 Budget Budget Variance Original Final Actual Over/(Under) Actual EXPENDITURES(Continued) Current(Continued) Parks and Recreation Park Maintenance 3,633,311 3,633,311 3,726,001 92,690 3,566,576 Community Center 3,390,411 3,390,411 3,689,070 298,659 3,416,721 Youth Programs 400,496 400,496 401,742 1,246 377,832 Senior Center 366,338 366,338 366,686 348 382,268 Park Administration 356,575 356,575 358,085 1,510 372,043 Organized Athletics 270,044 270,044 257,725 (12,319) 246,008 Recreation Administration 276,662 276,662 276,171 (491) 278,915 Arts Center 224,959 224,959 246,558 21,599 226,793 Therapeutic Recreation 149,935 149,935 164,404 14,469 150,554 Outdoor Center 142,232 142,232 141,371 (861) 102,402 Oak Point Pool 134,163 134,163 138,525 4,362 121,139 Arts 102,829 102,829 101,992 (837) 109,615 Special Events 71,544 71,544 88,516 16,972 67,918 Parks Capital Outlay 56,000 56,000 37,244 (18,756) 82,532 Park Facilities 37,151 37,151 52,602 15,451 48,269 Beaches 34,970 34,970 36,462 1,492 28,049 Total Parks and Recreation 9,647,620 9,647,620 10,083,154 435,534 9,577,634 Debt Service Principal 35,920 35,920 42,019 6,099 45,603 Interest 4,120 4,120 4,525 405 941 Total Debt Service 40,040 40,040 46,544 6,504 46,544 Total Expenditures 39,129,585 39,200,585 39,363,284 162,699 38,085,073 Excess(Deficiency)of Revenues Over Expenditures (1,227,561) (1,298,561) 2,432,565 3,731,126 2,976,722 OTHER FINANCING SOURCES/(USES) Issuance of Debt - - - - 220,322 Transfers In 997,110 997,110 272,100 (725,010) 283,108 Transfers Out (160,000) (160,000) (2,291,662) (2,131,662) (3,539,301) Total Other Financing Sources/(Uses) 837,110 837,110 (2,019,562) (2,856,672) (3,035,871) Net change in Fund Balance $ (390,451) $ (461,451) $ 413,003 $ 874,454 $ (59,149) Fund Balance,January 1 21,121,240 21,180,389 Fund Balance,December 31 $ 21,534,243 $ 21,121,240 The notes to financial statements are an integral part of this statement 48 CITY OF EDEN PRAIRIE,MINNESOTA PROPRIETARY FUNDS STATEMENT OF NET POSITION DECEMBER 31,2013 Governmental Activities Internal Water Sewer Storm Drainage Liquor Service Fund Fund Fund Fund Totals Fund ASSETS Current Assets: Cash and Investments $ 8,255,931 $ 2,655,275 $ 87,657 $ 1,038,206 $ 12,037,069 $ 6,796,687 Receivables: Accounts 1,275,420 1,154,486 293,384 1,593 2,724,883 17,873 Interest 9,140 3,391 662 1,749 14,942 11,391 Due From Other Governments 10,000 - 59,093 - 69,093 - Unremitted Special Assessments 8,936 1,442 - - 10,378 - Delinquent Special Assessments 303,776 6,919 - - 310,695 - Deferred Special Assessments 289,773 434,659 - - 724,432 - Special Deferred Special Assessments 117,280 175,920 - - 293,200 - Due From Other Funds - - - - - 47,081 Inventory 19,468 - - 1,212,306 1,231,774 107,166 Prepaid Items 870 100 - 30,278 31,248 431,462 Total Current Assets 10,290,594 4,432,192 440,796 2,284,132 17,447,714 7,411,660 Noncurrent Assets Capital Assets: Property,Plant and Equipment 130,471,060 80,379,980 43,529,861 3,310,168 257,691,069 5,364,954 Less Accumulated Depreciation (61,876,986) (39,160,404) (19,638,972) (829,558) (121,505,920) (769,126) Total Noncurrent Assets 68,594,074 41,219,576 23,890,889 2,480,610 136,185,149 4,595,828 Total Assets $ 78,884,668 $ 45,651,768 $ 24,331,685 $ 4,764,742 $ 153,632,863 $ 12,007,488 LIABILITIES Current Liabilities: Accounts Payable $ 228,922 $ 24,091 $ 101,133 $ 760,443 $ 1,114,589 $ 783,264 Salaries Payable 75,193 22,568 7,308 39,493 144,562 76,008 Interest Payable 6,406 1,532 - - 7,938 - Due to Other Governments 3,245 - 1,100 134,321 138,666 299,522 Unearned Revenue - - 5,589 4,615 10,204 5,200 Due to other funds - - - - - 47,081 Current Portion of Bonds Payable 355,000 85,000 - - 440,000 - Current Portion of Compensated Absences 70,556 14,959 10,176 12,442 108,133 886,414 Total Current Liabilities 739,322 148,150 125,306 951,314 1,964,092 2,097,489 Noncurrent Liabilities: Net OPEB 84,449 56,735 8,393 22,584 172,161 994,249 Bonds Payable 2,379,036 564,687 - - 2,943,723 - Compensated Absences 76,435 16,205 11,024 13,480 117,144 960,281 Total Noncurrent Liabilities 2,539,920 637,627 19,417 36,064 3,233,028 1,954,530 Total Liabilities 3,279,242 785,777 144,723 987,378 5,197,120 4,052,019 NET POSITION Net Investment in Capital Assets 65,860,038 40,569,889 23,890,889 2,480,610 132,801,426 4,595,828 Unrestricted 9,745,388 4,296,102 296,073 1,296,754 15,634,317 3,359,641 Total Net Position 75,605,426 44,865,991 24,186,962 3,777,364 148,435,743 7,955,469 Total Liabilities and Net Position $ 78,884,668 $ 45,651,768 $ 24,331,685 $ 4,764,742 $ 153,632,863 $ 12,007,488 The notes to financial statements are an integral part of this statement 49 CITY OF EDEN PRAIRIE,MINNESOTA PROPRIETARY FUNDS STATEMENT OF REVENUES,EXPENSES AND CHANGES IN NET POSITION FOR THE YEAR ENDED DECEMBER 31,2013 Governmental Activities- Internal Water Sewer Storm Drainage Liquor Service Fund Fund Fund Fund Total Fund SALES AND COST OF SALES Sales $ - $ - $ - $ 12,144,893 $ 12,144,893 $ - Cost of Sales - - - (8,881,325) (8,881,325) - Gross Profit - - - 3,263,568 3,263,568 - OPERATING REVENUE Sales 7,721,859 5,435,885 1,431,265 - 14,589,009 - Charges for Services - - - - - 14,868,836 Rental - - - 231,788 231,788 1,059,107 Other 8,410 - - 19,465 27,875 - Total Operating Revenues 7,730,269 5,435,885 1,431,265 251,253 14,848,672 15,927,943 OPERATING EXPENSE Personal Services 2,265,623 679,040 213,918 1,056,168 4,214,749 4,948,283 Supplies Supplies 137,230 16,479 24,602 111,191 289,502 738,973 Motor Fuel - - - - - 551,582 Tires - - - - - 58,135 Chemicals 598,143 - - - 598,143 - Merchandise For Sale 46,595 - - - 46,595 - Contractual Services Contractual Services 1,082,182 187,283 1,078,585 105,156 2,453,206 1,564,009 Lime Residual Removal 242,603 - - - 242,603 - Insurance - - - 10,098 10,098 3,351,949 Janitorial Services/Cleaning Supplies 64,313 - - 30,978 95,291 934,284 LOGIS 39,666 39,666 - - 79,332 394,731 Process Control Services 70,477 5,344 - - 75,821 - Building Rent - - - 310,930 310,930 - Licenses,Permits,Taxes 174,156 249 842 77,057 252,304 200,134 Bank and Credit Card Fees 33,954 1,823 - 232,541 268,318 - Repairs and Maintenance 820,352 233,571 169,540 27,884 1,251,347 683,332 Utilities 705,936 3,484,889 1,439 86,350 4,278,614 1,198,391 User Charges 376,981 137,517 89,887 122,487 726,872 30,661 Total Operating Expenses 6,658,211 4,785,861 1,578,813 2,170,840 15,193,725 14,654,464 Operating Income(Loss)Before Depreciation 1,072,058 650,024 (147,548) 1,343,981 2,918,515 1,273,479 Depreciation 2,834,220 1,730,456 841,722 122,334 5,528,732 481,840 Operating Income(Loss)Before Nonoperating Revenue/Expense (1,762,162) (1,080,432) (989,270) 1,221,647 (2,610,217) 791,639 NONOPERATING REVENUE(EXPENSE) Grants 10,000 - 97,067 - 107,067 - Investment Income 11,070 3,651 (325) 1,914 16,310 5,821 Access Charges 1,552,730 426,610 - - 1,979,340 - Special Assessments 283,856 351,018 - - 634,874 - Interest (83,317) (20,221) - - (103,538) - Bond Issuance Cost 12,005 4,241 - - 16,246 - Fiscal Agent Fees (1,050) - - - (1,050) - Gain/Loss on Disposition of Capital Assets - 30,374 - - 30,374 254,817 Miscellaneous 92,530 21,627 68,140 8,774 191,071 51,792 Total Nonoperating Revenues(Expenses) 1,877,824 817,300 164,882 10,688 2,870,694 312,430 Income(Loss)Before Contributions and Transfers 115,662 (263,132) (824,388) 1,232,335 260,477 1,104,069 Contributions-from Governmental Activities 49,956 31,923 59,045 - 140,924 - Contributions-from Developers 996,719 769,945 1,167,410 - 2,934,074 - Transfers In - - - - - 28,569 Transfers(Out) (260,000) (28,569) (10,000) (1,100,000) (1,398,569) - Change in Net Position 902,337 510,167 392,067 132,335 1,936,906 1,132,638 Net Position-Beginning 74,703,089 44,355,824 23,794,895 3,645,029 146,498,837 6,822,831 Net Position-Ending $ 75,605,426 $ 44,865,991 $ 24,186,962 $ 3,777,364 $ 148,435,743 $ 7,955,469 Net Changes in Net Position Reported Above 1,936,906 1,132,638 Amounts Reported for Business Type Activities in the Statement of Activities are Different Because: Transfers In of Capital Assets from Governmental Activities 140,924 - Governmental Activities Contribution Revenue Reported Above (140,924) - Change in Net Position of Business-Type Activities $ 1,936,906 $ 1,132,638 The notes to financial statements are an integral part of this statement 50 City of Eden Prairie,Minnesota Proprietary Funds Statement of Cash Flows For the Year Ended December 31,2013 Page 1 of 2 Governmental Activities- Internal Water Sewer Storm Drainage Liquor Service Fund Fund Fund Fund Totals Fund CASH FLOWS FROM OPERATING ACTIVITIES Receipts From Customers $ 7,700,890 $ 5,214,425 $ 1,455,381 $ 12,397,300 $ 26,767,996 $ 14,802,848 Payments to Vendors (4,337,823) (3,791,033) (1,295,556) (10,092,745) (19,517,157) (9,744,607) Payments to Employees (2,233,184) (670,627) (208,733) (1,088,174) (4,200,718) (4,837,653) Other Receipts 8,410 - - - 8,410 1,074,760 Net Cash Provided(Used)By Operating Activities 1,138,293 752,765 (48,908) 1,216,381 3,058,531 1,295,348 CASH FLOWS FROM INVESTING ACTIVITIES Investment Income 7,696 2,452 (48) 1,343 11,443 5,222 Net Cash Provided(Used)By Investing Activities 7,696 2,452 (48) 1,343 11,443 5,222 CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Grants 10,000 - 97,067 - 107,067 - Transfers in - - - - - 28,569 Transfers(Out) (260,000) (28,569) (10,000) (1,100,000) (1,398,569)Net Cash Provided(Used)By Noncapital Financing Activities (250,000) (28,569) 87,067 (1,100,000) (1,291,502) 28,569 CASH FLOWS FROM CAPITAL FINANCING ACTIVITES Contributions - - - - - - Acquisition and Construction of Capital Assets (79,518) (87,086) (501,447) - (668,051) (2,712,484) Proceeds From Sale of Equipment - 30,374 - - 30,374 177,817 Access Charges 1,552,730 426,610 - - 1,979,340 - Special Assessments 283,856 351,018 - - 634,874 - Principal Paid on Debt (350,000) (80,000) - - (430,000) - Interest and Fiscal Agent Paid on Debt (84,953) (20,388) - - (105,341) - Net Cash Provided(Used)By Capital Financing Activities 1,322,115 620,528 (501,447) - 1,441,196 (2,534,667) Net Increase(Decrease)in Cash and Cash Equivalents 2,218,104 1,347,176 (463,336) 117,724 3,219,668 (1,205,528) Cash and Cash Equivalents,January 1 6,037,827 1,308,099 550,993 920,482 8,817,401 8,002,215 Cash and Cash Equivalents,December 31 $ 8,255,931 $ 2,655,275 $ 87,657 $ 1,038,206 $ 12,037,069 $ 6,796,687 51 The notes to financial statements are an integral part of this statement City of Eden Prairie,Minnesota Proprietary Funds Statement of Cash Flows For the Year Ended December 31,2013 Page 2 of 2 Governmental Activities- Internal Water Sewer Storm Drainage Liquor Service Fund Fund Fund Fund Totals Fund RECONCILIATION OF OPERATING INCOME (LOSS)TO NET CASH PROVIDED(USED) BY OPERATING ACTIVITIES: Operating Income(Loss) $ (1,762,162)$ (1,080,432) $ (989,270) $ 1,221,647 $ (2,610,217)$ 791,639 Adjustments to Reconcile Operating Income(Loss) to Net Cash Provided(Used)by Operating Activities: Depreciation 2,834,220 1,730,456 841,722 122,334 5,528,732 481,840 Miscellaneous 92,530 21,627 68,140 8,774 191,071 51,792 (Increase)Decrease in Assets: Accounts Receivable 79,039 (56,023) 18,527 (143) 41,400 5,106 Special Assessments Receivable (100,008) (165,437) - - (265,445) - Due From Other Governments (10,000) - (59,093) - (69,093) 1,250 Inventory 630 - - (67,050) (66,420) 19,387 Prepaid Items 8,317 287,947 125 (942) 295,447 (251,475) Increase(Decrease)in Liabilities: Accounts Payable (38,657) 6,214 59,067 (31,264) (4,640) 142,949 Salaries Payable 3,156 1,965 (1,172) (1,504) 2,445 4,286 Unearned Revenue - - 5,589 1,297 6,886 (71,094) Due to Other Governments 1,945 - 1,100 (6,266) (3,221) 13,324 Net Other Post Employment Benefits 18,863 5,495 1,743 5,043 31,144 146,369 Compensated Absences 10,420 953 4,614 (35,545) (19,558) (40,025) Net Cash Provided(Used)by Operating Activities $ 1,138,293 $ 752,765 $ (48,908) $ 1,216,381 $ 3,058,531 $ 1,295,348 Noncash Investing,Capital and Financing Activities: Contributions of Capital Assets from Governmental Activities $ 49,956 31,923 $ 59,045 $ - $ 140,924 $ - Contributions of Capital Assets from Developers 996,719 769,945 1,167,410 2,934,074 - Capital Assets Trade-Ins - - - - - 77,000 52 The notes to financial statements are an integral part of this statement City of Eden Prairie, Minnesota Agency Funds Statement of Fiduciary Net Position December 31, 2013 Total ASSETS Cash and Investments $ 1,387,550 Accounts Receivable 11,445 Due from Other Governments 1,284 Total Assets $ 1,400,279 LIABILITIES Accounts Payable $ 1,191,774 Due to Other Governments 208,505 Total Liabilities $ 1,400,279 The notes to financial statements are an integral part of this statement 53 Notes to Financial Statements City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies Reporting Entity The City of Eden Prairie is a municipal corporation governed by an elected mayor and four-member council. The accompanying financial statements consist of the primary government and organizations for which the primary government is financially accountable. In addition,the primary government may determine through exercise of management's professional judgment that the inclusion of an organization that does not meet the financial accountability criteria is necessary in order to prevent the financial statements from being misleading. The criteria used to determine if the primary government is financially accountable for a potential component unit include whether or not the primary government appoints the voting majority of the potential component unit's board, is able to impose its will on the potential component unit, is in a relationship of financial benefit or burden with the potential component unit, or is fiscally depended upon by the potential component unit. Blended Component Unit The Housing and Redevelopment Authority (H.R.A.) is a body organized and existing under the laws of the State of Minnesota. The Authority was established in 1980 by the City to carry out certain redevelopment projects within the City and is governed by the City Council and the Mayor. The H.R.A. has a December 31 year-end and does not issue financial statements. This unit is included within the H.R.A., 3rd Rink Lease Revenue Bonds 2007A and Economic Development funds. Government-Wide and Fund Financial Statements The government-wide financial statements (i.e., the Statement of Net Position and the Statement of Activities) report information on all of the nonfiduciary activities of the City. For the most part, the effect of interfund activity has been removed from these statements. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business- type activities,which rely to a significant extent on fees and charges for support. The statement of activities demonstrates the degree to which the direct expenses of a given function or segment are offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers or applicants who purchase, use or directly benefit from goods, service or privileges provided by a given function or segment and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported instead as general revenues. 55 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) Measurement Focus,Basis of Accounting and Statement Presentation Separate financial statements are provided for governmental funds, proprietary funds, and fiduciary funds, even though the latter are excluded from the government-wide financial statements. Major individual governmental funds and major individual proprietary funds are reported as separate columns in the fund financial statements. The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as are the proprietary fund financial statements. The fiduciary fund financial statements include Agency funds,which utilize the accrual basis of accounting,but do not have a measurement focus. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of the related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met. Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt service expenditures, as well as expenditures related to compensated absences and claims and judgments, are recorded only when payment is due. Property taxes, licenses, interest and special assessments are all considered to be susceptible to accrual and so have been recognized as revenues of the current fiscal period. All other revenue items are considered to be measurable and available only when cash is received by the City. 56 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) The City reports the following major governmental funds: • The General fund is the City's primary operating fund. It accounts for the proceeds of specific revenue sources that are restricted or committed to expenditures for specified purposes other than debt service and capital projects. • The General Obligation Improvement Revolving 2005B fund accounts for the accumulation of tax revenues needed to repay bonds issued to pay for the construction at 212 and Charleson Road. • The Capital Improvement Maintenance fund accounts for the accumulation of resources to be used for capital improvements and maintenance of City property. • The Public Improvement Construction fund accounts for proceeds of bonds sold and special assessments collected to finance street, drainage, and lateral utility construction within the City. • The Shady Oak Road North fund accounts for the accumulation of resources to be used for the reconstruction of Shady Oak Road from Rowland Road through the Highway 62 interchange. The City reports the following major proprietary funds: • The Water fund accounts for the operations of the City-owned water system. • The Sewer fund accounts for the operations of the City sewer service. • The Storm Drainage fund accounts for the operations of the City's storm drainage system. • The Liquor fund accounts for the operations of the City's three retail liquor stores and the operations of the City-owned Den Road building which is leased to City liquor operations and other tenants. Additionally,the city reports the following fund types: Internal Service funds: • The Health & Benefits fund accounts for the activities pertaining to health, dental, life and disability insurance. This fund also accounts for the employer's portion of pension, FICA and medicare contributions. • The Severance fund accounts for unused vacation and sick leave for governmental fund employees. • The Workers Compensation fund accounts for insurance payments and cost reimbursement from other departments. 57 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) • The Property Insurance fund accounts for insurance payments and cost reimbursement from other departments. • The Facilities fund accounts for the accumulation of resources to be used for the maintenance of the city's buildings. • The Fleet fund accounts for the accumulation of resources to be used for the purchase and maintenance of machinery and equipment for the City. • The Information Technology funds accounts for planning, designing and implementing information systems and cost reimbursement from other departments. Fiduciary funds: • Agency funds account for various deposits, collections and remittances of expenses for accumulating donations and contributions in the Escrow fund,WAFTA and MCES funds. As a general rule the effect of interfund activity has been eliminated from the government-wide financial statements. Exceptions to this rule are payments in-lieu of taxes and other charges between the City's water and sewer function and various other functions of the City. Elimination of these charges would distort the direct costs and program revenues reported from the various functions concerned. Proprietary funds distinguish operating revenues and expenses from nonoperating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund's principal ongoing operations. The principal operating revenue of the City's proprietary funds are charges to customers for sales and services. Operating expenses for proprietary funds include the cost of sales and services, administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as nonoperating revenues and expenses. Cash and Investments Cash and investments, except for small amounts of cash on hand, are deposited in pooled accounts of the City. The City invests cash surpluses in these accounts; and investment earnings, as well as gains and losses on sales of securities, are allocated to the various funds on the basis of average cash balances. Funds with deficit cash balance averages (interfund payable) are charged interest equivalent to the average investment earnings lost if financing the deficits. For purposes of the statement of cash flows,the Proprietary funds consider all unrestricted investments held in the pooled accounts of the City to be cash equivalents because this pool is used essentially as a demand deposit account. The pooled investments are recorded at fair value in accordance with GASB 31, and are based on quoted market prices at year end. 58 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) Assets,Liabilities, Deferred Outflows/Inflows of Resources,and Net Position/Fund Balance Cash and Investments with Escrow Agent Certain resources set aside for repayment of lease revenue bond proceeds and crossover refunding bond payments are classified as cash and investments with escrow agent on the balance sheet because their use is limited by applicable bond covenants. Interfund Receivables/Payables Activity between funds that are representative of lending/borrowing arrangements outstanding at the end of the fiscal year are referred to as "due to/from other funds" (i.e., the current portion of interfund loans) or advances to/from other funds. All other outstanding balances between funds are reported as "due to/from other funds." Any residual balances outstanding between the governmental activities and business-type activities are reported in the government-wide financial statements as "internal balances." Inventories and Prepaid Items Liquor fund inventories are valued at average cost. The Water/Sewer and Fleet fund's inventories are valued at cost. All inventories use the first-in/first-out (FIFO) method. Inventories of governmental funds are recorded as expenditures when consumed rather than when purchased. Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both government-wide and fund financial statements. Capital Assets Capital assets, which include property, plant, equipment and infrastructure assets (e.g., roads, bridges, sidewalks, and similar items), are reported in the applicable governmental or business-type activities columns in the government-wide financial statements. Capital assets are defined by the City as assets with an initial, individual cost of more than $25,000 and an estimated useful life in excess of 1 year. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at estimated fair market value at the date of donation. The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend assets lives are not capitalized. 59 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) The City has chosen to use the modified approach for its infrastructure assets, which means the following criteria will take place: • The City will preserve and maintain infrastructure assets at a condition level of 60. • The Engineering department will be in charge of determining the appropriate condition level at which these assets are to be maintained. • The City will maintain an inventory of these assets and perform a condition assessment every 3 years to establish that the condition level of 60 is being maintained. • The City will make annual estimates of the amounts that must be expended to preserve and maintain these assets at the condition level of 60. Property, plant, and equipment, except for infrastructure, of the City are depreciated using the straight line method over the following estimated useful lives: Buildings 5-50 years Land improvements 10-50 years Leasehold improvements 10-25 years Equipment 5-30 years Autos 5-20 years Other assets 5-30 years Distribution system 50 years Intangible assets 3 years 60 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) Deferred Outflows/Inflows of Resources In addition to assets, the statement of financial position will sometimes report a separate section for deferred outflows of resources. This separate financial statement element,deferred outflows of resources, represents a consumption of net position that applies to a future period(s) and so will not be recognized as an outflow of resources (expense/ expenditure) until then. The government does not have any items that qualify for reporting in this category. In addition to liabilities, the statement of financial position will sometimes report a separate section for deferred inflows of resources. This separate financial statement element, deferred inflows of resources, represents an acquisition of net position that applies to a future period(s) and so will not be recognized as an inflow of resources (revenue) until that time. The government has only one type of item, which arises only under a modified accrual basis of accounting that qualifies for reporting in this category. Accordingly, the item, unavailable revenue, is reported only in the governmental funds balance sheet. The governmental funds report unavailable revenues from two sources: property taxes and special assessments. These amounts are deferred and recognized as an inflow of resources in the period that the amounts become available. Compensated Absences The City compensates employees upon termination for unused PTO. Such pay will be reflected as a liability in the government-wide financial statement and accrued as an expense as it is earned in an internal service fund. General Property Taxes Property tax levies are set by the City Council in December each year and are certified to Hennepin County for collection in the following year. In Minnesota, counties act as collection agents for all property taxes. The County spreads all levies over taxable property. Such taxes become a lien on January 1 and are recorded as receivables by the City at that date. Revenues are accrued and recognized in the year collectible,net of delinquencies. Real property taxes may be paid by taxpayers in two equal installments on May 15 and October 15. Personal property taxes may be paid on February 28 and June 30. The County provides tax settlements to taxing districts in February,June,and December. 61 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) In the governmental fund financial statements, taxes that remain unpaid at December 31 are classified as delinquent taxes receivable and are fully offset by unavailable revenue because they are not available to finance current expenditures. Special Assessment Levies Special assessments represent the financing for public improvements paid for by the benefiting property owner. In the fund financial statements, special assessment revenue and related interest income is generally recognized in the year collected. Hennepin County acts as the billing and collection agent. Amounts collected by the County during the year that have not yet been remitted to the City are considered collections for purposes of revenue recognition. Deferred special assessments receivable represents principal amounts due in future years. Special deferred assessments receivable includes Green Acres, disability, senior citizen owned property or other qualified hardship properties. These special assessments are deferred until such time the property loses its exempt status. While these taxes remain a valid receivable, the timing of their collection is uncertain. Interest accrues from the year of the deferment. Delinquent special assessments receivable represents special assessments principal and interest that are past due. In the governmental fund financial statements, deferred and delinquent special assessments receivable are fully offset by unavailable revenue because such assessment revenue is not available currently. Long-term Obligations In the government-wide financial statements and proprietary fund financial statements, long-term debt and other long-term obligations are reported as liabilities in the statement of net assets. Bond premiums and discounts, as well as issuance costs, are deferred and amortized over the life of the bonds using the effective interest method. Bonds payable are reported net of the applicable bond premium or discount. In the fund financial statements, governmental fund types recognize bond premiums and discounts, as well as bond issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums and discounts on debt issuances are reported as other financing sources/uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as debt service expenditures. 62 City of Eden Prairie, Minnesota Notes to Financial Statements Note 1—Summary of Significant Accounting Policies (Continued) Fund Balance Classifications In the fund financial statements, governmental funds report fund balance in classifications that disclose constraints for which amounts in those funds can be spent. These classifications are as follows: • Nonspendable-consists of amounts that are not in spendable form,such as prepaid assets. • Restricted-consists of amounts related to externally imposed constraints established by creditors, grantors or contributors;or constraints imposed by state statutory provisions. • Committed-consists of internally imposed constraints. These constraints are established by Resolution of the City Council. • Assigned-consists of internally imposed constraints. These constraints reflect the specific purpose for which it is the City's intended use. These constraints are established by the City council and/or management. Pursuant to City Council Resolution, the City's City Manager or Finance Manager is authorized to establish assignments of fund balance. • Unassigned-is the residual classification for the general fund and also reflects negative residual amounts in other funds. When both restricted and unrestricted resources are available for use, it is the City's policy to first use restricted resources, and then use unrestricted resources as they are needed. When unrestricted resources are available for use, it is the City's policy to use resources in the following order; 1)committed 2)assigned 3)unassigned. The City's fund balance policy requires the unassigned for working capital fund balance component to equal 50% of the next year's budgeted tax revenue. In recognition that the amount for working capital only covers operating costs for the first six months of the year,the City will maintain an unassigned fund balance component for budget stabilization which is 15% of the next year's budget. If the balance falls below 15%, a plan would be developed and implemented to replenish the fund. Prior Period Comparative Financial Information/Reclassification The financial statements include certain prior year partial comparative information but not at the level of detail required for a presentation in conformity with accounting principles generally accepted in the United States of America. Accordingly, such information should be read in conjunction with the City's financial statements for the year ended December 31, 2012, from which the summarized information was derived. Also, certain amounts presented in the prior year data have been reclassified in order to be consistent with the current year's presentation. 63 City of Eden Prairie, Minnesota Notes to Financial Statements Note 2—Stewardship, Compliance and Accountability Budgetary Information An annual budget is adopted on a basis consistent with generally accepted accounting principles for the General fund. The City does not budget for its Special Revenue funds. All annual appropriations lapse at fiscal year end. The proposed budget is presented to the City Council for review. The Council then holds truth-in- taxation hearings after which a final General Fund annual budget is legally adopted by no later than December 31. The appropriated budget is prepared by department and division. The City's directors and division managers may make transfers of appropriations within a division. Transfers of appropriations between departments require the approval of the City Manager. The legal level of budgetary control is the fund level. Any changes in the total budget of each fund must be approved by a majority vote of the City Council. During the year, adjustments between the original and final General fund amended budget totaled$71,000. Following are changes made to the original budget during the year: Economic Development Open to Business Program $ 5,000 Elections Wages 20,000 Snow and Ice Salt 46,000 $ 71,000 Deficit Fund Equity The following governmental funds had deficit net position at December 31, 2013: Major Funds: Public Improvement Construction $ 2,770,805 Non-Major Governmental Funds: HRA Grant 2,868 General Obligation lmprov. Bonds 2003D 121,570 General Obligation Refunding Bonds 2011 D 741 CIP Trails 276,688 Pool Upgrade/Expansion 258,659 Eden Prairie Road 406,846 Eden Prairie Rd Connect to Flying Cloud 21,015 Internal Service Funds: Health and Benefits 377,674 Severance 261,028 64 City of Eden Prairie, Minnesota Notes to Financial Statements Note 2—Stewardship, Compliance and Accountability (Continued) The fund balance deficits of these individual Debt Service and Capital Project funds will be financed by property tax levies and special assessments. The fund balance deficit of the Severance Internal Service fund will be financed by user charges. The fund balance deficit of the Health and Benefits fund is due to the OPEB liability which the City will not fund since it pertains only to the Implicit Rate. Note 3—Cash and Investments Components of Cash and Investments Cash and investments at year-end consist of the following: Deposits $ - Investments 88,841,688 Cash on hand 11,485 Total $ 88,853,173 Cash and investments are presented in the financial statements as follows: Statement of Net Position Cash and cash equivalents $ 74,986,406 Restricted cash and cash equivalents 12,479,217 Statement of Fiduciary Net Position Cash and investments 1,387,550 $ 88,853,173 Deposits In accordance with Minnesota Statutes, the City maintains deposits at those depository banks authorized by the City Council, including checking accounts and certificates of deposits. The following is considered the most significant risk associated with deposits: 65 City of Eden Prairie, Minnesota Notes to Financial Statements Note 3—Cash and Investments (Continued) Custodial Credit Risk: In the case of deposits,this is the risk that in the event of a bank failure,the City's deposits may be lost. Minnesota Statutes require that all deposits be protected by federal deposit insurance, corporate surety bond, or collateral. The market value of collateral pledged must equal 110% of the deposits not covered by federal deposit insurance or corporate surety bonds. Authorized collateral includes treasury bills, notes, and bonds; issues of U.S. government agencies; general obligation rate "A" or better; revenue obligations rate "AA" or better; irrevocable standard letters of credit issued by the Federal Home Loan Bank; and certificated of deposit. Minnesota Statues require that securities pledged as collateral be held in safekeeping in a restricted account at the Federal Reserve Bank or in an account at a trust department of a commercial bank or other financial institution that is not owned or controlled by the financial institution furnishing the collateral. It is the City's policy to limit collateral to what is authorized by Minnesota Statutes. At year-end,the carrying amount of the City's deposits was$0 while the balance on the bank records was $0. At December 31, 2013, all deposits were fully covered by federal depository insurance, surety bonds, or by collateral held by the City's agent in the City's name. Investments As of December 31, 2013,the city had the following investments and maturities: Investment Maturities (in Years) Fair Less 1 to 5 Value Than 1 Year Years U.S. Agencies $ 31,122,367 $ 14,640,076 $ 16,482,291 Municipal Bonds 2,964,457 2,047,047 917,410 Commercial Paper 2,094,829 2,094,829 - Negotiable Certificate of Deposit 9,105,568 6,452,818 2,652,750 Mutual Funds 43,554,467 43,554,467 - Total $ 88,841,688 $ 68,789,237 $ 20,052,451 66 City of Eden Prairie, Minnesota Notes to Financial Statements Note 3—Cash and Investments (Continued) Negotiable US Municipal Commercial Certificate Mutual Moody's Agencies Bonds Paper of Deposit Funds AAA $ 17,738,914 $ 500,855 $ - $ 504,685 $ - Aa1 - 350,747 - - - Aa2 - 586,427 - - - Aa3 - 120,050 - - - Al - 206,074 - - - A2 - 257,025 N/A 1,004,050 - - 8,600,883 - N/R 12,379,403 - 2,094,829 - 43,554,467 S&P AA+ - 301,389 - - - AA - 254,430 - - - AA- - 248,051 - - - A+ - 139,409 - - - $ 31,122,367 $ 2,964,457 $ 2,094,829 $ 9,105,568 $ 43,554,467 Moody's Investors Service was used as the primary agency for the municipal bond ratings, in the case that Moody's did not provide a rating Standard &Poor's was used. Investments are subject to various risks,the following of which are considered the most significant. Interest Rate Risk Per City policy, the City will match its investments with anticipated cash flow requirements. Unless matched to a specific cash flow, the City will not directly invest in securities maturing more than five (5) years from the date of purchase. Reserve funds and other funds with longer-term investment horizons may be invested in securities exceeding five (5) years if the maturities of such investments are made to coincide as nearly as practicable with the expected use of funds. The intent to invest in securities with longer maturities will be disclosed to the City Council. Currently, the City does not have any investments maturing more than five years from the date of purchase. 67 City of Eden Prairie, Minnesota Notes to Financial Statements Note 3—Cash and Investments (Continued) Credit Risk It is the City's policy to limit its investments to the following types as authorized by Minnesota Statutes: • Direct obligations or obligations guaranteed by the United States or its agencies, its instrumentalities or organizations created by an act of congress, excluding mortgage-backed securities defined as high risk. • Shares of investment companies registered under the Federal Investment Company Act of 1940 and whose only investments are in securities described above or in general obligation tax exempt securities, or repurchase or reverse repurchase agreements. • Repurchase or reverse repurchase agreements with banks that are members of the Federal Reserve System with capitalization exceeding$10,000,000: a primary reporting dealer in U.S. government securities to the Federal Reserve Bank of New York; certain Minnesota securities broker-dealers, or, a bank qualified as a depositor. • Commercial paper issued by United States corporations or their Canadian subsidiaries, of the higher quality, and maturing in 270 days or less. • Banker's acceptance of U.S.banks eligible for purchase by the Federal Reserve System. • General obligations of a state of local government. • Money market mutual funds meeting the conditions of rule 2a-7 of the Securities and Exchange Commission. The fair value of the position in the pool is the net asset value per share provided by the pool. Custodial Credit Risk For an investment, custodial credit risk is the risk that in the event of the failure of the counterparty, the city will not be able to recover the value of its investments or collateral securities that are in the possession of an outside party. The City's investments held by the broker-dealer were insured by Securities Investor Protection Corporation (SIPC) or other supplemental insurance as of December 31, 2013. The City's investment policy does not further address this risk, but the City typically limits its exposure by purchasing insured or registered investments, or by the control of who holds the securities. 68 City of Eden Prairie, Minnesota Notes to Financial Statements Note 3—Cash and Investments (Continued) Concentration Risk This is the risk associated with investing a significant portion of the City's investment (considered 5 percent or more) in the securities of a single issuer, excluding U.S. guaranteed investments (such as Treasuries), investment pools, and mutual funds. The City's investment policy does not limit the concentration of investments. At year end, the City held the following investments in securities of a single issuer which exceeded 5%. Issuer Percentage Federal Home Loan Bank 6.7% 69 City of Eden Prairie, Minnesota Notes to Financial Statements Note 4—Capital Assets Capital asset activity for the year ended December 31, 2013 was as follows: 2013 2013 Beginning Ending Balance Transfers Increases Decreases Balance GOVERNMENTAL ACTIVITIES Capital Assets, Not Being Depreciated: Land $ 22,006,728 $ - $ - $ - $ 22,006,728 Infrastructure 120,196,112 4,310,486 1,450,796 - 125,957,394 Work in Progress 12,730,556 (6,986,215) 1,724,813 2,041,931 5,427,223 Total Capital Assets, Not Being Depreciated 154,933,396 (2,675,729) 3,175,609 2,041,931 153,391,345 Capital Assets, Being Depreciated: Buildings 49,614,848 118,758 1,455,608 - 51,189,214 Land Improvements 14,705,380 1,473,127 160,924 38,479 16,300,952 Leasehold Improvements 77,318 - - - 77,318 Machinery and Equipment 3,789,786 - 752,167 220,848 4,321,105 Autos 9,620,530 30,614 495,099 450,099 9,696,144 Other Assets 7,673,439 942,920 246,802 88,503 8,774,658 Total Capital Assets, Being Depreciated 85,481,301 2,565,419 3,110,600 797,929 90,359,391 Total Capital Assets, Cost 240,414,697 (110,310) 6,286,209 2,839,860 243,750,736 Less Accumulated Depreciation for: Buildings 12,050,384 - 1,122,905 - 13,173,289 Land Improvements 4,278,082 - 798,841 38,479 5,038,444 Leasehold Improvements 42,579 - 5,054 - 47,633 Machinery and Equipment 2,865,188 - 367,539 220,848 3,011,879 Autos 5,834,705 2,045 905,108 424,561 6,317,297 Other Assets 3,991,395 - 470,932 88,503 4,373,824 Total Accumulated Depreciation 29,062,333 2,045 3,670,379 772,391 31,962,366 Total Capital Assets, Being Depreciated, Net 56,418,968 2,563,374 (559,779) 25,538 58,397,025 Governmental Activities Capital Assets, Net $ 211,352,364 (112,355) $ 2,615,830 $ 2,067,469 $ 211,788,370 The decrease of$2,041,931 in Work in Progress pertains to the trails portion of the Shady Oak Road North project which will not be capitalized. 70 City of Eden Prairie, Minnesota Notes to Financial Statements Note 4-Capital Assets (Continued) 2013 2013 Beginning Ending Balance Transfers Increases Decreases Balance BUSINESS-TYPE ACTIVITIES Capital Assets, Not Being Depreciated: Land 656,356 - - - 656,356 Work in Progress 1,743,400 (1,742,738) 4,129 - 4,791 Total Capital Assets, Not Being Depreciated 2,399,756 (1,742,738) 4,129 - 661,147 Capital Assets, Being Depreciated: Land Improvements 107,304 - - - 107,304 Buildings 58,989,884 - - - 58,989,884 Distribution System 186,521,846 298,864 3,429,892 - 190,250,602 Leasehold Improvements 847,866 - - - 847,866 Machinery and Equipment 3,933,209 1,584,798 - 63,323 5,454,684 Autos 1,133,425 (30,614) 196,673 157,402 1,142,082 Other Assets 237,500 - - - 237,500 Total Capital Assets, Being Depreciated 251,771,034 1,853,048 3,626,565 220,725 257,029,922 Total Capital Assets,Cost 254,170,790 110,310 3,630,694 220,725 257,691,069 Less Accumulated Depreciation for: Land Improvements 17,218 - 4,950 - 22,168 Buildings 26,516,537 - 1,333,095 - 27,849,632 Distribution System 87,166,660 - 3,747,030 - 90,913,690 Leasehold Improvements 189,335 - 84,398 - 273,733 Machinery and Equipment 1,262,600 - 244,692 63,323 1,443,969 Autos 856,903 (2,045) 97,116 157,402 794,572 Other Assets 190,705 - 17,451 - 208,156 Total Accumulated Depreciation 116,199,958 (2,045) 5,528,732 220,725 121,505,920 Total Capital Assets, Being Depreciated, Net 135,571,076 1,855,093 (1,902,167) - 135,524,002 Business-Type Activities Capital Assets, Net $ 137,970,832 $ 112,355 $ (1,898,038) $ - $ 136,185,149 71 City of Eden Prairie, Minnesota Notes to Financial Statements Note 4—Capital Assets (Continued) Depreciation expense was charged to functions/programs of the City as follows: Governmental Activities: General Government $ 380,638 Community Development 26,080 Police 273,366 Fire 503,704 Public Works 390,155 Parks and Recreation 1,614,596 Capital Assets Held by the Government's Internal Service Funds are Charged to the Various Functions Based on their Usage of the Assets 481,840 Total Depreciation Expense - Governmental Activities $ 3,670,379 Business-Type Activities: Water $ 2,834,220 Sewer 1,730,456 Storm 841,722 Liquor 122,334 Total Depreciation Expense - Business-Type Activities $ 5,528,732 Note 5—Interfund Receivables and Payables The composition of due to/from balances as of December 31, 2013, is as follows: Due From Due To Other Funds Other Funds Capital Improvement Maintenance $2,689,268 $ - Public Improvements Construction - 2,689,268 Non-Major Governmental Funds 1,153,592 1,153,592 Internal Service Funds 47,081 47,081 Total $3,889,941 $3,889,941 The funds will be repaid as special assessment revenue,taxes and user charges are received. Interfund payables and receivables are representative of lending/borrowing arrangements to cover deficit cash balances. 72 City of Eden Prairie, Minnesota Notes to Financial Statements Note 6—Interfund Transfers The composition of interfund transfers as of December 31, 2013, is as follows: Transfers In Transfers Out Amount General Water Fund $ 260,000 Storm Drainage Fund 10,000 Non-Major Governmental Funds 2,100 Capital Improvement Maintenance General 2,136,662 Liquor Fund 1,100,000 Non-Major Governmental Funds 17,026 Public Improvement Construction Non-Major Governmental Funds 291,892 Non-Major Governmental Funds General 155,000 Capital Improvement Maintenance 615,000 Non-Major Governmental Funds 172,000 Internal Service Funds Sewer Fund 28,569 Total of transfers $ 4,788,249 Interfund transfers allow the City to allocate financial resources to the funds that receive benefit from services provided by another fund. All of the City's interfund transfers fall under that category. All of the 2013 transfers are considered routine and consistent with previous practices. 73 City of Eden Prairie, Minnesota Notes to Financial Statements Note 7—Pension Plan Defined Benefit Pension Plans - Statewide Plan Description All full-time and certain part-time employees of the City of Eden Prairie are covered by defined benefit plans administered by the Public Employees Retirement Association of Minnesota (PERA). PERA administers the General Employees Retirement Fund (GERF) and the Public Employees Police and Fire Fund (PEPFF), which are cost-sharing, multiple-employer retirement plans. These plans are established and administered in accordance with Minnesota Statutes, Chapters 353 and 356. GERF members belong to either the Coordinated Plan or the Basic Plan. Coordinated Plan members are covered by Social Security and Basic Plan members are not. All new members must participate in the Coordinated Plan. All police officers and fire-fighters who qualify for membership by statute are covered by the PEPFF. PERA provides retirement benefits as well as disability benefits to members, and benefits to survivors upon death of eligible members. Benefits are established by state statute, and vest after five years of credited service. The defined retirement benefits are based on a member's highest average salary for any five successive years of allowable service,age, and years of credit at termination of service. Two methods are used to compute benefits for PERA's Coordinated and Basic Plan members. The retiring member receives the higher of a step-rate benefit accrual formula (Method 1) or a level accrual formula (Method 2). Under Method 1, the annuity accrual rate for a Basic Plan member is 2.2 percent of average salary for each of the first 10 years of service and 2.7 percent for each remaining year. The annuity accrual rate for a Coordinated Plan member is 1.2 percent of average salary for each of the first 10 years and 1.7 percent for each remaining year. Under Method 2, the annuity accrual rate is 2.7 percent of average salary for Basic Plan members and 1.7 percent for Coordinated Plan members for each year of service. For PEPFF members, the annuity accrual rate is 3.0 percent for each year of service. For all PEPFF members and GERF members hired prior to July 1, 1989 whose annuity is calculated using Method 1, a full annuity is available when age plus years of service equal 90. Normal retirement age is 55 for PEPFF members and 65 for Basic and Coordinated members hired prior to July 1, 1989. Normal retirement age is the age for unreduced Social Security benefits capped at 66 for Coordinated members hired on or after July 1, 1989. A reduced retirement annuity is also available to eligible members seeking early retirement. 74 City of Eden Prairie, Minnesota Notes to Financial Statements Note 7—Pension Plan (Continued) There are different types of annuities available to members upon retirement. A single-life annuity is a lifetime annuity that ceases upon the death of the retiree—no survivor annuity is payable. There are also various types of joint and survivor annuity options available which will be payable over joint lives. Members may also leave their contributions in the fund upon termination of public service in order to qualify for a deferred annuity at retirement age. Refunds of contributions are available at any time to members who leave public service,but before retirement benefits begin. The benefit provisions stated in the previous paragraphs of this section are current provisions and apply to active plan participants. Vested, terminated employees who are entitled to benefits but are not receiving them yet are bound by the provisions in effect at the time they last terminated their public service. PERA issues a publicly available financial report that includes financial statements and required supplementary information for GERF and PEPFF. That report may be obtained on the Internet at www.mnpera.org,by writing to PERA at 60 Empire Drive#200, St. Paul, Minnesota, 55103-2088 or by calling (651) 296-7460 or 1-800-652-9026. Funding Policy Minnesota Statutes Chapter 353 sets the rates for employer and employee contributions. These statutes are established and amended by the state legislature. The City makes annual contributions to the pension plans equal to the amount required by state statutes. GERF Basic Plan members and Coordinated Plan members were required to contribute 9.1% and 6.25%, respectively, of their annual covered salary in 2013. PEPFF members were required to contribute 9.6% of their annual covered salary in 2013. In 2013, the City of Eden Prairie was required to contribute the following percentages of annual covered payroll: 11.78% for Basic Plan members, 7.25% for Coordinated Plan members, and 14.4% for PEPFF members. The City's contributions to the Public Employees Retirement Fund for the years ending December 31, 2013, 2012 and 2011 were $1,037,886, $1,000,726, and$962,681, respectively. The City's contributions to the Public Employees Police & Fire Fund for the years ending December 31, 2013, 2012, and 2011 were $979,454, $951,751, and $909,622, respectively. The City's contributions were equal to the contractually required contributions for each year as set by state statute. Defined Contribution Plan Council members of the City of Eden Prairie are covered by the Public Employees Defined Contribution Plan (PEDCP), a multiple-employer deferred compensation plan administered by the Public Employees Retirement Association of Minnesota (PERA). The PEDCP is a tax qualified plan under Section 401(a) of the Internal Revenue Code and all contributions by or on behalf of employees are tax deferred until time of withdrawal. 75 City of Eden Prairie, Minnesota Notes to Financial Statements Note 7—Pension Plan (Continued) Plan benefits depend solely on amounts contributed to the plan plus investment earnings, less administrative expenses. Minnesota Statutes, Chapter 353D.03, specifies plan provisions, including the employee and employer contribution rates for those qualified personnel who elect to participate. An eligible elected official who decides to participate contributes 5 percent of salary which is matched by the elected official's employer. Employer and employee contributions are combined and used to purchase shares in one or more of the seven accounts of the Minnesota Supplemental Investment Fund. For administering the plan, PERA receives 2 percent of employer contributions and twenty-five hundredths of one percent of the assets in each member's account annually. Total contributions made by the City of Eden Prairie during the year ending December 31,2013 were: Amount % of Covered Payroll Required Employee Employer Employee Employer Rates $ 2,798 $ 2,798 5.00% 5.00% 5.00% Defined Benefit Pension Plans-Volunteer Fire Fighter's Relief Association Plan Description The Eden Prairie Firefighter's Relief Association is the administrator of a single employer defined benefit pension plan established to provide benefits for members of the Eden Prairie Fire Department. Volunteer firefighters of the City are members of the Eden Prairie Fire Fighter's Relief Association. Full retirement benefits are payable to members who have reached age 50 and have completed 15 years of service for monthly service pension, or 10 years of service for lump sum service pension. Partial benefits are payable to members who have reached 50 and have completed 10 years of service. Disability benefits and widow and children's survivor benefits are also payable to members or their beneficiaries based upon requirements set forth in the bylaws. These benefit provisions and all other requirements are consistent with enabling state statutes. The Association issues a publicly available financial report that includes financial statements and required supplementary information. That report may be obtained by writing to Eden Prairie Firefighter's Association, 14800 Scenic Heights Rd., Eden Prairie, MN 55344 or by calling (952) 949- 8367. 76 City of Eden Prairie, Minnesota Notes to Financial Statements Note 7—Pension Plan (Continued) Funding Policy Minnesota Statutes Chapter 69.772 specifies minimum support rates required on an annual basis. The minimum support rates from the municipality and from State aid are determined as the amount required to meet the normal cost plus amortizing any existing prior service costs over a ten year period. The City's obligation is the financial requirement for the year less state aids. Any additional payments by the City shall be used to amortize the unfunded liability of the relief association. The Association is comprised of volunteers; therefore, there are no payroll expenditures (i.e., there are no covered payroll percentage calculations). During the year, the City recognized as revenue and as an expenditure an on- behalf payment of$416,299 made by the State of Minnesota for the Relief Association. The City's annual pension cost for the current year and related information is as follows: Annual pension cost- $917,378 Asset valuation method-Market Valuation date-December 31, 2012 Actuarial assumptions: Actuarial cost method-Entry age normal cost Investment return-5%per year Amortization method-Level dollar open Assumed inflation rate-N/A Remaining amortization period Cost of living adjustment-N/A Normal cost-20 Prior service cost-10 Three Year Trend Information Year Ended Actual Contribution Required Percentage Dec 31, City State Total Contribution Contributed 2011 $ 830,077 $ 286,728 $ 1,116,805 $ 1,116,805 100% 2012 625,910 291,468 917,378 917,378 100% 2013 501,079 416,299 917,378 917,378 100% 77 City of Eden Prairie, Minnesota Notes to Financial Statements Note 7—Pension Plan (Continued) Required Supplementary Information Actuarial Actuarial Actuarial Accrued (Unfunded) Valuation Value of Liability Overfunded Funded Date Assets (AAL) AAL Ratio 12/31/2011 $ 16,838,952 $ 19,282,133 $ (2,443,181) 87.33% 12/31/2012 18,404,639 20,089,266 (1,684,627) 91.61% 12/31/2013 19,834,707 20,089,266 (254,559) 98.73% The Association is comprised of volunteers; therefore, there are no payroll expenditures (i.e.,there are no covered payroll percentage calculations). Note 8—Other Post-Employment Benefits Plan Plan Description The City provides post-employment insurance benefits to certain eligible employees through the City's Other Post-Employment Benefits Plan, a single-employer defined benefit plan administered by the City. All post-employment benefits are based on contractual agreements with employee groups. These contractual agreements do not include any specific contribution or funding requirements. The Plan does not issue a separate report. As of December 31, 2013, membership included 18 retirees and others currently receiving benefits, 1 spouse receiving payments and 246 active plan members. These benefits are summarized as follows: Post-Employment Insurance Benefits All retirees of the City have the option under state law to continue their medical insurance coverage through the City from the time of retirement until the employee reaches the age of eligibility for Medicare. For members of all employee groups, the retiree must pay the full premium to continue coverage for medical and dental insurance. The City is legally required to include any retirees for whom it provides health insurance coverage in the same insurance pool as its active employees, whether the premiums are paid by the City or the retiree. Consequently, participating retirees are considered to receive a secondary benefit known as an "implicit rate subsidy." This benefit relates to the assumption that the retiree is receiving a more favorable premium rate than they would otherwise be able to obtain if purchasing insurance on their own, due to being included in the same pool with the City's younger and statistically healthier active employees. 78 City of Eden Prairie, Minnesota Notes to Financial Statements Note 8—Other Post-Employment Benefits Plan (Continued) Funding Policy The required contribution is based on projected pay-as-you-go financing requirements, with additional amounts to pre-fund benefits as determined annually by the City. Annual OPEB Cost and Net OPEB Obligation The City's annual OPEB cost (expense) is calculated based on annual required contributions (ARC) of the City, an amount determined on an actuarially determined basis in accordance with the parameters of GASB Statement Nos. 43 and 45. The City prospectively implemented these statements during 2008. The ARC represents a level funding that, if paid on an ongoing basis, is projected to cover normal costs each year and amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed 30 years. The following table shows the components of the City's annual OPEB cost for the year, the amount actually contributed to the plan, and the changes in the City's net OPEB obligation to the plan: Annual required contribution $ 327,468 Interest on net OPEB obligation 34,626 Adjustment to annual required contribution (47,344) Annual OPEB cost expense 314,750 Contributions made 137,237 Increase in net OPEB obligation 177,513 Net OPEB obligation-beginning of year 988,897 Net OPEB obligation-end of year $ 1,166,410 Other post employment benefits are generally liquidated through the Health and Benefits Internal Service funds. The City's annual OPEB cost, the percentage of annual OPEB cost contributed to the plan, and the net OPEB obligation for the year are as follows: % of Annual Fiscal Annual Employer OPEB Cost Net OPEB Year Ended OPEB Cost Contribution Contributed Obligation 12/31/11 $ 279,201 $ 81,899 29.3% $ 769,453 12/31/12 314,750 95,306 30.3% 988,897 12/31/13 314,750 137,237 43.6% 1,166,410 79 City of Eden Prairie, Minnesota Notes to Financial Statements Note 8—Other Post-Employment Benefits Plan (Continued) Funded Status and Funding Progress As of January 1, 2012, the plan was zero percent funded. The actuarial accrued liability for benefits was $2,814,481, and the actuarial value of assets was $0, resulting in an unfunded actuarial accrued liability (UAAL) of$2,814,481. The covered payroll (annual payroll of active employees covered by the plan) was $17,746,102, and the ratio of the UAAL to the covered payroll was 15.9%. Actuarial valuations of an ongoing plan involve estimates of the value of reported amounts and assumptions about the probability occurrence of events far into the future. Examples include assumptions about future employment, mortality, and the healthcare cost trend. Amounts determined regarding the funded status of the plan and ARCs of the employer are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. The Schedule of Funding Progress immediately following the notes to the basic financial statements presents multi-year trend information about whether the actuarial value of plan assets is increasing or decreasing over time relative to the actuarial accrued liabilities for benefits. Actuarial Methods and Assumptions Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and the plan members) and include the types of benefits provided at the time of each valuation and the historical pattern of sharing of benefit costs between the employer and plan members to that point. The actuarial methods and assumptions used include techniques that are designed to reduce the effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of the calculations. In the January 1, 2012 actuarial valuation, the projected unit credit actuarial cost method was used. The actuarial assumptions included: a 4.5% percent investment rate of return (net of investment expenses) based on the City's own investments; an annual healthcare cost trend rate of 8.0% initially, reduced by decrements to an ultimate rate of 5% after six years for medical insurance. Both rates included a 2.5% inflation assumption. The UAAL is being amortized on a level dollar basis over a closed period. The remaining period at January 1,2012 is 30 years or less. 80 City of Eden Prairie, Minnesota Notes to Financial Statements Note 9—Leases As Lessee The City has entered into lease agreements for two space leases in connection with its liquor store operations. Rental expense, excluding a prorated share of real estate taxes and common area operating costs,for the year ended December 31,2013,was approximately$216,875. The following is an annual schedule of future minimum lease payments under these leases: Year Ended Prairie Prairie December 31, Village View 2014 $ 130,494 $ 92,172 2015 134,430 92,172 2016 138,454 94,176 2017 142,630 94,176 2018 121,800 96,180 2019 - 96,180 $ 667,808 $ 565,056 The City has entered into a lease agreement with the Metropolitan Airports Commission for expanded athletic fields. Rental expense for the year ended December 31, 2013,was $3,825. The City will continue to pay this amount, escalating 3% per year for the remaining lease term, which expires September 1, 2016. The City has entered into a lease agreement with CAPREF Eden Prairie LLC for office space used on the lower level of Eden Prairie Center. Rental expense for the year ended December 31, 2013 was $4,666.50. The City will continue to pay $4,666.50 per year for the remaining lease term, which expires March 31, 2019. As Lessor The City occupies approximately one-third of the City Center building. The remaining two-thirds are primarily leased to the Eden Prairie Independent School District and C.H. Robinson Company. The City recorded 2013 rental revenue of approximately $473,012 from these two tenants. The City also receives the lessee's portion of maintenance, insurance and taxes. C.H. Robinson's lease expired 2/28/14 and they did not renew. The City will receive rental revenue of $79,157 in 2014 before the lease expires. Rental revenue will resume after the City secures a new tenant for the C.H. Robinson space. The City has entered into a lease agreement with Riley Purgatory Bluff Creek Watershed District for the rental of an office space located in City Center. Rental income for the year ended December 31, 2013 was $2,400. The City will receive $1,400 in 2014 before the lease expires on July 31, 2014. The Watershed District will then leave the building. 81 City of Eden Prairie, Minnesota Notes to Financial Statements Note 9—Leases (Continued) The City has entered into a lease agreement with Pure Grace for the rental of space located at the Smith Douglas More House. Rental income for the year ended December 31, 2013 was $34,000. This lease will expire on December 31,2021. The City will receive $34,000 annually through 2021. The City has entered into a lease agreement with Ace Daycare -- which was then transferred to Lighthouse Daycare on November 1, 2013 -- for the rental of space located at 8098 Glen Lane. Rental income for the year ended December 31, 2013 was $66,500. This lease with Lighthouse Daycare will expire on September 30,2015. The City will receive $66,500 annually through 2015. The City has entered into a lease agreement with BE Ventures I, Inc. d/b/a Complete Nutrition for 1,517 square feet of rental of space located in the Den Road Liquor store building. Rental income for the year ended December 31, 2013 was $34,891. The City will receive $7,414 in 2014 until the lease expires on March 17, 2014. Rental income will resume when a new tenant for the space is secured. The City has entered into a lease agreement with Jeneka LLC d/b/a Encore Consignment Boutique 3,662 square feet of rental of space located in the Den Road Liquor store building. Rental income for the year ended December 31, 2013 was $78,861. The City will receive rent annually through 2018. Annual rent will be $91,550 in 2014-2016, and$98,875 in 2017-2018. The City has entered into a lease agreement with a tenant for the rental of space located at 9100 Riley Lake Road (the "Riley House"). Rental income for the year ended December 31, 2013 was $6,600. This lease expires on June 30,2014. The City will receive $3,300 through June 2014. The assets acquired for these lease agreements is as follows: 2013 2013 Governmental Liquor Activities Fund Asset: Land $ 2,628,813 $ 536,659 Building 13,005,368 1,900,408 Less: Accumulated depreciation (4,701,414) (530,590) Total $ 10,932,767 $ 1,906,477 Depreciation Expense $ 296,967 $ 37,936 82 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10—Long Term Debt Bonds The City issues general obligation bonds to provide funds for the acquisition and construction of major capital facilities. General obligation bonds have been issued for both governmental and business-type activities. General obligation bonds are direct obligations and pledge the full faith and credit of the City. The City also issues assessment debt with governmental commitment to provide funds for the construction of streets and utilities. These bonds will be repaid from amounts levied against the property owners benefited by this construction. In the event that a deficiency exists because of unpaid or delinquent assessments at the time a debt service payment is due, the City must provide resources to cover the deficiency until other resources are received. Assessment debt with governmental commitment has been issued for governmental activities. The City also issued lease revenue bonds where the government pledges income derived from lease agreements to pay debt service. 83 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10-Long Term Debt (Continued) Bonds currently outstanding (in thousands of dollars) are as follows: 2013 Interest Original Amount Maturities Rates Issue Outstanding Governmental Activity General obligation bonds G.O. Refunding Bonds of 2003C 2014 2.00-3.90% $ 1,445 $ 195 G.O. Bonds of 2005C 2014 4.10% 4,920 4,920 G.O. Bonds of 2006A 2014 3.50-4.00% 8,425 4,880 G.O. Bonds of 2006B 2015 4.25% 4,290 3,390 G.O. Equip Notes of 2008A 2018 3.00-4.00% 3,120 1,650 G.O. Equip Notes of 2009B 2018 3.00% 2,455 890 G.O. CIP Refunding Bonds 2009C 2014 2.50-3.00% 1,395 295 G.O. Bonds 2011B 2016 2.50-3.00% 415 255 G.O. Refunding Bonds 2011 C 2021 1.25-2.10% 4,455 4,455 G.O. Refunding Bonds 2012A 2026 2.00-2.63% 5,110 5,110 G.O. Refunding Bonds 2012B 2027 2.00-2.50% 3,170 3,170 Lease revenue bonds Public Facility Bonds of 2007A 2028 3.60-4.50% 1,630 1,360 Assess debt with govt commit G.O. Bonds of 2003D 2014 1.75-4.00% 4,305 175 G.O. Revolving Bonds of 2005A 2015 3.25-3.55% 2,390 550 G.O. Revolving Bonds of 2005B 2014 3.50-3.60% 2,690 125 G.O. Revolving Bonds of 2008B 2023 3.50-4.50% 1,845 1,335 G.O. Revolving Bonds of 2010A 2025 2.00-4.00% 1,190 985 G.O. Revolving Bonds of 2011D 2025 2.00-2.63% 1,805 1,805 G.O. Revolving Bonds of 2012C 2021 2.00% 10,250 10,250 Total Governmental Activity 65,305 45,795 Business Type Activitiy G.O. Water & Sewer Bonds 2011A 2020 .50-3.80% 1,260 905 G.O. Bonds 2011B 2020 2.50-3.00% 3,320 2,365 Total Business Type Activity 4,580 3,270 Capital Lease 2016 2.56% 220 133 Total $ 70,105 $ 49,198 84 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10-Long Term Debt (Continued) Annual debt service requirements to maturity for governmental activity bonds (in thousands of dollars) are as follows: Assessment Debt with Govt Years Commitment Ending G.O.Bonds Lease Revenue Bonds Improv Bonds Total 12/31 Principal Interest Principal Interest Principal Interest Principal Interest 2014 $ 11,515 $ 703 $ 70 $ 58 $ 765 $ 363 $ 12,350 $ 1,124 2015 4,375 378 70 56 2,485 320 6,930 754 2016 1,430 279 75 53 1,865 267 3,370 599 2017 1,360 248 80 50 1,845 226 3,285 524 2018 1,410 217 80 46 1,820 187 3,310 450 2019 1,005 191 85 42 1,805 146 2,895 379 2020 1,030 172 85 39 1,630 108 2,745 319 2021 1,050 152 90 35 1,615 71 2,755 258 2022 1,100 129 95 31 415 46 1,610 206 2023 1,135 106 100 26 425 32 1,660 164 2024 1,150 80 100 22 275 17 1,525 119 2025 1,165 52 100 17 280 9 1,545 78 2026 1,205 22 110 12 - - 1,315 34 2027 280 4 110 7 - - 390 11 2028 - - 110 3 - - 110 3 Total $ 29,210 $ 2,733 $ 1,360 $ 497 $ 15,225 $ 1,792 $ 45,795 $ 5,022 85 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10—Long Term Debt (Continued) Annual debt service requirements to maturity for business-type activity bonds (in thousands of dollars) are as follows: Years Ending Revenue Bonds 12/31 Principal Interest Total 2014 $ 440 $ 95 $ 535 2015 445 85 530 2016 455 73 528 2017 465 60 525 2018 475 46 521 2019 485 32 517 2020 505 16 521 Total $ 3,270 $ 407 $ 3,677 Capital Lease In 2012, the City entered into a new lease for financing the purchase of turn out gear for the Fire department. The lease agreement qualifies as a capital lease for accounting purposes and, therefore, has been recorded at the present value of their future minimum lease payments as of the inception date. This equipment was not capitalized by the City. The future minimum lease obligations and the net present value of these minimum lease payments as of December 31, 2013,were as follows: Year Ended December 31, 2014 $ 46,544 2015 46,545 2016 46,544 Net Minimum Lease Payments 139,633 Less Amount Representing Interest 6,933 Present Value of Net Minimum Lease Payments $132,700 86 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10—Long Term Debt (Continued) Changes in Long Term Debt Long-term debt activity for the year ended December 31, 2013, (in thousands of dollars) was as follows: Due Beginning Ending Within Balance Additions Reductions Balance One Year Governmental Activity G.O. bonds $ 31,570 $ - $ 2,360 $ 29,210 $ 11,515 Lease revenue bonds 1,425 - 65 1,360 70 Assess. debt with govt commit Improvement bonds 17,670 - 2,445 15,225 765 Issuance premium/discount 772 - 84 688 - Deferred gain 57 - 57 - - Total bonds 51,494 - 5,011 46,483 12,350 Compensated absences 1,887 1,657 1,697 1,847 886 Capital lease 175 - 42 133 43 Total $ 53,556 $ 1,657 $ 6,750 $ 48,463 $ 13,279 Business Type Activity Revenue bonds $ 3,700 $ - $ 430 $ 3,270 $ 440 Issuance premium/discount 130 - 16 114 - Total bonds 3,830 - 446 3,384 440 Compensated absences 245 229 249 225 108 Total $ 4,075 $ 229 $ 695 $ 3,609 $ 548 For the governmental activities, the capital lease is generally paid with unassigned fund balances within the General fund. Compensated absences will be paid out of the Internal Service fund. There are a number of limitations and restrictions contained in the various bond indentures. The City is in compliance with all significant limitations and restrictions. Call provisions are applicable to certain general obligation and special assessment bond issues. 87 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10—Long Term Debt (Continued) Changes in Long Term Debt During 2011 the City issued $4,455,000 G.O. Refunding Bonds 2011C to provide for the redemption of the G.O. Bonds 2006A. The refunding reduced total debt payment by $250,586 and resulted in an economic gain of$230,849. The proceeds of the crossover refunding were placed in an irrevocable escrow account and were used to purchase U.S. government securities. The escrow account investments will provide the resources to cover principal and interest payments on the refunding bonds until the crossover date. The refunding bonds cross over on the dates the refunded bonds are callable. Until the crossover dates, both the refunded and refunding bonds will be reported in the financial statements. Escrow Crossover Principal to Deposit Issue to be Refunded Date be Refunded at 12/31/13 G.O. Bonds 2006A 01/01/2014 $ 4,295,000 $ 4,323,919 The City also issued$1,805,000 G.O. Refunding Bonds 2011D to provide for the redemption of the G.O. Bonds 2005B. The refunding reduced total debt payment by$134,855 and resulted in an economic gain of$114,830. The proceeds of the crossover refunding were placed in an irrevocable escrow account and were used to purchase U.S. government securities. The escrow account investments will provide the resources to cover principal and interest payments on the refunding bonds until the crossover date. The refunding bonds cross over on the dates the refunded bonds are callable. Until the crossover dates, both the refunded and refunding bonds will be reported in the financial statements. On 12/1/13 $1,730,000 of principal was refunded. During 2012 the City issued $5,110,000 G.O. Refunding Bonds 2012A to provide for the redemption of the G.O. Bonds 2005C. The refunding reduced total debt payment by $651,406 and resulted in an economic gain of$551,320. 88 City of Eden Prairie, Minnesota Notes to Financial Statements Note 10—Long Term Debt (Continued) Changes in Long Term Debt The proceeds of the crossover refunding were placed in an irrevocable escrow account and were used to purchase U.S. government securities. The escrow account investments will provide the resources to cover principal and interest payments on the refunding bonds until the crossover date. The refunding bonds cross over on the dates the refunded bonds are callable. Until the crossover dates, both the refunded and refunding bonds will be reported in the financial statements. Escrow Crossover Principal to Deposit Issue to be Refunded Date be Refunded at 12/31/13 G.O. Bonds 2005C 1/1/2014 $ 4,920,000 $ 4,972,965 During 2012 the City issued $3,170,000 G.O. Refunding Bonds 2012B to provide for the redemption of the G.O. Bonds 2006B. The refunding reduced total debt payment by $304,967 and resulted in an economic gain of$257,382. The proceeds of the crossover refunding were placed in an irrevocable escrow account and were used to purchase U.S. government securities. The escrow account investments will provide the resources to cover principal and interest payments on the refunding bonds until the crossover date. The refunding bonds cross over on the dates the refunded bonds are callable. Until the crossover dates, both the refunded and refunding bonds will be reported in the financial statements. Escrow Crossover Principal to Deposit Issue to be Refunded Date be Refunded at 12/31/13 G.O. Bonds 2006B 1/1/2015 $ 3,000,000 $ 3,082,521 89 City of Eden Prairie, Minnesota Notes to Financial Statements Note 11—Risk Financing and Related Insurance Issues The City is exposed to various risk of loss related to torts; thefts of, damage to and destruction of assets; errors and omissions; injuries to employees; and natural disasters. In order to protect against these risks of loss, the City purchases commercial insurance through the League of Minnesota Cities Insurance Trust, a public entity risk pool, for property insurance and workers compensation. This pool currently operates as a common risk management and insurance program for municipal entities. The City pays an annual premium to the League for its insurance coverage. The League of Minnesota Cities Insurance Trust is self-sustaining through commercial companies for excess claims. The City is covered through the pool for any claims incurred but unreported, however, retains risk for the deductible portion of its insurance policies. The amount of these deductibles is considered immaterial to the financial statements. During the year ended December 31, 2013, these were no significant reductions in insurance coverage from the prior year. Settled claims have not exceeded the City's commercial coverage in any of the past three years. Note 12—Contingencies The City has been named in various legal actions. At the present time, there is no significant litigation pending that would cause a material effect on the financial statements if unfavorable rulings would result. While it is not possible to provide any probability of success or estimate of potential loss in defending any of these legal actions, the City expects to contest the allegations vigorously and does not believe these actions will have a material effect on the financial statements. A potential claim may be asserted against the City arising out of its membership in the Western Area Firing Training Academy (WAFTA). WAFTA is a joint powers entity consisting of 11 member cities that was formed in 1974 to purchase property to be used and operated as a fire training facility. In the late 1980's, WAFTA became aware that the site was contaminated. Since that time, WAFTA has been working with the Minnesota Pollution Control Agency(MPCA) and other responsible parties to address the contamination issues on the site. At this time, there is not an estimated dollar amount of the cost to remediate the site nor has a claim been asserted against WAFTA or the City. Note 13—Contract Commitments At December 31,2013,the City had commitments on various construction projects. These commitments totaled approximately$683,464. 90 City of Eden Prairie, Minnesota Notes to Financial Statements Note 14—Conduit Debt Obligations From time to time, the City has issued Industrial Revenue and Housing bonds to provide financial assistance to private-sector entities for the acquisition and construction of industrial and commercial facilities deemed to be in the public interest. The bonds are secured by the property financed and are payable solely from payments received on the underlying mortgage loans. Upon repayment of the bonds, ownership of the acquired facilities transfers to the private-sector entity served by the bond issuance. Neither the City, the State, nor any political subdivision thereof is obligated in any manner for repayment of the bonds. Accordingly, the bonds are not reported as liabilities in the accompanying financial statements. As of December 31, 2013, there were 21 series of Industrial Revenue Bonds outstanding,with outstanding balances of$103,539,724. Note 15—Fund Balance Classification At December 31, 2013, a summary of the governmental fund balance classifications are as follows: General Obligation Improv. Capital Public Shady Oak Other Revolving Improvement Improvement Road Govt General 2005E Maintenance Construction North Funds Total Nonspendable: Prepaid Items $ 24,702 $ - $ - $ - $ - $ 1,620 $ 26,322 Land Held for Resale - - - - - 537,000 537,000 Total Nonspendable 24,702 - - - - 538,620 563,322 Restricted for: Debt Service - 407,430 - - - 15,037,162 15,444,592 Special Assessments - - - - - 406,690 406,690 Franchise Fee - - - - - 235,962 235,962 Cemetary - - - - - 145,856 145,856 Recycling - - - - - 45,190 45,190 Law Enforcement - - - - - 172,175 172,175 E-911 - - - - - 230,264 230,264 Park Dedication Fees - - - - - 245,170 245,170 Tax Increment - - - - - 3,950,881 3,950,881 407,430 - - - 20,469,350 20,876,780 Assigned to: Capital Projects - - 16,096,965 - - 504,587 16,601,552 Improvement Projects - - - - 740,661 10,933,178 11,673,839 Total Assigned - - 16,096,965 - 740,661 11,437,765 28,275,391 Unassigned: Budget Stabilization 6,093,689 - - - - - 6,093,689 Working Capital 15,370,852 - - - - - 15,370,852 Unassigned 45,000 - - (2,770,805) - (1,088,387) (3,814,192) Total Unassigned 21,509,541 - - (2,770,805) - (1,088,387) 17,650,349 Total Fund Balance $21,534,243 $ 407,430 $16,096,965 $(2,770,805) $ 740,661 $31,357,348 $67,365,842 91 City of Eden Prairie, Minnesota Required Supplemental Information Modified Approach for Infrastructure Assets Condition Rating of the City's Street System: Average PCI 2013 78.80% 2010 81.10% 2007 81.30% 2004 80.40% 2001 80.50% Comparison of Needed-to-Actual Maintenance/Preservation: 2013 2012 2011 2010 2009 Budget $2,767,000 $2,397,000 $2,304,079 $2,280,000 $2,190,000 Actual 2,263,758 2,172,757 1,711,894 1,960,670 2,187,455 Difference $ (503,242) $ (224,243) $ (592,185) $ (319,330) $ (2,545) The condition of road pavement is measured using Good Pointe's Icon pavement management system. Each of the pavements in the City of Eden Prairie was visually inspected using the Paver-based Pavement Condition Index (PCI) methodology. The methodology is based on a numeric rating system ranging from 100 for a newly surfaced pavement to 0 for a failed pavement. The condition index is used to classify roads in excellent condition (85-100), very good condition (70-84), good condition (55-69), fair condition (40-54), poor condition (25-39), very poor condition (10-24) and failed condition (0-9). It is the City's policy to maintain an average PCI of 60 percent. 92 City of Eden Prairie, Minnesota Required Supplemental Information Other Post-Employment Benefits Plan Schedule of Funding Progress Unfunded Unfunded Actuarial Actuarial Actuarial Actuarial Liability Fiscal Valuation Accrued Value of Accrued Funded Covered as a % of Year Ended Date Liability Plan Assets Liability Ratio Payroll Payroll 12/31/08 1/1/08 $ 1,781,809 $ - $ 1,781,809 0.0% $ 16,945,552 10.5% 12/31/09 1/1/08 1,781,809 - 1,781,809 0.0% 16,945,552 10.5% 12/31/10 1/1/10 2,438,910 - 2,438,910 0.0% 17,127,274 14.2% 12/31/11 1/1/10 2,438,910 - 2,438,910 0.0% 17,127,274 14.2% 12/31/12 1/1/12 2,814,481 - 2,814,481 0.0% 17,746,102 15.9% 12/31/13 1/1/12 2,814,481 - 2,814,481 0.0% 17,746,102 15.9% 93 Combining Fund Statements City of Eden Prairie, Minnesota Nonmajor Governmental Funds Special Revenue Funds Special revenue funds are used to account for and report the proceeds of specific revenue sources that are restricted or committed to expenditures for specified purposes other than debt service or capital projects. Housing Redevelopment Authority(HRA Grant) - This fund accounts for monies received under Title I of the Housing and Community Development Act of 1974 and other related housing activities. Pleasant Hills Cemetery - This fund accounts for the current operations of the City cemetery including maintenance costs and lot sales. Recycling - This fund accounts for monies received from Hennepin County's household waste rebate programs. All dollars received are to be refunded to eligible households within Eden Prairie. 95 City of Eden Prairie, Minnesota Nonmajor Governmental Funds Debt Service Funds Debt service funds are used to account for all financial resources that are restricted, committed, or assigned to expenditures for principal and interest. Open Space Refunding 2003 - This fund accounts for the refunding of the 1994 G.O. Open Space Bonds which accounted for the accumulation of tax revenues needed to repay bonds issued to finance the acquisition of land for the City's preservation program. General Obligation Improvement 2003D - This fund accounts for the accumulation of resources needed to repay bonds issued to finance the construction of streets, lateral utilities, and drainage for the Charlson and Hillcrest Construction Projects. The primary sources of repayment on these bonds are special assessments levied on benefited properties. General Obligation Improvement Revolving 2005A - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction projects for the ADC project. General Obligation Bonds 2005C - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction projects for various trails, park improvements and the community center. General Obligation Bonds 2006A - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction projects for various trails, park improvements and the community center. General Obligation Bonds 2006B - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction projects for the new Fire station. 3rd Rink Lease Revenue Bonds 2007A - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction projects for the 3rd Sheet of Ice at the community center. Capital Equipment Notes 2008A - This fund is used to account for the accumulation of tax revenues needed to repay certificates issued to finance the 20/40/15 project, regional radio conversion project and two fire trucks. 96 City of Eden Prairie, Minnesota Nonmajor Governmental Funds Debt Service Funds (Continued) General Obligation Bonds 2008B - This fund is used to account for the accumulation of resources needed to repay bonds issued to finance the construction of streets, lateral utilities, and drainage for the Flying Cloud Drive construction project. The primary sources of repayment on these bonds are special assessments levied on benefited properties. Capital Equipment Notes 2009B - This fund is used to account for the accumulation of tax revenues needed to repay certificates issued to finance the 20/40/15 project and the regional radio conversion project. CIP Refunding Bonds 2009C - This fund accounts for the refunding of the HRA Lease Revenue Facility Bonds for the Fire Station. General Obligation Improvement Bonds 2010A - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to pay the construction costs for the Singletree Lane project. General Obligation Improvement Bonds 2011B - This fund is used to account for the accumulation of tax revenues needed to repay bonds issued to finance the Self Contained Breathing Apparatus Gear for the fire department. General Obligation Refunding 2011C - This fund accounts for the refunding of the G.O. Park Referendum Bonds which accounted for the accumulation of tax revenues needed to repay bonds issued to finance construction projects for various trails,park improvements and the community center. General Obligation Refunding 2011D - This fund accounts for the refunding of the G.O. Improvement Revolving Bonds which accounted for the accumulation of tax revenues needed to repay bonds issued to finance the construction at 212 and Charleston Road. General Obligation Refunding 2012A - This fund accounts for the refunding of the G.O. Bonds 2005C which accounted for the accumulation of tax revenues needed to repay bonds issued to finance construction projects for various trails,park improvements and the community center. General Obligation Refunding 2012B - This fund accounts for the refunding of the G.O. Bonds 2006B which accounted for the accumulation of tax revenues needed to repay bonds issued to finance construction projects for the new fire station. 97 City of Eden Prairie, Minnesota Nonmajor Governmental Funds Debt Service Funds (Continued) General Obligation Improvement Bonds 2012C- This fund is used to account for the accumulation of special assessments needed to repay bonds issued to finance the Shady Oak Road North project. Capital Projects Funds Capital projects funds are used to account for all financial resources that are restricted, committed, or assigned to expenditures for capital outlay. Police - This fund accounts for all confiscated money, and / or property obtained through drug-related criminal arrests and compliance fines. The funds are earmarked for expenditures on law enforcement operations. E-911 - This fund accounts for monies received from the State of Minnesota to be used for the E-911 emergency system. Senior Board - This fund was established to account for monies received for Senior Awareness Week. Park Improvement - This fund accounts for the park dedication fees, grants, and other contributions earmarked for expenditure on park acquisition and development. CIP Trails - This fund accounts for the accumulation of resources to be used for capital improvements and maintenance of City trails. CIP Pavement Management - This fund accounts for the accumulation of resources to be used for capital improvements and maintenance of City streets. Economic Development - This fund accounts for money set aside to assist in the redevelopment of the City. Project - This fund accounts for tax increment revenue set aside to assist in the redevelopment of the City. Sprint / Nextel - This fund accounts for contributions from Sprint for the transition of the City's radio system. 98 City of Eden Prairie, Minnesota Nonmajor Governmental Funds Capital Projects Funds (Continued) HRA - This fund accounts for the accumulation of resources to be used for economic development projects. Flying Cloud Drive - This fund accounts for proceeds of bonds sold to finance the construction of a three lane road from south of Shady Oak Road to the south end of the Liberty Plaza campus. Transportation - This fund accounts for proceeds of state aid. This revenue is used to finance street improvements. Shady Oak Road South - This fund accounts for the accumulation of resources to be used for the reconstruction of Shady Oak Road from Flying Cloud Drive to Rowland Road. Cable PEG (Public, Educational, and Government)- This fund accounts for the revenues collected from Comcast. These funds will be used for the production of PEG Access programming. Pool Upgrade / Expansion - This fund accounts for the accumulation of resources to be used for a potential upgrade to the Community Center pool. Eden Prairie Road - This fund accounts for proceeds of bonds sold to finance the construction of Eden Prairie Road. Eden Prairie Rd Connect to Flying Cloud - This fund accounts for the accumulation of resources to be used for the construction of road from Frederick Place to north of Riley Creek. 99 City of Eden Prairie, Minnesota Nonmajor Governmental Funds Permanent Funds Permanent funds are used to account for resources that are restricted to the extent that only earnings, and not principal, may be used for purposes that support the City's programs that is, for the benefit of the City or its citizens. Historical and Cultural - This fund accumulates revenue from the sale of a book on Eden Prairie's 100- year history. The book was donated to the City by the Eden Prairie Historical Society, with revenues earmarked for expenditure on the preservation of the history of Eden Prairie. Cemetery Perpetual Care - This fund was established to account for funds dedicated for cemetery maintenance in accordance with state statutes. 