89-1466 W!41TE -CITY CIERK
PINK - FINANCE G I TY O F SA I NT PA U L Council
CANARV - DEPARTMENT �
BI.UE -'MAVOR File �O• ��
Cou c Resolution �°�- ����
� � .
Presented By � ,
�� �
Refer o Committee: Date
Out of Committee By Date
RESOLUTION APPROVING AMEND D ENERGY PARK TAX INCREMENT
EINANCING PLAN AND RESTATE JOINT POWERS AGREEMENT FOR
THE ADMINISTRATION, OPER TION AND FINANCING OF THE
ENERGY PARK DEVELOPMENT D 5TRICT, INCLUDING TWIN CITY
TESTING DEVELOPMENT AR A, AND THE TAX INCREMENT
FINANCING DISTRICTS THE EIN; DESIGNATING THE PORT
AUTHORITY OF THE CITY OF SA NT PAUL AS THE ADMINISTRATOR
OF THE EXPANDED ENERGY PA K DEVELOPMENT DI5TRICT AND
RATIFYING I5SUANCE OF POR AUTHORITY PROMISSORY NOTES
IN SUPPORT OF SETTLEMENT AGREEMENT FOR ENERGY PARK
WHEREAS,
a) By Resolution C.F. No. 276898 , the City Council
pursuant to Minn sota Statutes, Chapter 472A
(recodified as Secti s 469.124 to 469.134) established
Energy Park Develo ment District as Development
District No. 3 (the " nergy Park District") to provide
im petus for comme cial development , to increase
employment, to prote t pedestrians from vehicle traffic
and inclement weathe , to provide the necessary linkage
between peripheral arking facilities and places of
employment and shopp'ng, to provide offstreet parking
to service the shop ers and employees of the Energy
Park District, to pr vide open space relief within the
Energy Park Distric , and to provide other facilities
as are outlined in he development program for the
Energy Park Distri�t;
b) By Resolutions 1499, 1535, 16019, 1607 and 1827 the Port
Authority of the ity of Saint Paul _ (the "Port
Authority") pursuant to Minnesota Statutes, Chapter 458
(recodified
COUNCIL MEMBERS Requested by Depactment of:
Yeas Nays
Dimond
Long [n Favor
coswitz
Rettman
�be1�� _ Against BY
Sonnen
Wilson
Form Approved by City AttDrney
Adopted by Council: Date 1 l
Certified Passed by Council Secretary By �( �
By
Approved by 14avor: Date _ Approved by Mayor for Submission to Council
By BY
� ��� ���i���
DEPARTMEIJT/OFFlCE/OOUNCIL OATE I ITL4 D
PED �- -s GREEN SH T No. 4�����
CONTACT PER80N d PHONE �DEPARTMENT DIRECTOR Q CfTY COUNCIL
Warren Aanson - 3325 N� cirr�rroANev �CITY CLERK
MUST 8E ON COUNpL AOENDA BY(DAT� ROUTI �BUDQET DIRECTOR O� �FIN.fl MOT.SERVICES DIR.
7-27-89 �MAYOR(OR AS8ISTANT) �
TOTAL#�OF SIGNATURE PAGES � (CLIP LL OCATIONS FOR SIGNATUR�
ACT10N REf]UESTED:
Authorization to excecute Energy Park es ated Joint Powers Agreement and
ammendment of Energy Park Tax Increment� F nance Plan.
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RECOMMENDAT10N8:Approvs(A)or Reject(R) COUN MITTEE/RESEARCH REPORT OPTIONAL
ANALY PHONE NO.
_PLANNINf3 COMMIBSION —CIVIL SERVICE COMMI8310N
_pB OOMMITTEE —
COMM TS:
—8TAFF —
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_DI8TRICT COURT _ I
SUPPORTS WHICH COUNqL OBJECTIVE9
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INITIA71N0 PROBLEM,13SUE,OPPORTUNITY(Who,What,Whsn,Whero,Wh�: �
On April 28, 1989 the Port Authority o� t e City of Saint Paul and the Amherst H.
Wilder Foundation xeached a Settlement�Ag eement concerning the Foundation's
investment in Energy Park and Bandana qu re. An ammendment to the Energy Park Tax
Increment Finance Plan has been propos d n order to implement the Agreement and is
scheduled for a public hearing before �he City Council on July 25, 1989. The attached
resolution adopts the ammendment and a�th rizes execution of the Energy Park Restated
Joint Powers Agreement(JPA) . Includedlas part of the JPA is a prioritization of
tax increments (Section F) and repayme t f the two Energy Park UDAGS (Section 10).
ADVANTA(iES IF APPROVED:
1. Bandana Square stabilized.
2. Twin City Testing debt service gua an ee formalized.
3. Twin City Testing replacement hous ng formalized.
4. Development of West Energy Park po si le.
5. Repair/Replacement Reserve establi he for energy system.
6. Repayment of UDAG loans assured fo f ture redevelopment in neighborhoods.
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D18ADVANTA(iES IF APPROVED: �
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DISADVANTAOE8 IF NOT APPROVED:
1. Port authority/Wilder Settlement A re ent unable to be implemented.
2. Twin City Testing replacement hous ng unfunded. .
3._. Development of West Energy Park un ik ly.
4�: Establishment of repair/replacemen r serve unlikely. (;�s�,E�^;' ('?�c„��,:'^'� �a��*er
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TOTAL AMOUNT OF TRANSACTION s COST/REVENUE BUDQETED(qRCLE ON� YES NO
FUNDINO 80URCE ACTIVITY NUMBER
FlNANGAL INFORMA710N:(EXPWN)
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NOTE: COMPLETE DIRECTIONS ARE INCLUDED IN THE GREEN SHEET INSTRUCTIONAL
MANUAL AVAILABLE IN THE PUACHASING OFFICE(PHONE NO.298-4225).
ROUTiN(3 ORDER:
Below are preferred routings for the flve most Nequent types of documeMs:
CONTRACTS (assumes authorized COUNCIL RESOLUTION (Amend, Bdgts./
budget exists) Accept. GraMS)
� 1. Outside Agency 1. Department Dfrector
2. Initiating Department 2. Budget Director
3. City Attomey 3. City Attorney
4. Mayor 4. MayodAssistant
5. Fnance&Mgmt Svcs. Director 5. City Council
8. Finance AccouMing 6. Chief Acxountant, Fin&Mgmt Svcs.
ADMINISTRATIVE ORDER (Budget COUNCIL RESOLUTION (all others)
Revisfon) and ORDINANCE
1. Activity Manager 1. Initiating Department Director
2. Depertment�untant 2• �Y A�BY
3. DepanmeM Director 3. MayodAssistaM
4. Budget Director 4. Gty Council
5. City(�erk
6. Chief AccouMant, Fn 8�Mgmt Svcs.
ADMINISTRATIVE ORDERS (all others)
1. Initiating Department . .
2. Ciry Attorney
3. Mayor/Assistant
4. Gty Clerk
' TOTAL NUMBER OF SIONATURE PAGES
Indicate the�of pages on which signatures are required and paperc�IP
each of these pages.
ACTION REQUESTED
Describe what the projecUrequest seeks to accomplish in either chronologf- -
cel order or order of importance,whichever is most appropriate for the
lasue. Do not w►ite complete seMencea. Begin each item in your list with
a verb.
RECOMMENDATIONS
Complete if the Issue in question has been preseMed before any body, pubUc
or private.
SUPPORTS WHICH COUNCIL OBJECTIVE?
Indicate which Council objective(s)your projecUrequest supports by listing
the key word(s)(HOUSING, RECREATION, NEIGHBORHOODS, ECONOMIC DEVELOPMENT,
BUDtiET, SEWER SEPARATION). (SEE COMPLETE LIST IN INSTRUCTIONAL MANUAL.)
COUNCIL COMMITTEFJRESEARCH REPORT-OPTIONAL AS REQUESTED BY COUNCIL
INITIATING PROBLEM, ISSUE,OPPORTUNITY
Explain the situation or conditiona that created a need for your project
or request.
ADVANTACiES IF APPROVED
Indicate whether thia is simply an annual budget procedure required by law/
charter or whether thero are specific wa in which the Cky of Saint Paul
and its citizens will benefit from this pro�ect/action.
DISADVANTA(3ES IF APPHOVED
What negative effects or major changes to exfsting or past processes might
this project/request produce if it is passed(e.g.,traffic delays, noiee,
tax increases or asaessments)?To Whom?When7 For how long?
D13ADVANTAGES IF NOT APPROVED
What will be the negative conaequences if the promiaed action is not
approved?Inability to deliver aervfce?Continued high treffic, noise,
accident rate?Loss of revenue?
FlNANCIAL IMPACT
Although you must tailor the information you provide here to the issue you
are addressing, in general you must answer two questions: How much is ft
going to cost?Who ia going to pay?
.� ��- �y��
as Sections 469 . f�48 to 460 . �J68 ) established
approximately the s me geographic area as Energy Park
Econom ic/ Indust ial Development District (the
"Industrial Develo ment District") for purposes of
establishing a d developing a system of
economic/industrial developments;
c) By Resolution C.F No. 276899 , the City Council
pursuant to Minn sota Statutes , Section 462A. 10
(recodified as Sec ion 469.131) designated the Port
Authority as administrator of the Energy Park District.
d) By Resolution C.F No. 276900 , the City Council
pursuant to Minne ota Statutes, Section 273.71 to
273.78 (recodified s Sections 469.174 to 469.179) and
Chapter 472A ( rec dified as Sections 469. 124 to
469.134) designated the Energy Park District as a tax
increment financing district and adopted a Development
Program and Tax Incr m ent Financing Plan for the Energy
Park District for th purpose of financing the capital
and administration c sts of the Energy Park District.
e) By Resolution No. 3(� 8, the Port Authority created the
Twin City Testing I dustrial and Economic Development
District, and by Re olution C.F. No. 88=2R108 the City
Council amended the nergy Park District to incorporate
the Twin City Testing project area (the Energy Park
District as so expa ded being hereinafter called the
"District") , and cre ted within that project area the
Twin City Testing roject Tax Increm ent Financing
District.
f) By Resolution C.F. N . 2769�0, the City Council and by
Resolution 277273, t e Port Authority, approved a Joint
Powers Agreement For The Administration, Operation and
Financing Of The E ergy Park Development and Tax
Increment Financ ' ng District ( the "Original
Agreement") .
g) The Departm ent of Pl nning and Economic Developm ent has
submitted an amen ed Energy Park Tax Increment
Financing Plan, inclu ing Line Item Description, Energy
Park Land Acquisiti n and Public Improvements Budget
and Sum mary Budg t and Appropriation Analysis
(collectively the "P1 n") for consideration by the City
Council and has neg tiated with the Port Authority a
proposed Restated Joi t Powers Agreement (the "Restated
Agreement") and Loa Agreem ent ("Loan Agreem ent") to
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carry out the provisi ns of the proposed Plan and other
action contemplated b this Resolution.
h) By Resolution C.F. o. 89 - 1134 , the City Council
authorized submissio of the proposed Plan to Ramsey
County and I .S.D. N . 625 Boards for review and
directed the City C erk to fix a date for public
hearing on the Plan an publish notice thereof.
i) By Resolutions C.F. N s. 89 '=843 and 89=1183, the City
Council reconstitute the Energy Park Development
District Advisory Bo rd (the "Advisory Board") and
approved the Mayor ' appointment of the members
thereof.
j ) The proposed Plan has een reviewed and approved by the
Advisory Board and wa submitted to the Ramsey County
Board of Commissioner and the I.S.D. 625 School Board
at least 3�J days pr io to the date set for the publ ic
hearing, and no negati e comm ents on the proposed Plan
have been received f om the Ramsey County Board of
Commissioners or the I D. S. 625 School Board.
k) A public hearing on th proposed Plan was held on July
25, 1989 , after notice was published , all as required
by Minnesota Statutes, Section 469.175, subdivision 3;
and at said public earing the City Council has
considered documentary evidence including the Plan and
at the conclusion of s id hearing referred the matter
to the Council Housing and Economic Development
Committee.
1) The Port Authority ent red into a Settlem ent Agreement
(Energy Park) (the "Set lement Agreement") dated April
28, 1989, with Amhers H. Wilder Foundation, A.H.W.
Corporation (the "Found tion") , Holcomb Corporation and
Kendrick Limited Partn rship under the term s of which
the Port Authority agreed, among other things, to
assume responsibility f r the operation and maintenance
and payment of debt ser ice with respect to two parking
ramps located within E ergy Park District and payment
of a pro rata share of he real estate taxes payable in
1989 with respect the eto and to Bandana Square and
finance capital expend tures with respect to certain
streets and utilities located within Energy Park
District, conditioned (1 on the Foundation agreeing to
advance to the Port Au hority upwards of $1 ,286 , 000
initially and $1, 726, 28 in subsequent years to cover
shortfalls in operation maintenance and debt service
costs with respect to B ndana Square, all as evidenced
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by notes (the "Notes") payable solely from any excess
cash flow derived fro Bandana Square, and (2) on the
adoption of the propo ed Plan to assure that the debt
service on the par ing ramps and the capital
expenditures relating to the streets and utilities in
the Energy Park Dist ict will be paid out of tax
increments .
m) The Capital Improvemen Budget Committee has reviewed
the proposed Plan an has approved the budgetary
components thereof su ject to the addition of up to
$225, 01A01 in signalizat ' on costs at the Bandana Square
entrance and the Sne ling Avenue Ramps; and said
additional expenditures have been incorporated into the
proposed Plan and are m de a part thereof.
