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Home My WebLink About09.25.06 EDA Packet City of Farmington 325 Oak Street rgton, MN 55024 A Proud Past - A Promising Future Committed to Providing High Quality, Timely and Responsive Service to All of our Customers AGENDA ECONOMIC DEVELOPMENT AUTHORITY September 25, 2006 - 7:00 p.m. City Council Chambers, City Hall Members 1. Call Meeting to Order Todd Arey 2. Pledge of Allegiance (Chair) Paul Hardt 3. Approve Agenda CA~d pcuJ (Vice Chair) 4. Citizens Comments Yvonne Flaherty PcwJ/ OCW1~ 5. Consent Agenda Erik Starkman a. Bills Chad Collignon b. August 28, 2006 Minutes . 6. \ Christy Jo Fogarty Public Hearings (None) ~ City Council 7. UOflnishedBUSin"S~ (?~ \ / 0 "'-^.ll David McKnight 305 3rd Street Former Liquor Store Building] (see attached) City Council Exchange Bank Building (see attached) Mission Statement (see attached) Peter Herlofsky City Administrator 8. New Business Workshop Date [October 9,2006] (see attached) "Bioscience Zones" (see attached) City Staff Reoresentatives Tina Hansmeier Economic Development Specialist 9. City Staff Reports to.Adjourn UvLeL/ p~ g g..it{ Kevin Carroll Connnunity Development Director 325 Oak Street Farmington, MN 55024 Phone: 651.463.7111 .ntemet: www.ci.farminlrton.mn.us K:\HRA-EDA \Board Agendas (2006)\092506 EDA Agenda - new format.doc City of Farmington 325 Oak Street rgton, MN 55024 A Proud Past - A Promising Future Committed to Providing High Quality, Timely and Responsive Service to All of our Customers AGENDA ECONOMIC DEVELOPMENT AUTHORITY September 25, 2006 - 7:00 p.m. City Council Chambers, City Hall Members 1. Call Meeting to Order 2. Pledge of Allegiance Todd Arey ( Chair) Paul Hardt (Vice Chair) 3. Approve Agenda 4. Citizens Comments Yvonne Flaherty Erik Starkman 5. Consent Agenda a. Bills b. August 28, 2006 Minutes Chad Collignon . Christy Jo Fogarty City Council 6. Public Hearings (None) David McKnight City Council 7. Unfinished Business 305 3rd Street [Former Liquor Store Building] (see attached) Exchange Bank Building (see attached) Mission Statement (see attached) Peter Herlofsky City Administrator 8. New Business Workshop Date [October 9,2006] (see attached) "Bioscience Zones" (see attached) City Staff Reoresentatives Kevin Carroll Connnunity Development Director 9. City Staff Reports Tina Hansmeier Economic Development Specialist 10. Adjourn 325 Oak Street Farmington, MN 55024 Phone: 651.463.7111 .Internet: www.ci.farmington.mn.us K:\HRA-EDA\Board Agendas (2006)\092506 EDA Agenda - new format.doc . l DATE ~ I 08/17/2006 08/15/2006 08/31/2006 08/31/2006 09/05/2006 09/05/2006 . . INVOICE LIST FOR EDA MEETING AUGUST 28, 2006 AT 7:00 p.m. t l $ $ $ $ $ $ DESCRIPTION MN ENERGY - 305 3RD ST XCEL ENERGY - 305 3RD ST CAMPBELL KNUTSON CAMPBELL KNUTSON MN ENERGY - 305 3RD ST XCEL ENERGY -142 ELM ST Page 1 $ AMOUNT f 4.17 26.79 1,168.50 135.00 14.91 7.91 $ 1,357.28 lAPPROVAq jWINNESOl{ fitf!