100 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 1 of 10 Special Revenue Pleasant HRA Hills Grant Cemetery Recycling Total ASSETS Cash and Investments $ 4,708 $ 9,076 $ 49,696 $ 63,480 Receivables Accounts - - - - Interest - 11 - 11 Due from Other Governments 38,015 - - 38,015 Unremitted Taxes - - - - Unremitted Special Assessments - - - - Deferred Special Assessments - - - - Special Deferred Special Assessments - - - - Due from Other Funds - - - - Prepaid Items - - - - Land Held for Resale - - - - Cash and Investments with Escrow Agent - - - - Total Assets $ 42,723 $ 9,087 $ 49,696 $ 101,506 LIABILITIES Accounts and Contracts Payable $ 41,713 $ - $ 4,506 $ 46,219 Salaries Payable 1,348 - - 1,348 Interest Payable - - - - Due to Other Governments 2,530 - - 2,530 Due to Other Funds - - - - Unearned Revenue - - - - Total Liabilities 45,591 - 4,506 50,097 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - - Total Deferred Inflows of Resources - - - - FUND BALANCES Nonspendable - - - - Restricted - 9,087 45,190 54,277 Assigned - - - - Unassigned (2,868) - - (2,868) Total Fund Balance (2,868) 9,087 45,190 51,409 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 42,723 $ 9,087 $ 49,696 $ 101,506 101 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 2 of 10 Debt Service General General Open Obligation Obligation General General Space lmprov. lmprov. Obligation Obligation Refunding Bonds Revolving Bonds Bonds 2003 2003D 2005A 2005C 2006A ASSETS Cash and Investments $ 173,421 $ - $ 26,623 $ 310,037 $ 831,900 Receivables Accounts - - - - - Interest 96 - 139 6,817 5,776 Due from Other Governments - - - - - Unremitted Taxes 900 - 581 960 3,696 Unremitted Special Assessments - 10 - - - Deferred Special Assessments - 304,020 338,072 - - Special Deferred Special Assessments - 120,762 - - - Due from Other Funds - - - - 163,705 Prepaid Items - - - 400 - Land Held for Resale - - - - - Cash and Investments with Escrow Agent - - - 4,913,537 4,250,488 Total Assets $ 174,417 $ 424,792 $ 365,415 $ 5,231,751 $ 5,255,565 LIABILITIES Accounts and Contracts Payable $ - $ - $ - $ - $ - Salaries Payable - - - - - Interest Payable - 896 - - - Due to Other Governments - - - - - Due to Other Funds - 120,684 - - - Unearned Revenue - - - - - Total Liabilities - 121,580 - - - DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - 424,782 338,072 - - Total Deferred Inflows of Resources - 424,782 338,072 - - FUND BALANCES Nonspendable - - - 400 - Restricted 174,417 - 27,343 5,231,351 5,255,565 Assigned - - - - - Unassigned - (121,570) - - - Total Fund Balance 174,417 (121,570) 27,343 5,231,751 5,255,565 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 174,417 $ 424,792 $ 365,415 $ 5,231,751 $ 5,255,565 102 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 3 of 10 Debt Service 3rd Rink General Lease Capital General Capital Obligation Revenue Equip Obligation Equip Bonds Bonds Notes Bonds Notes 2006B 2007A 2008A 2008B 2009E ASSETS Cash and Investments $ 411,382 $ - $ 80,871 $ 1,360 $ 204,697 Receivables Accounts - - - - - Interest 6,327 - - - 721 Due from Other Governments - - - - - Unremitted Taxes 1,893 - 2,079 - 2,825 Unremitted Special Assessments - - - - - Deferred Special Assessments - - - - - Special Deferred Special Assessments - - - - - Due from Other Funds - - - - - Prepaid Items - - - - - Land Held for Resale - - - - - Cash and Investments with Escrow Agent 2,982,162 99,812 - - - Total Assets $ 3,401,764 $ 99,812 $ 82,950 $ 1,360 $ 208,243 LIABILITIES Accounts and Contracts Payable $ - $ - $ - $ - $ - Salaries Payable - - - - - Interest Payable - 18 38 23 - Due to Other Governments - - - - - Due to Other Funds - 68 - - - Unearned Revenue - - - - - Total Liabilities - 86 38 23 - DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - - - Total Deferred Inflows of Resources - - - - - FUND BALANCES Nonspendable - - - - - Restricted 3,401,764 99,726 82,912 1,337 208,243 Assigned - - - - - Unassigned - - - - - Total Fund Balance 3,401,764 99,726 82,912 1,337 208,243 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 3,401,764 $ 99,812 $ 82,950 $ 1,360 $ 208,243 103 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 4 of 10 Debt Service General General General CIP Obligation General Obligation Obligation Refunding Improvement Obligation Refunding Refunding Bonds Bonds Bonds Bonds Bonds 2009C 2010A 2011B 2011C 2011D ASSETS Cash and Investments $ 134,992 $ 79,829 $ 30,439 $ - $ - Receivables Accounts - - - - - Interest 324 138 74 - - Due from Other Governments - - - - - Unremitted Taxes 1,685 - 513 - - Unremitted Special Assessments - - - - - Deferred Special Assessments - 905,671 - - - Special Deferred Special Assessments - - - - - Due from Other Funds - - - - - Prepaid Items - 400 - 525 525 Land Held for Resale - - - - - Cash and Investments with Escrow Agent - - - 73,431 - Total Assets $ 137,001 $ 986,038 $ 31,026 $ 73,956 $ 525 LIABILITIES Accounts and Contracts Payable $ - $ - $ - $ - $ - Salaries Payable - - - - - Interest Payable - - - 64 64 Due to Other Governments - - - - - Due to Other Funds - - - 40,776 1,202 Unearned Revenue - - - - - Total Liabilities - - - 40,840 1,266 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - 905,671 - - - Total Deferred Inflows of Resources - 905,671 - - - FUND BALANCES Nonspendable - 400 - 525 - Restricted 137,001 79,967 31,026 32,591 - Assigned - - - - - Unassigned - - - - (741) Total Fund Balance 137,001 80,367 31,026 33,116 (741) Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 137,001 $ 986,038 $ 31,026 $ 73,956 $ 525 104 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 5 of 10 Debt Service General General General Obligation Obligation Obligation Refunding Refunding Improvement Bonds Bonds Bonds 2012A 2012E 2012C Total ASSETS Cash and Investments $ - $ - $ 114,805 $ 2,400,356 Receivables Accounts - - - - Interest - - 302 20,714 Due from Other Governments - - - - Unremitted Taxes - - - 15,132 Unremitted Special Assessments - - - 10 Deferred Special Assessments - - - 1,547,763 Special Deferred Special Assessments - - - 120,762 Due from Other Funds - - - 163,705 Prepaid Items - - - 1,850 Land Held for Resale - - - - Cash and Investments with Escrow Agent 59,428 100,359 - 12,479,217 Total Assets $ 59,428 $ 100,359 $ 115,107 $ 16,749,509 LIABILITIES Accounts and Contracts Payable $ - $ - $ - $ - Salaries Payable - - - - Interest Payable - - - 1,103 Due to Other Governments - - - - Due to Other Funds 479 496 - 163,705 Unearned Revenue - - - - Total Liabilities 479 496 - 164,808 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - 1,668,525 Total Deferred Inflows of Resources - - - 1,668,525 FUND BALANCES Nonspendable - - - 1,325 Restricted 58,949 99,863 115,107 15,037,162 Assigned - - - - Unassigned - - - (122,311) Total Fund Balance 58,949 99,863 115,107 14,916,176 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 59,428 $ 100,359 $ 115,107 $ 16,749,509 105 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 6 of 10 Capital Projects Senior Park CIP Police E-911 Board Improvement Trails ASSETS Cash and Investments $ 228,463 $ 292,216 $ 9,838 $ 2,495,414 $ - Receivables Accounts 895 - - - - Interest 361 462 17 4,431 - Due from Other Governments - 13,653 - - - Unremitted Taxes - - - - - Unremitted Special Assessments - - - - - Deferred Special Assessments - - - - 195,000 Special Deferred Special Assessments - - - - - Due from Other Funds - - - - - Prepaid Items - - - - - Land Held for Resale - - - - - Cash and Investments with Escrow Agent - - - - - Total Assets $ 229,719 $ 306,331 $ 9,855 $ 2,499,845 $ 195,000 LIABILITIES Accounts and Contracts Payable $ 8,876 $ 72 $ - $ 36,337 $ 5,863 Salaries Payable 2,988 - - - - Interest Payable - - - - 211 Due to Other Governments - - - - - Due to Other Funds - - - - 270,614 Unearned Revenue - - - 286,450 - Total Liabilities 11,864 72 - 322,787 276,688 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - - 195,000 Total Deferred Inflows of Resources - - - - 195,000 FUND BALANCES Nonspendable - - - - - Restricted 172,175 230,264 - 245,170 - Assigned 45,680 75,995 9,855 1,931,888 - Unassigned - - - - (276,688) Total Fund Balance 217,855 306,259 9,855 2,177,058 (276,688) Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 229,719 $ 306,331 $ 9,855 $ 2,499,845 $ 195,000 106 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 7 of 10 Capital Projects CIP Economic Pavement Development Project Sprint/ Management Fund Fund Nextel HRA ASSETS Cash and Investments $ - $ 4,462,140 $ 4,471,893 $ - $ 249,690 Receivables Accounts 548,121 - - - - Interest 686 7,056 7,956 - 321 Due from Other Governments - - - - - Unremitted Taxes - - - - 1,081 Unremitted Special Assessments - - - - - Deferred Special Assessments - - - - - Special Deferred Special Assessments - - - - - Due from Other Funds - - 989,887 - - Prepaid Items - - - - - Land Held for Resale - 537,000 - - - Cash and Investments with Escrow Agent - - - - - Total Assets $ 548,807 $ 5,006,196 $ 5,469,736 $ - $ 251,092 LIABILITIES Accounts and Contracts Payable $ 3,276 $ - $ 5,730 $ - $ - Salaries Payable - - - - 6,058 Interest Payable - - - - - Due to Other Governments - - 550 - - Due to Other Funds 80,612 - - - - Unearned Revenue - - - - - Total Liabilities 83,888 - 6,280 - 6,058 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - - - Total Deferred Inflows of Resources - - - - - FUND BALANCES Nonspendable - 537,000 - - - Restricted 166,959 - 3,950,881 - - Assigned 297,960 4,469,196 1,512,575 - 245,034 Unassigned - - - - - Total Fund Balance 464,919 5,006,196 5,463,456 - 245,034 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 548,807 $ 5,006,196 $ 5,469,736 $ - $ 251,092 107 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 8 of 10 Capital Projects Shady Oak Pool Flying Cloud Road Cable Upgrade/ Drive Transportation South PEG Expansion ASSETS Cash and Investments $ 440,145 $ 660,660 $ 2,102,982 $ 43,686 $ - Receivables Accounts - - - 26,411 - Interest 756 1,380 4,654 96 - Due from Other Governments - 20,469 - - - Unremitted Taxes - - - - - Unremitted Special Assessments - - - - - Deferred Special Assessments 1,100,000 71,447 - - - Special Deferred Special Assessments - - - - - Due from Other Funds - - - - - Prepaid Items - 295 - - - Land Held for Resale - - - - - Cash and Investments with Escrow Agent - - - - - Total Assets $ 1,540,901 $ 754,251 $ 2,107,636 $ 70,193 $ - LIABILITIES Accounts and Contracts Payable $ - $ 10,755 $ 89,987 $ 932 $ 39,363 Salaries Payable - 2,055 - - - Interest Payable - - - - 44 Due to Other Governments - - - - - Due to Other Funds - - - - 219,252 Unearned Revenue - - - - - Total Liabilities - 12,810 89,987 932 258,659 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments 1,100,000 71,447 - - - Total Deferred Inflows of Resources 1,100,000 71,447 - - - FUND BALANCES Nonspendable - 295 - - - Restricted 406,690 - - 69,003 - Assigned 34,211 669,699 2,017,649 258 - Unassigned - - - - (258,659) Total Fund Balance 440,901 669,994 2,017,649 69,261 (258,659) Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 1,540,901 $ 754,251 $ 2,107,636 $ 70,193 $ - 108 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 9 of 10 Capital Projects Eden Prairie Rd Eden Connect to Prairie Flying Road Cloud Total ASSETS Cash and Investments $ - $ - $ 15,457,127 Receivables Accounts - - 575,427 Interest - - 28,176 Due from Other Governments - - 34,122 Unremitted Taxes - - 1,081 Unremitted Special Assessments - - - Deferred Special Assessments - - 1,366,447 Special Deferred Special Assessments - - - Due from Other Funds - - 989,887 Prepaid Items - - 295 Land Held for Resale - - 537,000 Cash and Investments with Escrow Agent - - - Total Assets $ - $ - $ 18,989,562 LIABILITIES Accounts and Contracts Payable $ 3,819 $ 4,102 $ 209,112 Salaries Payable - - 11,101 Interest Payable 529 2 786 Due to Other Governments - - 550 Due to Other Funds 402,498 16,911 989,887 Unearned Revenue - - 286,450 Total Liabilities 406,846 21,015 1,497,886 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - 1,366,447 Total Deferred Inflows of Resources - - 1,366,447 FUND BALANCES Nonspendable - - 537,295 Restricted - - 5,241,142 Assigned - - 11,310,000 Unassigned (406,846) (21,015) (963,208) Total Fund Balance (406,846) (21,015) 16,125,229 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ - $ - $ 18,989,562 109 City of Eden Prairie, Minnesota Combining Balance Sheet Nonmajor Governmental Funds December 31,2013 Page 10 of 10 Permanent Fund Cemetery Total Historical Perpetual Nonmajor and Care Governmental Cultural Fund Total Funds ASSETS Cash and Investments $ 7,765 $ 256,350 $ 264,115 $ 18,185,078 Receivables Accounts - - - 575,427 Interest 12 407 419 49,320 Due from Other Governments - - - 72,137 Unremitted Taxes - - - 16,213 Unremitted Special Assessments - - - 10 Deferred Special Assessments - - - 2,914,210 Special Deferred Special Assessments - - - 120,762 Due from Other Funds - - - 1,153,592 Prepaid Items - - - 2,145 Land Held for Resale - - - 537,000 Cash and Investments with Escrow Agent - - - 12,479,217 Total Assets $ 7,777 $ 256,757 $ 264,534 $ 36,105,111 LIABILITIES Accounts and Contracts Payable $ - $ - $ - $ 255,331 Salaries Payable - - - 12,449 Interest Payable - - - 1,889 Due to Other Governments - - - 3,080 Due to Other Funds - - - 1,153,592 Unearned Revenue - - - 286,450 Total Liabilities - - - 1,712,791 DEFERRED INFLOWS OF RESOURCES Unavailable Revenue-Special Assessments - - - 3,034,972 Total Deferred Inflows of Resources - - - 3,034,972 FUND BALANCES Nonspendable - - - 538,620 Restricted - 136,769 136,769 20,469,350 Assigned 7,777 119,988 127,765 11,437,765 Unassigned - - - (1,088,387) Total Fund Balance 7,777 256,757 264,534 31,357,348 Total Liabilities, Deferred Inflows of Resources,and Fund Balances $ 7,777 $ 256,757 $ 264,534 $ 36,105,111 110 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 1 of 10 For the Year Ended December 31,2013 Special Revenue Pleasant HRA Hills Grant Cemetery Recycling Total REVENUES General Property Taxes $ - $ - $ - $ - Special Assessments - - - - Licenses and Permits - - - - Intergovernmental Revenue 355,011 - 152,938 507,949 Fines and Forfeits - - - - Investment Income - 8 - 8 Interest on Escrow Fund - - - - Rental - - - - Other Fees - 9,560 - 9,560 Contributions and Donations - - - - Miscellaneous - - - - Total Revenues 355,011 9,568 152,938 517,517 EXPENDITURES Current Community Development 356,920 - - 356,920 Police - - - - Public Works - - 118,141 118,141 Parks and Recreation - 6,443 - 6,443 Interest on Interfund Borrowing - - - - Capital Outlay Administration - - - - Police - - - - Fire - - - - Public Works - - - - Parks and Recreation - - - - Debt Service Principal - - - - Interest - - - - Fiscal Agent Fees - - - - Total Expenditures 356,920 6,443 118,141 481,504 Excess of Revenues Over(Under)Expenditures (1,909) 3,125 34,797 36,013 OTHER FINANCING SOURCES(USES) Transfers In - - - - Transfers Out - - - - Total Other Financing Sources(Uses) - - - - Net Change in Fund Balances (1,909) 3,125 34,797 36,013 Fund Balances(Deficit)-Beginning (959) 5,962 10,393 15,396 Fund Balances(Deficit)-Ending $ (2,868) $ 9,087 $ 45,190 $ 51,409 111 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 2 of 10 For the Year Ended December 31,2013 Debt Service General General Open Obligation Obligation General General Space Improv. Improv. Obligation Obligation Refunding Bonds Revolving Bonds Bonds 2003 2003D 2005A 2005C 2006A REVENUES General Property Taxes $ 198,998 $ - $ 108,387 $ 212,233 $ 817,580 Special Assessments - 561,971 188,054 - - Licenses and Permits - - - - - Intergovernmental Revenue - - - - - Fines and Forfeits - - - - - Investment Income 61 - 128 229 663 Interest on Escrow Fund - - - 13,078 9,968 Rental - - - - - Other Fees - - - - - Contributions and Donations - - - - - Miscellaneous - - - - - Total Revenues 199,059 561,971 296,569 225,540 828,211 EXPENDITURES Current Community Development - - - - - Police - - - - - Public Works - - - - - Parks and Recreation - - - - - Interest on Interfund Borrowing - 366 - - - Capital Outlay Administration - - - - - Police - - - - - Fire - - - - - Public Works - - - - - Parks and Recreation - - - - - Debt Service Principal 185,000 150,000 260,000 - 560,000 Interest 11,120 9,925 28,490 203,145 210,663 Fiscal Agent Fees 431 431 350 400 400 Total Expenditures 196,551 160,722 288,840 203,545 771,063 Excess of Revenues Over(Under)Expenditures 2,508 401,249 7,729 21,995 57,148 OTHER FINANCING SOURCES(USES) Transfers In - - - - - Transfers Out - - - - - Total Other Financing Sources(Uses) - - - - - Net Change in Fund Balances 2,508 401,249 7,729 21,995 57,148 Fund Balances(Deficit)-Beginning 171,909 (522,819) 19,614 5,209,756 5,198,417 Fund Balances(Deficit)-Ending $ 174,417 $ (121,570) $ 27,343 $ 5,231,751 $ 5,255,565 112 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 3 of 10 For the Year Ended December 31,2013 Debt Service 3rd Rink General Lease Capital General Capital Obligation Revenue Equip Obligation Equip Bonds Bonds Notes Bonds Notes 2006B 2007A 2008A 2008B 2009B REVENUES General Property Taxes $ 353,003 $ - $ 387,806 $ - $ 527,018 Special Assessments - - - - - Licenses and Permits - - - - - Intergovernmental Revenue - - - - - Fines and Forfeits - - - - - Investment Income 267 - 164 - 1,142 Interest on Escrow Fund 12,047 - - - - Rental - - - - - Other Fees - - - - - Contributions and Donations - - - - - Miscellaneous - - - - - Total Revenues 365,317 - 387,970 - 528,160 EXPENDITURES Current Community Development - - - - - Police - - - - - Public Works - - - - - Parks and Recreation - - - - - Interest on Interfund Borrowing - 379 - 9 - Capital Outlay Administration - - - - - Police - - - - - Fire - - - - - Public Works - - - - - Parks and Recreation - - - - - Debt Service Principal 175,000 65,000 300,000 110,000 770,000 Interest 153,414 60,828 68,518 61,435 49,800 Fiscal Agent Fees 400 2,150 400 400 400 Total Expenditures 328,814 128,357 368,918 171,844 820,200 Excess of Revenues Over(Under)Expenditures 36,503 (128,357) 19,052 (171,844) (292,040) OTHER FINANCING SOURCES(USES) Transfers In - 130,000 35,000 172,000 340,000 Transfers Out - - - - - Total Other Financing Sources(Uses) - 130,000 35,000 172,000 340,000 Net Change in Fund Balances 36,503 1,643 54,052 156 47,960 Fund Balances(Deficit)-Beginning 3,365,261 98,083 28,860 1,181 160,283 Fund Balances(Deficit)-Ending $ 3,401,764 $ 99,726 $ 82,912 $ 1,337 $ 208,243 113 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 4 of 10 For the Year Ended December 31,2013 Debt Service General General General CIP Obligation General Obligation Obligation Refunding Improvement Obligation Refunding Refunding Bonds Bonds Bonds Bonds Bonds 2009C 2010A 2011E 2011C 2011D REVENUES General Property Taxes $ 314,222 $ - $ 95,559 $ - $ - Special Assessments - 126,990 - - - Licenses and Permits - - - - - Intergovernmental Revenue - - - - - Fines and Forfeits - - - - - Investment Income 226 177 58 - - Interest on Escrow Fund - - - - - Rental - - - - - Other Fees - - - - - Contributions and Donations - - - - - Miscellaneous - - - - - Total Revenues 314,448 127,167 95,617 - - EXPENDITURES Current Community Development - - - - - Police - - - - - Public Works - - - - - Parks and Recreation - - - - - Interest on Interfund Borrowing - - - 110 131 Capital Outlay Administration - - - - - Police - - - - - Fire - - - - - Public Works - - - - - Parks and Recreation - - - - - Debt Service Principal 290,000 75,000 80,000 - - Interest 14,625 35,335 9,438 67,783 39,838 Fiscal Agent Fees 400 - - - 525 Total Expenditures 305,025 110,335 89,438 67,893 40,494 Excess of Revenues Over(Under)Expenditures 9,423 16,832 6,179 (67,893) (40,494) OTHER FINANCING SOURCES(USES) Transfers In - - - - - Transfers Out - - - - - Total Other Financing Sources(Uses) - - - - - Net Change in Fund Balances 9,423 16,832 6,179 (67,893) (40,494) Fund Balances(Deficit)-Beginning 127,578 63,535 24,847 101,009 39,753 Fund Balances(Deficit)-Ending $ 137,001 $ 80,367 $ 31,026 $ 33,116 $ (741) 114 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 5 of 10 For the Year Ended December 31,2013 Debt Service General General General Obligation Obligation Obligation Refunding Refunding Improvement Bonds Bonds Bonds 2012A 2012B 2012C Total REVENUES General Property Taxes $ - $ - $ - $ 3,014,806 Special Assessments - - - 877,015 Licenses and Permits - - - - Intergovernmental Revenue - - - - Fines and Forfeits - - - - Investment Income - - 764 3,879 Interest on Escrow Fund - - - 35,093 Rental - - - - Other Fees - - - - Contributions and Donations - - - - Miscellaneous - - - - Total Revenues - - 764 3,930,793 EXPENDITURES Current Community Development - - - - Police - - - - Public Works - - - - Parks and Recreation - - - - Interest on Interfund Borrowing 28 18 - 1,041 Capital Outlay Administration - - - - Police - - - - Fire - - - - Public Works - - - - Parks and Recreation - - - - Debt Service Principal - - - 3,020,000 Interest 158,475 89,208 127,556 1,399,596 Fiscal Agent Fees 525 525 750 8,487 Total Expenditures 159,028 89,751 128,306 4,429,124 Excess of Revenues Over(Under)Expenditures (159,028) (89,751) (127,542) (498,331) OTHER FINANCING SOURCES(USES) Transfers In - - - 677,000 Transfers Out - - - - Total Other Financing Sources(Uses) - - - 677,000 Net Change in Fund Balances (159,028) (89,751) (127,542) 178,669 Fund Balances(Deficit)-Beginning 217,977 189,614 242,649 14,737,507 Fund Balances(Deficit)-Ending $ 58,949 $ 99,863 $ 115,107 $ 14,916,176 115 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 6 of 10 For the Year Ended December 31,2013 Capital Projects Senior Park CIP Police E-911 Board Improvement Trails REVENUES General Property Taxes $ - $ - $ - $ - $ - Special Assessments - - - - 28,153 Licenses and Permits - - - - - Intergovernmental Revenue - 82,302 - - Fines and Forfeits 1,125 - - - - Investment Income 253 265 9 3,443 - Interest on Escrow Fund - - - - - Rental - - - - - Other Fees - - - 533,375 - Contributions and Donations - - 4,655 22,695 - Miscellaneous 36,154 - 1,486 24,900 - Total Revenues 37,532 82,567 6,150 584,413 28,153 EXPENDITURES Current Community Development - - - - - Police 29,894 73,606 - - - Public Works - - - - - Parks and Recreation - - 4,970 - - Interest on Interfund Borrowing - - - - 685 Capital Outlay Administration - - - - - Police - 13,747 - - - Fire - - - - - Public Works - - - - 263,892 Parks and Recreation - - - 798,339 - Debt Service Principal - - - - - Interest - - - - - Fiscal Agent Fees - - - - - Total Expenditures 29,894 87,353 4,970 798,339 264,577 Excess of Revenues Over(Under)Expenditures 7,638 (4,786) 1,180 (213,926) (236,424) OTHER FINANCING SOURCES(USES) Transfers In - - - 25,000 240,000 Transfers Out - - (2,100) - - Total Other Financing Sources(Uses) - - (2,100) 25,000 240,000 Net Change in Fund Balances 7,638 (4,786) (920) (188,926) 3,576 Fund Balances(Deficit)-Beginning 210,217 311,045 10,775 2,365,984 (280,264) Fund Balances(Deficit)-Ending $ 217,855 $ 306,259 $ 9,855 $ 2,177,058 $ (276,688) 116 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 7 of 10 For the Year Ended December 31,2013 Capital Projects CIP Economic Pavement Development Project Sprint/ Mgmt Fund Fund Nextel HRA REVENUES General Property Taxes $ - $ - $ 3,535,459 $ - $ 199,474 Special Assessments - - - - - Licenses and Permits 2,069,062 - - - - Intergovernmental Revenue - - - - - Fines and Forfeits - - - - - Investment Income - 4,837 6,574 - 224 Interest on Escrow Fund - - - - - Rental - 66,499 - - - Other Fees - - - - - Contributions and Donations - - - - - Miscellaneous - - - 101,059 - Total Revenues 2,069,062 71,336 3,542,033 101,059 199,698 EXPENDITURES Current Community Development - 3,679 2,965,579 - 189,421 Police - - - - - Public Works - - - - - Parks and Recreation - - - - - Interest on Interfund Borrowing 2,299 - - - - Capital Outlay Administration - - - - - Police - - - - - Fire - - - 37,443 - Public Works 1,899,804 - - - - Parks and Recreation - - - - - Debt Service Principal - - - - - Interest - - - - - Fiscal Agent Fees - - - - - Total Expenditures 1,902,103 3,679 2,965,579 37,443 189,421 Excess of Revenues Over(Under)Expenditures 166,959 67,657 576,454 63,616 10,277 OTHER FINANCING SOURCES(USES) Transfers In - - - - - Transfers Out - - - (17,026) - Total Other Financing Sources(Uses) - - - (17,026) - Net Change in Fund Balances 166,959 67,657 576,454 46,590 10,277 Fund Balances(Deficit)-Beginning 297,960 4,938,539 4,887,002 (46,590) 234,757 Fund Balances(Deficit)-Ending $ 464,919 $ 5,006,196 $ 5,463,456 $ - $ 245,034 117 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 8 of 10 For the Year Ended December 31,2013 Capital Projects Shady Oak Pool Flying Cloud Road Cable Upgrade/ Drive Transportation South PEG Expansion REVENUES General Property Taxes $ - $ - $ - $ - $ - Special Assessments 185,628 44,515 - - - Licenses and Permits - - - 85,244 - Intergovernmental Revenue - - - - - Fines and Forfeits - - - - - Investment Income 495 2,640 11,941 235 - Interest on Escrow Fund - - - - - Rental - - - - - Other Fees - - - - - Contributions and Donations - - - - - Miscellaneous - 101,486 - - - Total Revenues 186,123 148,641 11,941 85,479 - EXPENDITURES Current Community Development - - - - - Police - - - - - Public Works - 65,240 - - - Parks and Recreation - - - - - Interest on Interfund Borrowing - - - - 110 Capital Outlay Administration - - - 59,279 - Police - - - - - Fire - - - - - Public Works - 263,689 1,300,702 - - Parks and Recreation - - - - 258,549 Debt Service Principal - - - - - Interest - - - - - Fiscal Agent Fees - - - - - Total Expenditures - 328,929 1,300,702 59,279 258,659 Excess of Revenues Over(Under)Expenditures 186,123 (180,288) (1,288,761) 26,200 (258,659) OTHER FINANCING SOURCES(USES) Transfers In - - - - - Transfers Out (172,000) - - - - Total Other Financing Sources(Uses) (172,000) - - - - Net Change in Fund Balances 14,123 (180,288) (1,288,761) 26,200 (258,659) Fund Balances(Deficit)-Beginning 426,778 850,282 3,306,410 43,061 - Fund Balances(Deficit)-Ending $ 440,901 $ 669,994 $ 2,017,649 $ 69,261 $ (258,659) 118 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 9 of 10 For the Year Ended December 31,2013 Eden Prairie Rd Eden Connect to Prairie Flying Road Cloud Total REVENUES General Property Taxes $ - $ - $ 3,734,933 Special Assessments - - 258,296 Licenses and Permits - - 2,154,306 Intergovernmental Revenue - - 82,302 Fines and Forfeits - - 1,125 Investment Income - - 30,916 Interest on Escrow Fund - - - Rental - - 66,499 Other Fees - - 533,375 Contributions and Donations - - 27,350 Miscellaneous - - 265,085 Total Revenues - - 7,154,187 EXPENDITURES Current Community Development - - 3,158,679 Police - - 103,500 Public Works - - 65,240 Parks and Recreation - - 4,970 Interest on Interfund Borrowing 1,336 5 4,435 Capital Outlay Administration - - 59,279 Police - - 13,747 Fire - - 37,443 Public Works 113,618 21,010 3,862,715 Parks and Recreation - - 1,056,888 Debt Service Principal - - - Interest - - - Fiscal Agent Fees - - - Total Expenditures 114,954 21,015 8,366,896 Excess of Revenues Over(Under)Expenditures (114,954) (21,015) (1,212,709) OTHER FINANCING SOURCES(USES) Transfers In - - 265,000 Transfers Out (291,892) - (483,018) Total Other Financing Sources(Uses) (291,892) - (218,018) Net Change in Fund Balances (406,846) (21,015) (1,430,727) Fund Balances(Deficit)-Beginning - - 17,555,956 Fund Balances(Deficit)-Ending $ (406,846) $ (21,015) $ 16,125,229 119 City of Eden Prairie,Minnesota Combining Statement of Revenues, Expenditures,and Changes in Fund Balances Nonmajor Governmental Funds Page 10 of 10 For the Year Ended December 31,2013 Permanent Fund Cemetery Total Historical Perpetual Nonmajor and Care Governmental Cultural Fund Total Funds REVENUES General Property Taxes $ - $ - $ - $ 6,749,739 Special Assessments - - - 1,135,311 Licenses and Permits - - - 2,154,306 Intergovernmental Revenue - - - 590,251 Fines and Forfeits - - - 1,125 Investment Income 7 238 245 35,048 Interest on Escrow Fund - - - 35,093 Rental - - - 66,499 Other Fees 43 1,590 1,633 544,568 Contributions and Donations - - - 27,350 Miscellaneous - - - 265,085 Total Revenues 50 1,828 1,878 11,604,375 EXPENDITURES Current Community Development - - - 3,515,599 Police - - - 103,500 Public Works - - - 183,381 Parks and Recreation - - - 11,413 Interest on Interfund Borrowing - - - 5,476 Capital Outlay Administration - - - 59,279 Police - - - 13,747 Fire - - - 37,443 Public Works - - - 3,862,715 Parks and Recreation - - - 1,056,888 Debt Service Principal - - - 3,020,000 Interest - - - 1,399,596 Fiscal Agent Fees - - - 8,487 Total Expenditures - - - 13,277,524 Excess of Revenues Over(Under)Expenditures 50 1,828 1,878 (1,673,149) OTHER FINANCING SOURCES(USES) Transfers In - - - 942,000 Transfers Out - - (483,018) Total Other Financing Sources(Uses) - - - 458,982 Net Change in Fund Balances 50 1,828 1,878 (1,214,167) Fund Balances(Deficit)-Beginning 7,727 254,929 262,656 32,571,515 Fund Balances(Deficit)-Ending $ 7,777 $ 256,757 $ 264,534 $ 31,357,348 120 City of Eden Prairie, Minnesota Internal Service Funds Internal Service Funds Internal service funds are used to account for the financing of goods or services provided by one department or agency to other departments or agencies of the government and to other government units,on a cost reimbursement basis. Health & Benefits - This fund accounts for the activities pertaining to health, dental, life and disability insurance. This fund also accounts for the employer's portion of pension, FICA and medicare contributions. Severance - This fund accounts for the payment of unused personal time off for governmental fund employees. Workers Compensation - This fund accounts for the costs associated with workers' compensation. Revenues are primarily charges to other funds, interest earnings and insurance checks. Expenditures will consist of insurance premiums. Property Insurance - This fund accounts for the costs associated with the City's property and casualty insurance program. Revenues are primarily charges to other funds and interest earnings. Expenditures will consist of insurance premiums. Facilities - This fund accounts for the costs associated with maintaining city owned buildings. Revenues are primarily charges to other funds and interest earnings. Fleet - These funds account for the costs associated with maintaining machinery and equipment for the City. Revenues are primarily charges to other funds and interest earnings. Information Technology - These funds account for the costs associated with maintaining and upgrading the network, computer infrastructure and communications service technologies that support the City's mission-critical operations. Revenues are primarily charges to other funds and interest earnings. 121 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Net Position December 31,2013 Health& Workers Property Benefits Severance Compensation Insurance ASSETS Current Assets Cash and Investments $ 635,495 $ 1,582,918 $ 106,222 $ - Receivables Accounts 11,832 - - - Interest 918 2,749 240 40 Due From Other Funds - - 47,081 - Inventory - - - - Prepaid Items 242,959 - 93,764 74,633 Total Current Assets 891,204 1,585,667 247,307 74,673 Noncurrent Assets: Capital Assets Property, Plant and Equipment - - - - Less Accumulated Depreciation - - - - Total Noncurrent Assets - - - - Total Assets $ 891,204 $ 1,585,667 $ 247,307 $ 74,673 LIABILITIES Current Liabilities: Accounts Payable $ 86,710 $ - $ 310 $ 1,256 Salaries Payable - - 1,337 1,337 Due to Other Governments 293,835 - - - Due to Other Funds - - - 47,081 Unearned Revenue - - - - Current Portion of Compensated Absences - 886,414 - - Total Current Liabilities 380,545 886,414 1,647 49,674 Noncurrent Liabilities: Net OPEB 888,333 - 2,812 2,812 Compensated Absences - 960,281 - - Total Noncurrent Liabilities 888,333 960,281 2,812 2,812 Total Liabilities 1,268,878 1,846,695 4,459 52,486 Net Position Net Investment in Capital Assets - - - - Unrestricted (377,674) (261,028) 242,848 22,187 Total Net Position (377,674) (261,028) 242,848 22,187 Total Liabilities and Net Position $ 891,204 $ 1,585,667 $ 247,307 $ 74,673 122 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Net Position December 31,2013 Information Facilities Fleet Technology Total ASSETS Current Assets Cash and Investments $ 1,920,416 $ 1,847,906 $ 703,730 $ 6,796,687 Receivables Accounts 5,113 928 - 17,873 Interest 3,629 2,742 1,073 11,391 Due From Other Funds - - - 47,081 Inventory - 107,166 - 107,166 Prepaid Items - 1,500 18,606 431,462 Total Current Assets 1,929,158 1,960,242 723,409 7,411,660 Noncurrent Assets: Capital Assets Property, Plant and Equipment 3,105,172 2,104,444 155,338 5,364,954 Less Accumulated Depreciation (285,198) (463,086) (20,842) (769,126) Total Noncurrent Assets 2,819,974 1,641,358 134,496 4,595,828 Total Assets $ 4,749,132 $ 3,601,600 $ 857,905 $ 12,007,488 LIABILITIES Current Liabilities: Accounts Payable $ 502,492 $ 123,002 $ 69,494 $ 783,264 Salaries Payable 33,363 22,295 17,676 76,008 Due to Other Governments 248 2,909 2,530 299,522 Due to Other Funds - - - 47,081 Unearned Revenue 5,200 - - 5,200 Current Portion of Compensated Absences - - - 886,414 Total Current Liabilities 541,303 148,206 89,700 2,097,489 Noncurrent Liabilities: Net OPEB 48,401 27,901 23,990 994,249 Compensated Absences - - - 960,281 Total Noncurrent Liabilities 48,401 27,901 23,990 1,954,530 Total Liabilities 589,704 176,107 113,690 4,052,019 Net Position Net Investment in Capital Assets 2,819,974 1,641,358 134,496 4,595,828 Unrestricted 1,339,454 1,784,135 609,719 3,359,641 Total Net Position 4,159,428 3,425,493 744,215 7,955,469 Total Liabilities and Net Position $ 4,749,132 $ 3,601,600 $ 857,905 $ 12,007,488 123 City of Eden Prairie,Minnesota Internal Service Funds Combining Statement of Revenues Expenses and Changes in Net Position For the Year Ended December 31,2013 Health& Workers Property Benefits Severance Compensation Insurance OPERATING REVENUE Charges for Services $ 4,881,642 $ 38,552 $ 626,208 $ 521,732 Rental - - - - Total Operating Revenues 4,881,642 38,552 626,208 521,732 OPERATING EXPENSE Personal Services 2,763,529 134,123 54,482 54,789 Supplies Supplies - - - - Motor Fuel - - - - Tires - - - - Contractual Services Contractual Services 28,049 - 1,655 815 Insurance 2,277,441 - 549,343 525,165 Janitorial Services/Cleaning Supplies - - - - LOGIS - - - - Licenses, Permits,Taxes - - - - Repairs and Maintenance - - - - Utilities - - - - User Charges - - - - Total Operating Expenses 5,069,019 134,123 605,480 580,769 Operating Income(Loss)Before Depreciation (187,377) (95,571) 20,728 (59,037) Depreciation - - - - Operating Income(Loss)Before Nonoperating Revenue/Expense (187,377) (95,571) 20,728 (59,037) NONOPERATING REVENUE(EXPENSE) Investment Income 848 1,339 324 (277) Gain/Loss on Disposition of Capital Assets - - - - Miscellaneous 4,933 - 10,720 - Total Nonoperating Revenues(Expenses) 5,781 1,339 11,044 (277) Income(Loss)Before Contributions (181,596) (94,232) 31,772 (59,314) Transfer In - - - - Change in Net Position (181,596) (94,232) 31,772 (59,314) Net Position-Beginning (196,078) (166,796) 211,076 81,501 Net Position-Ending $ (377,674) $ (261,028) $ 242,848 $ 22,187 124 City of Eden Prairie,Minnesota Internal Service Funds Combining Statement of Revenues Expenses and Changes in Net Position For the Year Ended December 31,2013 Information Facilities Fleet Technology Total OPERATING REVENUE Charges for Services $ 4,429,194 $ 2,438,903 $ 1,932,605 $ 14,868,836 Rental 1,059,107 - - 1,059,107 Total Operating Revenues 5,488,301 2,438,903 1,932,605 15,927,943 OPERATING EXPENSE Personal Services 886,404 538,158 516,798 4,948,283 Supplies Supplies 168,785 320,111 250,077 738,973 Motor Fuel 7,265 544,317 - 551,582 Tires - 58,135 - 58,135 Contractual Services Contractual Services 1,275,700 6,352 251,438 1,564,009 Insurance - - - 3,351,949 Janitorial Services/Cleaning Supplies 934,284 - - 934,284 LOGIS - - 394,731 394,731 Licenses, Permits,Taxes 198,731 1,403 - 200,134 Repairs and Maintenance 172,600 176,710 334,022 683,332 Utilities 1,170,302 3,829 24,260 1,198,391 User Charges 14,552 11,825 4,284 30,661 Total Operating Expenses 4,828,623 1,660,840 1,775,610 14,654,464 Operating Income(Loss)Before Depreciation 659,678 778,063 156,995 1,273,479 Depreciation 130,199 330,799 20,842 481,840 Operating Income(Loss)Before Nonoperating Revenue/Expense 529,479 447,264 136,153 791,639 NONOPERATING REVENUE(EXPENSE) Investment Income 1,195 1,475 917 5,821 Gain/Loss on Disposition of Capital Assets - 254,817 - 254,817 Miscellaneous 3,755 31,554 830 51,792 Total Nonoperating Revenues(Expenses) 4,950 287,846 1,747 312,430 Income(Loss)Before Contributions 534,429 735,110 137,900 1,104,069 Transfer In - 28,569 - 28,569 Change in Net Position 534,429 763,679 137,900 1,132,638 Net Position-Beginning 3,624,999 2,661,814 606,315 6,822,831 Net Position-Ending $ 4,159,428 $ 3,425,493 $ 744,215 $ 7,955,469 125 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Cash Flows For the Year Ended December 31,2013 Health& Workers Property Benefits Severance Compensation Insurance CASH FLOWS FROM OPERATING ACTIVITIES Receipts From Customers $ 4,874,090 $ 38,552 $ 641,812 $ 521,732 Payments to Vendors (2,530,405) - (561,003) (560,256) Payments to Employees (2,638,679) (174,148) (54,826) (55,133) Other Receipts 4,933 - 10,720 - Net Cash Provided (Used)By Operating Activities (290,061) (135,596) (10,378) (46,576) CASH FLOWS FROM INVESTING ACTIVITIES Investment Income 621 1,226 217 (139) Net Cash Provided (Used)By Investing Activities 621 1,226 217 (139) CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Transfers In - - - - Net Cash Provided (Used)By Noncapital Financing Activities - - - - CASH FLOWS FROM CAPITAL FINANCING ACTIVITES Acquisition and Construction of Capital Assets - - - - Proceeds From Sale of Equipment - - - - Net Cash Provided (Used)By Capital Financing Activities - - - - Net Increase(Decrease)in Cash and Cash Equivalents (289,440) (134,370) (10,161) (46,715) Cash and Cash Equivalents,January 1 924,935 1,717,288 116,383 46,715 Cash and Cash Equivalents, December 31 $ 635,495 $ 1,582,918 $ 106,222 $ - 126 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Cash Flows For the Year Ended December 31,2013 Page 1 of 2 Information Facilities Fleet Technology Total CASH FLOWS FROM OPERATING ACTIVITIES Receipts From Customers $ 4,354,080 $ 2,439,977 $ 1,932,605 $ 14,802,848 Payments to Vendors (3,759,243) (1,048,940) (1,284,760) (9,744,607) Payments to Employees (868,894) (528,545) (517,428) (4,837,653) Other Receipts 1,059,107 - - 1,074,760 Net Cash Provided (Used)By Operating Activities 785,050 862,492 130,417 1,295,348 CASH FLOWS FROM INVESTING ACTIVITIES Investment Income 1,314 1,296 687 5,222 Net Cash Provided (Used)By Investing Activities 1,314 1,296 687 5,222 CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Transfers In - 28,569 - 28,569 Net Cash Provided (Used)By Noncapital Financing Activities - 28,569 - 28,569 CASH FLOWS FROM CAPITAL FINANCING ACTIVITES Acquisition and Construction of Capital Assets (1,514,315) (1,042,831) (155,338) (2,712,484) Proceeds From Sale of Equipment - 177,817 - 177,817 Net Cash Provided (Used)By Capital Financing Activities (1,514,315) (865,014) (155,338) (2,534,667) Net Increase(Decrease)in Cash and Cash Equivalents (727,951) 27,343 (24,234) (1,205,528) Cash and Cash Equivalents,January 1 2,648,367 1,820,563 727,964 8,002,215 Cash and Cash Equivalents, December 31 $ 1,920,416 $ 1,847,906 $ 703,730 $ 6,796,687 127 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Cash Flows For the Year Ended December 31,2013 Health& Workers Property Benefits Severance Compensation Insurance RECONCILIATION OF OPERATING INCOME (LOSS)TO NET CASH PROVIDED(USED) BY OPERATING ACTIVITIES: Operating Income(Loss) $ (187,377) $ (95,571) $ 20,728 $ (59,037) Adjustments to Reconcile Operating Income(Loss) to Net Cash Provided (Used)by Operating Activities: Depreciation - - - - Miscellaneous 4,933 - 10,720 - (Increase)Decrease in Assets: Accounts Receivable (7,552) - 15,604 - Due From Other Funds - - (47,081) - Due From Other Governments - - - - Inventory - - - - Prepaid Items (242,959) - (10,315) (5,522) Increase(Decrease)in Liabilities: Accounts Payable (2,515) - 310 (28,754) Salaries Payable - - (831) (831) Unearned Revenue - - - - Due to Other Governments 20,559 - - - Due to Other Funds - - - 47,081 Net Other Post Employment Benefits 124,850 - 487 487 Compensated Absences - (40,025) - - Net Cash Provided (Used)by Operating Activities $ (290,061) $ (135,596) $ (10,378) $ (46,576) Noncash Investing, Capital and Financing Activities: Capital Assets Trade-Ins - - - - 128 City of Eden Prairie, Minnesota Internal Service Funds Combining Statement of Cash Flows For the Year Ended December 31,2013 Page 2 of 2 Information Facilities Fleet Technology Total RECONCILIATION OF OPERATING INCOME (LOSS)TO NET CASH PROVIDED(USED) BY OPERATING ACTIVITIES: Operating Income(Loss) $ 529,479 $ 447,264 $ 136,153 $ 791,639 Adjustments to Reconcile Operating Income(Loss) to Net Cash Provided (Used)by Operating Activities: Depreciation 130,199 330,799 20,842 481,840 Miscellaneous 3,755 31,554 830 51,792 (Increase)Decrease in Assets: Accounts Receivable (4,020) 1,074 - 5,106 Due From Other Funds - - - (47,081) Due From Other Governments - - 1,250 1,250 Inventory - 19,387 - 19,387 Prepaid Items - 103 7,218 (251,475) Increase(Decrease)in Liabilities: Accounts Payable 178,976 21,991 (27,059) 142,949 Salaries Payable 4,966 6,648 (5,666) 4,286 Unearned Revenue (71,094) - - (71,094) Due to Other Governments 245 707 (8,187) 13,324 Due to Other Funds - - - 47,081 Net Other Post Employment Benefits 12,544 2,965 5,036 146,369 Compensated Absences - - - (40,025) Net Cash Provided (Used)by Operating Activities $ 785,050 $ 862,492 $ 130,417 $ 1,295,348 Noncash Investing, Capital and Financing Activities: Capital Assets Trade-Ins - 77,000 - 77,000 129 City of Eden Prairie, Minnesota Agency Funds Agency Funds Agency funds are used to account for assets held by the government as an agent for individuals, private organizations,other governments, or other funds. Escrow - This fund is used to account for various deposits (mainly contractor's deposits to guarantee payment of special assessments for water, sewer, streets and other improvements) required by the City. This fund is also used for accumulating donations and other contributions for specific purposes. WAFTA - This fund accounts for the collection and remittance of expenses pertaining to the fire training facility owned by 11 member cities. MCES - This fund accounts for the collection and remittance of sewer availability charges to the Metropolitan Council Environmental Services. 130 City of Eden Prairie, Minnesota Agency Funds Combining Statement of Fiduciary Net Position December 31,2013 Escrow 2013 Fund WAFTA MCES Total ASSETS Cash and Investments $ 1,179,045 $ 130,585 $ 77,920 $ 1,387,550 Accounts Receivable 11,445 - - 11,445 Due from Other Governments 1,284 - - 1,284 Total Assets $ 1,191,774 $ 130,585 $ 77,920 $ 1,400,279 LIABILITIES Accounts Payable $ 1,191,774 $ - $ - $ 1,191,774 Due to Other Governments - 130,585 77,920 208,505 Total Liabilities $ 1,191,774 $ 130,585 $ 77,920 $ 1,400,279 131 City of Eden Prairie,Minnesota Agency Funds Combining Statement of Changes in Assets and Liabilities For the Year Ended December 31,2013 Balance Balance January 1 December 31 2013 Additions Deductions 2013 Escrow Assets Cash and Investments $ 1,359,546 $ 1,291,410 $ 1,471,911 $ 1,179,045 Accounts Receivable - 1,007,379 995,934 11,445 Due from Other Governments - 1,284 - 1,284 Total Assets $ 1,359,546 $ 2,300,073 $ 2,467,845 $ 1,191,774 Liabilities Accounts Payable $ 1,359,541 $ 2,996,865 $ 3,164,632 $ 1,191,774 Due to Other Governments 5 - 5 - Total Liabilities $ 1,359,546 $ 2,996,865 $ 3,164,637 $ 1,191,774 WAFTA Assets Cash and Investments $ 110,650 $ 22,359 $ 2,424 $ 130,585 Total Assets $ 110,650 $ 22,359 $ 2,424 $ 130,585 Liabilities Accounts Payable $ 1,546 $ 878 $ 2,424 $ - Due to Other Governments 109,104 22,359 878 130,585 Total Liabilities $ 110,650 $ 23,237 $ 3,302 $ 130,585 MCES Assets Cash and Investments $ 7,095 $ 1,300,290 $ 1,229,465 $ 77,920 Total Assets $ 7,095 $ 1,300,290 $ 1,229,465 $ 77,920 Liabilities Due to Other Governments $ 7,095 $ 2,702,640 $ 2,631,815 $ 77,920 Total Liabilities $ 7,095 $ 2,702,640 $ 2,631,815 $ 77,920 Totals-All Agency Funds Assets Cash and Investments $ 1,477,291 $ 2,614,059 $ 2,703,800 $ 1,387,550 Accounts Receivable - 1,007,379 995,934 11,445 Due from Other Funds - 1,284 - 1,284 Total Assets $ 1,477,291 $ 3,622,722 $ 3,699,734 $ 1,400,279 Liabilities Accounts Payable $ 1,361,087 $ 2,997,743 $ 3,167,056 $ 1,191,774 Due to Other Governments 116,204 2,724,999 2,632,698 208,505 Total Liabilities $ 1,477,291 $ 5,722,742 $ 5,799,754 $ 1,400,279 132 Statistical City of Eden Prairie, Minnesota Statistical Section (Unaudited) This part of the City of Eden Prairie's comprehensive annual financial report presents detailed information as a context for understanding this year's financial statements, note disclosures, and supplementary information. This information has not been audited by the independent auditor. Contents Page Financial Trends 135-140 These tables contain trend information that may assist the reader in assessing the City's current financial performance by placing it in historical perspective. Revenue Capacity 141-144 These tables contain information that may assist the reader in assessing the viability of the City's most significant"own-source" revenue, the property tax. Debt Capacity 145-148 These tables present information that may assist the reader in analyzing the affordability of the City's current levels of outstanding debt and the City's ability to issue additional debt in the future. Demographic and Economic Information 149-157 These tables offer economic and demographic indicators that are commonly used for financial analysis and that can increase one's understanding of the City's present and ongoing financial status. Operating Information 158-159 These tables contain service and infrastructure indicators that can increase one's understanding of how the information in the City's financial statements relates to the services the City provides and the activities it performs. Source: Unless otherwise noted,the information in these tables is derived from the comprehensive annual financial reports for the relevant year. The City implemented GASB Statement No. 34 in calendar year 2003; schedules presenting government-wide information include information beginning in that year. 134 City of Eden Prairie, Minnesota Government-wide Net Position by Category (accrual basis of accounting) Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 GOVERNMENTAL ACTIVITIES Net Investment in Capital Assets $ 128,665,664 $ 135,346,250 $ 133,041,891 $ 155,494,482 $ 162,522,110 $ 165,578,857 $ 169,874,219 $ 178,022,468 $ 182,115,707 $ 177,981,232 Restricted 6,200,846 6,225,359 6,298,693 6,090,520 6,231,872 9,470,494 8,882,954 9,190,791 7,324,699 6,175,774 Unrestricted 45,055,078 50,144,555 64,133,581 53,052,529 56,235,986 49,907,035 50,954,497 48,843,723 55,746,593 57,276,140 Governmental Activities Net Position 179,921,588 191,716,164 203,474,165 214,637,531 224,989,968 224,956,386 229,711,670 236,056,982 245,186,999 241,433,146 BUSINESS-TYPE ACTIVITIES Net Investment in Capital Assets 143,594,356 141,987,088 140,872,743 142,849,627 143,504,412 142,093,191 138,307,152 138,397,769 134,140,863 132,801,426 Unrestricted 9,935,174 11,466,456 10,575,056 9,249,768 7,050,651 6,301,188 5,224,848 9,452,826 12,357,974 15,634,317 Business-Type Activities Net Position 153,529,530 153,453,544 151,447,799 152,099,395 150,555,063 148,394,379 143,532,000 147,850,595 146,498,837 148,435,743 PRIMARY GOVERNMENT Net Investment in Capital Assets 272,260,020 277,333,338 273,914,634 298,344,109 306,026,522 307,672,048 308,181,371 316,420,237 316,256,570 310,782,658 Restricted 6,200,846 6,225,359 6,298,693 6,090,520 6,231,872 9,470,494 8,882,954 9,190,791 7,324,699 6,175,774 Unrestricted 54,990,252 61,611,011 74,708,637 62,302,297 63,286,637 56,208,223 56,179,345 58,296,549 68,104,567 72,910,457 Primary Government Net Position $ 333,451,118 $ 345,169,708 $ 354,921,964 $ 366,736,926 $ 375,545,031 $ 373,350,765 $ 373,243,670 $ 383,907,577 $ 391,685,836 $ 389,868,889 135 City of Eden Prairie, Minnesota Changes in Net Position-Total (accrual basis of accounting) Last Ten Years Source 2004 2005 2006 2007 2008 2009 2010 2011 r 2012 2013 EXPENSES Governmental Activities $ 34,315,872 $ 38,130,927 $ 38,902,477 $ 41,926,473 $ 45,881,058 $ 47,397,022 $ 45,701,477 $ 45,294,566 $ 49,206,494 $ 58,843,210 Business-type Activities 20,881,410 22,121,630 22,634,036 24,768,351 25,265,911 25,599,664 26,739,072 27,530,501 29,553,823 29,692,124 Total Expenses 55,197,282 60,252,557 61,536,513 66,694,824 71,146,969 72,996,686 72,440,549 72,825,067 78,760,317 88,535,334 PROGRAM REVENUES Governmental Activities 14,928,446 18,214,641 14,693,423 15,020,071 16,270,317 12,361,210 13,032,144 14,786,027 20,610,978 16,622,065 Business-type Activities 21,388,751 22,408,032 21,513,949 25,894,561 23,669,165 24,115,894 23,654,183 25,863,662 29,336,671 32,870,365 Total Program Revenues 36,317,197 40,622,673 36,207,372 40,914,632 39,939,482 36,477,104 36,686,327 40,649,689 49,947,649 49,492,430 Net(Expense)Revenue (18,880,085) (19,629,884) (25,329,141) (25,780,192) (31,207,487) (36,519,582) (35,754,222) (32,175,378) (28,812,668) (39,042,904) GENERAL REVENUES AND TRANSFERS Governmental Activities 29,916,113 30,718,677 35,967,055 38,069,768 39,963,178 35,002,230 37,424,617 36,853,851 37,725,533 38,467,292 Business-type Activities (1,965,194) (620,361) (405,749) (474,614) 52,414 (676,914) (1,777,490) (1,230,687) (1,134,606) (1,241,335) Total General Revenues and Transfers 27,950,919 30,098,316 35,561,306 37,595,154 40,015,592 34,325,316 35,647,127 35,623,164 36,590,927 37,225,957 Change in Net Position $ 9,070,834 $ 10,468,432 $ 10,232,165 $ 11,814,962 $ 8,808,105 $ (2,194,266)$ (107,095)$ 3,447,786 $ 7,778,259 $ (1,816,947) 136 City of Eden Prairie, Minnesota Changes in Net Position-Governmental Activities (accrual basis of accounting) Last Ten Years SOURCES 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 EXPENSES General Government $ 10,620,023 $ 13,375,941 $ 14,280,765 $ 14,424,872 $ 15,308,258 $ 9,506,104 $ 9,183,334 $ 9,263,991 $ - $ - Administration - - - - - - - - 4,008,338 5,854,425 Community Development - - - - - - - - 6,251,288 5,678,694 Public Safety 10,910,006 12,102,614 11,713,095 13,883,325 15,808,506 19,346,668 17,985,648 17,538,536 - - Police - - - - - - - - 12,413,470 12,846,206 Fire - - - - - - - - 5,646,926 5,724,342 Public Works 6,473,043 6,810,846 7,313,935 5,960,154 7,048,819 8,128,507 7,522,749 7,665,875 8,226,283 16,288,862 Parks and Recreation 5,480,061 4,949,620 4,396,128 6,087,328 6,212,450 8,606,431 9,769,235 9,617,076 10,815,390 11,113,811 Interest on Long Term Debt 832,739 891,906 1,198,554 1,570,794 1,503,025 1,809,312 1,240,511 1,209,088 1,844,799 1,336,870 Total Expenses 34,315,872 38,130,927 38,902,477 41,926,473 45,881,058 47,397,022 45,701,477 45,294,566 49,206,494 58,843,210 PROGRAM REVENUES Charges for Services General Government 1,988,779 3,004,416 2,859,961 2,573,708 2,506,269 948,287 958,005 966,931 - - Administration - - - - - - - - 1,695,035 1,176,919 Community Development - - - - - - - - 154,858 122,263 Public Safety 3,483,050 3,410,157 3,425,626 3,349,520 3,005,158 2,351,256 3,135,082 3,264,191 - - Police - - - - - - - - 1,338,079 1,223,836 Fire - - - - - - - - 3,450,431 4,236,114 Public Works 389,225 567,233 403,363 390,731 443,640 210,606 230,390 322,561 518,365 497,720 Parks and Recreation 2,984,694 2,897,852 2,687,876 3,050,852 3,470,985 3,774,815 4,285,057 4,327,323 4,759,919 5,005,917 Interest on Long Term Debt - - - - - - - - - - Operating Grants and Contributions 1,173,487 1,220,854 1,443,708 1,558,981 2,002,207 1,735,599 1,320,014 1,435,321 1,567,265 1,459,859 Capital Grants and Contributions 4,909,211 7,114,129 3,872,889 4,096,279 4,842,058 3,340,647 3,103,596 4,469,700 7,127,026 2,899,437 Total Program Revenues 14,928,446 18,214,641 14,693,423 15,020,071 16,270,317 12,361,210 13,032,144 14,786,027 20,610,978 16,622,065 Net(Expense)Revenue (19,387,426) (19,916,286) (24,209,054) (26,906,402) (29,610,741) (35,035,812) (32,669,333) (30,508,539) (28,595,516) (42,221,145) GENERAL REVENUES AND TRANSFERS Taxes Property Taxes 25,156,515 26,280,177 28,545,219 31,222,834 31,907,308 31,687,277 31,527,570 31,310,140 32,144,443 32,674,010 Tax Increment 1,702,742 2,289,648 2,407,638 2,689,433 3,034,260 3,250,611 3,450,291 3,139,080 3,353,556 3,535,459 Gain(Loss)on Sale of Capital Assets - - 1,431,440 - 2,883,897 (1,505,613) - 121,916 33,848 - Grants and Contributions Not Restricted to Specific Programs 343,241 298,506 190,446 225,295 195,478 206,907 229,510 752,907 836,646 862,288 Investment Income 619,463 1,046,852 2,574,984 3,049,185 1,751,418 672,822 427,377 259,808 186,676 137,890 Transfers 2,094,152 803,494 817,328 883,021 190,817 690,226 1,789,869 1,270,000 1,170,364 1,257,645 Total General Revenues and Transfers 29,916,113 30,718,677 35,967,055 38,069,768 39,963,178 35,002,230 37,424,617 36,853,851 37,725,533 38,467,292 Change in Net Position $ 10,528,687 $ 10,802,391 $ 11,758,001 $ 11,163,366 $ 10,352,437 $ (33,582)$ 4,755,284 $ 6,345,312 $ 9,130,017 $ (3,753,853) 137 City of Eden Prairie, Minnesota Changes in Net Position-Business-type Activities (accrual basis of accounting) Last Ten Years SOURCE 2004 2005 2006 2007 2008 2009 2010 2011 ' 2012 2013 EXPENSES Water/Sewer $ 12,835,671 $ 11,838,114 $ 12,137,487 $ 13,161,533 $ 13,418,071 $ 13,462,844 $ 14,035,916 $ - $ - $ - Water - - - - - - - 8,162,292 9,570,579 9,564,793 Sewer - - - - - - - 6,671,324 6,685,442 6,532,297 Storm - 1,329,224 1,256,092 1,986,557 1,725,629 1,523,876 1,983,337 1,915,249 2,051,178 2,420,535 Liquor 8,045,739 8,954,292 9,240,457 9,620,261 10,122,211 10,612,944 10,719,819 10,781,636 11,246,624 11,174,499 Total Expenses 20,881,410 22,121,630 22,634,036 24,768,351 25,265,911 25,599,664 26,739,072 27,530,501 29,553,823 29,692,124 PROGRAM REVENUES Charges for Services Water/Sewer 11,514,737 9,734,838 10,415,372 11,553,501 11,551,147 11,487,634 11,103,035 - - - Water - - - - - - - 7,743,061 9,920,853 9,659,385 Sewer - - - - - - - 4,926,624 5,654,186 6,265,514 Storm - 600,237 644,131 614,590 818,987 910,568 831,731 1,054,077 1,327,159 1,499,405 Liquor 8,880,874 10,038,462 10,454,446 10,741,799 11,299,031 11,717,692 11,687,919 11,724,900 12,381,069 12,404,920 Operating Grants and Contributions - - - - - - 31,498 - - - Capital Grants and Contributions 993,140 2,034,495 - 2,984,671 - - - 415,000 53,404 3,041,141 Total Program Revenues 21,388,751 22,408,032 21,513,949 25,894,561 23,669,165 24,115,894 23,654,183 25,863,662 29,336,671 32,870,365 Net(Expense)Revenue 507,341 286,402 (1,120,087) 1,126,210 (1,596,746) (1,483,770) (3,084,889) (1,666,839) (217,152) 3,178,241 GENERAL REVENUES AND TRANSFERS Grants and Contributions Not Restricted - - - - - - - 4,016 - - to Specific Programs Investment Income 128,958 183,133 411,579 408,407 243,231 13,312 12,379 35,297 35,758 16,310 Transfers (2,094,152) (803,494) (817,328) (883,021) (190,817) (690,226) (1,789,869) (1,270,000) (1,170,364) (1,257,645) Total General Revenues and Transfers (1,965,194) (620,361) (405,749) (474,614) 52,414 (676,914) (1,777,490) (1,230,687) (1,134,606) (1,241,335) Change in Net Position $ (1,457,853)$ (333,959)$ (1,525,836)$ 651,596 $ (1,544,332)$ (2,160,684)$ (4,862,379)$ (2,897,526)$ (1,351,758)$ 1,936,906 Prior to 2011,Water and Sewer were combined. Prior to 2011,Water and Sewer were combined. 138 City of Eden Prairie, Minnesota Fund Balances-Governmental Funds Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 GENERAL FUND Reserved $ 3,906,562 $ 4,198,756 $ 1,145,293 $ 253,954 $ 138,507 $ 55,864 $ 66,238 $ - $ - $ - Unreserved 16,526,362 17,133,623 18,042,399 19,392,450 20,292,813 20,535,345 20,877,251 - - - Nonspendable - - - - - - - 18,266 52,190 24,702 Unassigned - - - - - - - 21,162,123 21,069,050 21,509,541 Subtotal General Fund 20,432,924 21,332,379 19,187,692 19,646,404 20,431,320 20,591,209 20,943,489 21,180,389 21,121,240 21,534,243 General Fund%Change 2.9% 4.4% (10.1%) 2.4% 4.0% 0.8% 1.7% 1.1% (0.3%) 2.0% ALL OTHER GOV'T FUNDS Reserved 6,200,846 4,816,402 6,299,082 6,314,553 159,698 141,011 118,186 - - - Unreserved Special Revenue 312,197 517,164 579,738 587,431 516,296 556,462 548,831 - - - Debt Service (94,381) (43,896) (223) (1,162) 6,352,188 5,084,425 4,383,750 - - - Capital Projects 20,108,258 19,196,836 31,749,345 18,556,887 18,912,365 18,890,716 19,775,005 - - - Trust and Agency - - - - - - - - - - Permanent 136,053 138,518 139,106 139,965 142,094 143,045 140,584 - - - Nonspendable - - - - - - - 812,151 537,530 538,620 Restricted - - - - - - - 15,261,699 22,281,089 20,876,780 Assigned-Capital Project Funds - - - - - - - 17,951,086 34,326,050 28,275,391 Unassigned - - - - - - - (3,687,585) (4,308,281) (3,859,192) Subtotal All Other Govt'Funds 26,662,973 24,625,024 38,767,048 25,597,674 26,082,641 24,815,659 24,966,356 30,337,351 52,836,388 45,831,599 TOTAL GOVT'FUNDS Reserved 10,107,408 9,015,158 7,444,375 6,568,507 298,205 196,875 184,424 - - - Unreserved 36,988,489 36,942,245 50,510,365 38,675,571 46,215,756 45,209,993 45,725,421 - - - Nonspendable - - - - - - - 830,417 589,720 563,322 Restricted - - - - - - - 15,261,699 22,281,089 20,876,780 Assigned-Capital Project Funds - - - - - - - 17,951,086 34,326,050 28,275,391 Unassigned - - - - - - - 17,474,538 16,760,769 17,650,349 Total Govt'Funds $ 47,095,897 $ 45,957,403 $ 57,954,740 $ 45,244,078 $ 46,513,961 $ 45,406,868 $ 45,909,845 $ 51,517,740 $ 73,957,628 $ 67,365,842 All Govt Funds%Change (7.8%) (2.4%) 26.1% (21.9%) 2.8% (2.4%) 1.1% 12.2% 43.6% (8.9%) GASB 54 was implemented in 2011 139 City of Eden Prairie, Minnesota Changes in Fund Balances-Governmental Funds (modified accrual basis of accounting) Last Ten Years SOURCE 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 REVENUES Taxes and Special Assessments $ 28,643,886 $ 30,206,322 $ 33,053,204 $ 35,309,781 $ 36,036,370 $ 36,547,460 $ 36,494,481 $ 35,876,027 $ 37,518,214 $ 38,119,497 Licenses and Permits 3,257,634 3,513,022 3,484,074 3,414,545 3,318,249 2,386,956 3,119,449 3,363,293 5,631,529 7,956,114 Intergovernmental Revenue 3,922,628 1,600,867 4,347,179 3,064,142 4,332,864 4,114,295 2,437,441 5,215,943 7,368,558 1,886,954 Charges for Services 2,179,595 2,744,535 3,011,863 2,881,485 4,106,763 3,506,697 3,919,848 4,202,734 4,394,544 4,532,269 Fines and Forfeits 439,269 476,520 419,745 433,369 384,509 444,979 496,449 557,512 603,126 420,552 Investment Income 710,752 1,152,288 2,807,250 3,101,558 1,811,199 638,483 406,281 224,379 195,657 140,303 Miscellaneous Revenue 4,936,284 3,604,124 2,950,874 4,597,037 2,386,186 1,556,312 1,609,244 1,488,991 2,469,125 2,265,545 Total Revenues 44,090,048 43,297,678 50,074,189 52,801,917 52,376,140 49,195,182 48,483,193 50,928,879 $ 58,180,753 55,321,234 EXPENDITURES General Government 10,431,323 13,297,706 14,420,850 13,579,878 14,236,199 9,152,896 8,726,894 8,768,528 - - Administration - - - - - - - - 3,634,743 3,634,004 Community Development - - - - - - - - 6,228,446 5,661,300 Public Safety 10,029,529 10,764,727 12,065,308 12,252,120 14,712,895 16,175,725 16,789,050 16,822,991 - - Police - - - - - - - - 12,362,179 12,696,678 Fire - - - - - - - - 5,190,539 5,300,536 Public Works 4,943,364 4,990,480 5,457,284 5,867,387 5,368,645 5,541,838 5,277,652 5,278,935 5,448,793 5,685,295 Parks and Recreation 5,012,804 4,318,601 4,598,217 4,969,495 6,106,885 8,671,355 8,874,758 8,790,806 9,591,618 9,949,401 Capital Outlay 11,347,805 16,999,203 10,000,224 25,478,947 13,517,922 8,188,289 5,919,859 8,696,679 8,558,743 13,946,660 Miscellaneous 87,377 120,672 242,555 275,397 210,039 130,251 42,967 17,256 29,641 7,996 Debt Service Principal 3,861,549 4,769,810 3,284,606 3,608,823 3,887,918 4,308,577 3,910,749 4,077,751 4,415,603 3,182,019 Interest 911,869 773,379 1,162,050 1,486,112 1,448,514 1,588,937 1,361,443 1,250,401 1,194,117 1,480,194 Other 26,151 73,162 154,805 38,908 55,872 118,782 44,075 96,169 249,671 8,937 Total Expenditures 46,651,771 56,107,740 51,385,899 67,557,067 59,544,889 53,876,650 50,947,447 53,799,516 56,904,093 61,553,020 Excess of Revenues Over (Under)Expenditures (2,561,723) (12,810,062) (1,311,710) (14,755,150) (7,168,749) (4,681,468) (2,464,254) (2,870,637) 1,276,660 (6,231,786) Other Financing Sources(Uses) 2,776,627 11,671,568 13,309,047 2,960,721 8,438,632 3,574,375 2,967,231 8,478,532 21,163,228 (360,000) Net Change in Fund Balance $ 214,904 $ (1,138,494)$ 11,997,337 $ (11,794,429)$ 1,269,883 $ (1,107,093)$ 502,977 $ 5,607,895 $ 22,439,888 $ (6,591,786) Debt Service as a%of Noncapital Expenditures 13.1% 13.6% 10.9% 11.6% 11.2% 12.3% 11.1% 11.5% 11.0% 8.0% Prior to 2012 General Government included Administration and Community Development;Public Safety included Police and Fire. 140 City of Eden Prairie, Minnesota Assessed/Tax Capacity Value and Estimated Market Value of Property Last Ten Years Tax Capacity Tax Tax Capacity Less: Less: Total Total Estimated Annual Payable Personal Commercial Farm& Before Fiscal Tax Assessed Direct Market % Dec.31 Property Residential Apartments &Industrial Other Deductions Disparities Increment Value Tax Rate Value Change 2004 $ 1,046,857 $ 51,646,689 $ 4,657,705 $ 27,952,129 $ 1,306,580 $ 86,609,960 $ 11,393,809 $ 1,124,059 $ 74,092,092 32.945$ 7,188,472,300 10.6% 2005 1,159,659 58,891,623 5,435,153 28,630,702 1,284,443 95,401,580 11,355,915 2,181,143 81,864,522 30.601 7,755,652,600 7.9% 2006 1,202,194 65,779,883 5,700,405 30,783,022 1,187,555 104,653,059 11,557,916 2,396,480 90,698,663 28.782 8,593,444,425 10.8% 2007 1,316,149 71,553,209 6,443,883 35,401,780 1,005,179 115,720,200 12,573,128 2,804,557 100,342,515 28.050 9,439,037,100 9.8% 2008 1,282,145 76,169,571 6,657,437 39,973,888 53,761 124,136,802 14,480,546 3,145,493 106,510,763 27.177 9,961,912,400 5.5% 2009 1,262,207 76,242,150 6,418,903 41,524,663 58,691 125,506,614 16,186,185 3,239,713 106,080,716 27.271 10,019,575,800 0.6% 2010 1,250,594 72,344,688 5,912,957 40,911,206 63,679 120,483,124 16,806,832 3,274,193 100,402,099 28.742 9,577,402,500 (4.4%) 2011 1,329,101 67,232,552 5,459,256 37,490,576 59,884 111,571,369 16,432,584 2,863,585 92,275,200 31.239 8,899,287,500 (7.1%) 2012 1,358,537 62,647,985 5,522,804 36,820,370 62,140 106,411,836 15,040,117 2,860,791 88,510,928 33.250 8,647,405,200 (2.8%) 2013 1,480,936 59,466,380 5,959,818 36,840,974 51,531 103,799,639 14,637,037 2,990,202 86,172,400 34.397 8,483,358,400 (1.9%) Percentages 2004 1.2% 59.6% 5.4% 32.3% 1.5% 15.4% 1.5% 2005 1.2% 61.7% 5.7% 30.0% 1.3% 13.9% 2.7% 2006 1.1% 62.9% 5.4% 29.4% 1.1% 12.7% 2.6% 2007 1.1% 61.8% 5.6% 30.6% 0.9% 12.5% 2.8% 2008 1.0% 61.4% 5.4% 32.2% 0.0% 13.6% 3.0% 2009 1.0% 60.7% 5.1% 33.1% 0.0% 15.3% 3.1% 2010 1.0% 60.0% 4.9% 34.0% 0.1% 16.7% 3.3% 2011 1.2% 60.3% 4.9% 33.6% 0.1% 17.8% 3.1% 2012 1.3% 58.9% 5.2% 34.6% 0.1% 17.0% 3.2% 2013 1.4% 57.3% 5.7% 35.5% 0.0% 17.0% 3.5% Source: City Assessing Department and Hennepin County 141 City of Eden Prairie, Minnesota Direct and Overlapping Property Tax Rate Last Ten Years Tax Capacity Rates Direct Rates Overlapping Rates Year School School School Watershed Watershed Watershed Ended City HRA Hennepin Special District District District District District District Dec. 31 Rate Rate County Districts(1) #270 #272 #276 #1 #2 #4 2004 32.945 - 47.324 7.488 22.203 16.933 23.125 1.269 0.381 0.732 2005 30.601 - 44.172 7.382 19.176 21.855 21.989 1.165 0.354 1.375 2006 28.561 0.221 41.016 6.998 21.565 23.187 22.952 1.106 0.315 0.787 2007 27.861 0.189 39.110 7.480 19.019 23.727 24.793 1.107 0.291 0.743 2008 26.998 0.179 38.571 7.397 19.218 23.425 17.98 1.149 0.432 1.302 2009 27.092 0.179 40.413 7.154 20.080 24.691 17.186 1.246 0.936 1.246 2010 28.553 0.189 42.640 8.138 23.050 25.959 18.657 1.293 0.520 1.279 2011 31.034 0.205 45.840 9.172 26.456 28.420 21.274 1.317 0.264 1.352 2012 33.036 0.214 48.231 9.523 29.270 29.292 23.015 1.388 0.445 1.387 2013 32.421 0.220 49.461 10.089 29.730 29.067 24.487 1.394 0.634 1.561 Market Value Rates Overlapping Rates Year City School School School Ended Direct District District District Dec. 31 Rate #270 #272 #276 2004 0.0158 0.158 0.144 0.080 2005 0.0143 0.143 0.133 0.080 2006 0.0177 0.151 0.173 0.177 2007 0.0183 0.141 0.156 0.165 2008 0.0172 0.138 0.146 0.203 2009 0.0171 0.130 0.145 0.202 2010 0.0173 0.139 0.157 0.202 2011 0.0187 0.148 0.162 0.226 2012 0.0155 0.160 0.158 0.225 2013 0.0146 0.162 0.165 0.246 (1)Special Districts include Metropolitan Council, Regional Transit Board, Metropolitan Mosquito Control, County Park Museum, & Hennepin Suburban Parks 142 City of Eden Prairie, Minnesota Principal Property Taxpayers For the Year Ended December 31, 2013 and 2004 2013 2004 Percentage Percentage Tax of Total Tax of Total Taxpayer Capacity Tax Capacity Taxpayer Capacity Tax Capacity Liberty Property Limited Partnership $ 2,705,640 3.1% Liberty Property Ltd Partnership $ 1,903,756 2.6% Eden Prairie Mall LLC 2,374,250 2.8% Eden Prairie Mall 1,521,250 2.1% AGNL Health 797,210 0.9% Gelco Corporation (GE Capital) 496,570 0.7% CPE Holding 32607 LLC, Etal 692,690 0.8% IRET Properties 418,696 0.6% PRIT Core Realty Holdings LLC 635,001 0.7% First Industrial Ltd Partnership 917,536 1.2% United Healthcare Sery Inc 595,900 0.7% Talcott IIISW Crossing LLC 499,250 0.7% Lifetouch Inc. 579,512 0.7% Well-Prop (Multi) LLC 484,060 0.7% Gelco Corp. 553,240 0.6% Eaton MDH Company Inc 380,690 0.5% Windsor Plaza LLC 536,304 0.6% SuperValu Inc 355,131 0.5% IRET Properties 508,990 0.6% MSP Investors I, LLC 339,250 0.5% Total Principal Taxpayers 9,978,737 11.6% 7,316,189 9.9% All Other Taxpayers 76,193,663 88.4% 66,775,903 90.1% Total $ 86,172,400 100.0% $ 74,092,092 100.0% Source: City of Eden Prairie Assessing Department 143 City of Eden Prairie, Minnesota Property Tax Levies and Collections Last Ten Years Collected Within the Year Current Year Levy Collections Total Collections to Date Ended Taxes % of in Subsequent % of Dec. 31 Levied Amount Levy Years Amount Levy 2004 $ 25,195,881 $ 25,008,820 99.26% $ 186,017 $ 25,194,837 100.00% 2005 26,132,057 26,072,924 99.77% 58,503 26,131,427 100.00% 2006 28,468,831 28,242,002 99.20% 226,933 28,468,935 100.00% 2007 30,657,304 30,422,094 99.23% 233,779 30,655,873 100.00% 2008 31,514,657 31,263,472 99.20% 249,634 31,513,106 100.00% 2009 31,773,143 31,278,850 98.44% 391,291 31,670,141 99.68% 2010 31,719,631 31,299,275 98.67% (50,018) 31,249,257 98.52% 2011 31,719,631 31,355,647 98.85% 74,855 31,430,502 99.09% 2012 32,458,990 32,193,272 99.18% 81,781 32,275,053 99.43% 2013 32,749,320 32,519,542 99.30% - 32,519,542 99.30% Source: Hennepin County 144 City of Eden Prairie, Minnesota Legal Debt Margin Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Estimated Market Value $ 7,188,472,300 $ 7,755,652,600 $ 8,593,444,425 $ 9,439,037,100 $ 9,961,912,400 $ 10,019,575,800 $ 9,577,402,500 $ 8,899,287,500 $ 8,647,405,200 $ 8,483,358,400 Legal Debt Margin: Debt Limit:3%of Market Value(1) 143,769,446 155,113,052 171,868,889 188,780,742 298,857,372 300,587,274 287,322,075 266,978,625 259,422,156 254,500,752 General Obligation Bonds 7,141,000 10,852,000 23,407,000 21,881,000 23,369,000 25,300,000 23,070,000 25,690,000 31,570,000 29,210,000 Deductions: Amt Available for Repayment of Bonds 282,448 350,814 1,145,695 1,585,677 1,825,816 2,288,121 2,317,257 6,917,113 14,795,511 14,714,607 Total Debt Applicable to Limit 6,858,552 10,501,186 22,261,305 20,295,323 21,543,184 23,011,879 20,752,743 18,772,887 16,774,489 14,495,393 Legal Debt Margin $ 136,910,894 $ 144,611,866 $ 149,607,584 $ 168,485,419 $ 277,314,188 $ 277,575,395 $ 266,569,332 248,205,738 242,647,667 240,005,359 As a%of Debt Limit 95.2% 93.2% 87.0% 89.2% 92.8% 92.3% 92.8% 93.0% 93.5% 94.3% 1-In 2008 Debt Limit was changed from 2%to 3% 145 City of Eden Prairie, Minnesota Ratios of Outstanding Debt by Type Last Ten Years Business-Type Governmental Activities Activities Special Year General Lease Assessments Percentage Ended Obligation Revenue Improvement Contract Capital Loans Revenue of Personal Per Dec. 31 Bonds Bonds Bonds for Deed Lease Payable Bonds Total Income ( 1) Capita (2) 2004 $ 7,141,000 $ 10,085,000 $ 6,200,000 $ 200,000 $ - $ 12,589 $ 9,914,891 $ 33,553,480 536 2005 10,852,000 9,170,000 8,740,000 100,000 - 6,779 8,209,771 37,078,550 579 2006 23,407,000 8,195,000 7,790,000 - 142,773 968 5,648,261 45,184,002 * 706 2007 21,881,000 8,790,000 6,770,000 - 115,918 - 2,879,983 40,436,901 * 620 2008 23,369,000 7,695,000 7,570,000 - 123,076 - - 38,757,076 * 619 2009 25,300,000 4,845,000 6,400,000 - 83,500 - - 36,628,500 * 579 2010 23,070,000 3,795,000 7,000,000 - 42,751 - - 33,907,751 * 541 2011 25,690,000 2,685,000 8,130,000 - - - 4,125,000 40,630,000 * 664 2012 31,570,000 1,425,000 17,670,000 - 174,719 - 3,700,000 54,539,719 * 880 2013 29,210,000 1,360,000 15,225,000 - 132,700 - 3,270,000 49,197,700 * 793 (1)See Demographic and Economic Statistics for personal income (2)See Demographic and Economic Statistics for population * Information is not available 146 City of Eden Prairie, Minnesota Ratios of Total Debt Outstanding by Type Last Ten Years Ratio of Net Year General Less Amounts Bonded Debt Ended Obligation Available in Debt to Estimated Per Dec. 31 Debt (1) Service Fund Total Market Value (2) Capita (3) 2004 $ 7,141,000 $ 282,448 $ 6,858,552 0.10% 110 2005 10,852,000 350,814 10,501,186 0.14% 164 2006 23,407,000 (4) 1,145,695 22,261,305 0.26% 343 2007 21,881,000 1,585,677 20,295,323 0.22% 311 2008 23,369,000 1,825,816 21,543,184 0.23% 344 2009 25,300,000 2,288,121 23,011,879 0.23% 363 2010 23,070,000 2,317,257 20,752,743 0.22% 331 2011 25,690,000 6,917,113 18,772,887 0.21% 307 2012 31,570,000 14,795,511 16,774,489 0.19% 271 2013 29,210,000 14,714,607 14,495,393 0.17% 234 (1) Amount Does not Include Special Assessment Improvement or Revenue Bonds. (2) See "Taxable Assessed Value and Estimated Actual Value of Property"for Market Value (3) See Demographic and Economic Statistics for Population (4) 2006 Includes $8.4 million in Debt for the Park Referendum 147 City of Eden Prairie, Minnesota Computation of Direct and Overlapping Bonded Debt December 31, 2013 Percent Debt of Debt Net Debt Gross Service Net Applicable Applicable Governmental Unit Debt(1) Funds Debt to City(2) to City Direct Debt: City of Eden Prairie $ 45,927,700 $ 15,323,606 $ 30,604,094 100.00% $ 30,604,094 Overlapping Debt: Hopkins ISD 270 $ 171,505,000 2,323,462 $ 169,181,538 4.75% $ 8,036,123 Eden Prairie ISD 272 75,315,000 13,070,181 62,244,819 97.54% 60,713,596 Minnetonka ISD 276 101,504,548 14,210,598 87,293,950 2.71% 2,365,666 Hennepin County 735,600,000 12,335,418 723,264,582 7.14% 51,641,091 Henn Suburban Park District 74,395,000 20,228,877 54,166,123 9.70% 5,254,114 Henn Regional RR Authority 37,675,000 324,784 37,350,216 9.70% 3,622,971 Metropolitan Council 219,230,000 60,565,229 158,664,771 3.26% 5,172,472 Total Overlapping Debt 1,415,224,548 123,058,549 1,292,165,999 136,806,033 Total Direct and Overlapping Debt $ 1,461,152,248 $ 138,382,155 $ 1,322,770,093 $ 167,410,127 Notes: 1 -Excluding general obligation bonds reported in the enterprise funds 2-The percentage of overlapping debt applicable is estimated using taxable assessed property values. Applicable percentages were estimated by determining the portion of the county's taxable assessed value that is within the City's boundaries and dividing it by the county's total taxable assessed value. 148 City of Eden Prairie, Minnesota Demographic and Economic Statistics Last Ten Years Governmental Activities Household Per Median Capita Median School Unemployment Year Population Income Income Age Enrollment Rate 2004 62,603 * * * 10,360 3.5% 2005 64,032 * * * 9,955 3.1% 2006 64,846 * * * 9,771 2.9% 2007 65,257 * * * 9,806 3.4% 2008 62,210 (1) * * * 9,702 4.0% 2009 63,314 (1) * * * 9,689 6.4% 2010 62,683 (1) 85,509 * 37.2 9,620 6.1 2011 61,151 (1) * * * 9,260 5.2% 2012 62,004 (1) * * * 9,129 4.6% 2013 62,004 (1) 9,141 4.0% Sources: City of Eden Prairie Planning Department Minnesota Department of Trade and Economic Development "Community Profile" Minnesota Local Area Unemployment Statistics File Minnesota Workforce Center Eden Prairie School District 272 - Enrollment History Website * - Data is not available 1) Using Met Council numbers 149 City of Eden Prairie, Minnesota Principal Employers For the Year Ended December 31, 2013 and 2006 2013 2006 Percentage Percentage of Total of Total Employer Employees City Employment Employer Employees City Employment Optum 4,000 7.9% EP Schools 1,400 2.8% CH Robinson 1,517 3.0% GE Capital 1,200 2.4% EP Schools 1,500 3.0% Rosemount 1,200 2.4% Starkey Labs 1,440 2.8% CH Robinson 1,076 2.1% Cigna 950 1.9% Super Valu 900 1.8% Eaton 850 1.7% Deli Express 842 1.7% SuperValu Stores Inc. 850 1.7% MTS Systems 791 1.6% Kroll On-Track 808 1.6% Life Touch 558 1.1% MTS Systems Corp 808 1.6% Eaton Corp 500 1.0% Dell-Compellent 750 1.5% Digital River 500 1.0% Total Principal Employer 13,473 26.6% 8,967 16.3% Other Employers 37,129 73.4% 46,033 83.7% Total Employers 50,602 100.0% 55,000 100.0% Source: City Community Development Division Included 2006 Data Which is the First Year that Data was Available. 150 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Governmental Funds: Administration City Manager City Manager 1 1 1 1 1 1 1 1 1 1 Assistant to the City Manager 1 1 1 1 1 Administrative Assistant 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 2 2 2 2 2 City Clerk City Clerk 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 Communication Services Communications Manager 1 1 1 1 1 1 1 1 1 1 Sr.Communications Coordinator 1 1 1 1 1 1 1 Communications Coordinator 1 1 1 1 1 1 1 1 1 1 Technician II 1 1 1 Assistant Communications Coordinator 0.50 3 3 3 3 3 3 3 3 3 3.50 Finance Finance Manager 1 1 1 1 1 1 1 1 1 1 Finance Supervisor 1 1 1 1 1 1 1 1 Senior Accountant 1 1 Accountant 1 1.50 1.50 1.50 1.50 1.50 1.50 1.50 1.50 1.50 Accounts Payable Technician I 1 1 1 1 1 1 1 1 1 1 Senior Accounting Clerk 1 1 1 1 1 Payroll Technician III 1 1 1 1 1 1 Technician I 1 1 1 1 1 1 1 1 1 1 7 7.50 7.50 7.50 7.50 6.50 5.50 5.50 5.50 5.50 Source: Human Resource department Less than ten years is presented due to information not available. 151 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Governmental Funds: Administration Customer Service Customer Service/Office 4 4 3.80 4.05 4.05 4.05 4.05 3.55 3 3 4 4 3.80 4.05 4.05 4.05 4.05 3.55 3 3 Human Resources Human Resources Manager 1 1 1 1 1 1 1 1 1 1 Human Resources Supervisor 1 1 1 1 1 1 1 1 1 1 Human Resources Representative 1 1 1 1 0.60 0.75 0.75 0.75 0.75 1 Organization Development Specialist 0.50 0.50 0.60 1 Human Resources Tech II 1 1 0.75 0.75 1 1 1 1 1 1 Payroll Technician III 1 1 1 1 4 4 4.25 4.25 4.20 4.75 4.75 4.75 4.75 5 Community Development Assessing City Assessor 1 1 1 1 1 1 1 1 1 1 Appraiser 5 5 5 5 5 5 5 5 5 5 Technician I 1 1 1 1 1 1 1 1 1 1 7 7 7 7 7 7 7 7 7 7 Planning Planning City Planner 1 1 1 1 1 1 1 1 1 1 Senior Planner 1 1 1 1 1 1 1 1 1 2 Planner 1.65 1.65 1.65 1.65 2.15 1.50 1.50 1.50 1.50 0.60 Heritage Preservation Specialist 1 1 1 1 0.50 Administrative Assistant 1 1 1 1 1 1 1 1 1 1 1 5.65 5.65 5.65 5.65 5.65 4.50 4.50 4.50 4.50 4.60 Community Development Community Development Director 1 1 1 1 1 0.90 0.90 1 1 1 Administrative Assistant I 1 1 1 1 1 0.50 1 2 2 2 2 2 0.90 0.90 1 1.50 2 Economic Development Manager of Economic Development 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 Source: Human Resource department Less than ten years is presented due to information not available. 152 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Governmental Funds: Housing and Community Services Manager of Housing&Community Sry 1 1 1 1 1 1 1 1 1 1 Community Services Coordinator 1 1 0.50 0.50 0.50 0.50 0.25 0.25 Community Services Technician 1 1 1 1 1 0.50 0.50 0.50 0.75 0.75 2 2 3 3 2.50 2 2 2 2 2 Parks and Recreation Park Administration Park and Recreation Director 1 1 1 1 1 1 1 1 1 1 Administrative Assistant II 1 1 1 1 1 1 1 1 1 1 2 2 2 2 2 2 2 2 2 2 Park&Natural Resources Manager of Parks and Natural Resource 1 1 1 1 1 1 1 1 1 1 Forestry Technician 1 1 1 1 1 1 1 1 1 1 Supervisor of Park Maintenance 1 1 1 1 1 1 1 1 1 1 Supervisor Park Construction/Repair 1 1 1 1 1 1 1 1 1 1 Maintenance Worker Parks 15 16 16 16 16 16 16 16 16 16 19 20 20 20 20 20 20 20 20 20 Recreation Programming Recreation Manager 1 1 1 1 1 1 1 1 1 1 Recreation Supervisor 4 4 4 4 4 3.50 3.50 3.50 3.25 3.25 Outdoor Center/Nature Programmer 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.60 5.60 5.60 5.60 5.60 5.60 5.10 5.10 5.10 4.85 4.85 Community Center Recreation Supervisor 1 2 2 2 2 2 2 2 2 2 Office Supervisor 1 1 Community Center Manager 1 1 1 1 1 1 1 1 Customer Support/Accounting Tech 3 2 2 2.50 2.50 2.50 2.50 2.50 2.50 2.50 5 5 5 5.50 5.50 5.50 5.50 5.50 5.50 5.50 Art Center Manager-Art Center 0.50 0.50 0.50 0.50 0.75 0.75 0 0 0 0 0.50 0.50 0.50 0.50 0.75 0.75 Source: Human Resource department Less than ten years is presented due to information not available. 153 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Governmental Funds: Senior Center Recreation Supervisor Recreation Coordinator 2 1 1 1 1 1 1 1 1 1 Administrative Assistant I 1 1 1 1 1 1 1 1 1 1 3 2 2 2 2 2 2 2 2 2 Police Police Police Chief 1 1 1 1 1 1 1 1 1 1 Deputy Police Chief 1 1 1 1 1 1 1 1 1 1 Lieutentants 3 4 4 3 3 3 3 3 3 3 Sergeants 12 12 12 12 12 12 12 12 12 12 Police Officers 47 46 47 48 49 48 48 48 49 49 Animal Control Officer 2 2 2 2 2 2 2 2 2 2 Telecommunications Supervisor 1 1 1 1 1 1 1 1 1 1 Telecommunicators 9.50 9.50 9.50 9.50 10 10 10 10 10.50 10.50 Records Supervisor 1 1 1 1 1 1 1 1 1 1 Records Tech 6.75 6.75 6.75 6.75 6.75 6.75 6.75 6.75 6 6 Investigative Aide 1 1 1 1 1 1 1 1 1 1 Administrative Assistant 1 1 1 1 1 1 1 1 1 1 Customer Service/Office Assistant 1 1 1 1 1 1 1 1 Law Enforcement Analyst 1 1 1 1 1 1 1 Projects Coordinator 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.60 0.50 Zoning Administrator 0.80 0.80 0.80 1 1 1 1 1 1 1 88.65 88.65 89.65 90.85 92.35 91.35 91.35 91.35 91.10 91 Fire Fire Fire Chief 1 1 1 1 1 1 1 1 1 1 Assistant Fire Chief 0.50 1 1 1 1 2 2 2 Fire Marshal 1 1 1 1 1 0.80 0.80 Fire Prevention Specialist 3 3 3 3 3 3 3 3 3 3 Rental Housing Inspector 1 1 1 1 1 1 1 1 Electronic Communications Specialist 1 1 1 1 1 1 1 1 1 1 Administrative Assistant II 1 1 1 1 1 1 1 1 1 1 7 7 8.50 9 9 8.80 8.80 9 9 9 Source: Human Resource department Less than ten years is presented due to information not available. 154 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Governmental Funds: Inspections Manager of Building Inspections 1 1 1 1 1 1 1 1 1 1 Building Inspectors II 7 7 7 7 7 6 6 6 6 6 Technician I 2 2 2 2 2 2 2 2 2 2 Technician II 1 1 1 1 1 11 11 11 11 11 9 9 9 9 9 Public Works Engineering Public Works Director 0.80 0.80 0.80 0.80 0.80 0.80 0.80 0.80 0.80 0.80 City Engineer 1 1 1 1 1 1 1 1 1 1 Assistant City Engineer 1 1 1 1 1 1 1 1 1 1 Engineering Technician I 1 1 1 1 1 1 1 1 1 1 Engineering Technician II 1 1 1 1 1 Senior Project Engineer 1 1 1 1 1 1 1 1 1 1 Senior Traffic Engineer 1 1 1 1 1 Engineering Project Coordinator 1 1 1 1 1 1 Senior Engineering Tech 3.50 3.50 3.50 3.50 3.50 3.50 3.50 3.50 3.50 3.50 Administrative Assistant II 1 1 1 1 1 12.30 12.30 12.30 12.30 12.30 9.30 8.30 8.30 8.30 8.30 Streets&Traffic Manager of Street Maintenance 1 1 1 1 1 1 1 1 1 1 Maintenance Workers 14 14 14 14 14 13 13 13 13 13 Administrative Assistant I 1 1 1 1 1 1 1 1 1 1 16 16 16 16 16 15 15 15 15 15 Total Governmental Funds Administration 22.00 22.50 22.55 22.80 22.75 21.30 20.30 19.80 19.25 20.00 Community Development 17.65 17.65 18.65 18.65 18.15 15.40 15.40 15.50 16.00 16.60 Parks&Recreation 34.60 34.60 34.60 35.10 35.60 35.10 35.10 35.10 35.10 35.10 Police 88.65 88.65 89.65 90.85 92.35 91.35 91.35 91.35 91.10 91.00 Fire 18.00 18.00 19.50 20.00 20.00 17.80 17.80 18.00 18.00 18.00 Public Works 28.30 28.30 28.30 28.30 28.30 24.30 23.30 23.30 23.30 23.30 209.20 209.70 213.25 215.70 217.15 205.25 203.25 203.05 202.75 204.00 Source: Human Resource department Less than ten years is presented due to information not available. 155 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Enterprise Funds: Liquor Liquor Operations Manager 1 1 1 1 1 1 1 1 1 1 Managers 3 3 3 3 3 3 3 3 3 3 Assistant Manager 2 2 2 2 2 2 2 2 3 3 Buyer 1 Keyholder 1 Senior Assistant Manager 1 1 1 1 1 1 1 1 Inventory Control Clerk 1 1 1 1 1 1 1 1 1 8 8 8 8 8 8 8 8 8 9 Utilities Public Works Director 0.20 0.20 0.20 0.20 0.20 0.20 0.20 0.20 0.20 0.20 Manager of Utilities 1 1 1 1 1 1 1 1 1 1 Water Treatment Supervisor 1 1 1 1 1 1 1 1 Water Treatment Lead 1 1 1 1 1 1 Water Treatment Maintenance Lead 1 1 1 1 1 1 1 1 Water Treatment Operators 11 11 8 8 8 8 8 9 9 9 Utility Field Operations Supervisor 2 1 1 1 1 1 1 1 1 1 Utility Field Operations Lead 1 2 1 1 1 1 1 1 1 1 Water Treatment Maintenance Technician 2 2 2 2 2 2 2 2 2 2 Utility Field Operators 8 8 11 11 11 11 11 11 11 11 Projects Coordinator 1 1 1 1 Utility Operations Project Manager 1 1 1 1 Storm Utility Maintenance Operator 1 1 1 1 1 1 1 Administrative Assistant 1 1 1 1 1 1 1 1 1 1 Technician II 1 1 1 1 1 1 1 1 1 1 Customer Service/Office Assistant 1 1 1 1 1 1 1 1 1 1 Environmental Coordinator 1 1 1 1 1 1 1 1 1 1 Senior Engineering Tech 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 29.70 30.70 31.70 32.70 33.70 32.70 33.70 34.70 34.70 34.70 Source: Human Resource department Less than ten years is presented due to information not available. 156 City of Eden Prairie, Minnesota Employees by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Internal Service Funds: Workers Compensation Human Resources Generalist 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.40 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.40 Property Insurance Human Resources Generalist 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.40 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.40 Fleet Services Public Works Superintendent 1 1 1 1 1 1 1 1 1 1 Fleet Services Supervisor 1 Maintenance Worker 6 6 6 6 5 5 5 5 5 4 7 7 7 7 6 6 6 6 6 6 Facilities Facilities Manager 1 1 1 1 1 1 1 1 1 1 Facilities Supervisor 2 2 2 2 2 2 2 2 2 2 Facilities Engineer 2 2 2 2 3 3 3 3 3 3 Facilities Technician 2 2 2 2 2 2 2 2 2 2 Technician I 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 7.50 7.50 7.50 7.50 8.50 8.50 8.50 8.50 8.50 8.50 Information Technology Information Technology Manager 1 1 1 1 1 1 1 1 1 1 Technology Business Analyst 1 1 1 1 1 1 1 1 1 1 IT Systems Engineer 1 1 1 1 2 2 2 2 2 2 GIS Specialist 1 1 1 1 1 1 IT Systems Administrator 2 2 2 2 2 2 2 2 2 2 Technician I 0.50 0.50 0.50 0.50 0.50 0.50 0.50 0.50 5.50 5.50 5.50 5.50 7.50 7.50 7.50 7.50 7 7 Grand Total 267.90 269.40 273.95 277.40 281.85 268.95 267.95 268.75 267.95 270.00 Source: Human Resource department Less than ten years is presented due to information not available. 157 City of Eden Prairie, Minnesota Operating Indicators Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 General Government Bond Rating Aaa Aaa Aaa Ma Ma Ma Ma Ma Ma Ma Housing and Human Services Number of Residents Served 3,000 2,500 2,500 2,500 3,000 3,000 3,100 3,000 3,300 3,300 Assessing: Number of Appraisals Completed 6,000 5,300 5,300 5,300 5,643 5,276 5,517 4,827 4,871 5,002 Parks and Recreation Avg Monthly Community Center Memberships n/a n/a n/a n/a 843 1,751 2,100 2,300 2,573 n/a Program Registrations 12,173 12,751 14,027 15,281 15,844 15,689 16,213 15,010 15,403 17,783 Public Safety Fire Number of Calls 908 975 888 1,011 1,233 1,247 1,633 1,143 1,169 1,601 Inspection Permits Issued 7,000 7,090 6,590 7,042 6,157 5,225 6,446 6,531 6,043 9,500 Police Number of Calls 52,554 54,622 47,190 52,543 54,483 59,470 52,041 59,544 60,632 53,746 Public Works: Patching Materials(Tons) 2,200 2,300 2,500 2,500 1,900 2,500 2,800 2,700 2,000 2,500 Overlays (Tons) 17,640 18,140 26,027 19,900 24,600 31,800 26,300 22,400 23,200 24,000 Crack Filling Materials (Lbs) 140,000 140,000 200,000 200,000 112,000 200,000 200,000 200,000 328,000 200,000 Seal Coating(Sq Yards) 520,000 520,000 402,258 360,535 324,000 427,000 392,000 475,300 389,698 400,000 Water System: Number of Connections 17,717 18,271 18,607 18,745 18,794 18,800 18,948 18,971 19,076 19,195 Water Main Repairs n/a n/a 15 153 35 28 41 56 23 15 Number of Hydrant Flushed 3,980 3,960 4,062 3,998 4,122 4,234 4,224 4,158 4,267 4,217 Average Daily Usage 8.0 MGD 8.0 MGD 8.0 MGD 8.0 MGD 8.0 MGD 9.0 MGD 7.7 MGD 8.1 MGD 8.5 MGD 7.9 MGD Sewer System: Number of Connections 17,391 17,971 18,307 18,445 18,557 18,600 18,355 18,416 18,474 18,525 Miles of Sanitary Sewer Cleaned 94 94 60 65 50 75 80 94 85 65 Storm System: Number of Storm Sumps Maintained 188 154 138 63 157 101 93 61 70 61 Sources:Various City Departments MGD-Million Gallons Daily N/A-Not Available 158 City of Eden Prairie, Minnesota Capital Assets Statistics by Function Last Ten Years 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Public Safety Fire Protection Number of Stations 3 3 4 4 4 4 4 4 4 4 Number of Volunteer Firefighters 74 72 79 95 95 95 96 93 89 95 Police Protection Number of Stations 1 1 1 1 1 1 1 1 1 1 Public Works Miles of City Streets 222 224 225 225 232 231 229 230 231 232 Parks and Recreation City Parks 43 43 43 43 43 43 43 43 43 43 Conservation Areas 15 15 5 15 15 15 15 15 15 15 Historic Sites 5 5 5 5 5 5 5 5 5 5 Special Use Areas 5 5 5 5 5 5 5 5 5 5 Miles of Trails 90 90 110 112 112 114 114 120 122 122 Water System Number of Wells 13 14 14 14 14 15 15 15 15 15 Total Pumping Capacity 22 MGD 22 MGD 22 MGD 22 MGD 22 MGD 22 MGD 24 MGD 24 MGD 26 MGD 28 MGD Total Storage Capacity 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals 8.5M gals Miles of Water Mains 259 261 264 265 265 268 269 317 321 323 Sewer System Miles of Sanitary Sewer 236 237 241 242 242 244 244 256 258 258 Miles of Storm Sewer 159 162 166 168 168 171 172 174 179 180 Sources:Various City Departments Note:No Capital Asset Indicators are Available for the General Government Functions. MGD-Million Gallons Daily N/A-Not available 159 CITY OF EDEN PRAIRIE COMMUNICATIONS LETTER Year Ended December 31, 2013 CITY OF EDEN PRAIRIE TABLE OF CONTENTS REPORT ON MATTERS IDENTIFIED AS A RESULT OF THE AUDIT OF THE FINANCIAL STATEMENTS 1 REQUIRED COMMUNICATION 2 FINANCIAL ANALYSIS 5 EMERGING ISSUES 22 Expert advice_ When you reed i1.'" REPORT ON MATTERS IDENTIFIED AS A RESULT OF THE AUDIT OF THE FINANCIAL STATEMENTS Honorable Mayor and Members of the City Council and Management City of Eden Prairie Eden Prairie, Minnesota In planning and performing our audit of the financial statements of the City of Eden Prairie, Minnesota, as of and for the year ended December 31, 2013, in accordance with auditing standards generally accepted in the United States of America, we considered the City's internal control over financial reporting(internal control) as a basis for designing our auditing procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements,but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. Our consideration of internal control was for the limited purpose described in the preceding paragraph and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and, therefore, material weaknesses or significant deficiencies may exist that were not identified. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect and correct, misstatements on a timely basis. A material weakness is a deficiency or a combination of deficiencies in internal control, such that there is a reasonable possibility that a material misstatement of the City's financial statements will not be prevented or detected and corrected on a timely basis. We did not identify any deficiencies in internal control that we consider to be material weaknesses. A significant deficiency is a deficiency or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. The accompanying memorandum also includes financial analysis provided as a basis for discussion. The matters discussed herein were considered by us during our audit and they do not modify the opinion expressed in our Independent Auditor's Report dated April 25, 2014, on such statements. This communication is intended solely for the information and use of management, the City Council, others within the City and state oversight agencies and is not intended to be and should not be used by anyone other than these specified parties. /.6-4.4, CA_)„ , KERN, DEWENTER, VIERE, LTD. St. Cloud, Minnesota April 25, 2014 1 CITY OF EDEN PRAIRIE REQUIRED COMMUNICATION December 31, 2013 We have audited the financial statements of the City of Eden Prairie for the year ended December 31, 2013, and have issued our report dated April 25, 2014. Professional standards require that we provide you with the following information related to our audit. OUR RESPONSIBILITY UNDER AUDITING STANDARDS GENERALLY ACCEPTED IN THE UNITED STATES OF AMERICA AND GOVERNMENT AUDITING STANDARDS As stated in our engagement letter, our responsibility, as described by professional standards, is to express an opinion about whether the financial statements prepared by management with your oversight are fairly presented, in all material respects, in conformity with accounting principles generally accepted in the United States of America. Our audit of the financial statements does not relieve you or management of your responsibilities. As part of our audit, we considered the internal control of the City. Such considerations were solely for the purpose of determining our audit procedures and not to provide any assurance concerning such internal control. As part of obtaining reasonable assurance about whether the City's financial statements are free of material misstatement, we performed tests of the City's compliance with certain provisions of laws, regulations, contracts and grant agreements. However, the objective of our tests was not to provide an opinion on compliance with such provisions. Our responsibility for the supplementary information accompanying the financial statements, as described by professional standards, is to evaluate the presentation of the supplementary information in relation to the financial statements as a whole and to report on whether the supplementary information is fairly stated, in all material respects, in relation to the financial statements taken as a whole. PLANNED SCOPE AND TIMING OF THE AUDIT An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements; therefore, our audit involved judgment about the number of transactions to be examined and the areas to be tested. Our audit included obtaining an understanding of the City and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature, timing and extent of further audit procedures. Material misstatements may result from (1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or(4) violations of laws or governmental regulations that are attributable to the City or to acts by management or employees acting on behalf of the City. 2 CITY OF EDEN PRAIRIE REQUIRED COMMUNICATION December 31, 2013 QUALITATIVE ASPECTS OF ACCOUNTING PRACTICES Management is responsible for the selection and use of appropriate accounting policies. The significant accounting policies used by the City are described in Note 1 to the financial statements. No new accounting policies were adopted and the application of existing policies was not changed during the year ended December 31, 2013. We noted no transactions entered into during the year for which there is a lack of authoritative guidance or consensus. All significant transactions have been recognized in the proper period. Accounting estimates are an integral part of the financial statements prepared by management and are based on management's knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ significantly from those expected. The most sensitive estimates affecting the financial statements were: Depreciation—The City is currently depreciating its capital assets over their estimated useful lives, as determined by management, using the straight-line method. Land Held for Resale—Land held for resale is recorded using either the lower of historical cost or estimated resale value. We evaluated the key factors and assumptions used to develop the above estimate in determining it is reasonable in relation to the financial statements taken as a whole. The financial statement disclosures are neutral, consistent and clear. DIFFICULTIES ENCOUNTERED IN PERFORMING THE AUDIT We encountered no difficulties in dealing with management in performing and completing our audit. CORRECTED AND UNCORRECTED MISSTATEMENTS Professional standards require us to accumulate all misstatements identified during the audit, other than those that are trivial, and communicate them to the appropriate level of management. We identified an uncorrected misstatement of the financial statements related to liquor store inventory. Management has determined its effect is immaterial, both individually and in the aggregate, to the financial statements taken as a whole. In addition, none of the misstatements detected as a result of audit procedures and corrected by management were material, either individually or in the aggregate, to the financial statements taken as a whole. 3 CITY OF EDEN PRAIRIE REQUIRED COMMUNICATION December 31, 2013 DISAGREEMENTS WITH MANAGEMENT For purposes of this letter, a disagreement with management is a financial accounting, reporting or auditing matter, whether or not resolved to our satisfaction that could be significant to the financial statements or the auditor's report. We are pleased to report that no such disagreements arose during the course of our audit. MANAGEMENT REPRESENTATIONS We requested certain representations from management which were provided to us in the management representation letter. MANAGEMENT CONSULTATIONS WITH OTHER INDEPENDENT ACCOUNTANTS In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a"second opinion" on certain situations. If a consultation involves application of an accounting principle to the City's financial statements or a determination of the type of auditor's opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge, there were no such consultations with other accountants. OTHER AUDIT FINDINGS OR ISSUES We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with management each year prior to retention as the City's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention. OTHER MATTERS With respect to the supplementary information accompanying the financial statements, we made certain inquiries of management and evaluated the form, content and methods of preparing the information to determine that the information complies with accounting principles generally accepted in United States of America, the method of preparing it has not changed from the prior period, and the information is appropriate and complete in relation to our audit of the financial statements. We compared and reconciled the supplementary information to the underlying accounting records used to prepare the financial statements or to the financial statements themselves. 4 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 The following pages provide graphic representation of select data pertaining to the financial position and operations of the City for the past five years. Our analysis of each graph is presented to provide a basis for discussion of past performance and how implementing certain changes may enhance future performance. We suggest you view each graph and document if our analysis is consistent with yours. A subsequent discussion of this information should be useful for planning purposes. GENERAL FUND During the year ended December 31, 2013, the City experienced an increase in General Fund revenues from $ 41,061,795 in 2012 to $ 41,795,849 in 2013. Changes in revenues by source are discussed on the following page. The General Fund revenues for 2013 and 2012 are depicted in the following pie charts. Overall, the various sources of revenue as a percentage of total revenue for the General Fund remained consistent from 2012 to 2013. Licenses and Permits revenues increased as an overall percentage due to an increase in building activity in the City for 2013. 2013 General Fund Revenues Taxes and Assessments 70% Licenses and Permits 14% Intergovernmental 3% Other 2% Charges for Services 11% 2012 General Fund Revenues Taxes and Assessments 71% Licenses and Permits 12% Intergovernmental 3% Other' 3% Charges for Services 11% 5 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND Trends for each of the City's major revenue classifications over the past five years are graphically portrayed in the chart below; illustrating the majority of revenue for the City is from property taxes, which makes up 70% of all General Fund revenues. In total, the City's General Fund revenues increased $ 5,701,695, or 15.8%, from 2009 to 2013. General Fund Revenues $30,000,000 $27,500,000 $25,000,000 $22,500,000 $20,000,000 $17,500,000 $15,000,000 $12,500,000 $10,000,000 $7,500,000 $5,000,000 $2,500,000 I laiMM-111aMMEL $ 2009 2010 2011 2012 2013 •Taxes and Assessments $27,987,435 $28,058,029 $27,763,741 $28,978,973 $29,370,569 •Licenses and Permits 2,386,956 3,119,449 3,363,293 5,127,177 5,801,808 •Intergovernmental 1,096,969 1,122,980 1,143,397 1,104,257 1,296,703 ■Charges for Services 3,506,697 4,010,186 4,202,734 4,394,544 4,532,269 ■Other 1,116,097 891,217 892,600 1,456,844 794,500 Taxes and Assessments increased $ 391,596 from 2012 to 2013 as a result of the increase in the levy. Licenses and Permits increased$ 674,631, or 13.2%,resulting from an increase in permits and valuation of commercial remodeling. Intergovernmental revenues increased$ 192,446, or 17.4%, as a result of an increase in fire relief association state aid and police pension state aid. Other revenues, which includes fines and forfeitures, investment income and miscellaneous other revenue, decreased $ 662,344, or 45.5%, as the City was able to collect on previously owed annual conduit debt charges in 2012. Charges for services revenues increased $ 137,725 or 3.1% from 2012 to 2013. 6 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND The graph below illustrates comparison of the General Fund budget to actual revenues. Overall, General Fund revenues were $ 3,893,825 or 10.3%, over budgeted amounts. Every category of revenue was over budgeted amounts in 2013, except other revenue. The most significant variance occurred within Licenses and Permits, which were $ 2,927,563, or 101.9%, higher than budgeted as a result of conservative budgeting due to the volatility of this revenue source. Charges for Services were over budget by$ 407,551 due to the Community Center membership and facility rental revenues exceeding expectations. Intergovernmental revenues exceeded budgeted amounts by$ 308,401, or 31.2%, as a result of the City receiving more state aids for the fire relief association and police pension than were anticipated. Taxes and Assessments were over budget by$ 330,810,but as these amounts make up approximately 70% of General Fund revenues, this category is only 1.1% over budget. General Fund Revenues Budget and Actual $35,000,000 $30,000,000 $25,000,000 $20,000,000 $15,000,000 $10,000,000 $5,000,000 $ Taxes and Assessments Licenses and Permits Intergovernmental Charges for Services Other ■Budget $29,039,759 $2,874,245 $988,302 $4,124,718 $875,000 ■Actual 29,370,569 5,801,808 1,296,703 4,532,269 794,500 7 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND The pie charts below and graph on the following page represent an allocation of expenditures by function. 2013 General Fund Expenditures Community Development Police 5% 32% Administration 9% Debt Service Less than 1% I Fire 14% • Parks and Public Works Recreation 14% 26% 2012 General Fund Expenditures Community Development 5% Police 32% Administration 10% • Debt Service Less than 1% Fire 14% Parks and Recreation Public Works 25% 14% 8 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND General Fund Expenditures $14,000,000 $12,000,000 — — F $10,000,000 — $8,000,000 $6,000,000 $4,000,000 $2,000,000 — — $ 2009 2010 2011 2012 2013 ■Administration $3,487,940 $3,503,880 $3,454,753 $3,634,743 $3,634,004 •Community Development 2,020,144 1,983,417 2,022,952 2,054,986 2,145,701 ■Police 11,675,808 11,678,049 11,866,574 12,287,340 12,593,178 ■Fire 4,498,782 5,134,807 4,914,018 5,190,539 5,300,536 ■Public Works 5,391,226 5,146,280 5,127,079 5,293,287 5,560,167 •Parks and Recreation 8,712,335 8,833,061 8,805,548 9,577,634 10,083,154 ■Debt Service 44,852 44,852 44,853 46,544 46,544 Total General Fund expenditures increased $ 1,278,211, or 3.3%, from 2012 to 2013. The Police function has the highest expenditures of the General Fund, representing 32% of total expenditures. During 2013, Police expenditures increased 2.5%, or $ 305,838, due to an increase in salaries and benefits. Fire expenditures also increased $ 109,997, or 2.1%, due mainly to the purchase of four Lucas devices, replacement and repair costs of the City's sirens and increased costs in inspections which was offset by an increase in development revenue. Public Works expenditures increased $ 266,880, or 5.0%, mainly due to general increases in wages and electricity rates for street lighting. Snow and ice removal costs also increased due to the weather conditions. Parks and Recreation expenditures increased $ 505,520, or 5.3%, as a result of an increase in Community Center user charges and higher staffing and facilities costs to meet an increased demand for rental. This increase was offset by an increase in charges for services revenue. Debt Service, Administration and Community Development expenditures remained consistent with the prior year. 9 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND The graph below illustrates the General Fund budget to actual expenditures comparison. Overall, General Fund expenditures were $ 162,699 or 0.4%, over budgeted amounts. General Fund Expenditures Budget and Actual $14,000,000 $12,000,000 $10,000,000 $8,000,000 $6,000,000 $4,000,000 $2,000,000 $ Community Parks and Administration Development Police Fire Public Works Recreation Debt Service •Budget $3,810,634 $2,191,599 $12,665,119 $5,235,656 $5,609,917 $9,647,620 $40,040 •Actual 3,634,004 2,145,701 12,593,178 5,300,536 5,560,167 10,083,154 46,544 The largest variance can be seen in Parks and Recreation,which was $ 435,534, or 4.5%, over budget. This was a result of Community Center activities and rentals exceeding anticipated usage levels. Administration expenditures were $ 176,630 or 4.6%, under budget. Nearly every area within administration was under budget during 2013, with most of the variance due to budgeting conservatively for tuition reimbursement, contractual services, supplies and election costs. 10 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GENERAL FUND General Fund Operations $45,000,000 $40,000,000 $35,000,000 $30,000,000 $25,000,000 $20,000,000 $15,000,000 $10,000,000 $5,000,000 MIL $- L 2009 2010 2011 2012 2013 •Revenues $36,094,154 $37,201,861 $37,365,765 $41,061,795 $41,795,849 ■Expenditures 35,831,087 36,324,346 36,235,777 38,085,073 39,363,284 •Cash Balance 21,026,781 21,426,934 22,017,792 21,921,477 22,274,000 ■Unassigned Fund 20,535,345 20,877,251 21,162,123 21,069,050 21,509,541 Balance As illustrated above, the General Fund Unassigned Fund Balance has remained relatively consistent, increasing slightly from$ 20,535,345 at December 31, 2009, to $ 21,509,541 at December 31, 2013. Over the last five years, the City has been able to maintain steady cash and fund balances in a period of generally increasing costs and variable revenues. During 2011, the City implemented Governmental Accounting Standards Board(GASB) Statement No. 54 and in 2012 updated its fund balance policy to strive to maintain a minimum working capital fund balance not less than 50% of next year's budgeted tax revenue, an emergency fund balance for contingencies of 10% of next year's budgeted expenditures and a budget balancing measure of 5%to 7% of next year's budgeted expenditures in unassigned fund balance. As of December 31, 2013, the City's unassigned fund balance exceeded these three requirements by$ 45,000, which will be used for encumbrances. 11 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 TAX LEVY, CAPACITY AND RATES The graphs below and on the following page present information relating to the City's taxable market value, tax capacity, net tax levy and tax capacity rates. Over the past ten years, the City's estimated market value has increased 17.3% from $ 7,045,045,047 in 2004 to $ 8,260,359,536 in 2013. There is a two year lag in estimated market values as each year's value is based on property values estimated on January 1 of the prior year; thus, the 2013 estimated market value is based on values on January 1, 2012. As shown below, the 2013 estimated value declined for the third year as the declines in property values were starting to be reflected in estimated market value. Future market values are expected to moderate and slowly start to increase. Estimated Market Value* $12,000,000,000 $10,000,000,000 $8,000,000,000 - $6,000,000,000 $4,000,000,000 $2,000,000,000 $- 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 * Values obtained from the League of Minnesota Cities Market Value and Tax Composition City by City for Taxes Payable reports for each respective year. 12 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 TAX LEVY, CAPACITY AND RATES Tax capacity is considered the actual base available for taxation and is calculated by applying the state's property classification system to each property's market value. As illustrated below, the taxable tax capacity of the City has increased $ 12,533,871, or 17%, since 2004. The City's net property tax levy (net of Market Value Credit and fiscal disparities adjustment) has increased 22.2%, or$ 5,380,508, in the same time frame. The tax capacity rate has been increasing since 2008 as a result of decreasing taxable tax capacity. In 2013, the tax capacity rate increased slightly when compared to 2012 as taxable tax capacity has decreased for the fifth consecutive time in the ten years presented. The levy for 2013 presented below includes the General Fund levy of$ 29,428,326 plus a levy for the various bonds and other uses of$ 3,120,994. In years prior to 2012, the tax levy is then reduced by a Market Value Credit that is received in the form of a state aid. This aid reduces the amount of property tax revenue, but is reflected as intergovernmental revenue in the City's financial statements. In 2012, Market Value Credits were no longer provided to the City. Delinquent property tax activity also impacts the property tax revenue amount. Tax Capacity and Rates $120,000,000 - - 40.00% — 35.00% $100,000,000 — 30.00% $80,000,000 _ — 25.00% $60,000,000 — — 20.00% — 15.00% $40,000,000 — — 10.00% $20,000,000 I 1 ; ; —i1 ::: J I I I 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 Taxable Tax Capacity Net Levy —A—Tax Capacity Rate I 13 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 TAX LEVY, CAPACITY AND RATES The chart below depicts average tax rates for the City, along with the average tax rates for the seven county metro area and all Minnesota cities for 2012 and 2013. Overall, the City has generally maintained a lower average tax rate when compared to the state and metro averages. For City residents, the total tax rate for all taxing entities is 8.29% and 8.39% less than metro averages and for all Minnesota cities, respectively. All Cities Seven County City of State-Wide* Metro Area* Eden Prairie* 2012 2013 2012 2013 2012 2013 AVERAGE TAX RATE City 46.26% 48.79% 43.45% 46.14% 33.04% 34.40% County 46.83% 48.46% 45.01% 47.12% 48.23% 49.46% School 27.27% 28.53% 28.49% 30.30% 29.15% 28.99% Special Taxing 6.79% 7.22% 8.67% 9.34% 11.08% 11.76% Total 127.15% 133.00% 125.62% 132.90% 121.50% 124.61% * Amounts obtained from the League of Minnesota Cities Property Tax Data Table reports. 14 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 ENTERPRISE FUNDS In 2011, the City's water and sewer utilities were separated into two distinct funds. As a result, only four years of operating information is available for analysis. Water Fund Water Fund operating revenues decreased$ 895,165 or 10.4%, in 2013, due to a decrease in usage as a result of milder summer conditions during 2013 compared to 2012. Operating expenses increased $ 12,499, or 0.1%,primarily attributable to increased costs for repairs and maintenance expenses in an effort to extend the life of the City's infrastructure and equipment. Given this activity, the Fund experienced an operating loss of$ 1,762,162, compared to an operating loss of$ 854,498 in 2012. Water Fund $10,000,000 $8,000,000 $6,000,000 I $4,000,000 I $2,000,000 s_ 8(2,000 000) 2010 2011 2012 2013 ▪Operating Revenues $6,392,829 $7,564,259 $8,625,434 $7,730,269 ▪Operating Expenses 7,494,255 7,870,643 9,479,932 9,492,431 ▪Operating Loss (1,101,426) (306,384) (854,498) (1,762,162) 15 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 ENTERPRISE FUNDS Sewer Fund Sewer Fund revenues increased $ 340,385 or 6.7%, from 2012 to 2013 due to an increase in fees implemented to allow the City to cover operating costs. Operating expenses decreased$ 146,641 or 2.2% due to a decrease in monthly charges from Met Council. With revenues increasing at a higher rate than expenses, the City's operating loss decreased from $ 1,567,458 in 2012, to $ 1,080,432 in 2013. In 2013, operating revenues were equivalent to 83% of operating expenditures, compared to 76% in 2012. Sewer Fund $9,000,000 $7,000,000 $5,000,000 $3,000,000 $1,000,000 $(1,000,000) $(3,000,000) 2010 2011 2012 2013 ■Operating Revenues $4,367,273 $4,736,246 $5,095,500 $5,435,885 ■Operating Expenses 6,379,770 6,599,944 6,662,958 6,516,317 ■Operating Loss (2,012,497) (1,863,698) (1,567,458) (1,080,432) 16 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 ENTERPRISE FUNDS Storm Drainage Fund The Storm Drainage Fund once again experienced an operating loss in 2013. In 2013, the City increased its utility rates by approximately 17.0% in an effort to bring revenues in line with expenses. Expenses increased 18.0% due to higher costs for engineering related to increased project activity and an increase in costs for repairs and maintenance items on the Fund's assets. Overall, the Fund had an operating loss of$ 989,270 which has increased compared to the prior year by$ 197,416 or 24.9%. Storm Drainage Fund $3,000,000 $2,500,000 $2,000,000 $1,500,000 $1,000,000 $500,000 — $- $(500,000) $(1,000,000) $(1,500,000) 2009 2010 2011 2012 2013 •Operating Revenues $910,514 $863,229 $1,054,077 $1,259,324 $1,431,265 ■Operating Expenses 1,523,876 1,983,021 1,915,249 2,051,178 2,420,535 •Operating Loss (613,362) (1,119,792) (861,172) (791,854) (989,270) 17 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 ENTERPRISE FUNDS Liquor Fund The chart below shows the operations of the City's Liquor Fund for the past five years with the Building Fund removed. Gross profit increased $ 176,641 from 2012 to 2013 due to an improving economy generating more sales. Over the five years shown below, gross profit has increased $ 375,279 or 13.0%. The Fund also experienced an increase in operating expenses of$ 331,408 over the same period as a result of increased costs and various leasehold improvements to its existing locations. The Fund's operating income remained positive, with $ 1,090,269 in 2013. After factoring in nonoperating revenues and expenses and transfers, net position remained consistent with the prior year at $ 1,203,752. Liquor Fund I $3,500,000 $3,000,000 $2,500,000 $2,000,000 $1,500,000 — — $1,000,000 — mil $500,000 !