NOW THEREFORE, BE IT RES LVED by the City Council as
follows:
1. On the basis of the inf rmation adduced at the public
hearing and otherwise within the knowledge of the City Council
and upon the recommendation f the Housing and Econom ic
Development Committee of the City ouncil :
a) The expenditures o the tax increments for the
Energy Park District in exce s of the amounts set forth in
the Plan as originally adopte (the "Original Plan") are for
activities contemplated in th Original Plan and Development
Plan for the Energy Park D strict, and accordingly the
reasons and supporting facts or each of the determinations
made by the City Council in esolution C.F. No. 2769P10�, as
set forth in said Resolutio , are, insofar as they are
applicable, incorported herei by reference and made a part
of this Resolution in sup ort of the determinations
hereinafter made. The expen itures of tax increments for
the Twin City Testing Develo ment Area are for activities
contemplated in the Developme t Plan and the Tax Increm ent
Financing Plan for the Area collectively the "Twin City
Testing Plan") , and according y the reasons and supporting
facts for each of the deter inations made by the City
Council in Resolution C.F. No. 88--2008, as set forth in said
Resolution, are, insofar as a licable, incorporated herein
by reference and made a part o this Resolution in support
of the determinations hereinafter made. Further facts in
support of the determinations ereinafter made are found in
the Plan, the Developm ent Plan for the Energy Park District,
and the Twin City Testing Plan which are each also, insofar
as they are applicable, incorpo ated herein by reference.
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b) The determinatio of the City Council in Resolution
C.F. No. 27690P! that t at Energyt Park Tax Increment
District is a redevelopm e t district within the m eaning of
Minnesota 5tatutes, Secti n 469.175, subdivision 3, clause
(1) is ratifiec3 , affirmed , and approved .
c) The development contemplated by the Plan in the
opinion of the City would not occur solely through private
investment within the r asonably foreseeable future and
therefore the use of ta increm ent financing is deem ed
necessary.
d) The Plan conforms to the existing general plans for
the development or redevel pment of the City as a whole.
e) The Plan will afford maximum opportunity,
consistent with the sound eeds of the City as a whole, for
the development of the dis rict by private enterprise.
f) The election b the City of a method of tax
increment com putations et forth in Minnesota Statutes,
Section 469.177, subdivis on 3, clause (a) , as set forth in
Resolution C.F. No. 2769�1�1 is ratified and affirmed.
2. The proposed Plan is ereby adopted, and the PED staff
shall file the Plan with the C mmissioner of the Department of
Revenue of the State of Minnes ta , as required under Minnesota
Statutes, Section 469.175, subd vision 2.
3. The Restated Agreeme t and Loan Agreem ent are hereby
approved , and the proper o icers of the City are hereby
authorized to execute the same after they have been approved as
to form by the Assistant City A torney.
4. The Port Authority is hereby designated to administer
the District (including the Tw n City Testing Development Area)
on behalf of the City and i accordance with the Restated
Agreement.
5
WNIT'E ' -•t�7V CLERK
PINK - FINANCE G I TY O SA I NT PA U L Council
CANARV - DEGARTMENT
�LUE ,MAVOR File NO• -//�� -
Counci Resolution
Presented By
Referred To Committee: Date
Out of Committee By Date
5. In accordance with La s of Minnesota 1976, Chapter 273,
the City Council hereby consen to the issuance of the Notes for
the purposes described in and in accordance with the provisions
of the Settlement Agreement.
COUNCIL MEMBERS Requested by Department of:
Yeas Nays
Dimond
�ng In Favor
Goswitz �
Rettman B
sche;be� _ Against Y
Sonnen
W`��°° AUG 171989
Form Approve y City Att ney
Adopted by Council: Date
�
Certified Pas e uncil Se e BY
By
Approve Mavor: Date � �� � Approve y Mayor for Submission to Council
gy By
PUBt1S�ED AU G 2 6 19a9
�-�- �y��
as Sections 469 . 04 to 460 . 4l68 ) established
approximately the same geographic area as Energy Park
Economic/Industria Development District ( the
"Industrial Developme t District") for purposes o•f
establishing and developing a system of
economic/industrial dev lopments; -
c) By Resolution C.F. N . 276899 , _ the City Council
pursuant to Minnesot Statutes , Section 462A.10
(recodified as Sectio 469.131) designated the Port
Authority as administra or of the Energy Park District.
d) By Resolution C.F. N . 276900 , the City Council
pursuant to Minnesota Statutes, Section 273.71 to
273.78 (recodified as S ctions 469.174 to 469.179) and
Chapter 472A ( recodi ied as Sections 469.124 to
469.134) designated th Energy Park District as a tax
increment financing dis rict and adopted a Development
Program and Tax Increme t Financing Plan for the Enerqy
Park District for the p rpose of financing the capital
and administration costs of the Energy Park District.
e) By Resolution No. 3028, the Port Authority created the
Twin City Testing Indus rial and Economic Development
District, and by Resol tion C.F. No. 88=2g08 the City
Council amended the Ener y Park District to incorporate
the Twin City Testing roject area (the Energy Park
District as_ so expande being hereinafter called the
"District") , and create within that project area the
Twin City Testing Pro ect Tax Increm ent Financing
District.
f) By Resolution C.F. No. 2 69g0, the City Council and by
Resolution 277273, the P rt Authority, approved a Joint
Powers Agreement For Th Administration, Operation and
Financing Of The Ener y Park Development and Tax
Increment Financing District ( the " Original
Agreement") .
g) The Department of Planni g and Economic Development has
submitted an amended Energy Park Tax Increment
Financing Plan, includin Line Item Description, Energy
Park Land Acquisition a d Public Improvements Budget
and Sum mary Budget nd Appropriation Analysis
(collectively the "Plan") for consideration by the City
Council and has negotia ed with the Port Authority a
proposed Restated Joint owers Agreement (the "Restated
Agreem ent") and Loan Ag eem ent ("Loan Agreem ent") to
2
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carry out the provis ons of the proposed Plan and other
action contemplated y this Resolution.
h) By Resolution C.F. No. 89= 1134 , the City Council
authorized submiss ' on of the proposed Plan to Ramsey
County and I .S.D. No. 625 Boards for review and
directed the City Clerk to fix a date for public
hearing on the Plan nd publish notice thereof.
i) By Resolutions C.F. Nos. 89-843 and 89=1183, the City
Council reconstitu ed the Energy Park Development
District Advisory oard (the "Advisory Board") and
approved the Mayo ' s appointment of the members
thereof.
j) The proposed Plan ha been reviewed and approved by the
Advisory Board and as submitted to the Ramsey County
Board of Commission rs and the I.S.D. 625 School Board
at least 3P1 days pr or to the date set for the public
hearing, and no neg tive comments on the proposed Plan
have been received from the Ramsey County Board of
Commissioners or th I .D.S. 625 School Board.
k) A public hearing on the proposed Plan was held on July
25, 1989 , after not ce was published, all as required
by Minnesota Statut s, Section 469.175, subdivision 3;
and at said public hearing the City Council has
considered document ry evidence including the Plan and
at the conclusion o said hearing referred the matter
to the Council Housing and Economic Development
Committee.
1) The Port Authority ntered into a Settlement Agreement
(Energy Park) (the ' Settlement Agreement") dated April
28, 1989, with Am erst H. Wilder Foundation, A.H.W.
Corporation (the "F undation") , Holcomb Corporation and
Kendrick Limited Pa tnership under the terms of which
the Port Authorit agreed, among other things, to
assume responsibili y for the operation and maintenance
and payment of debt service with respect to two parking
ramps located with' n Energy Park District and payment
of a pro rata sha're of the real estate taxes payable in
1989 with respect thereto and to Bandana Square and
finance capital ex enditures with respect to certain
streets and utili ies located within Energy Park
District, condition d (1) on the Foundation agreeirig to
advance to the Por Authority upwards of $1 ,286,000
initially and $1, 7 6, 280 in subsequent years to cover
shortfalls in oper tion, maintenance and debt service
costs with respect o Bandana Square, all as evidenced
3
C,���-i`���
by notes (the "Notes") payable solely from any excess
cash flow derived fro Bandana Square, and (2) on the
adoption of the propo ed Plan to assure that the debt
service on the pa king ramps and the capital
expenditures relatin to the streets and utilities in
the Energy Park Dis rict will be paid out of tax
increments.
m) The Capital Improveme t Budget Committee has reviewed
the proposed Plan a d has approved the budgetary
components thereof s bject to the ac3dition of up to
$225, 01�lPI in signaliza ion costs at the Bandana Square
entrance and the Sn lling Avenue Ramps; and said
additional expenditur s have been incorporated into the
proposed Plan and are ade a part thereof.
NOW THEREFORE, BE IT RE OLVED by the City Council as
follows:
1. On the basis of the i formation adduced at the public
hearing and otherwise within t e knowledge of the City Council
and upon the recommendatio of the Housing and Economic
Development Committee of the Ci y Council :
a) The expenditure of the tax increments for the
Energy Park District in e cess of the amounts set forth in
the Plan as originally ado ted (the "Original Plan") are for
activities contemplated in the Original Plan and Development
Plan for the Energy Par District, and accordingly the
reasons and supporting fac s for each of the determinations
made by the City Council ' n Resolution C.F. No. 2769PJ4J, as
set forth in said Resol tion, are, insofar as they are
applicable, incorported h ein by reference and made a part
of this Resolution in upport of the determinations
hereinafter made. The ex enditures of tax increments for
the Twin City Testing Development Area are for activities
contem plated in the Devel pment Plan and the Tax Increm ent
Financing Plan for the A ea (collectively the "Twin City
Testing Plan") , and accor ingly the reasons and supporting
facts for each of the eterminations made by the City
Council in Resolution C.F. No. 88-20108, as set forth in said
Resolution, are, insofar s applicable, incorporated herein -
by reference and made a p rt of this Resolution in support
of the determinations he einafter made. Further facts in
support of the determinat ons hereinafter made are found in
the Plan, the Developm ent Plan for the Enerqy Park District,
and the Twin City Testing Plan which are each also, insofar
as they are applicable, i corporated herein by reference.
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b) The determination o the City Council in Resolution
C.F. No. 27690�! that that Energyt Park Tax Increment
District is a redevelopm ent district within the meaning of
Minnesota Statutes, Section 469.175, subdivision 3, clause
(1) is ratified , affirmed , a d approved.
c) The development c ntemplated by the Plan in the
opinion of the City would n t occur solely through private
investment within the rea onably foreseeable future and
therefore the use of tax increm ent financing is deem ed
necessary.
d) The Plan conform s o the existing general plans for
the development or redevelo ment of the City as a whole.
e) The Plan will afford maximum opportunity,
consistent with the sound n eds of the City as a whole, for
the development of the dist ict by private enterprise .
f) The election by the City of a method of tax
increm ent com putations s t forth in Minnesota Statutes,
Section 469.177, subdivis ' on 3, clause (a) , as set forth in
Resolution C.F. No. 27694J0, is ratified and affirmed.
2. The proposed Plan is h reby adopted, and the PED staff
shall file the Plan with the C mmissioner of the Department of
Revenue of the State of Minnes ta , as required under Minnesota
Statutes, Section 469.175, subd vision 2.
3. The Restated Agreeme t and Loan Agreem ent are hereby
approved , and the proper o icers of the City are hereby
authorized to execute the sam after they have been approved as
to form by the Assistant City torney.
4. The Port Authority is hereby designated to administer
the District (including the T in City Testing Development Area)
on behalf of the City and n accordance with the Restated
Agreement.
5
Members: C��f`���'°5°
Biii Wilson, chair
������ CITY OF AINT PAUL . Tom Dimond
���� �� OFFICE OF T CITY COIINCIL Kiki Sonnen
Date: August 9, 1989
R���IV�6
WILLIAM L. WlLSON Commi tee Report MARK VOERDING
Councilman �u� 1 O'989 LegislativeAide
To: Saint Paui City Council ��T� ��-k�� .
From : Housing and Econ ic Development Committee
Biil Wilson, Chair
1. Approval of Minutes
MINUTES of the JUNE 14, 1989, and JUNE 28, 1989, committee meetings were
APPROVED.
2. Resolution amending C.F. 89-802 a opted June 27, 1989, pertaining to new
fees for zoning and environmental reviews by deleting language relative
to the $200 maximum penalty (C.F 89-1307)
COMMITTEE RECOMMENDED APPROVAL.
3. Resolution amending the 1989 budge by adding $8,000 to the Financing &
spending Plans in accepting grant rom BCED Development Company to the
City' s Purchasing Division for Tar eted Business Program (C.F. 89-1343)
COMMITTEE RECOMMENDED APPROVAL, WI H AMENDMENTS.
(amended resolution attached)
4. Resolution approving funding prior" ies and budgets for six projects in
compliance with the Neighborhood Pa tnership Program requirements and
extending apprreciation to all appl cants in developing proposals for
the 12th cycle of the NPP (C.F. 89 1344)
COMMITTEE RECOMMENDED APPROVAL.
. Resolution approving Energy Park Ta Increment P an
COMMITTEE RECOMMENDED APPROVAL.
(original Resolution and supporting ocumentation attached)
CITY HALL SEVENTH FLOOR SAINT AUL, MINNESOTA 55102 612/298-4646
Sa�d6
� . ��-i��� .