~fY ~logg<bO q A WPS Resources Company Helpful Information Customers may register inquiries or complaints by writing to P.O. Box 2176, Scotlsbluff, NE 69363, or by calling Customer Service at 800-889-9508. If you smell natural gas, leave the premises immediately and call Minnesota Energy Resources at 800-889-4970. For more safety information, visit www.minnesotaenerQvresources.com. or call 800-889-9508. To request a customer information booklet summarizing our service rules and regulations, email minnesotaenerovresources@alldata.net or call 800-889-9508. Delinquent amounts in excess of $10 are subject to a late payment charge of 1.5% monthly (18% annually) or $1.00, whichever is greater. The Customer Charge covers part of the fixed costs of delivering your natural gas, regardless of your gas usage. PGA - Your bill may include an adjustment or rate change due to the cost of purchasing natural gas from suppliers. The charge will appear as PGA, for "purchased gas adjustment". PO BOX 455 ROSEMOUNT, MN 55068-0455 24 hour Customer Service call 24 hour Emergency Service call www.minnesotaenergyresources.com 800-889-9508 800-889-4970 /i6TN MbI~J1CIP.~ bJQblORS .305 3/\d 5;t: Account Number: Amount Now Due: Billing Date: Auto Bank Transfer 4076048-0 $4.17 08/17/06 09/07/06 Previous Account Balance Payments Received Prev Utility Due Prev other Due Prev Tax Due Previous Balance Due Fees/Adjustments Current Charges Gas Tax Total This Bill New Account Balance $5.28 CR .00 14.00 .00 .91 5.28 CR .00 9.45 $4.17 $4.17 ATION :Ad$1J~. $ $ ................. u...... u.. un..._ _... u.... n......._.... _ _....... _ _. _._' un... ono.. no"' u.. _........ _............ ............._.......... u__. _nO_ nO... .OU n__._.. u.. __ n._ n _on n" n....._ 0__'"0 __ u.n ".n......u . -- - .... . .-. -- -..- -- _. -" - .-.. ..... . .. . ..- .. -. ..-. _. --- -. - - - - - - - - - -- - - - -.- - --. - -- ._- -- - -. ~- - - See back for billing details. Detach and mail this portion with your payment. Bring entire bill if paying in person. . Account Number 4076048-0 Automatic Bank Transfer I want to support the HeatShare program, which helps pay energy expenses for those in need. My monthly gift will be: $ Other 0 $5 0 $10 0 $20 00094!S '" 112 1 OOOS! O!172006 20060!1 WP5 KH 1 P6 5 & r<~.:ti ~ FGTN MUNICIPAL LIQUORS 325 OAK ST FARMINGTON, MN 55024-1374 1,1,1"1.1,11",,,1.1.1,,1..,11,.11 ,1,.,1,1.,1,,1,1,1,1.,,1,11 Place an 'X in the box if D you included information on the back MINNESOTA ENERGY RESOURCES CORPORATION PO BOX 659795 SAN ANTONIO, TX 78265-9795 . 11".11..1..,1.1.11.,.1.1,1.1..1,..11.1...1.1.1.1.,.1.1,1..1.1 00000407604B09 00000000 000001036 (l Xcel Energy. ~J1ern States Power Company Please Return This Portion . With Your Payment :::::::XijijM'~~ijij@:rt~~W~:::!:::; @:::~!W:Wl~!@.rnfffl:'::::: :::::!:;tl@lM!lij9W~wM{:::::: !::::!!:::::!!~!!lmifflijtm~@!M!!:~!~:::!!:::!: 51 -4874008-3 09/1 2/2006 $1 ,688.1 1 Auto Pay 0 0 N ot Tha nk You ! Retu rn -(3::1 o03g + q lit)- P.O. BOX 9477 MPLS, MN 55484-9477 AT 01 060257 645078249 A**3DGT 1.1.1..1.1.11.....1.1.1..1.11111111.111.1.1..1..1.1.1.111.1.11 FARMINGTON CITY OF 325 OAK ST FARMINGTON MN 55024-1374 51091206"48740083"0000016881100000168811 Questions: Call Please Call: (800) 481-4700 Hearing Impaired: (800) 895-4949 Fax: (8001311-0050 Activity Summary Date of Bill Number of Payments Received Statement Number Detach and Retain This Portion For Your Records or write to us at: Northern States Power Company PO BOX 8 EAU CLAIRE WI 54702-0008 Aug 15,2006 1 79620790 Previous Balance Total Amount of Payments Balance Forward +Current Charges Current Balance - = - - - - - - $1,456.43 - - $1.456.43 CR - - $0.00 - $1.688.11 - - $1,688.11 - - - - .emise Summary Premise Number 303533111 303977265 g~66 DATE : ')( NEW LIQUOR STORE Premise Identifier Premise Descriptor Total Current Bill AP AUTHORIZATION i XceIEnergy" FARMINGTON CITY OF 325 OAK ST FARMINGTON MN 55024-1374 :::::~:~I.I!