— t II— $_ ME .- & 2009 2010 2011 2012 2013 ■Gross Profit $2,888,289 $2,913,571 1 $2,890,876 1 $3,086,927 $3,263,568 ■Operating Expenses 1,841,891 1,868,598 1,930,934 2,035,370 2,173,299 ■Operating Income 1,046,398 1,044,973 959,942 1,051,557 1,090,269 As depicted below, City liquor operations are consistent with Minnesota cities in the same geographical area. Overall, the City's gross profit percentage was consistent with the metro average for off-sale municipal stores and is within a percent of other cities shown. 2013 2012 City of City of Metro Eden Eden City of City of City of Municipal Prairie Prairie Edina* Richfield* Savage* Average* Sales $ 12,144,893 $ 12,101,470 $ 13,230,941 $ 11,807,489 $ 4,560,288 $ 6,040,609 Costs of Sales 8,881,325 9,014,543 9,615,928 8,802,442 3,353,290 4,483,886 Gross Profit 3,263,568 3,086,927 3,615,013 3,005,047 1,206,998 1,556,723 Operating Expenses 2,192,764 2,076,103 2,124,476 1,951,557 913,596 1,045,385 Operating Income 1,090,269 1,051,557 1,490,537 1,053,490 293,402 511,338 Gross Profit Percentage 26.9% 25.5% 27.3% 25.5% 26.5% 25.8% * Metro municipal averages obtained from the Office of State Auditor, Off-Sale Operations for 2012. 18 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GOVERNMENTAL ACTIVITIES The tables below and on the following page illustrate the City's various sources of revenue and expenditures per capita over a three year period in comparison to 2012 data for Minnesota cities ranked by various sizes. State-Wide* City of Eden Prairie Year December 31,2012 2011 2012 2013** Population 2,500-10,000 10,000-20,000 20,000-100,000 61,151 62,004 62,004 Property Taxes $ 414 $ 382 $ 416 $ 514 $ 521 $ 527 Tax Increments 32 44 46 51 54 57 Franchise Fees and Other Taxes 29 36 30 13 13 13 Special Assessments 60 54 62 21 30 31 Licenses and Permits 24 24 35 42 78 115 Intergovernmental Revenues 278 279 138 85 119 30 Charges for Services 104 81 83 69 71 73 Other 66 58 50 37 53 46 Total Revenue $ 1,007 $ 958 $ 860 $ 833 $ 939 $ 892 * State-wide data obtained from the Office of the State Auditor's 2012 Minnesota City Finances Report. ** Population is estimated as of January 1, 2012 from the Met Council population data study; 2013 estimate is not available. The City receives little in intergovernmental revenues, including Local Government Aid and, thus, has consistently shown higher tax revenues per capita and lower intergovernmental revenues per capita compared to the state averages. Total governmental revenues decreased $ 47 per capita from 2012. The most significant decrease was in intergovernmental revenue, where the City received a significant amount of state MSA funding to cover the City's portion of costs for the Shady Oak Road North reconstruction project in 2012. The most significant increase was in licenses and permit revenue,where the City received additional permits for several large projects during the year. Property taxes increased $ 6 per capita as a result of an increase in the tax levy. 19 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GOVERNMENTAL ACTIVITIES State-Wide* City of Eden Prairie Year December 31,2012 2011 2012 2013** Population 2,500-10,000 10,000-20,000 20,000-100,000 61,151 62,004 62,004 Current: Administration $ 127 $ 101 $ 84 $ 56 $ 59 $ 59 Community Development 46 49 73 87 100 91 Police 168 165 171 195 199 205 Fire 66 64 70 80 84 85 Public Works 120 111 97 86 88 92 Parks and Recreation 82 95 86 144 155 160 Other 21 21 15 - - - Total Current $ 630 $ 606 $ 596 $ 648 $ 685 $ 692 Capital Outlay and Construction $ 306 $ 303 $ 217 $ 142 $ 138 $ 225 Debt Service: Principal $ 187 $ 135 $ 103 $ 67 $ 71 $ 51 Interest and Fiscal 58 46 39 22 23 24 Total Debt Service $ 245 $ 181 $ 142 $ 89 $ 94 $ 75 * State-wide data obtained from the Office of the State Auditor's 2012 Minnesota City Finances Report. ** Population is estimated as of January 1, 2012 from the Met Council population data study; 2013 estimate is not available. The City's current expenditures for 2013 were more than the state-wide average for a city of a comparable population. Overall, governmental expenditures increased approximately$ 4,648,927 from 2012 to 2013. The largest variances were observed in parks and recreation and police, which increased $ 5 and$ 6 per capita, respectively, in 2013 due to additional costs incurred for community center and increases to salary and benefits. Due to significant projects in 2013, capital outlay per capita surpassed state-wide averages for comparable population categories but still remained below smaller population categories. Debt service costs also remain well below state-wide averages for 2011-2013. 20 CITY OF EDEN PRAIRIE FINANCIAL ANALYSIS December 31, 2013 GOVERNMENTAL NET POSITION Components of Net Position I $250,000,000 — $48,843,723 $55,746,593 $57,276,140 $49,907,035 $50,954,497 $225,000,000 il $200,000,000 $9,190,7911 $7,324,6991 $6,175,774 $175,000,000 $9,470,494 $8,882,954 1 ■ $150,000,000 I$178,022,468 $182,115,707 $177,981,232 $165,578,857 $125,000,000 $100,000,000 $75,000,000 ■ $50,000,000 $25,000,000 $- p p p p 2009 2010 2011 2012 2013 •Net Investment In Capital Assets •Restricted ■Unrestricted I The City's governmental net position is comprised of the three categories listed in the above chart. Net investment in capital assets decreased in 2013 as the City decreased its assets more than it decreased its debts. Restricted amounts are to be used on future debt payments. The unrestricted portion of net position is the remaining balance that is not invested in capital assets or restricted for specific purposes. 21 CITY OF EDEN PRAIRIE EMERGING ISSUES December 31, 2013 Executive Summary The following is an executive summary of financial and business related updates to assist you in staying current on emerging issues in accounting and finance. This summary will give you a preview of the new standards that have been recently issued and what is on the horizon for the near future. The most recent and significant updates include: • Accounting for pensions—This accounting update has been issued and will be applied for 12/31/15 year-end reporting. • Internal Control Integrated Framework—COSO has issued an updated integrated framework for internal control. The update is expected to make the integrated internal control framework easier to use and apply. In addition, the update takes into account globalization of businesses today and its interdependence on technology. This update has been issued and will supersede the original framework at the end of 2014. The following are extensive summaries of each of the current updates. As your continued business partner, we are committed to keeping you informed of new and emerging issues. We are happy to discuss these issues with you further and their applicability to your company. ACCOUNTING STANDARD UPDATE—ACCOUNTING FOR PENSIONS GASB Statement No. 68 replaces the requirements of Statement No. 27,Accounting for Pensions by State and Local Governmental Employers and Statement No. 50,Pension Disclosures, as they relate to governments that provide pensions through pension plans administered as trusts or similar arrangements that meet certain criteria. Statement No. 68 requires governments providing defined benefit pensions to recognize their long-term obligation for pension benefits as a liability for the first time, and to more comprehensively and comparably measure the annual costs of pension benefits. 22 CITY OF EDEN PRAIRIE EMERGING ISSUES December 31, 2013 COSO PROJECT—INTERNAL CONTROL INTEGRATED FRAMEWORK In 1992, the Committee on Sponsoring Organizations of the Treadway Commission(COSO) developed an internal control framework that has been adopted and used by entities worldwide. In 2013, COSO finalized and released an updated integrated internal control framework. The update is expected to make the integrated framework easier to use and apply. In addition, the update takes into account,the business environment of today and the reliance on and interdependence of technology within business systems. The internal control update is not changing the core definition of internal control, the three categories of objectives or the five components of internal control. COSO defines internal control as a process, affected by an entity's board of directors, management and other personnel. This process is designed to provide reasonable assurance regarding the achievement of the three objectives, as follows: effectiveness and efficiency of operations; reliability of financial reporting; and compliance with applicable laws and regulations. 1. Internal control is a process. It is a means to an end, not an end in itself. 2. Internal control is not merely documented by policy manuals and forms. Rather, it is put in by people at every level of an organization. 3. Internal control can provide only reasonable assurance, not absolute assurance, to an entity's management and board. 4. Internal control is geared to the achievement of objectives in one or more separate but overlapping categories. The five components of internal control, which are unchanged, are as follows: 1. Control Environment- integrity, ethics, management style, etc. 2. Risk Assessment- identification and analysis of relevant risks 3. Control Activities -policies,procedures and activities, including segregation of duties 4. Information and Communication- ensure information effectively flows up, down and across the organization, both internally and externally 5. Monitoring Activities - assessment of the systems performance over time The updated framework has changed to address the changes in business and operating environments, such as globalization of markets and operations, greater complexities in businesses, reliance on evolving technologies and expectations relating to preventing and detecting fraud. In addition, principles of effective internal controls have been added to each of the components of internal control as follows: Control Environment: 1. Demonstrates a commitment to integrity and ethical values. 2. The board of directors is independent from management and exercises oversight responsibility of the performance of internal controls. 3. Management establishes structure, reporting lines, authority and responsibility. 4. Demonstrates a commitment to attract, develop and retain competent individuals. 5. Enforces accountability for individual's internal control responsibilities. 23 CITY OF EDEN PRAIRIE EMERGING ISSUES December 31, 2013 COSO PROJECT—INTERNAL CONTROL INTEGRATED FRAMEWORK(CONTINUED) Risk Assessment: 1. Specifies suitable objectives with sufficient clarity. 2. Identifies and analyzes risk as a basis for how risks should be managed. 3. Assesses the potential for fraud risk. 4. Identifies and analyzes significant changes that could impact the system of internal controls. Control Activities: 5. Selects and develops control activities that contribute to the mitigation of risks. 6. Selects and develops general controls over technology. 7. Deploys control activities through policies that establish what is expected and procedures that put policies into place. Information and Communication: 8. Uses relevant information to support the functioning of other components of internal control. 9. Communicates information internally, including objectives and responsibilities necessary to support the internal controls. 10. Communicates with external parties regarding matters affecting internal control. Monitoring Activities: 11. Conducts ongoing and/or separate evaluations to ascertain whether the components of internal control are present and functioning. 12. Evaluates and communicates deficiencies to those parties responsible for corrective actions. The updated framework also has additional examples relevant to operation, compliance and reporting objectives added. While COSO integrated internal control framework is very extensive, this is only a short summary of some of the changes of the updated framework. The updated framework will supersede the original framework at the end of 2014; however, users of the framework are encouraged to transition to the updated framework as soon as possible. 24 CITY OF EDEN PRAIRIE Hennepin County, Minnesota INDEPENDENT AUDITOR'S REPORTS For the Year Ended December 31, 2013 CITY OF EDEN PRAIRIE TABLE OF CONTENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS 1 REPORT ON LEGAL COMPLIANCE 3 Expert ' Moi4!_ When you rieM it,"w REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENT AUDITING STANDARDS INDEPENDENT AUDITOR'S REPORT Honorable Mayor and Members of the City Council City of Eden Prairie Eden Prairie, Minnesota We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business-type activities, each major fund and the aggregate remaining fund information of the City of Eden Prairie, Minnesota, as of and for the year ended December 31, 2013,and the related Notes to the Financial Statements, which collectively comprise the City's basic financial statements, and have issued our report thereon dated April 25, 2014. Internal Control Over Financial Reporting In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting(internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the City's financial statements will not be prevented or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that were not identified. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. 1 I(D V' Compliance and Other Matters As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the result of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. 1,64,,,,, , [6- KERN, DEWENTER, VIERE, LTD. St. Cloud, Minnesota April 25, 2014 2 Expo adincr'. When you rieLri ;.r. REPORT ON LEGAL COMPLIANCE INDEPENDENT AUDITOR'S REPORT Honorable Mayor and Members of the City Council City of Eden Prairie Eden Prairie, Minnesota We have audited, in accordance with auditing standards generally accepted in the United States of America, and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business-type activities, each major fund and the aggregate remaining fund information of the City of Eden Prairie, Minnesota, as of and for the year ended December 31, 2013, and the related Notes to the Financial Statements, and have issued our report thereon dated April 25, 2014. The Minnesota Legal Compliance Audit Guide for Political Subdivisions,promulgated by the State Auditor pursuant to Minnesota Statutes § 6.65, contains seven categories of compliance to be tested: contracting and bidding, deposits and investments, conflicts of interest,public indebtedness, claims and disbursements, miscellaneous provisions and tax increment financing. Our audit considered all of the listed categories. In connection with out audit, nothing came to our attention that caused us to believe that the City of Eden Prairie, Minnesota failed to comply with the provisions of the Minnesota Legal Compliance Audit Guide for Political Subdivisions. However, our audit was not directed primarily toward obtaining knowledge of such noncompliance. Accordingly, had we performed additional procedures, other matters may have come to our attention regarding the City's noncompliance with the above referenced provisions. This report is intended solely for the information and use of those charged with governance and management of the City and the State Auditor and is not intended to be and should not be used by anyone other than these specified parties. �.. c CV. KERN, DEWENTER, VIERE, LTD. St. Cloud, Minnesota April 25, 2014 3 ITEM NO.: VI.A. UNAPPROVED MINUTES CITY COUNCIL WORKSHOP & OPEN PODIUM TUESDAY,MAY 6, 2014 CITY CENTER 5:00—6:25 PM, HERITAGE ROOMS 6:30—7:00 PM, COUNCIL CHAMBER CITY COUNCIL: Mayor Nancy Tyra-Lukens, Council Members Brad Aho, Sherry Butcher Wickstrom, Kathy Nelson, and Ron Case CITY STAFF: City Manager Rick Getschow, Police Chief Rob Reynolds, Fire Chief George Esbensen, Public Works Director Robert Ellis, Community Development Director Janet Jeremiah, Parks and Recreation Director Jay Lotthammer, Communications Manager Joyce Lorenz, City Attorney Ric Rosow, Recorder Lorene McWaters and Environmental Coordinator Leslie Stovring GUESTS: Joe Bischoff, Aquatic Ecologist, Wenck Associates; Claire Bleser, Riley-Purgatory-Bluff Creek Watershed District Administrator; Perry Forster, Riley-Purgatory-Bluff Creek Watershed District Board Member Workshop-Heritage Room II Council Member Case was absent. I. LAKE MANAGEMENT Joe Bischoff gave a presentation on shallow lake management. He noted that both Mitchell and Red Rock Lakes in in the Riley-Purgatory-Bluff Creek Watershed District in Eden Prairie are shallow lakes. Bischoff explained that shallow lakes exist in one of two conditions: turbid or clearwater, with clearwater being the desirable state. A lake can shift between states due to changing conditions. Characteristics of a turbid lake include high algal productivity, low aquatic plant productivity, and low grazer productivity. Multiple stressors contribute to degradation of lake water quality including nutrient enrichment, exotic plants and fish, and rough fish. A clearwater lake features a large aquatic plant community, low algal productivity and a large grazer population. Strategies for restoring shallow lakes to the clearwater state include external and internal nutrient control, biomanipulation, plant establishment, and continuing management of the restored system. Bischoff reviewed lake restoration projects Wenck has completed, including several that included carp removal and vegetation harvesting. Bischoff said Wenck is currently developing vegetation management plans for Red Rock Lake, Mitchell Lake and Lake Lucy(Chanhassen). Recommendations for remediation will follow; however, Bischoff noted that there are competing management goals held by various stakeholders, including residents, the watershed district, and governing agencies such as the DNR and MPCA. Council Member Aho said he has been contacted by residents on Red Rock Lake with concerns about the abundance of coontail, which impedes recreational uses such as boating. He said there needs to be a balance that includes enough vegetation to maintain a clearwater state, while allowing the lake to be usable for recreation purposes. Bischoff noted that City Council Workshop Minutes May 6, 2014 Page 2 coontail is a native species, which means the DNR does not allow removal of it for aesthetic purposes. Forster noted that coontail is tricky to manage because it typically becomes floating mats during the month of August. When the mats are removed, remaining mats quickly move into the areas that have been cleared. Ellis said getting neighborhood input will be important. They might be able to convince the DNR that the coontail issue is solvable. Mayor Tyra-Lukens asked who is responsible for lake quality. Bleser said she has seen different models. Some communities form lake management associations, and in other instances cities, residents or watershed districts take on the work and expense. She said the Riley-Purgatory-Bluff Creek Watershed District has taken on sole responsibility for remediation of Lake Riley. A couple of years ago the Nine Mile Creek Watershed District conducted a successful drawdown of Anderson Lake to eradicate curlyleaf pondweed. Bleser said grant money is available for lake water quality initiatives, but competition for those dollars is stiff. Stovring said granting agencies prefer to see partnerships between cities and watershed districts. Forster noted that the Riley-Purgatory-Bluff Creek Watershed District covers seven communities and they levy across that entire area. He said Eden Prairie has benefitted from that funding. Aho said he is concerned that the watershed district can set up development standards that will affect Eden Prairie. Forster said the district received 170 comments on their proposed rules. The watershed district will hold a meeting tomorrow night to address those comments and discuss possible revision of the proposed rules. Aho said the city and the watershed district need to work together toward mutual understanding, especially on projects already approved by the city. Forster said the proposed rules will not affect projects that have already been approved. Getschow pointed out that the watershed district and the city have different constituencies, and regulations adopted by the watershed district could affect the cost of future projects. Bleser said Red Rock Lake is moving toward being delisted. Stovring reviewed the ongoing Mitchell Lake and Red Rock Lake harvesting programs. She said staff was in the process of negotiating the 2014 contract with Midwest Weed when they learned the owner has sold the company. Open Podium - Council Chamber II. OPEN PODIUM Gary Svoboda, Windward Circle, addressed the City Council about the number of garbage trucks from different companies doing business in residential areas of the city. He said so many heavy trucks using residential roads causes undue wear and tear. He was also concerned with City trucks and plows driving on sidewalks and trails. Public Works Director Robert Ellis said the practice does not cause problems from a structural standpoint. III. ADJOURNMENT ITEM NO.: VI.B.J UNAPPROVED MINUTES EDEN PRAIRIE CITY COUNCIL MEETING TUESDAY, MAY 6, 2014 7:00 PM, CITY CENTER Council Chamber 8080 Mitchell Road CITY COUNCIL: Mayor Nancy Tyra-Lukens, Council Members Brad Aho, Sherry Butcher Wickstrom, Ron Case, and Kathy Nelson CITY STAFF: City Manager Rick Getschow, Public Works Director Robert Ellis, Community Development Director Janet Jeremiah, Parks and Recreation Director Jay Lotthammer, City Attorney Ric Rosow, and Council Recorder Jan Curielli I. CALL THE MEETING TO ORDER Mayor Tyra-Lukens called the meeting to order at 7:00 PM. Council Member Case was absent. II. PLEDGE OF ALLEGIANCE III. COUNCIL FORUM INVITATION IV. PROCLAMATIONS / PRESENTATIONS A. HUMAN RIGHTS AWARDS Patricia Fenrick, Staff Liaison to the Human Rights and Diversity Commission, said awards are presented in four award categories: individual, non-profit organizations, business and youth. Sandra Filardo, Chair of the Human Rights and Diversity Commission, presented the Individual award to Lynnea West. Chase Carlson, Student Commissioner, presented the Business award to DSO Architecture, represented by Dan O'Brien. Connie Iacovelli, Commission Member,presented the Non-Profit Organization award to Baro Tutoring, represented by Linda Bergman. Karena Lin, Student Commissioner, presented the Youth award to Camila Merino. B. PROCLAIM MAY 2014 TO BE SENIOR AWARENESS MONTH Mayor Tyra-Lukens read a proclamation proclaiming May 2014 to be Senior Awareness Month. A representative of the Senior Advisory Council thanked City Council Members for their support. V. APPROVAL OF AGENDA AND OTHER ITEMS OF BUSINESS MOTION: Butcher Wickstrom moved, seconded by Nelson, to approve the agenda as published. Motion carried 4-0. VI. MINUTES A. COUNCIL WORKSHOP HELD TUESDAY,APRIL 22, 2014 MOTION: Aho moved, seconded by Butcher Wickstrom, to approve the minutes of the Council workshop held Tuesday, April 22, 2014, as published. Motion carried 3-0-1,with Nelson abstaining. B. CITY COUNCIL MEETING HELD TUESDAY,APRIL 22, 2014 MOTION: Nelson moved, seconded by Butcher Wickstrom, to approve the minutes of the City Council meeting held Tuesday, April 22, 2014, as published. Motion carried 4-0. VII. REPORTS OF ADVISORY BOARDS & COMMISSIONS VIII. CONSENT CALENDAR A. MAC DEVELOPMENT PARCEL 2 by Metropolitan Airports Commission. Second Reading of Ordinance 12-2014 for Zoning District change from Rural to Airport Office on 39 acres. Location: Flying Cloud Airport(Ordinance 12-2014 and Resolution No. 2014-45 Approving Summary Ordinance for Publication) B. PRELIMINARY PLAT APPROVAL PERIOD TEXT AMENDMENT by City of Eden Prairie. Second Reading of Ordinance 13-2014 to amend City Code regarding the review approval and recording of preliminary and final plats. (Ordinance No. 13-2014 and Resolution No. 2014-46 Approving Summary Ordinance for Publication) C. DIRECT STAFF TO NOT WAIVE THE MONETARY LIMITS ON MUNICIPAL TORT LIABILITY ESTABLISHED BY MINNESOTA STATUTES 466.04 D. ACCEPT PETITION AND SET HEARING FOR ESTABLISHMENT AND FEES FOR EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA E. ADOPT RESOLUTION NO. 2014-47 AWARDING CONTRACT FOR EDEN PRAIRIE ROAD IMPROVEMENTS TO NORTHWEST ASPHALT COMPANY F. AWARD CONTRACT FOR PURCHASE AND INSTALLATION OF NEW CONTROL ROOM VIDEO PRODUCTION EQUIPMENT TO AVI SYSTEMS, INC. G. APPROVE LEASE BETWEEN CITY OF EDEN PRAIRIE AND NGUYEN LK,INC.FOR LOTUS NAILS AT 8018 DEN ROAD H. AWARD CONTRACT FOR ENGINEERING SERVICES TO UPGRADE RED ROCK SANITARY SEWER LIFT STATION, I.C. 08-5731 I. APPROVE MINNESOTA DEPARTMENT OF HEALTH GRANT FOR SOURCE WATER PROTECTION J. AWARD CONTRACT FOR SUPPLY OF BITUMINOUS CRACKSEALANT MATERIAL TO MIDSTATES EQUIPMENT AND SUPPLY K. APPROVE ADDITIONAL IN-CONSTRUCTION SERVICES BUDGET WITH SRF CONSULTING GROUP FOR NORTHERN SEGMENT OF SHADY OAK ROAD IMPROVEMENTS L. ADOPT RESOLUTION NO. 2014-48 APPROVING COOPERATIVE CONSTRUCTION AGREEMENT WITH MNDOT FOR SOUTHERN SEGMENT OF SHADY OAK ROAD IMPROVEMENTS M. APPROVE ACQUISITION OF PARCEL 31 FOR SOUTHERN SEGMENT OF SHADY OAK ROAD IMPROVEMENTS N. APPROVE DEVELOPMENT AGREEMENT FOR FAIRWAY WOODS II HIA MOTION: Butcher Wickstrom moved, seconded by Aho, to approve Items A-N of the Consent Calendar. Motion carried 5-0. IX. PUBLIC HEARINGS/MEETINGS A. APPROVE FIRST READING OF AN ORDINANCE AMENDING CITY CODE SECTION 11.51, STANDARDS FOR PROTECTION OF WETLAND Getschow said this ordinance comes about as a result of an audit conducted by the Board of Water& Soil Resources. The revisions bring the wetland code up to date with current State law and clarify process and procedures related to wetland applications and review. There were no comments from the audience. MOTION: Nelson moved, seconded by Butcher Wickstrom, to close the public hearing and to approve first reading of an ordinance amending City Code Section 11.51, Standards for Protection of Wetlands. Motion carried 4-0. B. RESOLUTION NO. 2014-49 APPROVING PROPERTY TAX ABATEMENT RELATED TO UPGRADES TO THE EDEN PRAIRIE AQUATICS CENTER Getschow said Items IX.B and C relate to the aquatics center upgrade. He said Mr. Lotthammer will give an overview of the project before the public hearing and discussion of debt and funding methods. Lotthammer reviewed the action items along with the design process, schematics of the proposed new aquatics center and funding methods. He distributed a goldenrod handout with information about the bids received for the project. He noted the financing methods were reviewed at the last City Council meeting. He said the Parks Commission received a similar presentation at their meeting last night. Construction management for the project will be done by RJM Construction who will work with subcontractors on behalf of the City. He gave a PowerPoint presentation that reviewed the history of the project and the design for Phases 1 and 2 of the project. He said the goal was to design an aquatics center that would move forward for the next 30-40 years and one that would benefit the entire community. There was a wide variety of community input in the building design. Lotthammer reviewed the revenue and expenditure forecasts for the aquatics center. The new amenities are expected to increase membership at the Community Center, especially family memberships. There will be more revenue from classes and rental time and increased concessions revenue. Expenses will be driven by the increase in membership, additional classes and rentals and added operating expenses. He said the popularity of the Community Center increased after the upgrades were completed in 2008, making it one of the main cost recovery amenities in the City. Phase 1 construction would start in June and would open in March or April of 2015. At that time the current pool could be taken down, and Phase 2 construction started. Phase 2 would finish in 2017. Lotthammer reviewed the bid process and noted the total project cost of $19,636,000 includes some of the alternates listed but not the portion of the building including the waterslide. At their meeting last night, the Parks Commission recommended approval of the project and also recommended including the waterslide alternate in the project because it will be a major attraction and the plunge pool that is part of the waterslide design could be used for other purposes. The current cost of the waterslide portion of the design is about $1,300,000. There would be cost efficiencies if that part of the design were to be done at the same time as the rest of the building. He reviewed several of the alternates included in the total cost, such as the upgraded diving boards, the aquatic climbing wall and shallow depth pool amenities for younger children. Two of the other alternates were not included in the total: the waterproofing under the ceramic tile and the aluminum ductwork at pool areas. Lotthammer said at the last meeting the City Council directed staff to look harder at the use of tax abatement bonds to finance the project. The public hearing for approval of tax abatement bonds is scheduled for tonight. He said the use of tax abatement bonds will involve putting the new debt in place of City debt that is falling off. Funding through the use of tax abatement bonds would be $16- 17,000,000, with additional funds of$2.5-3,000,000 coming from the Capital Improvement and Maintenance Fund. The Foxjets swim club has pledged to raise $500,000 towards the new aquatics center. Tyra-Lukens asked if the waterslide area could be shut off for safety reasons when it was not manned. Lotthammer replied it could be shut off and State code requires someone to be at the top and at the bottom of the slide when it is in use and also sets a minimum height for users. Nelson asked if we will hear from the bond people about the probable percentages for interest. Lotthammer said when they gave their presentation two weeks ago they gave us their best trends, but we don't know what the exact rates would be at this point. The action tonight is to move forward to be in a position to sell those bonds at a time when it is recommended to sell. The bond sale would come back at another meeting. Nelson asked for a range of interest rates expected. Tammy Omdal,Northland Securities, said the current estimated true interest cost is about 3.3%, based on a 20-year term; however that is an estimate until we actually go out for bid. Getschow noted the interest rate would be lower in the beginning years and would increase over the 20 year term. Nelson asked if there will be plenty of space for adults and exercise classes in the zero entry pool after the play area is put in. Lotthammer pointed out the area planned for the play structures and noted that left plenty of area for the zero depth entry. Tyra-Lukens reviewed the rules for public input on the aquatics center expansion, including a maximum speaking time of three minutes and the fact that questions will be answered by staff at a later time. James Sander, representing Hammargren-Meyer on behalf of Northland Concrete &Masonry, asked the combined bid of Northland Concrete be accepted because their base bid was lower by about $150,000 than the bid the City plans to accept. Dan Kitrell, 15731 Summit Drive, said choosing to have a referendum on financing the aquatics center is a policy decision, and he asked the Council to give the residents of Eden Prairie a vote. Steve Nelson, 16350 S. Hillcrest Court, spoke in favor of the aquatics center and said he was content with not holding a referendum on this. He noted we have a wonderful Community Center that we now have an opportunity to improve which will make Eden Prairie an even better place to live. Ryan Skogg, 10257 Nottingham Trail, said he is an Eden Prairie resident and a Foxjets parent. He said the aquatics center expansion is about families,user groups and senior access. He encouraged the Council to go ahead and build a facility that will serve us for many years. Tony Satterthwaite, 7109 Lanham Lane, said he is looking forward to what the upgrade will do for the Community Center and commended the Council for their financial management and prudence that puts us in the position where we can afford to make this expenditure at this time. He was in strong support of the pool. Bob Wagner, 7480 Hames Way, said he saw the public notice of the tax abatement and asked what it means to his property ID. Getschow responded that it will not affect his property. Mark Davis, President of the Foxjet swim club, said he represents 1000 Eden Prairie residents and 300 swimmers who have waited many years for a new aquatics facility in the City. He said interest rates are at an historic low, as are construction costs. It is time to move forward with the project. The Foxjets are committed to raising money for the project, which will be a facility that will serve the entire community. Isabella Haeger, 16273 Mayfield Drive, said she is a sophomore at Eden Prairie High School and is a member of the Foxjets and the High School Swim Team. She said there are limitations at the current pool facilities. The updates will be beneficial to many, not just the swim teams. Jim Diehl, 10530 W Riverview Drive, noted there is an Aqua Jets facility nearby that could be used for competitive swimming events. He encouraged having a referendum on the financing of the center. Kelly Boston, Head Coach of the Eden Prairie swim teams, said the Aqua Jets facility is privately owned and her teams could not rent it. She thanked the Council for considering the project. MOTION: Aho moved, seconded by Butcher Wickstrom, to close the public hearing. Motion carried 4-0. Getschow said the idea of tax abatement bonds is that the City can grant tax abatement to certain parcels in the City that would be used to construct public infrastructure to provide service to residents. In reality this would be treated much like our other debt, would be combined with our other debt, and would be levied across the City. Abatement is the mechanism to accomplish that process. A resident with one of the PID's listed would not be affected directly by this project as the debt would be levied across the entire populace. Getschow said staff would request that Section 4.03 of the resolution be slightly revised to set the amount not to exceed to be $18,000,000. MOTION: Butcher Wickstrom moved, seconded by Aho, to adopt Resolution 2014-49 approving Property Tax Abatement related to upgrades to the Eden Prairie Aquatics Center, with revision of Section 4.03 to set the not-to-exceed amount at $18,000,000. Motion carried 4-0. C. AWARD BIDS,ASSIGN CONTRACTS AND ENTER INTO A GUARANTEED MAXIMUM PRICE WITH RJM CONSTRUCTION FOR THE AQUATICS EXPANSION PROJECT Tyra-Lukens asked for a clarification of the bid situation brought up by Mr. Sander, the first speaker during the public hearing. Rosow said he had a conversation with Mr. Sander this afternoon and he disagreed with Mr. Sander. Northland Concrete entered a combined bid for masonry and concrete but the specifications called for separate bids for those two items. Separate bids were not submitted by Northland Concrete on the two items, rather a combined bid was submitted. A bidder would have a material advantage if it is only bid as a combined item. He said it is very clear we cannot accept a bid that does not conform with the requirement. Nelson asked why only$2.5-3,000,000 would be taken from the Capital Improvement Fund. Getschow said we have had some very positive years in terms of revenue and expenditures throughout the City and transfer extra revenue to the Capital Improvement Fund. We use that fund for one-time money towards one- time items. It is the conservative estimate of staff that we could take $2.5- 3,000,000 out of the fund to put towards this project and still have funds to do the capital improvements planned over the next 20 years. He thought we could possibly go as high as $3.5-4,000,000, but anything over that we might want to take a closer look at the 20-year capital improvement projects. We do feel very confident with the $2.5-3,000,000 figure. Staff could do more analysis on the $3.5-4,000,000 and come back with that analysis. We want to keep on the trajectory of not needing to increase our tax levy or debt in order to fund all the other projects in the City. Nelson said she would want to do at least $3,000,000. Nelson said she understood why the Parks Commission recommended including the waterslide portion of the aquatics center at this time but she felt torn on the issue because of the $1,300,000 additional cost of the waterslide. Tyra-Lukens noted we don't have to decide that tonight. Getschow thought we could increase the portion taken from the Capital Improvement Fund to go up to $4,000,000, but we would want to fine tune that. Butcher Wickstrom agreed with doing the extras now. Those are directed at a wide range of ages for those who would be using the aquatics center. She thought costs of those extras are reasonable enough to do it now. She would like to keep it at a zero tax levy so she liked the idea of increasing the amount taken from the Capital Improvement Fund. Aho thought adding some of the amenities will bring in other users and more families to the facility. It is a small additional cost to do some of these alternates, and he thought the waterslide would bring in more people and would add to the value of the project. Tyra-Lukens said she had a bit of a struggle about going to a higher dollar figure with this,but it comes down to who is living in Eden Prairie and why they are living here. This is a great family place and we have great facilities. We need to build on that and the value this amenity adds to our community and will continue to make it attractive to families. She thought leaving out the waterslide portion would not be a wise decision. She believed people chose to live in Eden Prairie because of the amenities and not because of a low tax rate. Aho thanked everyone for coming out tonight as well as those who have contacted Council Members previously. He noted tonight's meeting is a culmination of two years of hard work on the part of many people. We have evaluated all the possible options to remedy the current situation. We have done due diligence on our costs and we have good data. Doing nothing is no longer an option. One single pool cannot serve the various user groups. The current pool was built back in the 1980's when we were a small town of 16,000 people. Our population is almost 63,000 now. Our current needs are very different and it is time to do something. It is somewhat embarrassing for our city when our swim team must hold meets at the Oak Point pool because we can't hold meets in the Community Center. There are more swimmers at the high school level than most other sports. We need to take this seriously. We have a lot of high quality swimmers and we need to meet their needs as well as those of other users. He noted this is not a conservative versus liberal issue, rather it is what we need to do to serve our entire community for the next 30 years. Voters elect the Council Members to represent them. The Council does not come to residents with a referendum on updating an item of infrastructure. This aquatics center upgrade is an investment for thirty years. He fully supported the project. Butcher Wickstrom thanked the many residents who contacted her to let her know their perspective on the aquatics center. The community pool has been highly used for thirty years and has served our community,but for several years it has outlived its ability to serve our residents'needs. The process the City Council used was a deliberative, methodical and prudent approach to look at options for what we could do at the aquatics center. The Council thought about what such a public improvement would look like. Our goal was always to include as many residents as possible in our approach. We wanted to determine how to better serve the entire community of recreational and aquatics users. We conducted a feasibility study to review the options for the aquatics center. We have looked for efficiencies and for funding methods. User groups came forward to offer their support. Clearly the staff has looked at other funding sources. As we reviewed the plans and funding options, certain attributes came forward that obviously made this a great project. It is a high quality and highly functioning facility to serve our entire community. Multiple features will serve a breadth of ages and will better fit our current demographics. We had a trial run with the current Community Center and have seen a response beyond our expectations. We are excited to provide a zero tax impact for the total project. We looked at tax abatement bonds with the lowest interest rate for the City. We continue to provide investments into the high quality of life our residents want. This strengthens our ability to attract and retain businesses. This investment will provide a community-wide return for many years to come. She believes this is the right project at the right time to serve the breadth of our population as well as our fiscal expectation of zero tax impact. Nelson said she made a conscious effort to talk to various groups around town to make up her mind about what kind of pool we need. It became clear we were not serving families with young children with the current pool. She talked to senior groups who said the pool was too cold. They would like to do more exercise,but the current pool did not have what they needed. We have heard from the swim team and the Foxjets that the current pool does not provide for competitive swimming. Adults have said they can't get time for lap swimming. We really are not giving anybody what they need for swimming with our current pool so it did seem like it was time for a community investment in this. We do have a very good tax rating so we can get as low interest rates as possible, and tax abatement bonds seem to be the way to go. She believed it is time to make this investment. She was happy we can pay for it over 20 years without raising taxes. It makes financial sense and serves all the user groups. Tyra-Lukens thanked everyone for their input. She thought by hearing from a wide variety of users we have been able to come up with a great product that answers all the needs of the community. She said it is not unusual for cities to issue debt without a referendum or to raise taxes without a referendum. We have a AAA bond rating even though we have a $54,000,000 debt. Our City is well run and well managed and we have a strong base of business. We have issued debt without a referendum for bridges and roads as well as police and fire department needs. She spoke with the mayors of Edina and Woodbury about their recent upgrades and they said nobody pushed for a referendum. In response to the comment that this project is "fluff' and is not needed, she said there are four core areas for which a city is responsible: public works, public service, planning, and parks and recreation. If we don't go out for a referendum on building a bridge, why should we go out with a referendum for an aquatics center. Other cities have had bigger and better pools for a long time. This project is long overdue. She thought we are being prudent and efficient with what we are doing for our citizens for the least amount of money. In response to the suggestion that swimmers should cover all of their costs, she noted the users of our ball fields aren't covering the costs so that is not the model. We aren't a business. We don't necessarily expect everything to cover costs. We need to improve the pool for safety and functional reasons. This is a pool plan that does an outstanding job of providing for a broad range of users and will position us well for the future. She thanked the Foxjets for being willing to do a fund raiser for the pool. She was very much in favor of this project. Tyra-Lukens said Council Member Case was not able to attend tonight's meeting but asked her to read his comments for the record, as follows: "I regret not being able to be with all of you this evening. I'm in training in Toronto for the week. I very much wanted to opportunity to vote for this Community Center aquatics upgrade and to fund the project by utilizing declining debt in a way that will not raise taxes. I have confidence in my colleagues' knowledge, wisdom, and ability to articulate their perspectives, but I did want to take this opportunity to share my thoughts as well. I've asked the Mayor to read my comments into the public record. Over the years, Eden Prairie has clearly done a lot of things right. It didn't just happen by accident. And it didn't come free. In some incidences, residents voted to increase their taxes to pay for amenities that they could enjoy at the time and for which we to this day reap much of the benefit. But for other amenities, if not for most, from a state of the art water treatment facility to the best police and fire departments in the Twin Cities, City Councils have made the difficult choices, built out a quality city, and taxed its residents, remembering that every council member is a resident as well, to fund the choices that have created the city we love. Currently, the Eden Prairie City Council is weighing the pros and cons of having our City re-invest around $20,000,000, based on bid openings and alternates, for an aquatics upgrade at our aging Community Center. Exactly like anytime we make a decision that involves spending taxpayer dollars, we take this issue very seriously. Elected officials are often maligned for NOT standing up to be accountable for the tough choices, for NOT exhibiting courage to make difficult decisions that are often not supported by everyone. Curiously, now, some in our community are upset for the very reason that this Council clearly has the courage and is willing to be held accountable for a tough choice and make a difficult decision. The genius of our American political system is that one person/one vote means a vote to elect representatives who study issues and judiciously make decisions for the good of everyone. We have the technology today in America to have everyone vote on everything and do away with representative government. However, can you imagine people coming home from work each evening, exhausted, overworked and under-paid and having to cast a vote to build a new nuclear submarine, or buy land to build a park in a neighboring community? In reality, little would pass and life as we know it would devolve into random chaos. There's a reason that our political system has survived as long as it has and that's because representative government works. In fact, one could argue that most of the problems with our governmental systems today stem from attempts to circumvent the representative process. We've got a great group of people on the Eden Prairie City Council. My colleagues are smart, respectful, experienced, and incredibly connected to this community. With a combined nearly 65 years of Council representative experience making decisions meeting after meeting, month after month, history is on our side affirming the path we've chosen. Eden Prairie is the envy of the region. Everything works here. The streets are plowed on time even in the worst of winters, we worry about and pay attention to our lakes, streams and river, we're safe here, we have amazing parks and trails, our water is fluorinated, chlorinated, and softened, and our community heritage, arts and culture are recognized and celebrated. Upgrading our Community Center is the right thing to do and now is the right time. Funding it by replacing declining debt and without raising taxes is more than appropriate, it's the model and process used by cities across the nation. I'm not saying this is a no-brainer. On the contrary, after thoughtful and careful deliberation, I believe it is absolutely the best, most logical and reasonable course of action for our community to take as we continue our transition from middle age to mature. We must continue to re-invest in our infrastructure. Out future depends on it. Our home values depend on it. Our present and future residents depend on it. Thank you for allowing me to weigh in on this very important issue coming before the Council this evening!" MOTION: Aho moved, seconded by Butcher Wickstrom, to award the base bids and alternates (to be reviewed and determined at the Council meeting) as described in the Attachment 1 —Bid Descriptions and Prices. Getschow said, as pointed out during the previous discussion, all eleven alternates listed on page 219 of the Council packet should be included with the exception of No. 5: Waterproofing Under the Ceramic Tile at the Pool Areas; and No. 6: Provide Aluminum Ductwork at Pool Areas in Lieu of Galvanized. VOTE ON THE MOTION: Motion carried 4-0. MOTION: Butcher Wickstrom moved, seconded by Nelson, to assign contracts for the awarded bids to RJM Construction and to enter into a guaranteed maximum price with RJM Construction as defined by the current agreement with RJM Construction and as illustrated in Attachment 1 —Bid Descriptions and Prices and Attachment 2—Assignment of Contracts. Motion carried 4-0. X. PAYMENT OF CLAIMS MOTION: Nelson moved, seconded by Aho, to approve the payment of claims as submitted. Motion was approved on a roll call vote,with Aho, Butcher Wickstrom, Nelson, and Tyra-Lukens voting "aye." XI. ORDINANCES AND RESOLUTIONS XII. PETITIONS, REQUESTS AND COMMUNICATIONS XIII. APPOINTMENTS XIV. REPORTS A. REPORTS OF COUNCIL MEMBERS B. REPORT OF CITY MANAGER C. REPORT OF THE COMMUNITY DEVELOPMENT DIRECTOR 1. Nine Mile Creek Water Resource Center Construction Update Jeremiah said the Nine Mile Creek Watershed District has applied for building permits for the Water Resource Center. City staff is reviewing those plans. Staff believes there have been a number of changes that are administratively approvable and that result in a better plan for the property. The building additions have been eliminated. They plan to use the attached garage space as a meeting space. They have moved the driveway and parking area in order to do less grading and to preserve more trees. Some of the infiltration basins have been relocated and trails have been added to the property. They also will do a plan for removal of buckthorn and other invasive species. She said Nine Mile Creek Watershed District representative, Kevin Bigalke, was present to answer questions. Nelson asked Mr. Bigalke when the Water Resource Center would be open. Mr. Bigalke said they intend to break ground very shortly and hope to move into the new facility in early November. D. REPORT OF PARKS AND RECREATION DIRECTOR E. REPORT OF PUBLIC WORKS DIRECTOR F. REPORT OF POLICE CHIEF G. REPORT OF FIRE CHIEF H. REPORT OF CITY ATTORNEY XV. OTHER BUSINESS XVI. ADJOURNMENT MOTION: Butcher Wickstrom moved, seconded by Aho, to adjourn the meeting. Motion carried 4-0. Mayor Tyra-Lukens adjourned the meeting at 9:20 PM. CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: VIII.A. Christy Weigel, Clerk's License Application List Police/ Support Unit These licenses have been approved by the department heads responsible for the licensed activity. Requested Action Motion: Approve the licenses listed below Raffle Organization: Eden Prairie Noon Rotary Date: June 8, 2014 Place: Staring Lake Park 14800 Pioneer Trail Temporary Liquor Organization: Eden Prairie Noon Rotary Event: Festival of Jazz/Rib Fest Date: June 8, 2014 Place: Staring Lake Amphitheater 14800 Pioneer Trail - 1 - CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 08-5713 ITEM NO.: VIII.B. Public Works/Environmental Approve Second Reading of an Ordinance Services Amending City Code Section 11.51, Leslie Stovring Standards for Protection of Wetlands Requested Action Move to: Approve Second Reading of an Ordinance Amending City Code Section 11.51 relating to Standards for Protection of Wetlands and adopt Summary Resolution for Publication. Synopsis City Code Section 11.51 is being amended in response to an audit conducted by the Board of Water& Soil Resources. The revisions bring the Wetland code up to date with current state law and clarify process and procedures related to Wetland applications and review. Background Information The first reading for the Ordinance was on May 6, 2014. Minor editorial changes were made to the ordinance since that time. Attachments Ordinance Summary Resolution Ordinance Summary CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA ORDINANCE NO. -2014 AN ORDINANCE OF THE CITY OF EDEN PRAIRIE, MINNESOTA, AMENDING CITY CODE CHAPTER 11 BY AMENDING SECTION 11.51 RELATING TO WETLAND PROTECTION; AND ADOPTING BY REFERENCE CITY CODE CHAPTER 1 AND SECTION 11.99 WHICH,AMONG OTHER THINGS, CONTAIN PENALTY PROVISIONS THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA ORDAINS: Section 1. City Code Chapter 11, Section 11.51 is hereby amended by deleting the Section in its entirety and replacing it with the following: SECTION 11.51. STANDARDS FOR THE PROTECTION OF WETLANDS Subd. 1. Preamble. This Code hereby incorporates by reference the Wetlands Conservation Act [Minnesota Statutes 103G.221 et seq. (herein after referred to as the WCA)] and Minnesota Rules Chapter 8420. All wetlands, as defined in Section 11.51, Subd. 3 of this Code, including Public Waters and Public Waters Wetlands governed by Minn. Stat. 103G.005 and those governed by the U.S. Army Corps of Engineers, are covered by this Code. Standards outlined in this Code have precedence over WCA in situations where the City Code is more restrictive than WCA. The following watershed districts are located in the City: 1. Lower Minnesota River 2. Nine Mile Creek 3. Riley Purgatory Bluff Creek The City is the acting Local Government Unit (LGU) for the Lower Minnesota River and Riley Purgatory Bluff Creek Watershed Districts. Each reference in this Section to statutes, codes, regulations or rules constitutes a reference to the statute, code, regulation or rule as may be amended from time to time. Subd. 2. Purpose. Through the adoption and enforcement of this Code, the City shall promote the general health, safety, and welfare of its residents by both conserving and protecting wetlands and requiring sound management practices as provided for in the WCA when development occurs in the vicinity of wetlands. The intent of this Code is to avoid alteration and destruction of wetlands. By implementation of this Code, the City seeks to accomplish the following: 1. Balance the need to preserve and protect natural resources and systems with both the rights of private property owners and the need to support the efficient use of developable land within the City; 2. Promote water quality by maintaining the ability of wetlands to recharge ground water and receive the discharge of ground water, to prevent soil erosion, and to retain sediment, nutrients and toxicants in wetland buffer strip areas before it discharges into community wetlands, lakes and streams, thus avoiding the contamination and eutrophication of these water features; 3. Reduce human disturbances to wetlands by providing a visual and physical transition from surrounding yards; and 4. Provide wildlife habitat and thereby support the maintenance of diversity of both plant and animal species within the City. Subd. 3. Definitions. The following terms, as used in this Section, shall have the meanings stated. Terms not defined shall have the meaning as stated in Section 11.02 of this Code: A. "Applicant" — The "Applicant" means the person submitting a Development Application to the City. B. "City Engineer"—The "City Engineer" means the City Engineer or his/her designee." C. "City Wetland Map" — The "City Wetland Map" is referenced as the City's Water Body Map as developed for the City's Local Water Management Plan and as amended from time to time as wetland, lake and stormwater pond conditions change or new information is collected. The City map adopted by this ordinance shall be prima facie evidence of the location and classification of a wetland. D. Combined Wetland Permit Application — An application form provided by the Minnesota Board of Water and Soil Resources (BWSR) for water and wetland projects affecting lakes, rivers, streams or wetlands. The Combined Wetland Permit Application is a single form that is completed and submitted to the Local Government Unit (LGU), the Department of Natural Resources (DNR), the Hennepin Conservation District (Hennepin County) and the U.S. Army Corps of Engineers (USACOE) for review and approval. E. "Development Application" — "Development Application" includes but is not limited to applications for Land Development, Site Plan Review, Planned Unit Development, rezoning, platting, land alteration, wetland alteration, wetland no-loss determination or Wetland Replacement. F. "Environmental Coordinator"—The "Environmental Coordinator"means the Environmental Coordinator or his/her designee. G. "Local Government Unit" — The "Local Government Unit" (LGU) is a city council, town board, watershed management organization under Minnesota Statutes Section 103B.205, soil and water conservation district or their delegate. In cases where activity or replacement will occur on state or federal land, the agency with administrative responsibility for that land is the LGU. H. "MinRAM" — The Minnesota Routine Assessment Methodology (MinRAM) as referenced in Minnesota Rules Chapter 8420. MinRAM is a field tool used to assess wetland functions on a qualitative basis. Functions include items such as vegetative diversity and integrity; wildlife habitat; water quality protection; flood & stormwater attenuation; recreation, aesthetics, education & science; fishery habitat; shoreline protection; groundwater interaction; and commercial uses. "Native Vegetation" - Plant species indigenous to Minnesota, or that expand their range into Minnesota without being intentionally or unintentionally introduced by human activity, and are classified as native in the Minnesota Plant Database (Minnesota DNR, 2002 or as amended). Native Vegetation does not include Weeds. J. "No-Loss Determination"—An application to the Local Government Unit(LGU)to evaluate whether the proposed work will result in a loss of wetland within the property. This would include activities listed in Minnesota Rules Section 8420.0415. The landowner is responsible for submitting the proof necessary to show qualification for the claim. The LGU may evaluate evidence for a no-loss claim without making a determination. K. "Public Value Credit (PVC)" — Wetland replacement credit that can only be used for the portion of wetland replacement requiring greater than a 1:1 ratio of wetland fill to wetland replacement as allowed by Minnesota Rules 8420. L. "Setback" — The minimum horizontal distance between a structure and the nearest edge of the wetland buffer strip. M. "Sequencing Flexibility" — Sequencing Flexibility is implemented after all alternatives have been considered in accordance with Minnesota Rules 8420.0520 and Subd. 11.51, Section 4 of this Code. A "Sequencing Flexibility Report" must be provided if sequencing flexibility is requested to document that these conditions have been met and the proposed action or alternative. N. "Structure"—A "Structure"means a Structure as defined in Section 11.02, 62 of this Code. O. "Technical Evaluation Panel" — A "Technical Evaluation Panel" (TEP) is established for each LGU under Minnesota Rules 8420.0240. The TEP assists the LGU in making technical findings and provides recommendations for projects involving wetland alteration or wetland impacts at the request of the LGU, landowner or a member of the TEP. The TEP must include at least one technical representative from each of the following: • Board of Water and Soil Resources (BWSR) • Hennepin Conservation District(Hennepin County) • Local Government Unit(LGU) For projects involving public wetlands or affecting wetlands adjacent to public waters or public waters wetlands, the TEP shall include a technical professional employee of the DNR. The LGU or TEP may invite additional expertise to assist in the decisions. The TEP shall be coordinated by the LGU. P. "Weeds" - Weeds are (i) noxious weeds as defined and designated pursuant to the "Minnesota noxious weed law", Minnesota Statutes, Sections 18.76-18.88, or (ii) any volunteer plants, such as but not limited to spotted knapweed (Centaurea maculosa) or burdock (Arctium minus). For the purposes of this definition, weeds do not include dandelions or clover. The City Weed Inspector and/or Assistant City Weed Inspector shall maintain a current list of volunteer plants that are prohibited. Q. "Wetland" - Lands transitional between terrestrial and aquatic systems, either created or natural, where the water table is usually at or near the surface or the land is covered by shallow water. For purposes of this definition, wetlands must: • Have a predominance of hydric soils; • Be inundated or saturated by surface or ground water at a frequency and duration sufficient to support a prevalence of hydrophytic vegetation typically adapted for life in saturated soil conditions; and • Under normal circumstances support a prevalence of hydrophytic vegetation. R. "Wetland Alteration" — Alteration of a wetland includes changes to the wetland and/or wetland buffer strip in regards to size, depth or contour; dredging; tilling; damming; alteration of the watercourse; ditching; tiling; grading; draining; discharge of water; appropriation of water; changes in vegetation; or otherwise altering or destroying a wetland or wetland buffer or their functions. Alterations would not include Native Vegetation plantings or selective clearing or pruning of prohibited or restricted noxious weeds as defined in Minnesota Rules Sections 1505.0730 to 1505.0750, unless within a Conservation Easement in which case submission of and written approval by the City of a Vegetation Management Plan on a form provided by the City is required. S. "Wetland Buffer Strip" - An area of vegetated ground cover around the perimeter of a wetland that, either in its natural condition or through intervention, has the characteristics of a Buffer as defined in Section 11.02, Subd. 7 of this Code, "Buffer". A "Wetland Buffer Strip Evaluation Report" is a report summarizing the results of an evaluation of the wetland and Wetland Buffer Strip in relation to the requirements defined in Section 11.51 Subd. 8 of this Code. T. "Wetland Delineation"—An assessment tool utilized to determine the boundary of a wetland using the US Army Corps of Engineers Wetland Delineation Manual (January 1987) as well as any additional boundary determination requirements established in Minnesota Rules Chapter 8420. A "Wetland Delineation Report" is a document that summarizes the observations, results and conclusions performed during the assessment when wetlands are present on the property. U. "Wetland Determination" — An assessment conducted utilizing the US Army Corps of Engineers Wetland Delineation Manual (January 1987) to determine whether a wetland is present within the property that may be impacted by a proposed project. A "Wetland Determination Report" documents the conditions that lead to the conclusion that wetlands may or may not be present on the property. V. "Wetland Plan" — A summary of all work items to be completed in relation to any wetland alteration, hydrology monitoring, or wetland or wetland buffer strip restoration, replacement, or construction and the estimated cost for each item. Work items include, but are not limited to, wetland buffer strip monument purchase and installation; Weed control; landscaping within the wetland or wetland buffer strip; wetland or wetland buffer strip restoration; wetland and wetland buffer strip monitoring; wetland replacement monitoring; or any items determined to be incomplete during the development review process. W. "Wetland Replacement" — Wetland habitat enhancement; wetland creation; restoration of wetland habitat or functions; wetland construction; wetland replacement; wetland banking; wetland buffer habitat creation; wetland enhancement; or stormwater system construction to enhance water quality. As a result New Wetland Credit (NWC) and/or Public Value Credit (PVC) are established for replacement of wetland impacts, loss of public values of the wetland functions or Wetland Alterations. A Wetland Replacement Plan summarizes the Wetland Alteration and the method in which the Wetland Alteration and/or loss of wetland function will be replaced as required in Minnesota Rules 8420. X. "Wetlands, Exceptional Quality" - Exceptional Quality wetlands have an exceptional vegetative diversity and integrity function, based on the results of MinRAM. They typically have an undisturbed plant community or a plant community that is sufficiently recovered from past disturbances such that it closely represents pre-European settlement conditions. The wetlands contain an abundance of different plant species with dominance evenly spread among several species. They will contain very few non-native species and they may have or previously had rare, threatened or endangered plant species. Invasive or exotic plant species are either absent or limited to small areas where some disturbance has occurred. These wetlands exhibit no evidence of significant man-induced water level fluctuation. Reference wetlands established in the City's "Comprehensive Wetland Protection and Management Plan" or"Local Water Management Plan" are also included in this category. Y. "Wetlands, High Quality" - High quality wetlands have a high vegetative diversity and integrity function, based on the results of MinRAM, and are still generally in their natural state. They tend to show less evidence of adverse effects of surrounding land uses. Exotic and invasive plant species may be present and species dominance may not be evenly distributed among several species. There tends to be little evidence of water level fluctuation due to storms and their shorelines are stable with little evidence of erosion. They show little if any evidence of human influences resulting in higher levels of species diversity, wildlife habitat and ecological stability. Z. "Wetlands, Moderate Quality" - Moderate quality wetlands have a moderate vegetative diversity and integrity function, based on the results of MinRAM. They have a slightly higher number of native, non-invasive plant species present than low quality wetlands, often with small pockets of indigenous species within larger areas dominated by non-native, invasive, exotic or weed species. Their relatively greater species diversity results in slightly better wildlife habitat. They exhibit evidence of relatively less fluctuation in water level in response to storms and less evidence of shoreline erosion than low quality wetlands. They also exhibit relatively less evidence of human influences and therefore, tend to be of a higher aesthetic quality than low quality wetlands. AA. "Wetlands, Low Quality" - Wetlands included in this category have a low vegetative diversity and integrity functions, based on MinRAM, and have been substantially altered by activities such as agricultural or urban development that caused over-nitrification, soil erosion, sedimentation and/or water quality degradation. As a result of these factors these wetlands exhibit low levels of vegetation diversity; overcrowding and dominance of invasive or non-native species such as reed canary grass, cattails and purple loosestrife; and a related reduction in the quality of wildlife habitat. These wetlands may also tend to exhibit extreme water level fluctuations in response to rain events and show evidence of shoreline erosion. These wetlands do provide for water quality and serve an important role in protecting water quality downstream. BB. "Wetland Type" — The "Wetland Type" for each water regime will be determined in accordance with United States Fish and Wildlife Service Circular No. 30 (1971 Edition), Classification of Wetlands and Deepwater Habitats of the United States (Cowardin et al. 1979), Eggers and Reed (1997) and Minnesota Rules Chapter 8420. Each wetland type, which represents at least 10% of the vegetated wetland, including submergent vegetation, must be classified. For Wetland Replacement Plans, the wetland community classification listed in Minnesota Rules 8420.0111 Subp. 75 must be used to determine wetland replacement ratios. CC. "Wildlife Habitat" - Plant communities that support wildlife in a natural, undomesticated state. DD. "Yard" — That portion of a lot not occupied by a Structure. Yard does not include any wetlands or wetland buffer strips on the property. Subd. 4. General Provisions — Identification, Evaluation, Delineation, Replacement, Testing and Reporting Requirements. A. This Code shall apply to all lands containing wetlands and lands within the setback and wetland buffer strips required by this Code. Wetlands shall be subject to the requirements established herein, as well as restrictions and requirements established by other applicable Federal, State, and City ordinances and regulations. Nothing herein shall be construed to allow anything otherwise prohibited in the zoning district where the wetland is located. This Code establishes four wetland classifications as defined in Section 11.51, Subd. 3 of this Code; Exceptional Quality, High Quality, Moderate Quality, and Low Quality. B. The presence or absence of a wetland on the City Wetland Map does not represent a definitive determination as to whether a wetland covered by this Code is or is not present. Wetlands that are identified during site specific delineation activities but do not appear on the City Wetland Map are still subject to the provisions of this Code. C. Additional requirements for wetland identification, delineation, replacement, testing, reporting and bonding within areas where the City is the acting LGU shall be in accordance with the requirements outlined in Section 11.51, Subd. 11 of this Code as well as those set forth in Section 11.51, Subd. 4 of this Code. D. Activities including, but not limited to, Wetland Alteration, digging, building, paving, mowing, cutting, dumping, yard waste disposal, fertilizer application, placing of debris, planting of non-native vegetation and removal of vegetation are prohibited in wetland areas. Invasive non-Native Vegetation, such as European or glossy buckthorn and noxious weeds may be removed unless the area is in a Conservation Easement, in which case a Vegetation Management Plan on a form provided by the City is required. E. An Applicant must determine whether a wetland exists on a subject property or within the setback from a wetland on an adjacent property. The following report(s) must be provided based on site conditions. 1. If no wetlands are present, the Applicant must document site conditions in a Wetland Determination Report that includes evaluation of vegetation, hydrology and soil conditions. 2. If a wetland is present, the Applicant must delineate and document the boundary of the wetland(s) and the Wetland Type(s) in a Wetland Delineation Report in accordance with City and WCA requirements and document the conditions of the wetland buffer strip in a Wetland Buffer Strip Evaluation Report in accordance with Section 11.51, Subd. 8 of this Code. F. If a wetland(s) is present, a determination of the function and value of the wetland(s) using the most recent version of MinRAM or other approved assessment methodology under Minnesota Rules Chapter 8420 must be completed by the Applicant. The MinRAM assessment must be submitted to the Environmental Coordinator with the Wetland Delineation Report. G. Wetland Determination, Wetland Delineation and Wetland Buffer Strip Evaluation Reports shall be valid for 3 years from the date of the field delineation for these reports unless the Environmental Coordinator determines that the report is no longer valid on a sooner date due to changes in site conditions such as in hydrology, soils or vegetation. H. Wetland Delineation and Wetland Determination Reports shall be prepared as outlined in Minnesota Rules Chapter 8420 and in the U.S. Army Corps of Engineers "Guidelines for Submitting Wetland Delineations to the St. Paul District Corps of Engineers and Local Units of Government in the State of Minnesota" (Publication 96-01078-SDE) and the 2010 "Regional Supplement to the Corps of Engineers Wetland Delineation Manual: Midwest Region, Version 2" (Publication ERDC/EL TR-10-16) and must include information necessary for the City to determine the wetland boundary and Wetland Type, including wetland delineation field data sheets, survey of the wetland evaluation area, soil analysis data, vegetation data and hydrology information both within and outside of the proposed wetland boundary. I. Wetland Delineation, Wetland Delineation Reports, Wetland Determination Reports and MinRAM assessments conducted or completed outside of the growing season will not be accepted for final review and approval by the City until the following growing season. Determination of non-growing season conditions will be in accordance with the "Guidelines for Submitting Wetland Delineations to the St. Paul District Corps of Engineers (COE) and Local Units of Government in the State of Minnesota" issued on April 17, 1996 (Publication 96-01078-SDE), unless the vegetation cataloging or hydrology conditions are, in the judgment of the Environmental Coordinator,unreliable. Approvals may be granted for Wetland Delineation, Wetland Delineation Reports, Wetland Determination Reports and MinRAM assessments conducted during the growing season, but submitted during the non-growing season, if the Environmental Coordinator determines there is sufficient information in the report and visible in the field at the time of the field verification to assess the three wetland parameters (hydrophytic vegetation, hydric soils and hydrology) in relation to placement of the wetland delineation line. If proper assessment of the delineation is not possible during the non-growing season, the City would consider the Development Application incomplete until such time that appropriate field verification is possible. A Preliminary Approval may be requested during the non-growing season. Preliminary Approvals must be verified during the growing season before any work on the project may commence. The applicant bears all risk that revisions may be required to Development Application and the Preliminary Approval due to the fact that the review occurred during the non-growing season. If a MinRAM assessment is not conducted during the growing season or if it is determined to be incomplete, the quality will be assumed as High Quality. J. An Applicant shall not be required to field delineate wetlands on adjacent property. An Applicant will be required to review available information, including but not limited to the City Wetland Map, County Soil Survey Map, U.S. Fish and Wildlife Service National Wetland Inventory (NWI) Maps, and visual information such as the presence of wetland vegetation and hydrologic evidence on an adjacent property which can be viewed from the subject property, to estimate the wetland boundary and Wetland Type. K. Prior to submission of the Wetland Determination Report or Wetland Delineation Report the Applicant must contact the Environmental Coordinator to obtain a wetland or water body identification number and any information regarding the documented wetland, including any existing MinRAM information, for inclusion with documentation provided to the City. The Applicant must also contact the Environmental Coordinator to obtain a water body identification number for any existing or proposed stormwater pond, stormwater infiltration areas, or wetland replacement areas within the Development. L. Water quality testing results must be provided by the Applicant for any Development Application involving a wetland buffer strip of less than 100 feet for Exceptional Quality Wetlands which contain standing water during the growing season. One water sample must be collected each month between June and August from the surface water (within the upper 12 inches of water) and analyzed using a methodology pre-approved in writing by the City by an accredited laboratory for pH, conductivity, total phosphorus, soluble reactive phosphorus, total dissolved solids, total suspended solids and chlorides. The water quality testing results must be submitted to the Environmental Coordinator with the Wetland Delineation Report. M. For Development Applications involving Wetland Alteration, the Applicant must provide written documentation to the Environmental Coordinator with the Development Application that the sequencing steps set forth in Minnesota Rule 8420.0520 have been met. In following these steps, the Applicant must first demonstrate that alternatives to avoid and minimize wetland impacts have been evaluated. A minimum of three alternative plans must be evaluated and provided to the Environmental Coordinator for review, one of which must be a "no-impact" alternative. Wetland restoration or expansion of existing or historic wetlands is preferred rather than creation of new wetlands or other methods of Wetland Replacement. N. Unavoidable impacts to wetlands must be restored or replaced on-site unless the alternatives are not reasonably or practically available from an engineering standpoint or if the only feasible and prudent sites available have greater ecosystem function and public value than the proposed wetland and it is an area that is to be preserved by a Conservation Easement or other such instrument. If impacts cannot be restored or replaced on-site, the Applicant must evaluate alternate sites in the following order of priority: 1. Within the City of Eden Prairie 2. Within the same subwatershed 3. Within the same watershed (Nine Mile Creek, Lower Minnesota River, Riley Creek, Purgatory Creek, or Bluff Creek watershed) 4. Within the seven-county metropolitan area of the Minnesota River— Shakopee major surface water watershed (No. 33) 5. Within the Minnesota River— Shakopee major surface water watershed(No. 33) Wetland restoration or replacement must at a minimum meet the ratio requirements under Minnesota Rules 8420.0522 to achieve full replacement of wetland function and value unless minimum replacement ratios established by the Watershed Districts or USACOE are greater than the WCA requirements. O. Sequencing flexibility will not be implemented unless alternatives have been considered and unless the proposed replacement wetland will provide equal or greater functions and public values as determined based on a functional assessment reviewed by the Technical Evaluation Panel using a methodology approved by the Minnesota Board of Water and Soil Resources (BWSR). If sequencing flexibility is requested, the Applicant must provide all necessary information to the Environmental Coordinator with the Wetland Replacement Plan. Flexibility in application of the sequencing steps will be considered only if the criterion set forth in Minnesota Rule 8420.0520 Subp. 7a are met and the wetland to be impacted has been degraded to the point where replacement would result in a gain in function and public value or preservation of the wetland would result in degradation of the wetland's function and values. P. Conceptual Wetland Replacement Plans for any proposed impacts that require replacement under WCA or U.S. Army Corps of Engineers regulatory programs must be provided to the City by the Applicant with the Development Application. The Applicant must contact the Environmental Coordinator to obtain a water body identification number for use in the Wetland Replacement Plans for any replacement wetlands constructed within the City. Final Wetland Replacement Plans must be submitted to the Environmental Coordinator for review and approval prior to submission of the Development Plans to the City Council for review and approval or, if the plans are not submitted to the City Council, prior to issuance of a Building Permit for the property. Q. If the Applicant disputes whether a wetland exists or its classification, the Applicant has the burden to supply detailed information to the Environmental Coordinator supporting the Applicant's assertion. This includes, but is not limited to, historical aerial photography, topographic, hydrologic, floristic, and/or soil data deemed necessary by the City or LGU under the WCA to determine the jurisdictional status of the wetland, its exact boundary and its classification. R. Wetland Buffer Strip Evaluation, Wetland Delineation, Wetland Determination, No-Loss Determination, and Sequencing Flexibility Reports and Wetland Replacement Plans supplied by the Applicant shall be prepared by a Minnesota Certified Wetland Delineator in accordance with current state and federal regulations. Wetland delineators must satisfy all certification requirements that are established by the U.S. Army Corps of Engineers and/or BWSR or, in the absence of such certification, are determined by the Environmental Coordinator to be a qualified wetland delineator. S. An Annual Wetland and Wetland Buffer Strip Evaluation Report ("Annual Buffer Report") is required if a wetland or any wetland buffer required by Section 11.51 of this Code is located on the subject property. The Annual Buffer Report shall include an evaluation of the Wetland and Wetland Buffer and a plan for resolving any insufficiencies including any information the Environmental Coordinator specifically requests. If an Annual Buffer Report is required the Developer shall submit an executed contract with a qualified wetland consultant, as determined by the Environmental Coordinator, who will prepare the Annual Buffer Report which evaluates the condition of the wetland(s) and wetland buffer strip(s) prior to release of the final plat for any portion of the subject property, or if there is no plat prior to approval of the Development Application. . The Annual Buffer Report shall provide both an action plan and proposed cost for correction of all problems identified. The first Annual Buffer Report shall be submitted no later than November 1 of the calendar year in which construction, preparation, grading, seeding, planting and/or monumentation of the wetland(s) and/or wetland buffer strip(s) is completed. Thereafter, this report shall be submitted by November 1 each year until two full growing seasons following completion of the development have passed, at which point a Final Annual Buffer Report shall be submitted. The Final Annual Buffer Report shall evaluate the wetland(s) and /or wetland buffer strip(s) to determine if the wetland(s) and/or wetland buffer strip(s) remain in compliance with all City requirements. If any unacceptable conditions or vegetation are identified within the Annual Buffer Reports or the Final Annual Buffer Report, the Developer shall correct the area(s) identified within ninety (90) days of submission of the Report, or by June 15t'of the following year if submitted during the non-growing season. T. Wetland Replacement Monitoring Reports are due by November 1 each year until the wetland replacement is determined to be complete by the LGU with advice from the Technical Evaluation Panel as outlined in Minnesota Rules Chapter 8420 and Section 11.51, Subd. 11 of this Code. U. It is unlawful for any person to make a false statement or omission on any application or report. Any false statement in such application or report shall be grounds for denial of the application or report, or if already approved, shall be grounds for revocation of the approval. Subd. 5. General Standards. The following standards apply to all lands that contain and/or abut a wetland or a wetland buffer strip: A. Structures intended to provide access to or across a wetland or wetland buffer strip shall be prohibited unless a permit is obtained from the City and is in conformance with Minnesota Statutes and applicable state rules and regulations. B. The Minnesota Pollution Control Agency's Urban Best Management Practices shall be followed to avoid erosion and sedimentation during the construction process. In addition, the Applicant shall follow the regulations set forth in Section 11.55 of this Code. C. Where wetland replacement or a wetland buffer strip is required, the Applicant shall, before the City releases the final plat or, if there is no plat approval involved, the first building permit for the entire subject property: 1. Submit to the City Engineer and receive the City Engineer's approval of a conservation easement for protection of the wetland and approved wetland buffer strip. The easement must describe the boundaries of the wetland and wetland buffer strips, monuments and monument locations and prohibit any Structures, paving, mowing, introduction of non-native vegetation, cutting, filling, dumping, yard waste disposal, fertilizer application or removal of the wetland buffer strip monuments within the wetland buffer strip or wetland. 2. Submit evidence to the City Engineer that the approved easement document has been recorded in the Hennepin County Recorder's/Registrar of Titles' office. 3. Submit a duplicate original of the easement document executed and acknowledged and otherwise in form and substance acceptable for filing with the Hennepin County Recorder/Registrar of Titles office. 4. Submit to the City Engineer and receive City Engineer's approval of a Declaration of Covenants and Restrictions for any wetland replacement in accordance with Minnesota Rules Chapter 8420. 5. Submit evidence to the City Engineer that the approved Declaration of Covenants and Restrictions has been recorded in the Hennepin County Recorder's /Registrar of Title's office. D. Yards shall be sodded, seeded and/or mulched within six months of ceasing land alterations in accordance with Section 11.55, Subd. 5.H of this Code. Wetlands, wetland buffer strips and wetland replacement areas shall be seeded and/or planted in accordance with Section 11.51, Subd. 8 of this Code within sixty (60) days of completion of land alteration. All sodding, seeding or planting must be completed prior to removal of any erosion control. If construction is completed after the end of the growing season, erosion control shall be left in place and all disturbed areas shall be mulched to protect these areas over the winter or during the non-growing season. Variances for sod outside of the wetland buffer strip areas, in accordance with City Code Section 9.71, shall be considered on a case by case basis. E. Stormwater shall not be discharged directly into any natural water bodies such as wetlands, lakes or creeks without pre-settlement, infiltration, filtration or other pre-approved method. The pre-treatment must be approved in writing by the Environmental Coordinator. Subd. 6. Wetland Buffer Strips and Setbacks. A. For a Lot of record or a Development Application approved by the City Council after February 1, 2000, the Applicant shall maintain a wetland buffer strip around the perimeter of all wetlands and all stormwater ponds which are constructed as part of a Wetland Replacement Plan. The setback and wetland buffer strip provisions of this Code shall not apply to a Lot of record as of February 1, 2000 or for Development Applications for which site plans, preliminary plats, final plats or planned unit development plans have been approved by the City Council prior to this date. The City strongly encourages the use of a wetland buffer strip and setback on all lots in the City. In addition, any property located in the Nine Mile Creek or Riley Purgatory Bluff Creek Watershed Districts shall comply with any additional buffer requirements imposed by the Watershed Districts. B. Wetland buffer strips and structure setbacks shall apply regardless of whether or not the wetland is on the same parcel as a proposed Development Application. For parcels in which the wetland is on an adjacent parcel, the setback and wetland buffer strip requirements for the parcel shall be reduced by the distance between the property line of the parcel and the wetland on the adjacent parcel. This provision in no way reduces or eliminates any other setbacks required by the City Code or any other law or regulation. C. The Applicant shall establish and maintain wetland and wetland buffer strip vegetation in accordance with the requirements found in Section 11.51, Subd. 8 of this Code. Wetland buffer strips shall be identified within each Lot by permanent monumentation approved by the Environmental Coordinator in accordance with Section 11.51, Subd. 7 of this Code. D. Non-native or invasive vegetation, such as European buckthorn, purple loosestrife and reed canary grass, or dead or diseased trees that pose a hazard may be removed as long as a Vegetation Management Plan is submitted to the Environmental Coordinator on a form provided by the City for review and written approval. The Vegetation Management Plan must maintain the wetland and wetland buffer strip standards found in Section 11.51, Subd. 8 or as required by the Environmental Coordinator. The Vegetation Management Plan form must be obtained from the City. E. All other Structures, including retaining walls, roadways and trails, shall meet the setbacks and wetland buffer strip standards established in Table 1 below. The use of a meandering wetland buffer strip to maintain a natural appearance is preferred. F. For roadways where the City determines that there is no practical alternative except to be aligned either adjacent to or across wetlands, additional wetland filling to create a wetland buffer strip shall not be required. G. Trails that are intended to serve an interpretive function, as determined by the Environmental Coordinator, are exempted from the wetland buffer strip requirement. H. An existing Structure, driveway or parking area would be considered a legal nonconforming Structure if a later WCA delineation shows that the wetland is closer than the required setback. Table 1 -Wetland Buffer Strips and Setbacks Exceptional High Moderate Low Wetland Buffer Strip Minimum Width 40' 30' 20' 10' Wetland Buffer Strip Minimum Average 60' 60' 40' 20' Width Structure Setback(from Wetland Buffer Strip) 25' 25' 15' 15' Total Minimum Average 85' 85' 55' 35' L The wetland buffer strip width for constructed stormwater ponds or infiltration areas utilized for Public Value (PVC) or New Wetland (NWC) Credit shall be measured from the Ordinary High Water Level (OHWL) of the pond or infiltration area and shall be considered of moderate quality. Subd. 7. Monumentation. A monument is required at each Lot line where it crosses a wetland buffer strip and shall have a maximum spacing of 200 feet along the edge of the wetland buffer strip. Additional monuments shall be placed as necessary to accurately define the edge of the wetland buffer strip. If no wetland buffer strip is required, monuments shall be placed at the wetland boundary. The monument shall consist of a post and a wetland buffer strip sign. The post shall be a 1.12 to 2.0 pounds per foot (1.12 pounds per foot is preferred) green steel channel post or other material pre-approved in writing by the Environmental Coordinator. The post shall be a minimum of 2.25 inches wide and 6 feet 6 inches long (2.25" x 6.5'). The sign shall have a minimum size of 3 inch by 8 inch (3" x 8"). The sign shall be mounted flush with the top of the post and shall include the statement "Wetland Buffer: No Mowing Allowed" or "Wetland Buffer: Vegetation Clearing Limit" or other statement approved in writing by the Environmental Coordinator. The post shall be mounted to a height of four feet above grade and set at least 2.5 feet in the ground. Monuments may be waived in unusual circumstances where the Environmental Coordinator determines that such signs would not serve a practical purpose. Subd. 8. Vegetation Performance Standards. A. Where acceptable native, non-invasive vegetation exists in wetland, wetland replacement and wetland buffer strip areas, the retention of such vegetation in an undisturbed state is required unless an Applicant receives written approval from the Environmental Coordinator or any other agency which may regulate the removal or replacement of such vegetation. A wetland and/or wetland buffer strip has acceptable natural vegetation if it: 1. Has a continuous, dense layer of perennial grasses that have been uncultivated or unbroken for at least 5 consecutive years, or 2. Has an overstory of trees and/or shrubs with at least 80 percent canopy closure that have been uncultivated or unbroken for at least 5 consecutive years, or 3. Contains a mixture of the plant communities described in(1) and (2) above that have been uncultivated or unbroken for at least 5 consecutive years. B. Notwithstanding the performance standards set forth above in Section 11.51, Subd. 8 (A) of this Code, the Environmental Coordinator may determine existing wetland and/or wetland buffer strip vegetation to be unacceptable if the wetland and/or wetland buffer: 1. Is composed of Weeds (including, but not limited to common buckthorn, purple loosestrife, leafy spurge and/or noxious weeds as defined by Minnesota Statutes, Sections 18.76-18.88), or 2. Has topography that tends to channelize the flow of surface runoff, or 3. For some other reason it is unlikely to retain nutrients and sediment. C. Areas with unacceptable vegetation shall be re-graded, re-seeded and/or re-planted as needed and maintained in accordance with Section 11.51, Subd. 8 of this Code. The wetland, wetland replacement and wetland buffer strip planting requirements must be included in the Wetland Delineation, Wetland Buffer Strip Evaluation or Wetland Replacement Plan Monitoring Report. Wetland, wetland alteration, wetland replacement and wetland buffer strip landscaping shall be according to the following standards: 1. Planted with a diverse native, non-invasive seed mix appropriate for the specific site conditions that contains 100 percent perennial native vegetation. A one-time planting of an annual nurse or cover crop such as oats or rye may be included. 2. Seed mix used shall be a BWSR seed mix appropriate for the area requiring reseeding or other alternative pre-approved in writing by the Environmental Coordinator. The seeding rate shall be at the rate recommended by the BWSR seed mix criteria or other pre-approved alternative. 3. Native shrubs may be substituted for the native seed mix where appropriate. All substitutions must be pre-approved in writing by the Environmental Coordinator. Such shrubs may be bare root seedlings and shall be planted at a minimum rate of 60 plants per acre. Shrubs shall be distributed so as to provide a natural appearance and shall not be planted in rows. 4. Any groundcover or shrub plantings installed within the wetland or wetland buffer strip are independent of landscaping required elsewhere by the City Code. 5. Native prairie grasses and forbs shall be seeded or planted in accordance with "Restoring & Managing Native Wetland & Upland Vegetation" (published January 2006 by the Minnesota Department of Transportation (MnDOT) and BWSR) or other alternate method pre-approved by the Environmental Coordinator by a qualified contractor. Determination of the contractor's qualifications shall be made by the Environmental Coordinator. It is the responsibility of the Applicant to have the contractor and method used approved by the Environmental Coordinator prior to planting or seeding. 6. No fertilizer shall be used in establishing new wetland buffer strips, except when deemed necessary to establish acceptable wetland and/or wetland buffer strip vegetation and then limited to amounts indicated by an accredited soil testing laboratory. Determination of proper accreditation shall be made by the Environmental Coordinator. 7. All seeded areas shall be mulched immediately with clean straw at a rate of 1.5 tons per acre. Mulch shall be anchored with a disk or tackifier. 8. Wetland, wetland replacement and wetland buffer strip areas (both natural and created), shall be protected by erosion control during construction in accordance with Section 11.55, Subd. 5 of this Code. 9. The erosion control shall remain in place until the cover crop is established. D. The Applicant shall establish and maintain the wetland and wetland buffer strip vegetation in accordance with the requirements found in this Section, both during development and for two full growing seasons after completion of the development. During this time, the Applicant must replant or reseed any wetland and/or wetland buffer strip vegetation that does not survive. E. After the second full growing season following completion of the development, if the condition of the wetland and/or wetland buffer strip diminishes, the Applicant shall not be required to reestablish the wetland and/or wetland buffer strip to meet the standards contained in Section 11.51, Subd. 8 of this Code. However, wetlands created for Wetland Replacement must be monitored and maintained by the Applicant until the wetland is reviewed and approved by the LGU in accordance with the requirements established by Section 11.51, Subd. 11 of this Code and Minnesota Rules Chapter 8420. After such times, the property owner on which the wetland and/or wetland buffer strip is located shall be responsible for the maintenance of the wetland, wetland alteration, wetland replacement and/or wetland buffer strip areas and must: 1. Maintain and repair damage to wetland and/or wetland buffer strip areas from activities such as mowing, cutting, grading or other prohibited activities unless approved by the City in writing as a Vegetation Management Plan. 2. Maintain only vegetation permitted in the Vegetation Management Plan or as found in Section 11.51, Subd. 8 of this Code in the wetland and wetland buffer strip, including the removal of all Weeds, unless allowed otherwise in writing by the Environmental Coordinator. 3. Ensure that all soil surfaces in wetland and wetland buffer strip areas are planted with permitted vegetation and that there are no open soil surfaces that may result in erosion. 4. Maintain the wetland and wetland buffer strip as a "no mow" area. Subd. 9. Encroachment in Required Setback and Wetland Buffer Strip Areas. A. Wetlands, wetland buffer strips and structure setback areas must be kept free of all Structures. A maximum of ten percent(10%) of the Structure Setback area may be occupied by any Structures. The acceptability of the proposed Structures within the Structure Setback area shall be made by the Environmental Coordinator. B. Wetlands and wetland buffer strips must not be mown except as pre-approved in writing by the Environmental Coordinator for maintenance practices. The acceptability of the proposed maintenance practices shall be made by the Environmental Coordinator. C. Variances/Waivers 1. Only variances meeting the standards and criteria set forth in Section 11.76, Subd. 1 of this Code and waivers approved pursuant to Section 11.40, Subd. 8 of this Code for a Planned Unit Development (PUD) process shall be granted. All variance requests must be made to the Board of Adjustments and Appeals. All waiver requests must be made to the Planning Commission and the City Council. 