• �" • Members:
- '�� Bill Wi(son, chair
�iITY OF AINT PAUL Tom Dimond
���=���i'n � � � � Kiki Sonnen
� � OFFICE OF T E CITY COIINCIL � �
. Date: Jime 14, 1989 �
WILLIAM L. WILSON Comm ttee Report RECEIVED MARK VOERDING
Councilman Legislative Aide
JUN 151989
To: Saint Paui City Council c��Y cLERK
From : Housing and Econo ic Development Committee -
Bill Wiison, Chair _
l. Approval of Minutes
MINUTES of the MAY 24, 1989, co ittee meeting were APPROVED.
2. Ordinance amending Chapter 60 of the Legislative Code enacting zoning
text changes pertaining to Speci 1 Condition Use Permits (C.F. 89-742)
COMMITTEE RECOMMENDED APPROVAL. �
3. Resolution stating intent to con ider amend�ents to Chapter 61 of the
Zoning Code to provide all setba ks for buildings or other structures
constructed adjacent to parkways or parks be the same as presently _
mandated in residentially zoned istricts and requesting the Planning
Commission to consider said amen ents and submit their recommendations
and findings to the Mayor and Ci Council (C.F. 89-774)
COMMITTEE RECOMMENDED APPROVAL. .
4. Resolution approving action by th Board of Appeals and Review taken
February 14, 1989, for property 1 cated at 436 Shepard Road, John
Kerwin/Nicollet Restoration, appe lant (C.F. 89-804)
COI�IITTEE REFERRED BACK TO COUNCI WITHOUT A RECOMMENDATION.
(split vote)
5. Resolution reconstituting the Ene y Park Development District
(including the Twin City Testing ea). Advisory Board to consist of
members as listed and requesting t e Mayor to submit appointments to
positions (C.F. 89-843)
COMMITTEE RECOMMENDED APPROVAL OF UBSTITUTE RESOLUTION. (attached)
Y.,,..�a..»..�,.. ....� -�."�__-.,�,.,.�
��_ ..,.. ,'."""".,,a,...
6. Discussion of timeline for Energy ark modifications
COMMITTEE. RECOMMENDED APPROVAL OF ESOLUTION PRESENTED AT MEETING.
(attached)
RECOMMENDED PUBLIC HEARING DATE IS ET FOR JULY 25, 1989.
CITY HALL SEV�NTH FLOOR SAI T PAUL, MINNESOTA 55102 612/295-4646
. ,a� 6 •
NOTICE OF PUBLIC HEA ING UPON PROPOSED
MODIFICATION OF THE NERGY PARK TAX
INCREMENT FINANCING LAN --
NOTICE IS HEREBY GIVEN th t pursuant to Minnesota Statutes
Section 469 .175, Subdivision 4 a public hearing before the Council
of the City of Saint Paul will be held in the Council Chambers,
Third Floor, 15 West Kellogg B ulevard, Saint Paul, Minnesota,
at 9 : 00 a.m. Central Daylight ime on Tuesday, July 25, 1989, to
consider the proposal to modif the Energy Park Tax Increment
Financing Plan adopted May 26, 1981, by Resolution Council File
No. 276900 and the Energy Park Land Acquisition and Public Improve-
ments Budget as amended on May 18, 1982 , by Resolution Council
File No. 278705 and on July 23, 1985, by Resolution Council File
No. 85-975 .
Copies of the Energy Park Tax Increment Financing Plan Amend-
ment Line Item Description, E rgy Park Land Acquisition and Public
Improvements Budget, includin Summary Budget and Appropriations
Analysis, containing the prop sed modification, together with
other relevant documents are vailable for inspection in the office
of the City Clerk, Room 386, ity Hall and Court House and in the
office of the Department of P anning and Economic Development,
, City Hall Annex, 25 West Four Street, lOth Floor, Saint Paul,
Minnesota, during normal busi ess hours.
That upon said public he ring the Coun�il �ill cQn�ider �he�her
to approve the proposed Energ Park Tax Increment Financing Plan
Amendment and Budget. All in erested parties will be given the
opportunity to be heard or to submit written comments at said
public hearing upon the propo ed modification and Council action.
Dated July f�, 1989 .
ALBERT OLSON
CITY CLERK
" �. �' >- �� � 6
� --- ��v.�� ,
` ' s����=�.�°`:'�p� � CITY OF SAINT PAUL
��° �:'a
n; �r, OFFICE OF THE CITY ATTORNEY
'� uuiruw ,:
`�" ���� 1°°� �= EDWARD P. STARR, CITY ATTORNEY
.,.s �_
��;.
''`�n,,,;�`,,m��''��� 647 City Hall, Saint Paui,Minnesota 55102
612-298-5121
GEORGE LATIMER '
MAYOR
MEMORANDUM
TO: Albert Olson
FROM: Jim Hart •°
DATE: July 12, 989
RE: Notice of Public He ring
Energy Park Tax Inc ement Financing Plan Amendment
Enclosed is a form of notice f public hearing which must be published
in the Saint Paul Pioneer Pre s/Dispatch once on or before Friday,
July 14, 1989 .
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3��`'T' °•o t, CITY OF SAINT PAUL
�; '�� OFFICE OF 7HE CITY ATTORNEY
�� 1111111�1111 br?
'''° `���� �°° �;:' EDWARD P. STARR, CITY ATTORNEY
,, m
°"ja«n,a.°:�fi'`'��` 647 City Hall, Saint Paul, Minnesota 55102
612-298-5121
GEORGE LATIMER
MAYOR
MEMORANDUM
TO: Albert Olson
FROM: Jim Hart -
DATE: July 12 , 989
RE: Notice of Public Hearin
Energy Park Tax Increme t Financing Plan Amendment
Enclosed is a form of notice of p blic hearing which must be published
in the Saint Paul Pioneer Press/D ' spatch once on or before Friday,
July l4, 1989 .
..�: /�'� e��a����
�
��-���
JTH:paw
enc.
WNITE - CI-TV CLERK ' � ... � �• � ......_ .. . .. A�: ... �� . . � C/ � /��� " y .
PINK - FINANCE � COUIICIl
GANARV - OEPARTMENT CITY ,. OF._ AINT PAUL � •'"�� r.`.j.-" 1
ew.e - Mnrorx F1IC N�.
G�.t� At�y��x . . .
� � Council Resolution � � �
� 1 � : � l� . _:_ ___. ___ r
Presented By _ �
r _ .__` - �
Referred To Committee: Date
Out of Committee By Date
RESO�.UZ'IO�t A ORIZING SLB�iISSI��3 QF THF
1�lE�IE� Ei�E�C �'ARK TA�£ �3GR�T FINA.�CZN�
� TQ RA�IS3Y C4IlII'�TY AI�Tll IS3� �E'i25 BdA?�S
�It REV�L� ' . _ .
'��?RF,AS s the Pa=t Autha ty a�d DepaY't�nt vf Planning �nd
Econv�.c �evelc�men� heve s � tted a� �mend� Energy P�rk Tax
. Zncreceten�C Financing P1aA ���he "Plan"� for consic�eration by the
Citg Covacil; and . � . _ _
W�REAS r Ci� pc>licy seq _ re ite subm3.ssion to th� CZB
Committee �d st�tute requir crn�8ultatiou wi.th �the R.�sap . _
County Board �c� IST3 �625 Boa d '�efcre cvasid�rstian of the
Flan upc� gublie heari� �t�y t ,e Citp _Co�cil; now �therefore,
- be it . . . v
I�St3LVE�3 that s ta�f �is d rected t� �ub�m�.t �he Plan to the
F,amsev Covnt� Bosrd aa� IS3� �25 B;iard ir� accordance �rith
. . provisicm of Mi�neaota S`tatu �s Section �4�9.I75 Subd. 2 s and
to the �":I.B. C+�rnmi�tee �fii a ordance wlt.�i the Gapital Allc�ca.tiQns
Policq fvr review aad re�ort o `the City Go�ncil.,
�St�LQED 1�T�iEE t2ia�t � City Clerk 3.� direeted te fix a
date £or.public hearing upon ��e P2aa sacl �t� p�ublis� the r�quired
notice aIl in $ceQrc3,a�ce i�it �Sc�cti�n 4b}.175 Subd. 3.
t
-� '��Y � � ���U-- �� �
. � �
�
COUNCIL MEMBER$ , Requested by Department of:
Yeas Nays
Dimond
Loa� In Favo
c,ns�tii
RCt�II18I� ..! B _
s�ne�be� Against Y
•Sonlien
Wilson �� ,2 2 i7(7�7
. Form Approved by City Attorney;'
Adopted by Council: Dat"e i ' ,-'
;� ; ./, �;: -r;•%•
Certified Passed by Council Secretary By ��� "
B A�' ""��� �i � „ � ���
5' _;`�, j
Approved by Mavor: Date Approved by Mayoc for Submission to Council
By By
- �1 i�l� �'���`�
DE TMENT/OFFICE/CAUNCIL DATE INITIATED
- PED 6/14/89 GREEN SHEET No. 6 8 7
INITIAU DATE INITIAUDATE
NTACT PERSON 3 PHONE DEPARTMENT DIRECTOR �CITY COUNCIL
Warren Hanson 228-3325 N��FoR CITf ATTORNEY �CITY CLEHK
MUST BE ON COUNCIL AOENDA 8Y(DA'f� ROUTIN� BUDOET DIRECTOR �FIN.3 MaT.SERVICES DIR.
June 22, 1989 ORDER MAYOR(ORASSISTANn ❑
TOTAL�OF SIGNATURE PAGES (CLIP ALL L ATIONS FOR SIGNATURE)
ACTION REOUESTED:
Authorization of submission of the amen d Energy Park Tax Increment Financing Plan
to Ramsey County and ISD #625 Boards fo, review and setting a public hearing date.
(July 25, 1989)
RECOMMENDATIONS:Approve(A)w Reject(R) COUNCIL CO ITTEE/RESEARCH REPORT OPTIONAL
_PLANNIN�COMMISSION _CIVIL SERVICE COMMISSION ANALYST PMONE NO.
_CIB COMMITTEE -
COMMENT6:
_STAFF -
_DiSTRICT COURT _
SUPPORTS WHICH COUNCIL OBJECTIVE?
INITIATING PROBIEM,ISSUE,OPPORTUNfTY(1Nho,What,When,Where,Why):
The Port Authority and the Wilder Foun ation reached a settlement agreement concerning
�- Bandana Square in late Apr�il , which pre ented Wilder from completely abandoning
its investment in the Energy Park Tax I crement District. The finance plan must be
amended to incorporate these negotiatio s as well as to update current financing needs.
ADVANTAGES IF APPROVED:
The Ramsey County and ISD #625 Boards m st be allowed 30 days to review any amendments
to the tax increment financing plan pri r to any possible action by the City Council .
If the attached resolution is approved, this 30-day period can begin and a public
hearing be scheduled for July 25 for Co ncil action:
DISADVANTA(iES IF APPROVED:
DISADVANTAOE3 IF NOT APPROVED:
✓ The Port Authority/Wilder Settlement Ag eement becomes null and void if City
action does not occur before August 1. If the amended plan is not released for
review now, this timeline cannot be met
TOTAL AMOUNT OF TRANSACTION s —�— COST/REVENUE BUDdETED(CIRCLE ONE) YES NO
FUNDINQ SOURCE ACTIVITY NUMBER
FlNANCIAL INFORMATION:(FJ(PLAIN)
. . .
��- �y��
' ' EXHIBIT A
•: .
' ' July 17, 1989
ENERGY PARK LAND ACQUZSITI AND PUBLIC IMPROVE?LNTS BUDGET
(Reflecte changes reqvested for roposed budget amendment of - -89)
I. FIr:,NCING PLAN
.
A. Estimated sources of revenue othe than tax
increment or bonded indebtedness
1. Port Authority Revenues $14,083,133 •
(126,992)
2. Urban Develop-�ent Action Gra t 15,513,500
(15,513,500}
3. Economic Development Adminis ration Grant 2,300,000
• ' ----------- $16,256,141
3. Short Term Energy Park Revenue onds
Series 1988 - 29,500,000
Series 1989-B & 1984-K 3,420,000
. Energy Park Capital Improveme ts 777,100
� Soil Correction Costs 1,700,000
TC Testing Financing 4,215,000
C. Tax Zncrementa 31,044,815
TIF Receipts to Repay UDAG'8 15,513,5d0
^ � D. Total Financing Plan 5102,426,556
IZ. SPENDING PLAId
A. Direct Costs Estimated
Costs
, Description
2:idway Athletic Facility 52,748,000
Land Acriuisition , 14,171,703
Rail Relocation 165,000
. - Site Preparation 2,644,226 '
. • � Streets/Roads 4,883,177 .