~II~!::::!. :::!::::I;~,IIt,~II:I:!!!!:::: 09/1 2/2006 $1,688.1 1 Statement Date: 08/15/06 ~~~; ~~~i~~t~~t~~~~oAa~~rl~~8f9r~~~1~m~~l.~n institution and immediately credited. . Statement # 79620790 See back of bill for more information. Page 1 of3 Account#: 51-4874008-3 - City of Farmington Page: 2 August 31, 2006 Account # 1852G PREVIOUS BALANCE FEES EXPENSES CREDITS PAYMENTS 1852-024 RE: ASH STREET EASEMENTS SERVICES RENDERED TO DATE: 36.00 144.00 144.00 0.00 -36.00 1852-030 RE: EDA/JOSEPH M. HEINEN (CONTRACT FOR PRIVATE DEVELOPMENT) SERVICES RENDERED TO DATE: 945.00 1,102.50 66.00 0.00 -945.00 1852-033 RE: ISD #192 (NEW SCHOOL) - PASS-THROUGH SERVICES RENDERED TO DATE: 112.50 1,012.50 0.00 0.00 -112.50 1852-034 RE: FLAGSTAFF AVENUE IMPROVEMENTS (lSD NO. 192) SERVICES RENDERED TO DATE: 0.00 72.00 120.00 0.00 0.00 1852-999 RE: PROSECUTION MATTERS SERVICES RENDERED TO DATE: 5,211.77 6,000.00 368.24 0.00 -5,211.77 12,827.78 16,012.00 843.68 0.00 -12,827.78 Amounts due over 30 days will be subject to a finance charge of .5% per month (or an annual rate of 6%). Minimum charge - 50 cents. . BALANCE L{tOSI tJ./03 $288.00 WC(J, "Lf 03 $1,168.50 l/&;OO~~lfb3 $1,012.50 4:QOL/,WD3 $192.00 . "1050, (aLtO?> $6,368.24 $16,855.68 . CAMPBELL KNUTSON Professional Association Attorneys at Law Federal Tax 1.0. #41-1562130 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452-5000 City of Farmington Attention: Ms. Robin Roland Finance Director 325 Oak Street Farmington MN 55024 Page: 1 August 31, 2006 Account # 1852-030G 5 RE: EDNJOSEPH M. HEINEN (CONTRACT FOR PRIVATE DEVELOPMENT) SERVICES RENDERED TO DATE: HOURS 08/01/2006 AMP Telephone call from Kevin re: changes to Agreement; . review Agreement; telephone call to Kevin; e-mails to and from Kevin. 0.70 94.50 08/03/2006 CJH Fax from Dakota County Abstract; telephone conference with Dakota County Abstract; review title commitment from Dakota County Abstract; telephone message to Jim Anderson at Dakota County Abstract; telephone conference with Jim Anderson. 0.40 36.00 08/07/2006 CJH Review title commitment and accompanying documents; scan and email title commitment to Kevin Carroll; telephone messages to Kevin Carroll. 0.80 72.00 08/14/2006 AMP Telephone call from developer's engineer re: easement. 0.20 27.00 CJH Telephone message from John Benner at James R. Hills re: steps easement; telephone message to John Benner. 0.20- 18.00 08/15/2006 AMP Telephone call from Kevin re: closing; closing preparation; telephone call from Kevin; telephone call to Ken Larson . re: environmental issues; telephone call from Kevin. 1.30 175.50 CJH Email to Dakota County Abstract re: recording information c----.. ~:.~ CAMPBELL KNUTSON Professional Association Attorneys at Law Federal Tax I.D. #41-1562130 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452-5000 City of Farmington Attention: Ms. Robin Roland Finance Director 325 Oak Street Farmington MN 55024 ~~w SUMMARY STATEMENT 100~53 q 30 . . Page: 1 August 31, 2006 Account # 1852G PREVIOUS BALANCE FEES EXPENSES CREDITS PAYMENTS 1005\ (.:,40"3 r 0 lO . (pya 3 /Dz.l. lP~() ~ f030 .040 3 I D6D i (pL{O ID-70JoL/? 