2. Variances or waivers shall not be granted which would circumvent the intent and purposes of Section 11.51 of this Code. Subd. 10. Surety Required. If a Development Application includes wetland alteration, wetland or wetland buffer strip landscaping or construction of a wetland buffer strip the Applicant must file with the Environmental Coordinator prior to release of the final plat, or, if there is no plat approval involved, prior to the first building permit for the entire subject property, a performance bond, cash escrow or letter of credit with a corporation approved by the Environmental Coordinator, as surety thereon, or other guarantee acceptable to the Environmental Coordinator and in an amount determined by the Environmental Coordinator as set forth below ("Surety"). Surety requirements for Development Applications for areas where the City is the LGU are set forth in Section 11.51 Subd. 11 of this Code. A. Amount - The amount shall be for no less than one and one-half (1 '/2) times the amount estimated by the Environmental Coordinator as the cost of completing a Wetland Plan for monument installation and replacement and restoration and/or correction of the wetland and/or wetland buffer strip. B. Schedule - The Surety for the Wetland Plan must cover two complete growing seasons following completion of the development and full and final restoration of all corrective actions identified in the Final Annual Report and is conditioned upon complete and satisfactory implementation of the approved Wetland Plan or Vegetation Management Plan and final inspection of the wetland and wetland buffer strip by the City. C. Submissions — The Applicant shall provide one copy of a signed contract with an environmental consultant to monitor construction activities and annual compliance and certify final completion of the wetland, wetland buffer strip and wetland replacement requirements to the Environmental Coordinator. D. Form of Application — The Surety Environmental Coordinator shall be posted within 10 days of approval of the Development Application and prior to the commencement of the Development or the preparations thereof. Subd. 11 - Special Requirements for Wetland Conservation Act(WCA) Services. The following provisions apply to areas for which the City of Eden Prairie is Local Government Unit(LGU). All survey information must be provided in the Minnesota County Coordinate System, Hennepin County North American Datum 1983 (NAD83) (1996) projection in U.S. Survey feet. All vertical elevations shall be in North American Datum 1988 (NAVD88). A. Wetland Evaluation / Wetland Determination Review — An Applicant submitting a Development Application must provide a report documenting site conditions; wetland delineation review procedures; a statement as to whether wetlands are present on site; whether an exemption is requested; and whether the development proposal will result in a loss of wetland. Reports must be prepared in accordance with paragraph B. B. Wetland Delineation, Wetland Determination, Wetland Exemption and No Loss Determination Review Application — The Applicant shall complete and file with the Environmental Coordinator an Application for Review of Wetland Determinations in the form required by the Environmental Coordinator. The Application, including the following information, must be filed with the Environmental Coordinator a minimum of one week prior to scheduling a field review by the Environmental Coordinator: 1. Wetland Delineation Report, Wetland Determination, Wetland Exemption or No Loss Determination Report, one print copy and one electronic (PDF) version in color (all maps in the PDF version need to be developed for an 11" x 17"printable format with sufficient detail so all features are legible); 2. Wetland Buffer Strip Report, one print and one electronic copy (PDF) must be submitted with the Wetland Delineation Report; 3. Scaled public land survey map of the wetland delineation and boundary, transect locations and sample points; 4. Survey data in a format compatible with ArcView software; 5. A minimum of two wetland field data forms per wetland representing the wetland parameters at two locations along with a data form documenting upland conditions at each location; 6. Color copies of current and historical aerial photographs as required to define current and historic wetland conditions or wetland boundaries and 7. Such other information as required by the Environmental Coordinator. An Applicant may request an exemption or no-loss determination in accordance with Minnesota Rules 8420.0315, 8420.0320, 8420.0410, 8420.0415 and 8420.0420. C. Permit Application Requirements —Wetland Alteration, constructing boardwalks, removing healthy native vegetation or otherwise altering or destroying any wetland or wetland function, either wholly or partially, by any person requires submission of a Combined Wetland Permit Application for review and approval by the City. Except for those wetlands exempt under Minnesota Rule 8420.0420, any alteration to a wetland must result in a zero net loss. D. Wetland Replacement Plan Application — A Combined Wetland Permit Application for Wetland Replacement shall be made in writing to the City. The Application shall set forth the location and plan for the proposed project. The Applicant must provide one printed and one electronic (PDF) version in color (all maps in PDF version need to be developed for an 11"x 17"printable format with sufficient detail so all features are legible). The Application must include: 1. The name and address of the person(s) applying for the permit (Applicant). 2. The name and address of the owner(s) of the land where the project will occur. 3. The name and address of the managing agents or consultants that are or may be involved with the wetland alteration and/or replacement activities. 4. The estimated period of time within which the project will be conducted. 5. A topographic map of the proposed project area(s) to a minimum scale of one inch equals 50 feet showing existing ground elevation contours at two-foot intervals. The map shall show: a. The size and location of the wetland in relation to the property boundaries, including a scaled public land survey with the coordinates of the approximate wetland center and sample locations. b. The property and a minimum of 50 feet of land abutting the property, as it existed prior to the proposed land alteration. c. The proposed ground elevation contours at 2 foot intervals on the property when the land alteration is completed. d. Locations of any surface inlets or outlets draining into or out of the wetlands. e. Pre- and post-drainage areas for all existing and proposed wetlands. f. Photographic reference points and proposed transect or sampling locations for wetland replacement or wetland banking plans. g. Survey data in a digital shapefile or comma delimited ASCII file format compatible with ArcView software. 6. Wetland Type of all existing and proposed wetlands, including a comparison to the Eggers and Reed"Wetland Plant Community Types" document. 7. Recent color aerial photograph of the proposed impact area. 8. Grading plan of the proposed project area(s) to a minimum scale of one inch equals 50 feet prepared by a registered professional engineer that includes appropriate drainage areas and drainage calculations, proposed two-foot contours of the land when the project is complete and erosion control to be used during construction. Construction details, including the proposed elevations and contours, for any control structures must be included on the plans. 9. A list of dominant or abundant vegetation in each stratum, utilizing the "50/20 rule" in the proposed impacted/altered wetland areas, including scientific and common names, and of vegetation exceeding 10% coverage and an estimated percentage of coverage for each. 10. A soils map of the site showing soil type and substrate. 11. Landscaping or revegetation plan at the same scale as the topographic map. 12. Such other information as may be necessary to evaluate the proposed wetland alteration and wetland replacement plans and to determine the amount and types of wetland to be impacted. 13. Evidence of ownership or property rights to the affected area. 14. Such other information as required by Minnesota Rule 8420.0330 and the City. E. Wetland Replacement Plan Approval - Wetland Replacement Plan Applications shall be allowed subject to approval by the Environmental Coordinator. If the City determines that a feasible and prudent alternative exists that would avoid or minimize impacts to the wetland it shall deny the Application. The City shall make its decision regarding the Wetland Replacement Plans in accordance with Minnesota Statutes 15.99, Subd. 3. Approval of the Application shall be valid for a period of no more than three years. If the work has not begun within three years of the date of approval of the Application, the approval shall be void. Approval of an Application for Wetland Alteration and/or Wetland Replacement does not exempt the Applicant from obtaining any and all other necessary permits for work within a wetland and/or wetland buffer. F. Wetland Replacement Annual Reports — Annual reports shall be prepared in accordance with Minnesota Rules 8420.0810 and must include the following information: 1. Reference photographs taken within 4 weeks of completion of the grading and within 4 weeks of completion of the landscaping. 2. A description of activities completed in the current year 3. A list of activities planned for the following year 4. As-built plans (for the first year only) to a minimum scale of one inch equals 50 feet showing existing ground elevation contours at two-foot intervals 5. A comparison of actual conditions with the as-built specifications and proposed plans 6. Monthly hydrology measurements from April through October 7. A list of vegetation that have 10% coverage or more 8. A comparison of proposed versus actual Wetland Types within the wetland and wetland replacement areas 9. Map of the plant communities within the wetland, wetland replacement and wetland buffer areas included in the Wetland Replacement Plan. The map shall be overlain on the topographic map provided for the Wetland Replacement Plan. 10. Monthly color photographs from the photographic reference points from April to October. 11. All information required by Minnesota Rules 8420 for wetland replacement reporting. Wetland Replacement Annual Reports must be submitted by November 1 each monitoring year. If the City does not receive either: 1) an annual monitoring report; or 2) notification that the report will be provided prior to December 31st by the November 1st deadline the City will charge the Applicant for cost incurred by the City, including staff time, to collect the information needed to complete the Wetland Replacement Annual Report. One print and one electronic (PDF) copy in color(all maps in PDF version need to be developed for an 11" x 17" printable format with sufficient detail so all features are legible) shall be submitted for review. G. Fees — Submission of requests for wetland determinations, sequencing flexibility, wetland delineation reviews, field or technical reviews of current or historic wetland and/or wetland buffer conditions, or an application for a Wetland Replacement Plan shall be accompanied by a non-refundable application fee and a cash deposit in such amounts as determined by the City Council and fixed by Ordinance. The cash deposit, or a portion thereof, will be refunded after completion of City review and approval of the submittal, unless the total sum is greater than the administrative review cost. Costs may include, but are not limited to: 1. Consultant fees assisting in City review, providing technical assistance or other services required to meet WCA requirements. 2. City staff time expended in review, approval and processing of the Application or other services required to meet WCA requirements. 3. Consultant fees or City staff time expended in coordinating and holding Technical Evaluation Panel meetings. 4. Mailing, legal notices and other administrative costs. 5. Any other reasonable costs incurred by the City in review of the proposal. Full payment of the fees and cash deposit must be made by the Applicant prior to consideration of the Development Application. All costs incurred by the City greater than the cash deposit balance will be billed to the permit holder. H. Surety— The Surety required in Section 11.51, Subd. 10 shall include costs associated with the City and WCA requirements for Wetland Alteration or Wetland Replacement projects, including but not limited to construction, seeding, planting, monument installation and annual monitoring. The Surety shall be retained by the City until the later of(i) approval of the project as final by the Environmental Coordinator; or (ii)a minimum period of 5 years. The Surety must include costs associated with re-grading or purchase of off-site Wetland Replacement if on-site Wetland Replacement is unsuccessful. The Surety shall be extended beyond the required monitoring period for up to an additional five-year period if, in the written opinion of the Technical Evaluation Panel, the goal of the replacement plan has not been achieved but may be achieved with more time. The amount of security shall be 150% of the estimated cost to complete the scope of work associated with the Wetland Plan and Wetland Replacement Plan. I. Wetland construction or replacement must be conducted as required in Minnesota Rules 8420 and the Minnesota Wetland Restoration Guide (BWSR). Subd. 12—Submissions,Decisions, and Appeals. A. All applications, information, analyses and reports required pursuant to City Code Section 11.51 shall be in the form required by the City and shall be submitted to the Environmental Coordinator by the Applicant in conjunction with the submission of the Development Application. B. All applications, information, analyses and reports required pursuant to City Code Section 11.51 shall be subject to review and approval by the Environmental Coordinator in accordance with the procedures set forth in Minnesota Rules 8420.0255. All decisions made by the Environmental Coordinator are final unless a timely appeal is filed with the City Council. C. All decisions made by the Environmental Coordinator may be appealed to the City Council in accordance with Minnesota Rules 8420.0905. The appeal must be in writing, must be accompanied by payment of all applicable fees, and must be filed with the City Engineer within 30 days of the date the Notice of Decision is sent. The City Council shall make a ruling on the appeal within 30 days of the date of the filing of the appeal unless the City Council and the appellant mutually agree in writing to an extension. D. A decision of the City Council may be appealed to the Minnesota Board of Water and Soil Resources (BWSR)pursuant to Minnesota Rules 8420.0905. E. An applicant proceeds at their own risk if they proceed prior to expiration of the 30-day appeal window. If the decision is reversed or revised under appeal, the Applicant is responsible for restoring and replacing all wetland impacts. Subd. 13 —Enforcement and Remedy. In addition to the remedy provided for in City Code Section 11.99, the provisions of City Code Section 11.51 may be enforced in accordance with Minnesota Rule 8420.0900, or any other remedy provided for in law or equity. Section 2. City Code Chapter 1 entitled "General Provisions and Definitions Applicable to the Entire City Code Including Penalty for Violation" and Section 11.99 entitled "Violation a Misdemeanor" are hereby adopted in their entirety, by reference, as though repeated verbatim herein. Section 3. This ordinance shall become effective from and after its passage and publication. FIRST READ at a regular meeting of the City Council of the City of Eden Prairie on the 6th day of May, 2014, and finally read and adopted and ordered published at a regular meeting of the City Council of said City on the day of , 2014. Kathleen Porta, City Clerk Nancy Tyra-Lukens, Mayor Published in the Eden Prairie News on the day of , 2014. CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- A RESOLUTION APPROVING THE SUMMARY OF ORDINANCE NO._-2014 AND ORDERING THE PUBLICATION OF SAID SUMMARY WHEREAS, Ordinance No. _-2014 was adopted and ordered published at a regular meeting of the City Council of the City of Eden Prairie held on the 20th day of May, 2014. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, THAT THE CITY COUNCIL FINDS, DETERMINES, AND ORDERS AS FOLLOWS: A. Ordinance No. _-2014 is lengthy. B. The text of summary of Ordinance -2014, attached hereto as Exhibit A, conforms to M.S. § 331A.01, Subd. 10, and is approved, and publication of the title and summary of the Ordinance will clearly inform the public of the intent and effect of the Ordinance. C. The title and summary shall be published once in the Eden Prairie News in a body type no smaller than brevier or eight-point type. D. A printed copy of the Ordinance shall be made available for inspection by any person, during regular office hours, at the office of the City Clerk, and a copy of the entire text of the Ordinance shall be posted in the City offices. E. Ordinance _-2014 shall be recorded in the Ordinance Book, along with proof of publication, within twenty(20) days after said publication. ADOPTED by the City Council on May 20, 2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk EXHIBIT A CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA SUMMARY OF ORDINANCE NO. -2014 AN ORDINANCE OF THE CITY OF EDEN PRAIRIE,MINNESOTA,AMENDING CITY CODE CHAPTER 11 BY AMENDING SECTION 11.51 RELATING TO WETLAND PROTECTION; AND ADOPTING BY REFERENCE CITY CODE CHAPTER 1 AND SECTION 11.99 WHICH,AMONG OTHER THINGS,CONTAIN PENALTY PROVISIONS. THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA, ORDAINS: The following is only a summary of Ordinance No. _-2014. The full text is available for public inspection by any person during regular office hours at the Office of the City Clerk. SUMMARY: The Ordinance amends City Code Section 11.51 which establishes regulations for wetland protection. The proposed revision brings the Wetland code up to date with current state law and also clarifies processes and procedures related to Wetland applications and review. This Ordinance incorporates, by reference, City Code Chapter 1 and City Code Section 11.99, which contain provisions relating to penalties. EFFECTIVE DATE. This Ordinance shall take effect upon publication. ATTEST: Kathleen Porta, City Clerk Nancy Tyra-Lukens, Mayor PUBLISHED in the Eden Prairie News on . CITY COUNCIL AGENDA DATE: SECTION: Consent Agenda May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 07-5698 ITEM NO.: VIII.C. Leslie Stovring Award Contract for Purgatory Creek Public Works/Engineering Stabilization Project(Fish Barrier)to Blackstone Contractors Requested Action Move to: Award Contract for construction and installation of a fish barrier in Purgatory Creek Park to Blackstone Contractors in the amount of$36,957. Synopsis Quotes were received on Thursday, May 8, 2014 for construction and installation of a fish barrier to manage the passage of invasive carp between Staring Lake and Purgatory Creek Park. The Riley- Purgatory-Bluff Creek Watershed District has agreed to reimburse the City for 50% of the cost of the barrier. The remaining costs of the project will be paid out of the stormwater utility fund. Three quotes were received and are tabulated as follows: Blackstone Contractors, LLC $36,957 G.F. Jedlicki, Inc. $53,653 Parrott Contracting, Inc. $73,800 Background Information On December 6, 1995,the Minnesota Department of Natural Resources (DNR) issued a Protected Waters Permit(Permit)jointly to the City of Eden Prairie (City) and the Riley Purgatory Bluff Creek Watershed District(District) authorizing construction of an outlet control structure for the Purgatory Creek Conservation Area(PCCA). The outlet was to be located in the proximity of an existing creek crossing used by the adjacent property owner,Northrup King, and was designed to replicate the hydraulic capacity of the 60-inch steel culvert that it replaced. Stop logs were installed in the culvert which were subsequently removed during construction for Highway 212 and not replaced. In addition, invasive carp have been identified in the system and it appears they are using the marsh area in PCCA as a nursery, moving from Staring Lake to spawn. The use of the fish barrier will allow the City to reduce access to PCCA by carp while providing opportunities for native fish to access this area while managing the vegetation to encourage native species. This barrier will also provide the city the tools needed to come into compliance with our DNR Permit requirements for management of the water levels. The plans have been reviewed by the Minnesota Dept. of Natural Resources (DNR) and a permit will be granted for the project. The work is expected to be completed this spring. The barrier will be installed and removed as needed to manage carp and vegetation as required by the DNR permit. The Riley-Purgatory-Bluff Creek Watershed District has agreed to reimburse the City for 50% of the cost of the barrier. The remaining costs of the project will be paid out of the stormwater utility fund. Attachments Contract Letter of Recommendation Standard Agreement for Contract Services This Agreement ("Agreement") is made on the day of , 20 , between the City of Eden Prairie, Minnesota(hereinafter "City"), whose business address is 8080 Mitchell Road, Eden Prairie, MN 55344, and , a Minnesota (hereinafter "Contractor") whose business address is Preliminary Statement The City has adopted a policy regarding the selection and hiring of contractors to provide a variety of services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the provision of services by Contractor for hereinafter referred to as the "Work". The City and Contractor agree as follows: 1. Scope of Work. The Contractor agrees to provide, perform and complete all the provisions of the Work in accordance with attached Exhibit A. The terms of this Agreement shall take precedence over any provisions of the Contractor's proposal and/or general conditions. 2. Effective Date and Term of Agreement. This Agreement shall become effective as of , 20 . The Work shall be completed by 3. Obligations of Contractor. Contractor shall conform to the following obligations: a. Contractor shall provide the materials and services as set forth in Exhibit A. b. Contractor and its employees will park in service areas or lots and use entries and exits as designated by City. Contractor's personnel will contact the appropriate person (i.e. receptionist, maintenance personnel, security, etc,) immediately upon entering the building, and will sign in and out if required by City. c. Care, coordination and communication by Contractor is imperative so that guests and employees in the buildings are not disturbed or inconvenienced during the performance of the contracted services. d. Contractor's personnel must be neat appearing, wear a uniform and badge that clearly identifies them as a service contractor, and abide by City's no smoking policies. e. Contractor must honor the City's request to reassign an employee for cause. Cause may include performance below acceptable standards or failure to present the necessary image or attitude, in the judgment of the owner, to present a first class operation. f. When necessary, Contractor's personnel will be provided with keys or access cards in order to perform their work. Any lost keys or cards that result in rekeying a space or other cost to the City will be billed back to the Contractor. 4. City's Obligations. City will do or provide to Contractor the following: a. Provide access to City properties as appropriate. b. Provide restroom facilities as appropriate. 5. Compensation for Services. City agrees to pay the Contractor a not to exceed amount of $ as full and complete payment for the labor, materials and services rendered pursuant to this Agreement and as described in Exhibit A. a. Any changes in the scope of the work which may result in an increase to the compensation due the Contractor shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. b. If Contractor is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time for performance shall be extended by a period of time lost by reason of the delay. Contractor will be entitled to payment for its reasonable additional charges, if any, due to the delay. 6. Method of Payment. a. Contractor shall prepare and submit to City, on a monthly basis, itemized invoices setting forth work performed under this Contract. Invoices submitted shall be paid in the same manner as other claims made to the City. b. Claims. To receive any payment on this Contract, the invoice or bill must include the following signed and dated statement: "I declare under penalty of perjury that this account, claim, or demand is just and correct and that no part of it has been paid." c. No fuel surcharges or surcharges of any kind will be accepted nor will they be paid. 7. Project Manager. The Contractor has designated to Manage the Work. They shall be assisted by other staff members as necessary to facilitate the completion of the Work in accordance with the terms established herein. Contractor may not remove or replace the designated manager without the approval of the City. 8. Standard of Care. Contractor shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Contractor shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Contractor's breach of this standard of care. Contractor shall put forth reasonable efforts to complete its duties in a timely manner. Contractor shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Contract. Contractor shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties. 9. Insurance. a. General Liability. Prior to starting the Work, Contractor shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Contractor or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Contractor shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products—Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 c. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products- completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by subcontractors. d. Contractor shall maintain "stop gap" coverage if Contractor obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. e. All policies, except the Worker's Compensation Policy, shall name the "City of Eden Prairie" as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. £ All policies shall apply on a"per project"basis. g. All polices shall contain a waiver of subrogation in favor of the City. h. All policies shall be primary and non-contributory. i. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Contractor under this Agreement. j. Contractor agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City's written acceptance of the Work. k. It shall be Contractor's responsibility to pay any retention or deductible for the coveraeges required herein. 1. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the City, except that if the cancellation or non-renewal is due to non-payment, the coverages may not be terminated or non-renewed without ten (10) days' prior notice to the City. m. Contractor shall maintain in effect all insurance coverages required under this Paragraph at Contractor's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. n. A copy of the Contractor's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Contractor's Work. Upon request a copy of the Contractor's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Contractor has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Contractor of any deficiencies in such documents and receipt thereof shall not relieve Contractor from, nor be deemed a waiver of, City's right to enforce the terms of Contractor's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. o. Effect of Contractor's Failure to Provide Insurance. If Contractor fails to provide the specified insurance, then Contractor will defend, indemnify and hold harmless the City, the City's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City(including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Contractor, its subcontractors, agents, employees or delegates. Contractor agrees that this indemnity shall be construed and applied in favor of indemnification. Contractor also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity, the City may require Contractor to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Contractor's insurance company. Contractor will take the action required by the City within fifteen (15) days of receiving notice from the City. 10. Indemnification. Contractor will defend and indemnify City, its officers, agents, and employees and hold them harmless from and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by Contractor, its agents, contractors and employees, or any negligent or intentional act or omission performed, taken or not performed or taken by Contractor, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Contractor harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 11. Termination. a. This Agreement may be terminated at any time by either party for breach or non- performance of any provision of this Agreement in accordance with the following. The party ("notifying party") who desires to terminate this Agreement for breach or non- performance of the other party ("notified party") shall give the notified party notice in writing of the notifying party's desire to terminate this Agreement describing the breach or non-performance of this Agreement entitling it to do so. The notified party shall have five (5) days from the date of such notice to cure the breach or non-performance. Upon failure of the notified party to do so, this Agreement shall automatically terminate. b. Upon the termination of this Agreement, whether by expiration of the original or any extended term or terms hereof, or for any other reason, Contractor shall have the right, within a reasonable time after such termination to remove from City's premises any and all of Contractor's equipment and other property. Except for liability resulting from acts or omissions of a party, arising, taken or omitted prior to such termination, the rights and obligations of each party resulting from this Agreement shall cease upon such termination. Any prior liability of a party shall survive termination of this Agreement. c. In the event of dissolution, termination of existence, insolvency, appointment of a receiver, assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency law, or the service of any warrant, attachment, levy or similar process involving Contractor, City may, at its option in addition to any other remedy to which City may be entitled, immediately terminate this Agreement by notice to Contractor, in which event, this Agreement shall terminate on the notice becoming effective. 12. Notice. Required notices to the Contractor shall be in writing, and shall be either hand-delivered to the Contractor, its employees or agents, or mailed to the Contractor by certified mail at the following address: Notices to the City shall be in writing and shall be either hand-delivered or mailed to the City by certified mail at the following address: Leslie A. Stovring, Environmental Coordinator City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Notices shall be deemed effective on the date of receipt. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, 10 days prior to the effective date of such change. 13. Independent Contractor. Contractor is an independent contractor engaged by City to perform the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate for the performance of its obligations pursuant to this Agreement, who shall be employees, and under the direction, of Contractor and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf of City, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Contractor an employee of the City. 14. Assignment. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. 15. Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Contractor under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the City's prior written approval. The books, records, documents and accounting procedures and practices of the Contractor or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Contractor in performing any of the functions of the City during performance of this Agreement is subject to the requirements of the Data Practice Act and Contractor shall comply with those requirements as if it were a government entity. All subcontracts entered into by Contractor in relation to this Agreement shall contain similar Data Practices Act compliance language. 16. Non-Discrimination. During the performance of this Agreement, the Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Contractor shall post in places available to employees and applicants for employment, notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The Contractor shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Contractor further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 17. Conflicts. No salaried officer or employee of the City and no member of the Council, or Commission, or Board of the City shall have a financial interest, direct or indirect, in this Agreement. The violation of this provision renders the agreement void. 18. Employees. Contractor agrees not to hire any employee or former employee of City and City agrees not to hire any employee or former employee of Contractor prior to termination of this Agreement and for one (1) year thereafter, without prior written consent of the former employer in each case. 19. Rights and Remedies. The duties and obligations imposed by this Agreement and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. 20. Damages. In the event of a breach of this Agreement by the City, Contractor shall not be entitled to recover punitive, special or consequential damages or damages for loss of business. 21. Enforcement. The Contractor shall reimburse the City for all costs and expenses, including without limitation, attorneys' fees paid or incurred by the City in connection with the enforcement by the City during the term of this Agreement or thereafter of any of the rights or remedies of the City under this Agreement. 22. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in effect. A request for mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or legal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof. 23. Governing Law. This Agreement shall be controlled by the laws of the State of Minnesota. 24. Severability. The provisions of this Agreement are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Contract. 25. Waiver. No action nor failure to act by the City or the Contractor shall constitute a waiver of any right or duty afforded any of them under the Agreement, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. 26. Entire Agreement. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 27. Compliance with Laws and Regulations. In providing services hereunder, the Contractor shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions of services to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. Executed as of the day and year first written above. CITY OF EDEN PRAIRIE Mayor City Manager CONTRACTOR By: Its: resourceful. naturally. BARR engineering and environmental consultants May 14, 2014 Ms. Leslie Stovring City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Re: Purgatory Creek Conservation Area—Fish Barrier and Trash Rack Installation: Eden Prairie Dear Ms. Stovring: Requests for Quotes were received on May 8, 2014 for the fabrication and installation of a fish barrier and trash rack at the outlet control structure of the Purgatory Creek Conservation Area. The following Quotes were received for the project: Contractor Price Quote Blackstone Contractors, LLC $36,957.00 G.F. .Jedlicki Inc. $53,653.00 Parrott Contracting Inc. $73,800.00 Based on the Quotes received for the project, we recommend that the City of Eden Prairie award the Contract for the project to Blackstone Contractors, LLC. Let me know if you have any questions or request additional information. .ncerely, er C, Obermeyer P. . Barr Engineering Co. 4700 West 776 Street, Suite 200, Minneapolis, MN 55435 952.832.2600 vw,nv.barr.com CITY COUNCIL AGENDA DATE: SECTION: Consent Agenda May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 12-5822 ITEM NO.: VIII.D. Leslie Stovring Approve Agreement for Contract Services with Engineering/Environmental J&N Weed Harvesting for harvesting in Mitchell and Red Rock Lakes Requested Action Move to: Award Contract to J&N Weed Harvesting for aquatic weed harvesting in Mitchell and Red Rock Lakes for a not to exceed sum of$19,909.68. Synopsis Riley-Purgatory-Bluff Creek Watershed District(RPBCWD)has requested that the City of Eden Prairie coordinate an aquatic invasive species harvesting program in Mitchell and Red Rock Lakes. To aid in this effort, the District voted to reimburse the City 50%of the cost,up to $10,000 per lake, for harvesting. J&N and R&T were contacted to provide estimates to conduct harvesting at the two lakes. The costs will be paid by from the stormwater utility. Background Information RPBCWD has acknowledged the City's efforts in conducting aquatic invasive species harvesting in Mitchell and Red Rock Lakes. The Board of Managers stated that they felt that the best approach at this time would be to assist the city in providing a harvesting program to aid in managing the water quality within the lakes. It is their hope that implementation of the harvesting program will help in managing the growth of curly leaf pondweed within these lakes. The District has requested that the City coordinate the program and they would reimburse us 50%,up to $10,000 per lake, for the effort. The City has contracted with Blue Water Science to help delineate invasive species within the lakes to determine where to focus the harvesting efforts. The City has budgeted$20,000 for harvesting in 2014. Expenses above the amount reimbursed would be paid out of the stormwater utility. Attachment Contract Standard Agreement for Contract Services This Agreement ("Agreement") is made on the f day of I Lta.ikio , 20/Lei , between the City ofEden Prairie, Minnesota (hereinafter "City"), whose business iiddress is 8080 Mitchell Road, Eden Prairie,) MN 55344, and .J-/V 1A,e'e f ar 3l e , a .M-inneseta Cr r J-j1. a 14 eta,. .A to- (Tiereinafier"Contractor") whose business addiess is 30 Preliminary Statement The City has adopted a policy regarding the selection and hiring of contractors to provide a variety ofservices fbr City projects. That policy requires that persons, finis or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions f3,1.the provision ofservices by Contractor for �11 e.Q c . 1'01 "A to h ti rl of hereinafter referred to as the "Work". The City and Contractor agree as follows: 1. Scope of Work. The Contractor agrees to provide, perfbnn and complete all the provisions of the Work in accordance with attached Exhibit A. The terms of this Agreement shall take precedence over any provisions of the Contractor's proposal and/or general conditions. 2. Effective Date and Termi of Agreement. This Agreement shall become effective as of CA.; , 20 t`t- The Work shall.be completed by SQ.10 t• r )_L I fi 3. Obligations of Contractor. Contractor shall conform to the following obligations: a. Contractor shall provide the materials and services as set with in Exhibit A, b. Contractor and its employees will park in service areas or lots and use entries and exits as designated by City. Contractor's personnel will contact the appropriate person (i.e, receptionist, maintenance personnel, security, etc) immediately upon entering the building, and will sign in and out ifrequired by City. c. Care, coordination and communication by Contractor is imperative so that guests and employees in the buildings are not disturbed or inconvenienced during the performance ofthe contracted services. d. Contractor's personnel must be neat appearing, wear-a-imi-for<rrn- rrcl-ba4ige-that..clear.Ly- -iderit-ifies-thet}n s-a-se wJ .ewntraete , and abide by City's no smoking policies. e. Contractor must honor the City's request to reassign an employee for cause. Cause may include performance below acceptable standards or failure to present the necessary image or attitude, in the judgment ofthe owner, to present a first class operation, f When necessary, Contractor's personnel will be provided with keys or access cards in order to perform their work. Any lost keys or cards that result in rekeying a space or other cost to the City will be billed back to the Contractor, 4. City'.s Obligations. City will do or provide to Contractor the fallowing: a. Provide access to City properties as appropriate. b. Provide restroom fi►cilities as appropriate. 5, Co pensation for Services, City agrees to pay the Contractor a not to exceed amount of $ l l it Dq , 10-5 as full and complete payment for the labor, materials and services rendered pursuant to this Agreement and as described in Exhibit A. a. Any changes in the scope of the work which may result in an increase to the compensation due the Contractor shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation far services that do not have prior written authorization. b. If Contractor is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time far pert miance shall be extended by a period of time lost by reason of the delay. Contractor will be entitled to payment for its reasonable additional charges, ifany, due to the delay. fi. Method of Payment. a. Contractor shall prepare and submit to City, on a monthly basis, itemized invoices setting fbrth work perkimed under this Contract. Invoices submitted shall be paid in the same manner as other claims made to the City. b. Claims. To receive any payment on this Contract, the invoice or bill must include the ttThawing signed and dated statement: "I declare under penalty of pedu+y that this account, claim, or demand is just and correct and that no part of it has been pakL„ c. No i3e1 surcharges or surcharges ofany kind will be accepted nor w'll they be paid. 7, Proieel Manage': The Contractor has designated `eN �'_-#�c --t; ,{ to Manage the Work. They shall be assisted by other staffmembers as nec ssary to likcilitatobk completion of the Work in accordance with the terms established herein. Contractor may not remove or replace the designated manager without the approval ofthe City. 8. Standard of Care. Contractor shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Contractor shall be liable to the fullest extent permitted under applicable law, without limitation, i r any injuries, loss, or damages proximately caused by Contractor's breach of this standard of care. Contractor shall put forth reasonable eft a is to complete its duties in a timely manner, Contractor shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Contract. Contractor shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties, 9. Insurance, a. General Liability. Prior to starting the Work, Contractor shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Contractor or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any ofthem may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law, b. Contractor shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products-Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 c. Commercial General Liability, The Commercial General Liability Policy shall be on ISO fora CG 00 01 12 07 or CO 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products- completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising fiom pollution, explosion, collapse, underground property damage or work peribrmed by subcontractors. d. Contractor shall maintain "stop gap" coverage if Contractor obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. e. All policies, except the Worker's Compensation Policy, shall name the -City of Eden Prairie" as an additional insured on ISO forms CO 20 10 07 04 or CO 20 10 04 13; and CG 20 37 07 04 or CO 20 37 04 13, or their equivalent. f All policies shall apply on a "per project" basis, g Alipolices shall contain a waiver of subrogation in favor of the City. h. All policies shall be primary and non-contributory. i. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Contractor under this Agreement. j. Contractor agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City's written acceptance of the Work, k. It shall be Contractor's responsibility to pay any retention or deductible for the coveraeges required herein. L All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30)days' prior notice to the City, except that if the cancellation or non-renewal is due to non-payment, the coverages may not be terminated or non-renewed without ten (10) days' prior notice to the City. rn, Contractor shall maintain in of ect all insurance coverages required under this Paragraph at Contractor's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. n. A copy of the Contractor's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Contractor's Work, Upon request a copy of the Contractor's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a Ibim acceptable to City and shall provide satisfactory evidence that Contractor has complied with all insurance requirements, Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Contractor of any deficiencies in such documents and receipt thereof shall not relieve Contractor from, nor be deemed a waiver of, City's right to enforce the terms of Contractor's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. o. Effect of Contractor's Failure to Provide Insurance. If Contractor fails to provide the specified insurance, then Contractor will defend, indemnity and hold harmless the City, the Citys officials, agents and employees from any loss, claim, liability and expense (including reasonable attorneys fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohloited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City(including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Contractor, its subcontractors, agents, employees or delegates. Contractor agrees that this indemnity shall be construed and applied in favor of indemnification, Contractor also agrees that if applicable law limits or precludes any aspect ofthis indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until allapplicable statutes oflimitation have run, lfa claim arises within the scope ofthe stated indemnity, the City may require Contractor to: i Furnish and pay fibr a surety bond, satisfactory to the City, guaranteeing perinmance ofthe indemnity obligation;or ii. Furnish a written acceptance oftener ofdefonse and indemnity torn Contractor's insurance company. Contractor will take the action required by the City within fifteen (15) days of receiving notice from the City, 10. Indemnification, Contractor will defend and indemnify City, its officers, agents, and employees and hold them harmless tom and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by Contractor, its agents, contractors and employees, or any negligent or intentional act or omission performed, taken or not performed or taken by Contractor, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Contractor harmless tom and against any loss far injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 11. Termination. a. This Agreement may be terminated at any time by either party for breach or non- perf miunce of any provision ofthis Agreement in accordance with the following. The party ("notifying party") who desires to terminate this Agreement for breach or non- performance of the other party ("notified party") shall give the notified party notice in writing of the notifying party's desire to terminate this Agreement describing the breach or non•per ormance of this Agreement entitling it to do so. The notified party shall have five (5) days from the date of such notice to cure the breach or non-per'rmance. Upon failure ofthe notified party to do so, this Agreement shall automatically terminate. b. Upon the termination of this Agreement, whether by expiration of the original or any extended term or terms hereof or for any other reason, Contractor shall have the right, within a reasonable time after such termination to remove from City's premises any and all of Contractor's equipment and other property. Except for liability resulting from acts or omissions ofa patty, arising, taken or omitted prior to such termination, the rights and obligations of each party resulting fi'om this Agreement shall cease upon such termination, Any prior liability ofa party shall survive termination ofthis Agreement. c, lrn the event of dissolution, termination of existence, insolvency, appointment of a receiver, assignment for the benefit of creditors, or the commencement of any puoceedinfg under any bankruptcy or insolvency law, or the service of any warrant, attachment, levy or similar process involving Contractor, City may, at its option in addition to any other remedy to which City may be entitled, immediately terminate this Agreement by notice to Contractor, in which event, this Agreement shall terminate on the notice becoming effective, 12. Notice, Required notices to the Contractor shall be in writing, and shall be either hand-delivered to the Contractor, its employees or agents, or mailed to the Contractor by certified mail at the following address: tkle ec\ kAr3L.1-%J e 0w Ae�u • D - 3t Notices to the City shall be in writing and shall be either hand-delivered or mailed to the City by certified mail at the fallowing address: Leslie A, Stowing, Environmental Coordinator City ofEdell Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Notices shall be deemed effective on the date of receipt. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, 10 days prior to the effective date ofsuch change, 13. Independent Contractor, Contractor is an independent contractor engaged by City to perfonn the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate far the performance of its obligations pursuant to this Agreement, who shall be employees, and under the direction, ofContractor and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf ofCity, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Contractor an employee of the City. 14, Assignment. Neither party shall assign this Agreement, nor tiny interest arising herein, without the written consent ofthe other party. 15, Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Contractor under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the C itys prior written approval, The books, records, documents and accounting procedures and practices ofthe Contractor or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Contractor in performing any ofthe functions ofthe City during performance of this Agreement is subject to the requirements of the Data Practice Act and Contractor shall comply with those requirements as if it were a government entity. All subcontracts entered into by Contractor in relation to this Agreement shall contain similar Data Practices Act compliance language. 16. Non-Discrimination, During the performance of this Agreement, the Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Contractor shall post in places available to employees and applicants lbr employment, notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The Contractor shall incorporate the foregoing requirements of this paragraph in all of its subcontracts far program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Contractor farther agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of I990. 17, Conflicts. No salaried officer or employee of the City and no member of the Council, or Commission, or Board of the City shall have a financial interest, direct or indirect, in this Agreement. The violation ofthis provision renders the agreement void. 18. Ernplovccs. Contractor agrees not to hire any employee or former employee of City and City agrees not to hire any employee or farmer employee of Contractor prior to termination of this Agreement and for one(1) year thereafter, without prior written consent ofthe Smaller employer in each case, 19, Rights and Remedies, The duties and obligations imposed by this Agreement and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. 20. Damages, In the event of breach of this Agreement by the City, Contractor shall not be entitled to recover punitive, special or consequential damages or damages for loss of business. 21, Enforcement. The Contractor shall reimburse the City for all costs and expenses, including without limitation, attorneys' hies paid or uncured by the City in connection with the enforcement by the City during the term of this Agreement or thereafter of any of the rights or remedies ofthe City under this Agreement. 22. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in efTect. A request fur mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or Iegal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof 23, Governing Law. This Agreement shall be controlled by the laws ofthe State of Minnesota. 24. Severability. The provisions of this Agreement are severable. Ifany portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions ofthis Contract. 25. Waiver. No action nor failure to act by the City or the Contractor shall constitute a waiver of any right or duty afforded any ofthem under the Agreement, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing, 26. Entire Avecment: The entire agreement ofthe parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein, 27, Compliance with Laws and Reatdations, In providing services hereunder, the Contractor shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions ofservices to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach ofthis Agreement and entitle the City to immediately terminate this Agreement. Executed as ofthe day and year first written above. CITY OF EDEN PRAIRIE Mayor City Manager CONTRACTOR 4k;RLL By:_ Its: Pn F.)(L )-1-t-- Pc 1& N Weed Harvesting Inc. 301 West 5th Street Bottlneau, ND 58318 Proposal Submitted To: Work To Be Performed at: Name: City of Eden Prairie Red Rock Lake Address: 8080 Mitchell Road City, State, Zip Eden Prairie, MN 55344 .. AGREEMENT FOR AQUATIC HARVESTING We hereby propose to furnish the equipment and perform the labor for the removal of at least 90 percent of the aquatic vegetation in 18 inches or more of water, with a maximum cutting depth of 6 feet. One cut of approximately 15 acres,or 30 hours, whichever comes first, The payment of Is, 6,600 for the cut and the mobilization fee of$1,000 ,totaling pigs plus any weed transporting fees Incurred, will be due upon completion. (if any additional hours are needed,the cost will be $220 per hour.) City will be responsible to find a disposal facility and will be responsible for all disposal fees of all weeds from lakes. If the dump location Is more than one mllefrom the loading ramp the rate is$_2.50/mHe. f•'.)[�cco_ -\- -A k5}� `a Homeowners can contract with us to have their shoreline cut for the fee of$3.50 per shoreline foot. On any balance not paid within 30 days of completion,the customer will be charges 12%yearly Interest until the balance is paid In full. The Lake Association or City is responsible for getting and paying for any permits and dump locations needed for the cutting and removal of any aquatic weeds for this Job. Cutting dates to completion. The scheduling of this project is subject to the scheduling and completion of other projects. We anticipate we can finish all projects. The City or Association that contacts us to start performing work on their lake will be the lake that we start on until It Is completed, City will be responsible for all permits and fees from the Department of Natural Resources. Listed are current insurance limits. If you would like the limits increased, it will cost the City$754.84. Accept DrA‹ Any alterations or deviation from the above specifications involving extra costs will be executed only upon written orders,and will become an extra charge over and above the estimate.All agreements contingent upon strikes,accidents or delays beyond our control.We have necessary Insurance policies that meet your specifications.All work Is guaranteed to be as specified,and to be performed In accordance with the specifications and/or drawings submitted with this contract for above work and completed In a substantial workmanlike manner.The above prices,specifications and conditions are satisfactory and are hereby accepted.You are authorized to do the work as specified.Payment will be made ad outlined above. Signature: �� Date: Ct/ �,f,7 - C. "Toned with amendments to the Clty's standard agreement for contract services, !& N Weed Harvesting Inc. 301 West 5th Street Battineau, ND 58318 O. Proposal Submitted To: Work To Be Performed at: Name: City of Eden Prairie Mitchell Lake Address: BOBO Mitchell Road t_ n City, State, Zip Eden Prairie, MN 55344 0 71L‘/ AGREEMENT FOR AQUATIC HARVESTING o if We hereby propose to furnish the equipment and perform the labor for the removal of at least 90 percent of the aquatic ve tation in 18 inches or more of water, with a maximum cutting depth of 6 feet. One cut of approximate! acres,or c:4: hours,whichever comes first. The payment of is gkepi for the cut and the mobilization fee of$1,000 ,totaling O plus any weed transporting fees Incurred,will be due upon completion. Tg06 (If any additional hours are needed,the cost will be $220 per hour.)City will be responsible to find a disposal facility and will be responsible for all disposal fees of all wee s from lakes. If the dump location Is more than one mile from the loadina ramp the rate is S2.50/mile. 4q' y -1-y k oy+ -A At c.y.,,,..,j,( Homeowners can contract with us to have their shoreline cut for the fee of$3.50 per shoreline foot. On any balance not paid within 30 days of completion,the customer will be charges 12%yearly interest until the balance is paid in full. The Lake Association or City is responsible for getting and paying for any permits and dump locations needed for the cutting and removal of any aquatic weeds for this job. Cutting dates to completion,The scheduling of this project Is subject to the scheduling and completion of other projects. We anticipate we can finish all projects.The City or Association that contacts us to start performing work on their lake will be the lake that we start on until it Is completed, City will be responsible for all permits and fees from the Department of Natural Resources. Al) 4 Listed are current insurance limits. If you would like the limits increased, it will cost the City$754.84, C Accept d b ; 17a 0f l Any alterations or deviation from the above specifications involving extra costs will be executed only upon written orders,and will become an extra charge over and above the estimate.All agreements contingent upon strikes,accidents or delays beyond our control.We have necessary Insurance policies that meet your specifications.All work is guaranteed to be as specified,and to be performed in accordance with the specifications and/or drawings submitted with this contract for above work and completed in a substantial workmanlike manner.The above prices,specifications and conditions are satisfactory and are hereby accepted.You are authorized to do the work as specified. Payment will be made ad outlined above, Signature: /f'�/ - Date: •Z -Ai --/77/ 19,*....__v "Signed with amendments to the City's standard agreement for contract services. Quote Number: 0037188A Producer Number 330693 - - Insured DBA: J&N Weed Harvesting, Inc. Producer Name: Western Agency, Inc, Description of Operations: Weed spayer POLICY FORM: Occurrence Form LIMITS: DEDUCTIBLES: LIABILITY LIMITS: Liability Deductible: $500 BARD Per $1,000,000 Each Occurrence occurrence $2,000,000 General Aggregate $2,000,000 Products 1 Completed Ops $1,000,000 Personal &Advertising injury $ 100,000 Damage to Premises Rented $ 5,000 Med Pay INLAND MARINE: Contractor's Equipment, Special, ACV Limits: $7000 tiv scheduled Inland Deductible: $1,000 ea item TERMS & CONDITIONS: GENERAL LIABILITY: Rating Basis: $19,000 payroll Contractor(weed harvester) Number of Additional insureds: None "*All additional insured premiums are fully earned at time of issuance" Limitation-personal injury;amendment to contractual;25% minimum earned premium; minimum & deposit premium -no return premium will he granted from an audit, Amendment-non-renewal Amendment of Insured Contract Definition, Exclusion: pollution;punitive damages; asblsil dust/tox subs;new entities; lead;employment related practices; non- employee labor;professional;organic pathogens,aircraft;auto or watercrafl;war;discrimination;assault&battery;loading and unloading; unsolicited communication;data. THIS QUOTE IS SUBJECT TO: -ATTACHED ND CONSUMER NOTICE,SIGNED&DATED BY INSURED. -WRITTEN REQUEST TO BIND Thank you. I look forward to writing this for you, To bind,please forward the 25% down payment and the items listed above. WE ARE UNABLE TO BIND COVERAGE UNTIL THESE ITEMS ARE RECEIVED. Authorized by; Jennifer M Larsen Jensen THIS IS A QUOTATION ONLY AND NO AUTHORITY IMPLIED OR OTHERWISE IS GRANTED TO BIND ERICKSON•LARSEN,INC.OR THE COMPANIES THEY REPRESENT TO THIS COVERAGE. THE AUTHORITY TO EFFECT COVERAGE RESTS ONLY WITH ERICKSON- LARSEN, INC,TM quote has boon made with underwriting information submitted and is subject to change upon roccipt of completed application,physical inspection,etc. This is a quotation only. For complete provisions,special limitations or exd usions,check policy(s)carefully. Coverages quoted may not be as requested In your applicationfrequest for quotation, INSURED:J&N Wood HarvastIn ,inc DATE ISSUED:4/30/2014 SENT BY: Dorene Swanson Customer Copy - KETTERLING, JEREMY Page 1 of I Customer name:KETTERLING,JEREMY& Company:SF Mutual SAND, NOEL Servicing Agent:BRYAN SCHWEITZER J& N WEED HARVESTING INC Eff date:08-07-2014 to 12.07.2014 Address: 1189 98TH ST NE Description:2005 CHEVROLET K2500 PICKUP BOTTINEAU, ND 68318-8200 VIN: 1GCHK23236F131161 Policy:018 5328-F07.34 SFPP#: POLICY NOT ON SFPP Status: DAL DUE NOTC SENT-REN INCLUDED Coverage Details The premium amounts shown reflect a alx•month pollrterm. Code Description Amount A P1 Combined Premium 168.29 A Liability Coverage Bodily Injury Limits Each Person,Each Accident INWROOMAWO Property Damage Limit Each Accident P1 No Fault Coverage (See Policy Schedule for Limits.) D Comprehensive Coverage-$500 Deductible 2313.50 G Collision Coverage-$500 Deductible 153.97 H Emergency Road Service Coverage 3.00 U Uninsured Motor Vehicle Coverage 3.67 Bodily Injury Limits Each Person,Each Accident $260,000$500,000 W Underinsured Motor Vehicle Coverage 10.52 Bodily Injury Limits Each Parson, Each Accident $260,000$500,000 total: 77.95 The Information on this document Is presented for general Informational purposes only and Is not Intended to serve as a declaration page or policy. State Farm Mutual Automobile Insurance Company,Bloomington,Illinois https://sfnet.opr.statefartn.org/sysnpv/printOptionsAction.do 5/12/2014 Customer Copy - KETTERLING, JEREMY Page ] of 1 Customer neme:KETTERLING,JEREMY& Company:SF Mutual SAND, NOEL Servicing Agent:BRYAN SCHWEITZER J&N WEED HARVESTING INC Eff date:06-07.2014 to 12-07.2014 Address: 1189 98TH ST NE Description:2008 CHEVROLET K3500 PICKUP BOTTINEALJ, ND 58318-8200 VIN: 1GCHK33DX8F180509 Policy:0191219•F07.34A SFPP 0:POLICY NOT ON SFPP Statue:RENEWAL BILLED Coverage Details The premium amounts shown reflect a six-month policy term. Code Description Amount A P1 Combined Premium 169.99 A Liability Coverage Bodily Injury Limits Each Person, Each Ac.cldent,, Vilia0baisoo,oit. Property Damage Limit Each Accident. P1 No Fault Coverage (See Policy Schedule for Limits) t3 Comprehensive Coverage-$500 Deductible 272.10 Q Collision Coverage•$500 Deductible 161.74 H Emergency Road Service Coverage 3,00 U Uninsured Motor Vehicle Coverage 3.87 Bodily injury Limits Each Person,Each Accident $250,000$500,000 W Underinsured Motor Vehicle Coverage 10,62 Bodily Injury Limits Each Person,Each Accident $250,000$600,000 Total: 82f.02 The Information on this document Is presented for gensrai informational purposes only end Is not Intended to serve as a declaration page or policy. State Farm Mutual Automobile Insurance Company,Bloomington,Illinois hops://sfnet,opr.statefarin.org/sysapvfprintOptionsAction.da 5/12/2014 CITY COUNCIL AGENDA DATE: SECTION: Consent Agenda May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: IC 05-5658 ITEM NO.: VIII.E. Leslie Stovring Contract Services for the City's Annual Engineering Community Drop Off Requested Action Move to: Approve contract with Allied Waste Services for assisting with the Annual Community Drop Off at a cost not to exceed$40,000. Synopsis The City of Eden Prairie has provided a one-day event for residents to drop off waste materials since 1995. Allied Waste has partnered with the City since the beginning to provide services during this event. Since that time attendance has gradually increased and the costs associated with the cleanup have also increased. The costs have started to be consistently above $20,000. The attached proposal includes a per unit estimate for an estimated cost of$20,000 to $40,000 depending on attendance. The costs for the cleanup are paid out of the annual recycling grant that the City receives from Hennepin County. Any amounts above what can be paid from the grant(approximately $20,000)would be paid out of the stormwater utility fund. Background Information The City began providing a cleanup in 1995 with a few basic items, such as such as yard waste, construction debris, general household trash and recyclables. In 2002 the cleanup was moved to the Hennepin Technical College as the Allied Waste facility could no longer handle the number of people that came to the event. The change also allowed the City to increase the number and types of materials and now includes charitable donations (typically Vietnam Veterans), bicycle recycling, yard waste, scrap metal, appliances, electronics, tires, fluorescent bulbs and propane tanks. Attendance has increased from approximately 500 households in the 1990's to approximately 1,330 in 2013 for a cost to the City of$24,016. Nominal fees are charged for electronics and some miscellaneous items such as propane tanks and fluorescent bulbs (if more than 10 are brought in for disposal) to help cover costs. However, yard waste, furniture, trash, steel and many general trash items can be dropped off at no charge. This year the City is working with the Bloomington Robotics Club to provide food and beverages during the event. Attachments • Allied Waste Services Agreement • Exhibit A Standard Agreement for Contract Services This Agreement("Agreement") is made on the 20th day of May 2014, between the City of Eden Prairie, Minnesota(hereinafter "City"), whose business address is 8080 Mitchell Road, Eden Prairie, MN 55344, and Republic Services (hereinafter "Contractor")whose business address is 9813 Flying Cloud Drive, Eden Prairie, MN 55347. Preliminary Statement The City has adopted a policy regarding the selection and hiring of contractors to provide a variety of services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the provision of services by Contractor for The Eden Prairie Clean Up Services hereinafter referred to as the "Work". The City and Contractor agree as follows: 1. Scope of Work. The Contractor agrees to provide, perform and complete all the provisions of the Work in accordance with attached Exhibit A. The terms of this Agreement shall take precedence over any provisions of the Contractor's proposal and/or general conditions. 2. Effective Date and Term of Agreement. This Agreement shall become effective as of May 20, 2014. The Work shall be completed by July 31, 2014. 3. Obligations of Contractor. Contractor shall conform to the following obligations: a. Contractor shall provide the materials and services as set forth in Exhibit A. b. Contractor and its employees will park in service areas or lots and use entries and exits as designated by City. Contractor's personnel will contact the appropriate person (i.e. receptionist, maintenance personnel, security, etc,) immediately upon entering the building, and will sign in and out if required by City. c. Care, coordination and communication by Contractor is imperative so that guests and employees in the buildings are not disturbed or inconvenienced during the performance of the contracted services. d. Contractor's personnel must be neat appearing, wear a uniform and badge that clearly identifies them as a service contractor, and abide by City's no smoking policies. e. Contractor must honor the City's request to reassign an employee for cause. Cause may include performance below acceptable standards or failure to present the necessary image or attitude, in the judgment of the owner, to present a first class operation. f. When necessary, Contractor's personnel will be provided with keys or access cards in order to perform their work. Any lost keys or cards that result in rekeying a space or other cost to the City will be billed back to the Contractor. 4. City's Obligations. City will do or provide to Contractor the following: a. Provide access to City properties as appropriate. b. Provide restroom facilities as appropriate. 5. Compensation for Services. City agrees to pay the Contractor a not to exceed amount of $40,000 as full and complete payment for the labor, materials and services rendered pursuant to this Agreement and as described in Exhibit A. a. Any changes in the scope of the work which may result in an increase to the compensation due the Contractor shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. b. If Contractor is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time for performance shall be extended by a period of time lost by reason of the delay. Contractor will be entitled to payment for its reasonable additional charges, if any, due to the delay. 6. Method of Payment. a. Contractor shall prepare and submit to City, on a monthly basis, itemized invoices setting forth work performed under this Contract. Invoices submitted shall be paid in the same manner as other claims made to the City. b. Claims. To receive any payment on this Contract, the invoice or bill must include the following signed and dated statement: "I declare under penalty of perjury that this account, claim, or demand is just and correct and that no part of it has been paid." c. No fuel surcharges or surcharges of any kind will be accepted nor will they be paid. 7. Project Manager. The Contractor has designated Paul Wagner to Manage the Work. They shall be assisted by other staff members as necessary to facilitate the completion of the Work in accordance with the terms established herein. Contractor may not remove or replace the designated manager without the approval of the City. 8. Standard of Care. Contractor shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Contractor shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Contractor's breach of this standard of care. Contractor shall put forth reasonable efforts to complete its duties in a timely manner. Contractor shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Contract. Contractor shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties. 9. Insurance. a. General Liability. Prior to starting the Work, Contractor shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Contractor or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Contractor shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products—Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 c. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products- completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by subcontractors. d. Contractor shall maintain "stop gap" coverage if Contractor obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. e. All policies, except the Worker's Compensation Policy, shall name the "City of Eden Prairie" as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. f. All policies shall apply on a"per project"basis. g. All polices shall contain a waiver of subrogation in favor of the City. h. All policies shall be primary and non-contributory. i. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Contractor under this Agreement. j. Contractor agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City's written acceptance of the Work. k. It shall be Contractor's responsibility to pay any retention or deductible for the coveraeges required herein. 1. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the City, except that if the cancellation or non-renewal is due to non-payment, the coverages may not be terminated or non-renewed without ten (10) days' prior notice to the City. m. Contractor shall maintain in effect all insurance coverages required under this Paragraph at Contractor's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. n. A copy of the Contractor's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Contractor's Work. Upon request a copy of the Contractor's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Contractor has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Contractor of any deficiencies in such documents and receipt thereof shall not relieve Contractor from, nor be deemed a waiver of, City's right to enforce the terms of Contractor's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. o. Effect of Contractor's Failure to Provide Insurance. If Contractor fails to provide the specified insurance, then Contractor will defend, indemnify and hold harmless the City, the City's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City(including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Contractor, its subcontractors, agents, employees or delegates. Contractor agrees that this indemnity shall be construed and applied in favor of indemnification. Contractor also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity, the City may require Contractor to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Contractor's insurance company. Contractor will take the action required by the City within fifteen (15) days of receiving notice from the City. 10. Indemnification. Contractor will defend and indemnify City, its officers, agents, and employees and hold them harmless from and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by Contractor, its agents, contractors and employees, or any negligent or intentional act or omission performed, taken or not performed or taken by Contractor, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Contractor harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 11. Termination. a. This Agreement may be terminated at any time by either party for breach or non- performance of any provision of this Agreement in accordance with the following. The party ("notifying party") who desires to terminate this Agreement for breach or non- performance of the other party ("notified party") shall give the notified party notice in writing of the notifying party's desire to terminate this Agreement describing the breach or non-performance of this Agreement entitling it to do so. The notified party shall have five (5) days from the date of such notice to cure the breach or non-performance. Upon failure of the notified party to do so, this Agreement shall automatically terminate. b. Upon the termination of this Agreement, whether by expiration of the original or any extended term or terms hereof, or for any other reason, Contractor shall have the right, within a reasonable time after such termination to remove from City's premises any and all of Contractor's equipment and other property. Except for liability resulting from acts or omissions of a party, arising, taken or omitted prior to such termination, the rights and obligations of each party resulting from this Agreement shall cease upon such termination. Any prior liability of a party shall survive termination of this Agreement. c. In the event of dissolution, termination of existence, insolvency, appointment of a receiver, assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency law, or the service of any warrant, attachment, levy or similar process involving Contractor, City may, at its option in addition to any other remedy to which City may be entitled, immediately terminate this Agreement by notice to Contractor, in which event, this Agreement shall terminate on the notice becoming effective. 12. Notice. Required notices to the Contractor shall be in writing, and shall be either hand-delivered to the Contractor, its employees or agents, or mailed to the Contractor by certified mail at the following address: Republic Services 9813 Flying Cloud Drive Eden Prairie, MN 55347 Notices to the City shall be in writing and shall be either hand-delivered or mailed to the City by certified mail at the following address: Leslie A. Stovring, Environmental Coordinator City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Notices shall be deemed effective on the date of receipt. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, 10 days prior to the effective date of such change. 13. Independent Contractor. Contractor is an independent contractor engaged by City to perform the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate for the performance of its obligations pursuant to this Agreement, who shall be employees, and under the direction, of Contractor and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf of City, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Contractor an employee of the City. 14. Assignment. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. 15. Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Contractor under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the City's prior written approval. The books, records, documents and accounting procedures and practices of the Contractor or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Contractor in performing any of the functions of the City during performance of this Agreement is subject to the requirements of the Data Practice Act and Contractor shall comply with those requirements as if it were a government entity. All subcontracts entered into by Contractor in relation to this Agreement shall contain similar Data Practices Act compliance language. 16. Non-Discrimination. During the performance of this Agreement, the Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Contractor shall post in places available to employees and applicants for employment, notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The Contractor shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Contractor further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 17. Conflicts. No salaried officer or employee of the City and no member of the Council, or Commission, or Board of the City shall have a financial interest, direct or indirect, in this Agreement. The violation of this provision renders the agreement void. 18. Employees. Contractor agrees not to hire any employee or former employee of City and City agrees not to hire any employee or former employee of Contractor prior to termination of this Agreement and for one (1) year thereafter, without prior written consent of the former employer in each case. 19. Rights and Remedies. The duties and obligations imposed by this Agreement and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. 20. Damages. In the event of a breach of this Agreement by the City, Contractor shall not be entitled to recover punitive, special or consequential damages or damages for loss of business. 21. Enforcement. The Contractor shall reimburse the City for all costs and expenses, including without limitation, attorneys' fees paid or incurred by the City in connection with the enforcement by the City during the term of this Agreement or thereafter of any of the rights or remedies of the City under this Agreement. 22. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in effect. A request for mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or legal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof. 23. Governing Law. This Agreement shall be controlled by the laws of the State of Minnesota. 24. Severability. The provisions of this Agreement are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Contract. 25. Waiver. No action nor failure to act by the City or the Contractor shall constitute a waiver of any right or duty afforded any of them under the Agreement, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. 26. Entire Agreement. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 27. Compliance with Laws and Regulations. In providing services hereunder, the Contractor shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions of services to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. Executed as of the day and year first written above. CITY OF EDEN PRAIRIE Mayor City Manager CONTRACTOR By: Its: xd-) t-) t A- A 1.V `," ALLIED WASTE May 13, 2014 City of Eden Prairie Leslie Stovring Environmental Coordinator 8080 Mitchell Road Eden Prairie, MN 55344-4485 Dear Leslie: Allied Waste Services would like to thank you for allowing us the opportunity to he the operator of the upcoming City of Eden Prairie clean up.The information below is a breakdown of the pricing for your clean up. Feel free to contact me directly at 952-946-5330 if you have any questions. Thank you! Sincerely, RLCk I- rste°Ll Rich Hirstein Municipal Services Manager Spring Clean Up 2014 City of Eden Prairie BASE SERVICE CHARGES Construction Material $49.00 per ton disposal $2.00/tan tax Yard Waste $42.00 per ton disposal No tax Household Trash $54.00 per ton disposal 9%Hennepin County Tax 9.75%State Tax Furniture $12.00 per piece 9%Hennepin County Tax 9.75%State Tax Scrap Metal = No Charge Recycling Materials = No Charge Labor = 35 Employees at$290.00 per employee Operational Expense: (trucks,containers,etc) _ $3,000.00 CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 14-5858 ITEM NO.: VIII.F. Mary Krause Award Contract for the 2014 Sealcoating Public Works/Engineering Project to Pearson Brothers, Inc. Requested Action Move to: Award the Contract for 2014 Sealcoating Project to Pearson Brothers, Inc., in the amount of$457,731. Synopsis Bids were received on Thursday, May 1, 2014 for the 2014 Sealcoating project. Three bids were received and are tabulated as follows: Pearson Brothers, Inc. $457,731.00 Allied Blacktop Company $497,977.50 ASTECH $607,855.00 Background Information Street sealcoating is an annual street maintenance project. The unit prices for sealcoat this year are slightly lower than 2013 prices by 1-3%. The 2014 Operating and Maintenance budget for sealcoating is $207,223. The balance between the actual project costs and the budgeted amount will be taken from a combination of CIP pavement maintenance fund for the street sealcoating and the Parks and Recreation Division trail and parking lot maintenance funds. Attachment Bid Tabulation 2014 Seal Coating City of Eden Prairie I.C. #14-5858 Pearson Brothers, Inc. Allied Blacktop Co. ASTECH Corp. EST. UNIT UNIT UNIT NO DESCRIPTION QTY. UNIT PRICE TOTAL PRICE TOTAL PRICE TOTAL 1 FA-3,C1.A 55,000 Sq.Yd. $1.39 $76,450.00 $1.50 $82,500.00 $1.87 $102,850.00 (0.34 gal/sq.yd. CRS-2P) Bit. Seal Coat gray or black only 20 lbs/sq.yd.FA-3,CL.A 2 Streets 275,000 Sq.Yd. $1.20 $330,000.00 $1.32 $363,000.00 $1.55 $426,250.00 FA-2,Modified (0.24 gal/sq.yd/CRS-2) C1.A(1/8" Trap Rock) (20 lbs/sq.yd.FA-2 Mod) Bituminous Seal Coat 3 Trails 26,000 Sq.Yd. $1.50 $39,000.00 $1.40 $36,400.00 $2.25 $58,500.00 FA-2,Modified C1.A(1/8" Trap Rock) (0.24 gal/sq.yd/CRS-2) Bituminous Seal Coat (16 lbs/sq.yd.FA-2 Mod) 4 Parking Lots 7,000 Sq.Yd. $1.50 $10,500.00 $2.15 $15,050.00 $2.60 $18,200.00 FA-2,Modified (0.28 gal/sq.yd/CRS-2P) CI.A(1/8"trap rock) (16 lbs/sq.yd.FA-2 Mod.) CRS-2P 6,850 L.F. $0.26 $1,781.00 $0.15 $1,027.50 $0.30 $2,055.00 12"wide strip at centerline,applied at 0.34 gal/sq.yd. TOTAL BASE BID $457,731.00 $497,977.50 $607,855.00 CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 14-5859 ITEM NO.: VIII.G. Mary Krause Award Contract for the 2014 Bituminous Public Works/Engineering Overlay Project to Bituminous Roadways, Inc. Requested Action Move to: Award the Contract for 2014 Street Bituminous Overlay project to Bituminous Roadways, Inc. in the amount of$1,899,500. Synopsis Bids were received on Thursday, May 1, 2014 for the 2014 Bituminous Overlay project. Six bids were received and are tabulated as follows: Bituminous Roadways, Inc. $1,899,500.00 Valley Paving, Inc. $2,036,066.00 Northwest Asphalt, Inc. $2,099,125.00 GMH Asphalt Corporation $2,125,333.50 Hardrives, Inc. $2,158,334.40 William Mueller& Sons, Inc. $2,172,612.50 Background Information The Bituminous Overlay is an annual street maintenance project. The bituminous prices for this year's overlay project are comparable to the 2013 overlay bituminous prices. The 2014 Operating and Maintenance budget for milling and overlay is $212,363. The Pavement Management CIP fund for 2014 has approximately$2,000,000 for pavement maintenance. In addition to the overlay project, the pavement maintenance CIP fund also finances seal coating and other pavement improvement projects. Attachment Bid Tabulation BID TABULATION 2014 Bituminous Overlay City of Eden Prairie, I.C. #14-5859 COMPANY: Bituminous Roadways,Inc Northwest Asphalt,Inc. Hardrives,Inc WM.Mueller and Sons,Inc. GMH Asphalt Valley Paving,Inc. EST. UNIT UNIT UNIT UNIT UNIT DESCRIPTION QTY. UNIT PRICE TOTAL PRICE TOTAL TOTAL PRICE TOTAL PRICE TOTAL PRICE TOTAL MnDOT Mix SPWEA230B 19,000 Tons $57.00 $1,083,000.00 $63.80 $1,212,200.00 $63.00 $1,197,000.00 $61.90 $1,176,100.00 $62.31 $1,183,890.00 $63.00 $1,197,000.00 MnDOT Mix SPNWB230B 500 Tons $57.00 $28,500.00 $58.90 $29,450.00 $59.00 $29,500.00 $63.50 $31,750.00 $57.71 $28,855.00 $59.95 $29,975.00 MnDOT Mix SPNWB430B 3,450 Tons $50.00 $172,500.00 $56.30 $194,235.00 $56.00 $193,200.00 $59.70 $205,965.00 $57.65 $198,892.50 $54.50 $188,025.00 MnDOT Mix SPWEA440B 3,450 Tons $60.00 $207,000.00 $63.00 $217,350.00 $66.25 $228,562.50 $67.45 $232,702.50 $66.96 $231,012.001 $61.30 $211,485.00 MnDOT Mix SPWEA430B 2,000 Tons $60.00 $120,000.00 $63.90 $127,800.00 $66.85 $133,700.00 $64.30 $128,600.00 $66.59 $133,180.00 $64.85 $129,700.00 MnDOT Mix SPWEA430A 1,100 Tons $66.00 $72,600.00 $65.65 $72,215.00 $69.00 $75,900.00 $65.95 $72,545.00 $68.14 $74,954.00 $66.65 $73,315.00 Bituminous Edge Milling 5,000 L.F. $1.30 $6,500.00 $1.69 $8,450.00 $6.21 $31,050.00 $1.45 $7,250.00 $1.85 $9,250.00 $1.18 $5,900.00 Bituminous Full Depth Milling 231,000 Sq.Yd. $0.80 $184,800.00 $0.83 $191,730.00 $0.85 $196,350.00 $1.19 $274,890.00 $1.00 $231,000.00 $0.73 $168,630.00 Joint Adhesive(mastic) 8,500 Sq.Yd. $0.60 $5,100.00 $0.67 $5,695.00 $0.88 $7,480.00 $0.76 $6,460.00 $0.80 $6,800.00 $0.78 $6,630.00 Traffic Control Lump Sum $19,500.00 $40,000.00 $65,591.90 $36,350.00 $27,500.00 $25,400.00 TOTAL BASE BID $1,899,500.00 $2,099,125.00 $2,158,334.40 $2,172,612.50 $2,125,333.50 $2,036,060.00 G:Engineering/IC#s/07-5699/"Overlay Bid Tab-2007" CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 14702 ITEM NO.: VIII.H. Rick Wahlen Award Contract to TMI Coatings, Inc. for the Public Works/ Reconditioning of Baker Road Water Storage Reservoir in the Amount of$807,350 Requested Action Move to: Award Contract to TMI Coatings, Inc. for the Reconditioning of Baker Road Water Storage Reservoir in the Amount of$807,350. Synopsis Bids were received on Tuesday May 6, 2014 for the Cleaning, Repairing, and Painting of the Baker Road 2 Million Gallon Water Storage Reservoir. Three bids were received and are tabulated as indicated on the attached Bid Tabulation. Background Information This project consists of grinding off welding scabs, repairing existing welds, sandblasting, and repainting the interior and exterior of the tank and all attached steel ladders and antenna mounting brackets. One bid was disqualified as incomplete due to failure to acknowledge and consider data presented in Addendum No. 1. Two alternates were presented: Alternate A called for the interior repairs and tank painting this spring to be completed by July 11, 2014 followed by exterior painting to begin this fall on September 15, 2014 after the summer irrigation demand had reached its anticipated peak. Alternate B allowed for the repairs and painting of the tank to be performed in a single phase beginning August 11, 2014, the latest date that would allow the contractors sufficient time to complete the project before winter. Staff recommends the split- season alternate, which provides greater flexibility in providing water service to the public and is less-likely to result in water shortages or supply concerns arising from diminished storage during peak usage times. The split-season option is $10,000 more expensive than doing the job all at once, but staff believes the potential for a summer water shortage by accepting the lower-cost option is not worth the risk. The low bid for the split-season alternate is approximately 13% lower than the Engineer's Estimate. The project is anticipated to start in late May and will be substantially complete by October 17, 2014. Attachments • Recommendation of Award • Bid Tabulation KCI Kolimer Consultants, Inc. 7494 253rd Avenue NE, Engineering, Coatings & Inspection Services Stacy, MN 55079 Phone: (651) 462-7266 Fax: (651) 462-3249 May 16, 2014 Mr. Rick Walhen By: Email Manager of Utility Operations 14100 Technology Drive Eden Prairie, MN 55344 Re: Tank Reconditioning Project 2.0 MMG Steel Ground Storage Reservoir Baker Road Reservoir City Project No. 14702 KCI Project No. 14MN138 Bid Evaluation Dear Mr. Walhen: The bid opening for the above referenced project was held on May 6, 2014 at 2:00 p.m. The following three (3) bids were received as follows: BIDDER Total Bid Amount Alternate "A" Alternate "B" M. K. Painting, Inc. Non-Complete Bid Non-Complete Bid Disqualified Disqualified TMI Coatings, Inc. $ 807,350 $ 797,350 Classic Protective Coatings, Inc. 1,193,725 1,143,725 The Engineer's cost estimate for this project was $926,850.00. .KCI recommends that TMI Coatings, Inc., be awarded the contract for the Cleaning, Repairing and Painting of the 2.0 MMG Steel Ground Storage Reservoir, Baker Road Reservoir, City Project No, 14702, KCI Project No. 14MN138 for either Alternate "A" for the Bid of $807,350.00 or Alternate "B" for the Bid of $797,350.00. I called TMI Coatings, Inc.. Thursday May 8, 2014 and asked them if their Bid was correct and they said Yes. We have reviewed the qualifications supplied by TMI Coatings, Inc., KCI finds they meet the requirements of the Project Specifications. It is our understanding the Notice of Award and the Contract Documents will be sent to the Contractor you select by the City. If you have any questions regarding KCI's recommendation please call me at 651/462-7266. Sincerely, KOLLMER CONSULTANTS, INC. Robert E. Kollmer, President Certified NACE International Coatings Inspector No. 1291 BID TABULATION SHEET City of Eden Prairie, Minnesota Specification for Cleaning, Repairing and Painting, 2.0 MMG Steel Ground Storage Reservoir Baker Road Reservoir Contract No. 14702 ALTERNATE "A" Bidder 5% Add. ITEM#1 ITEM#2 ITEM#3 ITEM#4 ITEM# Bid #1 Structural Surface Repairs Interior Abrasive Exterior Abrasive Submersible TOTAL AMOUNT OF Bond Modifications per 115 Man Hours Blasting and Blast and Coating Mixer BID Section $ mn/hr Coating Engineers Estimate 74,000 17,250 429,500 392,100 16,000 928,850 Abhe & Svoboda, Inc. Did Not Bid Champion Coatings, Inc. Did Not Bid Classic Protective Yes Yes 121,000 11,500 453,100 592,325 15,800 $1,193,725.00 Coatings, Inc. M.K. Painting, Inc. Yes No Non-Complete Bid Disqualified TMI Coatings, Inc. Yes Yes 95,900 11,500 320.000 365,450 14,500 $807,350.00 BID TABULATION SHEET City of Eden Prairie, Minnesota Specification for Cleaning, Repairing and Painting, 2.0 MMG Steel Ground Storage Reservoir Baker Road Reservoir Contract No. 14702 ALTERNATE "B" Bidder 5% Add. ITEM#1 ITEM#2 ITEM#3 ITEM#4 ITEM# Bid #1 Structural Surface Repairs Interior Abrasive Exterior Abrasive Submersible TOTAL AMOUNT OF Bond Modifications per 115 Man Hours Blasting and Blast and Coating Mixer BID Section $ mn/hr Coating Engineers Estimate 74,000 17,250 429,500 392,100 16,000 928,850 Abhe & Svoboda, Inc. Did Not Bid Champion Coatings, Inc. Did Not Bid Classic Protective Yes Yes 121,000 11,500 413,100 582,325 15,800 $1,143,725 Coatings, Inc. M.K. Painting, Inc. Yes No Non-Complete Bid Disqualified TMI Coatings, Inc. Yes Yes 95,900 11,500 315,000 360,450 14.500 $797,350.00 CITY COUNCIL AGENDA DATE: SECTION Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 01-5537 ITEM NO.: VIII.I. Mary Krause Approve Professional Services Agreement Public Works/Engineering with Short Elliott Hendrickson Inc. for Eden Prairie Road Improvements Construction Services Requested Action Move to: Approve the Professional Services Agreement with Short Elliott Hendrickson Inc. for Eden Prairie Road Improvements Construction Services in an amount not to exceed $198,239.40 and further authorize a contingency for the Agreement in the amount up to $71,344.07 without further council action. Synopsis This Professional Services Agreement provides the construction observation, administration and surveying for the Eden Prairie Road Improvement Project. Background Information Improvements to Eden Prairie Road will include street, curb and gutter, storm sewer and water quality features, trails, sidewalk, sanitary sewer and water lines as well as a new creek crossing at Riley Creek. The construction is anticipated to take place beginning in late May with substantial completion done by November 2014 and final completion by July of 2015. Financial Implications The Professional Services Agreement with Short Elliott Hendrickson Inc. has an estimated total cost of$269,583.47 including the contingency. The project is funded through special assessments. Attachment Professional Services Agreement I SEH Building a Betrer World for All of Use' May 12, 2014 RE City of Eden Prairie Eden Prairie Road Reconstruction SEH No. 127827 10.00 Mary Krause Senior Project Engineer City of Eden Prairie 8080 Mitchell Boulevard Eden Prairie, MN 55343 Dear Mary; Thank you for the opportunity to provide construction phase services for the Eden Prairie Road Reconstruction Project(Project).We will provide the services to the City outlined in the enclosed Task Hour Budget(THB)for a total not-to-exceed fee of$269,583.47. Our fee is built around the fact that we will be in the field providing these services for approximately 20 weeks. While providing these services to the City for many years, we learned that the City expects construction phase services to cost about 10% of estimated construction costs. Please recall that the estimated construction cost reported by the October 8, 2012 feasibility study was$3,274,600. Our fee is 8.23% of that amount. However, since 2012 the City wisely took advantage of opportunities to have developers adjacent to Eden Prairie Road install some of the expensive underground infrastructure included in the study.This fact, combined with favorable bids, reduced the cost of construction at the bid opening to$1,982,394.01. Unfortunately, even with developers installing this infrastructure, the overall construction schedule for the City's contractor remains 20 weeks.Therefore our fee remains $269,583.47 which is 13_6% of this reduced construction cost. We will do our best to look for ways to responsibly cut back our efforts in the field to achieve a fee of $198,000 or about 10%of the reduced construction cost. If cutting back does not seem feasible, and before we would exceed$198,000, we will notify the City to review if there are other ways to cut back, Our total not-to-exceed fee of$269,583.47 includes reimbursable expenses. We will bill you monthly on an hourly basis for our labor and reimbursable expenses. Our anticipated project production schedule is given in the table below. Work Item Work Work Item Description Work item Key Item No, Milestone Date 1 Construction Contract Award May 13, 2014 2 Pre-Construction Meetin! Late-Ma 3 Major Construction Begins June 16 4 Achieve Substantial Project Completion November 2014 5 Achieve Final Project Completion June 2015 Eirp,ineers I architects I planners l Scientists Short Elliott Hendrickson Inc.,10901 Red Circle Or Ivr±,Suite 00,Minnetanks,MN 55343.9302 r EIH Is 100%errwi7lapee-owned I sohlnc.coin 1952 912.2600 I i9DO.134.5757 1 888.9015.8166 fax Mary Krause May 12, 2014 Page 2 We will complete our work in accordance with the City's Standard Agreement for Professional Services (Agreement). This letter proposal is an exhibit to that Agreement. An executed Agreement is enclosed. If this Agreement defines our role in this project to the satisfaction of the City, please sign and date both Agreements returning one to me at the address shown on this letterhead. In the meantime, please contact me at 952.912.2607 or cmckenzie@sehinc.com with questions or comments. Thanks for the opportunity to continue to assist the City with this project. Sincerely, SHORT ELLIOTT HENDRICKSON INC. Christopher McKenzie Project Manager pj p3 c: Paul Pasko, SEH p:\ae\e\edenp\127827\1-genl\10-contracts\proposal\final\eden prairie road construction services proposal letter revised 05 14 14.docx SEH Task Hour Budget City of Eden Prairie Eden Prairie Road Reconstruction Construction Phase Services May 12, 2014 ESTIMATED HOURS ESTIMATED CLIENT PROJECT RESIDENT PROJECT SURVEY SURVEY COST PROJECT TASKS SERVICE MANAGER REPRESENTATIVE CREW CHIEF INSTRUMENT ADMIN TECH MANAGER OPERATOR 1.0 Finish Design Phase Services 1.1 Complete Design Phase Services(1) 48 5 5 Subtotal Hours 48 5 5 58 Subtotal Labor Cost $4,890 $536 $472 $5,897 2.0 Construction Staking 2.1 Preconstruction-May 26 to June 16,2014(3 weeks) 2.1.1 Establish Horizontal/Vertical Control 6 6 2.2 Summer Construction Period-June 16 to October 10, 2014(18 weeks) 2.2.1 Grading Stakes 35 35 2.2.2 Storm Sewer&Cut Sheets 30 30 2.2.3 Watermain 15 15 2.2.4 Sanitary Sewer&Cut Sheets 16 16 2.2.5 Curb and Gutter 25 25 2.3 2015 Infiltration Grading Staking and As-Builts 15 15 Subtotal Hours 142 142 284 Subtotal Labor Cost $15,208 $8,499 $23,707 3.0 Construction Observation(RPR)(2)(4)(5) 3.1 Preconstruction-May 26 to June 16,2014(3 weeks) 120 3.2 Stage 1 Summer Construction Period-June 16,2014 to August 9,2014(8 weeks;average 55 hours per week) (14) 440 3.3 Stages 2&3 Summer Construction Period-August 11, 2014 to October 31,2014(12 weeks;average 50 hours per week)(14) 600 3.4 Clean Up Period-November 3 to November 28,2014(4 weeks) 100 3.5 Final Completion Period(Field)-May 1 to June 30, 2014(8 weeks)(9)(10) 120 Subtotal Hours 1380 1,380 Subtotal Labor Cost $173,880 $173,880 4.0 Construction Administration(2)(3)(5)(6)(7) 4.1 Preconstruction-May 26 to June 16,2014(3 weeks)(8) 4 50 15 4.2 Summer Construction Period-June 16 to October 31, 2014(20 weeks) 10 200 40 4.3 Clean Up Period-November 3 to November 28,2014(4 weeks) 5 40 8 4.4 Final Completion Period(Field)-May 1 to June 30, 2014(8 weeks)(9)(10) 10 80 16 4.5 Provide As-built Drawings(11)(12) 40 40 Subtotal Hours 29 410 40 79 558 Subtotal Labor Cost $5,443 $41,767 $5,040 $7,453 $59,703 CLIENT SURVEY SERVICE PROJECT RESIDENT PROJECT SURVEY ESTIMATED INSTRUMENT ADMIN TECH MANAGER MANAGER REPRESENTATIVE CREW CHIEF OPERATOR COST PROJECT COST SUMMARY Subtotal Hours 29 458 1,420 147 142 84 2,280 Subtotal Labor Cost $5,443 $46,657 $178,920 $15,744 $8,499 $7,925 $263,187 Subtotal Expenses(13) $6,396.75 TOTAL COST ASSOCIATED WITH THIS PROPOSAL: $269,583.47 Page 1 of 4 P:\AE\E\Edenp\127827\1-genl\10-contracts\Proposal\final\[THB Eden Prairie Road Construction Services.xlsx]Hours-Costs (1)Concurrent with the email to Rod Rue dated April 3,2014 at 1:35 pm and attachments outlining the reasons for 86,000.00. (2)This task assumes that the City will secure independent material testing services and make these services available to SEH. (3)SEH will prepare and deliver construction update newsletters to the City for mailing (4)Assumes SEH will provide 1 RPR (5)For each Application for Payment(AFP)SEH will use its format for tracking monthly quantities per City funding source,the City's format for the cover sheet of the AFP,and the SEH format for the AFP's subsequent pages. (6)SEH assumes preparation of three(3)resident update newsletters.One newsletter will be distributed after the award of the project and two(2)subsequent newsletters to the entire neighborhood. (7)Task includes scheduling and conducting a pre-construction meeting,preparing and sending the City minutes of pre-construction meeting for distribution,attending weekly on site progress meetings,preparing and sending the City minutes of those meetings for distribution,preparing applications for payments,preparing any necessary change orders, and the preparation of as-built drawings. (8)Includes hours to review contractor submittals. (9)Includes warranty punchlist review and coordination (10)This task includes time for a walkthrough of the project with City staff following substantial completion. (11)As-built information will be provided to the City and will include as built plansheets in pdf and AutoCAD files of proposed utilities line work. (12)Includes hours to gather as-built information. (13)Reimbursable expenses includes mileage,auto allowance,survey equipment and vehicle charges,and printing costs. (14)Stages are defined in the Reconstruction of Eden Prairie Road Plans,dated 4/4/14. Page 2 of 4 Standard Agreement for Professional Services This Agreement ("Agreement") is made on the 20 day of ay , 20 14 between the City of Eden Prairie, Minnesota (hereinafter "City"), whose business address is 8080 Mitchell Road, Eden Prairie, MN 55344, and Short El I i oft Hendr i ckson, I ,nc. a Minnesota Consul t i ng Engi neer i ng Fi r n'(hereinafter "Consultant") whose business address is 10901 Red a r Dr i ve Suite 300 M nnet onka MV 55343 Preliminary Statement The City has adopted a policy regarding the selection and hiring of consultants to provide a variety of professional services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the provision of professional services by Consultant for Eden Pr ai r i e Road Reconst r uct i on Const r uct i on Phase svchereinafter referred to as the "Work". The City and Consultant agree as follows: 1. Scope of Work. The Consultant agrees to provide the professional services shown in Exhibit A ( I et t er dat ed May 12, 2014 ) in connection with the Work. The terms of this Agreement shall take precedence over any provisions of the Consultants proposal and/or general conditions. If the Consultants proposal is attached as the Exhibit A Scope of Work, City reserves the right to reject any general conditions in such proposal. 2. Term. The term of this Agreement shall be fromy 20, 2014 through June 30, 2015 the date of signature by the parties notwithstanding. This Agreement may be extended upon the written mutual consent of the parties for such additional period as they deem appropriate, and upon the terms and conditions as herein stated. 