Grading 1,830,136
Gas Hains 50,000
Storm Sewers 6,328,090
wster Line 815,000 •
Sanitary Sewer 1,095, 143
E:.EZgy System 20,�27,298
ET� Winter Cooliag 380,495
P.einjection �
� � ���- �y�h
Rental Housinq Res. 700,000
Recreation �
Concourse 600,000
Parking - 6,575,745
Signal/Lights 475,000
Sidewalks/Misc. 297, 100
Bike Trails ' 274,100
Administrative 9,521,797
Eng./Design (City) � 55,000
� Cantingency 535,952
$79,502,962
B. Indirect Costs �
Capitalized Interest $20,474,297
Cost of Issuance . 2,449,297
+ $22,923,594
C. Total Direct and Indirect Prog am Costs 102,426,556
___________
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� APPROPRIATI NS ANALYSIS
� CH?,NGE RECORD: EN£RGY PARK L:,ND A UISITZON AND PUBLIC IMPROVEHENTS
Curren Proposed
�LINE ITEHS Appropria ions Appropriation Change +/(-)
�����������������������.���������������������� �������1������������������������������������
A. Midway Athletic Facility 2,748 000 2,748,000 0
B. Land Acquisition • 15,231 703 19,171,703 3,940,000
C. Rail Relocation 165 000 165,000 0
D. Site Preparation 194 226 2,644,226 1,850,000
E. S�reets/Roads 2,290 057 4,883,177 . 2,593,120
F. Grading 1,830 136 1,830,136 0
G. Gas Hains 50 000 50,000 0
H. Storm Sewers 6,328 090 6,328,090 0
I. . Water Line . 815,000 815,000 0
J. Sanitary Sewer 1,095,143 1,095,143 0
K. Energy System 10,327,298 20,327,298 10,000,000
L. ETA Winter Coolinq 38 ,495 380,495 0
M. Reinjection 0 0 0
. N. Rental Housing Res. . 42 ,000 700,000 275,000
O. Recreation � � �
P. Concourse 60 ,000 600,000 �
Q. ' Parking � � 1,50 ,000 6,575,745 5,073,745
R. Sigr.als/Lighting . 10 ,000 475,000 375,000
S. Sideaalks/Hisc. 20 ,000 297,100 89,100
T. Bike Trails 27 ,100 274,100 �
U. Ac.�ninistrative 2,65 ,997 9,521,797 6,E61,SG0
V. Capitalized Interest 15,97 ,247 20,474,297 4,500,000
W.- Issuance Costs 2,44 ;297 2,449,297 �
X. Eng./Design (City) S ,000 85,000 0
'Y. Contingency 53 ,952 535,952 �
-------- ----- -------------- --------------
66,8 ,791 102,426,556 35,557,765
, . ��� ��� �
ENERGY PARK TAX INCREMENT INANCING PLAN AMENDMENT
LINE ITEM D SCRIPTION
A. Midwav Athletic Facility• No chan es proposed.
B. Land Acquisition: The total cost f $19,171,703 reflects. an increase of
$3,940,000 in tax increment funds ue to the inclusion of the Twin
Cities Testing site in the distric and the need for additional project
subsidy.
C. Rail Relocation: PTo changes propo ed.
D. Site Preparation: The total cost o $2,644,226 reflects an increase of
$1,700,000 for additional soil cor ection costs and $150,000 for
transmission line relocation in th remaining undeveloped portions of
Energy Park.
E. Streets and Roads: The total cost f $4,883,177 reflects an increase of
$2,593,120 in tax increment funds f r capital improvements to the
district's streets and roads.
F. Gradin�: No changes proposed.
G. Gas Mains: No changes proposed.
H. Storm Sewers: No changes proposed.
I. Water Line: No changes proposed.
J. Sanitarv Sewer: No changes propose .
K. Energ�System: The total cost of $2 ,327,298 reflects an increase of
$10,000,000 in tax increment funds r potential repair/replacement of
the energy system.
L. ETA Winter Cooling• No changes prop sed.
M. Reinjection: No changes proposed.
N. Rental Housin� Reserve• The total c st of $700,000 reflects an increase
of $275,000 in tax increment funds f r previously approved replacement
housing in connection with the Twin ities Testing expansion.
0. Recreation: No changes proposed.
P. Concourse: No changes proposed.
, 1 ~ L��'�- /y(��
Q. Parkine: The total cost of $6,575, 45 reflects an increase of
$3,683,133 in tax increment funds r the assumption of the remaining
debt on the North and West Bandana quare parking ramps and $1,390,612
in necessary capital improvements those ramps.
R. Si�nals and Lights: The total cos of $475,000 reflects an increase of
$150,000 in tax increment funds fo additional lighting in the remaining
undeveloped portions of Energy Par and $225,000 in tax increment funds
for additional signalization.
S. Sidewalks/Miscellaneous: The tota cost of $297,100 reflects an
increase of $89,100 in tax increme funds for additional sidewalks and
landscaping in the remaining undev oped portions of Energy Park.
T. Bike Trails: No changes proposed.
U. Administrative: The total cost of 9,521,797 reflects an increase of
$6,861,800 in tax increment funds, epresenting the continuation of an
annual $200,000 City administrativ fee for the life of the district, as
well as the addition of an annual rt Authority administrative fee.
V. Capitalized Interest: The total c t of $20,474,297 reflects an
increase of $4,500,000 in tax incr ent funds for additional capitalized
interest.
W. Issuance Costs: No changes propos .
V. En��ineering and Design: No change proposed.
Y. Contingency: No changes proposed.
. . °_ � ��-�i�- /���°
U'
8489 •
RESTATED JOINT POWERS AGREEMENT FOR THE
ADMINISTRATION, OPER ION AND FINANCING
OE THE ENERGY PARK AN TWIN CITY TESTING
AREA DEVELO MENTS AND
TAX INCREMENT FIN NCING DISTRICTS
THIS AGREEMENT entered int this day of ,
198_, by and between the Cit of Saint Paul , a Minnesota
m unicipal corporation (the "City") and the Port Authority of the
City of Saint Paul, a body politi and corporate organized under
the laws of the State of Minneso a (the "Port Authority") .
WITNESSETH, WHEREAS:
A. By Resolution C.F. No. 27 898, the City Council pursuant
to Minnesota Statutes , Chapter 472A (recodified as Sections
469.124 to 469.134) established E ergy Park Development District
as Development District No. 3 ( he "Energy Park District") to
provide impetus for commerci 1 development , to increase
employment , to protect pedestr ans from vehicle traffic and
inclement weather, to provide he necessary linkage between
peripheral parking facilities nd places ot em ployment and
shopping , to provide offstreet arking to service the shoppers
and employees of the Energy Park District, to provide open space
relief within the Energy Park istrict, and to provide other
faciliti�es as are outlined in t e development program for the
� Energy Park District;
B. By Resolutions 1499 , 15 5 , 16fd9 , 1697 and 1827 the Port
Authority pursuant to Minnesota S atutes, Chapter 458 established
aporoximately the same geog aphic area as Energy Park
Economic/Industrial Developme t District ( the " Industrial
Development District") for p rposes of establishing and
developing a system of economic/i dustrial developments;
C. By Resolution C.F. No. 2 6899, the City Council pursuant
to Minnesota Statutes , Section 472A.10 (recodified as Section
469.131) designated the Port Au hority as administrator of the
� Energy Park Di str ict.
D. By Resolution C.F. No. 2 69G10, the City Council pursuant
to Minnesota Statutes, Sections 273.71 to 273.78 (recodified as
Sections 469.174 to 469.1�79) a d Chapter 472A (recodified as
Sections 469.124 to 469.134) des 'gnated the Energy Park District
as a tax increment financing di trict and adopted a Developr�ent
Program and Tax Increment Fina cing Plan for the Energy Park
�,.
. , ��� ����
District fo'r the purpose f financing the capital and
administration costs of the Ene gy Park District.
E. By Resolution No. 362 , the Port Authority created the
Twin City Testing Industrial nd Economic Development District
and by Resolution C.F. No. 88- g08 the City Council amended the
Energy Park District to incorpo ate the Twin City Testing project
area (the Energy Park District as so expanded being hereinafter
called the "District") , created within that project area the Twin
City Testing Project Tax In rement Financing District and ,
pursuant to Minnesota Statutes, Section 469.131, designated the
Port Authority as administrato of the entire District.
F. By Resolution C.F. No 2769��1, thp City Council and by
Resolution 277273 , the Port A thority, approved a Joint Powers
Agreement For The Administrati n, Operation and Financing Of The
Energy Park Developm ent And Ta Increm ent Financing District (the
"Original Agreement") and the arties wish to revise the same as
set forth in this Restated Joi t Powers Agreement.
� NOW , THEREFORE , the City and Authority , each in
consideration of the mutual coven�nts and agreements herein
contained , covenant and agre that the Original Agreement is
hereby am ended and restated to read as follows:
Section 1. Authority. T is Agreement is entered into under
the authority of Minneso a Statutes , Sections 469 . � 12 ,
subdivi.sion (11) and 471.59, a d such other applicable statutory
and Charter provisions as are onsistent herewith.
Section 2. Definition . In addition to the terms as
hereinab�ve or hereinafter d fined in this Agreement, unless a
different meaning clearly appe rs from the context, . the following
terms shall have the followin respective meanings:
Agreement: This Agreeme as the same may from time to time
be amznded or supplement d .
Bond or Bonds: Revenue bonds, notes, interim certificates
and other obligations of the Port Autnority issued for the
purposes of financi g the District ' s capital and
' administration costs pro ided for in the Plan. -
Borrowing Rate. If the Port Authority borrowed the funds �
used to defray the amor ized Energy Park Im provement costs,
that annual rate of inte est which fully reimburses the Port - - --
Authority for the cost o borrowing the funds; if the Port
Authority advanced its own funds to defray the amortized
Energy Park Improvemen costs , an annual rate of interest � •
equal to the rate of ' nterest from time to time being
2
� � ���-����
charged ' by Norwest Bank M nnesota, National Association, as
its "reference rate" or th equivalent.
District: The area desig ated by City Council Resolution
C.F. No. 276898 as Develop ent District No. 3 and as amended
by Resolution C.F. No. 88- 0fd8.
A
District Revenues: Any an all net revenues received by the
Port Authority from the ale or lease of land within the
Dis-trict and from the o eration of public improvements
provided for in the Plan.
Ener�y Park District: That portion of the District
designated by City Council Resolution C.F. No. 276898 .
Energy Park Improvement : All activities included as
permissible capital cost in the Plan and Budget for the
development of the Energy Park District.
Energy Park Tax Increme t District: The tax increment
financing district creat d by City Council Resolution C.F.
No. 27898.
Energy Park Tax Increments Tax Increm ents derived from the
Energy Park Tax Increment District.
Energy System: A system o wells, pumps, boilers, chillers,
heat pum ps and heat exch ngers which generate warmed or
cooled water and/or steam for distribution through pipes to
buildings located in the E ergy Park District.
Energy S stem Reserves: he amounts set forth in Exhibit C
that are to be funded fro Energy Park Tax Increments and
accumulated in a repair and replacement account for the
benefit of Energy Park Dis rict and used exclusively for the
payment of any capital cos s incurred in connection with the
Energy System in excess o Energy System Revenues available
therefor .
Energy S stem Revenues: District Revenues received from
operation of the Energy S stem.
Industrial Development Re enue Bonds: The non--tax increment
supported bonds issued b the Port Authority in the face
amount of $6 , �0�, P1fdP1 in 1 85 in connection with the Energy
Park District.
Participation Agreernent: The Participation Agreement dated
November 26, 198d, as ame ded between the parties.
3
� C,��c-/��Co
Plan: 'The Development Pr gram for the District and Tax
Increment Financing Plan fo the Energy Park Tax Increment
District adopted by City ouncil C.F. No. 27690� and as
amended from time to time nd the Tax Increment Financing
Plan for the Twin City T sting Tax Increment District
adopted by City Council C. . 88=2088 and as amended from
time to time. •
Tax Increments: The tax increments derived from the
District pursuant to Minnesota Statutes, Section 469. 177.
Twin City Testing Tax Incre ent District: The tax increm ent
financing district created by City Council Resolution C.F.
No. 88 =2088.
Twin City Testing Tax Incr ments: Tax Increments derived
from Twin City Testing Tax ncrement District.
UDAG Grant Agreement: The DAG Grant Agreem ent dated August
. 7, 198�, as amended, betwee the City and the United States
� of Am erica Departm ent of Ho sing and Urban Development.
Section 3. Purpose. The p rpose of this Agreement is to
provide for the administration nd operation of the District by
the Authority, to provide for t e financing thereof, and to set
forth the responsibilities f the City and Authority in
connection therewith.
. Section 4. Port Authority owers. The City has heretofore
designated the Port Authority a administrator and operator of
the District pursuant to Minneso a Statutzs, Section 469.131, and
the Port Authozity hereby accept such designation and agrees to
administer and operate the Distr ct pursuant to this Agreem ent in
accordance with said Section 69.131 and Minnesota Statutes
Section 469.064, Subdivision 1. The Port Authority may exercise
any and all of the followin powers for the purposes of
administering and operating the istrict:
(a) Acquire property r easements through n�gotiation;
(b) Enter into opera ing contracts for operation of
� any of the public fac lities to be constructed under �
the terms of the Plan; '
(c) Lease space to pr vate individuals or corporations
within the buildings a d constructed under the terms of
the Plan ;
(d) Lease or sell air rights over structures � �
constructed under the uthority of the Plan;
" � ����-i�G �
(e) Enter into contra ts for the construction of the
several facilities or rtions thereof provided for in
the Plan;
(f) Acquire through minent domain property that
cannot be acquired by n gotiatior�s, but is required for
implementation of the P an;
(g) Accept from the Ci y the proceeds of such federal ,
state and other grants which the City has heretofore
applied for and may her after apply for to finance the
capital and administrati n costs of the Plan;
(h) Request that the City apply for grants from
federal, state and other sources to finance the capital
and administration costs of the Plan, which grants the
City shall use its best fforts to obtain;
( i ) Receive and use District Revenues and Tax
Increments pursuant to th Plan and this Agreement;
(j) Exercise any and all other powers which are common
or similar to the Port Au hority and City and which are
deem ed necessary or conve ient by the Port Authority to
administer or operate th Plan, subject to the terms
and conditions of this Ag eement.