3 (pr?D).. .lol{ 03 1852-000 RE: GENERAL LEGAL SERVICES (RETAINER) SERVICES RENDERED TO DATE: 5,028.51 6,000.00 64.36 0.00 1852-001 RE: GENERAL LEGAL SERVICES (NON-RETAINER) SERVICES RENDERED TO DATE: 337.50 0.00 0.00 0.00 1852-002 RE: PASS THROUGH LEGAL SERVICES SERVICES RENDERED TO DATE: 742.50 652.50 0.00 0.00 1852-003 RE: FORFEITURES (NON-RETAINER) SERVICES RENDERED TO DATE: 202.50 799.00 1.83 0.00 1852-013 RE: EDA GENERAL MATTERS (NON-RETAINER) SERVICES RENDERED TO DATE: 67.50 135.00 0.00 0.00 1852-018 RE: WAUSAU POND EXPANSION SERVICES RENDERED TO DATE: 0.00 94.50 0.00 0.00 1852-019 RE: ASH STREET POND PROJECT SERVICES RENDERED TO DATE: 144.00 0.00 79.25 0.00 -5,028.51 -337.50 -742.50 -202.50 -67.50 0.00 -144.00 19.?'l.'5l-\ 5~1,[1 3?OI~ \~q<?1 Z~ qq ,f.t;'v J &4 ~l LJ.3 2OC1YS BALANCE. . $6,064.36 $0.00 4(oOO,W~ $652.50 '-z.lOO.tp...j03 $800.83 2JXX), hL{03 $135.00 ~Ilb, c,<./03 $94.50 4105,i:J-{o3a. $79.25 . CAMPBELL KNUTSON Professional Association Attorneys at Law Federal Tax 1.0. #41-1562130 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452-5000 City of Farmington Attention: Ms. Robin Roland Finance Director 325 Oak Street Farmington MN 55024 RE: EDA GENERAL MATTERS (NON-RETAINER) SERVICES RENDERED TO DATE: 08/17/2006 AMP ./23/2006 AMP 08/28/2006 . Telephone call from Tina S. re: lease; telephone call from Kevin re: closing and EDA issues. Email from Tina; review ICMA contract; email to Tina; email from Tina. AMOUNT DUE TOTAL CURRENT WORK PREVIOUS BALANCE Payment - thank you TOTAL AMOUNT DUE Page: 1 August 31, 2006 Account# 1852-013G 71 HOURS 0.50 67.50 0.50 1.00 67.50 135.00 135.00 $67.50 -67.50 $135.00 Amounts due over 30 days will be subject to a finance charge of .5% per month (or an annual rate of 6%). Minimum charge - 50 cents. }t1!f'iESOl4.4f: / OJlJ!.'~..;.2J..'.'. i.'._......... ,l..' NERGI/ ~~ /'; ,l', ~,/ :::1> r.f /7" :.(.- , RESOURCES c;..< .0."- A WPS Resources Company HelDfullnformation Customers may register inquiries or complaints by writing to P.O. Box 2176, Scottsbluff, NE 69363, or by calling Customer Service at 800-889-9508. If you smell natural gas, leave the premises immediately and call Minnesota Energy Resources at 800-889-4970. For more safety information, visit www.minnesotaenerQvresources.com. or call 800-889-9508. To request a customer information booklet summarizing our service rules and regulations, email minnesotaeneravresources@alldata.net or call 800-889-9508. Delinquent amounts in excess of $10 are subject to a late payment charge of 1.5% monthly (18% annually) or $1.00, whichever is greater. The Customer Charge covers part of the fixed costs of delivering your natural gas, regardless of your gas usage. PGA - Your bill may include an adjustment or rate change due to the cost of purchasing natural gas from suppliers. The charge will appear as PGA, for 'purchased gas adjustment". PO BOX 455 ROSEMOU!\IT, M!