3. Compensation for Services. City agrees to pay the Consultant on an hourly basis plus expenses in a total amount not to exceed $269, 583. 47 for the services as described in Exhibit A. A. Any changes in the scope of the work which may result in an increase to the compensation due the Consultant shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. B. Special Consultants may be utilized by the Consultant when required by the complex or specialized nature of the Project and when authorized in writing by the City. C. If Consultant is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time for performance shall be extended by a period of time lost by reason of the delay. Consultant will be entitled to payment for its reasonable additional charges, if any, due to the delay. 4. City Information. The City agrees to provide the Consultant with the complete information concerning the Scope of the Work and to perform the following services: A. Access to the Area. Depending on the nature of the Work, Consultant may from time to time require access to public and private lands or property. As may be necessary, the City shall obtain access to and make all provisions for the Consultant to enter upon public and private lands or property as required for the Consultant to perform such services necessary to complete the Work. B. Consideration of the Consultant's Work. The City shall give thorough consideration to all reports, sketches, estimates, drawings, and other documents presented by the Consultant, and shall inform the Consultant of all decisions required of City within a reasonable time so as not to delay the work of the Consultant. C. Standards. The City shall furnish the Consultant with a copy of any standard or criteria, including but not limited to, design and construction standards that may be required in the preparation of the Work for the Project. D. City's Representative. A person shall be appointed to act as the City's representative with respect to the work to be performed under this Agreement. He or she shall have complete authority to transmit instructions, receive information, interpret, and define the City's policy and decisions with respect to the services provided or materials, equipment, elements and systems pertinent to the work covered by this Agreement. 5. Method of Payment. The Consultant shall submit to the City, on a monthly basis, an itemized invoice for professional services performed under this Agreement. Invoices submitted shall be paid in the same manner as other claims made to the City for: A. Progress Payment. For work reimbursed on an hourly basis, the Consultant shall indicate for each employee, his or her name, job title, the number of hours worked, rate of pay for each employee, a computation of amounts due for each employee, and the total amount due for each project task. Consultant shall verify all statements submitted for payment in compliance with Minnesota Statutes Sections 471.38 and 471.391. For reimbursable expenses, if provided for in Exhibit A, the Consultant shall provide an itemized listing and such documentation as reasonably required by the City. Each invoice shall contain the City's project number and a progress summary showing the original (or amended) amount of the contract, current billing, past payments and unexpended balance of the contract. B. Suspended Work. If any work performed by the Consultant is suspended in whole or in part by the City, the Consultant shall be paid for any services set forth on Exhibit A performed prior to receipt of written notice from the City of such suspension. C. Payments for Special Consultants. The Consultant shall be reimbursed for the work of special consultants, as described herein, and for other items when authorized in writing by the City. Standard Agreement for Professional Services 2014.04 Page 2 of 8 D. Claims. To receive any payment on this Agreement, the invoice or bill must include the following signed and dated statement: "I declare under penalty of perjury that this account, claim, or demand is just and correct and that no part of it has been paid." 6. Project Manager and Staffing. The Consultant has designated Chr i S NtKenzi e and John Kepper s to serve on the Project. They shall be assisted by other staff members as necessary to facilitate the completion of the Work in accordance with the terms established herein. Consultant may not remove or replace the designated staff from the Project without the approval of the City. 7. Standard of Care. Consultant shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Consultant shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Consultant's breach of this standard of care. Consultant shall put forth reasonable efforts to complete its duties in a timely manner. Consultant shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Agreement. Consultant shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties. 8. Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Consultant under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the City's prior written approval. The books, records, documents and accounting procedures and practices of the Consultant or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Consultant in performing any of the functions of the City during performance of this Agreement is subject to the requirements of the Data Practice Act and Consultant shall comply with those requirements as if it were a government entity. All subcontracts entered into by Consultant in relation to this Agreement shall contain similar Data Practices Act compliance language. 9. Termination. This Agreement may be terminated by either party by seven (7) days written notice delivered to the other party at the address written above. Upon termination under this provision, if there is no fault of the Consultant, the Consultant shall be paid for services rendered and reimbursable expenses until the effective date of termination. If however, the City terminates the Agreement because the Consultant has failed to perform in accordance with this Agreement, no further payment shall be made to the Consultant, and the City may retain another consultant to undertake or complete the Work identified herein. 10. Subcontractor. The Consultant shall not enter into subcontracts for services provided under this Agreement except as noted in the Scope of Work, without the express written consent of the City. The Consultant shall pay any subcontractor involved in the Standard Agreement for Professional Services 2014.04 Page 3 of 8 performance of this Agreement within ten (10) days of the Consultant's receipt of payment by the City for undisputed services provided by the subcontractor. If the Consultant fails within that time to pay the subcontractor any undisputed amount for which the Consultant has received payment by the City, the Consultant shall pay interest to the subcontractor on the unpaid amount at the rate of 1.5 percent per month or any part of a month. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. For an unpaid balance of less than $100, the Consultant shall pay the actual interest penalty due to the subcontractor. A subcontractor who prevails in a civil action to collect interest penalties from the Consultant shall be awarded its costs and disbursements, including attorney's fees, incurred in bringing the action. 11. Independent Consultant. Consultant is an independent contractor engaged by City to perform the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate for the performance of its obligations pursuant to this Agreement, who shall be employees, and under the direction, of Consultant and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf of City, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Consultant an employee of the City. 12. Insurance. a. General Liability. Prior to starting the Work, Consultant shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Consultant or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Consultant shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products — Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 Standard Agreement for Professional Services 2014.04 Page 4 of 8 c. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by subcontractors. d. Professional Liability Insurance. In addition to the coverages listed above, Consultant shall maintain a professional liability insurance policy in the amount of $2,000,000. Said policy need not name the City as an additional insured. It shall be Consultant's responsibility to pay any retention or deductible for the professional liability insurance. Consultant agrees to maintain the professional liability insurance for a minimum of two (2) years following termination of this Agreement. e. Consultant shall maintain "stop gap" coverage if Consultant obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. f. All policies, except the Worker's Compensation Policy, Automobile Policy, and Professional Liability Policy, shall name the "City of Eden Prairie" as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. g. All policies, except the Professional Liability Policy, shall apply on a "per project" basis. h. All polices shall contain a waiver of subrogation in favor of the City. i. All policies, except for the Worker's Compensation Policy and the Professional Liability Policy, shall be primary and non-contributory. j. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Consultant under this Agreement. k. Consultant agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City's written acceptance of the Work. I. It shall be Consultant's responsibility to pay any retention or deductible for the coverages required herein. m. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the City, except that if the cancellation or non- renewal is due to non-payment, the coverages may not be terminated or non- renewed without ten (10) days' prior notice to the City. Standard Agreement for Professional Services 2014.04 Page 5 of 8 n. Consultant shall maintain in effect all insurance coverages required under this Paragraph at Consultant's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. o. A copy of the Consultant's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Consultant's Work. Upon request a copy of the Consultant's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Consultant has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Consultant of any deficiencies in such documents and receipt thereof shall not relieve Consultant from, nor be deemed a waiver of, City's right to enforce the terms of Consultant's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. p. Effect of Consultant's Failure to Provide Insurance. If Consultant fails to provide the specified insurance, then Consultant will defend, indemnify and hold harmless the City, the City's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City (including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Consultant, its subcontractors, agents, employees or delegates. Consultant agrees that this indemnity shall be construed and applied in favor of indemnification. Consultant also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity, the City may require Consultant to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Consultant's insurance company. Consultant will take the action required by the City within fifteen (15) days of receiving notice from the City. 13. Indemnification. Consultant will defend and indemnify City, its officers, agents, and employees and hold them harmless from and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by Consultant, its agents, contractors and employees, or any negligent or intentional act or Standard Agreement for Professional Services 2014.04 Page 6 of 8 omission performed, taken or not performed or taken by Consultant, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Consultant harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 14. Ownership of Documents. All plans, diagrams, analyses, reports and information generated in connection with the performance of the Agreement ("Information") shall become the property of the City, but Consultant may retain copies of such documents as records of the services provided. The City may use the Information for its purposes and the Consultant also may use the Information for its purposes. Use of the Information for the purposes of the project contemplated by this Agreement ("Project") does not relieve any liability on the part of the Consultant, but any use of the Information by the City or the Consultant beyond the scope of the Project is without liability to the other, and the party using the Information agrees to defend and indemnify the other from any claims or liability resulting therefrom. 15. Non-Discrimination. During the performance of this Agreement, the Consultant shall not discriminate against any employee or applicants for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Consultant shall post in places available to employees and applicants for employment, notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The Consultant shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Consultant further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 16. Compliance with Laws and Regulations. In providing services hereunder, the Consultant shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions of services to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. 17. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in effect. A request for mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or legal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof. 18. Assignment. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. Standard Agreement for Professional Services 2014.04 Page 7 of 8 19. Services Not Provided For. No claim for services furnished by the Consultant not specifically provided for herein shall be honored by the City. 20. Severability. The provisions of this Agreement are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Agreement. 21. Entire Agreement. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided Herein. 22. Waiver. Any waiver by either party of a breach of any provisions of this Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. 23. Governing Law. This Agreement shall be controlled by the laws of the State of Minnesota. 24. Conflicts. No salaried officer or employee of the City and no member of the Council of the City shall have a financial interest, direct or indirect, in this Agreement. The violation of this provision renders the Agreement void. 25. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be considered an original. Executed as of the day and year first written above. CITY OF EDEN PRAIRIE Mayor City Manager FIRM NAM B . Its: Pit i<< P� Standard Agreement for Professional Services 2014.04 Page 8 of 8 CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: 11-5838 Approve ITEM NO.: VIII.J. Carter Schulze Professional Services Agreement with Short Elliott Hendrickson, Inc. for Burr Ridge Public Works/Engineering Storm Sewer Improvements Design Services Requested Action Move to: Approve the Professional Services Agreement with Short Elliott Hendrickson, Inc. for Burr Ridge Storm Sewer Improvements Design Services in an amount not to exceed$52,831.19 and further authorize a contingency for the Agreement in an amount up to $20,000 without further council action. Synopsis This Professional Services Agreement provides design and bidding phase services for an ultimate improvement to the storm sewer on Burr Ridge Lane as well as emergency design, coordination and construction observation services due to the recent slope failure which occurred and threatens two houses adjacent to the storm sewer. Background Information City storm sewer carries roadway drainage along Burr Ridge Lane, continues between 11201 and 11211 Burr Ridge Lane, runs over a steep bluff and outlets into Purgatory Creek. A combination of poor slope stability, deteriorated storm sewer, and steep slopes has caused the soil material to fail around the storm sewer from the bottom of the bluff up to the top of the slope creating a washout within approximately 22-feet from an adjacent house. Immediate action was required to coordinate contractors to stabilize the area at the top of the slope and begin design of both a temporary solution as well as an ultimate solution. Since Short Elliott Hendrickson, Inc. was planned to be the designer of the ultimate solution to this issue, they were authorized to begin working on this emergency situation. Financial Implications The Professional Services Agreement with Short Elliott Hendrickson, Inc. has an estimated total cost of$72,831.19 including the contingency. This project is funded by the roadway drainage fund. Attachment Professional Services Agreement Standard Agreement for Professional Services This Agreement ("Agreement") is made on the 20 day ofY , 20 14 between the City of Eden Prairie, Minnesota (hereinafter "City"), whose business address is 8080 Mitchell Road, Eden Prairie, MN 55344, and Short El I i oft Hendr i ckson, I ,nc. a Minnesota Consul t i ng Engi neer i ng Fi r m(hereinafter "Consultant") whose business address is 10901 Red a r Dr i ve Suite 300 M nnet onka MV 55343 Preliminary Statement The City has adopted a policy regarding the selection and hiring of consultants to provide a variety of professional services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the provision of professional services by Consultant for Burr Po dge St or m Sewer I npr overrent s hereinafter referred to as the "Work". The City and Consultant agree as follows: 1. Scope of Work. The Consultant agrees to provide the professional services shown in Exhibit A ( I et t er dat ed [Ay 14, 2014 ) in connection with the Work. The terms of this Agreement shall take precedence over any provisions of the Consultants proposal and/or general conditions. If the Consultants proposal is attached as the Exhibit A Scope of Work, City reserves the right to reject any general conditions in such proposal. 2. Term. The term of this Agreement shall be fromy 20, 2014 through nay 31 , 2015 the date of signature by the parties notwithstanding. This Agreement may be extended upon the written mutual consent of the parties for such additional period as they deem appropriate, and upon the terms and conditions as herein stated. 3. Compensation for Services. City agrees to pay the Consultant on an hourly basis plus expenses in a total amount not to exceed $72, 813. 19 for the services as described in Exhibit A. A. Any changes in the scope of the work which may result in an increase to the compensation due the Consultant shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. B. Special Consultants may be utilized by the Consultant when required by the complex or specialized nature of the Project and when authorized in writing by the City. C. If Consultant is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time for performance shall be extended by a period of time lost by reason of the delay. Consultant will be entitled to payment for its reasonable additional charges, if any, due to the delay. 4. City Information. The City agrees to provide the Consultant with the complete information concerning the Scope of the Work and to perform the following services: A. Access to the Area. Depending on the nature of the Work, Consultant may from time to time require access to public and private lands or property. As may be necessary, the City shall obtain access to and make all provisions for the Consultant to enter upon public and private lands or property as required for the Consultant to perform such services necessary to complete the Work. B. Consideration of the Consultant's Work. The City shall give thorough consideration to all reports, sketches, estimates, drawings, and other documents presented by the Consultant, and shall inform the Consultant of all decisions required of City within a reasonable time so as not to delay the work of the Consultant. C. Standards. The City shall furnish the Consultant with a copy of any standard or criteria, including but not limited to, design and construction standards that may be required in the preparation of the Work for the Project. D. City's Representative. A person shall be appointed to act as the City's representative with respect to the work to be performed under this Agreement. He or she shall have complete authority to transmit instructions, receive information, interpret, and define the City's policy and decisions with respect to the services provided or materials, equipment, elements and systems pertinent to the work covered by this Agreement. 5. Method of Payment. The Consultant shall submit to the City, on a monthly basis, an itemized invoice for professional services performed under this Agreement. Invoices submitted shall be paid in the same manner as other claims made to the City for: A. Progress Payment. For work reimbursed on an hourly basis, the Consultant shall indicate for each employee, his or her name, job title, the number of hours worked, rate of pay for each employee, a computation of amounts due for each employee, and the total amount due for each project task. Consultant shall verify all statements submitted for payment in compliance with Minnesota Statutes Sections 471.38 and 471.391. For reimbursable expenses, if provided for in Exhibit A, the Consultant shall provide an itemized listing and such documentation as reasonably required by the City. Each invoice shall contain the City's project number and a progress summary showing the original (or amended) amount of the contract, current billing, past payments and unexpended balance of the contract. B. Suspended Work. If any work performed by the Consultant is suspended in whole or in part by the City, the Consultant shall be paid for any services set forth on Exhibit A performed prior to receipt of written notice from the City of such suspension. C. Payments for Special Consultants. The Consultant shall be reimbursed for the work of special consultants, as described herein, and for other items when authorized in writing by the City. Standard Agreement for Professional Services 2014.04 Page 2 of 8 D. Claims. To receive any payment on this Agreement, the invoice or bill must include the following signed and dated statement: "I declare under penalty of perjury that this account, claim, or demand is just and correct and that no part of it has been paid." 6. Project Manager and Staffing. The Consultant has designated Chr i S M Kenzi e and Br i an Al br echt to serve on the Project. They shall be assisted by other staff members as necessary to facilitate the completion of the Work in accordance with the terms established herein. Consultant may not remove or replace the designated staff from the Project without the approval of the City. 7. Standard of Care. Consultant shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Consultant shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Consultant's breach of this standard of care. Consultant shall put forth reasonable efforts to complete its duties in a timely manner. Consultant shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Agreement. Consultant shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties. 8. Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Consultant under this Agreement which the City requests to be kept confidential, shall not be made available to any individual or organization without the City's prior written approval. The books, records, documents and accounting procedures and practices of the Consultant or other parties relevant to this Agreement are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Consultant in performing any of the functions of the City during performance of this Agreement is subject to the requirements of the Data Practice Act and Consultant shall comply with those requirements as if it were a government entity. All subcontracts entered into by Consultant in relation to this Agreement shall contain similar Data Practices Act compliance language. 9. Termination. This Agreement may be terminated by either party by seven (7) days written notice delivered to the other party at the address written above. Upon termination under this provision, if there is no fault of the Consultant, the Consultant shall be paid for services rendered and reimbursable expenses until the effective date of termination. If however, the City terminates the Agreement because the Consultant has failed to perform in accordance with this Agreement, no further payment shall be made to the Consultant, and the City may retain another consultant to undertake or complete the Work identified herein. 10. Subcontractor. The Consultant shall not enter into subcontracts for services provided under this Agreement except as noted in the Scope of Work, without the express written consent of the City. The Consultant shall pay any subcontractor involved in the Standard Agreement for Professional Services 2014.04 Page 3 of 8 performance of this Agreement within ten (10) days of the Consultant's receipt of payment by the City for undisputed services provided by the subcontractor. If the Consultant fails within that time to pay the subcontractor any undisputed amount for which the Consultant has received payment by the City, the Consultant shall pay interest to the subcontractor on the unpaid amount at the rate of 1.5 percent per month or any part of a month. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. For an unpaid balance of less than $100, the Consultant shall pay the actual interest penalty due to the subcontractor. A subcontractor who prevails in a civil action to collect interest penalties from the Consultant shall be awarded its costs and disbursements, including attorney's fees, incurred in bringing the action. 11. Independent Consultant. Consultant is an independent contractor engaged by City to perform the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate for the performance of its obligations pursuant to this Agreement, who shall be employees, and under the direction, of Consultant and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf of City, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Consultant an employee of the City. 12. Insurance. a. General Liability. Prior to starting the Work, Consultant shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Consultant or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Consultant shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products — Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 Standard Agreement for Professional Services 2014.04 Page 4 of 8 c. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by subcontractors. d. Professional Liability Insurance. In addition to the coverages listed above, Consultant shall maintain a professional liability insurance policy in the amount of $2,000,000. Said policy need not name the City as an additional insured. It shall be Consultant's responsibility to pay any retention or deductible for the professional liability insurance. Consultant agrees to maintain the professional liability insurance for a minimum of two (2) years following termination of this Agreement. e. Consultant shall maintain "stop gap" coverage if Consultant obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. f. All policies, except the Worker's Compensation Policy, Automobile Policy, and Professional Liability Policy, shall name the "City of Eden Prairie" as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. g. All policies, except the Professional Liability Policy, shall apply on a "per project" basis. h. All polices shall contain a waiver of subrogation in favor of the City. i. All policies, except for the Worker's Compensation Policy and the Professional Liability Policy, shall be primary and non-contributory. j. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Consultant under this Agreement. k. Consultant agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City's written acceptance of the Work. I. It shall be Consultant's responsibility to pay any retention or deductible for the coverages required herein. m. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the City, except that if the cancellation or non- renewal is due to non-payment, the coverages may not be terminated or non- renewed without ten (10) days' prior notice to the City. Standard Agreement for Professional Services 2014.04 Page 5 of 8 n. Consultant shall maintain in effect all insurance coverages required under this Paragraph at Consultant's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. o. A copy of the Consultant's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Consultant's Work. Upon request a copy of the Consultant's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Consultant has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Consultant of any deficiencies in such documents and receipt thereof shall not relieve Consultant from, nor be deemed a waiver of, City's right to enforce the terms of Consultant's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. p. Effect of Consultant's Failure to Provide Insurance. If Consultant fails to provide the specified insurance, then Consultant will defend, indemnify and hold harmless the City, the City's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City (including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Consultant, its subcontractors, agents, employees or delegates. Consultant agrees that this indemnity shall be construed and applied in favor of indemnification. Consultant also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity, the City may require Consultant to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Consultant's insurance company. Consultant will take the action required by the City within fifteen (15) days of receiving notice from the City. 13. Indemnification. Consultant will defend and indemnify City, its officers, agents, and employees and hold them harmless from and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by Consultant, its agents, contractors and employees, or any negligent or intentional act or Standard Agreement for Professional Services 2014.04 Page 6 of 8 omission performed, taken or not performed or taken by Consultant, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Consultant harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 14. Ownership of Documents. All plans, diagrams, analyses, reports and information generated in connection with the performance of the Agreement ("Information") shall become the property of the City, but Consultant may retain copies of such documents as records of the services provided. The City may use the Information for its purposes and the Consultant also may use the Information for its purposes. Use of the Information for the purposes of the project contemplated by this Agreement ("Project") does not relieve any liability on the part of the Consultant, but any use of the Information by the City or the Consultant beyond the scope of the Project is without liability to the other, and the party using the Information agrees to defend and indemnify the other from any claims or liability resulting therefrom. 15. Non-Discrimination. During the performance of this Agreement, the Consultant shall not discriminate against any employee or applicants for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Consultant shall post in places available to employees and applicants for employment, notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The Consultant shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Consultant further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 16. Compliance with Laws and Regulations. In providing services hereunder, the Consultant shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions of services to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. 17. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in effect. A request for mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or legal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof. 18. Assignment. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. Standard Agreement for Professional Services 2014.04 Page 7 of 8 19. Services Not Provided For. No claim for services furnished by the Consultant not specifically provided for herein shall be honored by the City. 20. Severability. The provisions of this Agreement are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Agreement. 21. Entire Agreement. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided Herein. 22. Waiver. Any waiver by either party of a breach of any provisions of this Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. 23. Governing Law. This Agreement shall be controlled by the laws of the State of Minnesota. 24. Conflicts. No salaried officer or employee of the City and no member of the Council of the City shall have a financial interest, direct or indirect, in this Agreement. The violation of this provision renders the Agreement void. 25. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be considered an original. Executed as of the day and year first written above. CITY OF EDEN PRAIRIE Mayor City Manager FIRM NAM B . Its: Pit i<< P� Standard Agreement for Professional Services 2014.04 Page 8 of 8 J SEH Building a Better World for All of Us' Exhibit A May 14, 2014 RE: City of Eden Prairie Burr Ridge Storm Sewer Improvements SEH No. P-EDENP 127723 10.00 Carter Schulze, PE Senior Project Engineer City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Dear Carter: Thank you for the opportunity to provide design and bidding phase services for the Burr Ridge Storm Sewer Improvements (Project) on behalf of the City of Eden Prairie (City). SCOPE OF WORK We understand the City would like support from SEH in preparation of Bidding Documents for the Project, which include storm sewer improvements, bank repair and stabilization of the eroded bluff at the washout near the toe of slope between 11211 and 11201 Burr Ridge Drive, extending to Purgatory Creek. We have prepared a detailed Task Hour Budget (THB) based on our understanding of the project which contains footnotes of our key assumptions regarding the scope of our work. The following is a description of the proposed major tasks: DATA COLLEC11ON • Collect record drawings of existing storm sewers in the tributary area • Use topographic surveying to supplement and verify LiDAR surface modeling • Investigate project with on-site visits and photograph existing conditions. • Include Watershed District input. DESIGN SERVICES The items listed below are the key design components identified during our initial site visit and are detailed in the attached THB. • Analyze soil boring information, ensure information is adequate and if not, make recommendations for additional testing. Testing firm would contract with the City. • Conduct environmental impact analysis within the project limits. Engineers I Architects I Planners I Scientists Short Elliott Hendrickson Inc.,10901 Red Circle Drive,Suite 300,Minnetonka,MN 55343-9302 SEH is 100%employee-owned I sehinc.com I 952.912.2600 I 800.734.6757 I 888.908.8166 fax Carter Schulze, PE May 14, 2014 Page 2 • Develop a stabilization, grading and restoration plan to fill and grade the eroded area between 11211 and 11201 Burr Ridge Drive toe of slope CMP failure to a uniform line and grade similar to what existed prior to the current erosion. • Due to the existing grade of the bluff, the stability of the slope cannot be greater than pre- washout conditions without extensive and costly construction methods beyond the scope of this Project. • Restore eroded bank areas along the storm sewer outlet using natural landscaping materials and native vegetation. • Complete a hydrologic and hydraulic analysis of the storm sewer system within the drainage area of this outlet. • Televise the existing 24" CMP storm sewer pipe from the Burr Ridge cul-de-sac catch basins down the bluff slope and investigate lining with a smaller, fused HDPE pipe. • Replace or line the existing 24" CMP storm sewer pipe located adjacent to the homes and replace the 48" CMP storm sewer pipe that extends to the creek. • Install a pretreatment system within Burr Ridge Lane to reduce sediment discharge and improve Purgatory Creek water quality. • Opinion of probable costs for the project. CONPENSA11ON We will provide the services to the City as outlined in the enclosed Task Hour Budget (THB)for a not-to-exceed fee of$72,831.19. As we discussed on the telephone May 13, this fee includes a $20,000 contingency for dealing with the still developing situation caused by the May 12 bluff slope failure at this location. Our not-to-exceed fee includes reimbursable expenses. We will bill you monthly on an hourly basis for our labor and reimbursable expenses. We will only proceed with additional work following your authorization. Work shall be done in accordance with the City's Standard Agreement for Professional Services (Agreement). This proposal letter is an exhibit to that Agreement. A filled in and SEH signed copy of this document has been enclosed. SCHEDULE The schedule provided is based on receiving authorization to commence work on May 1, 2014. Date Description _ May 20, 2014 SEH authorized to commence work May—July Final Design _August Bidding Phase September- October Construction Spring 2015 Final Site Restoration CONCLUSION The Agreement and this letter represent the entire understanding between the City and SEH with regards to the project and may only be modified in writing signed by both parties. Carter Schulze, PE May 14, 2014 Page 3 As always, we are looking forward to assisting the City with design and bidding phase services for this project. If this letter satisfactorily defines our role in this project, please have City officials sign and date both Agreements and return one to me at the address shown on this letterhead. In the meantime, please contact me at 952.912.2607 or cmckenzie@sehinc.com with questions or comments. Sincerely, SHORT ELLIOTT HENDRICKSON INC. Christopher McKenzie, PE Project Manager Enclosures c: Paul Pasko, SEH Justin Klabo, SEH Brian Albrecht, SEH S E H Task Hour Budget City of Eden Prairie Burr Ridge Storm Sewer Improvements Design and Bidding Services May 14, 2014 ESTIMATED HOURS ESTIMATED CLIENT PROJECT SENIOR GEOTECH SENIOR WATER WATER SENIOR PROJECT REGISTERED COST PROJECT TASKS SERVICE MANAGER GEOTECH ENGINEER RESOURCES RESOURCES SCIENTIST ENGINEER LAND SURVEYOR ADMIN TECH MANAGER ENGINEER ENGINEER SURVEYOR I Design and Bidding Services 1.0 Data Collection(1) 1.1 Project site visit and photographs 1 6 6 4 1.2 Wetland Delineation(24)(28) 8 1.3 Wetland Delineation Report(28) 20 1.4 Topographic Survey(25) 1 4 1.5 Obtain Lidar and Aerial Photos(2) 1 1.6 Private Utility Data Collection 1 1 1.7 Review Soil Boring(3) 1 2 Subtotal Hours 1 10 8 4 28 4 1 56 Subtotal Labor Cost $188 $1,019 $1,159 $378 $2,520 $373 $94 $5,731 2.0 Stormwater Management and Design (4)(11)(15)(17)(18) 2.1 Data collection and review(20) 1 2 3 1 2.2 Hydrologic and Hydraulic Analysis(7)(11)(22) 14 30 Subtotal Hours 1 16 33 1 51 Subtotal Labor Cost $188 $2,016 $3,119 $94 $5,417 3.0 Construction Access Route Design and Evaluation (5)(6)(7)(8)(9)(30) 3.1 Develop Construction Access Alternative Routes 6 6 4 3.2 Design Chosen Construction Access Route(29) 2 2 1 _ 3.3 Evaluate Permitting Concerns of Alternative Route 2 3.4 Research Parcel and Easement Information for Route (16) 2 2 3.5 Retaining Wall Reconstruction Design along Route (14) 2 16 3.6 Develop Possible Creek Crossing Plan for Route 4 2 8 Subtotal Hours 18 26 1 12 2 59 Subtotal Labor Cost $1,834 $3,767 $126 $1,134 $237 $7,098 Page 1 of 4 ESTIMATED HOURS ESTIMATED CLIENT PROJECT SENIOR GEOTECH SENIOR WATER WATER SENIOR PROJECT REGISTERED COST PROJECT TASKS SERVICE MANAGER GEOTECH ENGINEER RESOURCES RESOURCES SCIENTIST ENGINEER LAND SURVEYOR ADMIN TECH MANAGER ENGINEER ENGINEER SURVEYOR 4.0 Final Design(5)(17)(18)(27) 4.1 Embankment and Stabilization of the Bluff(13) 1 2 2 2 1 1 4.2 Temporary Erosion Control(21) 2 3 4.3 Restoration Along Purgatory Creek 1 1 2 4.4 Coordinate Private Utility Facilities with Final Design 1 4.5 Identify Additional Permanent and Temporary Easement Areas(16) 1 1 4 4.6 Prepare Storm Water Pollution Prevention Plan 1 1 5 4.7 Reconstruction of Burr Ridge Cul-de-sac 1 1 4.8 Route Restoration 2 2 4.9 Traffic Control 1 1 Subtotal Hours 1 10 2 3 3 13 4 4 40 Subtotal Labor Cost $188 $1,019 $357 $435 $378 $1,229 $378 $475 $4,457 5.0 Bidding Document Preparation(18)(26)(27) 5.1 Plan Set _ 2 _ 5.1.1 Complete Detail and Front End Sheets 2 12 15 5.1.2 Complete Plan and Profile Sheets 2 2 5 8 15 5.1.3 Complete Cross Section Sheets 2 15 5.2 Project Manual 4 5.2.1 Front End 4 2 5.2.2 Bidding Requirements 4 2 5.2.3 Specifications 2 2 5.2.4 Special Provisions 2 2 10 4 2 5.2.5 Appendix 2 1 1 _ 2 Subtotal Hours 2 24 5 16 24 45 10 126 Subtotal Labor Cost $375 $2,445 $893 $2,318 $2,268 $4,253 $943 $13,495 6.0 Opinion of Probable Cost(10)(12)(26)(27) 6.1 Quantity Calculations 1 1 1 1 1 2 6.2 Opinion of Probable Cost 1 1 1 1 2 6.3 Grant Application Assistance 1 1 1 2 Subtotal Hours 1 3 2 3 3 6 18 Subtotal Labor Cost $188 $306 $357 $435 $378 $567 $2,230 7.0 Permits(7)(20)(29) 7.1 _Riley Purgatory Bluff Creek Watershed District(21) 1 2 8 1 7.2 Department of Natural Resources(DNR)Permit 1 2 8 1 7.3 Army Corps of Engineers Permit 1 2 11 1 7.4 Wetland Conservation Act(WCA)Permit 1 2 11 1 7.5 National Polutatant Discharge Elimination System (NPDES)Permit 1 2 2 1 Subtotal Hours 5 10 40 5 60 Subtotal Labor Cost $509 $945 $3,600 $472 $5,526 Page 2 of 4 ESTIMATED HOURS ESTIMATED CLIENT PROJECT SENIOR GEOTECH SENIOR WATER WATER SENIOR PROJECT REGISTERED COST PROJECT TASKS SERVICE MANAGER GEOTECH ENGINEER RESOURCES RESOURCES SCIENTIST ENGINEER LAND SURVEYOR ADMIN TECH MANAGER ENGINEER ENGINEER SURVEYOR _ 8.0 Bidding Assistance 8.1 Prepare Ad for Bids 2 8.2 Prepare Electronic Bid Documents 1 1 8.2.1 Plans 1 2 8.2.2 Project Manual 2 8.3 Respond to Bid Inquiries 1 1 8.4 Prepare necessary Addenda 1 1 2 8.5 Attend Bid Opening 2 1 8.6 Prepare Tabulation of Bids 1 3 , 8.7 Print paper copies of plans and project manual 1 2 Subtotal Hours 2 8 3 12 25 Subtotal Labor Cost $375 $815 $284 $1,132 $2,606 9.0 Meetings(22)(27) 9.1 Agency Coordination Meeting 1 1 9.2 Private Utility Meeting 2 1 9.3 Constructability Meeting with Contractors 2 2 2 1 9.4 With Homeowners(22) 2 2 1 9.5 With City Staff 2 5 3 3 1 1 Subtotal Hours 2 12 5 5 3 5 32 Subtotal Labor Cost $375 $1,222 $725 $473 $284 $472 $3,550 CLIENT PROJECT SENIOR GEOTECH SENIOR WATER WATER SENIOR PROJECT REGISTERED ESTIMATED SERVICE MANAGER GEOTECH ENGINEER RESOURCES RESOURCES SCIENTIST ENGINEER LAND SURVEYOR ADMIN TECH COST MANAGER ENGINEER ENGINEER SURVEYOR PROJECT COST SUMMARY Design and Bidding Services Subtotal Hours 10 90 9 61 23 107 68 55 6 4 34 467 Subtotal Labor Cost $1,877 $9,168 $1,607 $8,839 $2,898 $10,112 $6,120 $5,198 $712 $373 $3,208 $50,110 Subtotal Expenses(19)(20) $521.00 CCTV Expenses(23) $2,200.00 SUBTOTAL COST ASSOCIATED WITH THIS PROPOSAL: $52,831.19 CONTINGENCY:(31) $20,000.00 TOTAL COST ASSOCIATED WITH THIS PROPOSAL: $72,831.19 P:\AE\E\Edenp\127723\1-genl\10-contracts1Proposal\[rHB Burr Ridge Storm Sewer Rev 5 14 14.xlsx]Hours-Costs (1)Gopher State One Call design locate included prior to topographic survey. (2)SEH Will obtain State Flown Lidar and County Aerial Imagery (3)SEH use soil boring results already obtained by the City.SEH will determine if more information is needed and coordinate with firm. (4)The City will provide all as-builts,record drawings relating to the work to SEH (5)It is determined that the bottom of the slope is inaccessible on the pipe alignment corridor by both pedestrians and equipment (6)Investigate and develop a reasonable construction access route from a public street to the bottom of the bluff and to the work area. There will be no access between 11211 and 11201 Burr Ridge Lane Page 3 of 4 (7)Access route may involve crossing the Purgatory Creek (8)An access route will need restoration to private property if easements are granted.Restoration could include walls,plantings,etc. (9)SEH will assist the City in Easement discussions with homeowners,but the City will take the lead on obtaining any easements. (10)Assumes 2014 dollars. (11)Final storm sewer design may involve sliplining the existing storm sewer pipe or designing an over ground storm placement down the bluff. (12)Assumes the typical roadway section will match existing Burr Ridge (13)An evaluation of existing geotechnical conditions and recommendations to improve slope conditions will be based on soil boring results and field visit observations. (14)Retaining wall design services assumes salvaging and reinstalling or removing and replacing an existing retaining wall,only if needed for temporary access road. (15)Design will convey a 100-year,Atlas 14 design storm. Detailed storm water runoff volume computations will be prepared. City may grant lower storm design based on findings. (16)SEH will prepare legal descriptions and graphics prepared for temporary and permanent easements needed. (17)Includes erosion control design for construction and post construction. (18)We assume the project will not require stormwater management or treatment facilities other than at Burr Ridge Lane (19)Reimbursable expenses includes mileage,auto allowance,survey equipment and vehicle charges,and printing costs. (20)SEH will prepare permits,and the City will provide checks or payment for all Permit Fees. (21)Assumes Watershed will have implemented new rules,and the project will follow those rules. (22)SEH will prepare exhibits for use by the City at Neighborhood meetings. (23)Assumes CCTV quotes shall be solicited and contracted as a sub-consultant to SEH. The City crews will be utilized at no cost to SEH or the CCTV Contractor if the CCTV Crew has problems retrieving the camera,and excavation or other efforts are necessary to retrieve the camera. (24)Wetland delineation to be completed within the 2014 growing season,and will cover the both sides of Creek for potential construction limits and where access may be needed for equipment to reach the site. (25)The Topographic survey will supplement the Lidar Data (26)Vibration monitoring in the vicinity of the work and pre-condition surveys of 11211 and 11201 Burr Ridge Lane will be included in the Engineers Estimate,Plans and Special Provisions. (27)Develop a stabilization and restoration plan to fill and grade the eroded area around the CMP pipe failure at the toe of the bluff to a configuration similar to that which existed prior to the existing erosion. The stabilization effort will be limited to the pipe erosion area. Because of the pre-existing grade and height of the bluff,the overall stability of the entire slope is likely marginal by typical engineering standards. The grading will not increase the overall stability of the slope beyond that which existed prior to the pipe failure,and thus the overall stability of the entire slope will remain marginal by typical engineering standards. The overall stability of the entire slope cannot easily be increased beyond what existed prior to the pipe failure without extensive efforts. (28)Report submitted as draft to City of Eden Prairie for initial review. Final report will be submitted with a request for field review and approval.Budget includes time for a field review. (29)Permitting completed as needed. Hours assume a normal level of effort,and no mitigation required. If mitigation is required,it is anticipated that wetland bank credits will be used. (30)Alternatives would be sought with Contractor input (31)Contingency is for dealing with the still developing situation caused by the May 12 bluff slope failure at this location. Page 4 of 4 CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: I.C. 01-5537 ITEM NO.: VIII.K. Carter Schulze Award Contract to Northwest Asphalt, Inc. Public Works/Engineering for Burr Ridge Storm Sewer Emergency Repair and Improvement Requested Action Move to: Adopt resolution awarding the contract for the Burr Ridge Storm Sewer Emergency Repair and Improvement Project to Northwest Asphalt, Inc. in the amount of$300,000. Synopsis Emergency landslide repairs have begun due to a slope failure between two houses on Burr Ridge Lane. Two contractors were contacted about working on the project, but only one responded. With the critical nature of the problem, the City agreed to work with the responding contractor. Background Information This project consists of first stabilizing the earth and reducing the threat of further soil failure and property loss, secondly a more permanent engineered solution to the stabilization will be sought and finally the storm sewer system will be restored to an improved condition. Project Cost Summary The project will be funded through the roadway drainage fund. An estimated cost of the project is $300,000, but without engineering analysis and a proper bidding process, this number is only a best guess and will likely increase as design progresses. Attachments Resolution Contract OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- A RESOLUTION AWARDING CONTRACT TO NORTHWEST ASPHALT,INC. FOR BURR RIDGE STORM SEWER EMERGENCY REPAIR AND IMPROVEMENT WHEREAS, the City owns, operates and maintains a storm sewer pipe located on Burr Ridge Lane; and WHEREAS, the storm sewer pipe travels between two homes on Burr Ridge Lane, extends over a steep bluff and outlets into Purgatory Creek; and WHEREAS, the City was in the process of hiring a design firm to provide design and bidding services to reconstruct damaged portions of this storm sewer; and WHEREAS, the soil material surrounding the storm sewer pipe suddenly collapsed and the storm sewer pipe separate at the top from the weight of the soil during a rain storm event on or about May 12, 2014, causing landslide conditions and threatening to expose the foundations of the two homes on Burr Ridge Lane; and WHEREAS, the erosion poses a present risk of compromising the homes' foundations; and WHEREAS, the City solicited quotations from two contractors for work to stabilize and repair the soil; and WHEREAS, Northwest Asphalt, Inc. was the sole contractor to respond to the City's request for quotes; and WHEREAS, Northwest Asphalt, Inc. has been engaged by the City to stabilize the earth and reduce the immediate threat of further soil failure and property loss, and to engineer and implement a permanent solution to restore the storm sewer system to an improved condition; and WHEREAS, the cost of the work to be performed by Northwest Asphalt, Inc. is estimated to be at least$300,000; and WHEREAS, the slope failure is an emergency that has suddenly and unexpectedly arisen and requires speedy remedial action to protect the health, safety, and welfare of the community; and WHEREAS, the emergency posed by the slope failure is present, immediate and existing. NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA as follows: 1. That the recitals set forth above are incorporated herein. 2. That the Council hereby ratifies all actions taken to hire Northwest Asphalt, Inc. to perform emergency repairs. 3. That the City enter into a contract with Northwest Asphalt, Inc. for the emergency repair and improvement of the storm sewer on Burr Ridge Lane and that the Mayor and City Manager are authorized to execute the contract. ADOPTED by the Eden Prairie City Council on the 20th day of May, 2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk Standard Construction Contract This Contract ("Contract") is made on the _20_day of May_, 2014 , between the City of Eden Prairie, Minnesota (hereinafter "City"), whose business address is 8080 Mitchell Road, Eden Prairie, MN 55344, and Northwest Asphalt, Inc., a Minnesota Corporation (hereinafter "Contractor") whose business address is 1451 Stagecoach Road Shakopee, MN 55379. Preliminary Statement The City has adopted a policy regarding the selection and hiring of contractors to provide a variety of services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Contract is to set forth the terms and conditions for the provision of services by Contractor for the Burr Ridge Storm Sewer Emergency Repair and Improvements Project hereinafter referred to as the "Work". The City and Contractor agree as follows: 1. Scope of Work/Proposal. The Contractor agrees to provide, perform and complete all the provisions of the Work in accordance with attached Exhibit A. The terms of this Contract shall take precedence over any provisions of the Contractor's proposal and/or general conditions. 2. Time of Commencement and Completion. The Work to be performed under this Contract shall be commenced immediately after execution of this Contract. The Work shall be completed by June 30, 2014. 3. Compensation for Services. City agrees to pay the Contractor a fixed sum of$300,000 as full and complete payment for the labor, materials and services rendered pursuant to this Contract and as described in Exhibit A. a. Any changes in the scope of the work which may result in an increase to the compensation due the Contractor shall require prior written approval by an authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. b. If Contractor is delayed in performance due to any cause beyond its reasonable control, including but not limited to strikes, riots, fires, acts of God, governmental actions, actions of a third party, or actions or inactions of City, the time for performance shall be extended by a period of time lost by reason of the delay. Contractor will be entitled to payment for its reasonable additional charges, if any, due to the delay. 4. Method of Payment. The Contractor shall submit to the City, on a monthly basis, an itemized invoice for services performed under this Contract. Invoices submitted shall be paid in the same manner as other claims made to the City. a. Invoices. Contractor shall verify all statements submitted for payment in compliance with Minnesota Statutes Sections 471.38 and 471.391. For reimbursable expenses, if provided for in Exhibit A, the Contractor shall provide an itemized listing and such documentation as reasonably required by the City. Each invoice shall contain the City's project number and a progress summary showing the original (or amended) amount of the contract, current billing, past payments and unexpended balance of the contract. b. Claims. To receive any payment on this Contract, the invoice or bill must include the following signed and dated statement: "I declare under penalty of perjury that this account, claim, or demand is just and correct and that no part of it has been paid." c. Final Payment. Final payment, constituting the entire unpaid balance of the Contract Sum, shall be paid by the City to the Contractor when the Work has been completed, the Contract fully performed, and the City accepts the Work in writing. The acceptance of final payment shall constitute a waiver of all claims by the Contractor except those previously made in writing and identified by the Contractor as unsettled at the time of Application for Final Payment. d. Income Tax Withholding. No final payment shall be made to the Contractor until the Contractor has provided satisfactory evidence to the City that the Contractor and each of its subcontracts has complied with the provisions of Minn. Stat. Section 290.92 relating to withholding of income taxes upon wages. A certificate by the Commissioner of Revenue shall satisfy this requirement. 5. Standard of Care. Contractor shall exercise the same degree of care, skill and diligence in the performance of its services as is ordinarily exercised by members of the profession under similar circumstances in Hennepin County, Minnesota. Contractor shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Contractor's breach of this standard of care. Contractor shall put forth reasonable efforts to complete its duties in a timely manner. Contractor shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Contract. Contractor shall be responsible for costs, delays or damages arising from unreasonable delays in the performance of its duties. 6. Project Manager. The Contractor has designated Tyler Enright to Manage the Work. They shall be assisted by other staff members as necessary to facilitate the completion of the Work in accordance with the terms established herein. Contractor may not remove or replace the designated manager without the approval of the City. 7. Condition and Inspection. All goods and other materials furnished under this Contract shall be new and in current manufacture, unless otherwise specified, and all goods and work shall be of good quality, free from faults and defects and in conformance with this Contract. All goods and work not conforming to these requirements shall be considered defective. Goods shall be subject to inspection and testing by the City. Defective goods or goods not in current manufacture may be returned to the Contractor at the Contractor's expense. 8. Correction of Work. The Contractor shall promptly correct all Work rejected by the City as defective or as failing to conform under this Contract whether observed before or after completion of the Work and whether or not fabricated, installed or completed. The Contractor shall bear all costs of correcting such rejected Work. Standard Construction Contract 2014.01 Page 2 of 11 9. Warranty. The Contractor expressly warrants and guarantees to the City that all Work performed and all materials furnished shall be in accord with the Contract and shall be free from defects in materials, workmanship, and operation which appear within a period of one year, or within such longer period as may be prescribed by law or in the terms of the Contract, from the date of City's written acceptance of the Work. The City's rights under the Contractor's warranty are not the City's exclusive remedy. The City shall have all other remedies available under this Contract, at law or in equity. Should any defects develop in the materials, workmanship or operation of the system within the specified period, upon notice from the City, the Contractor agrees, within ten (10) calendar days after receiving written notice and without expense to the City, to repair, replace and in general to perform all necessary corrective Work with regard to the defective or nonconforming Work or materials to the satisfaction of the City. THE FOREGOING SHALL NOT IN ANY MANNER LIMIT THE CITY'S REMEDY OR THE CONTRACTOR'S LIABILITY TO THOSE DEFECTS APPEARING WITHIN THE WARRANTY PERIOD. The Contractor agrees to perform the Work in a manner and at a time so as to minimize any damages sustained by the City and so as to not interfere with or in any way disrupt the operation of the City or the public. The corrective Work referred to above shall include without limitation, (a) the cost of removing the defective or nonconforming Work and materials from the site, (b) the cost of correcting all Work of other Contractors destroyed or damaged by defective or nonconforming Work and materials including the cost of removal of such damaged Work and materials form the site, and (c) the cost of correcting all damages to Work of other Contractors caused by the removal of the defective or nonconforming Work or materials. The Contractor shall post bonds to secure the warranties. 10. Private Property. The Contractor shall not enter upon private property for any purpose without having previously obtained permission from the City. The Contractor shall be responsible for the preservation of, and shall use every precaution to prevent damage to all trees, shrubbery, plants, lawns, fences, culverts, bridges, pavements, driveways, sidewalks, etc.; all water, sewer and gas lines; all conduits; all overhead pole lines or appurtenances thereof; and all other public or private property along or adjacent to the work. 11. Removal of Construction Equipment, Tools and Supplies. At the termination of this Contract, before acceptance of the Work by the City, the Contractor shall remove all of Contractor's equipment, tools and supplies from the property of the City. Should the Contractor fail to remove such equipment, tools and supplies, the City shall have the right to remove them and deduct the cost of removal from any amount owed to Contractor. 12. Suspension of Work by City. The City may at any time suspend the Work, or any part thereof, by giving ten (10) days' notice to the Contractor in writing. The work shall be resumed by the Contractor within ten (10) days after the date fixed in the written notice from the City to the Contractor to resume. If the City's suspension of all or part of the Work causes additional expenses not due to the fault or negligence of the Contractor, the City shall reimburse the Contractor for the additional expense incurred due to suspension of the work. Claims for such compensation, with complete substantiating records, shall be filed with the City within ten (10) days after the date of order to resume Work in order to receive consideration. This paragraph shall not be construed as entitling the Contractor to compensation for delays due to inclement Standard Construction Contract 2014.01 Page 3 of 11 weather, failure to furnish additional surety or sureties specified herein, for suspension made at the request of the Contractor, or for any other delay provided for in this Contract. 13. City's Right to Carry Out the Work. If the Contractor defaults or neglects to carry out the Work in accordance with the Contract or fails to perform any provisions of the Contract, the City may, after ten (10) days written notice to the Contractor and without prejudice to any other remedy the City may have, make good such deficiencies. In such case an appropriate Change Order shall be issued deducting from the payment then or thereafter due the Contractor the cost of correcting such deficiencies. If the payments then or thereafter due the Contractor are not sufficient to cover such amount, the Contractor shall pay the difference to the City. 14. City's Right to Terminate Contract and Complete the Work. The City has the right to terminate this Contract for any of the following reasons: a. The Contractor is adjudged bankrupt, makes a general assignment for the benefit of creditors, or becomes insolvent; b. Failure of Contractor to supply adequate properly skilled workmen or proper materials; c. Failure of Contractor to make prompt payment to subcontractor for material or labor; d. Any disregard of laws, ordinances or proper instructions of the City; e. Assignment or work without permission of the City; f. Abandonment of the work by Contractor; g. Failure to meet the work progress schedule set forth in this Contract; h. Unnecessary delay which, in the judgment of the City, will result in the work not being completed in the prescribed time. Termination of the Contract shall be preceded by ten (10) days written notice by the City to the Contractor and its surety stating the grounds for termination and the measures, if any, which must be taken to assure compliance with the Contract. The Contract shall be terminated at the expiration of such ten (10) day period unless the City Council shall withdraw its notice of termination. Upon termination of the Contract by the City, the City may, without prejudice to any other remedy the City may have, take possession of the site and of all materials, equipment, tools, construction equipment and machinery thereon owned by the Contractor and may finish the Work by whatever methods the City may deem expedient at the Contractor's expense. Upon Contract termination, the Contractor shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the contract price exceeds the expense of finishing the Work, including compensation for additional managerial and administrative services, the excess shall be paid to the Contractor. If such expense exceeds the unpaid balance, the Contractor shall pay the difference to the City. In the event that the Contractor abandons the Work, fails or refuses to complete the Work or fails to pay just claims for labor or material, the City reserves the right to charge against the Contractor all legal, engineering, or other costs resulting from such abandonment, failure or refusal. Legal costs will include the City's cost of prosecuting or defending any suit in connection with such abandonment, failure or refusal, and non-payment of claims wherein the City is made co-defendant, and the Contractor agrees to pay all costs, including reasonable attorney's fees. Standard Construction Contract 2014.01 Page 4 of 11 15. Contractor's RiQht to Terminate Contract. The Contractor may terminate this Contract upon ten (10) days written notice to the City for any of the following reasons: a. If an order of any court or other public authority caused the Work to be stopped or suspended for a period of 90 days through no act or fault of the Contractor or its employees. b. If the City should fail to pay any undisputed sum owed Contractor within forty-five (45) days after the sum becomes due. 16. Performance and Payment Bonds. The Contractor shall post a Performance and Payment Bond each in an amount equal to one hundred percent (100%) of the payments due Contractor to insure the prompt and faithful performance of this Contract by Contractor and to insure prompt payment to the subcontractor and suppliers of the Contractor. The Bonds shall be in a form approved by the City. Contractor shall provide the Bond to the City before commencing work and together with the executed contract document. If the Performance and/or Payment Bond are not submitted as provided herein, this Contract shall be considered void. 17. Subcontractor. The Contractor shall bind every subcontractor and every subcontractor shall agree to be bound by the terms of this Contract as far as applicable to its work, unless specifically noted to the contrary in a subcontract approved in writing as adequate by the City. The Contractor shall pay any subcontractor involved in the performance of this Contract within the ten (10) days of the Contractor's receipt of payment by the City for undisputed services provided by the subcontractor. If the Contractor fails within that time to pay the subcontractor any undisputed amount for which the Contractor has received payment by the City, the Contractor shall pay interest to the subcontractor on the unpaid amount at the rate of 1.5 percent per month or any part of a month. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. For an unpaid balance of less than $100, the Contractor shall pay the actual interest penalty due to the subcontractor. A subcontractor who prevails in a civil action to collect interest penalties from the Contractor shall be awarded its costs and disbursements, including attorney's fees, incurred in bringing the action. 18. Independent Contractor. Contractor is an independent contractor engaged by City to perform the services described herein and as such (i) shall employ such persons as it shall deem necessary and appropriate for the performance of its obligations pursuant to this Contract, who shall be employees, and under the direction, of Contractor and in no respect employees of City, and (ii) shall have no authority to employ persons, or make purchases of equipment on behalf of City, or otherwise bind or obligate City. No statement herein shall be construed so as to find the Contractor an employee of the City. 19. Notice. Required notices to the Contractor shall be in writing, and shall be either hand- delivered to the Contractor, its employees or agents, or mailed to the Contractor by certified mail at the following address: Notices to the City shall be in writing and shall be either hand-delivered or mailed to the City by certified mail at the following address: Standard Construction Contract 2014.01 Page 5 of 11 Carter Schulze, PE City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 Notices shall be deemed effective on the date of receipt. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, 10 days prior to the effective date of such change. 20. Insurance. a. General Liability. Prior to starting the Work, Contractor shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of operations by Contractor or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Contractor shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products — Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Umbrella or Excess Liability $1,000,000 c. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by subcontractors. Standard Construction Contract 2014.01 Page 6 of 11 d. Contractor shall maintain "stop gap" coverage if Contractor obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. e. All policies, except the Worker's Compensation Policy, shall name the "City of Eden Prairie" as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. f. All policies shall apply on a "per project" basis. g. All polices shall contain a waiver of subrogation in favor of the City. h. All policies shall be primary and non-contributory. i. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Contractor under this Contract. j. Contractor agrees to maintain all coverage required herein throughout the term of the Contract and for a minimum of two (2) years following City's written acceptance of the Work. k. It shall be Contractor's responsibility to pay any retention or deductible for the coverages required herein. I. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the City, except that if the cancellation or non- renewal is due to non-payment, the coverages may not be terminated or non- renewed without ten (10) days' prior notice to the City. m. Contractor shall maintain in effect all insurance coverages required under this Paragraph at Contractor's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing. n. A copy of the Contractor's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Contractor's Work. Upon request a copy of the Contractor's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Contractor has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Contractor of any deficiencies in such documents and receipt thereof shall not relieve Contractor from, nor be deemed a waiver of, City's right to enforce the terms of Contractor's obligations hereunder. City reserves the right to examine any policy provided for under this paragraph. o. Effect of Contractor's Failure to Provide Insurance. If Contractor fails to provide the specified insurance, then Contractor will defend, indemnify and hold harmless the Standard Construction Contract 2014.01 Page 7 of 11 City, the City's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City (including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Contractor, its subcontractors, agents, employees or delegates. Contractor agrees that this indemnity shall be construed and applied in favor of indemnification. Contractor also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity, the City may require Contractor to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Contractor's insurance company. Contractor will take the action required by the City within fifteen (15) days of receiving notice from the City. 21. Indemnification. Contractor will defend and indemnify City, its officers, agents, and employees and hold them harmless from and against all judgments, claims, damages, costs and expenses, including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Contract by Contractor, its agents, contractors and employees, or any negligent or intentional act or omission performed, taken or not performed or taken by Contractor, its agents, contractors and employees, relative to this Contract. City will indemnify and hold Contractor harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents or employees. 22. Ownership of Documents. All plans, diagrams, analyses, reports and information generated in connection with the performance of the Contract ("Information") shall become the property of the City, but Contractor may retain copies of such documents as records of the services provided. The City may use the Information for its purposes and the Contractor also may use the Information for its purposes. Use of the Information for the purposes of the project contemplated by this Contract does not relieve any liability on the part of the Contractor, but any use of the Information by the City or the Contractor beyond the scope of this Contract is without liability to the other, and the party using the Information agrees to defend and indemnify the other from any claims or liability resulting therefrom. 23. Non-Discrimination. During the performance of this Contract, the Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Contractor shall post in places available to employees and applicants for employment, notices setting forth the provision of this non- discrimination clause and stating that all qualified applicants will receive consideration for Standard Construction Contract 2014.01 Page 8 of 11 employment. The Contractor shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Contractor further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 24. Mediation. Each dispute, claim or controversy arising from or related to this agreement shall be subject to mediation as a condition precedent to initiating arbitration or legal or equitable actions by either party. Unless the parties agree otherwise, the mediation shall be in accordance with the Commercial Mediation Procedures of the American Arbitration Association then currently in effect. A request for mediation shall be filed in writing with the American Arbitration Association and the other party. No arbitration or legal or equitable action may be instituted for a period of 90 days from the filing of the request for mediation unless a longer period of time is provided by agreement of the parties. Cost of mediation shall be shared equally between the parties. Mediation shall be held in the City of Eden Prairie unless another location is mutually agreed upon by the parties. The parties shall memorialize any agreement resulting from the mediation in a mediated settlement agreement, which agreement shall be enforceable as a settlement in any court having jurisdiction thereof. 25. Audit Disclosure and Data Practices. Any reports, information, data, etc. given to, or prepared or assembled by the Contractor under this Contract which the City requests to be kept confidential, shall not be made available to any individual or organization without the City's prior written approval. The books, records, documents and accounting procedures and practices of the Contractor or other parties relevant to this Contract are subject to examination by the City and either the Legislative Auditor or the State Auditor for a period of six (6) years after the effective date of this Contract. This Contract is subject to the Minnesota Government Data Practice Act, Minnesota Statutes Chapter 13 (Data Practices Act). All government data, as defined in the Data Practices Act Section 13.02, Subd 7, which is created, collected, received, stored, used, maintained, or disseminated by Contractor in performing any of the functions of the City during performance of this Contract is subject to the requirements of the Data Practice Act and Contractor shall comply with those requirements as if it were a government entity. All subcontracts entered into by Contractor in relation to this Contract shall contain similar Data Practices Act compliance language. 26. Rights and Remedies. The duties and obligations imposed by this Contract and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. 27. Assignment. Neither party shall assign this Contract, nor any interest arising herein, without the written consent of the other party. 28. Damages. In the event of a breach of the Contract by City, the Contractor shall not be entitled to recover punitive, special or consequential damages or damages for loss of business. 29. Enforcement. The Contractor shall reimburse the City for all costs and expenses, including without limitation, attorneys' fees paid or incurred by the City in connection with the Standard Construction Contract 2014.01 Page 9 of 11 enforcement by the City during the term of this Contract or thereafter of any of the rights or remedies of the City under this Contract. 30. Severability. The provisions of this Contract are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Contract. 31. Entire Agreement. The entire agreement of the parties is contained herein. This Contract supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Contract shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 32. Waiver. No action nor failure to act by the City or the Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing. 33. Governing Law. This Contract shall be controlled by the laws of the State of Minnesota. 34. Conflicts. No salaried officer or employee of the City and no member of the Council of the City shall have a financial interest, direct or indirect, in this Contract. The violation of this provision renders the Contract void. 35. Counterparts. This Contract may be executed in multiple counterparts, each of which shall be considered an original. 36. Compliance with Laws and Regulations. In providing services hereunder, the Contractor shall abide by statutes, ordinances, rules, and regulations pertaining to the provisions of Work to be provided. Any violation of statutes, ordinances, rules and regulations pertaining to the Work to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. Executed as of the day and year first written above. CITY OF EDEN PRAIRIE Standard Construction Contract 2014.01 Page 10 of 11 Mayor City Manager CONTRACTOR By: Its: Standard Construction Contract 2014.01 Page 11 of 11 CITY COUNCIL AGENDA DATE: SECTION: Consent May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: VIII.M. Jay Lotthammer, Director, Amendment to Professional Services Parks and Recreation Agreement with Hammel, Green and Abrahamson, Inc. for Construction Phase Architectural Services Requested Action Move to: Approve Amendment 5 to the professional services agreement with Hammel, Green and Abrahamson, Inc. (HGA) for architectural services for the construction phase of the aquatics expansion project for a total not to exceed $335,760. Synopsis At the May 7, 2013, City Council Meeting, the City Council approved entering into a professional services agreement with Hammel, Green and Abrahamson, Inc. (HGA) for architectural design services for the Aquatics Expansion. This action authorizes the expansion of the agreement to include the architectural services for the construction phase of the project. Background Following the Feasibility Study and at the direction of the City Council, staff conducted interviews with architectural firms to determine the most appropriate and best value firm. At the May 7, 2013 City Council Meeting, the City Council approved entering into a professional services agreement with Hammel, Green and Abrahamson, Inc. (HGA) for architectural design services for the Aquatics Expansion. Instead of entering into an agreement for the development of full design and bidding documents, staff proposed a method where design and the costs associated with it would be approached on an incremental basis. The first phase entered into was the development of construction documents for phase I. This phase of the work is for architectural services associated with the construction phase of the project. Attachment Amendment No. 5 of Current Professional Services Agreement Amendment No. = HGA Commission Number 2004-003-00 In accordance with the STANDARD AGREEMENT FOR PROFESSIONAL SERVICES dated: June 5, 2013 BETWEEN: CITY OF EDEN PRAIRIE,MINNESOTA (OWNER) 8080 Mitchell Road Eden Prairie,Minnesota 55344 and: HAMMEL, GREEN AND ABRAHAMSON, INC. 420 5th Street North, Suite 100 Minneapolis,Minnesota 55401 for the Project: Aquatics Expansion at the Eden Prairie Community Center [ X ] authorization is given [ ]to proceed with Additional Services [ X ]to proceed with revised scope of Basic Services [ X ]to incur Reimbursable Expenses AS FOLLOWS: The following revisions are made to the Standard Agreement for Professional Services(Agreement): 1. Add the following additional Basic Service to the Agreement's Exhibit A—Scope of Work,to be billed under 2004- 003-00: "1.7 Redesign mechanical system,roof structure and screen walls at Natatorium HVAC locations. a. Prepare Construction Documents to show Add Alternate of the redesign of the mechanical system, roof structure and screen walls at the Natatorium HVAC locations. b. Work includes architectural,structural engineering, and mechanical review/coordination." 2. Agreement-Preliminary Statement,Paragraph 3: a. Replace Paragraph 3 with the following: "3. Compensation for Services. City agrees to pay the Consultant on a stipulated sum basis in the amount of $1,181,290,plus Reimbursable Expenses for the Master Plan Phase(Phase I and II),Design Phase (Phase I and II),Construction Documents Phase(Phase I and II),Bidding/Negotiation(Phase I and II) and Construction Administration Phase(Phase I and II)Services as described in the attached Exhibit A and Additional Basic Services authorized in Amendment Numbers 1 and 5. For planning purposes,the Stipulated Sum amount is based on the following breakdown: Master Plan Phase and Design Phase(Phase I and II) $ 376,650 Construction Documents Phase(Phase I and II) 436,880 Bidding Phase(Phase I and II) 32,000 Construction Administration Phase(Phase I and II) 296.650 Sub-Total for Basic Services $1,142,180 - 1 - Additional Basic Services—Enhanced Civil Engineering Requirements Services(Phase I and II)(Amendment No. 1) $ 11,700 Additional Basic Services—Redesign Mechanical System,Roof Structure,and Screen Walls at Natatorium HVAC Locations (Amendment No. 5) 27,410 Sub-Total Additional Basic Services $ 39,110 Total Stipulated Sum Amount Authorized by Base Agreement,and Amendment Numbers 1 &5 (Total Basic Services) $1,181,290 Additional Services and Fees—The following Additional Services have been authorized by the Owner through Amendments: Amendment No.2—Water Slide and Water Slide Building Alternate $ 16,030 Amendment No.3—HVAC Design/Specifications for BKM Air Handling Unit Alternate 6,000 Amendment No.4—Added Fixture Schedule for LED Light Fixtures Alternate 1,300 Total Additional Service Fees $ 23,330 Total Architectural Fee $1,204,620" 3. Exhibit A—Scope of Services,Scope of Basic Services: a. Article 1.5,Phase I—Phase I and II—Construction Administration Phase—The Owner hereby authorizes the Architect to provide Construction Administration Phase Services for both Phases I and II. b. Article 1.5.1—Revise the number of site visits to forty(40)times in the first sentence. c. Article 1.7—Add the Additional Basic Service of Redesign Mechanical System,Roof Structure,and Screen Walls at Natatorium HVAC Locations 4. Exhibit A—Scope of Services,Compensation a. Replace Section 4.1 with the following: "4.1 Compensation to the Consultant for Basic Services through completion of Phase I and II Construction Administration Phase,and including the Enhanced Civil Engineering Services,as provided in this Agreement will be on a Stipulated Sum basis in the amount of$1,181,290,plus Reimbursable Expenses as identified below to be billed monthly based on percentage of services completed. The Stipulated Sum includes all travel expenditures. For planning purposes,the Stipulated Sum amount is based on the following breakdown: Master Plan Phase and Design Phase(Phase I and II) $ 376,650 Construction Documents Phase(Phase I and II) 436,880 Bidding Phase(Phase I and II) 32,000 Construction Administration Phase(Phase I and II) 296,650 Sub-Total for Basic Services $1,142,180 -2- Additional Basic Services—Enhanced Civil Engineering Requirements Services(Phase I and II)(Amendment No. 1) $ 11,700 Additional Basic Services—Redesign Mechanical System,Roof Structure,and Screen Walls at Natatorium HVAC Locations (Amendment No. 5) 27,410 Sub-Total Additional Basic Services $ 39,110 Total Stipulated Sum Amount Authorized by Base Agreement,and Amendment Numbers 1 &5 (Total Basic Services) $1,181,290" The following adjustments shall be made to compensation and time. Compensation: (Insert provisions in accordance with the Agreement,or as otherwise agreed by the parties.) The Compensation provisions for the Agreement are revised to the following: "Compensation to the Consultant for Basic Services through completion of Phase I and II Construction Administration Phase, and including the Enhanced Civil Engineering Services and Redesign of Mechanical System,Roof Structure, Screen Walls at Natatorium HVAC Locations, as provided in this Agreement will be on a Stipulated Sum basis in the amount of$1,181,290, plus Reimbursable Expenses as identified below to be billed monthly based on percentage of services completed. The Stipulated Sum includes all travel expenditures. For planning purposes,the Stipulated Sum amount is based on the following breakdown: Master Plan Phase and Design Phase(Phase I and II) $ 376,650 Construction Documents Phase(Phase I and II) 436,880 Bidding Phase(Phase I and II) 32,000 Construction Administration Phase(Phase I and II) 296,650 Sub-Total for Basic Services $ 1,142,180 Additional Basic Services—Enhanced Civil Engineering Requirements Services(Phase I and II)(Amendment No. 1) $ 11,700 Additional Basic Services—Redesign Mechanical System,Roof Structure,and Screen Walls at Natatorium HVAC Locations (Amendment No. 5) 27,410 Sub-Total Additional Basic Services $ 39,110 Total Stipulated Sum Amount Authorized by Base Agreement and Amendment Numbers 1 &5 (Total Basic Services) $1,181,290" A summary of the compensation for the Project is as follows: Original Agreement(Stipulated Sum Component) $ 243,000 Amendment No. 1 (Stipulated Sum Component) 614,230 Amendment No.2(Additional Service—Hourly Rate Basis) 16,030 Amendment No. 3(Additional Service—Hourly Rate Basis) 6,000 Amendment No.4(Additional Service—Hourly Rate Basis) 1,300 Amendment No. 5(Stipulated Sum Component) 324,060 Total Architectural Fee Amount $1,204,620" -3 - Time: (Insert provisions covering time of commencement and completion of authorized services as applicable.) The term of the Agreement remains unchanged at September 1,2016. Prompt written notice is required if the services indicated are not needed. SUBMITTED BY: AUTHORIZATION IS GIVEN BY: HA L, G' - AND ABRAHAMSON,INC. CITY OF EDEN PRAIRIE,MINNESOTA • IP" 4 liVir!efffr. (Signature) (Signature) Victor Pechaty Vice President (Printed name and title) (Printed name and title) May 7, 2014 (Date) (Date) u:\2000\2004\003-00\9.legal\am 5\amendment no 5 vl.docx -4- CITY COUNCIL AGENDA DATE: SECTION: Consent May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: VIII.N. Jay Lotthammer, Director, Agreement for Recreation Registration and Parks and Recreation Facility Scheduling Software Requested Action Move to: Approve the agreement for purchase of recreation registration and facility scheduling software from Vermont Systems for$79,065 along with an annual maintenance cost of$36,324. Synopsis The current registration software will cease to be supported by the vendor and can no longer comply with PCI requirements. Staff performed a best value request for proposal to determine the provider that can service both current and future needs. Background Parks and Recreation staff currently uses Active Network- Class software for recreation program registrations, facility rentals, membership processing, member check-in, league scheduling,point of sale, on-line registration and general processing of reports. In 2012, Active Network-Class announced that the current version of software will no longer receive support after December 1, 2016 due to the company investing time and resources into web-based software. Their intent is for current customers to convert to this new product. In 2013, staff undertook a process to determine future registration and scheduling software needs. It was concluded that Class would not be able to support those needs and a process to evaluate and select a more appropriate system took place. An evaluation process was completed with support from the IT and Finance staff and research was done to locate vendors that are currently used by other recreation service providers. Four vendors met the minimum criteria. Active Network, Max Solutions, CSI Software and Vermont Systems were invited to participate in the RFP process. Information from all four vendors was received and evaluated by staff. It was determined that Max Solutions could not provide the functions and processing systems needed and that CSI could not provide specific functions to enhance our current league scheduling and facility rental process. Both Active Network and Vermont Systems were viewed as quality products that are able to provide all of the functions needed. Vermont Systems rated higher in the areas of league and ice scheduling and also is offered at a lower cost. Vermont Systems is the program that is recommended by staff. Attachment Vermont Systems Standard Sales Agreement STANDARD SALES AGREEMENT 4-10-14 The attached VSI Software License,Maintenance and Support Agreement are for your review. The original of this Agreement, along with all modified Customer Agreements, are maintained in our VSI financial software database. You may use this Agreement to make any desired additions, deletions, or changes,and return to VSI for review (please use the Track Changes tool). VSI will print the final agreed upon version of this Agreement for signature by both parties. The licensed software can be installed on a customer's servers or on the VSI hosting servers. Along with licensed software,VSI provides the option for no hosting(customer or another vendor hosts software),WebTrac web server hosting only, or both web server and database hosting. Software licenses with annual maintenance are priced separately from hosting services. If you have any questions, please contact the VSI Sales department at your convenience. Vermont ILI Systems Dear Customer Thank you for making Vermont Systems your choice for application software and support services. We look forward to working closely with you and your staff. Enclosed please find two original sets of the VSI Software License, Maintenance and Support Agreement and Exhibits. If this Agreement meets with your approval,please complete the following: 1. Page 1 of the Agreement. Enter the executed date. 2. Page 1 of the Agreement, Article 2.3. Please check your preference for your annual maintenance cycle. If your fiscal year does not fall on any of the dates listed, please choose the one that best fits your cycle. 3. Sign the signature page 4. Initial each page as noted 5. Fill out the Tax Exempt Form and indicate your sales tax status 6. Return one set to VSI. As soon as we receive your signed Agreement, Laurie Valley, our Customer Support/Training Manager will assign a Support Manager and Trainer to your account. Laurie's contact information is lauriev@vermontsystems.com or 800-883-8757, ext 3006. Next, a Sales Manager and the assigned Support Manager and Trainer will contact you to schedule an installation planning conference call. As part of the follow up, your primary Trainer will contact you to review the software Planning Guide in preparation for the training. If you should have any questions,please contact us at your convenience. Sincerely, Kate W. Mitchell Vice President/Business Manager Vermont Systems,Inc. Resale&Exempt Organization Certificate of Exemption Suppliers Name: Vermont Systems, Inc. 12 Market Place Essex Junction,VT 05452 Description of Purchased Articles: Software Please Check Applicable Lines: Purchase by Retailer, Wholesaler for Resale Purchase by 501C which is Religious, Educational or Scientific Direct Purchase by Governmental Unit Purchase by Volunteer Fire Dept,Ambulance Co.,Rescue Squad Are you considered a taxable entity by your state for sales tax?_Yes or No Name/Address of Purchaser: Customer Name: _ Address: City, State,Zip _ Federal ID Number Purchaser's Primary Business: I Certify that I am authorized to sign this certificate of exemption and that,to the best of my knowledge and belief, it is true and correct and made in good faith. Signature: Title Name: Date: VERMONT SYSTEMS,INC. SOFTWARE LICENSE,MAINTENANCE AND SUPPORT AGREEMENT 4-10-14 This SOFTWARE LICENSE,MAINTENANCE AND SUPPORT AGREEMENT("Agreement"), is made and entered into on ,by and between Vermont Systems, Inc.,a Vermont corporation(hereinafter"VSI"or"Licensor",and the City of Eden Prairie, Minnesota (hereinafter"Customer"or"Licensee"),collectively referred to herein as the "Parties"or singularly"Party". In consideration of the mutual covenants and obligations expressed herein,the Parties agree to the following: ARTICLE 1—Software License 1.1 VSI hereby grants the Licensee and the Licensee thereby accepts a perpetual,non-transferable,and non-exclusive right to use the Licensed Software and Related Materials, as described in the attached Exhibit B price quote. The Licensed Software includes Related Materials,such as User Reference Manuals,Reports Manuals,Installation Planning Guides, Installation Instructions,On-Line Help,and Sample Database with Tutorials. 1.2 VSI uses the Progress OpenEdge V 10 Development software to develop its' applications and deploys using the OpenEdge Deployment software that includes Client Networking, Web Client,and Personal, Workgroup, or Enterprise RDBMS(embedded database)with RDBMS support for 4GL, SQL,ODBC,JDBC, and Enterprise Cluster Manager Integration,and OpenEdge Application Server,Basic and Enterprise Editions with Replication. Therefore, Progress software with RDBMS is required to operate the application software by platform type,and they are included in the attached Exhibit B. 1.3 The license granted herein authorizes the Customer to install the Licensed Software on the designated computer platform using one copy of the programs to support live processing,training,and disaster recovery databases without incurring additional license charges. Further,the Customer can make copies of the Licensed Software for safe keeping purposes. Since VSI is providing complete hosting services,Article 1.3 does not apply to this Agreement. 1.4 At any time,the Customer can add software and user licenses under the terms of this Agreement by paying the additional license and maintenance fees. The total number of authorized user workstations permitted to use the Licensed Software is limited to the number listed in Exhibit B. ARTICLE 2—Annual Software Maintenance and Support Services 2.1 VS1 shall provide the Licensee with Software Maintenance and Software Support services for the Licensed Software in accordance with VSI standard Sales and Support Policies,as described in Exhibit A. The extent of support services being provided are specifically listed in Exhibit B. 2.2 The Annual Software Maintenance support shall include distribution of product update releases that include software repairs and enhancements subsequent to the initial purchase. Biennial software updates with database conversions will also be provided in accordance with VSI standard Sales and Support Policies,as described in Exhibit A,while periodic program only updates are available at any time. If VSI is providing complete hosting services,VSI will provide software installation and upgrade services and coordinate both with each Licensee. 2.3 The Software Maintenance and Support fee will be billed annually,and it becomes effective on the first day of your IIIMI January lst—,May 1st—,July 1st ,or Octoberlst fiscal year for one year. New customers will be charged on a prorated basis from the first day of the installation month through the end of the current fiscal year. 2.4 VSI reserves the right to increase the annual maintenance fees annually. Customers can contact VSI in advance to obtain a firm quote for the next fiscal year. Customer may terminate the Software Maintenance and Support Agreement at any time for any reason by 30 days written notice to VSI. VSI Initials Customer Initials 1 ARTICLE 3—Software Training and Installation Services I 3.1 Training is offered at the Customer site,at VSI(12 Market Place,Essex Junction,Vermont),and remotely based on a quoted daily rate,as described in the VSI standard Sales and Support Policies,Exhibit A. 1 3.2 Any training services and estimated charges for each Licensee, including the number of training days,and travel, lodging,meals, and other expenses, are itemized in Exhibit B. All training dates must be mutually agreed upon by VSI and the Licensee. The Licensee can request a change of training dates and number of training days. However,if a change is made after travel arrangements have been completed,the Licensee will be responsible for any additional costs incurred as a result of the changes. 3.3 If VSI is providing other Installation Services,such as hardware and network operating system installation and setup services,they will be listed in Exhibit B,as well. 3.4 The Licensee is responsible for reimbursing VSI for all reasonable expenses,such as travel,lodging, meals, and other expenses necessary to complete the training,as requested by the Customer. While the estimated out-of-pocket expenses are listed in Exhibit B,only the actual expenses will be billed to the Customer,unless the Customer requires a fixed price in advance. 3.5 VSI will honor training and other services quotes for up to 120 days,but reserves the right to modify these rates thereafter. VSI shall notify Customer in writing of any change in rates and shall provide Customer with an update list of rates each time Customer requests billable services. ARTICLE 4—VSI Hosting Services 4.1 Web Server Hosting Service-if the WebTrac software is being licensed,it requires a web server,either in-house or hosted,to link the Customer's transaction server with the internet. If the Customer selects the VSI web server hosting service,as described in Exhibit D,for a minimum of one year,the fee will be included in Exhibit B and it will be billed annually in advance. New customers will be charged on a prorated basis from the first day of the installation month through the end of the current fiscal year. Web Server Hosting does not apply to this Agreement. 4.2 Complete Hosting Services-if the Customer selects complete VSI hosting services,whereby the VSI application software and Progress software are installed on VSI servers at Tech Vault(or other)data center,the monthly fee for this option will be included in Exhibit B. Complete Hosting Services includes web server hosting,as described in Article 4.1. Since VSI will be providing complete hosting services for the Licensee,Exhibit E hosting services specifications do not apply to this Agreement. 4.3 The Hosting Services rate, which is guaranteed for one year, includes the services and features,as described in Exhibit F. ARTICLE 5—Charges and Payment 5.1 Customer On-Premise Hosted Software—if the Customer is installing the software on its own servers,the Licensed Software charges will be billed to the Customer when shipped or following the initial training session,based on circumstances,and will be due within 30 days. The initial Software License fee includes ground shipping of the DVD that contains the software and electronic copies of all documentation. If special shipping is requested,the Customer shall pay all associated additional charges. Since VSI is providing complete hosting services,Article 5.1 does not apply to this Agreement. 5.2 VSI Hosted Software: if VSI is providing Complete Hosting Services, it will install the software on the Customer's servers at the Tech Vault data center. The Licensed Software charges will be billed to the Customer when the software applications become available for Customer use,and will be due 60 days after receipt. 5.3 The Customer shall pay all applicable sales,consumer use,and other taxes required by law, unless it is exempt from any or all of these taxes. If tax-exempt,the Licensee must provide a tax exemption certificate. 5.4 VSI will invoice the Customer for training and installation services,along with travel and other expenses, immediately following the completion of each occurrence of training or other services. 5.5 VSI warrants that all invoices submitted shall be just and correct and that no invoice shall be submitted for an amount already paid. Ali VSI Initials Customer Initials ARTICLE 6—Security of Programs 6.1 The Customer shall be solely responsible for the supervision and control of the licensed Customer hosted software to ensure that it is stored in a secure location for Customer use only and that no unauthorized and unlicensed third party gains access to it. VSI is responsible for the security of all VSI hosted software. 6.2 Under no circumstances shall the Customer be authorized to perform Reverse Engineering of the software object code, in order to illegally generate source code. ARTICLE 7—Warranties 7.1 VSI warrants that it has the right to license the Licensed Software,and that there are no pending liens,claims,or encumbrances against the software. 7.2 VSI warrants that the software shall conform to its published specifications in the Related Materials, including,but not limited to,the Capabilities Summary,On-Line Help,Reports Manual,User Reference Manual,and Training Tutorials. VSI warrants that the software is merchantable, in that it will properly install and operate according to the specifications herein. 