Sec�tion 5. Source of Funds. he sources of funds for the
administration and operation of the District include Bond
proceeds, Tax Increments, District Revenues , federal and state
grants and such other funds and reve ues of the Port Authority as
may be made available for such purp se. City agrees that so long
as any Bonds are outstanding , the Ci y will not change the method
of computation of tax increment pur uant to Minnesota Statutes,
Section 469 . 177 , Subdivision 3 (c) .
Section 6. Budget and Disburse ents. Attached as Exhibit A
is the Energy Park Land Acquisitio and Capital Im provements
Budget and the Twin City Testing Area Land Acquisition and
Capital Improvements Budget (colle tively the "Budget") . Upon
� adopticn of the Budget (or any part hereof) by the City Council ,
the Budget shall establish a maximu� princinal amount and line
ite:n amounts of Tax Increm ents or pr ceeds of Bonds payable from
Tax Increments to be remitted dir�ct y to the Port Authority in
accordance with Section 8 hereunder; rovided that if the maxim um
principal amount of Bonds payable fr m Tax Increments or a line
item amount in the Budget is to be i creased, the Port Autnority
may propose an amendment of the Budge at any time and the Budget
may be amended by the City Council a any time, consistent with
5
.� � . � ���_��G�
the Plan as amended from time to time. The Port Authority shall
disburse funds in accordance w th the Budget, the priorities
established in Section 7 (c) her under , and in accordance with
� procedures governing other expe ditures by the Port Authority.
Contracts shall be let and purc ases shall be made by the Port
Authority subject to the same pr cedures as govern the letting of
other contracts and the making of other 'purchases by the Port
Authority.
Section 7. District Obli ations; Priority. (a) Existing
District Obligations. The Port Authority has outstanding bonds
payable from Energy Park Tax I crements in the face amount of
$29, SfdG1, �J00 (the "Existing Tax ncrement Bonds") to finance the
capital , debt service and admi istrative costs of the Plan. The
parties agree that the Existing Tax Increment Bonds were issued
on behalf of the City as provi ed in the Bond resolution. The
Port Authority also has outsta ding an Industrial Park Revenue
Bond in the amount of $ ... _payable from land sale and
lease revenues generated in the Energy Park District. In
. addition, the Port Authority ha applied $126,992 of its existing
� revenues other than Tax Inc ements and District Revenues
( "Authority Advance") , and received from the City Urban
Development Action Grants in a ount of $15, 513, 5�Q ("UDAG") and
Economic Development Administration Grant in amount of $2,3fd0,41�0
("EDAG") , to finance the Energy Park District provided for in the
Plan.
(b) Additional Di trict Obligations. The Port
. Authority with cons nt of the City has concluded an
agreement with AHW whereby the Port Authority has
acquired two parki g ramps and comm,itted to make
certain capital impr vem ents thereto and to assum e the
debt service on the amp construction obligations (the
"Parking Ramp Bonds ) . The District has been amended
("District Amendmen ") by inclusion of the Twin City
Testing project are ("Twin City Testing Area") with
additional debt ser ice , capital and administrative
costs. (Any bonds f r such purpose are hereinafter
referred to as the "Twin City Testing Bonds") . The
additional obligatio s arising from the AHW Agreem ent
and District Amendme t ("Additional Obligations") are
to be funded from t e proceeds of additional Bonds or '
by direct applicatio of Tax Increments including Twin . '
City Testing Tax In rem ents.
(c) Priority of Ap lication of Tax Increments.
A. Energy Park Tax Increm ents shall be apolied for the
following purpose and in the following order of '
priority:
0
. ,. � C���.�./c/(�
(i) Debt servic on Existing Tax Increment Bonds
(and any Bonds i sued to refund the same) ;
(ii) Debt ser ice ( including the fiscal and
administrative f e therefor �described in Exhibit B
attached hereto on the Parking Ramp Bonds (and
any Aonds issued to refund the same) ;
(iii) Debt servi e on any Twin City Testing Bonds
(and any Bonds ' ssued to refund the same) but
only to the ext nt that there are insufficient
Twin City Testing Tax Increments therefor;
(iv) Twin City Testing Area costs of housing
replacement not t exceed $275,00�;
(v) Energy Pa k Im provem ents , including the
Energy Syste Reserves ( described in
Exhibit C) not funded from Bonds or federal
, grants; provided hat no further payments to wards
the Energy System Reserves shall be made once the
repair and repla ement reserve for Energy System
improvements has been fully funded as provided in
clause ( ix) belo ; and provided further that the
cost of the Energ Park Improvem ents described in
Exhibit C as Ramp Capital Costs and Other Capital
� Costs and paid at this level of priority shall, as
to the Other Cao ' tal Costs , be amortized at the
Borrowing Rate o er a ten year period , or such
shorter period as terminates on December l, 24�07,
and, as to Ramp C pital Costs, be am ortized at the
Borrowing Rate o er a five year pzriod; or such
shorter period as terminates on December 1, 26�7.
(vi) Pro rata, ad inistrative fees payable to the
City and the Por �uthority pursuant to section
9 (a) and (b) hereof;
(vii ) UDAG rei bursements paid pursuant to
Section 1P! (a) her of;
(viii ) Reimburs ment without interest of the
Authority Advance; -
(ix) A repair and replacem ent reserve, including
any unexpended Ta Increment used to fund Energy
System Reserves, f r Energy System improvements uo
7
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• to their unexpended udgetzd amount as set forth
in Paragraph F hereo .
(x) Pro rata , the un eimbursed balance of (I ) the
UDAG grants describe in Section 10 (a) hereof and
( II ) the amorti ed cost of Energy Park
Improvements exclus 've of Energy System Reserves
described in clau e (v) above , applied as a
prepayment, in inver e chronological order, of the
installments of pr ncipal due under clause (v)
abov2 and Section 1 (a) hereof.
B. Twin City Testing Ta Increments shall be applied
for the following purpo es and in the following order
of priority:
( i) Administrati e fees payable to the City
pursuant to Section 9 (c) hereof.
( ii) Debt service n any Twin City Testing Bonds;
, (iii) Any Twin City Testing Area costs (except
housing replacem en ) included in the Plan and not
paid from the proc eds of Twin City Testing Bonds .
C. Debt service paym nts shall include all out of
pocket costs, such as ying agency and bond registrar
fees incurred by the ort Authority in carrying the
. Bonds, and any deposit described in Section 7 (c)A(i) ,
( ii) and ( iii ) here f and reimbursement of Port
Authority for any such payments or deposits from Port
Authority funds all for bonds in principal amounts as
provided in the Budget. For purposes of this Agreement
earnings on Tax Inc ements shall be deemed Tax
Increments and ap�li d accordingly to paragraph A
hereof except that an earnings on the Energy System
Reserves described n clause ( v) above shall be
retained therein un il the amount in the reserve
described in clause (i ) above has been fully funded in
accordance with Parag aph F hereof.
' D. Tax Increments sh 11 be appl ied for the purposes .
set forth in clauses (i) , ( ii ) , and ( iii ) of paragraph •
A above and clause ( i) of paragraph B above only to '
the extent then re uired to pay any accrued debt �
service costs an� to satisfy any other debt service
funding requirements under tne a�plica`ole Bond
resolution (or reimbu sz the Port Autnority for the use �
of other Port Auth rity funds for that purpose) ; � •
pro��ided that the deb s�rvice funding reauire�nents for
8
. � � . �� �� '����°
any Bonds other than th Existing Tax Increment Bonds
shall not be satisfi d or reimbursed out of Tax
Increments unless the E ecutive Director of the DPEP,
or his or her designe , or the City Council first
consents to the _funding requirements in the applicable
Bond resolution. Like ise, Tax Increments shall be
applied for the purposes set `forth in clauses (iv)
through (x i i) of paragra h A above and clauses (i i) and
( iii) of paragraph B ab ve only to the extent that the
purpose for which Tax I crem ents are to be applied has
ripened to a payment obligation (except that any
payments made towards t e Energy System Reserves under
clause (v) shall be hel in reserve until expended on
the Energy System impro ements. If Tax Increments are
not required to satisf any particular purpose set
forth in clauses ( i) thr ugh (xi) of paragraph A above
or clauses (i) through iii ) of paragraph B above, as
the case may be, they hall be applied to the next
succeeding purpose whi h is not then satisfied. Any
Tax Increments which a any time exceed the amounts
then required to satis y the purposes set forth in
paragraph A or B above, as the case may be, shall be
held and applied by he Port Authority for said
purposes as and whea needed and in the same order of
priority.
E. Notwithstanding any hing in this Agreement to the
contrary, the Port Aut ority reserves the right to
. � issue such other bonds nd provide other financing for
. purposes of the .Plan nd to undertake such other
improvem ents and project in the District, in addition
to thos� contained in or authorized by the Plan, as the
Port Authority deems ap ropriate , provided , however ,
such other bonds , fin ncing and improvements or
proj ects shall not e subj ect to payment or
reimbursement from Tax IncreMents or District Revenues
unless provided for in he Budget and Plan. Prior to
exercising the rights r served to the Port Authority
under this paragraoh E, for purposes of the Plan , the
Port ?�uthority shall not fy the City in writing of its
intent to exercise said rights and shall consult with
the City prior to issuin bonds or providing other such
financing .
F. The repair and replacement reserve described in
clause ( ix) of Paragra h A shall be funded in the
amount of $1�d,001B,td0Q wh ' ch shall include the aggregate
amount of payments made towards the Energy System
R�serves described in c ause (v) of Paragranh A less
9
i �0 �✓ �L���
any part thereof includin earnings spent on the in
the Energy Syster� improvem nts.
Section 8. Use of Tax Incremen s. All Tax Increments shall
vest in and be remitted directly to the Port Authority and the
Port Authority shall segregate the ax Increments so received in
one or more special accounts on it official books an3 records
to be used only in accordance wit the Plan , the Budget, the
applicable Bond resolutions , the U AG Grant Agreement and this
Agreement in accordance with the p iorities and subject to the
limitations established in Section 7 hereof.
Any remaining Tax Increments s all either be retained by the
Port Authority or a Bond Trustee, t the extent required by the
applicable Bond resolution or t is Agreement for any use
permitted above or be returned o the City to be used or
distributed in accordance with appl 'cable law.
Section 9. Administrative Expe ses. (a) The Port Authority
. shall pay to the City in 1989 the s m of $126, (3�0 due under the
� prior Energy Park Joint Powers Agre ment and in addition thereto
to the exten�t available from Energy Park Tax Increments, the sum
of $74, GIQg payable on October 1 , 1 89 ; and beginning January 1 ,
1990, and each year thereafter in q rterly installments, the sum
of $ 206 , � 80 per year payable solely from Energy Park Tax
Increments to be used to finance activities of and services
provided by the City's Departmen of Planning and Economic
Develop.ment ("DPEP") in connection ith Energy Park District, to=
wit: preparing and submitting ta increment district reports
required by statute; meeting wi h citizen groups to convey
information regarding Energy Park; assisting the U.S. Department
of Housing and Urban Developm ent ("HUD") and the U.S. Economic
Developm ent Administration ("EDA" in audit and inspection of
gzant records; drawing down and ac ounting for HUD and EDA grant
monies in accordance with federal egulations; reporting to HUD
and EDA on Enzrgy Park District n a format and according to
procedures as prescribed in feder 1 regulations ; preparing and
presenting to the City Council su h reports and information as
may be requested by the Port Autho ity.
(b) The Port Authori�y shall be entitled to charge against
� available Energy Park Tax Increm nts as provided in Section 7 � .
hereof and credit to its oper ting account in quarterly .
installments beginning January 1 , 1999 , the sum of $79, �QQ per
year until Dece;nber 31, 1991, $14B ��0 per year thereafter until �
DecemUer 31 , 1996 , and $21G , � 91 per year thereafter , as
rei:nbursament for all administrat ' ve costs incurred by the Port •
Au.thority in connection with the dministration of the District _
and not otherwisz financed out of Bond proceeds , District �
Revenues or Tax Increments . In 1989 , the annual $ 70 , 0fda
, 16
. ' . . ���� ����
administrative fee will be due in one lump sum on October 1 ,
1989 .
(c) The Port Authority shal pay to the City, but only from
available Twin City Testing Tax Increments or bond proceeds as
provided in Section 7 hereof in quarterly installments ,
beginning October 1, 1989, thz su of $75,�180 per year to be used
to finance activities of and se vices provided by the DPEP in
connection with Twin City Testi Area.
(d) In the event the amount of Tax Increments available for
payment of administrative ex�ens s in any year as provided above
is not sufficient to make full p yment of the amounts due , then
the deficiency amount shall be c rried forward and be payable in
the following year or thereafter hen Tax Increments are adeguate
to fund the deficiency in additi n to the administrative expense
due in th2 subsequent year.
Section 10. Reimbursemen of UDAG Grants. (a) The UDAG
grants shall be repaid to the Cit from available En2rgy Park Tax
Increm ents with interest at the ate of seven and one-half (7.5b)
percent acc�uing from January 1 � 1989 , in accordance with the
amortization schedule attached as Exhibit D. Payments shall
commence December 31 , 1989 and each December 31st thereafter.
Any unpaid princioal or interest shall be added to the principal
balance due effectivz as of the ate on which said unpaid amount
was du� , and the amortization schedule shall be revised to
reflect the new principal baln e and amount of principal and
_ interest payment due on the nex installment date. Fifty (54J%)
percent of the $3, 431 , 001� Energ System UDAG payment shall be
reserved for development activit ' es in the Council 46 area.