\I 55068-0455 24 hour Customer Service call 24 hour Emergency Service call www.minnesotaenergyresources.cem 800-889-9508 800-889-4970 'FGlfJ MU~J1~IIiIJtb I:KlttUHS 005 3r9- S~ Account Number: Amount Now Due: Billing Date: Auto Bank Transfer Previous Account Balance Payments Received Prev Utility Due Prey other Due Prev Tax Due Previous Balance Due Fees/Adjustments Current Charges Gas Tax T etal This Bill !\Iew Account Balance 14.00 .91 ~ 4076048-0 $19.08 09/05/06 09/26/06 $4.17 .00 8.87 .00 .58 4.17 .00 14.91 $19~08 $19.08 ~YZ?2' $ See back for billing details. Detach and mail this portion with your payment Bring entire bill if paying in person. Account Number 4076048.() Automatic Bank Transfer I want to support the HeatShare program, which helps pay energy expenses for those In need. My monthly gift will be: $ other D $5 D $10 D $20 0000431 1'1 1'2 1 00003 09052006 2006090 VPS "N 1 PI S D ..~l...,,^ \.. ! FGTN MUNICIPAL LIQUORS 325 OAK ST FARMINGTON, MN 55024-1374 1,1,1"1,1,1111,"1,1,1,,1,"" "11,1,,,1,1,,1,,1,1,1,1,1,1,11 Place an 'X' in the box if D you included information on the back MINNESOTA ENERGY RESOURCES CORPORATION PO BOX 659795 SAN ANTONIO, TX 78265-9795 1111,11111,"1,1,11"11,1,1,1,,111111,111,1.1,1,1",1.1,1111,1 . 00000407604809 00000000 000001036 (l Xcel Energy. , /Northern States Power Company Please Return This Portion With Your Payment -t JDf~~u . ?X@rA@#:@(N@@~~ :?p~J#Wim~Mwij? ::::Am~ijij(W,m~MWij? ::/U::~ii@Mnt.~#.#:!9.~Mr:: 51 -4874009-4 1 0/0212006 $1 7.41 Au to Pay 0 0 N ot Th a n k Yo u ! R etu rn P.O. BOX 9477 MPLS, MN 55484-9477 AT 01 061901 66214B238 A**3DGT 1.1.1..1.1.11.....1.1.1..1...11..11.1...1.1'11..1.1.1.1...1.11 FARMINGTON CITY OF ATTN: ACCTS PAYABLE 325 OAK ST FARMI NGTON, MN 55024-1374 51100206n48740094rl0000000174100000001741 Detach and Retain This Portion For Your Records Questions: Call Please Call: (800) 481-4700 Hearing Impaired: (800) 895-4949 Fax: (800) 311-0050 ActivitySulTlmary Date cif Bill", Number of Payments Received Statement Number or write to us at: Northern States Power Company PO BOX 8 EAU CLAIRE WI 54702-0008 emiseSummary remise Number 302899419 303664727 Total Current Bill ~'Energy. FARMINGTON CITY OF ATTN: ACCTS PAYABLE 325 OAK ST FARMINGTON, MN 55024-1374 \-. :"I~:~:t~;:I!~i~r~lr::ii.: '::i::::III~,::11~~~t~I.'.I':'i: 1 0/0212006 $1 7.41 Page 1 of 3 Statement Date: 09/05/06 n See back of bill for more information. Account #: 51-4874009-4 . . . MINUTES ECONOMIC DEVELOPMENT AUTHORITY REGULAR MEETING AUGUST 28, 2006 1. Call Meeting to Order The meeting was called to order by Chairperson Arey at 7:00 p.m. Members Present: Arey, Collignon, Flaherty, Fogarty, Hardt, McKnight, Starkman Members Absent: None Also Present: City Administrator, Peter Herlofsky; Community Development Director Kevin Carroll; Economic Development Specialist Tina Schwanz 2. Pledge of Allegiance 3. Approve Agenda MOTION by Hardt, second by Fogarty, to approve the agenda. APIF, MOTION CARRIED. 4. Citizen Comments 5. Consent Agenda MOTION by Hardt, second by Starkman, to approve the Consent agenda as follows: a. Bills b. July 24, 2006 Minutes APIF, MOTION CARRIED. 6. Public Hearings None 7. Unfinished Business a. 305 3rd Street (former liquor store) The EDA directed staff to finalize the terms ofa proposed lease agreement with Broadband Solutions. 