7.3 VSI warrants to the Customer that it is solvent,not in bankruptcy proceedings or receivership,nor is it engaged in any proceedings,which would have an adverse effect on its ability to perform its obligations under this Agreement. 7.4 VSI warrants that there has been no violation of copyrights or patent rights in connection with the Licensed Software in this Agreement. VSI shall indemnify and save harmless the Licensee from any suit or proceeding brought against the Licensee by reason of any such infringement or any wrongful use. VSI will defend or settle any such claim, although the Licensee shall be entitled to be independently represented by counsel of its own choice. ARTICLE 8—Limitation of Liability 8.1 Notwithstanding anything to the contrary in this Agreement, it is expressly agreed that neither VSI nor the Customer shall be liable to the other Party for special, incidental,indirect,or consequential damages. Should VSI be found liable by a Court of Law,the maximum liability payment to the City will not exceed$1,500,000. 8.2 Liability Insurance. VSI provides the Customer with a Certificate of Liability Insurance with the Customer named as the Certificate Holder. The standard coverage's with limits and insurer(s)are listed in the attached Exhibit C. If a customer requires insurance coverage beyond the standard limits provided by the VSI Certificate of Insurance,then the customer can either accept the VSI standard coverage at no additional charge or pay for the additional insurance coverage at VSI cost. VSI will carry this insurance throughout the term of the support and maintenance agreement and for a period of six(6)months following the last day of maintenance coverage. 8.3 The Parties agree that the laws of the State of Minnesota will govern this Agreement, and that the venue for legal resolution shall be in Hennepin County,Minnesota. ARTICLE 9—Risk of Loss 9.1 For Customer hosted installations,the risk of loss or destruction,regardless of the cause,shall be the responsibility of VSI until the Licensed Software and Related Materials have been delivered to the Customer's premises. For VSI hosted installations,VSI will be responsible for the risk of loss or destruction. 9.2 For Customer hosted installations,the Customer shall be responsible for verifying that the Licensed Software and Related Materials have been received,installed on the designated computer(s),and are operational,unless the Agreement specifies that VSI will install the Licensed Software as part of the on-site training. For VSI hosted installations,VSI will be responsible for installing the software on the Customer' servers. ARTICLE 10—Application Source Code 10.1 The Source Code for all VSI application software,along with a list of licensed customers,is held in escrow by VSI's Escrow Agent,Kolvoord,Overton,&Wilson,Attorneys,at 6 Joshua Way, Suite B,Essex Junction,Vermont 05452, Attn:Jason Ruwet 802-878-3346,jfrAessexvtlaw.com. The source code held in escrow is updated after each software release. If VSI defaults in providing software maintenance support due to company failure,or discontinuance of said service by VSI or VSI's bankruptcy,then the source code will be made available to the Customer within thirty days of written notice by the Escrow Agent for Customer support use only. VSI Initials Customer Initials ARTICLE 11—Independent Contractor 11.1 In performing the work under this Agreement,VSI acts as an Independent Contractor and is solely responsible for necessary and adequate workers' compensation insurance, as well as personal injury and property damage insurance. ARTICLE 12—Change Orders or Extensions 12.1 The Customer may require changes in the scope of services to be performed by VSI. Such changes, including any increase or decrease in compensation amount,must be mutually agreed upon in writing by the Licensee and VSI. VSI shall be compensated for all authorized changes in services. ARTICLE 13—Authorization and Entire Agreement 13.1 Each party represents and warrants that it has the power and ability to enter into this Agreement,to grant the rights stated herein,and to perform the duties and obligations described herein. 13.2 This Agreement and the attached Exhibits A,B, C,D,E,and F constitute the entire Agreement between Vermont Systems and the Licensee. 13.3 If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced,then all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect. ARTICLE 14—Municipal Provisions 14.1 Audit Disclosure and Data Practices. Any reports,information,data,etc.given to,or prepared or assembled by the VSI under this Agreement which the Customer requests to be kept confidential, shall not be made available to any individual or organization without the Customer's prior written approval.The books,records,documents and accounting procedures and practices of the VSI or other parties relevant to this Agreement are subject to examination by the Customer and either the Legislative Auditor or the State Auditor for a period of six(6)years after the effective date of this Agreement. This Agreement is subject to the Minnesota Government Data Practice Act,Minnesota Statutes Chapter 13 (Data Practices Act). All government data,as defined in the Data Practices Act Section 13.02, Subd 7,which is created,collected,received,stored,used,maintained,or disseminated by VSI in performing any of the functions of the Customer during performance of this Agreement is subject to the requirements of the Data Practice Act and VSI shall comply with those requirements as if it were a government entity. All subcontracts entered into by VSI in relation to this Agreement shall contain similar Data Practices Act compliance language. 14.2 Indemnification. VSI will defend and indemnify Customer, its officers,agents,and employees and hold them harmless from and against all judgments,claims, damages, costs and expenses,including a reasonable amount as and for its attorney's fees paid, incurred or for which it may be liable resulting from any breach of this Agreement by VSI, its agents,contractors and employees,or any negligent or intentional act or omission performed,taken or not performed or taken by VSI, its agents,contractors and employees,relative to this Agreement.Customer will indemnify and hold VSI harmless from and against any loss for injuries or damages arising out of the negligent acts of the Customer, its officers,agents or employees. 14.3 Non-Discrimination. During the performance of this Agreement,the VSI shall not discriminate against any employee or applicants for employment because of race,color,creed,religion,national origin, sex,marital status, status with regard to public assistance,disability, sexual orientation or age. The VSI shall post in places available to employees and applicants for employment,notices setting forth the provision of this non-discrimination clause and stating that all qualified applicants will receive consideration for employment. The VSI shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work,and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The VSI further agrees to comply with all aspects of the Minnesota Human Rights Act,Minnesota Statutes 363.01,et. seq.,Title VI of the Civil Rights Act of 1964,and the Americans with Disabilities Act of 1990. 14.4 Compliance with Laws and Regulations. In providing services hereunder,the VSI shall abide by statutes, ordinances, rules,and regulations pertaining to the provisions of services to be provided. Any violation of statutes,ordinances, rules and regulations pertaining to the services to be provided shall constitute a material breach of this Agreement and entitle the Customer to immediately terminate this Agreement. 7.... Sl Initials Customer Initials 1 14.5 Assignment. Neither party shall assign this Agreement,nor any interest arising herein,without the written consent of the other party. 14.6 Conflicts. No salaried officer or employee of the Customer and no member of the Council of the Customer shall have a financial interest,direct or indirect,in this Agreement. The violation of this provision renders the Agreement void. 14.7 Counterparts. This Agreement may be executed in multiple counterparts,each of which shall be considered an original. Vermont ystems Inc. City of Eden Prairie Authorized Signature Nancy Tyra-Lukens,Mayor Giles Willey,President Printed Name and Title Rick Getschow, City Manager sL/r Date Date Vermont Systems & PO S;,,F,,v,': Sales and Support Policies Exhibit A, 1/1/2014 1. SOFTWARE LICENSE: The application software license is a one-time fee,which provides for the perpetual use of the software. While a deposit will not be required,the full software license fee is due for all accounts within 60 days of completion of the first training session. The Progress OpenEdge VIO Application Server software and Personal,Workgroup,or Enterprise Relational Database Management System(RDBMS imbedded database)software licenses are also required to operate the VSI Windows WebClient/Client application software. • 2. ANNUAL SOFTWARE MAINTENANCE AND SUPPORT: The required annual maintenance support fee is prorated from the first day of the installation month to the end of the first fiscal year,and thereafter,it is due annually on the first day of each new fiscal year. This fee includes the following:Worldwide telephone(800 US& Canada)and web support for VSI and Progress software five(5)days/week,Monday-Friday,8am-8pm ET,and availability of chargeable Extended Hours Pager Support Monday—Friday,8pm-10pm ET,and Saturday,Sunday,&Holidays 8am-5pm ET. Further,Pre- Arranged Non-Standard Hours Pager Support is also available,as described in Section 4 below. The following are included: - Maintenance and repair of application software malfunctions with an acknowledgement response,as described in the Call Process, Section 5 below. - One major application software upgrade every two years,along with multiple optional periodic updates. Major upgrades usually require a database conversion,while other periodic updates are program only.Enhancements are based primarily on user requests, but they also include an extensive number of VSI initiated improvements,all of which are added at the discretion of VSI.. In its' quarterly newsletter,VSI notifies all Customers regarding the status and availability of all software releases. The same data is available on the VSI web site at all times. Customers must request all major software upgrades,which are distributed on a DVD with standard ground shipping. Program only updates can be downloaded via VSI's web page www.vermontsystems.com under Support or by requesting the update DVD at any time. - One biennial database conversion by VSI via FTP or WebEx during standard VSI business hours. VSI FTP/WebEx database conversion services are only chargeable,if started and/or completed during non-standard VSI business hours(before 8am and after 5pm ET,Monday through Friday and on weekends and holidays). Please note that all non-production database conversions are billable at standard VSI support rates. - Federal and State regulatory requirement changes. - User ID and Password login access to Customer Support and Downloads sections on VSI web site. - Phone support to explain how to configure database,how system works,and how to prepare for implementation of certain functions, such as those listed below under Extended Dedicated Support. - Updates to financial and other interfaces due to VSI application software modifications and not due to application software modifications by other vendors. Any of the following costs associated with customer support are not included: - Actual usage of Extended Hours Pager/Telephone Support at rates listed in Section 4 below. - Pre-Arranged Non-Standard Extended Hours Pager/Telephone Support is chargeable with a minimum of four hours,which can be nonconsecutive,as described in Section 4 below. - Any associated travel and out-of-pocket expenses for installation and training services. - Installation and configuration of product enhancements or releases,database repairs,and more than one bi-annual database conversion are chargeable,unless VSI is providing hosted services. - Telephone support related to computer hardware,operating systems,networking,and reinstallation and configuration of application software is chargeable. If the hardware and software configurations are modified after VSI has completed on-site or telephone installation services,additional requested support services are chargeable. - Telephone training,as a substitute for on-site training or classroom training at VSI,as well as for untrained operators,is chargeable. Refer to Sections 6 and 7 below for hourly pricing. - VSI application software WAN Client access configuration. - Customized print programs and updates are chargeable at the rate listed under Section 6 below. - Interfaces to export or import data from or to other application software databases are chargeable. - Extended Dedicated Support to implement or change certain functions,such as 1)Switching from Cash to Accrual Accounting;2) Reinstall WebTrac software on server;3)Customize Splash Page;4)Create Web Bypass Links;5)WebTrac Style Sheets changes; and,6)Database Support to analyze and correct out-of-balance condition. 3. PROGRAMMING ENHANCEMENTS: Although our policies provide for charging for special programming,we generally do not charge for individual enhancement requests. All approved enhancements and repairs are automatically included in all updates as part of the annual maintenance fee. E-mail: support(cvermontsystems.com Fax: 802-879-5368 Tel: 802-879-6993 or 877-883-8757 Vermont ILLSystems Sales and Support Policies Exhibit A, 1/112014 4. VSI EXTENDED HOURS PAGER/TELEPHONE SUPPORT SERVICES PRICING: Standard Extended Hours Pager/Telephone Support Monday-Friday 8pm—10pm ET,and Saturday,Sunday,&Holidays 8am-5pm ET. If extended hours support is actually provided,it is chargeable at$100/hour with a minimum of$50 per call or multi-call issue. Pre-Arranged Non-Standard Extended Hours Pager/Telephone Support Non-Standard Extended Hours support may be pre-arranged by calling VSI at least one full business day in advance.'While the stand-by rate is$50/hour with a minimum of 4 hours,the actual extended pager support is chargeable at$150/hour with a minimum of$75 per issue,which could involve multiple phone calls. VSI reserves the right to modify these extended hours pager rates at any time. 5. SUPPORT CALL PROCESS: To provide high quality support and to effectively assign resources to incoming calls,three types of call priorities are identified as follows: Priority 1 is considered Urgent or High Priority,Priority 2 is classified as Medium Priority,and Priority 3 is deemed to be Low Priority. The criteria used to establish guidelines for these priorities are as follows: Priority 1—High Consists of errors that cause unrecoverable loss or corruption of data or loss of essential software functionality that prevents Customer processing,and there is no workaround. Generally,the system would be down. Priority 2—Medium Consists of errors that cause loss of essential software functionality that prevents Customer processing,but has a workaround,or loss of non-essential software functionality that does not have a workaround. Generally,the system is not down,but the problem is causing staff inconvenience. Priority 3—Low Consists of errors that may be causing loss of non-essential software functionality,but have a workaround. While the system is not down generally,the Customer's operational questions need to be resolved. Response Times VSI will respond to Priority 1-3 support calls in accordance with The Table of Service below,and all time references are clock hours or calendar days,unless otherwise specified. The Customer will use the VSI telephone number or support email address during standard VSI business hours,as described in Section 2,or the VSI pager number during standard pager support hours,as described in Section 4. The Customer can also call the pager number to request support during pre-arranged non-standard pager support hours,as described in Section 4. The Customer and VSI support person may also use cell phones for more efficient responses. All issues or questions reported to support are tracked via a logged support call that contains at a minimum the Customer name, contact person,software product and version,module and/or menu selection,nature of issue,detailed description of the question or issue,and any other pertinent information. The support person will provide the Customer with a call number to track each call issue. Each call will be stored in a queue and the first available support representative will be assigned to the next call issue. While reviewing the call issue,the assigned support person will contact the Customer,if additional information is needed. The VSI support person will either resolve the issue with the Customer or advise the Customer regarding the status and the course of action being taken to resolve it. All correspondence and actions associated with a call are tracked in the support database. If the issue needs to be escalated to a development resource,the Customer will be informed. While issues escalated to development will be scheduled for resolution,they may not be resolved immediately depending on the nature and complexity of the issue. The Customer may contact the support department at its convenience for a status update on development issues. Escalation Process In the event that VSI is unable to provide either a permanent or a mutually acceptable temporary resolution within the applicable timeframes set forth in the Table of Service below,VSI will initiate escalation procedures at VSI's sole expense,except if due to hardware malfunctions,utility failures,air conditioning malfunctions,non VSI software problems,communications malfunctions, environmental problems, user errors or any other cause outside VSI's reasonable control,in which case VSI may charge the Customer at the hourly rates listed in Sections 4,6,&7. However,VSI will continue to assist the Customer to resolve the problem, even when VSI and Customer may not agree on the cause of the problem. E-mail: supporMvermontsystems.com Fax: 802-879-5368 Tel: 802-879-6993 or 877-883-8757 Vermont y�t�ms Sales and Support Policies Exhibit A, 1/1/2014 Table of Service Requirements. The table below lists the service level required by the three Priority levels described above: Service Level Required Priority 1 Priority 2 F Priority 3 (time measured from initial call to VSI) Initial Response Due 1 hour 4 hours 5 days Correction identified and a mutually agreeable 24 hours 7 days As mutually agreed correction plan will be developed within _ Escalation Stage 1 (Support Managers) 12 hours 7 days N/A Stage 1 Status Report Intervals Every 4 hours during daily N/A • standard business hours Escalation Stage 2(Vice President of Support) 24 hours 7 days N/A Stage 2 Status Report Intervals Every 4 hours during daily N/A standard business hours Escalation Stage 3(President) 72 hours 10 days N/A 6. VSI SUPPORT SERVICES PRICING(Non-Military) The on-site training rate is$720 per 8-hour day,plus out-of-pocket travel expenses.The VSI classroom-training rate is$720 per 8-hour day for the Customer. Other services include 800 telephone training at$100/hour,programming,hardware,and network configuration support services at$1040/day or$130/hour. Any hours in excess of eight are chargeable. Travel time,which includes two-way travel for trips lasting less than 4 hours,is charged at$360 daily plus travel expenses. VSI reserves the right to modify these rates at any time. 7. VSI WEEKEND SUPPORT SERVICES PRICING(Non-Military): The weekend training rate is$1,080/day,while the hourly rate is$150 with a two-hour minimum. If the Customer asks the VSI Trainer to stay over a weekend,in order to save on travel costs,and no training is provided,the rate is$250/day,plus all normal travel expenses. VSI reserves the right to modify these rates at any time. 8. ON-SITE TRAINING SHORT NOTICE CANCELLATION PENALTY: If scheduled on-site training is cancelled with less than 3 weeks'notice,the Customer will be responsible for any travel expenses losses,as well as a$500 penalty to partially offset VSI Trainer rescheduling costs.This penalty will be applied reasonably. 9. TRAINING CANCELED DURING SCHEDULED ONSITE TRAINING WEEK: If the Customer cancels training for any reason(weather,trainee sickness,etc)while the VSI Trainer is onsite,Customer must still pay VSI daily rates for training and travel expenses. 10. TELEPHONE SUPPORT: Telephone support worldwide,during VSI standard business hours,is included in the Annual Software Maintenance and Support fee, provided that VSI has previously trained the individuals being supported. Otherwise,chargeable telephone or on-site training must be completed. 11. APPLICATION SOFTWARE SOURCE CODE: The Source Code for the VSI application software,along with a list of licensed customers,is held in escrow by VSI's Escrow Agent, Kolvoord,Overton,&Wilson,Attorneys,at 6 Joshua Way,Suite B,Essex Junction,Vermont 05452,Attn:Jason Ruwet,802-878-3346, ifr(a,essexvtlaw.com. If VSI defaults in providing software maintenance support due to company failure,discontinuance of support services,or VSI's bankruptcy,the Escrow Agent will make the source code available to the Customer within thirty days of written notice by the Escrow Agent. The source code can only be used to support each VSI licensed customer. 12. DOCUMENTATION: All documentation is provided electronically on a DVD by application and it includes the User Reference Manual,Installation Planning Guide,Reports Manual,Installation Instructions,On-Line Help,and Sample Database with Tutorial. Customers can print any number of copies needed to train their staffs and manage their operations. Hard copy manuals are available at$75 each and this amount is subject to change. E-mail: sups ortavermontsystems.com Fax: 802-879-5368 Tel: 802-879-6993 or 877-883-8757 i Vermont VASystems Sales and Support Policies r Z,f:.4C'r•':thp) 4. Ft'itk; JC7il sk:ke pp Exhibit A, 1/1/2014 13. INSTALLATION PLANNING: After receiving your order,VSI will assist you to develop a plan,which will assign Customer and VSI responsibilities for the various elements required to successfully complete the installation and training. 14. THIRD PARTY VENDOR GENERAL LEDGER/CASH RECEIPTS INTERFACE PROCEDURES: The VSI Trainer will configure RecTrac/GolfTrac software for the appropriate vendor interface and will show the Customer how to generate the batch export file that contains the summary or detailed transactions for the day(or any date range). At this point,it is the Customer's responsibility to contact the financial software vendor to arrange for assistance to import the daily batch file for automatic posting to the cash receipts or general ledger system. The VSI trainer is not responsible for importing the batch files into any third party application software or for contacting the vendor. 15. HARDWARE PAYMENT&WARRANTY: Full payment for the hardware and systems software is due following delivery,after verification of the order. The verification process must be completed,so that all payments can be made within 60 days of delivery. The VSI supplied hardware includes Warranties from the manufacturers or distributors for specified periods. Please review the Warranty chart provided by VSI. After the warranty period or add-on warranty period,hardware vendors also provide time and materials maintenance support. Warranty and Maintenance Contract service provided on a Depot Basis can require several days to complete. Therefore,plan your purchases to include spare critical units,in order to provide your users with uninterrupted operations. 16. VSI POS HARDWARE SUPPORT: , To support our POS software applications,VSI offers a broad range of hardware computers and peripherals that we have evaluated, qualified,and configured to function properly with our software. This requires an extensive investment of resources including labor and the purchase of one or more of each type hardware product. Further,these hardware products are essential to support our customers and for testing each software upgrade. Most customers appreciate the availability of these qualified products,since it saves them from experiencing the same expensive process. Our priority is to offer only high quality products with extended warranties at competitive prices,but not necessarily at the lowest prices. A qualified product that is competitively priced is much more important than the lowest price. More often than not a lower priced,. unqualified product will eventually cost much more for all concerned. VSI hardware support policies are as follows: 1 Qualified POS Hardware Purchased from VSI—Full Support: VSI will be responsible for ordering the properly configured hardware with the correct cables and other features,delivery,installation and configuration assistance,toll free telephone support,and warranty service arrangements,as needed. . Qualified POS Hardware Purchased from Another Source—Partial Support: VSI is not responsible for resolving problems resulting from incorrectly ordered hardware,resulting installation and configuration problems,and warranty service arrangements. However,VSI will provide limited guidance and support,during the installation of the hardware. If issues are not resolved within a few minutes,then VSI will continue to provide 800 phone assistance at the standard VSI rate of$100 per hour. Non-Qualified POS Hardware Purchase from another Source—Limited Support: VSI does not support non-VSI qualified POS hardware using our 800 support lines. However,if a customer calls for assistance and the VSI support person determines that the request is for a non-qualified product,he/she will discuss options as follows: 1)Select qualified hardware on the VSI price list,or 2)Discuss qualifying a new product with VSI management. If a customer requests VSI to consider qualifying a non-qualified product,we will evaluate the circumstances,and if justified,will attempt to qualify. In order to proceed,the customer must send an evaluation unit to VSI and we will attempt to qualify it at the rate of$100/hour. The customer must specify a qualifying spending limit. If successful,VSI may or may not add the product to our price list. If added,'VSI will continue to support the product,as described under qualified hardware options. If not,any on-going qualifying that might be required,as a result of hardware or software upgrade changes,will be chargeable at$100/hour. POS Hardware Onsite Installation Support: If you expect the VSI Trainer to install POS hardware during an onsite training trip,you must allocate sufficient time in the schedule to complete the software training and the hardware installation and configuration. The time allocated will vary based on the three situations described above,but the most time-consuming will involve hardware that VSI has not qualified. The time allocated will also vary depending on the number units to be installed. If the VSI Trainer installs and configures the hardware during a normal 8-hour workday, then this would be included in the previously approved onsite training fee. If the VSI Trainer is required to work in excess of 8 hours on any given day,in order to complete the hardware setup and software training during the scheduled onsite visit,then the Customer will be billed for overtime fees. E-mail: supportavermontsystems.com Fax: 802-879-5368 Tel: 802-879-6993 or 877-883-8757 Vermont Proposal Summary Pricing VSI Quote Number: 41894 I Vl ,�� '� � Please See Detail Breakdown Recreation & asks Software on Following Pages Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey,President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Purchase Annual Estimated Total Description Price Maint/Svs Shipping* Price RecTrac -Workgroup Multi-User Software Application Software $19,512.00 $4,600.00 $0.00 $24,112.00 Progress OpenEdge Software $3,902.00 $920.00 $0.00 $4,822.00 VSI-Add ons $6,000.00 $1,200.00 $0.00 $7,200.00 Support Services-Training&Travel Expenses $13,620.00 $0.00 $0.00 $13,620.00 Hosting Services $0.00 $24,600.00 $0.00 $24,600.00 Total RecTrac: $43,034.00 $31,320.00 $0.00 $74,354.00 ID Systems -Workgroup Multi-User Software Application Software $1,080.00 $190.00 $0.00 $1,270.00 Progress OpenEdge Software $216.00 $38.00 $0.00 $254.00 ID Card Hardware $2,460.00 $0.00 $55.00 $2,515.00 Barcode Readers $335.00 $0.00 $13.00 $348.00 Total ID Systems: $4,091.00 $228.00 $68.00 $4,387.00 WebTrac -Workgroup Edition Application Software $18,650.00 $3,730.00 $0.00 $22,380.00 Progress OpenEdge Software $3,730.00 $746.00 $0.00 $4,476.00 VSI-Add ons $1,250.00 $0.00 $0.00 $1,250.00 Support Services-Training&Travel Expenses $6,810.00 $0.00 $0.00 $6,810.00 Total WebTrac: $30,440.00 $4,476.00 $0.00 $34,916.00 PayTrac -Application Software & Hardware Application Software $1,500.00 $300.00 $0.00 $1,800.00 Total PayTrac: $1,500.00 $300.00 $0.00 $1,800.00 Hardware - (VSI Qualified) Total Hardware: $0.00 $0.00 $0.00 $0.00 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#1 Vermont Proposal Summary Pricing itho r LF— VSI Quote Number: 41894 a,, f 4 Please See Detail Breakdown Recreation & Parks Software on Following Pages Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey, President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Purchase Annual Estimated Total Description Price Maint/Svs Shipping* Price VSI TOTALS Application Software $40,742.00 $8,820.00 $0.00 $49,562.00 Progress OpenEdge Software $7,848.00 $1,704.00 $0.00 $9,552.00 ID Card Hardware $2,460.00 $0.00 $55.00 $2,515.00 Barcode Readers $335.00 $0.00 $13.00 $348.00 VSI-Add ons $7,250.00 $1,200.00 $0.00 $8,450.00 Support Services-Training&Travel Expenses $20,430.00 $0.00 $0.00 $20,430.00 Hosting Services $0.00 $24,600.00 $0.00 $24,600.00 Grand Totals: $79,065.00 $36,324.00 $68.00 $115,457.00 .NOTE: Shinning is FOB-Origin (Plus Tax Where Applicable/Includes Shippina FOB-Origin) The only hardware included in this quote is the one Polaroid ID card printer with supplies for 1000 cards. Should the City require any peripheral hardware such as cash drawers,receipt printers,credit card readers,etc then VSI would provide an itemized quote for these line items. Aditi supplied Giles with a list of the current hardware being used with Class and they are all items that we have used with RecTrac in the past. Going forward we would be able to provide the City with devices that have been certified with RecTrac as needed. When a hardware device is certified by VSI we also keep one in our QA dept available for testing scenarios that arise in the field. We will work with folks from Finance,IT,and Rec to get specs for the JD Edwards G/L Interface and we will also involve Rec in our development of the Health Insurance Reimbursement routine that will be added for our MN customers in RecTrac 3.0. The interfaces to both Musco and Reach are standard file formats designed to work specifically with each of these applications so no additional design discussions are needed for either of these apps. 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#2 Vermont RecTrac Workgroup Multi-User Software Recreation Tracking Software r : � - - VSI Quote Number: 41894 Please Review Notes on Last Page Recreation & Parks Software Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey,President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Unit Extended Annual Qty Unit Description Price Price Maint/Svs Application Software 1 Each Activity Registration (V-RT-MU-AR) $2,750.00 $2,750.00 $490.00 1 Each Facility Reservations (V-RT-MU-FR) $2,750.00 $2,750.00 $490.00 1 Each Pass Management (V-RT-MU-PM) $2,750.00 $2,750.00 $490.00 I 1 Each Point-of-Sale/Inventory Control/Tickets (V-RT-MU-PS) $2,750.00 $2,750.00 $490.00 2 1 Each League Scheduling (V-RT-MU-LS) $1,950.00 $1,950.00 $350.00 1 Each Equipment/Site Rentals (V-RT-MU-RN) $2,750.00 $2,750.00 $490.00 3 1 Each Incident Processing and Reporting (V-RT-MU-IC) $0.00 $6.00 $0.00 1 Each Systems Administration(required) (V-RT-MU-SA) $400.00 $400 00 $400.00 4 28 Each Additional Users Over 2(concurrent) (V-RT-MU-AU) $300.00 $8,400.00 $1,400.00 1 Each Application Software 10%Discount (VSI-DISCOUNT WRKGRP) $4,988.00- $4,988.00- $0.00 Total Application Software: $19,512.00 $4,600.00 Progress OpenEdge Software 1 Each OpenEdge Workgroup Appl Server&RDBMS (T-PG-MU-OE) $3,902.40 $3,902,00 $920.00 5 Total Progress OpenEdge Software: $3,902.00 $920.00 VSI-Add ons 1 Each Musco Remote Lighting Interface (V-RT-IN-MO) $1,500.00 $1,500.00 $300.00 6 1 Each RecTrac General Ledger Interface(JD EDWARDS) (V-RT-IN-GL) $1,500.00 $1,500.00 $300.00 7 1 Each Activity Registration Custom Brochure Interface (V-RT-IN-AR) $1,500 00 $1,500.00 $300.00 1 Each Reach Software Reservation Interface (VSI-I-FR) $1,500 00 $1,500.00 $300.00 Total VSI-Add ons: $6,000.00 $1,200.00 Support Services -Training &Travel Expenses 10 Day(s) Installation/Training,Municipal,On-Site/Day (X-S-TNG-01) $720.00 $7,200.00 $0.00 2 Day(s) Travel Time (X-S-TNG-09) $360.00 $720.00 $0.00 10 Each Travel Expenses-per day(estimated) (X-X-EXP) $330.00 $3,300.00 $0.00 8 2 Each Exp Airfare(estimated-pay actual only) (X-X-AIR) $1,200.00 $2,400.00 $0.00 Total Support Services-Training&Travel Expenses: $13,620.00 $0.00 Hosting Services 1 Month VSI Hosting Service Platinum 16-39 Users (V-TV-HS-P3) $2,050.00 $2,050.00 $24,600.00 9 Total Hosting Services: $2,050.00 $24,600.00 Total Software,Hardware and Support Services $43,034.00 $31,320.00 Grand Total -RecTrac: $74,354.00 •NOTE: Shipping is FOB-Origin (Plus Tax Where Applicable/Includes Shipping FOB-Origin) 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#3 Vermont ID Systems Workgroup Multi-User Software Pass Management Photo/Plastic Photo ID Card System r Sy ter -ltc" ' VSI Quote Number: 41894 Please Review Notes on Last Page Recreation & parks ao lware Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey, President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Unit Extended Estimated Annual Qty Unit Description Price Price Shipping* Maint/Svs Application Software 1 Each Pass Mgmt ID Integration-Photo ID Card/Biometric (V-RT-MU-PMI) $1,080.00 $1,080,00 $0.00 $190.00 Total Application Software: $1,080.00 $0.00 $190.00 Progress OpenEdge Software 1 Each OpenEdge Workgroup Appl Server&RDBMS (T-PG-MU-OE) $216.00 $216.00 $0.00 $38.00 5 Total Progress OpenEdge Software: $216.00 $0.00 $38.00 ID Card Hardware 1 Each P3500s 1-Side ID Card Printer, Ethernet/USB 18spc Color/5sp (H-PID-PL-11) $1,850.00 $1,850.00 $21.00 $0.00 10 1 Each Polaroid P3500s ID Card Printer Cover (H-PID-PL-11-X-CV) $35.00 $35.00 $4.00 $0.00 2 Each P3500s/P5500/P3000/P4000 Color Ribbon 500 C/R (S-PID-PL-13) $175.00 $350.00 $8.00 $0.00 ii 1 Each Microsoft LifeCam Studio Camera,Auto Focus,1080p (H-PID-MS-01) $85.00 $85.00 $11.00 $0.00 12 1 Each Adjustable Tripod Stand,LifeCam Camera (H-PID-MS-01-ST) $30.00 $30 00 $5.00 $0.00 1 Each Blank White PVC Cards-30Mil(1000 each) (PID-PVC-C-30) $110.00 $110.00 $6.00 $0.00 Total ID Card Hardware: $2,460.00 $55.00 $0.00 Barcode Readers 1 Each Honeywell MK7580 Genesis Imager,1D PDF417,USB (H-BCR-HY-11) $335.00 $335.00 $13 00 $0.00 13 Total Barcode Readers: $3.35.00 $13.00 $0.00 Total Software,Hardware and Support Services $4,091.00 $68.00 $228.00 Grand Total -ID Systems: $4,387.00 'NOTE: Shipping le FOB-Ong in rPiS.s Tax Where. ,L,:IL i'i s/Includes S1,ilu;1119 FOB-f rqn r 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www vermontsystems.com Page#4 Vermont WebTrac Workgroup Edition Real-Time Internet Software r -.�` , ,-, - , VSI Quote Number: 41894 `-�` ' ' � `"` Please Review Notes on Last Page Recreation Parks ro*t ara Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie,MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved ay: Giles Willey, President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Unit Extended Annual Qty Unit Description Price Price Maint/Svs Application Software 1 Each WebTrac Internet Software 26-39 RecTrac Users (V-WT-MU-IS-26) $5,450.00 $5,450.00 $1,090.00 14 1 Each WebTrac Activity Registrations (V-WT-MU-AR) $1,450.00 $1,450.00 $290.00 is 1 Each WebTrac Facility Reservations (V-WT-MU-FR) $1,450.00 $1,450.00 $290.00 15 1 Each WebTrac Pass Registrations/Renewal (V-WT-MU-PM) $1,450.00 $1,450.00 $290.00 15 1 Each WebTrac League Scheduling (V-WT-MU-LS) $1,250.00 $1,250.00 $250.00 1s 1 Each WebTrac Equipment/Site Rentals (V-WT-MU-RN) $1,450.00 $1,450.00 $290.00 15 1 Each Mobile RecTrac (V-WT-MU-MRT) $2,450.00 $2,450.00 $490.00 16 1 Each Mobile WebTrac (V-WT-MU-MWT) $2,450.00 $2,450.00 $490.00 17 1 Each 25 WebTrac Agents (V-WT-MU-AU) $1,250.00 $1,250.00 $250.00 18 Total Application Software: $18,650.00 $3,730.00 Progress OpenEdge Software 1 Each OpenEdge V10 Application Server (T-PG-MU-WB) $3,730.00 $3,730.00 $746.00 i9 Total Progress OpenEdge Software: $3,730.00 $746.00 VSI-Add ons 1 Each WebTrac Standard Brochure Interface (V-WT-IN-SB) $0.00 $0.00 $0.00 zo 1 Each WebTrac First Style Sheet Service Intital&Major (V-WT-IN-SS-1) $750.00 $750.00 $0.00 z1 1 Each Standard Splash Page Options (V-WT-CP-SP) $500.00 $500.00 $0.00 22 Total VSI-Add ons: $1,250.00 $0.00 Support Services -Training &Travel Expenses 5 Day(s) Installation/Training, Municipal,On-Site/Day (X-S-TNG-01) $720.00 $3,600.00 $0.00 1 Day(s) Travel Time (X-S-TNG-09) $360.00 $360.00 $0.00 5 Each Travel Expenses-per day(estimated) (X-X-EXP) $330.00 $1,650.00 . $0 00 8 1 Each Exp Airfare(estimated-pay actual only) (X-X-AIR) $1,200.00 $1,200.00 $0.00 Total Support Services-Training&Travel Expenses: $6,810.00 $0.00 Total Software,Hardware and Support Services $30,440.00 $4,476.00 Grand Total -WebTrac: $34,916.00 •NOTE: Sn•pi,any is FOB-,.)r.y:n i-'li.,s Tax Where/+:+pl:Loi:xx/Includes Shipping FOB-ongin) 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#5 Vermont PayTrac Application Software & Hardware V Credit and Debit Card, Electronic Check, & Gift Card Interface S ster -� VSI Quote Number: 41894 �' Please Review Notes on Last Page Recreation Parks Software Hardware Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie,MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey,President(gilesw@vermontsystems.com) ,Quote Date: 05/08/2014 Unit Extended Estimated Annual Qty Unit Description Price Price Shipping* Maint/Svs Application Software 1 Each VSI Credit Card External Redirect Interface (V-PT-IN-ERI) $1,500.00 $1,500 00 $0.00 $300.00 23 Total Application Software: $1,500.00 $0.00 $300.00 Total Software,Hardware and Support Services $1,500.00 $0.00 $300.00 Grand Total - PayTrac: $1,800.00 •NOTE: Si,,pony is FOB- iPius Tax Where Applicable/Includes Shipping FOB-Origin) 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.verrnontsystems.com Page#6 Vermont Hardware (VSI Qualified) VSI Quote Number: 41894 r Syst�r �„_ Please Review Notes on Last Page V. Software Pricing Is Valid For 120 Days Recreation Par�Cso}twdre Hardware Pricing Is Subject to Change Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center,Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey, President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 Unit Extended Estimated Annual Qty Unit Description Price Price Shipping* Maint/Svs Printers 0 Each Star TSP143U11,40 col Thermal,USB,Cutter (H-PRT-ST-05-U-B) $265.00 $0.00 $0.00 $0.00 24 Total Printers: $0.00 $0.00 $0.00 Cash Drawers 0 Each MMF Advantage 17Wx18D Dumb Drw Painted Front Blkl (H-DRW-MM-11-D-BK) $175.00 $0.00 $0.00 $0 00 Total Cash Drawers: $0.00 $0.00 $0.00 Barcode Readers 0 Each Datalogic QuickScan 1 D Scanner,USB,Black,5-Yr Wrnty (H-BCR-DL-15) $160.00 $0.00 $0 00 $0.00 25 Total Barcode Readers: $0.00 $0.00 $0.00 Magstripe Readers 0 Each Magtek IPAD PCI Encrypted Pinpad PnP,USB,Display (H-MSR-MT-10) $3.00.00 $0 00 $0.00 $0.00 26 Total Magstripe Readers: $0.00 $0.00 $0.00 Total Software,Hardware and Support Services $0.00 $0.00 $0.00 Grand Total - Hardware: $0.00 •NOTE. Shipping.s FOB-Ongin (Plus Tax Where Applicanie:inciuda6 Shipping FOB-Ong in) 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#7 Vermont Proposal Summary Pricing VSI Quote Number: 41894 Please See Detail Breakdown Recreation & Parks Software on Following Pages Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center, Eden Prairie,MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey, President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 1 Standard PMP software enables(optional)capture of photo image during registration,and display of photo during Visit Check-In' You can also add the PMP ID software interface to print multi-color plastic photo ID cards. 2 In order to use the graphical touch screen option in other modules,you must also license the POS Inventory module. 3 In order to use the graphical touch screen option(Graphical Site Rentals)in other modules,you must also license the POS Inventory module. 4 The Workgroup System is quoted for those organizations with 2-39 concurrent users. The pricing for the actual number of licensed concurrent users is found on the RecTrac quote page under the Application Software section. Two concurrent users are included with the purchase of the first RecTrac module. Additional concurrent users are priced as Additional Users Over 2(concurrent). 5 VSI uses 4GL Progress V10 OpenEdge software to develop and deploy its'Release 10 software applications, The Progress software includes Client Networking,WebClient,SQL Client Access,ODBC/JDBC Drivers,&AppServer Internet Adapter. VSI also embeds the required Progress OpenEdge Workgroup RDBMS(Relational Database Management Software)with its'applications. 6 Musco will discuss your hardware and installation needs with you,and then provide you or VSI with a price quote for hardware,central service,and installation services. Point of Contact is Jeff McNulty jeff.mcnulty@musco.com 800-825-6020 7 You can select any of the current nearly 100 standard GL interfaces and 4 AP interfaces at this price. If a custom interface is needed,VSI will provide a quote,after reviewing the requirements.The implementation procedures for all interfaces are as follows: The VSI trainer will select(default)the appropriate vendor interface in RecTrac/GolfTrac and show customer how to generate the batch export file that contains the summary or detailed transactions for the day(or any date range). At this point,it is the customer's responsibility to contact the financial software vendor to arrange for assistance to import the batch file for posting to the cash receipts or general ledger system. 8 The included expenses are ESTIMATED for airfare,lodging,meals,parking,tolls,and rental vehicle(for non-flying trips,car rental can be more due to tolls and gasoline usage). Actual expenses are billed after each trip. For states with Cashless Tolls,there may be a delay in billing these charges as we sometimes don't get these bills from the car rental companies until weeks after a trip is complete. 9 The Hosting Services Fee does NOT include the software annual maintenance fees. Prior to selecting the hosting option,we require customer to test/verify connectivity from all locations. Please contact VSI Sales for additional information and scheduling,877-883-8757-option#2 or email sales@vermontsystems com. 10 1-Side Plastic ID Card Printer, 18cps Color/5cps Mono,Ethernet/USB,Windows XPNista/W7/Server 2003/2008 P3500S Energy Star printer includes USB Cable,PS,3-Year Swap Out Parts&Labor Warranty Service including Printhead. 4th year warranty does not include the Printhead and motherboard. Annual Servicing/Cleaning and Hot Swap program for those customers purchasing ID card supplies through VSI. 11 RI-PO-3-0100 P3500S/P3000/P4000 Color Ribbon,500 Cards Per Ribbon YMCK-T(If P5500 250'Color Front/250 Color Back) 12 Microsoft LifeCam Studio,HD 8MP Res,True 1080p Sensor,Auto Focus,USB 13 Honeywell MS7580 Genesis Scanner Kit,USB KBW Emulation, 1D PDF417,Power Supply,USB Cable. 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#8 ■l .mOnt Proposal Summary Pricing Y VSI Quote Number: 41894 ~ . lilt Please See Detail Breakdown Recr opton Parka "a�a lvsrare on Following Pages Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Prepared For: Eden Prairie Community Center,Eden Prairie, MN Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie.org Fax Number: Approved By: Giles Willey,President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 14 WebTrac enables your customers to process RecTrac transactions real-time using a browser via the internet. The WebTrac module does NOT include any hosting services.,If your IT department or your off-premise web host does not allow any updates to its web server,then VSI can offer this web hosting service. This additional service has a monthly fee that can be provided should you need this capability. VSI can discuss with your IT department or your off-premise web hosting company the requirements of adding the WebTrac module to your setup and can determine from this discussion whether the VSI web hosting fee needs to be quoted. VSI bills any hosting service on an annual basis. After the first year,'this amount is added to your annual maintenance figure. 15 WebTrac modules require respective RecTrac licensed modules in order to process web transactions. 16 Mobile RecTrac provides access to select staff functions using a smart phone mobile browser. The Mobile RecTrac browser is device/operating system independent. Functions such as Visit Check-In,League Scores Postings,Roster Print,Tee Sheets,and Household Inquiries are a few of the functions that are available to the staff using a smart phone. All current and future Mobile RecTrac staff related functions developed for all RecTrac modules by VSI are included in this one-time license fee,providing that the annual maintenance and support fees are paid. 17 Mobile WebTrac provides patron access to select functions using a smart phone mobile browser. The Mobile WebTrac browser is device/operating system independent.Functions such as booking a tee time,enrolling in a class,viewing a calendar of events, making a payment,and displaying a pass barcode are a few of the functions that patrons will be able to access using a smart phone. All current and future Mobile WebTrac patron related functions developed for all WebTrac modules by VSI are included in this one-time license fee,providing that the annual maintenance and support fees are paid. 18 The 25 Agents are required for processing Web transactions. Each Agent can service multiple requests to process hundreds,of simultaneous transactions 19 VSI uses the Progress Application Development&Deployment software to develop and deply our Web applications that provide real-time Web transaction processing in RecTrac and GolfTrab. 20 The WebTrac base pricing includes the customizable Standard Brochure Interface. If you desire a custom brochure layout beyond the standard options,a fee of 1000.00 will be charged for the custom programming. 21 VSI will customize the WebTrac stylesheet to match the appearance of your web site as closely as possible.After.you have finalized your WebTrac page specifications,you will be asked to sign an approval form.VSI will provide the stylesheet programming services and then you will be asked to verify that the results match your specs.If you asked for additional changes following the completion of the initial styling then each major change request is priced at$750.00.Minor&Seasonal change requests are priced at$375.00 each. 22 The Standard Splash Page Option gives you the choice of one of 10 Standard Spash page options. Our 14 standards are available on our website to"try out",helping you to decide which option is best for your organization. The$500 fee includes our support personnel assisting in the implementation of the template on your site. This typically takes 2-4 hours. Any time over 4 hours due to changes the customer asks for,will be charged at$100/hr. If you want design changes to any of the standard templates that require the VSI Development team,we will provide you a quote for Custom Programming @ $130/hour. 23 Depending on the Gateway you select,there could be setup fees charged by the Gateway up to$150 per merchant account. There also could be transaction fees up to 075 cents per transaction. 24 Includes power supply,power cord,auto cutter and cable.Wall mountable. 25 Includes Scanner,USB Cable,and Stand 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#9 Vermont Proposal Summary Pricing VSI Quote Number: 41894 ' sterns Recreotinn & Parks Software on Following Pages Description: EXHIBIT B-Rev3 Pricing w/Platinum Hosting Please See Detail Breakdown Prepared For: Eden Prairie Community Center,Eden Prairie, MN ,I Contact Name: Wendy Sevenich,Center Manager Phone Number: (952)949-8473 Contact Email: wsevenich@edenprairie:org Fax Number: Approved By: Giles Willey,President(gilesw@vermontsystems.com) Quote Date: 05/08/2014 26 IPAD Pin Entry Device,HID,Keypad,PCI Secure MSR,Black Rubber,Display,3DES Plug n'Pay Encryption Specific to VSI,6ft Cord,USB 2.0,6ft Cord,USB 2.0,5VDC.Expect 3-4 weeks for delivery. Important-!PADS must not be stored on the shelf for an extended period or be connected to a system that powers down the USB ports,as doing so can cause loss of software. 12 Market Place,Essex Junction,VT. 05452 877-883-8757 www.vermontsystems.com Page#10 _____,N Exhibit C VERMOI9 OP ID: LS �C.4CDPR1 0 DATE(MM/DD/YYYY) �- CERTIFICATE OF LIABILITY INSURANCE j 01/24/2014 ' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy/lies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Phone:802-878-1600 NR' ncr Kinney Pike-Williston - — 62 Knight Lane Fax:802-879-4022 i N4,Ext.l, 1;ntc, Williston,VI 05495 I:•tuAIL John McAttEiffn AgDRESS; 1 INSURERS)AFFORDING COVERAGE _ NAtC k •INSuRERA:HanOver Insurance Company _ - INSURED Vermont Systems, Inc. INSURER s:Underwriters at Lloyds 12 Marketplace Essex Jet,VT 05452 t3urcER c INSURER D: INSURER E:• INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SI IOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS IL R — i AIJDL'SUBS - TYPE OF INSURANCE f VSrri f VOLICY NUMBER I IDO YcFX PMGCY EXP tvy I} StYVQ IF I fMM1DD!'{YYy� (y1fYUDD1YYYY)� LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 A X COMMERCALGENERALLiABILIry X I X 'ODV081314101 01/01/2014 01/01/2015 DAtiTI1C"R7HENTFM- 300,O011 X i C€AIMS-MADE I-.Y W OCCUR MED EXP(Nyone ptefwll} $ T 5,000 PERSONAL&ADV INJURY 6 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000.000 I POLICY n PRp- 1 r LOC - — — — IECT r AUTOMOBILE LIABILITY CDMO1NED SINGLE LIMIT 1,000,000 _IEa±Ic- enti _ 1 A ANY AUTO ODV8131314101 01/01/2014 01/01/2015 NOOlt.l'INJURY(Per peison) $ ''ALI OWNED I I SCHEDULED _ AUTOS !AUTOS BODII Y INJURY(Per accident) 3 X HIRED AiITOS X NON-OWNED pl3OPERTY OP,MAGE $ -- AIJTOS aet+rlcr:i] _ I $ — — - X UMBRELLA LIAB X OCCUR EACI I OCCURRENCE 5 2,000,000 A EXCESS LIAB : 4 -CLAIMS-MADE ODV9813141 00 01/01/2014 01/01/2015 AGGREGATE s 2,000,000 ngD ric j RHENIlONS 10,000 S� WORKERS COMPENSATION ii WCS!AIU• I lam- AND EMPLOYERS'LIABILITY I X..LI.ORYi,IMni _ Eta A ANY PROPRIETORIpARTNERIE.7tECUT4VE 1 I N NIA WFIV9B13126 01 01/01/2014 01/01/2015 E L EACH ACCIDENT _ 1,000,000 OFFICER/MEMBER EXCLUDED? _ (Mandatory in RN) (Myaonsd atoryin NH)flr F L DISEASE-EA Etal 1YEE s 1,000,000 ❑ES[:FUPIIQNC? epFitario dei- I DI UIS[ASC-POLICY LIMIT r 1,000,o00 B PROFESSIONAL U5UCS260635413 12/31/2013 12/31/2014 Aggregate 2,000.000 Each Occ 2,000,000 i . DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space is required) CERTIFICATE HOLDER CANCELLATION - SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE - THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE John McAuliffe -- - ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD EXHIBIT D 1. Web Server Hosting Service: VSI manages web servers and communications devices that are installed at the Tech Vault data center and other cloud computing centers around the country. These systems are operational on a 24/7/365 basis. The web server directs WebTrac online customer service requests to access the Transaction and Database server. 2. Network Access: The Customer must allow VSI to access the Cloud server to support the software,database, and transaction servers. VSI will provide the port numbers and IP address of the Cloud server. 3. VSI Managed Hosting Services include web site monitoring tools used to notify VSI if website is offline,managed hosting services anti-virus protection,server backups,and WebTrac version level updates on the web servers. The Customer is responsible for RecTrac/GolfTrac/CYMTrac program level updates. 4. Web Server Payment Plan: VSI will charge the Customer a monthly hosting fee in advance for this service with a minimum one year commitment. After the first year,the plan will automatically renew for a period of one year,unless VSI receives a written notice at least 60 days in advance of the anniversary date. VSI reserves the right to adjust the hosted service fee prior to the annual renewal. New customers will be charged on a prorated basis from the first day of the installation month through the end of the current fiscal year. 5. Domain name: VSI will provide the domain for WebTrac. VSI currently uses"parksreconline.com". Note,we currently do not transfer or take over existing domains, so most customers should continue to use an existing web server for their own static informational pages. VSI will provide a link from this site to the WebTrac home page. 6. SSL(Secure Sockets Layer)Certificate: VSI will provide the SSL Certificate for the hosting servers. While the flow of data between the hosting servers and the Customer's remote users' is encrypted using the SSL provided,VSI is not responsible for any loss of data beyond our control. 7, Fire Wall Rules: VSI will provide security protection from external threats to the webserver.VS1 is responsible for configuring and maintaining the firewall rules for the hosting servers and will notify the Customer of any changes that would impact the Customer's access to the application. The Customer is responsible for configuring and maintaining firewall rules for all Customer locations. 8. Periodic Hosting Servers Maintenance: VSI will provide the Customer with advance notice when the hosting servers will be unavailable due to scheduled maintenance. VSI will coordinate with the Customer to minimize down time for scheduled maintenance. 9. VSI Hosting Servers Technical Support: If the source of a technical problem exists within the systems or technology under VSI management,no charge will apply. For example,a technical issue, such as,your hosting server becomes unreachable due to a network or hardware failure. This example is for reference purposes only and should not be misconstrued as the only issue that might arise over time. 10. PayTrac ERI(External Redirect Interface)License: The Customer must license one of the VSI certified ERI credit card interfaces to process office and online payments and to ensure that credit card data is encrypted and secure. If pin debit card payments are to be accepted,then a VSI ERI pin debit card interface will be required for the same processor. If check payments are to be processed electronically,a VSI eCheck interface will also be required. 11. Hosting Penalties: There shall be no downtime penalty for scheduled operating system upgrades, scheduled Progress software updates, application software upgrades, DNS outages, and application database upgrades. Except for these scheduled downtimes, VSI expects over 99%uptime. Therefore, if the software applications are unavailable for customer use for more than 29 hours of a total of 8760 hours in a calendar year due to hosting services,VSI will credit the customer with a prorated amount for any lost time exceeding 29 hours to the nearest 15 minutes. EXHIBIT E Vermont Systems Cloud Computing Services Tech Vault Data Center 1. Complete Managed Hosting Services: VSI owns and manages redundant servers and communications devices that are installed at the Tech Vault data center. These systems are operational on a 24/7/365 basis. VSI provides its hosting services customers with Progress Deployment software support, Progress RDBMS database support,and extended hours Pager support as described in VSI's Sales& Support Policies(Exhibit A in the VSI Sales Agreement). Initially,this includes live hosting phone support from 8:00am to 8:00pm,Monday—Friday,plus no charge Pager support for all other 24/7 hours. As the number of hosting customers grows,live hosting phone support will be expanded accordingly. 2. Tech Vault Data Center Base Hosting Services: Tech Vault,a VSI business partner,assists VSI to provide complete data center hosting services for VSI customers. Tech Vault has a Green Building Council Gold Certification and is HIPAA,PCI-DSS,LEED Silver,and SSAE-16 certified. They are currently in the process of LEED Gold certification. Data Center Space: - APC InfraStruXure In-Row cooling and humidification technology with multi-stack chillers/cooling towers. - Uses Schneider Electric LAN Integrated Continuum software to manage facility operations and data collection. - APC Keycard rack security. - HIPAA-compliant facility with exterior walls built to Homeland Security specifications. Data Center Cooling& Environment: - APC industry-leading In-Row cooling with integrated humidification. - Cooling accommodates standard,high density,and super high density rack environments. - Fully redundant N+ 1 architecture. Security&Access: - Man-Trap access-only with dual-factor finger biometric scan and integrated HID proximity reader. - Keycard and biometric facility access. - Authorized VSI access 24/7/365. - Video surveillance cameras,internal and external,24/7/365 basis. - Located next door to South Burlington Police Department. Power: - Data Center UPS infrastructure uses APC's Symmetra systems. - Fully redundant N+ 1 dual-power feeds from APC PDU's. - Automatic generator back-up systems dual 800kw diesels. Internet Services: - Data Center is ISP Carrier neutral facility. - Two tier-one providers—Level 3 and Fairpoint. - Tech Vault is a node on each carrier's regional SONET ring. - Dual fiber routes installed from both providers. - Virtually unlimited internet capacity available. - Internet utilizes Border Gateway Protocol to provide 100%internet availability. Additional Tech Vault Features: - 24/7/365 Facility Environmental Monitoring by Tech Vault staff. - 3M NOVEC 1230 Clean Agent Fire Suppression Agent. - Hardware Monitoring(SNMP)and Diagnostics. - Operating System Monitoring and Patch Management. - Network documentation,diagram, and copies of configuration files. - Environmental Rack Reporting(Power,Cooling, Security,&Bandwidth Utilization. - 100%uptime for bandwidth and power. 3. VSI Managed Hosting Services: - Redundant hosting servers,routers,and switches with automatic fail-over. - Progress Deployment software support and Progress RDBMS database support. - Automatic VSI program updates with deployed webclient upgrades(see VSI Software Upgrade Checklist). - Database daily backup and database restore,as requested, and copy live to demo. - RecTrac and WebTrac only generated email service. (Not to be used as a general mail server) - Regularly scheduled Vulnerability Assessment. - Managed hosting services anti-virus protection. - All VM services are hosted in a private cloud. 4. VSI Additional Chargeable Hosting Services: - Periodic database performance audits and tuning. - Assisted HTML development of splash pages and implementation. 5. SSL(Secure Sockets Layer)Certificate: VSI will provide the SSL Certificate for the hosting servers. While the flow of data between the hosting servers and the Customer's remote users' is encrypted using the SSL provided,VSI is not responsible for any loss of data beyond our control. 6. Fire Wall Rules: VSI is responsible for configuring and maintaining the firewall rules for the hosting servers and will notify the Customer of any changes that would impact the Customer's access to the application database. The Customer is responsible for configuring and maintaining firewall rules for all Customer locations. 7. Periodic Hosting Servers Maintenance: VSI will provide the Customer with advance notice when the hosting servers will be unavailable due to scheduled maintenance. VSI will coordinate with the Customer to minimize down time for scheduled maintenance. 8. VSI Hosting Servers Technical Support: If the source of a technical problem exists within the systems or technology under VSI management,no charge will apply. For example,a technical issue,such as,your hosting server becomes unreachable due to a network or hardware failure. This example is for reference purposes only and should not be misconstrued as the only issue that might arise over time. 9. ERI PayTrac License: The Customer must license one of the VSI certified ERI credit card interfaces to process office and online payments and to ensure that credit card data is encrypted and secure. If pin debit card payments are to be accepted,then a VSI ERI pin debit card interface will be required for the same processor. If check payments are to be processed electronically,a VSI eCheck interface will also be required. 10. Hosting Penalties: There shall be no downtime penalty for scheduled operating system upgrades,scheduled Progress software updates, application software upgrades, DNS outages,and application database upgrades. Except for these scheduled downtimes, VSI expects over 99.7%uptime. Therefore, if the software applications are unavailable for customer use for more than 26 hours of a total 8760 hours in a calendar year due to hosting services,VSI will credit the customer with a prorated amount for any lost time exceeding 26 hours to the nearest 15 minutes. EXHIBIT F - VSI HOSTING SERVICES Service Level Feature Comparison Item Description Silver Gold Platinum 1 Flat monthly fee (no transaction fees) based on Service Yes Yes Yes Level and number of concurrent users. No forced convenience fee passed onto patrons. VSI 2 customer can elect to charge the patron a convenience Yes Yes Yes fee for WebTrac transactions, but this is a user-defined parameter. Servers managed by VSI in secure TechVault Data 3 Center located in South Burlington, VT. All server Yes Yes Yes hardware and operating system maintenance is done by trained VSI professionals. _ All VSI application updates will be published by VSI and 4. will be automatically loaded by customer workstations at Yes Yes Yes next login. All VSI application upgrades will be performed by VSI. These upgrades will involve "planned" downtime and will 5. be coordinated with the customer during off-peak hours. Yes Yes Yes Program updates related to these upgrades will be deployed normally through the VSI Deployment Server. Test application upgrades performed prior to the live 6 database upgrade so that a customer will have an Chargeable Chargeable Yes accurate understanding of the planned downtime period needed to perform the upgrade. After Image (Al). snapshot window in minutes. These snapshots reduce the potential data loss if a system 7 failure takes place. A lower value equates to greater 180 120 60 "insurance coverage". Daily Live Database Backups and nightly off-premise 8 backups are performed by VSI on a rolling 7 day basis. Yes Yes Yes In addition, VSI will maintain a rolling quarter-end backup and a rolling annual backup for three years. Receipt, photo, button, and other similar PDF, JPG, DAT, BMP, and D files that exist outside the application 9. database will be organized by VSI. In addition, these files Yes Yes Yes will be archived daily using the normal backup schedule covered in Item #8. 10. Toll Free phone support including WebEx diagnostic Yes Yes Yes sessions. ODBC Connection for third party access to reporting 11. database updated once every 24-hours to accommodate No No dashboards and custom reporting. Redundant servers, power supplies, bandwidth in and out 12. of the hosted servers, network connections, RAID 10 disk Yes Yes Yes arrays, and SAN/NAS configuration. W:\Hosting Services\Hosting Service Level Feature Checklist- Exhibit F.xlsx 1 EXHIBIT F - VSI HOSTING SERVICES Service Level Feature Comparison Item Description Silver Gold Platinum 13. Monthly third party external PCI scan done by Trustwave Yes Yes Yes 14. Automatic checks every "X" minutes to be sure WebTrac 90 Min 60 Min 30 Min home page is accessible. 15. Library of WebTrac Splash Pages available for loading Chargeable No Charge into a customer's hosted database. 16. WebTrac Style Sheet and image changes forced by a Yes Yes Yes VSI enhancement or update will be updated by VSI. Staff training using phone and WebEx when applicable. Chargeable These hours can be used to train new staff; refresher (Standard sessions for existing staff; or to learn a new function in a One Two 17. VSI hosted application. Each training segment is a Training Session Sessions maximum of four hours and cannot be broken into Rate multiple sessions. Applies) Library of Membership Card, Gift Card, and Ticket 18. templates available for loading into a customer's hosted Yes Yes Yes database. 19 Maximum recovery time associated with any unplanned 12 Hours 6 Hours 2 Hours outage. 24/7 Pager Support related to hosting issues included at 20 no additional charge. Hosting support ends at the Yes Yes Yes RecTrac login screen. Once inside RecTrac, all standard support services will apply. LIVE to DEMO database copies performed by VSI during 21 standard support hours. Number in this column 1 2 4 represents the copies allowed per month at no additional charge. Web Agents included for processing both staff and 22. patron functions. Each agent can handle approximately 10 25 50 30-35 simultaneous requests per second. Key data center facts: A) HIPAA-compliant facility built to Homeland Security specifications. B) Fully redundant N+1 architecture C) Man-Trap access only with dual-factor biometric scan 23. and integrated HID proximity reader. Yes Yes Yes D) Two Tier-One internet providers (Level 3 and Fairpoint) with dual fiber routes installed by both providers. E) Green Building Council Gold Certification F) PCI-DSS and SSAE-16 (formally SAS70) Certified W:\Hosting Services\Hosting Service Level Feature Checklist- Exhibit F.xlsx 2 VSI HOSTING SERVICES Items Outside The Hosting Agreement Paid As Incurred Item Description 1. End-User Training (on-site or phone) 2. Hardware Purchases 3. Shipping 4. Travel Expenses Database schema training associated with an ODBC connection. Any assistance provided to a 5. customer helping them to understand tables and fields in a VSI database so that they can create an external dashboard, report, export, or similar result, is chargeable. W:\Hosting Services\Hosting Service Level Feature Checklist- Exhibit F.xlsx 3 CITY COUNCIL AGENDA DATE: SECTION: Consent Calendar May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: VIII.O. Office of City Manager Declare obsolete computer equipment as Information Technology surplus Kristi Etter Requested Action Move to: Declare obsolete equipment as surplus and authorize the City Manager to dispose of property to manage end of life computers, monitors and electronics using Minnesota Computer's services and the State of Minnesota as authorized under City Code Section 2.86, Subd. 3. Synopsis The City has a surplus of obsolete computer equipment. The equipment is of no use and will be recycled. Previously the City paid a fee to Asset Recovery Corporation to pick up and dispose of obsolete equipment. With the attached purchase quote, Minnesota Computers will pick up and recycle the equipment and pay the City a fee for the items they can reuse. All equipment will be disposed of as authorized by City Code Section 2.86, Subd. 3. Attachment List of surplus equipment&quote for sale MinnesataCumputers Purchase Quote 2854 Page 1 5000 Winnetka Ave N.Minneapolis,MN 55428 5/5/2014 9:50:11 AM Office:(763)544-7900 Fax:(763)544-8031 www.minnesotacomputers.com Date 5/5/2014 Status Open Rep SW Requested By: Vendor: PT# MINNESOTA COMPUTERS CITY OF EDEN PRAIRE CORPORATION 8080 Mitchell Rd 5000 WINNETKA AVE NORTH Eden Prairie, MN 55344 UNITED STATES Attn: MAT LARSON Phone: 952-949-8403 Line Item# Description Serial# Qty Unit Cost Extended 0001 ASSORTED PC LOT ASSORTED PC LOT BULK PURCHASE 1 800.00 800.00 Total Cost 800.00 Contract Comment Summary: Includes shipping and recycling 1700n 1 1704FPTt 2 1707FPf 1 1707FPt 4 200544G2 1 3.0 USB 1 564PX 1 90PLUS 1 AC30 1 AiroNet 1200 1 Aironet RM1252G 1 Asset Tag# 03-026 1 ASUS 3 ATI 3 BITMASTER 1 BreezeACCESS VL 4 Catalyst 2501 1 Catalyst 2600 1 Catalyst 2950 10 Catalyst 2950 1 Catalyst 3500 5 CISCO 1 COM 1 DC 7900 2 dc7900 1 dc7900 onvertable minitower 1 DIMENSION L800CXE 1 Dimmension 2400 1 Dock#CN-0HD062-48643-696-05441 Dock#CN-0HD062-48643-6BI-1180 1 Dock#CN-0HD062-48643-7CM-9739 1 Dock#CN-0HD062-48643-88U-2343 1 Dock#CN-0HD062-48643-88U-2544 1 Dock#CN-0HD062-48643-892-07751 Dock#CN-0HD062-48643-892-07831 Dock#CN-0HD62-48643-6BI-1179 1 Dock#CN-0HD62-48643-88U-2547 1 Dock#CN-0u2442-48643-370-4606 1 Dock#CN-0U2442-48643-370-5405 1 MinnesataCumputers Purchase Quote 2854 Page 2 5000 Winnetka Ave N.Minneapolis,MN 55428 5/5/2014 9:50:11 AM Office:(763)544-7900 Fax:(763)544-8031 www.minnesotacomputers.com Date 5/5/2014 status Open Rep SW PT# CITY OF EDEN PRAIRE 8080 Mitchell Rd Eden Prairie, MN 55344 UNITED STATES Attn: MAT LARSON Phone: 952-949-8403 Line Item# Description Serial# Qty Unit Cost Extended Dock#CN-0U2442-48643-45H-15831 Dock#CN-0u2442-48643-45H-1763 1 Dock#CN-0U2442-48643-491-3881 1 Dock#CN-0U2442-48643-4A4-42481 Dock#CN-0u2442-48643-4A4-4265 1 GeForce 5 HP Compaq 15 HP JETDIRECT 175X 1 HP Jetdirect EX Plus 1 HP L1710 1 IDU 5 INTELLIFAX 2920 1 LASERJET 1000 1 LASERJET 4050N 1 LP2844 1 M782 1 MIF12200 7 MODEL 1 MSL4048 1 N8400GS 1 Net Server 1 Nvidia 3 Officejet 6500 1 Opiplex 745 2 Opiplex 755 7 Opliplex GX620 1 Optiplex 745 20 Optiplex 755 16 Optiplex 755 1 Optiplex 755 SFF 1 Optiplex GX280 3 Optiplex GX520 1 Optiplex GX620 9 OPTRA T612 1 PC764 1 PCS 1900 1 PIX Series 1 PocketJet3 1 PORT-NOTEWORTHY 1 PowerEdge 1300 1 Poweredge 500SE 1 Proliant 1 Proliant 3000 1 Proliant DL380 4 PS-4241-9HA 1 • M►nnesataCamputers Purchase Quote 2854 Page 3 5000 Winnetka Ave N.Minneapolis,MN 55428 5/5/2014 9:50:11 AM Office:(763)544-7900 Fax:(763)544-8031 www.minnesotacomputers.com Date 5/5/2014 status Open Rep SW PT# CITY OF EDEN PRAIRE 8080 Mitchell Rd Eden Prairie, MN 55344 UNITED STATES Attn: MAT LARSON Phone: 952-949-8403 Line Item# Description Serial# Qty Unit Cost Extended Radeon 1 Radeon B889 1 Series 90 1 SOUND BLASTER 2 STAR DOT 1 SUPERSET 4015 1 SUPERSET 4025 1 SUPERSET 4150 1 UPStation GXT 1 USB551L 1 USB760 2 WS-X4232-L3 1 XJ-A145 1 CITY COUNCIL AGENDA DATE: SECTION: Public Hearings May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: IX.A. Robert Ellis, Public Works Public Hearing for the Southwest Light Rail Director Transit Municipal Consent Plans Requested Action Move to: Close the public hearing. Synopsis The Metropolitan Council has established an alignment in the form of municipal consent plans for the Southwest Light Rail Transit which will operate from downtown Minneapolis through the communities of St. Louis Park, Hopkins, Minnetonka, and Eden Prairie. The proposed alignment includes 16 new stations and approximately 16 miles of double track. It will be part of an integrated system of transitways, including connections to the Green Line in St. Paul, the METRO Blue Line, the Northstar Commuter Rail line,bus routes and proposed future transitways. The total project cost of$1.7 billion will be funded through a mix of federal, state and local sources, with federal funds making up approximately half the total. Background Information The City of Eden Prairie is required under Minn. Stat. 473.3994 to host a public hearing concerning the physical design components of the Southwest Light Rail Transit plans. The city shall review and approve or disapprove the plans for the route to be located in Eden Prairie. The city anticipates taking action on the municipal consent plans at the June 17, 2014 City Council meeting, once the public comment period has expired. If the city disapproves the plans it must describe specific amendments to the plans that, if adopted, would cause the local unit to withdraw its disapproval. Failure to approve or disapprove the plans in writing prior to July 14, 2014 is deemed to be an approval unless an extension of time is agreed to by the city and the responsible authority. The city will accept public comments until 4:30 p.m., Friday, May 23, 2014. Electronic comments can be submitted via e-mail to swlrt@edenprairie.org and written comments can be submitted to the City of Eden Prairie Public Works Department. Electronic copies of the municipal consent plans can be found on the project's website at www.swlrt.org. CITY COUNCIL AGENDA DATE: SECTION: Public Hearings May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: IX.B. Community Development/Planning Eden Gardens Janet Jeremiah/Julie Klima Requested Action Move to: • Close the Public Hearing; and • Adopt the Resolution for Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres; and • Adopt the Resolution for Planned Unit Development Concept Review on 8.39 acres; and • Approve 1st Reading of the Ordinance for Planned Unit Development District Review with waivers and Zoning District Change from Rural to R1-9.5 on 8.39 acres; and • Adopt the Resolution for Preliminary Plat on 8.39 acres into 36 lots, 7 outlots and road right of way; and • Direct Staff to prepare a Development Agreement incorporating Staff and Commission recommendations and Council conditions. Synopsis The project proposes the construction of 36 single family residential lots. The project is a result of the City's RFP for a development meeting the objectives of sustainability, energy-efficiency, and housing for moderate income households. Several neighborhood meetings with the residents, developer and city staff have occurred over the past months. These meetings have resulted in design revisions to the plan to help address the concerns identified by the existing residents. The main objectives for the development included in the RFP were mid-market pricing and sustainability. As a result, the project includes a variety of green elements. Attached is a communication(dated April 28, 2014) from Homestead Partners detailing the green features for the project. At a minimum, the 13 units bordering the existing neighborhood are recommended to be market rate units to address neighborhood concerns and the Council's interest in avoiding any cash subsidy. Most of the remaining units will be available in the mid-market price range. Final staff recommendations regarding mix of market rate and mid-market units and other specific HRA requirements will be based upon a financial review to ensure the project meets the necessary findings for HRA purchase and simultaneous transfer of the property to the developer. The City HRA could consider a purchase agreement and housing agreement as early as June 17, 2014. Such action will be required prior to the City Council consideration of the final plat. The proponent has requested waivers from the City Code as identified in the Planning Commission staff report and on the attached Exhibit A. Granting of the waivers allows the development to occur in a fashion that meets the objectives of a green, sustainable, mid-market neighborhood. The Planning Commission recommendation included language regarding a noise analysis and plan revisions related to some of the green elements. The noise study is currently underway and staff is hopeful that an analysis will be available prior to the May 20 City Council meeting. There have been weather related delays in completing this study. The proponent has provided comment regarding the green elements recommended by the Conservation Commission and Planning Commission. This communication is dated May 13, 2014. During the public hearing at the Planning Commission, there were three main concerns identified by the neighborhood residents: traffic, density, and audio/visual impacts from roadways. As reference information,please find attached the traffic study, cross sections illustrating proposed noise protection, and a map indicating existing home values in the area. The 120-Day Review Period Expires on June 30, 2014. Planning Commission Recommendation The Planning Commission voted 4-1 to recommend approval of the project at the April 28, 2014 meeting. Attachments 1. Ordinance PUD & Zoning Change 2. Resolution Comprehensive Guide Plan Change 3. Resolution PUD Concept 4. Resolution Preliminary Plat 5. Staff Report 6. Location Map 7. Land Use Map 8. Zoning Map 9. Aerial photo 10. Approved Planning Commission Minutes 11. April 28, 2014 Green Element List 12. Exhibit A—Waiver Matrix 13. May 13, 2014 Response to Green Recommendations 14. Traffic Study 15. Noise Protection Cross Section 16. Property Values Map EDEN GARDENS CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA ORDINANCE NO. _-2014-PUD-_-2014 AN ORDINANCE OF THE CITY OF EDEN PRAIRIE, MINNESOTA,REMOVING CERTAIN LAND FROM ONE ZONING DISTRICT AND PLACING IT IN ANOTHER, AMENDING THE LEGAL DESCRIPTIONS OF LAND IN EACH DISTRICT,AND, ADOPTING BY REFERENCE CITY CODE CHAPTER 1 AND SECTION 11.99 WHICH,AMONG OTHER THINGS, CONTAIN PENALTY PROVISIONS THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA, ORDAINS: Section 1. That the land which is the subject of this Ordinance (hereinafter, the "land") is legally described in Exhibit A attached hereto and made a part hereof. Section 2. That action was duly initiated proposing that the land be removed from the Rural Zoning District and be placed in the R1-9.5 Zoning District_-2014-PUD-_-2014 (hereinafter "PUD- -20 14-R 1-9.5"). Section 3. The land shall be subject to the terms and conditions of that certain Development Agreement dated as of , 2014 entered into between Homestead Partners, and the City of Eden Prairie, (hereinafter"Development Agreement"). The Development Agreement contains the terms and conditions of PUD- -2014- , and are hereby made a part hereof. Section 4. The City Council hereby makes the following findings: A. PUD- -2014- is not in conflict with the goals of the Comprehensive Guide Plan of the City. B. PUD- -2014- is designed in such a manner to form a desirable and unified environment within its own boundaries. C. The exceptions to the standard requirements of Chapters 11 and 12 of the City Code that are contained in PUD- -2014- are justified by the design of the development described therein. D. PUD- -2014- is of sufficient size, composition, and arrangement that its construction, marketing, and operation are feasible as a complete unit without dependence upon any subsequent unit. Section 5. The proposal is hereby adopted and the land shall be, and hereby is removed from the Rural Zoning District, and placed in the R1-9.5 Zoning District and shall be included hereafter in the Planned Unit Development PUD-_-2014- and the legal descriptions of land in each district referred to in City Code Section 11.03, subdivision 1, subparagraph B, shall be and are amended accordingly. Section 6. City Code Chapter 1 entitled"General Provisions and Definitions Applicable to the Entire City Code Including Penalty for Violation" and Section 11.99 entitled "Violation a Misdemeanor" are hereby adopted in their entirety by reference, as though repeated verbatim herein. Section 7. This Ordinance shall become effective from and after its passage, publication and upon compliance with the following conditions: A. The conveyance of the land from MnDOT to the City of Eden Prairie or the Housing and Redevelopment Authority in and for the City of Eden Prairie ("HRA"); B. The conveyance of the land from the City of Eden Prairie or the HRA to Homestead Partners; and C. The adoption by the HRA of the following resolutions relating to the land: i. A Resolution Determining to Carry Out a Housing Development Project, Identifying the Area, and Adopting Findings; and ii. A Resolution Selecting a Developer, Approving Purchase and Sale of the Project Area and Establishing Terms and Conditions for the Housing Development Project. If any of these conditions is not satisfied by August 31, 2014, the approvals granted herein are null and void. FIRST READ at a regular meeting of the City Council of the City of Eden Prairie on the 20th day of May, 2014, and finally read and adopted and ordered published in summary form as attached hereto at a regular meeting of the City Council of said City on the day of , 2014. ATTEST: Kathleen A. Porta, City Clerk Nancy Tyra-Lukens, Mayor PUBLISHED in the Eden Prairie News on , 2014. EXHIBIT A Legal Description — CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- A RESOLUTION AMENDING THE COMPREHENSIVE MUNICIPAL PLAN EDEN GARDENS WHEREAS,the City of Eden Prairie has prepared and adopted the Comprehensive Municipal Plan ("Plan"); and WHEREAS,the Plan has been submitted to the Metropolitan Council for review and comment; and WHEREAS,the proposal of Eden Gardens, by Homestead Partners is for a Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres, as legally described on Exhibit A ("Property"). NOW, THEREFORE,BE IT RESOLVED that the City Council of the City of Eden Prairie, Minnesota, hereby adopts the amendment of the Plan based on plans stamped dated April 16, 2014 and the staff report dated April 25, 2014; and subject to Metropolitan Council approval. BE IT FURTHER RESOLVED THAT this Resolution shall become effective from and after its passage, publication and compliance with the following conditions: • The conveyance of the Property from MnDOT to the City of Eden Prairie or the Housing and Redevelopment Authority in and for the City of Eden Prairie ("HRA"); • The conveyance of the Property from the City of Eden Prairie or the HRA to Homestead Partners; and • The adoption by the HRA of the following resolutions relating to the Property: o A Resolution Determining to Carry Out a Housing Development Project, Identifying the Area, and Adopting Findings; and o A Resolution Selecting a Developer, Approving Purchase and Sale of the Project Area and Establishing Terms and Conditions for the Housing Development Project. If any one of the above conditions have not been satisfied by August 31, 2014, the amendment granted herein is null and void. ADOPTED by the City Council of the City of Eden Prairie this 20th day of May, 2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk EXHIBIT A COMPREHENSIVE PLAN AMENDMENT- EDEN GARDENS Legal Description: Parcel 1: That part of Tract A described below: Tract A.That part of the Southwest Quarter of the Southeast Quarter of Section 17,Township 116 North,Range 22 West,Hennepin County,Minnesota,described as follows: Beginning at the southeast corner of said Southwest Quarter of the Southeast Quarter;thence north along the east line thereof 914 feet;thence deflecting right 81 degrees 37 minutes 00 seconds a distance of 244 feet,more or less,to the centerline of County Road No.4;thence northerly along said centerline 116.3 feet;thence westerly 482.6 feet,more or less to a point 1,018.6 feet north of the south line of said Southeast Quarter in a line described as beginning at the southeast corner of said Southwest Quarter of the Southeast Quarter of said Section 17;thence west along the south line thereof 274 feet;thence deflecting right 91 degrees 58 minutes 30 seconds a distance of 1,018.6 feet;thence south along said line 1,018.6 feet to south line thereof;thence east along said south line 274 feet to point of beginning;excepting therefrom said County Road No. 4; which lies southerly of Line 1 described below: Line 1. Beginning at the northwest corner of Lot 1,Block 2,FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION, thence North 84 degrees 38 minutes 27 seconds East,assumed bearing,along the north line of said Lot 1 for 107.05 feet to the northeast corner of said Lot 1;thence deflect to the right on a tangential curve having a radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet;thence South 76 degrees 10 minutes 15 seconds East 36.57 feet;thence South 64 degrees 51 minutes 39 seconds East 50.99 feet;thence South 76 degrees 10 minutes 15 seconds East 32.54 feet and there terminating; Parcel 2: That part of Tract A described below: Tract A. Beginning at the southwest corner of the Southeast Quarter of the Southeast Quarter of Section 17, Township 116 North,Range 22 West,Hennepin County,Minnesota;thence run northerly along the west line thereof 914.00 feet;thence deflecting right 81 degrees 37 minutes 00 seconds,244.00 feet,more or less,to the centerline of County Road No.4;thence southeasterly along said centerline to a point 146.50 feet northerly of at right angles from the south line of said Southeast Quarter of the Southeast Quarter;thence westerly to a point 189.24 feet east from the west line thereof;thence southerly 146.50 feet;thence westerly 189.24 feet to the beginning,lying westerly of the westerly right of way line of County Road No.4; which lies northerly of a line run parallel with and distant 50 feet southerly of Line 1 described below: Line 1. Commencing at the northwest corner of Lot 1,Block 2,FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION,Hennepin County,Minnesota;thence North 84 degrees 38 minutes 27 seconds East,assumed bearing, along the north line of said Lot 1, 107.05 feet to the northeast corner of said Lot 1;thence deflect to the right on a tangential curve having a radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet;thence North 13 degrees 49 minutes 45 seconds East,40.00 feet;thence South 76 degrees 10 minutes 15 seconds East, 100.20 feet to the west line of Tract A hereinbefore described which is the point of beginning of Line 1 to be described;thence South 76 degrees 10 minutes 15 seconds East 18.91 feet;thence deflect to the left on a tangential curve having a radius of 520.87 feet and a central angle of 24 degrees 11 minutes 09 seconds for 219.87 feet;thence North 79 degrees 38 minutes 36 seconds East 100 feet and there terminating; together with that part of Tract A hereinbefore described,adjoining and southerly of the above described strip, which lies northerly of the following described line: Beginning at a point on the east line of said Tract A,distant 23.06 feet southerly of its intersection with said 50 foot parallel line;thence run northwesterly to a point on said parallel line,distant 20.06 feet westerly of said intersection and there terminating; together with that part of Tract A hereinbefore described,which lies easterly of Line 2 described below: Line 2. From the most easterly corner of said Tract A run westerly along the south line of Said Tract A for 20 feet to the point of beginning of Line 2 to be described;thence run northwesterly to a point distant 8 feet southwesterly (measured at right angles)of a point on the east line of said Tract A,distant 330 feet northwesterly of said most easterly corner;thence deflect to the left at an angle of 90 degrees 00 minutes 00 seconds for 2 feet;thence run northerly to a point on the east line of said Tract A,distant 455 feet northwesterly of said most easterly corner and there terminating; Parcel 3: That part of Tract A described below: Tract A. Beginning at the southwest corner of the Southeast Quarter of the Southeast Quarter of Section 17, Township 116 North,Range 22 West,Hennepin County,Minnesota;thence run northerly along the west line thereof 914.00 feet;thence deflecting right 81 degrees 37 minutes 00 seconds,244.00 feet,more or less,to the centerline of County Road No.4;thence southeasterly along said centerline to a point 146.50 feet northerly of at right angles from the south line of said Southeast Quarter of the Southeast Quarter;thence westerly to a point 189.24 feet east from the west line thereof;thence southerly 146.50 feet;thence westerly 189.24 feet to the beginning,lying westerly of the westerly right of way line of County Road No.4; which lies southerly of a line run parallel with and distant 50 feet southerly of Line 1 described below and westerly of Line 2 described below: Line 1. Commencing at the northwest corner of Lot 1,Block 2,FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION,Hennepin County,Minnesota;thence North 84 degrees 38 minutes 27 seconds East,assumed bearing, along the north line of said Lot 1, 107.05 feet to the northeast corner of said Lot 1;thence deflect to the right on a tangential curve having radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet;thence North 13 degrees 49 minutes 45 seconds East,40.00 feet;thence South 76 degrees 10 minutes 15 seconds East, 100.20 feet to the west line of Tract A hereinbefore described which is the point of beginning of Line 1 to be described;thence South 76 degrees 10 minutes 15 seconds East 18.91 feet;thence deflect to the left on a tangential curve having a radius of 520.87 feet and a central angle of 24 degrees 11 minutes 09 seconds for 219.87 feet;thence North 79 degrees 38 minutes 36 seconds East 100 feet and there terminating; Line 2. From the most easterly corner of said Tract A run westerly along the south line of said Tract A for 20 feet to the point of beginning of Line 2 to be described;thence run northwesterly to a point distant 8 feet southwesterly (measured at right angles)of a point on the east line of said Tract A,distant 330 feet northwesterly of said most easterly corner;thence deflect to the left at an angle of 90 degrees 00 minutes 00 seconds for 2 feet;thence run northerly to a point on the east line of said Tract A,distant 455 feet northwesterly of said most easterly corner, thence run northerly along said east line to a point distant 23.06 feet southerly of its intersection with a line run parallel with and distant 50 feet southerly of Line 1 described above;thence run northwesterly to a point on said parallel line,distant 20.06 feet westerly of said intersection and there terminating; CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- A RESOLUTION APPROVING THE PLANNED UNIT DEVELOPMENT CONCEPT OF EDEN GARDENS FOR HOMESTEAD PARTNERS WHEREAS,the City of Eden Prairie has by virtue of City Code provided for the Planned Unit Development(PUD) Concept of certain areas located within the City; and WHEREAS, the Planning Commission did conduct a public hearing on April 28, 2014, on Eden Gardens by Homestead Partners and considered their request for approval of the PUD Concept plan and recommended approval of the request to the City Council; and WHEREAS,the City Council did consider the request on May 20, 2014. NOW, THEREFORE, BE IT RESOLVED by the City Council of Eden Prairie, Minnesota, as follows: 1. Eden Gardens, being in Hennepin County, Minnesota, legally described as outlined in Exhibit A, is attached hereto and made a part hereof("Property"). 2. That the City Council does grant PUD Concept approval as outlined in the plans stamp dated April 16, 2014. 3. That the PUD Concept meets the recommendations of the Planning Commission dated April 28, 2014. 4. That this Resolution shall become effective from and after its passage, publication and compliance with the following conditions: • The conveyance of the Property from MnDOT to the City of Eden Prairie or the Housing and Redevelopment Authority in and for the City of Eden Prairie ("HRA"); • The conveyance of the Property from the City of Eden Prairie or the HRA to Homestead Partners; and • The adoption by the HRA of the following resolutions relating to the Property: o A Resolution Determining to Carry Out a Housing Development Project, Identifying the Area, and Adopting Findings; and o A Resolution Selecting a Developer, Approving Purchase and Sale of the Project Area and Establishing Terms and Conditions for the Housing Development Project. If any one of the above conditions have not been satisfied by August 31, 2014the approvals granted herein are null and void. ADOPTED by the City Council of the City of Eden Prairie this 20th day of May, 2014 Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk EXHIBIT A PUD Concept- EDEN GARDENS Legal Description: Parcel 1: That part of Tract A described below: Tract A. That part of the Southwest Quarter of the Southeast Quarter of Section 17, Township 116 North, Range 22 West, Hennepin County, Minnesota, described as follows: Beginning at the southeast corner of said Southwest Quarter of the Southeast Quarter; thence north along the east line thereof 914 feet; thence deflecting right 81 degrees 37 minutes 00 seconds a distance of 244 feet, more or less, to the centerline of County Road No. 4; thence northerly along said centerline 116.3 feet; thence westerly 482.6 feet, more or less to a point 1,018.6 feet north of the south line of said Southeast Quarter in a line described as beginning at the southeast corner of said Southwest Quarter of the Southeast Quarter of said Section 17; thence west along the south line thereof 274 feet; thence deflecting right 91 degrees 58 minutes 30 seconds a distance of 1,018.6 feet; thence south along said line 1,018.6 feet to south line thereof; thence east along said south line 274 feet to point of beginning; excepting therefrom said County Road No. 4; which lies southerly of Line 1 described below: Line 1. Beginning at the northwest corner of Lot 1, Block 2, FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION, thence North 84 degrees 38 minutes 27 seconds East, assumed bearing, along the north line of said Lot 1 for 107.05 feet to the northeast corner of said Lot 1; thence deflect to the right on a tangential curve having a radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet; thence South 76 degrees 10 minutes 15 seconds East 36.57 feet; thence South 64 degrees 51 minutes 39 seconds East 50.99 feet; thence South 76 degrees 10 minutes 15 seconds East 32.54 feet and there terminating; Parcel 2: That part of Tract A described below: Tract A. Beginning at the southwest corner of the Southeast Quarter of the Southeast Quarter of Section 17, Township 116 North, Range 22 West, Hennepin County, Minnesota; thence run northerly along the west line thereof 914.00 feet; thence deflecting right 81 degrees 37 minutes 00 seconds, 244.00 feet, more or less, to the centerline of County Road No. 4; thence southeasterly along said centerline to a point 146.50 feet northerly of at right angles from the south line of said Southeast Quarter of the Southeast Quarter; thence westerly to a point 189.24 feet east from the west line thereof; thence southerly 146.50 feet; thence westerly 189.24 feet to the beginning, lying westerly of the westerly right of way line of County Road No. 4; which lies northerly of a line run parallel with and distant 50 feet southerly of Line 1 described below: Line 1. Commencing at the northwest corner of Lot 1, Block 2, FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION, Hennepin County, Minnesota; thence North 84 degrees 38 minutes 27 seconds East, assumed bearing, along the north line of said Lot 1, 107.05 feet to the northeast corner of said Lot 1; thence deflect to the right on a tangential curve having a radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet; thence North 13 degrees 49 minutes 45 seconds East, 40.00 feet; thence South 76 degrees 10 minutes 15 seconds East, 100.20 feet to the west line of Tract A hereinbefore described which is the point of beginning of Line 1 to be described; thence South 76 degrees 10 minutes 15 seconds East 18.91 feet; thence deflect to the left on a tangential curve having a radius of 520.87 feet and a central angle of 24 degrees 11 minutes 09 seconds for 219.87 feet; thence North 79 degrees 38 minutes 36 seconds East 100 feet and there terminating; together with that part of Tract A hereinbefore described, adjoining and southerly of the above described strip, which lies northerly of the following described line: Beginning at a point on the east line of said Tract A, distant 23.06 feet southerly of its intersection with said 50 foot parallel line; thence run northwesterly to a point on said parallel line, distant 20.06 feet westerly of said intersection and there terminating; together with that part of Tract A hereinbefore described, which lies easterly of Line 2 described below: Line 2. From the most easterly corner of said Tract A run westerly along the south line of Said Tract A for 20 feet to the point of beginning of Line 2 to be described; thence run northwesterly to a point distant 8 feet southwesterly(measured at right angles) of a point on the east line of said Tract A, distant 330 feet northwesterly of said most easterly corner; thence deflect to the left at an angle of 90 degrees 00 minutes 00 seconds for 2 feet; thence run northerly to a point on the east line of said Tract A, distant 455 feet northwesterly of said most easterly corner and there terminating; Parcel 3: That part of Tract A described below: Tract A. Beginning at the southwest corner of the Southeast Quarter of the Southeast Quarter of Section 17, Township 116 North, Range 22 West, Hennepin County, Minnesota; thence run northerly along the west line thereof 914.00 feet; thence deflecting right 81 degrees 37 minutes 00 seconds, 244.00 feet, more or less, to the centerline of County Road No. 4; thence southeasterly along said centerline to a point 146.50 feet northerly of at right angles from the south line of said Southeast Quarter of the Southeast Quarter; thence westerly to a point 189.24 feet east from the west line thereof; thence southerly 146.50 feet; thence westerly 189.24 feet to the beginning, lying westerly of the westerly right of way line of County Road No. 4; which lies southerly of a line run parallel with and distant 50 feet southerly of Line 1 described below and westerly of Line 2 described below: Line 1. Commencing at the northwest corner of Lot 1, Block 2, FAIRFIELD OF EDEN PRAIRIE 5TH ADDITION, Hennepin County, Minnesota; thence North 84 degrees 38 minutes 27 seconds East, assumed bearing, along the north line of said Lot 1, 107.05 feet to the northeast corner of said Lot 1; thence deflect to the right on a tangential curve having radius of 480.87 feet and a central angle of 19 degrees 11 minutes 19 seconds for 161.05 feet; thence North 13 degrees 49 minutes 45 seconds East, 40.00 feet; thence South 76 degrees 10 minutes 15 seconds East, 100.20 feet to the west line of Tract A hereinbefore described which is the point of beginning of Line 1 to be described; thence South 76 degrees 10 minutes 15 seconds East 18.91 feet; thence deflect to the left on a tangential curve having a radius of 520.87 feet and a central angle of 24 degrees 11 minutes 09 seconds for 219.87 feet; thence North 79 degrees 38 minutes 36 seconds East 100 feet and there terminating; Line 2. From the most easterly corner of said Tract A run westerly along the south line of said Tract A for 20 feet to the point of beginning of Line 2 to be described; thence run northwesterly to a point distant 8 feet southwesterly(measured at right angles) of a point on the east line of said Tract A, distant 330 feet northwesterly of said most easterly corner; thence deflect to the left at an angle of 90 degrees 00 minutes 00 seconds for 2 feet; thence run northerly to a point on the east line of said Tract A, distant 455 feet northwesterly of said most easterly corner, thence run northerly along said east line to a point distant 23.06 feet southerly of its intersection with a line run parallel with and distant 50 feet southerly of Line 1 described above; thence run northwesterly to a point on said parallel line, distant 20.06 feet westerly of said intersection and there terminating; CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- RESOLUTION APPROVING THE PRELIMINARY PLAT OF EDEN GARDENS FOR HOMESTEAD PARTNERS BE IT RESOLVED, by the Eden Prairie City Council as follows: That the preliminary plat of Eden Gardens for Homestead Partners stamp dated April 16, 2014, and consisting of 8.39 acres into 36 lots and 7 outlots, a copy of which is on file at the City Hall, is found to be in conformance with the provisions of the Eden Prairie Zoning and Platting ordinances, and amendments thereto, and is herein approved. BE IT FURTHER RESOLVED THAT this Resolution shall become effective from and after its passage, publication and compliance with the following conditions: • The conveyance of the property subject to the preliminary plat of Eden Gardens ("Property") from MnDOT to the City of Eden Prairie or the Housing and Redevelopment Authority in and for the City of Eden Prairie ("HRA"); • The conveyance of the Property from the City of Eden Prairie or the HRA to Homestead Partners; and • The adoption by the HRA of the following resolutions relating to the Property: o A Resolution Determining to Carry Out a Housing Development Project, Identifying the Area, and Adopting Findings; and o A Resolution Selecting a Developer, Approving Purchase and Sale of the Project Area and Establishing Terms and Conditions for the Housing Development Project. If any one of the above conditions have not been satisfied by August 31, 2014, the approvals granted herein are null and void. ADOPTED by the Eden Prairie City Council on the 20th day May, 2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk STAFF REPORT TO: Planning Commission FROM: Julie Klima, Senior Planner DATE: April 25, 2014 SUBJECT: Eden Gardens APPLICANT: Homestead Partners OWNER: MnDOT LOCATION: South of Scenic Heights Road and West of Eden Prairie Road 120 DAY REVIEW: June 30, 2014 REQUEST: • Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential • Zoning District Change from Rural to R1-9.5 on 8.39 acres • Planned Unit Development Concept Review on 8.39 acres • Planned Unit Development District Review with waivers on 8.39 acres • Preliminary Plat of 8.39 acres into 36 lots, 7 outlots, and road right of way BACKGROUND In October 2012, the City of Eden Prairie adopted the Strategic Plan for Housing and Economic Development. The Strategic Plan slated this parcel as a high priority for development as a Green Mid-Market neighborhood. The property is currently owned by MnDOT as excess right of way from the construction of Highway 212. MnDOT has offered the property for sale to the City of Eden Prairie/HRA. In April 2013, the City held a neighborhood meeting to receive initial feedback about the green mid-market neighborhood concept. Rather than pre-zoning the property for a green, mid-market development, the City Council opted to issue a Request for Proposals (RFP) to the development community soliciting proposals meeting the stated objectives of sustainability, energy-efficiency, and housing for moderate income households. Three development proposals were received and reviewed at the June 18, 2013 City Council workshop. Following review of the proposals, the City Council identified Homestead Partners as the preferred developer and site design in August 2013. In September, the developer and City staff met with the neighbors directly adjacent to the project in order to obtain comment and feedback on the proposal. Subsequent meetings with property Staff Report—Eden Gardens April 25, 2014 Page 2 owners extending out approximately 1,100 feet from the site were held in October 2013 and February 2014. Common issues identified in these meetings included concerns about density, traffic, noise,property values, and overall design. As a result, the plan has been modified from its original form. Changes include redesigning the lots abutting the existing single family homes in order to provide back yard connections between existing and proposed lots; garages have been relocated to be front loading in order to provide additional open area between the existing and proposed homes; and private drives have been relocated away from existing homes. The proposal includes 36 residential lots. The units on Block 1 and Block 5 are proposed to be market rate units (total of 16 units) in response to the neighborhood concern about property values and project costs. The remaining 20 lots (Blocks 2, 3, and 4)will likely be mid-market units. The project also includes a variety of green elements. Please see the attached communication dated April 28, 2014 from Homestead Partners identifying the green features to be included within the project. The City of Eden Prairie Conservation Commission reviewed the proposal at its April 8, 2014 meeting. The Conservation Commission recommended approval of the project 6-0 subject to the following conditions: 1. Solar Features a) Install solar panels on the model home to show potential homebuyers the value of using solar power; b) Install solar panels on the park shelter which can be used to power the bollards in the common area. Excess electricity can be sold back to Xcel Energy and the proceeds from the sale can be used to offset Home Owners Association(HOA) costs. 