(b) Payments on account of t e UDAG grant made in accordance
with Article IV(iii) of tze articipation Agreem snt dated
November 26 , 198� and Plovember 5 , 1982 between the parties to
this ?�grzement shall not affect the amount due under paragraph
(a) above or priority of applic tion of the UDAG reimbursement
payments required under Szc�io 7 {c) , Paragraoh A, hereof. The
parties agree that the amount re. aining due on the Bonds refzrred
to in Article IV of said Partici� ation Agreem ent is $
The Port Authority agre�s to red em or otherwiss discharge said
� Bonds (or any Bonds issued to re und the same) as soon as it has
sufficient land sale and leasQ roceeds to do so , and that upon
redemption all such further la d sale and lease proceeds when
received shall be paid over to the City for reinvestment in
economic development and com:.iun ' ty develooment activities.
(c) Fifty (5�) percent of t e monies paid to the City under
Section 7. (c)A. (vii) hereof annua ly shall be placed in a Bandana
Square Loan Account up to a r�axi um of $2,0f��d,000. This Account
1
� � � � � ����'- �y��
shall be used to fund a CDBG eligible interest free loan to the
Port Authority for the paymznt of or reimbursement for the
paym ent of capital or leasehold i provements to, or to facilitate
the sale of the Bandana Square roject being Lot 7, Block 1 ,
Energy Park No. 3. The loan or oans shall be subject to such
terms as to disbursement and u e of loan proceeds , and loan
repayment as shall be incorporat d into a Loan Agreement and
related documents concluded by th se parties before disbursement
of funds from the Bandana Square Loan Account. Loan repayments
will be an annual amount equal to ten (l�d) percent of annual net
cash flow from Bandana Square pro 'ect comm encing one year after
the full funding of the loan.
Section 11. Term of A reemen ; Termination. This Agreem ent
shall continue in effect until ter inated in accordance with this
section. This Agreement may b terminated at any time by
agreem ent of the City and Port Authority, except that this
Agreement may not be terminated w ile any Bonds payable from Tax
Increments are outstanding unle s sufficient funds have been
irrevocably deposited in the deb service account or an escrow
account to_ pay debt service on th Bonds to maturity or date of
redemption.
Section 12. Distribution of Funds and Propert� on
Termination. Upon termination f this Agreement, any Tax
Increments received by the Port Au hority in excess of the amount
necessary to pay debt service on t e Bonds and to reimburse the
Port Authority in accordance with ection 8 shall be transferred
to and become the property of the City without payment of any
consideration to the Port Autho ity and all other property
acquired and held by the Port Auth rity or the City pursuant to
this Agreem ent shall be retaine by the party holding title
thereto.
Section 13. Amendments. Thi Agreement may be amended by
agreement of the City and Port Aut ority in writing at any time.
No amendm ent may impair the rights of the holders of any Bond or
Bonds unless consent is given i accordance with the Bond
covenants. .
Section 14. Severability. In the event any provision of
this Agreement shall be held inv lid or unenforceable by any
court of competent jurisdictio , such holding shall not
invalidate or render unenforceable ny other provision hereof.
IN WITNESS WHEREOF, the City f Saint Paul has caused this
Agreement to be executed on its beh lf by its Mayor , its Director
of the Department of Planning and conomic Development and its
Director of the Department of Fina ce and Management Services ;
12
� � � � � . � ����G�
and the Port Authority of t e City of Saint Paul has
caused this Agreement to be xecuted on its behalf by its
President and its Secretary and he seal of said Authority to be
hereunto affixed and duly attest d, all on the day and year first
above written.
� _
PO T AUTHORITY OF THE
CI Y OF SAINT PAUL
Pr sident
S re tary
APPROVED AS -TO FORM: C TY OF SAINT PAUL
Assistant City Attorney M yor
D rector , Department of
P anning and Economic Development
irector , Department of Finance
nd Management Services
13
� EXHIBIT A
July 17, 1989
. (,,c�t'j-��(�
ENERGY PARK LAND ACQUISITI N AND PUBLIC ZMPROVEPLNTS BUDGET
(Reflects changes requested for roposed budget amendment of - -89)
I. FI1�nNCING PLAN
.
--------------
A. Estimated sources of revenue oth r than tax .
increment or bonded indebtedness
1. Port Authority Revenues $14,083,133 •
(126,992)
2. Urban Development Action Gra t 15,513,500
(15,513,500)
3. Economic Development Ac:minis ration Grant 2,300,000
• ' ----------- 516,256,141.
3. Short Term Energy Park Revenue nds
Series 1988 . 29,500,000
Series 1989-B & 1984-K 3,420,000
. Energy Park Capital Improveme ts 777,100
� Soil Correction Costs 1,700,000
TC Tes'ting Financing 4,215,000
C. Tax Increments 31,044,815
TIF Receipts to Repay UDAG's 15,513,500
� D. Total Financing Plan S102,426,556
II. SPENDING PLAId
A. Direct Costs Estimated
Costs
Description
N.idway Athletic Facility $2,748,000
Land Acquisition , 19,171,703
Rail Relocation 165,000
• . Site Preparation 2, 644,226 '
. • • Streets/Roads 4,883,177 .
Gradinq 1,830,136
Gas Mains 50,000
Storm Sewers 6,328,090
k'ater Line 815,000 .
Sanitary Sewer 1,095, 143
E;.ergy System 20,327,298 �
ETn Winter Cooling 380,495
P.einjection 0
. , . � ���✓ i���
Rental Housinq Res. 700,000
Recreation 0
Concourse 600,000
Parking • 6,575,745
Signal/Lights 475,000
Sidewalks/Misc. 297, 100
Bike Trails " 274,100 "
Administrative 9,521,797
Eng./Design (City} � 85,000
Contingency 535,952
$79,502,962
B. Indirect Costs '
Capitalized Interest $20,474,297
Cost of Issuance . 2,449,297
522,923,s94
C. Total Direct and Indirect Prog Costs 102,426,556
� � � . ���9 i���
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, APPROPRI TIONS ANALYSZS
CHANGE RECOR.D: ENERGY PARK LnND CQUISZTION AND PU3LIC IMPROVEMENTS
Curr t Proposed
LINE ITEMS Appropr' tions Appropriation Change +�(-�
������������������������������������������� ��������1������������������������������������
A. Midway Athletic Facility 2,74 ,000 2,748,000 0
B. Land Acquisition 15,23 ,703 19,171,703 3,940,000
C. Rail Relocation 16 ,000 165,000 p
D. Site Preparation 79 ,226 2,644,226 1,850,000
E. Streets/Roads 2,29 ,057 4,883,177 2, 593,120
r. Grading 1,83 ,136 1,830,136 p
G. Gas Hains 5 ,000 50,000 0
H. Storm Sewers 6,32 ,090 6,328,090 0
I. . Water Line . 81 ,000 815,000 p
J. Sanitary Sewer 1,09 ,143 1,095,143 0
K. Energy System 10,32 ,298 20,327,298 10,000,000
L. ETA Winter Cooling 38 ,495 380,495 0
M. Reinjection 0 0 0
N. Rental Housing Res. . t2 ,000 700,000 275,000
O. Recreation 0 0 0
P. Concourse 60 ,000 600,000 0
Q. � Parking ' � 1,50 ,000 6,575,745 5,073,745
R: Sigr.als/Lighting . 10 ,000 475,000 375,000
S. Sidewalks/Misc. 20 ,000 297, 100 89, 100
T. Bike Trails 27 ,100 274,100 . 0
U. Ac.�ninistrative 2,65 ,997 9,521,797 6,861,800
V. Ca�italized Interest __ 15,97 ,297 20,474,297 4,500,000
W.- Issuance Costs 2�44 �297 ��44g�2g� �
X. Eng./Design (City) 6 ,00� 85,000 0
Y, Contingency , 53 ,452 535,952 0
-------- ----- -------------- --------------
66,86 ,791 102,426,556 35,557,765
. ���' iy� �
ENERGY PARK TAX INC FINANCING PLAN AMENDMENT
LINE ITEM ESCRIPTION
A. Midwav Athletic Facility• No ch nges proposed.
B. Land Ac uisition• The total cos of $19,171,703 reflects an increase of
$3,940,000 in tax increment fund due to the inclusion of the Z�ain
Cities Testing site in the distr ct and the need for additional project
subsidy.
C. Rail Relocation: No changes pro osed,
D. Site Preparation• The total cost of $2,644,226 reflects an increase of
$1,700,000 for additional soil c rrection costs and $150,000 for
transmission line relocation in e remaining undeveloped portions of
Energy Park.
E. Streets and Roads: The total cos of $4,883,177 reflects an increase of
$2,593,120 in tax increment funds for capital improvements to the
district's streets and roads.
F. Gradine: No changes proposed.
G. Gas Mains: No changes proposed.
H. Storm Sewers: No changes propose .
I. Water Line: No changes proposed.
J. Sanitarv Sewer: No changes propo ed.
K. Ener�y Svstem: The total cost of $20,327,298 reflects an increase of
$10,000,000 in tax increment fund for potential repair/replacement of
the energy system.
L. ETA Winter Coolin • No changes p oposed.
M. Reinjection: No changes proposed
N. Rental Housing Reserve• The tota cost of $700,000 reflects an increase
of $275,000 in tax increment fund for previously approved replacement
housing in connection with the T�a' Cities Testing expansion.
0. Recreation: No changes proposed.
P. Concourse: No changes proposed.
����� i���
Q. Parlci_n�_e: The total cost of $6,5 5,745 reflects an increase of
$3,683,133 in tax increment fund for the assumption of the remaining
debt on the North and West Banda a Square parking ramps and $1,390,612
in necessary capital improvement to those ramps.
R. Sienals and Li ng ts• The total c st of $475,000 reflects an increase of
$150,000 in tax increment funds or additional lighting in the remaining
undeveloped portions of Energy P rk and $225,000 in tax increment funds
for additional signalization.
S. Sidewalks/Miscellareous• The to al cost of $297,100 reflects an
increase of $89,100 in tax incre ent funds for additional sidewalks and
landscaping in the remaining und veloped portions of Energy Park.
T. Bike Trails: No changes propose .
U. Administrative: The total cost f $9,521,797 reflects an increase of
$6,861,800 in tax increment fund , representing the continuation of an
annual $200,000 City administrat ve fee for the life of the district, as
well as the addition of an annua Port Authority administrative fee.
V. Cavitalized Interest• The total cost of $20,474,297 reflects an
increase of $4,500,000 in tax in rement funds for additional capitalized
interest.
W. Issuance Costs• No changes prop sed.
V. Eneineering and Desi� No chan es proposed.
Y. Contingency_ No changes propose .
� . ��� /y��
TWIN CIiY TESTIN AREA LAND ACQUISITION
. , AND CAPITA II�IPROVEMENTS BUDGET
Financing needs of the T.C.T. iax Inc ement Financing District
Acquisition , $1,850,000
Demolition 160,000.
Relocation (Housing & Commer ial ) 330,000
Parking Replacement & Constr ction 500,000
Contingency 250,000
Estimated Financing Ccsts 1,050,000 '
PED Administration Fee 50,000
Replacement Housing Su�sidy 240,000
PED Admin. Housing Fee 35,000
Subtotal ' 4,465,000
Less Land Procee�+s 250,000
TOTAL �4,215,000 .
The total amount of bonded inde�tedn ss for the Twin City Testing
Redevelopment Pxoject is $4,215,000.
� � ' . EXHI6IT B L��CI� J���
ENERGY PARK TAX I�CREIENT DISTRICT
PORT AUTHORITY FISCAL & ADI�IINIS RATIVE FEES FOR PARKING RAI�7P
• BOh!DS & ANY OTHER REF NDING BONOS
Year 1983-H Total By Year
Per t4onth
�
1989 $ . 908.25 $ 10,899.00
1990 908.25 10,899.00
1991 908.25 � 10,899.00
1992 908.25 10,899.00
1993 908.25 8,174.25 (9 Months)
1993 1,167.75 3,503.25 (3 Months)
1994 1,167.75 14,013.00
� 1995 1,167.75 14,013.00
1996 1,167.75 14,013.00
1997 1�,167.75 . 14,013.00
1998 1,167.75 14,013.00
. 1999 1,167..75 14,013.00
- 2000 1,167.75 14,013.00
2001 1,167.75 14,013.00
2002 � 1,167.J5 14,013.00 .
2003 - 1,167.75 10,509.75 (9 Months)
2003 1,427.25 4,281.75 (3 Months)
2004 1,427.25 17,127.00
2005 ?,42i.25 . 17,12i.00
._ _ 200b. 1 ,427.25 17,127.00
2007 . 1,427.25 17,127.00
TOTAL ' S264,690.00
.. '� , Exhi it C
ENERGY PARK I PROVEMENTS
1. Street and Utility Repair/Rep(acement Reserve*
�80,000 in 1989 .
584,000 in 1990 �
�88,200 in 1991
592,610 in 1992
�97,240 in 1993
�102,103 in 1994 ;
�107,208 in 1995
�112,568 in 1996
�118,196 in 1997
5124,106 in 1998
5130,312 in 1999 '
5136,827 in 2000
�143,668 in 2001
�150,852 in 2002
. �7 58,394 in 2003 .
�166,314 in 2004 �
. �174,630 in 2005
5183,361 in 2006 � .
�192,530 in 2007
� � Plus an additional �150,000 in 1994
* To the extent any of the above amou ts are not spent in the year set forth,
� those amounts shall be carried forwar to the next succeeding year and each
year the�eafter.