2. Pervious Surface a) Increase the amount of pervious surfaces. Consider the use of permeable pavers or other permeable surfaces on the walkways which lead to the individual properties as well as the walkways in the common areas. 3. Low-mow grasses a) Install low-mow grasses in all the individual lots to avoid unnecessary maintenance costs to the HOA. 4. Vegetation a) All vegetation planted to be in accordance with the City's native plant ordinance and no plantings that contain neonicotanoids. In addition, the Conservation Commission requested that the developer provide a comparison of LEED certification and Green Path Advanced Certified Homes certification. The developer is prepared to speak to this item at the April 28 Planning Commission meeting. Staff Report—Eden Gardens April 25, 2014 Page 3 COMPREHENSIVE PLAN & ZONING The Comprehensive Guide Plan shows the site and surrounding property as Low Density Residential for up to 2.5 units per acre. Property to the west of the site is guided Medium Density Residential for 2.5 to 10 units per acre. The site is zoned Rural. Surrounding properties are zoned RI-9.5. PRELIMINARY PLAT This project is the subdivision of 8.39 acres into 36 lots and 7 outlots. The preliminary plat shows 36 single-family lots at a gross density of 4.29 units per acre. The net density is 5.36 units per acre. The lot sizes range from 3,978 sq. ft. to 8,888 sq. ft. Waivers are requested for minimum lot size, maximum gross density; lot width; lots fronting on public right-of-way; maximum garage lot coverage; front setback; and side setback. The preliminary plat shows seven outlots. Outlot A is a landscaped entry area. Outlots B, E, and G are private drives for the residential units. Outlots C, D, and F are areas for infiltration and ponding. In addition, Outlot C will also provide a gathering area consisting of community gardens, a park shelter, a tot lot, walking paths, and a passive recreation open area. All of these areas will be owned and maintained by the Homeowners Association(HOA). PURPOSE OF A PLANNED UNIT DEVELOPMENT AND WAIVERS The purpose of a Planned Unit Development is to: (1) Encourage a more creative and efficient approach to the use of land in the City; (2)Allow variety in the types of environment available to the people of the City; (3) Encourage more efficient allocation and maintenance of privately controlled common open space through the distribution of overall density of population and intensity of land use where such arrangement is desirable and feasible; and, (4) Provide the means for greater creativity and flexibility in environmental design than is provided under the strict application of the provisions of Chapter 11 (Zoning) and Chapter 12 (Subdivision Regulation) of this Code while at the same time preserving the health, safety, order, convenience, prosperity, and general welfare of the City and its inhabitants. Historically, planned unit development waivers have been used to result in a plan that benefits the City. In the 70's the City used PUD waivers as a means to protect environmental features such as wetlands, lakes, creeks, steep slopes, flood plain, and trees. In the 80's and 90's the City adopted a Shoreland Ordinance, Steep Slope Ordinance, Floodplain Ordinance, Tree Ordinance and Wetland Ordinance to protect these features. In the 90's and 2000's the City used PUD waivers to create senior affordable housing, eliminate incompatible land uses, create affordable housing, and to develop the Town Center. Staff Report—Eden Gardens April 25, 2014 Page 4 PUD WAIVERS The project currently requires the following Planned Unit Development(PUD) waivers from the City Code: • Minimum lot size of 9,500 sq. ft for all lots. Requested lot sizes are provided on Exhibit A. • Maximum gross density of 3.5 units per acre to 4.3 units/acre. • Minimum lot width of 70 feet for all lots. Requested lot widths are provided on Exhibit A. • Minimum lot width at right-of-way of 70 feet for all lots. Requested minimum lot widths at right-of-way are provided on Exhibit A. • Lot frontage on public right of way for 18 lots. o Lots 1 -5, Block 3 o Lots 1- 10, Block 4 o Lots 7—9, Block 5 • Front setback of 30 feet for all lots. Requested front yard setbacks are provided on Exhibit A. • Side yard setbacks of 15 feet total; with minimum 5 feet on garage side for all lots. Requested side yard setbacks are provided on Exhibit A. • Maximum garage coverage of 7.5% on the lot for 23 lots. Requested garage coverages are provided on Exhibit A. o Lots 1-5, Block 2; o Lots 1-5, Block 3; o Lots 1-10, Block 4; o Lots 12-14, Block 5 The granting of the waivers allows development to occur in a form that will meet the stated objectives of a green, sustainable, mid-market neighborhood development. NOISE ANALYSIS A noise analysis is underway for the site. This analysis will determine what mitigation measures, if any, are necessary to ensure that the units constructed as a part of this project meet the noise standards required by City Code and MPCA. Any recommendations resulting from the noise analysis will be included in the site plan or building plans, whichever is applicable. The existing neighborhood was analyzed for noise compliance at the time of highway construction. That analysis led to the construction of the noise walls and/or berms that are in place today along the north side of Scenic Heights Road. Excess soil was also placed along the perimeter of this site by MnDOT at the request of the existing neighborhood. The developer has submitted cross sections illustrating the proposed noise protection to the existing neighborhood considering the grades, new homes, proposed landscaping, fencing and site design. The drawing is attached for the Commission's reference. Staff Report—Eden Gardens April 25, 2014 Page 5 TREE REPLACEMENT There are 419 diameter inches of significant trees on the property. Tree loss is 419 diameter inches, or 100%. The required tree replacement is 557 inches. The plan meets this requirement. Tree replacement plantings within the sight lines should be moved to an alternate location on the plan. Trees planted off site shall not count toward required tree replacement and will require consent of the property owner. Trees shall not be planted within the trail easement adjacent to Eden Prairie Road or over public sanitary sewer, water, or storm sewer pipes. TRAFFIC A traffic study was conducted in order to understand the distribution of traffic with the extension of Thatcher Road to Scenic Heights Road. The results of the study indicate that traffic flow will redistribute upon construction of the project and will generate expected average daily trips (ADT's) of 419 on the northern leg of Thatcher Road(an increase from 124), 145 on the southern leg of Thatcher(a decrease from 371), 634 on Braxton Drive (a decrease from 768), 140 on Stanley Trail (a decrease from 333) and 708 on Candlewood Parkway(a decrease from 915). The traffic report, which is attached for your reference, indicates that the increase in traffic expected on the northern leg of Thatcher will be a result of redistribution of traffic patterns of the existing neighborhood. The study indicates that some residents of the existing neighborhood will begin to use the intersection of Scenic Heights Road and Thatcher Road rather than using the connection at Braxton Drive. As a result, the intersection of Braxton Drive and Scenic Heights Road will see a decrease in traffic. The expected traffic counts identified in the traffic report are well within normal ranges for these types of roadways. An extension of Thatcher Road to provide an additional connection to the neighborhood has been the City's intention since the development of the Fairfield neighborhood. The original proposal was to connect Thatcher Road to Endicott Trail providing access to Eden Prairie Road. However, that connection would require the purchase of private property. The City is requiring that the connection to Scenic Heights Road be made for fire and public safety purposes. SPECIAL ASSESSMENTS A special assessment agreement is required for the trunk assessments. STREETS Public streets are provided with the extension of Thatcher Road and the circular street through the development. The remaining access roads shown as Outlots B, E, and G will serve as private streets. Staff Report—Eden Gardens April 25, 2014 Page 6 UTILITIES City sewer and water will need to be extended to this site by the developer. WATER QUALITY The proposed plan provides the required stormwater ponding, including the use of infiltration basins, such as rainwater gardens, within the development. Outlots C, D, and F incorporate the stormwater requirements and will be owned and maintained by the Homeowners Association. SIDEWALKS AND TRAILS The plan provides the required trails and sidewalks. A trail easement adjacent to CSAH 4 (Eden Prairie Road) will be granted to Hennepin County for potential future expansion of the existing trail. STAFF RECOMMENDATION Recommend approval of the following request: • Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential • Zoning District Change from Rural to R1-9.5 on 8.39 acres • Planned Unit Development Concept Review on 8.39 acres • Planned Unit Development District Review with waivers on 8.39 acres • Preliminary Plat of 8.39 acres into 36 lots, 7 outlots, and road right of way This is based on plans stamp dated April 16, 2014, the Staff Report dated April 25, 2014 and the following conditions: 1. Prior to City Council, the proponent shall: A. Provide a copy of the noise analysis and incorporate any recommendations required to meet City and MPCA noise standards into the proposed plans. B. Provide revised plans and/or documents to include the following: 1. Solar Features a. Install solar panels on the model home to show potential homebuyers the value of using solar power; b. Install solar panels on the park shelter which can be used to power the bollards in the common area. Excess electricity can be sold back to Xcel Energy and the proceeds from the sale can be used to offset Home Owners Association(HOA) costs. 2. Pervious Surface Staff Report—Eden Gardens April 25, 2014 Page 7 a. Increase the amount of pervious surfaces. Consider the use of permeable pavers or other permeable surfaces on the walkways which lead to the individual properties as well as the walkways in the common areas. 3. Low-mow grasses a. Install low-mow grasses in all the individual lots to avoid unnecessary maintenance costs to the HOA. 4. Vegetation a. All vegetation planted to be in accordance with the City's native plant ordinance and no plantings that contain neonicotanoids. 2. Prior to release of the final plat, the proponent shall: A. Provide title to the property. In the event that title to the property is not provided, it shall be a basis for denial of the application. B. Submit detailed storm water runoff, utility, and erosion control plans for review and approval by the City Engineer and Watershed District. C. Sign special assessment agreement for City trunk sewer and water assessment fees. D. Enter into an agreement with the City regarding the ownership and maintenance of sidewalks located within the right-of-way. This document shall be recorded with the final plat. E. Enter into agreement(s) with the City regarding on-street parking maintenance and infiltration area maintenance. This document(s) shall be recorded with the final plat. F. Provide copies of the Homeowners Association Documents that shall include the following: a. In the event that the landscaping located within the easement along Eden Prairie Road is removed as part of a County or City improvement project, the landscaping will not be replaced nor will compensation to the HOA or residents occur for the removed landscaping. b. Should any future noise mitigation be requested or required, beyond what is installed in response to the 2014 noise analysis, it shall be the responsibility of the HOA. c. The HOA documents shall be in a form approved by the City prior to recording. 3. Prior to land alteration permit issuance, the proponent shall: A. Submit a tree replacement bond, letter of credit, or escrow surety equivalent to 150% of the cost of the landscaping. B. Obtain and provide documentation of Watershed District approval. C. Notify the City and Watershed District 48 hours in advance of grading. D. Install erosion control at the grading limits of the property for review and approval by the City. 4. Prior to building permit issuance for the property, the proponent shall: A. Pay the appropriate cash park fees. Staff Report—Eden Gardens April 25, 2014 Page 8 B. Recorded copies of the HOA documents shall be provided to the City following recording of the final plat. 5. The following waivers are granted through the PUD for the project as indicated in the approved plans: 1. Minimum lot size of 9,500 sq. ft. for all lots. Requested lot sizes are provided on Exhibit A. 2. Maximum gross density of 3.5 units per acre to 4.3 units/acre. 3. Minimum lot width of 70 feet for all lots. Requested lot widths are provided on Exhibit A. 4. Minimum lot width at right-of-way of 70 feet for all lots. Requested minimum lot widths at right-of-way are provided on Exhibit A. 5. Lot frontage on public right of way for 18 lots. a. Lots 1 -5, Block 3 b. Lots 1- 10, Block 4 c. Lots 7—9, Block 5 6. Front setback of 30 feet for all lots. Requested front yard setbacks are provided on Exhibit A. 7. Side yard setbacks of 15 feet total; with minimum 5 feet on garage side for all lots. Requested side yard setbacks are provided on Exhibit A. 8. Maximum garage coverage of 7.5% on the lot for 23 lots. Requested garage coverages are provided on Exhibit A. a. Lots 1-5, Block 2; b. Lots 1-5, Block 3; c. Lots 1-10, Block 4; d. Lots 12-14, Block 5 Area Location Map-- Eden Gardens Address: Southwest Corner of Scenic Heights Road and Eden Prairie Road, Eden Prairie, MN o.: 0 E..ki a Mitchell Lake ` ` ® E; _ H � ' 9 r 0 � Ai:' 1�1FI BAit AllilL- tw. insfr gGHOOL Syo ' ,, •�• sv4*--- v ' 1 .... e a ..../ I MILLER PKWY / '- - WOOD CTIll�© I_ // W4011 I Scenic Heights Rd. V A1 ' 4 I � A „ ....0, ��11 sc-E HEIG/17SRD . '•, rtyak Red Rock Lake p , • .40----� ��� � • Protect Sitepitil Thatcher Rd. vw• " Al aliA=111t4i, ► . o f:� Infammorwr, l; �l.�! vr, ► � '' `� I� =0-0 WWI Eden Prairie Rd. 4,,,vra -iso stwim airpr 411111W54 VMEM ME al , ...,. ITIE -44, si iiirs.044., • ... I ,,,,1‘ 4b4 ..swAitiii ow., 4 ...___•ER if 4. EPP . 4P MI No 0111111 00AI 4 FA 0# *IVA Nan WO 1111101 ills NAM malli• pj Braxton Dr. Itik 1 111 rqt."— i 10111114* k V ii tab, at 6I w al 1;1i4J P4 Aw . :: , irgal _g- .7 870 ` 74 S 'eet . j D. • , — Id , , -- 1 (l � l � 1 ► 1 Guide Plan Map - Eden Gardens SW Corner of Eden Prairie Rd. and Scenic Hts. Rd. Eden Prairie, MN 55347 • .11141111 ,Now7kmp1( Thip ‘a1 I Highway #212 Scenic Heights Road ... e_,,,._ AAW L. GHTS RD OPW' 'tisk ♦Asnr, \.:�� �� 10, LAKESHOR Red R . 1 ♦�� ♦ Q. 1►�IIII o r * Lak II A..... ......., rti„. so , .,4,.... we#41. ...mism, 11.--diga la *1 \ 4dira 'n �_ Eden Prairie Road OW 1111144 10k III AO' Ain - tM% Et 1 ill lb) Q i at SU MTD' ft MAYFIELD DR • •'1 i 7�� �- !. • °l' '.1 ' N UPDATE 2008i ri" .,, �� ��' \ All Of ;E 0 119 - - Rural Residential 0.10 Units/Acre - Regional Commercial Metropolitan Urban Service Line(MUSA) Low Density Residential 0-2.5 Units/Acre ® Town Center Creeks �T r Medium Density residential 2.5-10 Units/Acre Park/Open Space Principal Arterial l� High Density Residential 10-40 Units/Acre Public/Quasi-Public A Minor Arterial Office Golf Course B Minor Arterial ' '' n Airport Church/Cemetary Major Collector EDEN Industrial Open Water Minor Collector Neighborhood Commercial Right-Of-Way DATEApproved03-19-2003DATERevised06-01-2007 PRAIRIE g g y DATE Revised 01-07-2005 DATE Revised 10-0I-2007 DATE Reseed 11-07-2005 DATE Revised 03-01-2008 Community Commercial Airport Property DATE Revised02-23-2006 DATEAdposed 10-20-2009 1IVE•WORK.DREAM DATE Revised 03-23-2006 DATE Reseed 03-01-2010 DATE Reseed 06-23-2006 DATE Reseed 03-01-2011 DATE Reseed 12-06-2006 DATE Reseed 03-01-2012 DATE Revised 03-01-2007 DATE Revised 03-01-2013 oi�y io.aniyin.aav Source: City of Eden Prairie; Metropolitan Council 0 0.03 DATE Revised 03-0I-2014 apo a�.a,00pasoaaav� ooa 0.08 0.12 0.18 0.24 •�^ ed en prai ri e.o rg Zoning Map - Eden Gardens SW Corner of Eden Prairie Road and Scenic Hts. Rd. Eden Prairie, MN 55347 Highway #212 N__..--, 1iiA0 : ____ 111) . 110 Scenic Heights Road Ai" . RD kb' 1111 will, , 1 F ft ,44 III SITE \ LAKESHOR] ± ear gimp D R f�`O . \ Litilii ftm0 e. \ ...., Am. ,c, -___. ,. • Tel : 1 li ` •' D II 1/ *73 IOW 11.1 ,......v 6 ii• r , 1111, 1.11111 bi Eden Prairie Road tit' 111/ li a .4 0 Ct Ak ,A _A ii _ I Igy 4.0 air r1111111114 :A AIM.. a swil 1 t �� . • i,'Y VIM/ IIII ;PE B40..IN A imi_,. _A a A , a . Oi 1 q, Rural -Regional Commercial Shoreland Management Classifications N R1-44 One Family-44,000 sf.min. I I TC-C Town Center Commercial 1 NE 1 Natural Environment Waters 1 R1-22 One Family-22,000 sf min. n TC-R Town Center Residential ® Recreational Development Waters R1-13.5 One Family-13,500 sf min. al TC-MU Town Center Mixed Use 1 GD 1 General Development Waters(Creeks Only) RN R1-9.5 One Family-9,500 sf min. Industrial Park-2 Acre Min, 1772 100- Year Floodplain RM-6.5 Multi-Family-6.7 U.P.A.max. Industrial Park- 5 Acre Min. Up dated through approved Ordinances#19-2013 EDEN -RM-2.5 Multi-Family-17.4 U.P.A.max. General Industrial-5 Acre Min. Ordinance#33-2001(BFI Addition)approved,but not shown on this map edition PRAIRIE Office Public Date:March 1,2014 Neighborhood Commercial Golf Course In case of discrepency related to a zoning classification on this zoning map,the Ordinance I yE•wGRN•DREAM and attached legal description on file at Eden Prairie City Center will prevail. -Community Commercial Water I I I -Highway Commercial Right of Way0 0.0375 0.075 0.15 Miles 9 Y 9 -Regional Service Commercial ed e n p ra i ri e.0 rg "'s,u,.'o.o.-- M.==..,.a:17=14 Aerial Map Eden Gardens SW Corner of Eden Prairie Road and Scenic Heights Road, Eden Prairie, MN 55347 _ init, t / - , . .,i Highway #212 , iti -'il • . _- Scenic Hegihts Road - ---- ---- --meammt0114A, _ - -:-:'-4/4", AMOK i HEIGHTS RD > _i; Imo- sr 1:- 11W ITE WM \:_LAKESH . . $ 411/F S 41 Pr 4 4 PM4) e• g fill ao DR rt1 Alp 4:$4 :" UIP - -.I Ilik 0,,, ( all‘ 4 .14 Trim NI 6 P. D 9 1, reit 1111 c\ ii4Db T iwpirp kit, Ana _ ta) it Ix a111111111 0 r , 11P.,... .i*AW.,...-INN war* Amon ors o . , slaw, � �� � � - Eden Prairie Road ' ouregfinwi cirmaavvis isi 4.1-\ Vi-PAROVPSIO 1I4I CIS aka '�®® 4oRrw veil* SJl N . - uYEE_DDR APPROVED MINUTES EDEN PRAIRIE PLANNING COMMISSION MONDAY,APRIL 28, 2014 7:00 P.M., CITY CENTER Council Chambers 8080 Mitchell Road COMMISSION MEMBERS: John Kirk, Jon Stoltz, Travis Wuttke, Steven Frank, Ann Higgins, Mary Egan, Charles Weber, Andrew Pieper STAFF MEMBERS: Mike Franzen, City Planner Stu Fox, Manager of Parks and Natural Resources Rod Rue, City Engineer Julie Krull, Recording Secretary I. PLEDGE OF ALLEGIANCE—ROLL CALL Vice Chair Frank called the meeting to order at 7:00 p.m. Egan, Pieper and Stoltz were absent. II. APPROVAL OF AGENDA MOTION by Kirk, seconded by Wuttke, to approve the agenda. Motion carried 5-0. III. MINUTES A. PLANNING COMMISSION MEETING HELD ON APRIL 14, 2014 MOTION by Higgins, seconded by Weber, to approve the minutes. Motion carried 4-0. Kirk abstained. IV. INFORMATIONAL MEETINGS V. PUBLIC MEETINGS VI. PUBLIC HEARINGS A. EDEN GARDENS By: Homestead Partners Request for: April 28, 2014 Page 2 • Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres • Planned Unit Development Concept Review on 8.39 acres • Planned Unit Development District Review with waivers on 8.39 acres • Zoning District Change from Rural to R1-9.5 on 8.39 acres • Preliminary Plat on 8.39 acres into 36 lots and 7 outlots. Tom Strohm, of Homestead Partners,presented the proposal. He gave a PowerPoint presentation highlighting the proposal. He stated he has been working with the City staff and residents for the past year. On April30th, 2013, the RFP was released. The mission of the release was to create a Green Mid- Market Neighborhood. He stated they used the green-meadow checklist in the RFP and also the low impact development strategies. They also liked the idea of community gardens. Mr. Strohm pointed out the initial concept to this development was to include 36 homes and 1 pool. The second concept eliminated alleys, the pool space was also eliminated, which decreased dues. Traffic studies were also conducted; they concluded traffic coming down Thatcher would increase, but would decrease on Braxton. A noise study will also be conducted on traffic. The final concept will include 36 lots and a center communal area. The neighborhood design is focused on walkability. Sidewalks align both sides of the streets and in the court yard. There will be an infiltration area in the south half of the green area. Mr. Strohm said they are proposing one new connection to Scenic Heights Road and Endicott Road. In regards to planting, he said they will go with natural landscaping. In the central parks space, there will be an infiltration basin, rain gardens, community garden, garden shed, park shelter, tot-lot, permeable pavers, solar pathway lighting, low-mow grass and native landscape plantings. Green Homes will have the following: 1. BATC Green Path Advanced Certified Builder's Association of Twin Cities. This will be the first of its kind in the state to achieve this certificate. 2. Design all homes to be"solar ready. The model home will have solar features. 3. EV car charger rough-in(in garage) 4. Sun tunnel option. There will be two styles of homes: 1. Alley loaded homes—these will be mid-market homes. Price range is $330,000 - $360,000 and size is 1800-2200 sq. ft. 2. Front market rate homes $380,000 - $450,000 and size is 2000-2600 sq. ft. April 28, 2014 Page 3 Mr. Strohm said one of the waivers they are asking for is a side setback waiver so there will be 8 feet between the garage and the next house. They currently have 27 reservations out of 36 for this new development and that is without the plat approval. Vice Chair Frank asked Janet Jeremiah, Community Development Director, to discuss this proposal. Ms. Jeremiah said this project started with a comprehensive plan that was initiated in 2008. The housing plan was approved in 2012. They have talked with the City Council about pre-zoning. The Council decided it would be better to hear from developers and have them test the market; the best developer would then be chosen. She stated they have had three large neighborhood meetings and pointed out the homes in the area are at market rate. Chair Frank asked Franzen to review the staff report. Franzen said in regards to the comprehensive plan, the city voted 98% of the time to be consistent with the plan. In regards to zoning, 70% of the time the city voted to be consistent. When there were exceptions to the guide plan and zoning, the decision was based on what the city received in return and was the plan with exceptions better than a conforming plan. Staff believes the green and mid-market part of the plan is what the city would get in return for granting exceptions. Franzen announced this would be his last Planning Commission meeting because he would be retiring. Chair Frank and Commission Members thanked him for all of his hard work. Chair Frank opened the meeting up for public input. Chris Atterberry, a resident on Thatcher Road, stated he has been attending as many open discussions as he can. He would like to reiterate a couple of points. About 25 residents signed a letter dated November 23th, regarding their concerns. These are residents of the Fairfield area, around Thatcher Road. He would like the Commissioners to see the letter. There are three concerns with this project. The first one would be traffic. Certain areas of Fairfield will benefit but there would be about 40% increase on the north end of Thatcher Road. How will this be mitigated? We would like the City to do what they can. The second concern is that of density of the development. He acknowledges changes have been made to the plan and does appreciate it but is concerned what it will do to the property values on the current homes, with a high density neighborhood behind this. And the third concern would be the audio and visual impacts. Mr. Atterberry said he did see there was a noise assessment being done and was pleased with that, but is hesitant that the problem will not be addressed or the visual impacts taken into consideration. He said he just wants to make sure the existing residents will not be impacted by audio and visual impacts. April 28, 2014 Page 4 Ms. Jeremiah addressed these concerns and said with regards to traffic, although it will increase in the area, the level would be what we see on a typical City street. The staff does not have further recommendations. In regards to density, there is a dampening effect the City Assessor will be making. And for the audio and visual concerns, the City has asked that they do improvements to the berms that are there. There will also be taller structures and landscaping. In regards to noise, MnDOT does not expect a problem. The City will also be checking on this and has asked the developer to do a noise study for the new homes. Kirk said he wants to hear what Rue has to say about traffic mitigation. Rue said there is a chart included in the packet in regards to traffic. Thatcher Road will be the biggest loser in regards to more traffic, but Braxton and Candlewood will now have three access points. Traffic is reasonable in this area. As far as mitigation, he said he does not see a lot that can be done to solve the problems; stop signs really do not function for speed control. Kirk asked Franzen if we could develop it in a more conservative approach and if we did, would Thatcher Road remain a dead end road. Franzen said they have previously looked at this when Fairfield was proposed and the plan was always to connect Thatcher to Endicott. Alex Wade, a resident, stated he would like to see the speed limit lowered on 212. With the addition of new homes he said they will be suffering with traffic increase. He would like to see it lowered to 60. Rue said if there was a request to lower the speed limit, it would require a resolution by the City Council. It is State practice to set speed limits on any area outside of 494 to 65 mph. Don Bugee, who lives on the north side of Thatcher Road, said they were always told Thatcher Road would connect to Endicott at some point. He said he calculated traffic tripling on Thatcher Road. He pointed out traffic is his biggest concern and had he or other neighbors known this was to happen, they probably would not have purchased their homes. We are losers on our property and Braxton are winners. Mr. Atterberry said he is hearing a consistent theme about traffic. And stated he heard a lot of"should be""could be". He pointed out this is a significant change for most of us. We are looking for creative solutions to help with this project. He stated he is suggesting that there may be other options. Maybe a street that runs through the neighborhood. Mr. Atterberry asked, in regards to density, is there a study in different neighborhoods we could reference. He also requested when the noise measurements are going to be done, he would like these to include the existing neighborhood. April 28, 2014 Page 5 Wuttke asked what the design speed of Thatcher Road is. Rue said normally there is a 200 foot radius but Thatcher Road is more. Fran Hagen, engineer with the project, said it is less than 250 radius so it would be less than 30 mph. Barb Arendt, resident, said she moved to Milford Drive last fall and thought it was going to be vacant land around them. She says she enjoys wildlife and would like the developers to be aware of the wildlife and be compassionate about it. But as far as development, this is the best case scenario. Mr. Strohm said he wanted to thank the staff for their efforts. Vice Chair Frank asked about the existing neighbors that still have concerns. If this project is approved, will you still be in communication with them. Mr. Strohm said yes, they will still be in communication with the neighbors and would welcome concerns and questions from them. Matt Hamish, representing Homestead partners, wanted to address the neighbors' concerns. In regards to noise mitigation, the way the homes are designed will create a buffer, along with landscaping. In regards to market values, the homes should be in line with current homes. And in regards to traffic, that connection was requested by the City and we will continue to work with the City. Wuttke asked if the 27 homes that are already on hold are more on the higher end or lower end. Mr. Strohm said there is some of each and we would have to wait until close for specific details. Higgins said in regards to the connection at Thatcher Road, it is important for police and City access. She commented that we need better plans for Braxton because there is too much traffic there. Vice Chair Frank asked Higgins if she was in favor of the project. Higgins said she was in favor of the project. Wuttke said in regards to the City purchasing land from MnDOT, what criteria was set to eliminate risk to the City. Ms. Jerimiah said the City has eliminated the risk by doing a simultaneous closing, so the City would not own the land for more than a day. This was a deliberate effect to eliminate risk to the City. This was a decision by the City Council. The risk has been to the developer as they have spent a substantial amount of money on this development with it being approved yet. Wuttke asked if there will be parallel parking in the area. Rue said yes, but where there is parking, that will be the associations responsibility in regards to snow plowing. Currently, the City winter ordinance does not allow parking on April 28, 2014 Page 6 streets so in regards to overflow, the City will have to look into that. Wuttke said he would like to see that addressed soon. Vice Chair Frank asked Wuttke how he feels about the project. Wuttke said he does not see why the City is at the table and is not against a concept of a sustainable project but is against the city being a fee holder. Kirk said he supports the City efforts in taking initiative to do something different, be that we also have to balance needs of the City and neighbors. He pointed out balances are not perfect for everyone but feels this development is a positive one. Weber said he agrees that this project should go forward and feels it is sustainable. In regards to neighbors, there are questions and concerns, but feels they have been addressed. In regards to traffic, he understands where the neighbors are coming from. Vice Chair Frank said he does feel this project will benefit the City and does feel the neighbors needs have been addressed but he still wants to see more communication exist between the builders and the neighbors. Wuttke asked if there were sidewalks on both the interior and exterior of the development. Mr. Strohm said the sidewalks were designed for walkability and neighborhood connection. The intent of the green space is not just a grassy area but an infiltration area. Wuttke asked if the cost of placing this interior sidewalk could be used for something else. Wuttke asked, in regards to solar roofs, have they been researched because of their closeness to the air and their reflective panels so close to the airport. Mr. Strohm said that is a good point and that they have had Westwood look into this and they said the homes are outside of the safety zones. MOTION by Kirk, seconded by Higgins, to close the public hearing. Motion carried 5-0. MOTION by Kirk, seconded by Weber, to recommend approval of the Comprehensive Guide Plan Change from Low Density Residential to Medium Density Residential on 8.39 acres; Planned Unit Development Concept Review on 839 acres; Planned unit Development District Review with waivers on 8.39 acres; Zoning District Change from Rural to R1-9.5 on 8.39 acres and Preliminary Plat on 8.39 acres into 36 lots and 7 outlots. Motion carried 4-1. VII. PLANNERS' REPORT A. PURCHASE OF MNDOT PROPERTY AT SCENIC HEIGHTS AND EDEN PRAIRIE ROAD April 28, 2014 Page 7 Franzen said when the City is involved in a purchase of property, it is required the State Statute that the Planning commission review and make a finding in writing that the proposed purchase is consistent with the Comprehensive Plan. This finding is then provided to the city Council. In this case, the proposed project and purchase is consistent with the Comprehensive Plan goals and policies. MOTION by Higgins, seconded by Kirk, to adopt the Resolution finding that the acquisition of property is in Compliance with the Comprehensive Plan. Motion carried 4-1. B. BOARDS & COMMISSION BANQUET -WEDNESDAY, MAY 14, 2014 Please RSVP your response to lcreamer@edenprairie.org or mail the postcard. If you are bringing a guest,please indicate their name. VIII. MEMBERS' REPORT A. CITIZEN ADVISORY COMMITTEE—LIGHT RAIL Franzen said with the departure of Catherine Lechelt from the Planning Commission, a vacancy on the Citizen Advisory Committee for Light Rail has become available. Vice Chair Frank said if anyone is interested, let Franzen know. The Commission Members again thanked Franzen for all of his hard work and guidance that was done throughout the years. IX. CONTINUING BUSINESS X. NEW BUSINESS XI. ADJOURNMENT MOTION by Wuttke, seconded by Higgins, to adjourn the meeting. Motion carried 5-0. There being no further business, the meeting was adjourned at 8:55 p.m. Eden Gardens Development April28, 2014 Green features and Sustainable Neighborhood Items 1. Green Path advanced certified homes: efficient windows, insulation improvements, high efficiency HVAC systems, high efficiency appliances and efficient lighting systems, etc. Eden Gardens will be the first development wide effort, in the state,to build all homes to Green Path Advanced Certification. 2. Homes: a. Build all homes to be 'solar ready', allowing residents an easy retrofit for solar panels. b. Rough in electric, in garages, required for electric car chargers. c. Utilize sun tunnels d. The model home will have a solar feature installed to display the possible solar options for future residents. The solar feature will consist of either a solar PV panel (electricity) or a solar hot water panel system to heat the homes water. e. Use of low VOC paints and use of recycled materials/products where possible. 3. Low impact Site development strategies a. Reduce impervious surfaces; narrower street sections b. Reduce stormwater runoff and manage via rain gardens and bio-swales. Keep all stormwater mgmt on site; not utilizing MnDOT pond or other regional ponding. c. Reduce storm sewer piping and ponding. d. Shade streets to minimize the heat island effect. e. Compact Development decreases urban sprawl. f. Use of eco-lawns (no-mow) in central green space, landscaped outlots and mid-market homes; eliminating dependency on irrigation and minimizing need for mowing. g. Utilization of native landscaping throughout development. Drought tolerant plantings will require no irrigation; as well as low maintenance needs and costs to the HOA. h. Reduce impervious surfaces through eliminating some alleyways. 4. Site Lighting: a. Install high efficiency LED street lights; limiting light pollution, lowering maintenance and operational costs for the City. b. Install solar pathway lighting; eliminating the operational costs to the HOA and eliminating infrastructure required in standard practices (trenching for conduits/piping). 5. Site furnishings: install park furniture made of recycled plastics, (ie picnic tables). 6. Community Garden plots: Promotes local food growth and community gathering space. 7. Walkable Streets: minimal distance between the sidewalk and most buildings, sidewalks along 100%of street length, elevated ground floors, low design speeds for most streets, minimal driveway crossings along sidewalks. 8. Neighborhood Connections: connections to existing bike/walking trails and neighborhood sidewalks. Also, no cul-de-sacs are encouraged. 9. Community participation: multiple forms of community feedback to guide the project through design. 10. Green Roofs: Install on park shelter and garden shed 11. Rain Barrels: Install at the park shelter and garden shed to capture excess rainwater and utilize in the garden plots. 12. Permeable Pavers—install permeable pavers at sidewalk to park shelter to decrease impervious surfaces and allow for groundwater recharge. 13. Tot Lot—provide community gathering space for children 14. Site Signage: Install educational and interactive signage throughout public spaces of the development to inform residents, and community members, of the green strategies used. For example, create a sign by the rain garden that educates the importance and functions of these site features. We will work in partnership with the City, as they continue to educate residents of the importance of water resources, etc. Previously Explored Green Options: 1. Solar Gardens: We explored the installation and utilization of solar gardens, which is a large array of solar panels used to feed electricity into the grid. We did not continue with this option as the size and space requirements for the solar array, we felt,was too large for this neighborhood. The array would have impacted our open green space, as well as the infiltration areas. Furthermore,there was an option of installing the array on a roof. However,the array would have required a very large park structure roof,which would have been severely overbuilt for this development. 2. Bike Share:We invited MN Nice Ride, a local bike share program,to participate in Eden Gardens. We initially felt this neighborhood would be a great opportunity for both, Eden Gardens and MN Nice Ride to join forces. However,through various discussions, it appeared that the development and Eden Prairie in general, did not meet the needs of MN Nice Ride's business model. 3. Geothermal heating and cooling:We did not seriously explore this option. The proper application of geothermal did not seem to fit this single family neighborhood. Furthermore,the costs to implement geothermal would create an 'affordability' barrier to the development. 4. Solar Street Lighting: We had initially designed the site for solar street lighting, however, several concerns were raised by Public Works. They were concerned with the long term functionality and performance of the solar lights, as well as, long term maintenance of the lights. Eden Gardens Preliminary Lot Matrix EXHIBIT A Parcel Area Report Client:Homestead Partners Project Name: Project P:\0001581.00\dwg\0001581SITE.dwg Description: Report Date:4/1/2014 Prepared by:Westwood Prof.Services Front Garage lot Public ROW Parcel Name Square Feet Acres Lot Width Side Setbacks Rear Setback _ Setback coverage Ill frontage _ Block 1 Lot 1 8,236 0.19 55.0 15' 10'west/15'corner 20'(4) 0.053 yes Block 2 Lot 1 5,179 0.12 40.0 15' 5./5'(10'total) 20'(4) 0.085 yes Block 2 Lot 2 4,282 0.10 40.0 15' 575'(10'total) 20'(4) 0.103 yes Block 2 Lot 3 4,311 0.10 40.0 15' 575'(10'total) 20'i4i 0.102 yes Block 2 Lot 4 4,447 0.10 40.0 15' 575'(10'total) 20'I4I 0.099 yes Block 2 Lot 5 4,629 0.11 40.0 15' 575'(10'total) 20'i4i 0.095 yes Block 3 Lot 1 4,345 0.10 40.0 15'(2) 575'(10'total) 20'I4I 0.101 no Block 3 Lot 2 4,201 0.10 40.0 15'(2) 575'(10'total) 20'i4i 0.105 no Block 3 Lot 3 4,187 0.10 40.0 15'(2) 575'(10'total) 20'I4I 0.105 no Block 3 Lot 4 4,009 0.09 40.0 15'(2) 575'(10'total) 20'i4i 0.110 no Block 3 Lot 5 3,978 0.09 40.0 15'(2) 575'(10'total) 20'I4I 0.111 no Block 4 Lot 1 5,292 0.12 50.1 15'i2i 5'int./15'corner(20'total) 20'i4i 0.083 no(5) Block 4 Lot 2 4,324 0.10 40.1 15'(2) 575'(10'total) 20'I4I 0.102 no Block 4 Lot 3 4,210 0.10 40.1 15'(2) 575'(10'total) 20'i4i 0.105 no Block 4 Lot 4 4,211 0.10 40.1 15'(2) 575'(10'total) 20'I4I 0.104 no Block 4 Lot 5 4,211 0.11 40.1 15'(2) 575'(10'total) 20'i4i 0.104 no Block 4 Lot 6 4,211 0.11 40.0 15'(2) 575'(10'total) 20'I4I 0.104 no Block 4 Lot 7 4,211 0.10 40.0 15'(2) 575'(10'total) 20'i4i 0.104 no Block 4 Lot 8 4,211 0.10 40.0 15'(2) 575'(10'total) 20'I4I 0.104 no Block 4 Lot 9 4,285 0.10 40.0 15'(2) 575'(10'total) 20'i4i 0.103 no Block 4 Lot 10 5,504 0.13 50.1 15' 5'int./15'corner(20'total) 20'I4I 0.080 no Isl Block 5 Lot 1 8,565 0.20 57.5 15'i3i 3'gar/10'house(13'total) 32'(varies) 0.051 yes Block 5 Lot 2 7,099 0.16 52.1 15'(3) 3'gar/5'house(8'total) 20'(varies) 0.062 yes Block 5 Lot 3 6,505 0.15 52.1 15'i3i 3'gar/5'house(8'total) 20' 0.068 yes Block 5 Lot 4 8,888 0.20 52.1 15'I3i 3'gar/5'house(8'total) 52' 0.050 yes Block 5 Lot 5 8,282 0.19 52.1 15'i3i 3'gar/5'house(8'total) 42' 0.053 yes Block 5 Lot 6 8,175 0.19 52.1 15'I3i 3'gar/5'house(8'total) 20' 0.054 yes Block 5 Lot 7 6,752 0.16 52.1 15'i3i 3'gar/5'house(8'total) 20' 0.065 no Block 5 Lot 8 6,351 0.15 52.1 15'I3i 3'gar/5'house(8'total) 20' 0.069 no Block 5 Lot 9 7,807 0.18 63.1 15'i3i 3'gar/15'house(18'total) 20' 0.056 no Block 5 Lot 10 7,339 0.17 52.1 15'I3i 3'gar/5'house(8'total) 20' 0.060 yes Block 5 Lot 11 6,128 0.14 52.1 15'i3i 3'gar/5'house(8'total) 20' 0.072 yes Block 5 Lot 12 5,726 0.13 52.1 15'I3i 3'gar/5'house(8'total) 20' 0.077 yes Block 5 Lot 13 5,747 0.13 52.1 15'i3i 3'gar/5'house(8'total) 20' 0.077 yes Block 5 Lot 14 5,770 0.13 52.1 15'I3i 3'gar/5'house(8'total) 20' 0.076 yes Block 5 Lot 15 5,990 0.14 55.0 15'i3i 3'gar/5'house(8'total) 20' 0.073 yes Outlot A 7,037 0.16 Outlot B 14,853 0.34 - Outlot C 37,894 0.87 Outlot D 4,660 0.11 Outlot E 4,482 0.10 Outlot F 23,317 0.54 Outlot G 5,290 0.12 Road Right of Way 65,898 1.51 Total Site Area 8.40 Notes: (1)Garage Size:2 Car/20x22'=440 sf (2)Front Setback to private Outlot (3)Front Setback=15'to House/20'to garage (4)Rear Setback of garage to Rear Lot Line(common drive) (5)Public ROW frontage on side lot line only AIN HOMESTEAD LF PARTNERS May 13, 2014 Julie Klima City of Eden Prairie 8080 Mitchell Road Eden Prairie, MN 55344 RE: Eden Gardens Conservation Commission clarification Dear Julie, Pursuant to the Conservation Commission's conditions of approval of Eden Gardens, I would like to provide clarity as to our intent with respect to the Commissions comments. Please see, below, the following conditions of approval, and our associated responses. 1. Solar Features • Install solar panels on the model home to show potential homebuyers the value of using solar power. A solar feature will be pursued and installed on the model home;meaning either a solar PV panel(electric)or a solar thermal(hot water) will implemented. The intent with this approach is to use this as a demonstration tool for prospective home buyers to understand what their homes are capable of. • Install solar panels on the park shelter which can be used to power the bollards in the common area. Excess electricity can be sold back to Xcel Energy and the proceeds from the sale can be used to offset Home Owners Association (HOA)costs. We had initially shown solar panels on the park shelter. However, as previously presented, we removed these panels in order to better utilize funds, in an effort to incorporate additional green features. In liue of the solar panel, we will be installing solar bollards for park lighting, a green roof on the garden shed and park shelter, and utilize rain barrels. 2. Pervious Surface • Increase the amount of pervious surfaces. Consider the use of permeable pavers or other permeable surfaces on the walkways which lead to the individual properties as well as the walkways in the common areas. While we are aware of the benefits of expanding the permeable surfaces, the costs to implement these surfaces are substantial and difficult to achieve with the 'affordability'goals of Eden Gardens. We believe may be a good opportunity for partnership with the City, whereas there is some form of pervious surface installed as sidewalks and the City can use the project as a case study or bench-marking tool for future performance. Permeable pavers will still be maintained in the common park area, leading from the street to the public park shelter. 3. Low-mow grasses • Install low-mow grasses in all the individual lots to avoid unnecessary maintenance costs to the HOA. We currently plan to utilize low-mow grasses in all public/common areas and boulevards. In addition, we plan to utilize the low-mow grass on all mid-market homes. The Homestead Partners LLC 1525 15th Ave S. Hopkins, MN 55343 1952-949-3630 May 13, 2014 Page 2 use of the low-mow will not require irrigation and requires far less lawn maintenance; ultimately lowering the HOA dues. 4. Vegetation • All vegetation planted to be in accordance with the City's native plant ordinance and no plantings that contain neonicotanoids. All plantings will follow the City's plant ordinance and we will review our plant list for neonicotanoids. Sincerely, Tom Strohm Project Manager Homestead Partners.LLC 7599 Anagram Drive Eden Prairie,MN 5534A PHONE 952-937-5150 rA>C 952.937.5822 Westwood TOLL FREE 888.937.5150 Www.weStwoodps.com MEMORANDUM Date: January 28, 2014 Re: Proposed Access Traffic Demand— Eden Gardens File R0001581 To: Rod Rue, City Engineer, City of Eden Prairie From: Steve Manhart, P.E., PTOE, PTP Per your request, Westwood Professional Services has reviewed at the traffic impacts of the proposed Eden Gardens development and its planned access between Scenic Heights Road and the existing neighborhood via Thatcher Road. The Eden Garden development proposes the addition of thirty-six single-family residences on the 8Yz acre site in the southwest quadrant of Scenic Heights Road and Eden Prairie Road. The main access for these residences will be a new street that connects to Scenic Heights Road to the north and Thatcher Road to the west. Scenic Heights Road serves as a frontage road to Trunk Highway 212, and intersects with Eden Prairie Road just to the east of this new intersection. Neighborhood Access This connection between Thatcher&Scenic Heights Road as proposed by the Eden Gardens project will introduce a new traffic pattern for the area. Until now, there have been two primary access points used by drivers in the neighborhood -- the intersection of Braxton Drive& Scenic Heights Road to the north, and the intersection of Candlewood Parkway&Eden Prairie Road to the east. Currently,Thatcher Road north of Stanley Trail exists as a dead end. Estimations have been made as to existing influence areas for these neighborhood connections to the surrounding arterial system. Much like water in a watershed, drivers will use the path of least resistance to arrive at their destination. Therefore, "travelsheds"have been drawn that identify the extents of drivers' preferences entering and exiting the neighborhood. Currently, the travelsheds split the neighborhood traffic traveling to and from the surrounding arterial system— 161 households would tend to use the intersection of Braxton Drive& Scenic Heights Road; and 137 households would tend to use Candlewood Parkway & Eden Prairie Road. land Mid trimly 1ir1r{w•rnirJ 01.011 • ■ I � 1,r ■ �! ■ January 28, 2014 Page 2 The new Eden Gardens connections with Thatcher Road and Scenic Heights Road will modify these travelsheds. Based on the proximity to Scenic Heights Road and Eden Prairie Road, it is estimated that 56 existing households will tend to use the new intersections rather than to use either of the existing access points -- via Braxton Drive or Candlewood Parkway. By adding in the development's proposed 36 residences, a total of 92 households will likely use these new intersections. Subsequently, these connections will reduce the number of households using the other two intersections. Figure 2 illustrates this new travelshed as well as the reduced travelsheds using the intersection of Braxton Drive&Scenic Heights Road(161 households in before condition to 133 households in after condition); and for the intersection of Candlewood Parkway& Eden Prairie Road(137 in the before condition to 109 households in the after condition). Trip Generation An estimate of the trips generated by this new development was developed using the [TE Trip Generation Manual, 9ti' Edition (See Table 1). Table 1. Proposed Trip Generation—Eden Gardens Development Proposed No. of Daily A.M. Peak P.M. Peak Land Use Units Trips Hour Hour Single Family 343 Detached Housing 36 trips/day 27 trips/hr. 36 trips/hr. (Land Use Code 210) Suurcc' LT ..T > 'reli ci1ign insiiiule orTrnnsporfution Engineers.Wasktington.DC_2O12. Westwood then projected the impact of the redirected traffic within the new travelshed with the new trips from the development. Figure 3 illustrates the A.M. and P.M. Peak Hour Build Conditions for the area. Nearly all of the traffic generated by the Eden Gardens development will utilize the new intersection with Scenic Heights Road, as shown on Figure 3. Very few trips from this development are projected to filter along the existing street network of Thatcher Road, Stanley Trail, Milford Drive or other neighborhood streets. January 28, 2014 Page 3 Queue Lengths and Turn Lane Impacts These traffic projections were then used to create a traffic model utilizing Synchro/ SimTraffic software. The SynchrolSimTraffic analysis of the new connection with Scenic Heights Road provided projected peak hour queue lengths for each turn movement. For the westbound left turn movement from Scenic Heights Road onto the new street connection, the P.M. Peak Hour traffic generated a 95u,percentile queue length of 28 feet, with a maximum queue length of 53 feet. Therefore, the proposed left turn lane design is recommended to be at least 50 feet with an appropriate transition. The northbound movement at the intersection is a shared right and left turn lane. The distance between Scenic Heights Road and Thatcher Road is approximately 100 feet. The Synchro/SirnTraff c modeling of this movement indicates a maximum queuing of traffic length of 53 feet. Therefore, the approach length of 100 feet is adequate to meet the anticipated traffic turning onto Scenic Heights Road. Conclusions The Eden Gardens development will generate new trips but the vast majority will not result in negative impacts to the existing neighborhood. The new access onto Scenic Heights Road will alter traffic patterns for the neighborhood. Existing residents along Thatcher Road will see an increase in traffic as their street changes from a dead end to a through street. Nevertheless, as some households shift to this new access, there will be fewer households that will utilize the existing neighborhood access points of Braxton Drive& Scenic Heights Road or Candlewood Parkway & Eden Prairie Road, En conclusion, there will be a leveling of traffic demand between the three access points. The proposed intersection design will accommodate the anticipated traffic. Turning movements from westbound Scenic Heights Road will require approximately fifty feet of queuing. The northbound approach to Scenic Heights Road will be accommodated by the shared right-and left-turn lane segment north from the Thatcher Road intersection. The intersection design can be accommodated within the existing right- ofway. Cc: Cory Meyer, Westwood Project Manager Vern Swing, Westwood Professional Service January 28, 2014 Page 4 APPENDIX Traffic Count Scenic Heights Road west of Eden Prairie Road January 22-23, 2014(48-hour counts taken via video camera) ADT: 2,503 trips/day (Dayl=2,466, Day 2=2,540) Peak Hour Directional Counts: Peak Hour Count Eastbound Westbound AM (7:00-8:00) 211 trips/hr 58 tripaihr PM(5:00-6:00) 84 trips/hr 187 trips/1u- +' .720'3 ':.c_in-aY?rO1e i id 541IbkU..- - r , ziz - _ .2 11I .LT i „yi Jill. r _ ' - _� {� +.. .5:. T • to/// _ , r '4r ,- :{y '.� -f - -- F ;L ,1 ; - i r ' ` 1 - .31 161 HOMES ! 137 HOMES - .. llik--1 41-.• ''.. '# . . + _ - - - _ 'ti..�- .. . r f.,,, .4 ,,..,,c,-.. ..„ .5 4 y.- ,:-. -. -,,-, .- .- , • „7... -1:.,1 'ti /� .. X 5 It yy Y- .~s f Al ,f 'der - v 4.. Legend TRAVELSHEU BOIJMIARY SIGNALIZED INTERSECTION Q (Cli uNSGHAUZED INTER5EC11DN a Cr MCI IMO arcs 1/22114 lor I ursmagl a..... � PRIfl3'�f� ,.,..�.a.. 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I I I - - - - - 1-;.::k StEr 2.11,10F_I-IGN-16 IOULICI•W_PAY ELS. _ . , •-.;;...,... '-''' -I Tk.1'.._.-r-'414fgegragt ' -1 •_. - - -- '•., '': . - -- - - - .. - - •• -411 _ .. CROSS SEC110N 11] 140-Vt. 1 1 1- - -.V.-....-: II6 CA MOE .- - . . mmTillIIIIIIMIIIIIIIIMMIIIIIIIIIIIIIIMMIII d W •••=p,,,,..,-..7s• 2-4-2014 graillitTriESTEAD EDEN GARDENS z-ramt. XI'' V ll'iRINERS - EDEN PRAIRIE, MN I/ A..----- �— MILLER Row \ Ki?<tA :WO 7 (Dos DR F i ��cr LINWOOD CT 212b' - - - --SCEN 4 \ O0 0sp ,,. - .- a' Iailliih‘ \ P 1--- RENCH C -V s F Ati�, O o ) D la r i CANDLEWOOD PKW -1 1 UM, 5 0 '... S gG ExistingHome ValuesLT i �11 _ IMAIE�IDRi�� � � V Total Market Value \ . V kill III \ Less than $250,000 -AworJ t ,, tFNo+ $250,001 - $300,000 ailr O $300,001 - $350,000 ° s, gR $350,001 - $400,000 §YLVANA� �� m �RroG� o w p Greater than $400,000 ROGERSRD SG� a CORRALLN OND i li N4/ - 1 z 7 _ UOULU I1 �� °N O ❑I( CITY COUNCIL AGENDA DATE: SECTION: Public Hearings May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: IX.C. Robert Ellis, Public Works Ordinance Establishing Edenvale Highlands Director HIA Requested Action Move to: • Close the public hearing; and • Approve the first and second readings of the Ordinance establishing the Edenvale Highlands HIA; and • Adopt the Resolution setting the fees for the Edenvale Highlands HIA; and • Adopt the Resolution approving the summary publication of the Ordinance OR Move to: • Close the public hearing; and • Approve the first reading of the Ordinance establishing the Edenvale Highlands HIA Note: If there is not unanimous support for the first reading of the ordinance, the second motion should be used. Synopsis The establishment of the Housing Improvement Area ("HIA") will allow the City to finance improvements and repairs to a failing retaining wall at Edenvale Highlands and to recoup the costs through fees specially assessed against the properties. The public hearing provides an opportunity for all housing unit owners and any other interested parties to be heard regarding the establishment of the HIA and the setting of the fees. Once the public hearing is closed the Council can consider the Ordinance establishing the HIA and the Resolution setting the fees. The Ordinance establishes the HIA and the Resolution sets the fees. The Ordinance requires that the owners of the housing unit enter into special assessment agreements with the City prior to the release of any funds. The Ordinance is set for both a first and second reading which requires a unanimous vote. • If the Council unanimously adopts the Ordinance, the Council can then consider the Resolution setting the fees and the Resolution approving summary publication of the Ordinance. • If the Council adopts the Ordinance, but not unanimously, the Council should continue the Resolution for consideration after the Ordinance is adopted after a second reading. • If the Council does not adopt the Ordinance no action should be taken on the Resolution. The Ordinance and Resolution do not become effective until 45 days after adoption by the Council to allow the owners of the housing units an opportunity to object. If owners of 45% or more of the housing units object in writing the Ordinance and/or Resolution do not become effective. Background Information The City of Eden Prairie is authorized under Minn. Stat.428A.11 to 428A.21 to establish by ordinance a housing improvement area within which housing improvements are made or constructed and the costs of the improvements are paid in whole or in part from fees imposed within the area. The owners of the 8 housing units within Edenvale Highlands have petitioned the City to establish a Housing Improvement Area("HIA")for Edenvale Highlands in order to facilitate improvements to the common elements. The cost of the improvements will be paid through fees assessed against the owners of the housing units established by Resolution. The statutes require that a public hearing be held prior to the establishment of an HIA and prior to the setting of fees for an HIA. The City accepted the petition filed by the owners of the 8 housing units within the Edenvale HIA and set the public hearing at the last Council meeting. Attachments Preliminary List of Improvements Ordinance Establishing HIA Resolution Establishing Fees Summary Resolution Special Assessment Agreement Petition Hearing Notice Preliminary List of Improvements Improvements will consist of retaining wall removal, repair and replacement. This work may necessitate the need for soil grading, tree removal, installation of storm drainage systems, soil stabilization, erosion control, design, construction inspection, permit fees, revegitation, fence installation, irrigation system repair, and trail pavement repair. CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA ORDINANCE NO. -2014 AN ORDINANCE OF THE CITY OF EDEN PRAIRIE, MINNESOTA ESTABLISHING THE EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA PURSUANT TO MINNESOTA STATUTES 428A.11 to 428A.21 WHEREAS, The City of Eden Prairie ("City") is authorized under Minn. Stat. 428A.11 to 428A.21, as amended to establish by ordinance a housing improvement area within which housing improvements are made or constructed and the costs of the improvements are paid in whole or in part from fees imposed within the area; and WHEREAS, the City has determined a need to establish the Edenvale Highlands Housing Improvement Area, as further defined herein, in order to facilitate certain improvements to property known as Edenvale Highlands; and WHEREAS, as required by Minn. Stat. 428A.13,the City held a duly noticed public hearing on May 20, 2014 to consider the establishment of the Edenvale Highlands Housing Improvement Area. All interest parties were given an opportunity to be heard; and THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA ORDAINS: Section 1. Recitals.The Recitals set forth above are incorporated herein as if fully set forth. Section 2. Findings. The City Council hereby finds based on the petition, the public hearing held on May 20, 2014, and all other information provided: A. Owners of the housing units within the proposed Edenvale Highlands Housing Improvement Area have filed a petition with the City Clerk, requesting establishment of such housing improvement area and the imposition of related fees. The City Council finds that 100% of the owners of housing units within the Edenvale Highlands Housing Improvement Area signed the petition and that the petition complies with the requirements of Minn. Stat. 428A.12. B. Without establishment of the Edenvale Highlands Housing Improvement Area, the Housing Improvements could not be made by the Association or the owners of the housing units. C. Designation of the Edenvale Highlands Housing Improvement Area is needed to maintain and preserve the housing units within the area. D. All requirements of Minn. Stat. 428A.11 through Minn. Stat. 428A.21 have been met and it is appropriate to establish the Edenvale Highlands Housing Improvement Area. Section 3. Implementing Entity. The City will be the implementing entity for the Edenvale Highlands Housing Improvement Area. Section 4. Housing Improvement Area. The Edenvale Highlands Housing Improvement Area is hereby established on the property legally described as "Edenvale Highlands Lots 1-8, Block 1, Hennepin County, Minnesota." As of the date of adoption of this ordinance, the Edenvale Highlands Housing Improvement Area contains 8 housing units, along with common areas. Section 5. Housing Improvements. A preliminary list of the housing improvements to be made in the Edenvale Highlands Housing Improvement Area was available at the public hearing held on May 20,2014("Housing Improvements"). Section 6. Housing Improvement Fee. A. The City may, by resolution adopted in accordance with the hearing and notice procedures required under Minn. Stat. 428A.14, impose a fee on the housing units within the Edenvale Highlands Housing Improvement Area, at a rate, term or amount sufficient to produce revenues required to finance the construction of the Housing Improvements ("Housing Improvement Fee"). B. The Housing Improvement Fee shall be imposed on a per unit basis. The City Council finds that imposing the fee on a per unit basis is more fair and reasonable than using a tax capacity or square footage basis due to the common elements to be improved and the equal effect on all units. C. The Housing Improvement Fee shall be imposed and payable for a period no greater than 10 years after the first installment is due and payable. Owners of housing units shall be permitted to prepay the Housing Improvement Fee in accordance with the terms specified in the resolution imposing the fee. The Housing Improvement Fee shall not exceed the amount specified in the notice of public hearing regarding the approval of such fee. D. Prior to construction of the Housing Improvements and release of any funds by the City all housing unit owners shall enter into a Special Assessment Agreement with the City waiving the procedural and appeal rights relating to assessment of the Housing Improvement Fee against the housing units. E. The City shall not release any funds relating to the Edenvale HIA except directly to a contractor who has performed work on the housing improvements. The City shall not release any funds except upon presentation to the City of all of the following for each requested payment: (i) an executed contract between the HOA and the contractor; (ii)written action, approved by all members of the Association, which action accepts the work and approves payment; and (iii) written lien waivers for the work completed to the date of the requested payment. Section 7. Annual Reports. Prior to August 15 of each year the Edenvale Highlands Housing Improvement Area is in existence,the Association(and any successor in interest) shall submit to the City Clerk a copy of the Association's audited financial statements. Section 8. Notice of Right to File Objections. Within five days after the adoption of this ordinance, the City Clerk is directed to mail to the owner of each housing unit in the Edenvale Highlands Housing Improvement Area the following: a summary of this ordinance; notice that owners subject to the proposed Housing Improvement Fee have a right to veto this ordinance if owners of 45% or more of the housing units within the Edenvale Highlands Housing Improvement Area file objections with the City Clerk before the effective date of this ordinance; and notice that a copy of this ordinance is on file with the City Clerk for public inspection. Section 9. Amendment. This ordinance may be amended by the City Council upon compliance with the public hearing and notice requirements set forth in Minn. Stat. 428A.13. Section 10. Effective Date. This ordinance shall be effective 45 days after adoption hereof, provided, however, that if owners of 45% or more of the housing units within the Edenvale Highlands Housing Improvement Area file objections with the City Clerk within 45 days of the adoption of the ordinance,the ordinance shall not become effective. Section 11. Termination. If construction of Housing Improvements pursuant to this Ordinance has not begun within three years of the Effective Date of this Ordinance, the Edenvale Highlands HIA shall automatically expire. FIRST READ and finally read and adopted and ordered published at a regular meeting of the City Council of the City of Eden Prairie on the 20th day of May, 2014. Kathleen Porta, City Clerk Nancy Tyra-Lukens, Mayor Published in the Eden Prairie News on the day of , 2014. CITY OF EDEN PRAIRIE HENNEPIN COUNTY,MINNESOTA RESOLUTION NO. 2014- A RESOLUTION APPROVING THE HOUSING IMPROVEMENT FEE FOR THE EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA PURSUANT TO MINNESOTA STATUTES 428A.11 to 428A.21. WHEREAS, the City of Eden Prairie ("City") pursuant to Minn. Stat. 428A.11 to 428A.21, as amended, established by ordinance a housing improvement area on the property legally described as "Edenvale Highlands Lots 1-8, Block 1, Hennepin County, Minnesota"known as the "Edenvale Highlands Housing Improvement Area" by adoption of Ordinance No. _-2014("Enabling Ordinance"); and WHEREAS, pursuant to Minn. Stat. 428A.14, the City is authorized to impose fees on the housing units within a housing area in order to produce sufficient revenue to provide housing improvements and reimburse the City; and WHEREAS, as required by Minn. Stat. 428A.14,the City held a duly noticed public hearing on May 20, 2014 to consider the imposition of fees on the Edenvale Highlands Housing Improvement Area. All interest parties were given an opportunity to be heard; and WHEREAS, the Edenvale Highlands Association ("Association") has submitted to the City a financial plan prepared by an independent 3rd party as required by Minn. Stat. 428A.14. NOW THEREFORE,BE IT RESOLVED BY THE CITY COUNSEL OF THE CITY OF EDEN PRAIRIE, THAT THE CITY COUNCIL FINDS, DETERMINES, AND ORDERS AS FOLLOWS: Section 1. Recitals. The Recitals set forth above are incorporated herein as if fully set forth. Section 2. Findings. The City Council hereby finds based on the petition, the Enabling Ordinance, the public hearing held on May 20,2014, and all other information provided: A. The petition and Enabling Ordinance comply with the requirements in Minn. Stat. 428A.11 through 428A.21. B. The Association has submitted to the City a financial plan prepared by Bomberg, Roach and Hanson PLLC, an independent third party, which plan is acceptable to the City and the Association, that provides for the Association to finance maintenance and operation of the common elements in the Edenvale Highlands Housing Improvement Area and a long-range plan to conduct and finance capital improvements, all in accordance with Minn. Stat. 428A.14. C. Imposing the fee on a per unit basis is more fair and reasonable than using a tax capacity or square footage basis due to the common elements to be improved and the equal effect on all units. Section 2. Housing Improvement Fee Imposed. A. The estimated cost of the housing improvements is $300,000. The City hereby imposes a fee on each housing unit within the Edenvale Highlands Housing Improvement Area in an amount of $37,500 per unit (the "Housing Improvement Fee"). If the cost of the housing improvements exceed the estimated amount, the City may charge additional fees against the units by complying with the notice and hearing requirements in Minn. Stat. 428A.14. If the costs of the housing improvements are less than the estimated amount, the City will reduce the Housing Improvement Fee against each unit on a pro rata basis. The City shall take the appropriate steps necessary to ensure the reduction of the Housing Improvement Fee against each unit. B. The Housing Improvement Fee shall be assessed against each housing unit. The City may, in the City's sole discretion, make a one-time assessment against each housing unit for the full amount disbursed by the City, or make multiple assessments against each housing unit as payments are requested and disbursed. Each assessment will be payable in equal annual installments extending over a period of 10 years from the date the first installment is due and payable and will bear interest, at the rate of the prime rate plus 2 based on the prime rate published by Wells Fargo applicable for the date of the requested payment, per annum from the effective date of this resolution. The first installment of each assessment shall be payable in the year following the certification of the assessment to the County Auditor and to the first installment shall be added interest on the entire assessed amount from the date of this resolution until December 31 of the year the first installment is due. C. The owners of the housing units may, at any time prior to the certification of the assessment to the County Auditor, pay to the City the entire assessment on such unit, with interest accrued to the date of payment. No interest shall be charged if the entire assessment is paid within 30 days from the effective date of this resolution. The owners may at any time thereafter,pay to the City the entire amount of the assessment remaining unpaid,with interest accrued to December 31 of the year in which such payment is made. Such payment must be made before November 15 or interest will be charged through December 31 of the succeeding year. Unless prepaid the assessment shall be payable at the same time and in the same manner as provided for payment and collection of ad valorem taxes, as provided in Minnesota Statutes, Sections 428A.15 and 428A.05. The Housing Improvement Fee is not included in the calculation of levies or limits on levies imposed under any law or charter. Section 3. Notice of Right to File Objections. Within five days after the adoption of this resolution, the City Clerk is directed to mail to the owner of each housing unit in the Edenvale Highlands Housing Improvement Area the following: a summary of this resolution; notice that owners subject to the proposed Housing Improvement Fee have a right to veto this resolution if owners of 45% or more of the housing units within the Edenvale Highlands Housing Improvement Area file objections with the City Clerk before the effective date of this resolution; and notice that a copy of this resolution is on file with the City Clerk for public inspection. Section 4. Effective Date. This resolution shall be effective 45 days after adoption hereof, provided, however, that if owners of 45% or more of the housing units within the Edenvale Highlands Housing Improvement Area file objections with the City Clerk within 45 days of the adoption of the resolution,the resolution shall not become effective. Section 5. Filing of Housing Improvement Fee. After the effective date of this resolution the City Clerk shall file a certified copy of this resolution together with attached Exhibit A, the Assessment Roll, to the Hennepin County Director of Taxation to be recorded on the property tax lists of the county for taxes payable in 2015 and thereafter ADOPTED by the City Council on May 20,2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk Exhibit A Assessment Roll PID Number Amount 04-116-22-33-0009 $37,500.00 04-116-22-33-0010 $37,500.00 04-116-22-33-0011 $37,500.00 04-116-22-33-0012 $37,500.00 04-116-22-33-0013 $37,500.00 04-116-22-33-0014 $37,500.00 04-116-22-33-0015 $37,500.00 04-116-22-33-0016 $37,500.00 CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA RESOLUTION NO. 2014- A RESOLUTION APPROVING THE SUMMARY OF ORDINANCE NO._-2014 AND ORDERING THE PUBLICATION OF SAID SUMMARY WHEREAS, Ordinance No. _-2014 was adopted and ordered published at a regular meeting of the City Council of the City of Eden Prairie held on the 20th day of May, 2014. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, THAT THE CITY COUNCIL FINDS, DETERMINES, AND ORDERS AS FOLLOWS: A. Ordinance No. _-2014 is lengthy. B. The text of summary of Ordinance No. _-2014, attached hereto as Exhibit A, conforms to M.S. § 331A.01, Subd. 10, and is approved, and publication of the title and summary of the Ordinance will clearly inform the public of the intent and effect of the Ordinance. C. The title and summary shall be published once in the Eden Prairie News in a body type no smaller than brevier or eight-point type. D. A printed copy of the Ordinance shall be made available for inspection by any person, during regular office hours, at the office of the City Clerk, and a copy of the entire text of the Ordinance shall be posted in the City offices. E. Ordinance No. _-2014 shall be recorded in the Ordinance Book, along with proof of publication, within twenty(20) days after said publication. ADOPTED by the City Council on May 20, 2014. Nancy Tyra-Lukens, Mayor ATTEST: Kathleen Porta, City Clerk CITY OF EDEN PRAIRIE HENNEPIN COUNTY, MINNESOTA SUMMARY OF ORDINANCE NO. NO. -2014 AN ORDINANCE OF THE CITY OF EDEN PRAIRIE, MINNESOTA ESTABLISHING THE EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA PURSUANT TO MINNESOTA STATUTES 428A.11 to 428A.21 THE CITY COUNCIL OF THE CITY OF EDEN PRAIRIE, MINNESOTA, ORDAINS: The following is only a summary of Ordinance No. _-2014. The full text is available for public inspection by any person during regular office hours at the Office of the City Clerk. SUMMARY: The Ordinance sets forth findings, establishes the Edenvale Highlands Housing Improvement Area, sets forth terms relating to fees, identifies required reports and describes the right of owners to file an objection. EFFECTIVE DATE. This ordinance shall be effective 45 days after adoption hereof, provided, however, that if owners of 45% or more of the housing units within the Edenvale Highlands Housing Improvement Area file objections with the City Clerk within 45 days of the adoption of the ordinance,the ordinance shall not become effective. ATTEST: Kathleen Porta, City Clerk Nancy Tyra-Lukens, Mayor PUBLISHED in the Eden Prairie News on . AGREEMENT REGARDING SPECIAL ASSESSMENTS THIS IS AN AGREEMENT MADE THIS day of ,2014,between the City of Eden Prairie, a municipal corporation, (the "City") and Philip M. Rolchigo and Judy L. Rolchigo,husband and wife; Anil Goel and Amarita Goel,husband and wife;Vishnu Lalta; a single person;David B. Jellison and Angel R. Jellison; husband and wife; William Weirick, a single person;Ralph E. Steele, a single person;Michael R. Sack and Michelle E. Sack,husband and wife; and Herbert A. Margolis and Lesle S. Margolis,husband and wife; owners of housing units in the Edenvale Highlands Housing Improvement Area(collectively the "Owners"). A. Owners are all of the owners of legal and equitable title to the property described as Edenvale Highlands Lots 1-8,Block 1, Hennepin County, Minnesota,which property is the subject of this Agreement and is hereinafter referred to as the "Property". B. The City, at a Regular Meeting of the City Council held on May 20, 2014, after a duly noticed public hearing adopted Ordinance No. and Resolution No. establishing the Edenvale Highlands HIA and setting the fees for the housing improvements. C. Owners agree to pay the City$300,000 for the housing improvements set forth in the Resolution and Ordinance("Housing Improvement Fee")pursuant to the terms and conditions set forth in this Agreement. AGREEMENTS IT IS HEREBY AGREED as follows: 1. Owners hereby petition that the Housing Improvement Fee be assessed against the Property pursuant to Minn. Stat. 428A.11 to 428A.21 and any other applicable law. 2. The assessment shall be paid over a 10 year period, without deferment, together with interest at the rate of the prime rate plus 2 based on the prime rate published by Wells Fargo applicable for the date of the requested payment. The entire assessment for each lot must be paid in full if and when that lot is conveyed, mortgaged or encumbered. 3. The City's assessment records for the Property will show the assessments as a "pending assessment"until levied. 4. Owners acknowledge that the Housing Improvement Fee is for housing improvements in the duly established Edenvale Highlands HIA. Owners consent to the levying of the assessment against the Property in the amount of the Housing Improvement Fee and waive any objection to the validity or amount of the assessment. Owners waive notice requirements of any kind, including notice of any hearing or proceeding at which the assessment is to be considered. Owners waive all rights to require City to conduct a feasibility study, hold a public hearing, or conduct any further procedure. Owners waive any objection to irregularity of the procedure of the assessment and any and all appeal rights to the assessment. Said waiver is a waiver of any and all rights of appeal of any nature and a specific waiver of appeal rights under Minn. Stat. 429.081, Minn. Stat. Chap 428A, and any other statute, common law, Constitutional provision, or any other applicable law. 5. This Agreement may not be terminated or amended except in writing executed by all parties hereto,provided however upon the levying of the special assessments contemplated herein the City may upon request of the owner of the property affected,without the necessity of further City Council approval,unilaterally prepare and provide to the owner for recording a document releasing any property so levied from this Agreement. 6. This Agreement constitutes a lien upon each lot of the Property in the amount of $37,500 until such time as the assessments referred to above are levied. IN WITNESS WHEREOF,the parties to this Agreement have caused these presents to be executed as of the day and year aforesaid. OWNER Lot 1, Block 1: Anil Goel and Amarita Goel, husband and wife; Anil Goel Amarita Goel STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Anil Goel and Amarita Goel,husband and wife. Notary Public OWNER Lot 2, Block 1: Vishnu Lalta, a single person; Vishnu Lalta STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Vishnu Lalta, a single person. Notary Public OWNER Lot 3, Block 1: Herbert A. Margolis and Lesle S. Margolis, husband and wife Herbert A. Margolis Lesle S. Margolis STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Herbert A. Margolis and Lesle S. Margolis,husband and wife. Notary Public OWNER Lot 4, Block 1: David B. Jellison and Angel R. Jellison, husband and wife; David B. Jellison Angel R. Jellison STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by David B. Jellison and Angel R. Jellison,husband and wife. Notary Public OWNER Lot 5, Block 1: William Weirick, a single person; William Weirick STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by William Weirick, a single person. Notary Public OWNER Lot 6, Block 1: Ralph E. Steele, a single person; Ralph E. Steele STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Ralph E. Steele, a single person. Notary Public OWNER Lot 7, Block 1: Philip M. Rolchigo and Judy L. Rolchigo, husband and wife; Philip M. Rolchigo Judy L. Rolchigo STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Philip M. Rolchigo and Judy L. Rolchigo,husband and wife. Notary Public OWNER Lot 8, Block 1: Michael R. Sack and Michelle E. Sack, husband and wife; Michael R. Sack Michelle E. Sack STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Michael R. Sack and Michelle E. Sack,husband and wife. Notary Public CITY OF EDEN PRAIRIE Nancy Tyra-Lukens, Mayor Rick Getschow, City Manager STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this day of , 2014, by Nancy Tyra-Lukens and Rick Getschow, respectively the Mayor and City Manager of the City of Eden Prairie, a Minnesota municipal corporation, on behalf of the city. Notary Public THIS INSTRUMENT WAS DRAFTED BY: City of Eden Prairie 8080 Mitchell Road Eden Prairie,MN 55344 March 28, 2014 Robert Ellis, P.E., P.T.O.E. Public Works Director 8080 Mitchel Rd Eden Prairie, MN 55344-4485 (952) 949-8300 Dear Mr. Ellis, On behalf of the Home Owners Association of Edenvale Highlands, attached is a petition to establish a Housing Improvement Area (HIA) for our HOA covering all of the retaining walls within our development. We have 8 homeowners in the development and we unanimously voted to form such an HIA. Their electronic signatures are confirmed by their e-mail votes attached to the petition. After discussions with our HOA members we propose the following structure for determining the assessment charge per household and the terms of HIA dissolution: 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 2) If we decide to finance the repairs through the HIA, the following terms are proposed: a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved If you have any questions regarding this petition or if we are missing any important details that are required to initiate this process please let me know. Thank you for your consideration, Si y, Philip M. Rolchigo � Acting President of Edenvale Highlands HOA 6814 Alpine Trail Eden Prairie, MN 55346 (763) 843-4479 CITY OF EDEN PRAIRIE, MINNESOTA PETITION FOR LOCAL IMPROVEMENT r',A # i,,, , To The Eden Prairie City Council: EDEN The undersigned property owners herein petition the Eden Prairie City Council to consider �LIV•W PRAIRI OFK•QRE AM making the following described improvement(s): (General Location) _ Sanitary Sewer F�c.., U l e 1-1 I, rA r-A_S Watermain Storm Sewer Street Paving -Fr Cc-.. <1 H w li ,, -$ r-p r� &f -,._,i ee, Ofi/) Curb&Gutter - ,P tc,-J f 4 r" ' & re_t c 0d --0 XOther e.4-c,,,,,;,-, l,.l c„l I ; ry,Q;1-1 ems.- . k -P,r;( rLa� 1 5.ee ,t1-46,Xe d e-,,,, / Dec,r'C�J-) /- Street Address of\Other Legal Description of Signatures of Petitioners Property to be Served (Must Be Property Owne s) 6 ,3i raft;,,a_ „X',_,A_z .--'p- ,Y __ _,_.6-,Y, /,f • / 1 J‘.4.' .r _ a _ t �' 3 �9f � � Trti � � , � S` ¢vim �� C' rl rA ; I e—i4 54.p-,..-=1-A-,- ,f a ; ( & t —A Ali I S e 624t. Al ri a r �� ,.cL 7 ei P j -L,_ LI, 6- ,---.6---,P (-� i .9 t4 i p ,...,, !r-, : I t r j j i i ,-9S A Ike 4-4‘.. Jj--° ''---ci6,7„., ,-,7e. xy/6.1:.....,44_ 0-,---i4c i , -zr-?, 1-14.1-.,.0 (For City Use) Date Received Project No. Council Consideration Rolchigo, Phil From: HMargo1049@aot.com Sent: Wednesday,January 29,2014 7:10 PM To: Rolchigo,Phil Subject Re:PLEASE READ-Important Vote Required by Edenvale Highland HOA Members We agree with going forward with paragraph 2. a.and b.below and forming the HIA. !n a message dated 1/29/2014 2:05:23 P.M.Central Standard Time,Phil.Rolchigo(OPENTAIR.COM writes: Dear Edenvale Highlands HOA members, At our last HOA meeting we agreed that myself.Herb Margolis and Michael Sack would approach the city to cc---4) explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis,EP Public Works Director and he agreed to explore potential options on our behalf. After discussions with his colleagues at the city,Rob proposed the following structure: 1) Our HOA petition to establish a Housing Improvement Area(HIA)within our HOA covering all of the retaining walls within our development 2) As part of the petition,as an HOA we would have to agree to the methodology of charging future assessments to each homeowner 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved Establishing this HIA with access 10 funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible, We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 2) If we decide to finance the repairs through the HIA,I propose the following terms: a. The city will setup a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the Walls are requested within 10 years of establishing the HIA,the HIA will be dissolved f need your feedback on 2 items ASAP: 1) Vote YES or NO to move forward and establish an HIA for our development 2) If YES,please confirm you are in agreement with the terms outlined in 2a&2b above or suggest changes to the terms outlined above. Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds,so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. Sincerely, Philip M.Rolchlgo (763)843-4479 2 Rolchigo, Phil From: Anil Goel <agoel0l@hotmail.com> 7 �` �� �`° l�� , Sent: Wednesday, February 05, 2014 12:55 AM To: Rolchigo, Phil;Amrita Goel Cc: Dr Phil Subject: RE: PLEASE READ -Important Vote Required by Edenvale Highland HOA Members Importance: High Sorry, Phi!for late reply. I am out of country for the past two weeks. Please see my vote below. I will get the details later once i am back in US e,g, would the special assessment start right away whether we have any need for repair or not and how much that be? > 1) Vote YES or NO to move forward and establish an HIA for our development YES > 2) if YES, please confirm you are in agreement with the terms outlined in 2a & 2b above or suggest changes to the terms outlined above. I agree. Anil Goel > From: Phil.Rolchigo@PENTAIR.COM >To: agoel0l@hotmail.com; k.weirick@vahoo.com; ralphsteele@me.com; b weirick@yahoo.com; amrita goel@hotmail.com > CC: drphilter@aol.com > Subject: RE: PLEASE READ - Important Vote Required by Edenvale Highland HOA Members > Date: Tue, 4 Feb 2014 17:40:30+0000 >Anil/Amitra, Bill/Kristin and Ralph, > We still need your votes on the proposal below. Please let me know if you have any questions. > Thanks much, > Phil > (763) 843-4479 > Original Message > From: Rolchigo, Phil >Sent: Wednesday, January 29, 2014 2:05 PM >To: Anil Goel; bellajlr@aol.com; vishnumohabir@gmail.com; Herb Margolis; LMargo9633@aol.com; juliatorres308@hotmail.com; k.weirick@yahoo.com; ralphsteele@me.com; b weirick@yahoo.com;Amrita Goel; Michelle Sack; Mike Sack; david.ieilison@ksmwater.com > Cc: Dr Phil ; Rolchigo, Phil > Subject: PLEASE READ - Important Vote Required by Edenvale Highland HOA Members 1 > > Dear Edenvale Highlands HOA members, > At our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf. >After discussions with his colleagues at the city, Rob proposed the following structure: > 1) Our HOA petition to establish a Housing Improvement Area (HIA) within our HOA covering all of the retaining walls within our development > 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner > 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved > Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. >We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. > 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment > 2) If we decide to finance the repairs through the HIA, I propose the following terms: > a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period > b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved > I need your feedback on 2 items ASAP: > 1) Vote YES or NO to move forward and establish an HIA for our development YES > 2) If YES, please confirm you are in agreement with the terms outlined in 2a & 2b above or suggest changes to the terms outlined above. I agree. > Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to 2 Roichigo, Phil Subject: FW: PLEASE READ -Important Vote Required by Edenvale Highland HOA Members From: vishnu laita [maiito:vishnumohabirCn�gmail.corn] c ?y / T7r 4 ;i Sent: Wednesday, January 29, 2014 4:26 PM To: Roichigo, Phil Subject: Re: PLEASE READ - Important Vote Required by Edenvale Highland HOA Members I Vote YES, On 2a and 2b. Thanks for all the hard work. On Wed, Jan 29, 2014 at 2:05 PM, Roichigo, Phil <PhiLRolchigo@pentair.com>wrote: Dear Edenvale Highlands HOA members, At our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf. After discussions with his colleagues at the city, Rob proposed the following structure: 1) Our HOA petition to establish a Housing Improvement Area(HIA) within our HOA covering all of the retaining walls within our development 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 2) If we decide to finance the repairs through the HIA, I propose the following terms: a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved I need your feedback on 2 items ASAP: i 1) Vote YES or NO to move forward and establish an HIA for our development 2) If YES, please confirm you are in agreement with the terms outlined in 2a&2b above or suggest changes to the terms outlined above. Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds, so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. Sincerely, Philip M. Rolchigo (763) 843-4479 2 Rolchigo, Phil From: David Jellison - KSM Water GmbH <david jellison@ksmwater.com> Sent: Wednesday, January 29, 2014 3:38 PM �� 3 � �, . ,.� To: Rolchigo, Phil Subject: Re: PLEASE READ -Important Vote Required by Edenvale Highland HOA Members Yes on it all... Interestingly enough I have a jerry rigged drainage pipe from prior owner that needs to be remedied that should go through the wall not over it (current)... looking forward to meeting you Phil... David B. Jellison CEO, KSM Water, Inc. M: (720) 633 - 0899 Sent from iPad On Jan 29, 2014, at 2:05 PM, "Rolchigo, Phil" <Phil.Rolchigoc PENTAIR.COM>wrote: Dear Edenvale Highlands HOA members, At our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf After discussions with his colleagues at the city, Rob proposed the following structure: 1) Our HOA petition to establish a Housing Improvement Area (HIA) within our HOA covering all of the retaining walls within our development 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 1 2) If we decide to finance the repairs through the HIA, I propose the following terms: a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved I need your feedback on 2 items ASAP: 1) Vote YES or NO to move forward and establish an HIA for our development 2) If YES, please confirm you are in agreement with the terms outlined in 2a& 2b above or suggest changes to the terms outlined above. Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds, so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. Sincerely, Philip M. Rolchigo (763) 843-4479 2 Roichigo, Phil From: Bill Weirick <b_weirick@yahoo.com> Sent: Tuesday, February 04, 2014 12:52 PM To: Roichigo, Phil Subject: Re: PLEASE READ - Important Vote Required by Edenvale Highland HOA Members Phil, Yes to move forward on the HIA and yes to 2a & 2b. Bill Weirick Sent from my iPad >On Feb 4, 2014, at 11:40 AM, "Roichigo, Phil"<Phil.Rolchigo@PENTAIR.COM>wrote: >Anil/Amitra, Bill/Kristin and Ralph, >We still need your votes on the proposal below. Please let me know if you have any questions. >Thanks much, > Phil >(763) 843-4479 > > Original Message > From: Rolchigo, Phil >Sent: Wednesday,January 29, 2014 2:05 PM >To:Anil Goel; bellailr@aol.com; vishnumohabir@gmail.com; Herb Margolis; LMargo9633@aol.com; juliatorres308@hotmail.com; k.weirick@yahoo.com; raiphsteele@me.com; b weirick@yahoo.com; Amrita Goel; Michelle Sack; Mike Sack; david.jellison@ksmwater.com >Cc: Dr Phil; Roichigo, Phil >Subject: PLEASE READ- Important Vote Required by Edenvale Highland HOA Members > > Dear Edenvale Highlands HOA members, >Af our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf. > >After discussions with his colleagues at the city, Rob proposed the following structure: > 1) Our HOA petition to establish a Housing Improvement Area (HiA) within our HOA covering all of the retaining walls within our development > 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner f > > 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved > > Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. >We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. > > > 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment > >2) If we decide to finance the repairs through the HIA, I propose the following terms: > > a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period > > b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved > > I need your feedback on 2 items ASAP: > > 1) Vote YES or NO to move forward and establish an HIA for our development > > 2) If YES, please confirm you are in agreement with the terms outlined in 2a &2b above or suggest changes to the terms outlined above. > > Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds,so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. > >Sincerely, > > Philip M. Rolchigo > (763) 843-4479 2 Rolchigo, Phil From: RALPH STEELE <ralphsteele@me.com> F Sent: Wednesday, March 26, 2014 4:55 PM To: Rolchigo, Phil Subject: Re: PLEASE READ -Important Vote Required by Edenvale Highland HOA Members Hello Phil, As regard to the HIA development proposal and specifically to 2a&2b , I vote yes. Ralph Steele On Mar 26, 2014, at 10:49 AM, "Rolchigo, Phil" <Phil.Rolchigo@PENTAIR.COM> wrote: Hi Ralph...we are ready to submit this petition to the City Council, but still need your vote. Can you please let me know your thoughts on the information below. Hope all is well, Phil Philip M. Rolchigo, PhD Vice President of GIobal Technology Pentair 5500 Wayzata Blvd., Suite 800 Minneapolis, MN 55416-1261 (763) 843-4479 Original Message From: Rolchigo, Phil Sent: Wednesday, January 29, 2014 2:05 PM To: Anil Goel; i,ellajlr@aol.com; vishnumohabir@gmail.com; Herb Margolis; LMargo9633@aol.com;juliatorres308@hotmail.com; k.weirick@yahoo.com; ralphsteele@me.com;b_weirick@yahoo.com; Amrita Goel; Michelle Sack; Mike Sack; david.j ellison@ksmwater.corn Cc: Dr Phil ; Rolchigo, Phil Subject: PLEASE READ - Important Vote Required by Edenvale Highland HOA Members Dear Edenvale Highlands HOA members, At our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf. i After discussions with his colleagues at the city, Rob proposed the following structure: 1) Our HOA petition to establish a Housing Improvement Area (HIA) within our HOA covering all of the retaining walls within our development 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 2) If we decide to finance the repairs through the HIA, I propose the following terms: a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the walls are requested within 10 years of establishing the HIA, the HIA will be dissolved I need your feedback on 2 items ASAP: 1) Vote YES or NO to move forward and establish an HIA for our development 2) If YES, please confirm you are in agreement with the terms outlined in 2a&2b above or suggest changes to the terms outlined above. Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds, so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. Sincerely, Philip M. Rolchigo (763) 843-4479 2 Roichigo, Phil From: Roichigo, Phil C /*V A/p., 77,'.c se. Sent: Wednesday, March 26, 2014 10:45 AM To: Rolchigo, Phil Subject: RE: PLEASE READ -Important Vote Required by Edenvale Highland HOA Members Rolchigo Family Votes Yes Philip M. Rolchigo, PhD Vice President of Global Technology Pentair 5500 Wayzata Blvd., Suite 800 Minneapolis, MN 55416-1261 (763) 843-4479 Original Message From: Rolchigo, Phil Sent: Wednesday,January 29, 2014 2:05 PM To: Anil Goel; bellajlr@aol.com; vishnumohabir(a7gmail.com; Herb Margolis; LMargo9633@aol.com; iuliatorres308@hotmail.com; k.weirick(cyahoo.com; ralphsteele@me.com; b weirick@yahoo.com;Amrita Goel; Michelle Sack; Mike Sack; david.iellison@ksmwater.com Cc: Dr Phil; Rolchigo, Phil Subject: PLEASE READ- Important Vote Required by Edenvale Highland HOA Members Dear Edenvale Highlands HOA members, At our last HOA meeting we agreed that myself, Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis, EP Public Works Director and he agreed to explore potential options on our behalf. After discussions with his colleagues at the city, Rob proposed the following structure: 1) Our HOA petition to establish a Housing Improvement Area (HIA) within our HOA covering all of the retaining walls within our development 2) As part of the petition, as an HOA we would have to agree to the methodology of charging future assessments to each homeowner 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to all of us since the costs would be spread out over a multi-year period and be tax deductible. We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees. 1 1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment 2) If we decide to finance the repairs through the HIA, I propose the following terms: a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period b. If no funds to repair the walls are requested within 10 years of establishing the HIA,the HIA will be dissolved 1 need your feedback on 2 items ASAP: 1) Vote YES or NO to move forward and establish an HIA for our development 2) If YES, please confirm you are in agreement with the terms outlined in 2a & 2b above or suggest changes to the terms outlined above. Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds, so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. Sincerely, Philip M. Rolchigo (763)843-4479 2 Rolchigo, Phil From: Mike Sack<ms2inv@comcast.net> Sent: Monday,February 24,2014 6:33 PM 1T J�✓ To: Rolchigo,Phil Subject: Re:PLEASE READ-Important Vote Required by Edenvale Highland HOA Members Phil:The Sack's vote is Yes&Yes,with the exception of the Margolis wall...As the minutes stated he holds responsibility for that section going forward,which he has not disputed. Please clarify before accepting our vote. Thanks for communicating with the HOA. Does this take a majority vote or all in? We should at least record a response from all, Thoughts? Sent from my IPhone >On Jan 29,2014,at 2:05 PM,"Rolchigo,Phil"<phil.RokhigoPPENTAIR.COM>wrote: > a Dear Edenvale Highlands HOA members, >At our last HOA meeting we agreed that myself,Herb Margolis and Michael Sack would approach the city to explore ways to possibly have the city finance any significant expenses associated with the repair of the retaining walls within our HOA. We had a productive meeting with Rob Ellis,EP Public Works Director and he agreed to explore potential options on our behalf. >After discussions with his colleagues at the city,Rob proposed the following structure: a >1) Our HOA petition to establish a Housing Improvement Area(HIA)within our HOA covering all of the retaining waifs within our development a a 2) As part of the petition,as an HOA we would have to agree to the methodology of charging future assessments to each homeowner a 3) Establish a sunset clause whereby if funds are not accessed by the HOA the HIA would be dissolved >Establishing this HIA with access to funds to perform any major future wall repairs would be highly beneficial to ail of us since the costs would be spread out over a multi-year period and be tax deductible. a We need a majority vote to proceed with forming this HIA. To start things rolling I propose the following methodology and terms for accessing any future fees, >1) As an HOA we vote on a case by case basis whether a pending wall repair should be financed through the HIA or through a special HOA assessment a >2) If we decide to finance the repairs through the HfA,I propose the following terms: >a. The city will set up a special assessment equally split between the 8 properties and financed at a fixed rate over a 10 year period a >b. If no funds to repair the walls are requested within 10 years of establishing the HIA,the HIA will be dissolved 1 >I need your feedback on 2 items ASAP: > > >1) Vote YES or NO to move forward and establish an HIA for our development >2) If YES,please confirm you are in agreement with the terms outlined in 2a&2b above or suggest changes to the terms outlined above. >Note that Rob made it clear that no previous repairs made prior to establishing an HIA would be eligible to access these funds,so if we are interested in establishing an HIA we should move quickly before any major wall issues occur. >Sincerely, >Philip M.Rolchigo >(763)843-4479 2 NOTICE OF PUBLIC HEARING 2014 CITY OF EDEN PRAIRIE EDENVALE HIGHLANDS HOUSING IMPROVEMENT AREA Notice is hereby given that the City of Eden Prairie, pursuant to Minnesota Statutes Sections 428A.11- 428A.21, is holding a public hearing on May 20, 2014 at 7:00 p.m. in the Eden Prairie City Council Chambers, 8080 Mitchell Road, Eden Prairie, Minnesota, for the purpose of establishing the Edenvale Highlands Housing Improvement Area ("Edenvale HIA") and the imposition of fees on housing units within the Edenvale HIA. The public hearing is being held pursuant to a petition of more than 50% of the property owners of the housing units of the Edenvale Highlands requesting that the City establish a Housing Improvement Area to facilitate various improvements to the common areas at the Edenvale Highlands and to finance those improvements by imposing fees on the owners of the housing units. The boundaries of the proposed Edenvale HIA are shown in the map below. EDENVALE HIGHLANDS ADDITION f• � ._.- _ ham.. .a 40. a 4 w'. LOT 5 LOTS • I 7 LOT 7 y 4 .111 LOT B ti LOT 4 ti \v 411 LOT 3 • • it LOT 1 LOT 2 '.'; L . Persons to be heard: All persons owning housing units in the proposed Edenvale HIA that would be subject to a fee for housing improvements, and all other interested persons, will be given an opportunity to be heard at the hearing. Housing Improvements: A preliminary list of the housing improvements to be made in the Edenvale HIA will be available at the hearing. Estimated cost of Improvements to be paid in whole or in part by Housing Improvement Fee: The total estimated project cost is $300,000. All contracts for the improvements must comply with Minnesota State Statute 471.345. Amount to be charged against each housing unit: Each of the 8 housing units that comprise the Edenvale HIA will be assessed$37,500 for the improvements. Such assessment is proposed to be payable in equal annual installments extending over a period of 10 years from the date the first installment is due and payable and will bear interest, at the rate of the prime rate plus 2 based on the prime rate published by Wells Fargo applicable for the date of the requested payment,per annum from the effective date of the assessment resolution. The first installment shall be payable in the year following the certification of the assessment to the County Auditor and to the first installment shall be added interest on the entire assessment from the date of this resolution until December 31 of the year the first installment is due. Owner's right to prepay the total fee: The owners may, at any time prior to the certification of the assessment to the County Auditor, pay to the City the entire assessment on such unit, with interest accrued to the date of payment. No interest shall be charged if the entire assessment is paid within 30 days from the adoption of this assessment. The owners may at any time thereafter, pay to the City the entire amount of the assessment remaining unpaid, with interest accrued to December 31 of the year in which such payment is made. Such payment must be made before November 15 or interest will be charged through December 31 of the succeeding year. Objections: Prior to the adoption of the ordinance, or during the public hearing, Before the ordinance is adopted or at the hearing at which it is to be adopted, the owner of a housing unit in the proposed housing improvement area may file a written objection with the city clerk asserting that the owner's property should not be included in the area or should not be subjected to a fee and objecting to the inclusion of the housing unit in the area, for the reason that the property would not benefit from the improvements. Compliance with Petition Requirement: Owners of more than 50 percent of the housing units that would be subject to the proposed Housing Improvement Fee in the Edenvale HIA have filed a petition with the City requesting a public hearing on the proposed Housing Improvement fee. This meets the requirement for a public hearing under Minn. Stat. 428A.12. For additional information on the proposed Housing Improvement Fee, contact the City of Eden Prairie at 952- 949-8439 . This material can be provided to you in different forms on request, such as large print, if you call 952-949-8300 (voice) or 952-949-8399 (TTD/TTY). CITY COUNCIL AGENDA DATE: SECTION: Payment of Claims May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: X. Sue Kotchevar, Office of the City Payment of Claims Manager/Finance Requested Action Move to: Approve the Payment of Claims as submitted(roll call vote) Synopsis Checks 232045 —232273 Wire Transfers 1007363— 1007462 Wire Transfers 5036— 5047 City of Eden Prairie Council Check Summary 5/20/2014 Division Amount Division Amount General 31,681 803 Escrow Fund 18,646 100 City Manager 67 804 100 Year History 1 101 Legislative 477 806 SAC Agency Fund 79,520 102 Legal Counsel -648 Total Agency Funds 98,167 110 City Clerk 145 111 Customer Service 2,979 807 Benefits Fund 9,743 112 Human Resources 95 809 Investment Fund 1,215 114 Benefits&Training 2,315 812 Fleet Internal Service 158,501 130 Assessing 81 813 IT Internal Service 202,943 131 Finance 493 814 Facilities Capital ISF 35,051 132 Housing and Community Services 13,875 815 Facilites Operating ISF 40,503 133 Planning 1,394 816 Facilites City Center ISF 72,613 137 Economic Development 175 817 Facilites Comm.Center ISF 23,011 138 Community Development Admin. 195 Total Internal Service Funds 543,580 151 Park Maintenance 3,418 154 Community Center 10,330 Report Total 1,573,033 156 Youth Programs 1,511 157 Special Events 500 158 Senior Center 836 162 Arts 885 163 Outdoor Center 380 168 Arts Center 108 180 Police 8,828 183 Emergency Preparedness 298 184 Fire 14,023 186 Inspections 3,649 200 Engineering 859 201 Street Maintenance 6,708 Total General Funds 105,656 301 CDBG 30 303 Cemetary Operation 350 308 E-911 306 Total Special Revenue Funds 686 445 Cable PEG 32,559 Total Debt Service Funds 32,559 527 CIP-Leasing Costs 6,927 530 Pool Upgrade/Expansion 338,963 531 Eden Prairie Road 4,116 Total Capital Project Funds 350,006 601 Prairie Village Liquor 109,183 602 Den Road Liquor 174,244 603 Prairie View Liquor 118,289 605 Den Road Building 4,715 701 Water Fund 24,821 702 Sewer Fund 6,586 703 Storm Drainage Fund 4,538 Total Enterprise Funds 442,377 City of Eden Prairie Council Check Register 5/20/2014 Check# Amount Supplier/Explanation Account Description Business Unit Explanation 232179 323,963 HAMMEL,GREEN AND ABRAHAMSON Design&Engineering Pool Upgrade/Expansion Aquatics design 232090 122,231 NELSON AUTO CENTER,INC Autos Fire New vehicles 1007453 119,610 SHI CORP Computers IT Capital Computers 5042 102,851 MINNESOTA DEPT OF REVENUE Sales Tax Payable Facilities Operating ISF Sales&Use Tax 232212 78,725 METROPOLITAN COUNCIL Other Revenue SAC Agency Fund 232193 42,757 JOHNSON BROTHERS LIQUOR CO Liquor Product Received Prairie View Liquor Store 232125 32,952 ABM JANITORIALSERVICES-NORTH CENTRAL INC Cleaning Supplies City Hall-CAM 232272 31,680 Z SYSTEMS INC Other Assets Cable PEG 232081 28,358 JOHNSON BROTHERS LIQUOR CO Liquor Product Received Prairie Village Liquor Store 1007438 28,282 LOGIS LOGIS IT Operating 232251 26,450 TEMPCO SYSTEMS Other Contracted Services Facilities Capital 1007387 25,748 MIDWAY FORD Autos Police 232126 24,337 ALTERNATIVE BUSINESS FURNITURE INC Capital Under$25,000 City Center Operations 232244 23,280 SOUTHERN WINE&SPIRITS OF MN Liquor Product Received Prairie View Liquor Store 232270 17,612 WIRTZ BEVERAGE MINNESOTA BEER INC Liquor Product Received Prairie View Liquor Store 1007455 17,040 THORPE DISTRIBUTING Liquor Product Received Den Road Liquor Store 232242 17,008 SOUTH METRO PUBLIC SAFETY TRAINING FACIL Other Contracted Services Public Safety Training Facilit 1007425 16,930 DIVERSE BUILDING MAINTENANCE Janitor Service Arts Center 232269 16,181 WIRTZ BEVERAGE MINNESOTA Liquor Product Received Prairie View Liquor Store 232122 15,000 MINNESOTA DEPARTMENT OF HEALTH Licenses,Permits,Taxes,Fees Pool Upgrade/Expansion 1007422 14,061 DAIKIN APPLIED Contract Svcs-Electrical Facilities Capital 232117 14,034 WIRTZ BEVERAGE MINNESOTA Liquor Product Received Den Road Liquor Store 232176 13,896 GW LAND DEVELOPMENT OF MINNESOTA Deposits Escrow 232078 13,631 INTERTECH INC Other Contracted Services IT Operating 5046 12,158 RADIANT SYSTEMS Bank and Service Charges Prairie View Liquor Store 232103 12,052 SOUTHERN WINE&SPIRITS OF MN Liquor Product Received Den Road Liquor Store 1007459 11,632 WALL TRENDS INC Contract Svcs-General Bldg Senior Center 232080 11,471 JJ TAYLOR DISTRIBUTING MINNESOTA Liquor Product Received Prairie View Liquor Store 1007392 10,658 THORPE DISTRIBUTING Liquor Product Received Prairie Village Liquor Store 232220 10,400 NORTHERN FILTER MEDIA INC Equipment Parts Water Treatment Plant 5045 10,328 US BANK-CREDIT CARD MERCHANT ONLY Bank and Service Charges Finance 232191 10,202 JJ TAYLOR DISTRIBUTING MINNESOTA Liquor Product Received Prairie View Liquor Store 1007424 10,121 DAY DISTRIBUTING Liquor Product Received Prairie View Liquor Store 1007443 10,000 NEW WORLD SYSTEMS Software Maintenance IT Operating 232189 9,720 INTERTECH INC Other Contracted Services IT Operating 232118 9,552 WIRTZ BEVERAGE MINNESOTA BEER INC Liquor Product Received Prairie Village Liquor Store 5047 9,158 GENESIS EMPLOYEE BENEFITS,INC HSA General Fund 5036 9,129 GENESIS EMPLOYEE BENEFITS,INC HSA General Fund 232092 8,673 PHILLIPS WINE AND SPIRITS INC Liquor Product Received Den Road Liquor Store 232225 8,426 PHILLIPS WINE AND SPIRITS INC Liquor Product Received Prairie View Liquor Store 232236 8,000 SEECLICKFIX INC Software Maintenance IT Operating 1007452 7,750 SENIOR COMMUNITY SERVICES Other Contracted Services Housing and Community Service 1007433 7,521 GREENSIDE INC Contract Svcs-Snow Removal City Hall-CAM 232107 6,990 STORMWIND LLC Conference/Training IT Operating 5041 6,685 GENESIS EMPLOYEE BENEFITS,INC HRA Health and Benefits 232218 6,573 MN DEPT OF TRANSPORTATION Equipment Repair&Maint Traffic Signals Check# Amount Supplier/Explanation Account Description Business Unit Explanation 232070 5,635 HEALTHPARTNERS Health&Fitness Fire 1007393 5,406 VINOCOPIA Liquor Product Received Prairie Village Liquor Store 232266 5,346 WELSH COMPANIES Other Contracted Services CIP-Leasing Costs 232116 5,113 WINE MERCHANTS INC Liquor Product Received Den Road Liquor Store 232223 5,109 PAUSTIS&SONS COMPANY Liquor Product Received Prairie View Liquor Store 232243 5,000 SOUTHDALE YMCA YOUTH DEVELOPMENT PROGRAM Other Contracted Services Housing and Community Service 1007380 4,574 DAY DISTRIBUTING Liquor Product Received Den Road Liquor Store 232120 4,500 CARROL BALFANZ REALTY Other Contracted Services Den Road Building 1007436 4,488 INTEREUM INC Contract Svcs-General Bldg City Center Operations 232268 4,481 WINE MERCHANTS INC Liquor Product Received Prairie View Liquor Store 1007374 4,454 BARR ENGINEERING COMPANY Design&Engineering Storm Drainage Projects 232238 4,116 SHORT ELLIOTT HENDRICKSON INC Design&Engineering Eden Prairie Road 232119 3,757 XTREME INTEGRATION Other Hardware IT Capital 232111 3,600 TKO WINES,INC Liquor Product Received Den Road Liquor Store 1007375 3,369 BELLBOY CORPORATION Liquor Product Received Den Road Liquor Store 1007419 3,325 CDW GOVERNMENT INC. Other Hardware Water Accounting 1007418 3,286 BELLBOY CORPORATION Liquor Product Received Prairie View Liquor Store 1007428 3,259 GENUINE PARTS COMPANY Equipment Parts Park Maintenance 232091 3,073 PAUSTIS&SONS COMPANY Liquor Product Received Den Road Liquor Store 232226 3,000 POSTAGE BY PHONE RESERVE ACCOUNT Postage Customer Service 232148 2,978 CENTURYLINK Elevators IT Telephone 232138 2,890 BEST BUY Operating Supplies Fitness Center 232073 2,653 HOHENSTEINS INC Liquor Product Received Prairie Village Liquor Store 1007457 2,573 VAN PAPER COMPANY Cleaning Supplies Fitness/Conference-Cmty Ctr 1007460 2,426 WINE COMPANY,THE Liquor Product Received Prairie View Liquor Store 1007394 2,422 WINE COMPANY,THE Liquor Product Received Den Road Liquor Store 1007420 2,358 CENTERPOINT ENERGY Gas Crestwood Park 232183 2,275 HENNEPIN COUNTY MEDICAL CENTER Tuition Reimbursement/School Police 232145 2,112 BRANDL ANDERSON HOMES INC. Reimbursement-legal notices Escrow 232075 2,104 INFRATECH Equipment Parts Sewer System Maintenance 232182 2,069 HENNEPIN COUNTY I/T DEPT Software Maintenance IT Operating 232216 1,980 MINNESOTA POST BOARD Dues&Subscriptions Police 232065 1,956 FIRE SAFETY USA INC Operating Supplies Fire 5037 1,905 GENESIS EMPLOYEE BENEFITS,INC Other Contracted Services Health and Benefits 232129 1,854 ARTISAN BEER COMPANY Liquor Product Received Prairie View Liquor Store 1007458 1,816 VINOCOPIA Liquor Product Received Prairie View Liquor Store 232106 1,790 STATE OF MINNESOTA Autos Police 232147 1,710 BUREAU OF CRIMINAL APPREHENSION Software Maintenance IT Operating 232071 1,614 HENNEPIN COUNTY ACCOUNTS RECEIVABLE Board of Prisoner Police 232185 1,590 HOHENSTEINS INC Liquor Product Received Den Road Liquor Store 1007461 1,512 ZARNOTH BRUSH WORKS INC. Equipment Parts Park Maintenance 1007447 1,484 PRAIRIE ELECTRIC COMPANY Contract Svcs-Electrical Fitness/Conference-Cmty Ctr 232164 1,385 DOMACE VINO Liquor Product Received Prairie View Liquor Store 232139 1,365 BETHEL UNIVERSITY Tuition Reimbursement/School Fire 1007439 1,334 LYNDALE PLANT SERVICES Contract Svcs-Int.Landscape City Hall-CAM 232050 1,325 ARTISAN BEER COMPANY Liquor Product Received Prairie Village Liquor Store 1007371 1,236 SACKETT,MATTHEW Tuition Reimbursement/School Organizational Services 232261 1,215 US BANK Interest Investment Fund 232219 1,167 NORTHERN AIR CORPORATION Contract Svcs-HVAC Riley House 5043 1,136 MINNESOTA DEPT OF REVENUE Motor Fuels Fleet Operating Check# Amount Supplier/Explanation Account Description Business Unit Explanation 232221 1,097 OLSEN'S EMBROIDERY/COMPANY Safety Supplies Fleet Operating 232202 1,042 LIFETOUCH INC AR Utility Water Enterprise Fund 1007408 1,038 PARK SUPPLY OF AMERICA INC Supplies-Plumbing Facilities Operating ISF 232099 1,025 PROP Other Contracted Services Housing and Community Service 1007431 1,004 GRAINGER Supplies-HVAC City Hall-CAM 232123 988 PETTY CASH Operating Supplies Youth Programs Admin 1007404 975 MCGINTY-VANSICKLE,PATTI Tuition Reimbursement/School Organizational Services 1007442 960 METRO SALES INCORPORATED* Other Rentals IT Operating 1007454 934 STREICHERS Clothing&Uniforms Police 232076 885 INTERNATIONAL UNION OF OPERATING Union Dues Withheld General Fund 232077 885 INTERNATIONAL UNION OF OPERATING Union Dues Withheld General Fund 1007432 879 GRANICUS INC Equipment Repair&Maint Cable PEG 1007414 850 STAR EQUIPMENT INC Contract Svcs-General Bldg City Hall-CAM 232213 848 MIDWEST COCA COLA BOTTLING COMPANY Liquor Product Received Prairie View Liquor Store 232051 832 ASPEN MILLS Clothing&Uniforms Fire 232149 809 CENTURYLINK Telephone Water Treatment Plant 232200 777 KRISS PREMIUM PRODUCTS INC Repair&Maint-Ice Rink Ice Arena Maintenance 1007400 767 FLEETPRIDE INC Equipment Parts Fleet Operating 1007403 755 KLIMA,JULIE Conference/Training Planning 1007388 749 OENO'S DISTRIBUTION Liquor Product Received Den Road Liquor Store 232271 740 YOUNGSTEDTS COLLISION CENTER Autos Police 1007410 734 ROJAS,REGINA Conference/Training Planning 232135 726 BECKER ARENA PRODUCTS INC Supplies-General Bldg Fire Station#4 232132 716 BALDWIN SUPPLY COMPANY Equipment Parts Water Treatment Plant 232082 704 KEEPERS Clothing&Uniforms Fire 232229 665 RINK SYSTEMS INC Repair&Maint-Ice Rink 3rd Sheet of Ice 232054 663 CENTURYLINK Wireless Subscription IT Telephone 232052 634 BUSINESS IMPACT GROUP Clothing&Uniforms Fire 232137 621 BERNICK'S WINE Liquor Product Received Prairie View Liquor Store 232195 580 KEEPERS Clothing&Uniforms Fire 232085 572 MAROTTA,VIC Instructor Service Lesson Skills Development 1007430 567 GOVDELIVERY Software Maintenance IT Operating 1007378 560 CHEMSEARCH Supplies-HVAC City Hall-CAM 1007406 547 MILLARD,CHRIS Tuition Reimbursement/School Police 232253 537 TITAN ENERGY SYSTEMS Contract Svcs-Fire/Life/Safe Public Works/Parks 1007421 535 CLAUDE'S CERAMIC TILE INC Contract Svcs-General Bldg Pool Maintenance 5040 530 LIFE INSURANCE COMPANY OF NORTH AMERICA Other Contracted Services Health and Benefits 5039 527 LIFE INSURANCE COMPANY OF NORTH AMERICA Other Contracted Services Health and Benefits 232258 525 ULI-THE URBAN LAND INSTITUTE Dues&Subscriptions Community Development Admin. 232232 515 SABRE PLUMBING Outside Water Sales Escrow 232265 501 WALSER CHRYSLER JEEP Equipment Parts Fleet Operating 232069 500 HAYNES,TRICIA Other Contracted Services Special Initiatives 232173 497 GRAPE BEGINNINGS Liquor Product Received Prairie Village Liquor Store 1007412 493 ROTO-ROOTER Waste Disposal Fleet Operating 232188 490 INDEED BREWING COMPANY LLC Liquor Product Received Prairie View Liquor Store 232074 459 HOME DEPOT CREDIT SERVICES Supplies-Plumbing Den Road-CAM items 232215 449 MINNESOTA MUNICIPAL BEVERAGE ASSOCIATION Conference/Training Prairie Village Liquor Store 1007399 442 FERGUSON ENTERPRISES#2516 Equipment Repair&Maint Water System Maintenance 232059 404 DAN'S SOUTHSIDE MARINE Equipment Repair&Maint Fire 232263 402 VERIZON WIRELESS Telephone Park Maintenance Check# Amount Supplier/Explanation Account Description Business Unit Explanation 232167 397 EXECUTIVE OCEAN Awards City Council 232100 378 RADIO TECHNOLOGY INC Clothing&Uniforms Fire 232102 375 SOUNDS GREAT Instructor Service Special Events&Trips 232048 365 AARP DRIVERS SAFETY Other Contracted Services Senior Center Programs 1007446 359 PETERSON BROS ROOFING AND CONSTRUCTION I Contract Svcs-Roof Fire Station#3 1007385 358 KIDS TEAM TENNIS LLC Instructor Service Tennis 232068 350 HALF PINT HORSE FOUNDATION Instructor Service Outdoor Center 232161 350 DIETHELM,TAMMY L Other Contracted Services Pleasant Hill Cemetery 1007383 348 GARTNER REFRIGERATION&MFG INC Contract Svcs-Ice Rink 3rd Sheet of Ice 232084 345 MAECK,TOM Other Contracted Services Summer Theatre 232108 341 TASK FORCE TIPS INC Equipment Repair&Maint Fire 232163 338 DISPLAY SALES Supplies-General Bldg City Hall-CAM 1007391 334 SPS COMPANIES Repair&Maint.Supplies Park Maintenance 1007445 332 PARLEY LAKE WINERY Liquor Product Received Den Road Liquor Store 1007437 323 JANEX INC Janitor Service Fire Station#1 232133 320 BATES,DON Other Contracted Services Community Band 232140 307 BEVWIZARD CO,THE Liquor Product Received Den Road Liquor Store 1007382 303 EXTREME BEVERAGE Liquor Product Received Prairie View Liquor Store 232249 300 STERLING WELDING COMPANY INC Equipment Repair&Maint Water System Maintenance 1007389 296 PREMIUM WATERS INC Operating Supplies Fire 232093 291 PINNACLE DISTRIBUTING Liquor Product Received Prairie Village Liquor Store 232201 286 LAKE MONSTER BREWING Liquor Product Received Prairie View Liquor Store 1007381 262 EDEN PRAIRIE FIREFIGHTER'S RELIEF ASSOC Union Dues Withheld General Fund 232124 260 AARP DRIVERS SAFETY Other Contracted Services Senior Center Programs 232086 259 MEI,BRIAN Deposits-P&R Refunds Community Center Admin 232206 243 LONG RIDGE INDUSTRIAL PORTFOLIO LP AR Utility Water Enterprise Fund 232055 243 COMCAST Cable TV Fire 232260 240 UNIVERSAL ATHLETIC SERVICES INC Operating Supplies Park Maintenance 232217 232 MINNESOTA VALLEY ELECTRIC COOPERATIVE Electric Traffic Signals 232150 229 CHASKA POLICE DEPARTMENT Tuition Reimbursement/School Police 1007396 223 DUCHSCHERE,KYLE Travel Expense Police 1007450 223 QUALITY PROPANE Motor Fuels Ice Arena Maintenance 232060 220 DYNAMIC IMAGING SYSTEMS INC Other Hardware IT Operating 232067 217 GE CAPITAL Other Rentals IT Operating 232094 216 PRAHA DISTRIBUTING Liquor Product Received Prairie View Liquor Store 1007364 208 BUCHANAN,KURT Operating Supplies Fire 1007377 202 CDW GOVERNMENT INC. Other Hardware IT Operating 1007370 200 RUE,RODNEY Mileage&Parking Engineering 232172 200 GAS TANK RENU OF MINNESOTA Equipment Repair&Maint Fleet Operating 232209 196 MALONE,TOM Instructor Service Preschool Events 232101 196 SHAMROCK GROUP,INC-ACE ICE Liquor Product Received Den Road Liquor Store 232144 187 BOURGET IMPORTS Liquor Product Received Den Road Liquor Store 232097 187 PROP United Way Withheld General Fund 232098 187 PROP United Way Withheld General Fund 232154 186 CONTRACT HARDWARE CO,INC Supplies-General Bldg City Hall-CAM 232254 184 TKO WINES,INC Liquor Product Received Den Road Liquor Store 1007441 183 METRO ELEVATOR INC Contract Svcs-Elevator Fitness/Conference-Cmty Ctr 1007434 180 HD SUPPLY FACILITIES MAINTENANCE Operating Supplies City Center Operations 232152 179 CINTAS CORPORATION #470 Cleaning Supplies Utility Operations-General 232087 175 MEMA Dues&Subscriptions Fire Check# Amount Supplier/Explanation Account Description Business Unit Explanation 1007415 174 WILSON,JOHN D. Operating Supplies Police 1007435 174 HORIZON COMMERCIAL POOL SUPPLY Supplies-Pool Pool Maintenance 232170 170 FREELAND,KEVIN AR Utility Water Enterprise Fund 1007429 167 GINA MARIAS INC Clothing&Uniforms Fire 232088 160 MUEHLBAUER,THOMAS G Other Contracted Services Community Band 232237 156 SHAMROCK GROUP,INC-ACE ICE Liquor Product Received Prairie View Liquor Store 1007397 152 ELLIS,ROBERT Mileage&Parking Engineering 1007384 145 GRAINGER Contract Svcs-HVAC City Hall-CAM 1007386 145 METRO SALES INCORPORATED* Equipment Repair&Maint IT Operating 1007373 145 WALSH,MARY Tuition Reimbursement/School Fitness Classes 232045 143 PETTY CASH-EPCC Operating Supplies Community Center Admin 232207 141 LUBE-TECH ESI Equipment Repair&Maint Fleet Operating 1007440 138 MENARDS Repair&Maint-Ice Rink 3rd Sheet of Ice 232095 132 PRAIRIE LAWN AND GARDEN Equipment Repair&Maint Park Maintenance 232105 130 SPORTS PRO LLC Equipment Repair&Maint Police 232056 129 COMMUNITY HEALTH CHARITIES OF MINNESOTA United Way Withheld General Fund 232115 129 VU,MAY Deposits-P&R Refunds Community Center Admin 232057 129 COMMUNITY HEALTH CHARITIES OF MINNESOTA United Way Withheld General Fund 1007367 125 FITZGERALD,MAUREEN Tuition Reimbursement/School Fitness Classes 1007444 124 NUCO2 INC Supplies-Pool Pool Maintenance 1007390 124 SHI CORP Operating Supplies Fire 232214 122 MINNEAPOLIS FINANCE DEPARTMENT Software Maintenance IT Operating 232165 120 DUNNING,DAVID AR Utility Water Enterprise Fund 232228 115 RETROFIT COMPANIES,INC,THE Supplies-Electrical Fitness/Conference-Cmty Ctr 1007423 114 DAKOTA SUPPLY GROUP INC Supplies-General Bldg Facilities Operating ISF 232156 113 CUB FOODS EDEN PRAIRIE Operating Supplies Fire 1007402 113 JOHNSTONE SUPPLY Supplies-HVAC Fitness/Conference-Cmty Ctr 232255 113 TLO LLC Other Contracted Services Police 1007409 109 PORTA,KITTY Mileage&Parking City Clerk 232109 108 TAYLOR,EMILY Operating Supplies Arts Center 232134 107 BAUER BUILT TIRE AND BATTERY Equipment Parts Fleet Operating 232159 106 DAVIS,MICHAEL AR Utility Water Enterprise Fund 232162 105 D1RECTV Cable TV Community Center Admin 1007411 104 ROSE,ALECIA Mileage&Parking Organizational Services 1007462 103 ZIEGLER INC Equipment Parts Fleet Operating 232186 102 HUNT,D L AR Utility Water Enterprise Fund 232062 100 EDEN PRAIRIE CHAMBER OF COMMERCE Software Housing and Community Service 232079 100 JDJ CUSTOM COATINGS Equipment Repair&Maint Park Maintenance 232104 100 SPEIDEL,LINDA Refunds Environmental Education 232110 100 THOMAS,JASON Refunds Environmental Education 232141 100 BHALEKAR,PRAFULLA Refunds Environmental Education 232239 100 SIEDOW,PAUL AR Utility Water Enterprise Fund 232248 100 STATE OF MINNESOTA Licenses&Taxes Fleet Operating 232273 100 WASHINGTON COUNTY COURT ADMIN Deposits Escrow 232192 99 JMS HOMES AR Utility Water Enterprise Fund 232233 98 SCHIMELPFENIG,MICHAEL Refunds Environmental Education 1007427 95 FEDEX Postage Human Resources 232230 95 ROCKAFELLOW,ANDREW AR Utility Water Enterprise Fund 1007365 95 CEDENO,LAURA Tuition Reimbursement/School Fitness Classes 1007368 95 GOERGEN,MARIE Tuition Reimbursement/School Fitness Classes Check# Amount Supplier/Explanation Account Description Business Unit Explanation 1007369 95 HAMMOND,ABIGAIL Tuition Reimbursement/School Fitness Classes 1007372 95 SWANSON,SARAH Tuition Reimbursement/School Fitness Classes 232063 88 EDWARDS,PAUL Refunds Environmental Education 232114 88 VETERAN SHREDDING Other Contracted Services Senior Center Programs 232175 86 GUSTAFSON,RAYMOND AR Utility Water Enterprise Fund 1007407 82 MITTELSTADT,SCOTT Canine Supplies Fleet Operating 232166 81 EATS Miscellaneous City Council 232058 80 CPAC Tuition Reimbursement/School Police 5044 80 VANCO SERVICES Miscellaneous Community Center Admin 232061 77 EATS Operating Supplies Police 232112 76 UNITED WAY United Way Withheld General Fund 232113 76 UNITED WAY United Way Withheld General Fund 232194 75 KAUL,BELA AR Utility Water Enterprise Fund 1007416 69 YLITALO,DEBRA Tuition Reimbursement/School Fitness Classes 1007379 68 CLAREY'S SAFETY EQUIPMENT Equipment Parts Emergency Preparedness 1007405 67 MCWATERS,LORENE Mileage&Parking Administration 232197 63 KOCUR,DAVID AR Utility Water Enterprise Fund 232083 63 KNOTTS,ADRIEN Deposits-P&R Refunds Community Center Admin 1007401 61 JOHN DEERE LANDSCAPES/LESCO Repair&Maint.Supplies Park Maintenance 232155 60 COX,JUSTIN Events/Admission Fee Arts in the Park 1007363 60 AUSTIN,CHARLENE Tuition Reimbursement/School Fitness Classes 232128 58 ARTHUR-SHERMAN,JULIE AR Utility Water Enterprise Fund 232235 58 SCHUMACHER,MATT AR Utility Water Enterprise Fund 232151 58 CHRISTENSEN,MARJORIE Deposits-P&R Refunds Community Center Admin 232171 56 FROST,ANDREW AR Utility Water Enterprise Fund 232180 56 HEARN,ROBERT A AR Utility Water Enterprise Fund 232168 54 FIDELITY BANK AR Utility Water Enterprise Fund 232247 54 STAPLES ADVANTAGE Supplies-General Building City Center Operations 232158 53 DAVIS,JOHN AR Utility Water Enterprise Fund 232136 53 BERNHAGEN,GRANT AR Utility Water Enterprise Fund 1007426 53 EMERGENCY APPARATUS MAINTENANCE INC Equipment Repair&Maint Fire 1007413 52 SCHMIDT,MATT Motor Fuels Fleet Operating 1007398 52 FASTENAL COMPANY Equipment Repair&Maint Park Maintenance 232049 50 ALTMANN,GARY Refunds Environmental Education 232053 50 BUTLER,JOYCE Refunds Environmental Education 232096 50 PRIBULA,MARTIN Refunds Environmental Education 232146 50 BUDZILOVICH,VOLHA Deposits-P&R Refunds Community Center Admin 232222 49 PAGH,GARY OR BETTY Refunds Environmental Education 232046 48 440400-NCPERS MINNESOTA PERA Health and Benefits 232047 48 440400-NCPERS MINNESOTA PERA Health and Benefits 5038 45 GENESIS EMPLOYEE BENEFITS,INC FSA-Medical General Fund 232184 40 HO,PUI LING Deposits Community Center Admin 232205 40 LOBITZ,ROGER AND KAREN Deposits Community Center Admin 232257 39 UHRBOM,GINA AR Utility Water Enterprise Fund 1007456 37 UPS Operating Supplies Police 1007449 36 PRINTERS SERVICE INC Contract Svcs-Ice Rink Ice Arena Maintenance 232250 36 SULLIVAN,JOSEPH AR Utility Water Enterprise Fund 232169 32 FOX,DEBORAH Deposits-P&R Refunds Community Center Admin 232177 32 HABERMAN,KATIE Deposits-P&R Refunds Community Center Admin 232234 32 SCHOFIELD,NATHAN Deposits-P&R Refunds Community Center Admin Check# Amount Supplier/Explanation Account Description Business Unit Explanation 1007366 31 FASTENAL COMPANY Supplies-General Bldg Den Bldg.-Direct 232127 29 ARMSTRONG,WARD AR Utility Water Enterprise Fund 232259 29 UNIFORMS UNLIMITED Clothing&Uniforms Police 232187 29 HYNEK,DOUGLAS AR Utility Water Enterprise Fund 232264 28 WAGNER,STEPHEN B AR Utility Water Enterprise Fund 232143 26 BONNIE,EDWIN AR Utility Water Enterprise Fund 232072 25 HILL,RAYMOND Deposits-P&R Refunds Community Center Admin 232262 24 VANCE,TERRY AR Utility Water Enterprise Fund 1007417 24 BATTERIES PLUS Supplies-General Bldg City Hall-CAM 1007451 23 QUICKSILVER EXPRESS COURIER Other Contracted Services Engineering 232227 21 RAABE,NATHAN AR Utility Water Enterprise Fund 232130 20 AXEL,RICHARD Deposits Community Center Admin 232131 20 BALASUBRAMANIA,THIRUMALAI Deposits Community Center Admin 232142 20 BOHNSACK,LOIS Deposits Community Center Admin 232157 20 CUMMING,ARTHUR Deposits Community Center Admin 232174 20 GUBA,LEROY Deposits Community Center Admin 232178 20 HALBAKKEN,SUSAN Deposits Community Center Admin 232181 20 HELGESEN,RANDI Deposits Community Center Admin 232190 20 JACOBSEN,MICHAEL Deposits Community Center Admin 232196 20 KITTELSON,PAMELA Deposits Community Center Admin 232199 20 KRAFT,KENNETH Deposits Community Center Admin 232203 20 LIU,HOWARD Deposits Community Center Admin 232204 20 LIVINGSTON,MELISSA Deposits Community Center Admin 232210 20 MARTINEZ,LUIS Deposits Community Center Admin 232211 20 MATLOCK,WILLIAM Deposits Community Center Admin 232231 20 RYLANDER,AMY Deposits Community Center Admin 232241 20 SOLEM,SANDRA Deposits Community Center Admin 232246 20 STAHL,PAT Deposits Community Center Admin 232256 20 TOWEY,STEVEN Deposits Community Center Admin 232267 20 WILSON,WENDY Deposits Community Center Admin 1007395 20 BROWN,PAUL Deposits Community Center Admin 232153 19 COMCAST Wireless Subscription IT Operating 232064 17 FELKER,BARBARA Deposits-P&R Refunds Community Center Admin 1007448 16 PREMIUM WATERS INC Supplies-General Bldg Fitness/Conference-Cmty Ctr 232240 14 SMITH,JOHN AR Utility Water Enterprise Fund 232089 14 NAMJOO,MOHAMMAD J Deposits-P&R Refunds Community Center Admin 232066 12 FORBROOK,CINDY Deposits-P&R Refunds Community Center Admin 232252 12 TICEN,LINDA AR Utility Water Enterprise Fund 232208 11 LUENING,RAYMOND AR Utility Water Enterprise Fund 232198 11 KRAEMERS HARDWARE INC Supplies-Pool Pool Maintenance 232224 8 PETERSON,JAMES M AR Utility Water Enterprise Fund 232160 8 DEGNER,SALLY AR Utility Water Enterprise Fund 1,573,033 Grand Total CITY COUNCIL AGENDA DATE: SECTION: Reports of the City Manager May 20, 2014 DEPARTMENT/DIVISION: ITEM DESCRIPTION: ITEM NO.: XIV.B.1. City Manager Approve a new Lease between the City and the Eden Prairie School District for 51,315 square feet of space in City Center Requested Action Move to: Approve a new lease with the Eden Prairie School District and authorize the Mayor and City Manager to execute the Lease with terms substantially the same as the attached lease subject to such changes as are recommended by the City Attorney and approved by the Mayor and City Manager. Synopsis In 1993 the City, through its HRA leased space in City Center to the Eden Prairie School District. Starting approximately two years ago the City initiated discussions with the School District about a new lease. The existing lease allowed for termination of the School District lease upon the termination of the HRA lease with the City. The City Council took action in April 2012 to terminate the City/HRA Lease. The City Council did not wish to terminate the School District lease without negotiating a new lease between the School District and the City. The City also anticipated that CH Robinson would vacate its space in City Center and that new lease terms would be desirable and helpful in releasing the former CH Robinson space. The new lease provides for a ten (10) year term with one ten year renewal option. As part of the discussion with the School District, the District requested additional space for a new program. The additional space is approximately 2910 square feet. The building has been re-measured under BOMA standards and the combination of the old and new space has been determined to be 51,315 square feet. The prior lease was based on 46,453 feet. The District requested as part of the negotiation a period of zero basic rent and the Lease provides one year of no basic rent. In years 2-5 the basic rent is $7.00 per square foot and increases 2.5% each year thereafter. The School District also pays its share of Operating Expenses as it does under the current lease. Finally the School District is adding 2,200 square feet of space for a new program called Tassel. That space is coming from space previously occupied by CH Robinson. The City is paying the cost to remodel that new space and the School District is reimbursing the City for the total cost of the remodel through the payment of additional rent in the first five years of the Lease. The Lease continues the partnership that has existed between the City and School District since 1993, provides needed space to the School District and serves the City's interest in leasing out significant areas of City Center to a compatible and reliable partner. Attachment Lease LEASE AGREEMENT BETWEEN THE CITY OF EDEN PRAIRIE AND INDEPENDENT SCHOOL DISTRICT NO. 272 This Lease Agreement ("Lease") is made as of this 20th day of May, 2014, by and between The City of Eden Prairie, a municipal corporation of the State of Minnesota ("Landlord") and Independent School District No. 272, a public school corporation under the laws of Minnesota("Tenant"). 1. DEFINITIONS. The following terms shall have the following meanings in this Lease: 1.1. Project. The land, building, and improvements presently situated thereon located at 8100 Mitchell Road in the City of Eden Prairie, Hennepin County, State of Minnesota. The land is further described in Exhibit A attached hereto. 1.2. Building. The present building situated within and a part of the Project, now known as the Eden Prairie City Center. 1.3. Premises. The westerly part of the lower level of the building described in Exhibit B attached hereto. 1.4. Rentable Area of the Premises. The Rentable Area of the Premises shall be determined in accordance with Section 3. The Rentable Area of the Premises as of the date hereof is 51,315 square feet. 1.5. Rentable Area of the Building. The Rentable Area of the Building shall be determined in accordance with Section 3. The Rentable Area of the Building as of the date hereof is 229,321 square feet. 1.6. Commencement Date. June 1, 2014. 1.7. Possession Date. Possession Date shall mean the Commencement Date. 1.8. Permitted Uses. Permitted Uses shall mean those uses described in Section 8 hereof. 2. PREMISES. Landlord hereby Leases to Tenant, and Tenant hereby Leases from Landlord, for the Term and upon the conditions hereinafter provided, the Premises. 3. RENTABLE AREA. 3.1. The Rentable Area of the Premises is 51,315 square feet. The actual Rentable Area of the Premises shall be determined as follows: 3.1.1. On a single-tenancy floor, the Rentable Area of the Premises shall be computed by measuring from the plane established by the centerline of exterior walls of the floor and shall include all areas within such exterior 1 of 28 walls including, without limitation, all janitor closets, electrical, telephone and mechanical closets, fan rooms, air conditioner rooms and maintenance rooms. 3.1.2. On a multi-tenancy floor, the Rentable Area of the Premises shall be computed by measuring from the interior dominant face of exterior walls in accordance with clause 3.1.1 above to the tenant face of a common area or the centerline of demising walls that separate the Premises from adjoining portions (other than Common Areas) of the floor of the Building. 3.1.3. The Rentable Area of the Building shall be the sum of the Rentable Areas of all floors in the Building measured in the manner described in clause 3.1.1 and 3.1.2 hereof. 3.2. Landlord may at any time prepare a Supplement to this Lease confirming the Rentable Area of the Premises. Tenant shall execute and return such Supplement within 30 days after submission unless Tenant gives written notice within such 30 day period specifying in reasonable detail Tenant's objections thereto. 4. LEASEHOLD IMPROVEMENTS. Tenant accepts the Premises in its condition as of the date hereof. Tenant will contract for Tenant Improvements identified on Exhibit C hereto. The cost of the Tenant Improvements is estimated to be $ . Landlord shall initially pay the cost of the Tenant Improvements which cost shall be repaid by Tenant through the payments made pursuant to paragraph 6.2 hereof. 5. TERM. This Lease commenced June 1, 2014 and shall continue for a period terminating on May 31, 2024 (the "Term"). In addition, Tenant shall have the right to extend the term for one additional 10 year term (the "Extended Term"). The Extended Term shall be subject to all terms and conditions of this Lease, provided, however, Annual Rent for the Extended Term shall be agreed to by Landlord and Tenant and in the event Landlord and Tenant are unable to agree the Annual Rent shall increase 2.5% per year for each year of the Extended Term. 6. BASE RENT. Base Rent shall consist of"Annual Rent" and "Improvement Rent". 6.1. Annual Rent. Tenant's obligation to pay Annual Rent shall commence on September 1, 2014. Tenant shall pay as "Annual Rent" for the Premises the following amounts for the following periods Period Rate per square foot Annual Rent Years 1 $0.00 $ 0.00 Year 2-5 $7.00 $359,205.00 Year 6 $7.18 $368,441.70 2 of 28 Year 7 $7.35 $377,165.25 Year 8 $7.54 $386,915.10 Year 9 $7.73 $396,664.95 Year 10 $7.92 $406,414.80 6.2. Improvement Rent. Tenant's obligation to pay Improvement Rent shall commence on September 1, 2014. Tenant shall pay "Improvement Rent" attributable to the Landlord financed Tenant Improvements made to the Premises at the request of Tenant, identified on attached Exhibit C. If the cost of the Tenant Improvements exceeds the amount estimated in paragraph 4, the actual total cost of the Tenant Improvements shall be used to determine the Improvement Rent. The amount of the Improvement Rent is estimated based on the cost estimate in paragraph 4 as forth below: Period Monthly Improvement Rent Improvement Rent(annual) Years 1 -5 $8,136.00 $97,632.00 6.3. The Base Rent shall be paid monthly, on the first day of each month during the Lease Term to Landlord at the place to which notices to Landlord are to be sent, or to such other party or to such other address as Landlord may designate from time to time by written notice to Tenant, without demand and without abatement, deduction, set-off or counterclaim. 7. ADDITIONAL RENT. 7.1. Certain Definitions. 7.1.1. "Additional Rent" means Tenant's Share of Operating Costs and Tenant's Share of Tax Costs and all other sums of money required under this Lease to be paid to Landlord or others by Tenant. 7.1.2. "Tenant's Share," as it applies to Operating Costs ("Tenant's Share of Operating Costs"), means the percentage (calculated to three decimal places) obtained by dividing the Rentable Area of the Premises by the Rentable Area of the Building (regardless of whether it is rented, owner occupied or vacant). 7.1.3. "Tenant's Share," as it applies to Tax Costs ("Tenant's Share of Tax Costs"), means at any given point in time, the percentage (calculated to three decimal places) obtained by dividing the Rentable Area of the Premises as to which Tax Costs now, or in the future, are imposed by that portion of Rentable Area of the Building (regardless of whether such 3 of 28 portion is rented, owner occupied or vacant) for which real estate taxes are then payable. (By way of example, if the Tenant's Rentable Area of the Premises are not taxed, then the numerator is zero and no percentage of taxes is payable, as illustrated: 0 ± 100,000 sq. ft. of taxable area = 0). If the Tenant's Premises or part thereof become taxable for any reason, then the Tenant will pay the percentage of taxes attributable to that portion of the Premises which is taxable in proportion to the taxable portion of the Project. If at some time in the future the Rentable Area of the Premises is assessed Tax Costs at a different tax rate than other portions of the Building then the parties shall meet and determine an equitable method of determining Tenant's Share so as to take into account the impact of such differing tax rates. 7.2. Operating Costs. "Operating Costs" means all costs, charges and expenses incurred by Landlord during the Term in operating, securing, maintaining and repairing the Project and making replacements including but not limited to - the costs of heat, cooling, utilities, insurance (including, but not limited to, fire and casualty insurance, boiler and pressure vessel insurance, war risk insurance) security, landscaping, janitorial and cleaning services relating to the Common Areas; all employment costs including salaries, wages and fringe benefits; all management fees applicable to the Project, including expenses reimbursable to any manager and rental of property management office retained by Landlord; fees for professional services; charges under maintenance and service contracts applicable to the Project (less the cost of maintenance and service provided by the District which would otherwise have been provided under such contracts); all supplies purchased for use in the Project (less the cost of supplies furnished by the Tenant which would have otherwise been furnished by Landlord); all maintenance and repair costs; any equipment rental; installments of special assessments, including interest thereon, as well as interest on deferred assessments assessed, levied or imposed on the Project; amortization of the cost over the useful life of the capital improvements made to (i) reduce Operating Costs or limit increases therein, or (ii) required by Landlord's insurance carrier or (iii) required by any law, rule, regulation or order of any governmental or quasi-governmental authority having jurisdiction; any and all other costs of operation, whether ordinary or extraordinary for the Project, including Common Areas. Operating Costs shall not include leasing commissions, payments of principal and interest relating to any mortgages, or other encumbrances on the Project, or amortization of the capital cost of the Project except as provided above. 7.3. Tax Costs. "Tax Costs" means all real estate taxes, levies, and charges assessed, levied or imposed on the Project and payable during the Term including all other taxes, service payments in lieu of taxes, excises, levies, fees, or charges, general and special, ordinary and extraordinary, of any kind, which are assessed, levied, charged, confirmed, or imposed by any public authority upon the Project and payable during the Term, and all reasonable attorney's fees, witness fees, court costs, and other reasonable expenses of Landlord in connection with any 4 of 28 proceeding reasonably undertaken to contest these amounts; provided, however, that "Tax Costs" does not include sales tax, taxes on net income, capital, stock, successions, transfers, franchises, gifts, estates and inheritances. 7.4. Payment Of Additional Rent. As frequently as Landlord shall deem appropriate, Landlord shall give Tenant notice of Landlord's estimate of Tenant's Share of Tax Costs and Tenant's Share of Operating Costs, together "Additional Rent," for the then current calendar year ("Estimated Additional Rent"). Tenant shall, for the entire Term of this Lease, and without any abatement, set off, or deduction therefrom, pay as Additional Rent 1/12th of Estimated Additional Rent on or before the first day of each month. 7.5. Additional Rent Adjustments. Within a reasonable time at the expiration of each calendar year, Landlord shall submit to Tenant a statement setting forth (a) the Tax Costs and Operating Costs actually incurred for such calendar year ("Actual Tax/Operating Costs"), (b) Tenant's Share of Tax/Operating Costs, based upon the Actual Tax/Operating Costs and(c) the aggregate of Tenant's payments of Tenant's Estimated Additional Rent for such year. If the Additional Rent based upon the Actual Tax/Operating Costs exceed Tenant's payments of Estimated Additional Rent for that year, Tenant will pay to Landlord the difference between (b) and (c) within 30 days after the delivery of such statement (including any statement delivered after the expiration or termination of the Term of this Lease or any extension thereof). If the Additional Rent based upon the Actual Tax/Operating Costs are less than the Estimated Additional Rent paid by Tenant for that year, Landlord will either credit installments of Base Rent due under this Lease or to the extent that no further Base Rent will become due under this Lease, pay Tenant the difference between (b) and (c) within 30 days after such statement is delivered to Tenant. 76. In the event Landlord proposes to undertake an improvement with respect to which one or more special assessments are to be levied against the Project, Landlord shall provide such notice to Tenant in the same manner, and as required to be given to the owner(s) of properly against which the special assessments are to be levied. The Landlord hereby assigns to the Tenant the Landlord's right (as to the Premises) to appeal to district court pursuant to Minnesota Statute Section 429.081 as the same may be amended from time to time any assessment against the Project which is a charge hereunder against the Premises. 8. PERMITTED USES. 8.1. Tenant may use and occupy the Premises for educational purposes consistent with the programs authorized by state law to be operated by a public school district in the State of Minnesota (the "Permitted Uses"). The parties may agree upon an amendment to the "Permitted Uses". The Landlord shall not unreasonably withhold its consent to a use proposed by the Tenant which is consistent with the Tenant's educational programs and otherwise allowed pursuant to the zoning codes and 5 of 28 regulations then applicable to the Project. It shall not be considered unreasonable for the Landlord to withhold its consent if the use proposed by the Tenant would cause interference with the quiet use and enjoyment of the Building by the other tenants or occupants of the Project. 8.2. Tenant will not use or occupy the Premises for any other use or for any unlawful purpose, and will comply with all present and future laws, ordinances, regulations and orders of all governmental units having jurisdiction over the Premises. Tenant shall not cause or permit any unusual noise, vibrations, odors or nuisance in or about the Premises, overloading of the electrical, water and/or plumbing facilities in the Premises or Building, or throw or cause to be thrown foreign substances into plumbing facilities. Landlord disclaims any warranty that the Premises are suitable for Tenant's use and Tenant acknowledges that it has had a full opportunity to make its own determination in this regard. Neither Landlord nor Tenant will use the Premises or permit any use that interferes with the use of the Project by other tenants or occupants. 8.3. Tenant will not conduct or permit to be conducted any activity, or place any equipment in or about the Premises, which will in any way increase the rate of fire insurance or other insurance on the Project; and if any increase in the rate of fire insurance or other insurance is stated by any insurance company or by the applicable Insurance Rating Bureau to be due to activity or equipment of Tenant in or about the Premises, such statement shall be conclusive evidence that such increase in such rate is due to such activity or equipment and, as a result thereof, Tenant shall be liable for such increase and shall reimburse Landlord therefor and, further, shall discontinue or cause the discontinuance of such conduct or shall remove such equipment upon Landlord's demand made at any time thereafter. Tenant shall not, and shall not direct, suffer or permit any of its agents, contractors, employees, licensees or invitees to at any time handle, use, manufacture, store or dispose of in or about the Premises any (collectively "Hazardous Materials") flammables, explosives, radioactive materials, hazardous wastes or materials, toxic wastes or materials, or other similar substances, petroleum products or derivatives or any substance subject to regulation by or under any federal, state and local laws and ordinances relating to the protection of the environment or the keeping, use or disposition of environmentally hazardous materials, substances, or wastes, presently in effect or hereafter adopted, all amendments to any of them, and all rules and regulations issued pursuant to any of such laws or ordinances (collectively "Environmental Laws"), nor shall Tenant suffer or permit any Hazardous Materials to be used in any manner not fully in compliance with all Environmental Laws, in the Premises and appurtenant land or allow the Premises to become contaminated with any Hazardous Materials. Notwithstanding the foregoing, Tenant may handle, store, use or dispose of products containing small quantities of Hazardous Materials (such as aerosol cans containing insecticides, toner for copiers, paints, paint remover and the like) to the extent customary and necessary for the use of the Premises for the purposes of a daycare center office 6 of 28 purposes; provided that Tenant shall always handle, store, use, and dispose of any such Hazardous Materials in a safe and lawful manner and never allow such Hazardous Materials to contaminate the Premises and appurtenant land or the environment. Tenant shall protect, defend, indemnify and hold the Landlord harmless from and against any and all loss, claims, liability or costs (including court costs and attorney's fees) incurred by reason of any actual or asserted failure of Tenant to fully comply with all applicable Environmental Laws, or the presence, handling, use or disposition in or from the Premises of any Hazardous Materials (even though permissible under all applicable Environmental Laws or the provisions of this Lease), or by reason of any actual or asserted failure of Tenant to keep, observe, or perform any provision of this Section 8.3. 9. COMMON AREAS. 9.1. Common Areas shall mean all areas, space, equipment and special services provided by Landlord in the Project for the common or joint use or benefit of Landlord, Tenant and other tenants of the Building, their officers, employees, agents, customers, invitees and licensees, including but not limited to driveways, truckways, delivery passages, safety improvements, foundations, roof, exterior walls, utility systems lines, conduits and appurtenances thereto, truck loading areas, trash facilities, walkways, sidewalks, parking areas, open and closed courts and malls, landscaped and planted areas, public restrooms, stairs, ramps, escalators, the cafeteria, lounges, drinking fountains, elevators, and the equipment and facilities appurtenant to each of the aforesaid. 9.2. In addition to the use of the Premises, Tenant shall have the right of non-exclusive use, in common with others, of the Common Areas, except for parking areas, and of such loading facilities, freight elevators and other Common Areas as may be constructed and designed, from time to time, by Landlord in any improvements added to the Project, all to be subject to the terms and conditions of this Lease and to reasonable rules and regulations for the use thereof as are prescribed by Landlord. Tenant agrees, subject to this Section 9, that the use of the Common Areas by Tenant or Tenant's officers, servants, employees, agents, guests or invitees, shall be subject to the exclusive control and management of Landlord. 9.3. Tenant shall have the non-exclusive right to use the parking area assigned to Tenant by Landlord as identified on Exhibit D hereto. Landlord reserves the right to relocate Tenant's parking area as long as Landlord continues to provide parking for Tenant's operations to accommodate Tenant's current use and the additional parking needed for Tenant's Tassel program. In addition, Landlord reserves the right to relocate Tenant's parking off-site during construction or improvement of the Project. 9.4. Landlord shall operate and maintain the Common Areas, including without limitation, (i) removal of snow and ice from parking areas included in the Common Areas: (ii) general lawn maintenance; (iii) general maintenance of 7 of 28 exterior plants, shrubs and trees; and (iv) general maintenance of interior plants, in a manner deemed by Landlord reasonably appropriate and for the best interests of the occupants of the Building. 9.5. Landlord may exclude Tenant from Common Areas during construction or improvement of the Project. If Landlord excludes Tenant from Common Areas, Landlord shall provide alternative areas sufficient to permit Tenant to continue operations. 10. ASSIGNMENT AND SUBLETTING. 10.1. Tenant will not assign, transfer, mortgage or encumber this Lease or sublet or rent or permit occupancy or use of the Premises, or any part thereof by any third party nor shall any assignment or transfer of this Lease be effectuated by operation of law or otherwise, (any of the foregoing being hereinafter referred to as an "Assignment") without prior written consent of the Landlord provided however an Assignment made only be made to an entity that will use and occupy the Premises for the purpose of providing on Tenant's behalf the Permitted Uses pursuant to Section 8.1 An Assignment shall not be construed as a waiver or release of Tenant from the terms of any covenant or obligation under this Lease, nor shall the collection or acceptance of rent from any transferee under an Assignment constitute an acceptance of the Assignment or a waiver or release of Tenant or any transferee of any covenant or obligation contained in this Lease, nor shall any Assignment be construed to relieve Tenant from the requirement of complying with the terms of this paragraph with respect to any further Assignment. 10.2. If Tenant desires at any time to make an Assignment, it shall first notify Landlord of its desire to do so and shall submit in writing to Landlord (i) the name of the proposed assignee, mortgagee, subtenant or other transferee (any of the foregoing being hereinafter referred to as an "Assignee"), (ii) the nature of the proposed Assignee's business to be carried on the Premises, and (iii) a copy of the proposed Assignment agreement and any other agreements to be entered into concurrently with such Assignment, including full disclosure of all financial terms. The furnishing of such information shall not limit any of Landlord's rights or alternatives under this Section 10. 10.3. In the event Landlord and Tenant consummate an Assignment, Tenant shall not in any manner be released of Tenant's duties and obligations under this Lease, but shall on the contrary continue to perform such duties and obligations including, but not limited to, the payment of all rents and charges hereunder. In addition, an Assignment to another person shall specifically provide that the other person shall assume the obligation of Tenant under this Lease and shall require that no Assignment may be made by the Assignee without the consent of Landlord. 11. MAINTENANCE. 8 of 28 11.1. Tenant will keep and maintain, including the provision of janitorial services, the Premises and the fixtures and equipment therein in first class,properly functioning, safe, orderly and sanitary condition, will make all necessary repairs and replacements thereto, will suffer no waste or injury thereto, and will at the expiration of the Term or other termination of this Lease, surrender the same with all improvements in the same order and condition in which they were on the Commencement Date, or in such better condition as they may hereafter be put, ordinary wear and tear excepted. Janitorial services provided by Tenant shall include, but not be limited to, maintenance such as removal of trash, cleaning of bathrooms and kitchens, sweeping and periodic waxing or vacuuming of floor surfaces, periodic cleaning of walls, ceilings and windows, and interior painting as necessary. 11.2. Landlord shall make all necessary repairs and replacements to the outer walls, roof, downspouts, gutters and basic structural elements and Common Areas of the Project. Landlord shall also make all necessary repairs and replacements to the portions of the Building systems (plumbing, sewage, heating, air conditioning and electrical) providing service jointly to the Premises and other portions of the Building. The cost of all repairs and replacements made by Landlord hereunder shall be included in the Operating Costs. Tenant shall be responsible for all other portions of the Building systems serving the Premises. 11.3. Notwithstanding anything apparently to the contrary in this Section 11, any cost of repairs or improvements to the Project, to the Premises or to any Common Areas ("Expenditures")which are occasioned by the negligence or fault of Tenant, its officers, employees, agents or invitees, or by requirements of law, ordinance or other governmental directive and which arise out of the nature of Tenant's use and occupancy of the Premises or the installations of Tenant in the Premises shall be paid for by Tenant, as Additional Rent hereunder, immediately upon billing. Expenditures not attributable to Tenant pursuant to the above sentence shall not be considered "Operating Costs" pursuant to Section 7.2 hereof attributable to and charged to the Tenant. 12. ALTERATIONS; SIGNS; EQUIPMENT; MOVING. 12.1. Tenant will not make or permit anyone to make any alterations, additions or improvements, or otherwise, in or to the Premises without notice to Landlord. Tenant will not make any structural change or addition in the Premises without the consent of Landlord. No Assignee of Tenant shall make any alteration, decoration, addition or improvement, structural or otherwise, in or to the Premises without notice to and consent of Landlord. Prior to the commencement of any work by Tenant, Tenant shall obtain public liability and workers' compensation insurance to cover every contractor to be employed by Tenant, and shall deliver duplicate originals of all certificates of such insurance to Landlord for written approval. The Tenant will not permit any mechanic's or other liens to be established or remain against the Premises for labor or materials furnished in connection with any 9 of 28 remodeling, additions, modifications, improvements, repairs, renewals or replacements made by the Tenant. In the event that any mechanic's lien is filed against the Premises as a result of any work or act of Tenant, Tenant, at its expense, shall discharge or bond off the same within sixty(60) days from the filing thereof If Tenant fails to discharge said mechanic's lien, Landlord may bond or pay without inquiring into the validity or merits of such lien and all sums so advanced shall be paid to Landlord as Additional Rent. Regardless of whether Landlord's consent is required or obtained hereunder: (i) all alterations shall be made in accordance with applicable laws, codes and insurance guidelines, and shall be performed in a good and workmanlike manner, and (ii) if the construction or installation of Tenant's alterations or fixtures causes any labor disturbance, Tenant shall immediately take any action necessary to end such labor disturbance. All alterations, decorations, additions or improvements in or to the Premises or the Project made by Tenant shall become the property of Landlord upon expiration of the Term and shall remain upon and be surrendered with the Premises as a part thereof without disturbance or injury, unless Landlord requires specific items thereof to be removed by Tenant at Tenant's sole expense, in which event Tenant shall do so prior to the expiration of the Term at its expense, and shall repair any damage caused thereby. Notwithstanding the foregoing, if (x) there has been no breach or Event of Default by Tenant in the performance of any of its obligations under this Lease, (y) if any and all damage resulting therefrom be repaired, and (z) Tenant shall post such security with respect thereto as Landlord may reasonably request, Tenant shall have the right to remove, during the last ninety (90) days of the Term of this Lease, all movable furniture, furnishings or trade fixtures installed in the Premises at the direct expense of Tenant, provided the same is completed with no damage to the Premises. 12.2. Tenant shall make all improvements to the Premises as required by the Uniform Building Code and any state or local ordinances, or other law which become necessary as a result of Tenant's use or particular type of occupancy of the Premises Tenant shall bear all costs and expenses in making such improvements upon the Premises. 12.3. Tenant will be responsible for installation of all of its equipment and fixtures, which may be installed by Tenant in the Premises prior to or after the Commencement Date in a manner such as not to interfere with Landlord and Landlord's other tenants. Tenant will employ qualified contractors pursuant to state and city laws and codes governing such installation. Such contractors shall carry worker's compensation insurance in accordance with statutory requirements and comprehensive public liability insurance in amounts not less than those described in Section 16 hereof. 12.4. Tenant shall not place or maintain any sign, advertisement or notice on any part of the outside of the Premises or the Project except (i) in such place, number, size, color and style as has been approved in writing by Landlord and (ii) in accordance with the sign criteria to be developed by Landlord. Any such signs shall be at the 10 of 28 sole expense of the Tenant. Tenant shall remove all signs at the expiration or termination of this Lease and restore the affected area to its original condition. 12.5. Tenant shall not install any equipment which will or may necessitate any changes, replacements or additions to, or in the use of, the heating, ventilating or air- conditioning system, or electrical system of the Premises or the Project nor any equipment containing Hazardous Materials or chlorofluorocarbons without first obtaining the written consent of Landlord. Equipment belonging to Tenant which causes noise or vibration that may be transmitted to the structure of the Project or to any space therein to such a degree as to be objectionable to Landlord or to any tenant in the Project shall be installed and maintained by Tenant, at Tenant's expense on vibration eliminators or other devices sufficient to eliminate noise and vibration. Landlord shall have the right at any time to limit the weight and prescribe the position of safes and other heavy equipment or fixtures, based upon structural and mechanical building constraints. 12.6. Except for furniture and equipment that can reasonably be received through the entrance directly into Tenant's Premises, no personal property of a bulky nature will be received into the Project or carried in an elevator except as approved by Landlord, which approval will not be unreasonably withheld. Except as otherwise permitted by Landlord, all moving of furniture, equipment and other material shall be done at other than normal business hours, under the direct control and supervision of Landlord who shall, however, not be responsible for any damage to or charges for moving the same unless damage is the direct result of Landlord's sole and gross negligence. Any and all damage or injury to the Premises or the Project caused by moving the property of Tenant in or out of the Premises, or due to the same being on the Premises, shall be repaired by, and at the sole cost of, Tenant. 13. RIGHT OF ENTRY. 13.1. Tenant will furnish a master key to the Premises to Landlord and permit Landlord, or its representative, to enter the Premises to examine, inspect and protect the Premises, and to make such alterations, renovations, restorations and/or repairs as in the judgment of Landlord may be deemed necessary or desirable for the Premises, for any other Premises in the Project, or the Project itself (including access to distribution systems above the ceiling of the Premises). In addition thereto, Landlord may exhibit the Premises to prospective tenants during the last 360 days of the Term of this Lease, any extension thereof, or during any period of breach or Event of Default of Tenant hereunder, or to prospective purchasers or lenders at any time. Landlord shall use reasonable efforts to not unreasonably interfere with the conduct of Tenant's use of the Premises. Except in cases of emergency, Landlord shall provide 24 hour notice of such entry to Tenant. 13.2. Landlord reserves the right to impose such security restrictions in the Building as it deems appropriate, provided however, such restrictions shall acknowledge such 11 of 28 Tenant's use of the Premises seven (7) days a week and includes both day and evening activities. 14. SERVICES AND UTILITIES. During Project business days and hours as established by Landlord from time to time, Landlord shall furnish reasonably adequate water, elevator service, electric, and heat and air conditioning during such seasons of the year when such services are normally furnished in office buildings in the Minneapolis/St. Paul metropolitan area. Landlord shall provide evening cleaning and janitorial service to the Building (excluding the Premises) Saturdays, Sundays and holidays excluded. Landlord shall provide access to electric and telephone distribution closets in accordance with Landlord's electric and telephone service regulations in effect from time to time, and Tenant shall comply with such regulations. Tenant shall bear the cost of installation and use of telephone service to the Premises. Landlord shall not be liable for damages, and there shall be no abatement of rent by reason of, failure to furnish, or for delay or suspension in furnishing, any services to be provided by Landlord, caused by breakdown, maintenance, repairs, strikes, scarcity of labor or materials, energy conservation pursuant to Section 30 hereof, Act of God, or causes beyond Landlord's control, nor shall the same be considered an eviction or disturbance of Tenant's use and possession. Tenant shall conserve heat, air conditioning, water and electricity and shall use due care in the use of the Premises and of the public areas in the Project. If Tenant uses the cafeteria or other Common Area on Saturdays, Sundays and holidays, Tenant shall provide cleaning and janitorial service to that part used so as to leave it in a neat and clean condition. All thermostats within the Common Area shall be under the sole control of Landlord, and Tenant shall not, nor shall it permit any of its employees, agents, representatives, guests or invitees to open, change or tamper with those thermostats without Landlord's consent. Notwithstanding the general limitations as to business days and hours set forth above, Landlord agrees to provide services and utilities to the Premises and Common Areas used in conjunction with the Premises on such days and hours consistent with the needs and operations of Tenant. 15. WAIVER AND INDEMNITY. 15.1. Notwithstanding anything apparently to the contrary in this Lease, Landlord and Tenant hereby release one another and their respective officers, employees and property manager from any and all liability (to the other or anyone claiming through or under them by way of subrogation or otherwise) for any loss or damage covered by insurance required by Section 16 even if such loss or damage shall have been caused by the fault or negligence of the other party, or anyone for whom such party may be responsible, but only to the extent such release does not abrogate or negate such insurance or policy of insurance. 15.2. Notwithstanding anything apparently to the contrary in this Lease, Landlord and Tenant and their officers, employees and Landlord's property manager shall not be liable to the other and both hereby releases the other from all damage, compensation or claims from any cause other than the intentional misconduct of the others officers, employees or Landlord's property manager arising from: loss or damage to personal property or trade fixtures in the Premises including books, 12 of 28 records, files, computer equipment, computer data, money, securities, negotiable instruments or other papers; lost business or other consequential damage arising out of interruption in the use of the Premises; and any criminal act by any person other than Landlord, Tenant or their officers, employees, or Landlord's property manager. 16. INSURANCE. Prior to the Possession Date and during the full Term of this Lease, Tenant shall purchase and carry in full force and effect the following insurance: 16.1. General Liability. Prior to the Possession Date and during the full Term of this Lease, Tenant shall procure, maintain and pay for such insurance as will protect against claims or loss which may arise out of Tenant's use and possession of the Premises. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law, whichever is greater. Worker's Compensation Statutory Limits Employer's Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $1,500,000 property damage and bodily injury per occurrence $2,000,000 general aggregate $2,000,000 Products—Completed Operations Aggregate $100,000 fire legal liability each occurrence $5,000 medical expense All Risk "All Risk" or "Special Cause of Loss" property insurance for fire, casualty, theft, vandalism, malicious mischief, sprinkler damage etc. insuring all contents of the Premises for not less than full replacement value. Umbrella or Excess Liability $1,000,000 16.2. Commercial General Liability. The Commercial General Liability Policy shall be on ISO form CG 00 01 12 07 or CG 00 01 04 13, or the equivalent. Such insurance shall cover liability arising from premises, operations, independent contractors, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). There shall be no endorsement or modification of the Commercial General Liability form arising from pollution, explosion, collapse, underground property damage or work performed by Tenant. 13 of 28 16.3. Tenant shall maintain "stop gap" coverage if Tenant obtains Workers' Compensation coverage from any state fund if Employer's liability coverage is not available. 16.4. All policies, except the Worker's Compensation Policy, shall name the Landlord as an additional insured on ISO forms CG 20 10 07 04 or CG 20 10 04 13; and CG 20 37 07 04 or CG 20 37 04 13, or their equivalent. 16.5. All polices shall contain a waiver of subrogation in favor of the Landlord. 16.6. All policies shall be primary and non-contributory. 16.7. All polices, except the Worker's Compensation Policy, shall insure the defense and indemnity obligations assumed by Tenant under this Agreement. 16.8. It shall be Tenant's responsibility to pay any retention or deductible for the coverages required herein. 16.9. All policies shall contain a provision or endorsement that coverages afforded thereunder shall not be cancelled or non-renewed or restrictive modifications added, without thirty (30) days' prior notice to the Landlord, except that if the cancellation or non-renewal is due to non-payment, the coverages may not be terminated or non-renewed without ten (10) days' prior notice to the Landlord. 16.10. Tenant shall maintain in effect all insurance coverages required under this Paragraph at Tenant's sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by Landlord in writing. 16.11. A copy of the Tenant's Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with Landlord prior to the Possession Date. Upon request a copy of the Tenant's insurance declaration page, Rider and/or Endorsement, as applicable shall be provided. Such documents evidencing Insurance shall be in a form acceptable to Landlord and shall provide satisfactory evidence that Tenant has complied with all insurance requirements. Renewal certificates shall be provided to Landlord prior to the expiration date of any of the required policies. Landlord will not be obligated, however, to review such Certificate of Insurance, declaration page, Rider, Endorsement or certificates or other evidence of insurance, or to advise Tenant of any deficiencies in such documents and receipt thereof shall not relieve Tenant from, nor be deemed a waiver of, Landlord's right to enforce the terms of Tenant's obligations hereunder. Landlord reserves the right to examine any policy provided for under this paragraph. 16.12. Effect of Tenant's Failure to Provide Insurance. If Tenant fails to provide the specified insurance, then Tenant will defend, indemnify and hold harmless the 14 of 28 Landlord, the Landlord's officials, agents and employees from any loss, claim, liability and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the Landlord (including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Tenant, its subcontractors, agents, employees or delegates. Tenant agrees that this indemnity shall be construed and applied in favor of indemnification. Tenant also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. 16.13. If a claim arises within the scope of the stated indemnity, the Landlord may require Tenant to furnish and pay for a surety bond, satisfactory to the Landlord, guaranteeing performance of the indemnity obligation; or furnish a written acceptance of tender of defense and indemnity from Tenant's insurance company. Tenant will take the action required by the Landlord within fifteen (15) days of receiving notice from the Landlord. 17. FIRE OR OTHER CASUALTY. Tenant covenants and agrees that if the Premises is damaged or destroyed by fire or other casualty, Tenant will promptly give written notice thereof to Landlord. If the Premises or the Project shall be damaged by fire or other casualty, Landlord shall, at its option, either (a) undertake to restore such damage with all due diligence, or (b) in the event the Premises or the Project are damaged by fire or other cause to such extent that the damage cannot, in Landlord's sole judgment, be economically repaired within 180 days after the date of such damage, terminate this Lease, by notice given to Tenant within 60 days after the date of the damage. Any termination hereunder by reason of damage to the Premises shall be effective as of the date of the damage. Any termination by reason of damage to the Project but not the Premises shall be effective as of the date notice is given. If Landlord elects to restore, Landlord shall not be obligated to restore any improvements in the Premises which are trade fixtures or personal property of the Tenant nor any improvement made by Tenant in violation of Tenant's obligations under Section 12.1 hereof. Upon substantial completion by Landlord of its work, Tenant shall undertake to restore its leasehold improvements with all due diligence. This Lease shall, unless terminated by Landlord pursuant to this Section 17, remain in full force and effect following such damage, and, in the case of damage to the Premises, the Base Rent and Additional Rent, prorated to the extent that the Premises are rendered untenantable, shall be equitably abated until such repairs are completed. 18. CONDEMNATION. 15 of 28 18.1. If the whole or any substantial part of the Premises shall be taken or condemned or purchased under threat of condemnation by any authority having the power of taking by eminent domain, then the Term of this Lease shall cease and terminate as of the date when the condemning authority takes the Premises. In the event part of the Project, but not the Premises, is condemned or purchased under threat of condemnation by any such authority to the extent that the Project cannot, in Landlord's sole judgment, be economically restored within a reasonable time, Landlord shall have the option by notice given to Tenant within ninety (90) days after the date the condemning authority takes such part of the Project to terminate this Lease as of the date of such taking. 18.2. In the event of such condemnation or purchase, Landlord shall be entitled to the entire amount, including the value of Tenant's interest in the Lease, awarded pursuant to such condemnation or of the purchase price. Tenant shall not be entitled to any amount for the value of its interest in the Lease and Tenant hereby assigns the same to Landlord. Tenant shall be entitled to relocation costs, if any, as may be awarded to it. 19. TERMINATION. In the event of the sale or lease of the entire Project to an unrelated third party, Landlord may at its sole option by 12 months written notice to Tenant terminate this Lease. 20. DEFAULT BY TENANT. 1.1. Any one of the following events shall constitute an"Event of Default"by Tenant: (a) If Tenant fails to pay Base Rent, Additional Rent or any other charges required to be paid by Tenant when same shall become due and payable, and such failure continues for five (5) days after written notice from Landlord; (b) If Tenant shall fail to perform or observe any terms and conditions of this Lease, and such failure shall continue for ten(10) days after written notice from Landlord; (c) If Tenant refuses to take possession of the Premises at the Possession Date, or fails to open its doors for business on the Term Commencement Date as required herein; (d) If Tenant, or any guarantor of Tenant's obligations hereunder, shall make an assignment for the benefit of creditors or file a petition, in any state court, in bankruptcy, reorganization, composition, or make an application in any such proceedings for the appointment of a trustee or receiver for all or any portion of its property; (e) If any petition shall be filed under state law against Tenant or any guarantor of Tenant's obligations hereunder in any bankruptcy, reorganization or insolvency 16 of 28 proceedings, and said proceedings shall not be dismissed or vacated within thirty (30) days after such petition is filed; (f) If a receiver or trustee shall be appointed under state law for Tenant or any guarantor of Tenant's obligations hereunder, for all or any portion of the property of either of them, and such receivership or trusteeship shall not be set aside within thirty(30) days after such appointment; or (g) If any execution, levy, attachment or other legal process of law shall occur upon Tenant's goods, fixtures, or interest in the Premises. 1.2. In the Event of Default as set forth above, Landlord may at its sole option upon written notice to Tenant immediately terminate this Lease. Neither the passage of time after the occurrence of the Event of Default nor exercise by Landlord of any other remedy with regard to such Event of Default shall limit Landlord's rights under this Section 20. 1.3. In the Event of Default as set forth above, Landlord may enter upon and repossess the Premises (said repossession being hereinafter referred to as "Repossession") by force, summary proceedings, ejectment or otherwise, and may remove Tenant and all other persons and property therefrom. Tenant agrees that such re-entry by Landlord shall not be construed as an election on Landlord's part to terminate this Lease, that right, however, being continuously reserved by Landlord. Landlord shall not be deemed to have elected to terminate this Lease unless Landlord provides Tenant with written notice of that election. 1.4. From time to time after Repossession of the Premises, whether or not this Lease has been terminated, Landlord may, but shall not be obligated to, attempt to sublet the Premises for the account of Tenant in the name of Landlord or otherwise, for such term or terms (which may be greater or less than the period which would otherwise have constituted the balance of the Term) and for such terms (which may include concessions or free rent) and for such uses as Landlord, in its uncontrolled discretion, may determine, and may collect and receive the rent therefor. Any rent received shall be applied against Tenant's obligations hereunder, but Landlord shall not be responsible or liable for any failure to collect any rent due upon any such subletting. 15. No termination of this Lease pursuant to Section 20.2 and no Repossession of the Premises pursuant to Section 20.3 or otherwise shall relieve Tenant of its liabilities and obligations under this Lease, all of which shall survive any such termination or Repossession. In the event of any such termination or Repossession, whether or not the Premises shall have been sublet, Tenant shall pay to Landlord the Base Rent and other sums and charges to be paid by Tenant up to the time of such termination or Repossession, and thereafter Tenant, until the end of what would have been the Term in the absence of such termination or Repossession, shall pay to Landlord, as and for liquidated and agreed current damages for Tenant's breach 17 of 28 or Event of Default, the equivalent of the amount of the Base Rent, Additional Rent and such other sums and charges which would be payable under this Lease by Tenant if this Lease were still in effect, less the net proceeds, if any, of any subletting effected pursuant to the provisions of Section 20.4 after deducting all of Landlord's expenses in connection with such subletting, including, without limitation, all Repossession costs, brokerage and management commissions, operating expenses, legal expenses, attorneys' fees, alteration costs, and expenses of preparation for such subletting. Tenant shall pay such current damages to Landlord semi-annually on the days on which the Base Rent would have been payable under this Lease if this Lease were still in effect, and Landlord shall be entitled to recover the same from Tenant on each such day. At any time after such termination or Repossession, whether or not Landlord shall have collected any current damages as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord on demand, as and for liquidated and agreed final damages for Tenant's breach or Event of Default, an amount equal to the then present value of the excess of the Base Rent, Additional Rent and other sums or charges reserved under this Lease from the day of such termination or Repossession for what would be the then unexpired Term if the same had remained in effect, over the amount of rent Tenant demonstrates that Landlord could in all likelihood actually collect for the Premises for the same period, said present value to be arrived at on the basis of a discount of four percent(4%)per annum. 1.6. Pursuit of any of the foregoing remedies shall not preclude pursuit of any of the other remedies provided in this Lease or any other remedies provided by law (all such remedies being cumulative), nor shall pursuit of any remedy provided in this Lease constitute a forfeiture or waiver of any rent due to Landlord under this Lease or of any damages accruing to Landlord by reason of the violation of any of the terms, provisions and covenants contained in this Lease. 1.7. No act or thing done by Landlord or its agents during the Term shall be deemed a termination of this Lease or an acceptance of the surrender of the Premises, and no agreement to terminate this Lease or to accept a surrender of said Premises shall be valid, unless in writing signed by Landlord. No waiver by Landlord of any violation or breach or Event of Default of any of the terms, provisions and covenants contained in this Lease shall be deemed or construed to constitute a waiver of any other violation or breach or Event of Default of any of the terms, provisions and covenants contained in this Lease. Landlord's acceptance of the payment of rental or other payments after the occurrence of a violation, breach or Event of Default shall not be construed as a waiver of such breach of Event of Default, unless Landlord so notifies Tenant in writing. Forbearance by Landlord in enforcing one or more of the remedies provided in this Lease upon a violation, breach or Event of Default shall not be deemed or construed to constitute a waiver of such violation, breach or Event of Default or of Landlord's right to enforce any such remedies with respect to such violation, breach or Event of Default or any subsequent violation, breach or Event of Default. 18 of 28 1.8. In addition to all other remedies of Landlord, Landlord shall be entitled to reimbursement upon demand of all reasonable attorneys' fees incurred by Landlord in connection with any Event of Default. 21. DEFAULT BY LANDLORD. 21.1. Landlord shall be in default if Landlord fails to perform the obligations required of Landlord within a reasonable time, but in no event later than ninety (90) days after written notice by Tenant to Landlord, specifying wherein Landlord has failed to perform such obligations provided, however, that if the nature of Landlord's obligation is such that more than fifteen (15) days are required for performance, then Landlord shall not be in default if Landlord commences performance within such fifteen (15) day period and thereafter diligently prosecutes the same to completion. 22. LANDLORD'S RIGHT TO CURE DEFAULT. If Tenant commits an Event of Default (or if any breach exists and Landlord has good cause for action prior to expiration of Tenant's grace period), then Landlord may, but shall not be required to, make such payment or do such act, or correct any damage caused by such prohibited act and to enter the Premises as appropriate in connection therewith, and the amount of the expense thereof, if made or done so by Landlord, shall be paid by Tenant to Landlord and shall constitute Additional Rent hereunder due and payable with the next installment of rent but the making of such payment or the doing of such act by Landlord shall not operate to cure such Event of Default or breach or to estop Landlord from the pursuit of any remedy of which Landlord would otherwise be entitled. 23. WAIVER. No waiver by either party of any breach of any agreement herein contained shall operate as a waiver of such agreement itself, or of any subsequent breach thereof. No payment by Tenant or receipt by Landlord of a lesser amount than the monthly installments of rent herein stipulated shall be deemed to be other than on account of the earliest stipulated rent nor shall any endorsement or statement on any check or letter accompanying a check for payment of rent be deemed an accord and satisfaction, nor shall acceptance of rent with knowledge of breach constitute a waiver of the breach, and Landlord may accept such check or payment without prejudice to Landlord's right to recover the balance of such rent, to terminate this Lease, to Repossession the Premises or to pursue any other remedy provided in this Lease. No re-entry by Landlord, and no acceptance by Landlord of keys from Tenant, shall be considered an acceptance of a surrender of the Lease. 24. RULES AND REGULATIONS. Tenant shall use the Premises and the Common Areas of the Project in accordance with the terms of this Lease and such additional rules and regulations as may from time to time be reasonably made by the Landlord, after consultation with Tenant, for the general safety, comfort and convenience of the owners, occupants and tenants of the Project, and Tenant shall use its best efforts to cause Tenant's officers, employees, agents and invitees to abide by such rules and regulations. Landlord shall in no event be responsible to Tenant for enforcement of such rules and regulations against other tenants. 19 of 28 25. COVENANT OF QUIET ENJOYMENT. Landlord covenants that it has the right to make this Lease for the Term aforesaid and covenants that if Tenant shall pay the rent and perform all of the covenants, terms and conditions of this Lease to be performed by Tenant, Tenant shall, during the Term hereby created, freely, peaceably and quietly occupy and enjoy the full possession of the Premises. The liability of the original Landlord and any successor Landlord under this Lease is limited to its interest in the Project. 26. NO REPRESENTATIONS BY LANDLORD. Neither Landlord nor any officer, agent or employee of Landlord has made any representations or promises with respect to the Premises or the Project except as herein expressly set forth, and no right, privileges, easements or licenses are acquired by Tenant except as herein expressly set forth. No exhibit attached to this Lease nor any other materials provided by Landlord shall constitute a warranty or agreement as to the configuration of the Project or the occupants thereof. Landlord reserves the right from time to time to modify the Project, including Common Areas, appurtenances and rentable areas, without in any case reducing the obligations of Tenant hereunder. Tenant has no right to light or air over any Premises adjoining the Project. The Tenant, by taking possession of the Premises, shall accept the same "as is" except as expressly provided in this Lease and such taking of possession shall be conclusive evidence that the Premises and the Project are in good and satisfactory condition at the time of such taking of possession. 27. NOTICES. All notices or other communications hereunder shall be in writing and shall be hand delivered or sent by registered or certified first-class mail, postage prepaid, or by overnight air express service: if to Landlord: City of Eden Prairie Attn: City Manager 8080 Mitchell Road Eden Prairie, MN 55344-2230 if to Tenant: Independent School District No. 272 Attn: Superintendent 8100 School Road Eden Prairie, MN 55344 or at such place as a party has given notice to the other. The day notice is given by mail or overnight air express service shall be deemed to be the day following the day of mailing or delivery to such express service. 28. ESTOPPEL CERTIFICATES. Tenant agrees at any time and from time to time, upon not less than five (5) days prior written notice by Landlord, to execute, acknowledge and deliver to Landlord or a party designated by Landlord a statement in writing (i) certifying that this Lease is unmodified and in full force and effect, or if there have been 20 of 28 modifications, that the Lease is in full force and effect as modified and stating the modifications, (ii) stating the dates to which the rent and other charges hereunder have been paid by Tenant, (iii) stating whether or not Landlord is in default in the performance of any covenant, agreement or condition contained in this Lease, and, if so, specifying each such default (iv) agreeing that Tenant and Landlord will not thereafter modify the Lease without the approval of any mortgagee identified by Landlord, and (v) agreeing that, except for any security deposit required herein, Tenant shall not prepay any rent more than six (6) months in advance, and (vi) such other matters relating to this Lease as may reasonably be requested. It is understood that clause (v) hereof shall not limit Landlord's right to liquidated or other damages as provided in this Lease. Any such statement delivered pursuant hereto may be relied upon by any owner of the Project, any prospective purchaser of the Project, any mortgagee or prospective mortgagee of the Project or of Landlord's interest, or any prospective assignee of any such mortgagee. Tenant acknowledges that failure to comply with this Section 28 on a timely basis could result in loss of a favorable sale or financing and Tenant agrees to be liable for any consequential damages resulting from Tenant's breach hereunder. 29. SURRENDER; HOLDING OVER. Upon the expiration of this Lease or the earlier termination of Tenant's right to possession, Tenant shall immediately vacate the Premises, remove all of its property therefrom, remove any Hazardous Materials installed, used, generated, stored or disposed of by Tenant, and leave the Premises in the condition required by this Lease. Any property not removed shall be deemed abandoned, and Tenant shall be liable for all costs of removal. Should the Tenant continue to occupy the Premises, or any part thereof, after the expiration or termination of the Term, whether with or without the consent of the Landlord, such tenancy shall be from month to month. Tenant shall pay to Landlord on or before the first day of each month of the holding over period 1.25 times the fair market rental value of the Premises as determined by reference to the market for comparable facilities without reference to the Base Rent provided herein. Tenant shall be liable for Additional Rent and all other sums and charges required by it to be paid under this Lease. If Tenant's holdover is without the consent of Landlord, neither this Section 29 nor the acceptance of any rent hereunder shall prevent Landlord from exercising any remedy to regain immediate possession of the Premises. 30. ENERGY CONSERVATION. Wherever in this Lease any terms, covenants or conditions are required to be kept or performed by the Landlord, the Landlord shall be deemed to have kept and performed such terms, covenants and conditions notwithstanding any act or omission of Landlord, if such act or omission is pursuant to any governmental regulations, requirements, or directives. Without limiting the generality of the foregoing, the Landlord may reduce the quantity and quality of all utility and other services and impose such regulations as the Landlord deems necessary in order to conserve energy, so long as Landlord does not unreasonably interfere with the Tenant's use of the Premises. 31. BROKERS. Tenant and Landlord each warrants that it has not engaged or dealt with any broker in connection with this Lease, and Tenant and Landlord each agrees to be responsible for broker's fees or finder's fees asserted by anyone on account of any dealings with it in connection with this Lease. 21 of 28 32. TENANT'S TAXES. At least ten (10) days prior to delinquency, Tenant shall pay all taxes, if any, levied or assessed upon (i) Tenant's equipment, furniture and other personal property located in or about the Premises, and (ii) this Lease or the rent paid hereunder or any portion thereof, excluding any tax measured by Landlord's net income. If any such taxes are imposed upon Landlord, Tenant shall pay to Landlord, at least twenty (20) days before the date each installment is due to the taxing authority, the portion allocable to Tenant pursuant to this Section 32. 33. MISCELLANEOUS. 33.1. This is a Minnesota contract and shall be construed according to the laws of Minnesota. 33.2. The captions in this Lease are for convenience only and are not a part of this Lease. 33.3. Time is of the essence. 33.4. The provisions of this Lease which relate to periods subsequent to the expiration of the Term shall survive expiration. 33.5. If any provision of this Lease is invalid or unenforceable to any extent, then the remainder of such provision and the remainder of this Lease shall continue in effect and be enforceable to the fullest extent permitted by law. 33.6. This Lease contains the entire agreement of the parties hereto with respect to the Premises and Project. This Lease may be modified only by a writing executed and delivered by both parties. 33.7. This Lease shall be binding upon and inure to the benefit of the parties hereto and, subject to the restrictions and limitations herein contained, their respective heirs, successors and assigns. 34. DISPUTE RESOLUTION PROCEDURE. Except as provided for in Section 20, prior to the initiation of litigation all disputes arising between the parties involving the interpretation or application of the terms and conditions of this Agreement, including, but not limited to, any alleged breach and the rights and obligations of the parties, both monetary and non-monetary, shall be subject to the dispute resolution procedure set forth herein. 34.1. Conference. The first stage of dispute resolution shall be conference. When a dispute has arisen between the parties and is not settled promptly in the normal course of business, the complaining party shall notify the other party of its complaint by means of a brief written statement. The statement shall describe with specificity the alleged wrong and shall set forth the complaining party's position. 22 of 28 Within ten(10) calendar days of receipt of the complaining party's written statement, the parties shall meet. Each party may designate those person(s) who will meet as representatives on that party's behalf. The complaining party will present its position, claims, defenses, and other relevant information. Following the complaining party's presentation, the other party will present its position, claims, defenses, and other relevant information. Each party shall have up to one (1) hour to make its presentation. Immediately following the parties' presentations, the parties shall meet for the purpose of resolving the dispute. 34.2. Mediation. The second stage of dispute resolution is mediation. The parties agree to use their best efforts to negotiate an amicable resolution of any dispute arising from this Agreement. If the parties are unable to negotiate an amicable resolution of a dispute within fourteen days from the date written notice of the dispute is provided to the other party, or such other period as the parties agree to in writing, the parties may enter into mediation. Upon service of a written notice requesting mediation, the parties shall have ten days to select one person to act as a mediator. If the parties are unable to agree upon a mediator, the Chief Judge of the Hennepin County District Court of Minnesota shall select a mediator. The mediation shall be conducted pursuant to the procedures used by the mediator. Each party shall bear its own cost of the mediation process. The parties shall share equally the fees and expenses of the mediator. 35. SUBORDINATION AND NON-DISTURBANCE. This Lease is subject and subordinate to all present and future Mortgages, Indentures, Trusts and other instruments which create a lien upon the Premises ("Mortgages"). In confirmation of such subordination, Tenant shall, at Landlord's request from time to time, promptly execute any certificate or other document requested by the holder of any Mortgage, provided that as to factual matters it is true and accurate. Tenant agrees that in the event that any proceedings are brought for the foreclosure of any Mortgage, Tenant shall immediately and automatically attorn to the purchaser at such foreclosure sale, as the Landlord under this Lease, and Tenant waives the provisions of any statute or rule of law, now or hereafter in effect, which may give or purport to give Tenant any right to terminate or otherwise adversely affect this Lease or the obligations of Tenant hereunder in the event that any such foreclosure proceeding is prosecuted or completed. Neither the holder of any Mortgage (whether it acquires title by foreclosure or by deed in lieu thereof) nor any purchaser at foreclosure sale shall be liable for any act or omission of Landlord, subject to any offsets or defenses which Tenant might have against Landlord or by any modification of this Lease made subsequent to written notice to Tenant specifying the name and address of any holder of a Mortgage. Notwithstanding anything to the contrary in this Section 35, so long as there is no breach or Event of Default by Tenant under this Lease, this Lease shall remain in full force and effect and the holder shall not disturb Tenant's possession hereunder. For the purposes of this Section 35, a Mortgage shall be deemed to continue in effect after foreclosure thereof and during the period of redemption therefrom. 23 of 28 36. DEFINED TERMS. The definitions of the capitalized terms set out below are located in the Section indicated below. Defined Term Location of Definition Actual Tax/Operating Costs Section 7.5 Additional Rent Section 7.1.1, 7.4 Assignee Section 10.2 Annual Rent Section 6.1 Assignment Sections 10.1 Base Rent Section 6 Building Section 1.2 Commencement Date Section 1.6 Common Areas Section 9.1 Environmental Laws Section 8.3 Estimated Additional Rent Section 7.4 Event of Default Section 20.1 Expenditures Section 11.3 Extended Term Section 5 Hazardous Materials Section 8.3 Improvement Rent Section 6.2 Landlord Caption Lease Caption Mortgages Section 35 Operating Costs Section 7.2 Permitted Uses Section 1.8; 8.1 Possession Date Section 1.7 Premises Section 1.3 Project Section 1.1 Rentable Area of the Building Section 1.5; 3.1 24 of 28 Rentable Area of the Premises Section 1.4; 3.1 Repossession Section 20.3 Tax Costs Section 7.3 Tenant Caption Tenant's Share of Operating Costs Section 7.1.2 Tenant's Share of Tax Costs Section 7.1.3 Term Section 5 IN WITNESS WHEREOF, Independent School District No. 272 has caused this Lease to be executed in its corporate name by its duly authorized officers and the City of Eden Prairie has caused this Lease to be executed in its name by its duly authorized officers as of the date first above written. [Signature and notary page follows] 25 of 28 INDEPENDENT SCHOOL DISTRICT NO. 272 By: Attest: STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) This instrument was acknowledged before me on by and , the and , respectively, of Independent School District No. 272, a Minnesota public school corporation, on behalf of the public school corporation. Notary Public 26 of 28 CITY OF EDEN PRAIRIE By: Nancy Tyra-Lukens, Mayor By: Rick Getschow, City Manager STATE OF MINNESOTA ) ) ss. COUNTY OF HENNEPIN ) This instrument was acknowledged before me on by Nancy Tyra-Lukens and Rick Getschow, the Mayor and City Manager, respectively, of the City of Eden Prairie, a Minnesota municipal corporation, on behalf of the municipal corporation. Notary Public 27 of 28 Exhibit A: Legal Description of Land Exhibit B: Description of Premises Exhibit C: Improvements Exhibit D: Parking 28 of 28