_ . 2. - Ramp Capital Costs (amortized at the .orrowing Rate over 5 years)
� West ramp: �222,750 by the e d of 1990 ..
North ramp: a 85,250 by the e d of 1990
Issuance Costs: � 80,000 by the e d of 1990
3. Ramp Repair/Replacement Reserve
5175,489 in 1994
�223,973 in 199�
5272,241 in 2003
5330,910 in 2007 ,
. � � 4. Other Capital Costs (amortized at the B rrowing Rate over 10 years) •
�34,100 for sidewalks - .
�55,000 for landscaping
�150,000 for lighting
S�50,000 for transmission line re ocation �
S1 ;700,000 for soil correciion - .
� � �: Energy System Repair/Replacem nt Reserve �
�50,000 in 1991
�50,000 in 1992
�50,000 in 1�93
$100,D00 in 1994 -
�100,000 in 1995
. �100,000 in 1996 �
�100,000 in 1997
�1G0,000 in 1�98
� �150,000 in 1999
�w150,000 in 2004 ,
�150,000 in 2001
�150,000 in 2002
5150,000 in 2003 .
5200,OQ0 in 2004
�200,000 in 2005
�200,000 in 2006
$200,000 in 2007
f" � ' .
:tcj�:� � .
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•==�� 1.::7,724
2)�1 1,�59,?24 �
2402 1,551,1Z1 . .
�:i�3 1,5�9,?2{
:)04 1.::�.72!
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�
� ������'��
BANDANA S UARE PROJECT
LOAN GREEMENT
THIS LOAN AGREEMENT is m de and entered in this day of
August , 1989 , by and between the City of Saint Paul ( the
"Lender") , and the Port Autho ity of the City of Saint Paul (the
"Borrower") .
RE ITALS
1. Borrower has asssu ed the operation of the Bandana
Square project (the "Project ) in the Energy Park Development
District under terms of a Se tlement Agreement dated April 28,
1989, with Amherst H. Wilde Foundation, A.H.W. Corporation,
Holcomb Corporation and Ken rick Limited Partnership and is
undertaking activities to revitalize the Project thereby
increasing its revenues, incl ding the improvement and lease of
additional sDace.
2. The Project will p ovide for job opportunities for
persons of low and moderate i come by retention of existing jobs
and creation of new jobs.
3. The Borrower has requ sted financial assistance from the
UDAG Revolving Loan Fund ad inistered for the Lender by the
Housing and Redevelopment Au hority of the City of Saint Paul ,
Minnesota ("HRA") to carry aut these revitalization activities in
the Project.
4. The Lender is willin to undertake financing assistance
for the Project in accordanc with the terms and conditions of
this Loan Agree�nent including execution of a Promissory Note.
A TICLE I
Representati ns and Warranties
Section 1.�J1. Representations and Warranties. The Borrower
represents and warrants as fo lows :
(a) The Borrower is a ublic body corporate and politic,
validly existing and in ood standing under the laws of the
State of Minnesota , nd has all requisite power and
authority to own and ope ate the Project, and to execute and
deliver and to perform 11 of its obligations under this
Agreem ent, and the Not and the execution and delivery
1
�
� C���'�V �`�G�
thereof and the carr ing out of the transactions
contemplated thereby wi 1 not violate, conflict with or
constitute a default und r the terms of Minnesota Statutes
Chapter 469 and under an note, bond, debenture or other
evidence of indebtedness r any contract, loan agreem ent or
lease to which Borrower i a party or to which the Property
is subject, or violate a y law, regulation or order of the
United States or the S ate of Minnesota or agency or
political subdivision thereof , or any court order or
judgment in any oroceedin to which the Borrower is or was a
party or by which any o her property of the Borrower is
bound.
(b) The execution, deliv ey and performance by the Borrower
of this Agreement and th Note have been duly authorized by
the Borrower .
(c) This Agreem ent const tutes, and the Note when delivered
hereunder , will const ' tute legal , valid and binding
obligations of the Bo rower , enforceable against the
Borrower in accordance with their respective terms .
(d) The Project, during both construction and the time of
completion, and the co templated use thereof, will not
violate any applicable zoning or use statute, ordinance,
building code, rule or regulation, or any covenant or
agreem ent of record. he Borrower agrees that it will
furnish from timz to ti e such satisfactory evidence with
respect thereto as may b required by the Lender . -
(e) Any and all financ ' al statements heretofore delivered
to the Lender by the Bo rower are true and correct in all
material respects , hav been prepared in accordance with
generally accepted acco nting practice, and fairly present
the financial condition of the subject thereof as of the
respective dates thereof No materially adverse change has
occurred in the financia conditions reflected therein since
the respective dates th reof and no additional borrowings
have been made by the B rrower since the date thereof other
than the borrowing co tem plated hereby and otherwise
approved by the Lender. None of the aforesaid financial
statem ents or any certi icate or statement furnished to the
Lender by or on behalf f the Borrower in connection with
the transactions cont m plated hereby, and none of the
representations and war anties in this Agreement, contains
any untrue statement of a material fact or omits to state a
material fact necessar in order to make the statements
contained therein or he ein not misleading. To the best of
the kno wledge of the orrower, there is no fact which
materially adversely a fects or in the future (so far as
2
-}...,,----._,......_._.r_, . ;-�--•:...�...r,. :.,..,. _._,,.,,. _...
� ���=i���
the Borrower can now fore ee) may materially adversely
affect the business or prosp cts or condition (financial or
other) of the Borrower or i s properties or assets , which
has not been set forth he ein or in a certificate or
statement furnished to the Le der by the Borrower .
(f) There are no actions, s its, or proceedings pending or
to the :{nowledge of Borr wer threatened , against or
affecting it or the Property or involving the validity or
enforceability of the Mortg ge or the priority of the lien
thereof, at law or in equi y, except actions , suits and
proceedings fully covered by insurance; and Borrower is not
in default with respect to any order , writ, injunction,
decree or demand of any court or any governmental authority.
(g) No Event of Default ( s hereinafter defined) has
occurred and is continuing as of the date hereof and no
event has occurred and is con inuing which would be an Event
of Default hereunder were it not for any grace period
specified herein or which wo ld become an Event of Default
if notice thereof were given o Lender .
Section 1.02. Affirmative C venants. The Borrower agrees
that:
(a) The Borrower will use ts best efforts require each
Contractor to comply with all rules, regulations, ordinances
and laws bearing on its condu t of work on the Project.
(b) The Borrower will provi e and maintain at all times
until the Loan is paid in ful (and from time to time at the
request of the Lender, furnis copies of in force policies) :
( i ) Comprehensive g neral liability insurance
( including operations) pon the Project with limits
acceptable to the Lender , and which names the Lender
as an additional insured; and
(ii) Insurance against 1 ss by fire, extended coverage
perils , vandalism , mali ious mischief and such other
hazards as prudent owners of first class
commercial/retail/office roperty in the City.
The policies of insuranc required pursuant to clauses
( i) and ( ii) above shall be in form and content
satisfactory to the Len er and shall be placed with
financially sound and re utable insurers licensed to
transact business in t e State of Minnesota. The
policy of insurance ref rred to in clause ( i) above
shall contain an agreeme t of the insurer to give not
3
C����i��G
less than thirty ( 0) days' advance written notice to
the Lender in the vent of cancallation of such policy
or change affec ing the coverage thereunder .
Acceptance of insur nce policies referred to in clauses
( i ) and ( ii ) abov shall not bar the Lender from
requiring additio al insurance which it reasonably
deems necessary.
(c) The Borrower sha 1 maintain accurate and complete
books, accounts, and re ords pertaining to the Pro�erty and
the Project. The �orrow r will permit the Lender, acting by
and through its officer , employees and agents, to examine
during norm al working h urs, all books, records, contracts,
plans , drawings, permi s , bills and statements of account
pertaining to the Projec and to make extracts therefrom and
copies thereof.
(d) The Borrower will urnish to the Lender within 90 days
after the end of the orrower's fiscal year, unaudited
financial statem ents of the Borrower for such year setting
forth in com parative orrn the figures for the previous
fiscal year , all in r asonable detail and prepared by a
certified public accoun ant selected by the chief financial
officer of the Borr wer and acceotable to Lender ,
accompanied by a cert ' ficate of the Borrower that such
statement is true and c rrect; and as soon as possible and
in any event within s ven days after the Borrower has
obtained knowledge of the occurrence of each Event of
Default or each event hich with the giving of notice or
lapse of time or both w uld constitute an Event of Default,
which is continuing o the date of such statement, the
statem ent of the chief financial officer of the Borrower
setting forth details o such event of default or event and
the action which the Bo rower proposes to take with respect
thereto.
(e) Borrower shall pay, r cause to be paid, all real estate
taxes on the Project prior to the attachment of penalties
with respect thereto an installment of special assessments
payable therewith, and insurance premiums with respect to
the insurance required be maintained by the Borrower, and
utility charges incurre by the Borrower prior to or during
the term of this Ag eement , except if such taxes ,
assessments or premiums are being contested in good faith by
appropriate proceedings provided, however, that the right
of the Borrower to cont st such taxes and assessments shall
only constitute an agr ement between the Lender and the
Borrower and, withou limiting the generality of the
foregoing , nothing contained herein shall constitute an
agreement by or the con ent to the non=payment of any such
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taxes or assessments , whe her or not the same are being so
contested.
(f) Borrower shall appl proceeds of the Loan only for
Community Development B1 ck Grant Program (CDBG) eligible
activities as the same are defined in Title 24 CFR Part 57C1,
and shall reguire of each nant in the Project with whom it
enters or renews a lease , that such tenant enter into with
the Lender First Source Ag eement substantially in form of
Exhibit A attached hereto . �
Section 1.03. Negati-�e ovenants. The Borrower agrees
that, without the prior writt n consent of the Lender , it will
not:
(a) Grant a security int rest in the Project or any part
thereof or create or permi to be created or allow to exist
any m ortgage, encumbrance or other lien uopn the Property,
except a first mortgage in favor of MWF Mortgage Corporation
(hereafter "First Mortga e") in the amount of $5 ,400, 00fd,
securing a construction an permanent loan for the Project.
(b) Except for leases of ffice or comm ercial space in the
Project, lease, sell, tran fer, convey, assign, or otherwise
transfer all or any part f the interest of the Borrower in
the Property, or sell, t ansfer or convey a controlling
interest in the Borrower, without the prior written consent
of Lender. A controllin interest in the Borrower shall
mean 50% or more of the outstanding partnership shares or
interests in the Borrowe . Consent shall not be required
when the transfer of a co trolling interest is caused by the
death or incompetency of a partner.
(c) Create or permit to be created or allow to exist any
lien, charge or encumbran e, except the lien of general real
estate taxes and pending nd special assessm ents not yet due
and payable, or except li ns, unperfected m echanics' liens,
charges or encumbrances w ich are being diligently contested
in good faith by appropri te proceedings, or except liens or
encum brances agreed to and accepted in writing by the
Lender .
A�T CLE II
Loan; and L an Fund Account
Section 2.�J1. Loan. T e Lender agrees to lend to the
Borrower from the Loan Fund d scribed in Section 2.02 hereof on
the terms and conditions set f rth herein, the sum of $2,0010,gfd�,
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or such lesser amount as may e advanced pursuant to the terms
hereof (the "Loan" or "Loan Proceeds") . The Loan shall be
interest free.
Section 2.02. Loan Fund Account. Monies received by the
Lender pursuant to provision of Section 101 (e) of the Restated
Joint Powers Agreement For t e Administration, Operation and
Financing of the Energy Pa k and Twin City Testing Area
Developments And Tax Increme t Financing District of even date
herewith between the Lender an the Borrower shall be placed in a
Loan Fund Account and shall be used exclusively to fund the Loan.
Lender shall have no obligation to fund the Loan from sources
other than this Account. Adva ces shall be made by the Lender on
request of the Borrower to the extent there are funds in the Loan
Fund Account sufficient to over the amount of the Advance
requested and in the event 'Bo rower has met the conditions set
forth in Sections 3. �1 and 3 . fd hereof.
ART CLE III
Conditions of Loan Proce ds; Advances; Disbursements
Section 3.01. Condition recedent to Initial Advance. The
obligation of the Lender to dvance the loan proceeds shall be
subject to the condition prece ent that the Borrower shall be in
compliance with the condition contained in Section 3.02 and the
further condition precedent t at the Lender shall have received
on or before the date of t e initial Advance hereunder the
following:
(a) The Note executed b the Borrawer;
(b) A proforma state ent of the uses of each such
disbursement in form and etail acceptable to the Lender;
(c) If applicable, a Fi st Source Agreement or Agreements
with the tenant or tenan s for whom space is being improved;
(d) Copies of the polic or insurance certificates of the
comprehensive general li bility insurance and certificates
of the property insuran coverages required under Section
1.02 (b) hereof, with al such insurance in full force and
effect and approved by t e Lender , naming the Lender as an
additional insured .
Section 3.P12. Further C nditions Precedent to All Advances.
The obligation of the Lende to make each subsequent Advance
shall be subject to the con ition precedent that the Borrower
shall be in compliance with 11 conditions set forth in Section
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3.411 , and the further condition precedent that on the date of
such Advance:
(a) No Event of Default h reunder or event which would
constitute such an Event of efault but for the requirem ent
that notice be given or t at a period of grace or time
elapse, shall have occurr d and be continuing and all
representations and warra ties made by the Borrower in
Article I shall continue to be true and correct as of the
date of such Advance.
(b) If required by the ender , the Lender shall be
furnished with a statemen of the Borrower and of any
Contractor , in form and su stance required by the Lender ,
setting forth the names , a dresses and amounts due or to
become due as well as the a ounts previously paid to every
Contractor , subcontractor, person, firm or corporation
furnishing materials or per orming labor �ntering into the
construction of any part of he Project.
(c) The Borrower shall ha e provided to the Lender such
evidence of com pliance with all of the provisions of this
Agreement as the L�nder may easonably request .
Section 3.03. No Waiver. T e making of any Advance pr ior
to fulfullm ent of any condition t ereof shall not be construed as
a waiver of such condition, and t e Lender reserves the right to
require fulfillment of any and all such conditions prior to
making any subsequent Advances.
Section 3.04. Disbursemen s. Borrower shall be solely
responsible for disbursem�nt of Loan Advances.
ARTICLE IV
Repa nt
Section 4.f�1. Repayment Sche ule. Borrower shall repay the
_ loan from the net cash flow of th Project. Borrower shall make
annual payments equal to ten (100) percent of net cash flow from
the Bandana Square Project. The Project is located. in Ramsey
County, Minnesota , on groperty described as Lot 7, Block 1 ,
Energy Park No. 3 according to t e plat thereof on file in the
office of the Ramsey County Rec rder. Payments shall be due ,
together with an unaudited financial statement within 30 days of
the end of the Project's fiscal ye r. Payments shll comm ence for
the year in which the Loan is full funded.
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Section 4.02. Net Cash Flow. Net cash flow shall mean the
cash received for Bandana Square Project from all sources (other
than Borrower' s investm ent) dur ' ng a fiscal year less cash
disbursem ents of every kind mad during such fiscal year for
Bandana Square Project excluding debt service funded from tax
increments generated in Energy ark Tax Increment District ,
excluding lease up , marketing and improvement costs , and
excluding disbursements or debit to the Borrower of any kind
unless specifically approved by th Lender .
Section 4.03. Term. Notwi hstanding Section 4.Q�1 , the
entire unpaid balance of the Loan shall be due upon the sale of
the Project.
ARTICL V
Events of Default and ights and Remedies
Section 5.01. Events of De ault. Each of the following
shall constitute an Event of Defau t:
(a) The Borrower shall fail o pay, when due, principal of
the Notz and such failure sha 1 continue for a period of ten
calendar days after written notice has been given by the
Lender to the Borrower;
(b) The Borrower shall fail d ly to observe or perform, any
of the other terms , conditi ns , covenants or agreements
required to be observed or perform ed by the Borrower
hereunder , and such failure hall continue for a period of
3�! calendar days after writt n notice of such failure has
been given by the Lender to t Borrower;
(c) Any representation or w rranty made by the Borro wer
herein or in any financial st tem ent, certificate, report or
Advance Request furnished pur uant to this Agreement or in
order to induce the Lender t make any Advance hereunder
shall prove to have been untrue in any material respect or
materially misleading as of t e time such representation or
warranty was made;
(d) The Borrower shall be in default under or in breach of
any of the covenants contain in Bond Indenture for which
the Project is security and su h default or breach shall not
be cured or waived within the eriod or periods of grace, if
any, applicable thereto;
(e) The Project is materiall damaged or destroyed by fire
or other casualty and the los , in the reasonable judgment
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of the Lender , is not dequately covered by insurance
actually collected or in t e process of collection;
(f) Execution shall have been levied against the Property
or any other property sub ' ect to the Mortgage or any lien
creditor' s suit to enforc a judgment against the Property
or such other property hall have been brought and ( in
either case) shall conti ue unstayed and in effect for a
period of more than 1� con ecutive calendar days;
(g) The Borrower sha11 m ke an assignment for the benefit
of its creditors, or shall admit in writing its inability to
pay its debts as they be ome due, or shall file or have
filed against it a pet tion under the United States
Bankruptcy Code, or shall eek or consent to or acquiesce in
the appointm ent of any tr stee, receiver or liquidator of
any material part of its p operties or of the Property or of
the Project , or shall ot , within 30 days after the
appointm ent (without its consent or acquiescence) of a
trustee, receiver or liqui ator of any material part of its
properties or of the Prop rty or of any Project, have such
appointment vacated.
Section S.g2. R_. ights and emedies. Upon the occurrence of
an Event of Default the Lender ay, at its option, exercise any
and all of the following rig ts and remedies (and any other
rights and remedies available t it) :
(a) The Lender may termi ate the Loan and this Agreement,
and refrain from making any further Advances of Loan
Proceeds.
(b) The Lender may, by ritten notice to the Borrower ,
declare immediately due an payable all unpaid principal of
the Note and the same shal thereupon be immediately due and
payable without presentm en or other dem and, protest, notice
of dishonor or any other otice of any kind , all of which
are hereby expressly waiv d, provided , however , that upon
the filing of a petition com m encing a case naming the
Borrower as debtor under t e United States Bankruptcy Code,
the principal of the Note shall be autom atically due and
payable without any notic to or demand on the Borrower or
any other party.
,. �.. _. ..v,.,_. _.._ ._, . _. ...__._.
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ARTI LE VI
Miscel aneous
Section 6.fd1 . Indemnif ' cation by the Borrower. The
Borrower shall bear all loss, e pense (including attorneys' fees)
and damage in connection with, nd agrees to indemnify and hold
harmless the Lender, its agents, servants and employees, because
of bodily injuries , including death at any time resulting
therefrom , and /or because of d mages to property of the Lender
or others ( including loss of u e) from any cause whatsoever ,
arising out of , incidental t , or in connection with the
construction of the Project, w ether or not d ue to any act or
omission or commission, includin negligence of the Borrower or
any Contractor of his or their em loyees, servants or agents, and
whether or not due to any act o omission or commission of the
Lender , its employees, servan s or agents. The Borrower's
liability hereunder shall not be limited to the extent of
insurance carried by or provide by the Borrower or subject to
any exclusions from coverage ' n any insurance policy. The
obligations of the Borrower under this Section shall survive the
payment of the Note.
Section 6.02. Fees. Wheth r or not any Advance shall be
made hereunder , the Borrower agr es to pay all appraisal fees,
survey feees, recording fees , lic nse and permit fees and title
insurance and other insurance pre iums, and agrees to reimburse
the Lender upon dem and for all re sonable out-of-pocket expenses
actually incurred by the Lender in connection with this Agreement
or in connection with the trans ctions contemplated by this
Agreem ent, including, but not limited to, any and all reasonable
legal expenses and attorneys' fees sustained by the Lender in the
exercise of any right or rem edy available to it under this
Agreement or otherwise by law or e uity.
Section 6.03. Addresses for Notices. All notices to be
given by either party to the other hereunder shall be in writing
and deemed to have been given whe delivered personally or when
deposited in the United States m il , registered or certified
postage prepaid , addressed as follo s :
(a) To the Borrower at:
19P10 Landmark Towers
Saint Paul , Minnesot 55102
Attn: Executive Dir ctor
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(b) To the Lender t:
Department of lanning and
Economic Develo ment
25 West Fourth treet
Saint Paul , Mn. 55102
Attn : Departane t Director
or addressed to any such par y at such other address as such
party shall hereafter furnish y notice to the other party. �
Section 6.PJ4. Time of Es ence. Time is of the essence in
the performance of this Agreeme t.
Section 6. �5. Binding Effect and Assignment. This
Agreement shall be binding upo and inure to the benefit of the
Borrower and the Lender and heir respective successors and
assigns, except that the Borro w r may not transfer or assign its
rights hereur.der without the pr 'or written consent of the Lender .
Section 6.06. Waivers. o waiver by the Lender of any
default hereunder shall operate as a waiver of any other default
or of the same default on a fu ure occasion. No delay on the
part of the Lender in exerisin any right or remedy hereunder
shall operate as a waiver the eof, nor shall any single or
partial exercise of any right or remedy preclude other or future
exercise thereof or the exercise of any other right or remedy.
Section 6.fd7. The Lender's emedies Cumulative. The rights
and rem edies hereby specified are cumulative and not exclusive of
any rights or remedies which the ender would otherwise have.
Section 6.�8. Governing L w and Entire Agreement. This
Agreement an� the Note issued hereunder shall be governed by the
laws of the State of Minnesota. This Agreem ent contains the
entire agree�ent of the parties n the matters covezed herein.
No other agre�ment, statement or romise made by any party or by
any em ployee, officer , or agen of any party that is not in
writinq and signed by all the par ies to this Agreement shall be
binding .
Section 5.09. Counterparts, his Agreem ent may be executed
in any number of counterparts , ea h of which, when so executed
and delivered, shall be an origina , but such counterparts shall
together constitute one and the sa e instrument.
Section 6.10. Inconsistency. In the event that any of the
terms and provisions of this Agree ent are inconsistent with any
of the terms and provisions of th Note or Mortgage, the terms
and provisions of this Agreement sh 11 govern.
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ARTICL VII
Condemnation and ndemnification
Section 7.01. Condemnation. Borrower hereby irrevocably
assigns to Lender all right, tit e and interest of Borrower in
the proceeds of any award , comp nsation, or damages payable in
connection with any such conde nation, to the extent of any
outstanding principal balance of he Loan .
Section 7.g2, Ind�mnific tion. Borrower will defend,
indem nify and hold harmless t e Lender , and its officers ,
employees and agents , from an against all suits, actions,
liabilities, losses , damages , osts and expenses (including
attorneys' f�es and expenses) , c aims, demands and judgments of
any nature (except those which ma have resulted from the acts or
actions of Lender , its employees , or agents in the event Lender
retakes posszssion of the Project arising from:
(a) Alleged or actual inj ry or death, or any person or
persons, or alleged or actual damage to property in or upon
the Project or Property, or growing out of or connected in
any way with the use, condi ion or occupancy of all or any
portion of the Project or Pr perty;
(b) Violation of any agr ement, warranty, covenant or
condition of this Loan Agree ent;
(c) Violation of any contr ct, agreem ent or restriction by
Borrower relating to the Pro 'ect or Property;
(d) Violation of any law, rdinance, regulation, license ,
permit or any order affectin the Project or Property or the
ownership, occupancy or use hereof;
(e) Defective, improper or inadequate workmanship or
materials used in connectio with or related to the Project
or Property; and
(f) Acts or omissions of B rrower or any of its partners ,
agents, employees or license s.
ARTICLE VIII
Employment equirements
Section 8. f�1. First Sour e. Borrower hereby agrees to
require its contractor and all subcontractors on any Project
1
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improvement to seek the referral of unemployed , econom ically--
disadvantaged City residents f r work on the Project from the
Saint Paul Employment and Train ng Center. The goal shall be
2�% of the total work force, whi h Borrower agrees to make a good
faith effort to achieve, with a minimum of 5� required for
compliance. The procedures to b followed in order to establish
a good faith effort to meet sai goal are outlined in Exhibit B,
"Employment and Training," atta h�d to this Agreement and fully
incorporated herein. In the ev nt of any inconsistency between
this section and Exhibit B, this szction shall control .
Section 8.fd2. Affirmative Action. Borrower hereby agrees
(a) to avoid and to require its ontractors and subcontractors to
avoid all discriminatory practi es prohibited by section 183.fD3-
�183.�32 of the Saint Paul Legi lative Code, and (b) to comply
with the affirmative require ents in employment provided by
section 183.04 of the Saint Paul Legislative Code. The goals for
affirmative action shall be t have in the total project work
force 15s Minority laborers , 6 o Minority skilled craft, and 4s
Female laborers/skilled craft combined , which goals Borrower
agrees to make a good faith eff rt to achieve; but with a minimum
of 10% Minority and Female labo ers combined and a minim um of 4%
Minority and Female skilled cra t combined. The procedures to be
followed in order to establis a good faith effort to meet said
goals are outlinea in Exh bit C, "Contract Compliance
Specifications" , attached to this Agreement and fully
incorporated herein. In the e ent of any inconsistency between
this section and Exhibit C, thi section shall control .
Section 8.P13. Minimum W es. Borrower hereby agrees to
require its Contractor and all subcontractors to comply with the
minimum wage and labor stan ards requirements contained in
Exhibit D, "Labor Standards", hich is attached hereto and fully
incorporated herein.
Section 8.�4. Targeted usiness Program. Borrower hereby
agrees to require its Contr ctors and all subcontractors to
com ply with the Targeted Busi ess Program goals and requirem ents
as set forth in Exhibit E, "T rgeted Business Program," which is
attached hereto and fully inco porated herein.
Section 8. fd5. Pre=Co struction Conference. It is a
condition of the Agreem ent t at the Borrower m ust require its
Contractor on any Project improvement financed with Loan
Proceeds and all then-known subcontractors to attend , and the
Borrower must also attend a pre=construction conference
conducted by the City staff. These conferences are held for the
benefit and information of 11 participating contractors and
attendance is a required con ition. Each area of compliance is
reviewed by the appropriate City staff inember and forms are
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distributed for documentation and reporting. City staff will
explain the docum entation at t is time and will provide ongoing
technical assistance in an effo t to keep the report requirem ents
up to date.
IN WITNESS WHEREOF, the parties have caused this Loan
Agreement to be executed by th ir respective officers thereunto
duly authorized as of the day a d year first above written.
APPROVED AS TO FORM: C TY OF SAINT PAUL
B
Assistant City Attorney Mayor
B
Director, Department of Planning
and Economic Development
B
Director , Department of Director, Department of Finance
Human Rights and Management Services
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