8. New Business a. Mission Statement EDA members will each individually submit a proposed mission statement to City staff prior to the September 25 EDA meeting. The EDA will attempt to synthesize proposals into a final mission statement at the September 25 meeting. b. Economic Growth Committee Resolution (Chamber) Information was provided to the EDA regarding the City Council's adoption of a resolution on August 21, 2006. c. DVD Materials The EDA viewed Rosemount's promotional DVD. The investment would be in the $25,000 range with a shelf life of 6-8 months. HRA Minutes August 28, 2006 Page 2 d. ICMA Peer Assistance Agreement The contract was approved with a 5-2 vote. . e. Comprehensive Plan The need to include specific economic development information in the 2008 Comprehensive Plan Update was discussed. f. Citizen Survey Results Information on the results of the community survey were provided to the EDA and they are also available on the City's website. g. Map (Existing CommerciallIndustrial Areas) The need to finalize a geographic description of specific commercial/industrial areas was discussed. h. Downtown Designation - A parking map was distributed to the EDA. - Regarding the building status of the old parks garage, the City will proceed with minimal roof repairs. The building will be used through the winter and possibly demolished in 2007. i. 2006 - 2007 Events Current and upcoming events that were briefly discussed included the Elm Street construction, new City Hall, Spruce Street status (Vermillion Crossing), and a chronology of future events. . j. Task Priorities Prioritization will be discussed further at the September EDA meeting. k. Industrial Park EDA-Owned Lot (Regan) The EDA approved a motion in support of the concept of moving an existing building onto the last ED A-owned lot. 9. City Staff Reports 10. Adjourn The meeting was adjourned. Respectfully submitted, 7~;W~ Cynthia Muller Executive Assistant . . . . LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease") is entered into and made as of this _day of September, 2006 by and between the Farmington Economic Development Authority, a Minnesota public body corporate and politic, hereinafter called "Landlord", and Broadband Solutions, Inc., a Wisconsin corporation with its principal place of business located at 1886 Commerce Drive, DePere, Wisconsin, 54115, hereinafter called "Tenant". The parties mutually agree as follows: 1. LEASED PREMISES Subject to the terms and conditions of this Lease, Landlord leases to Tenant and Tenant rents from Landlord, the premises formerly known as the Farmington Liquor Store, comprising approximately 1,502 square feet of net rentable space (the "Rentable Area") in the building ("Building") located at 303 Third Street, Farmington, Minnesota, 55024, hereinafter referred to as the "Leased Premises." In addition to the Rentable Area, Tenants will have the use of the Building's lower level, which square footage is not included in the Base Rent calculation, as hereinafter described, but which for all other terms of this Lease is included in the Leased Premises. Descriptions of the Rentable Area and the Leased Premises are attached hereto as Exhibits "A" and "B", respectively. 2. TERM The term of this Lease (the "Term") shall be for a period of one year, commencing October 1, 2006 (the "Commencement Date"), and ending September 30, 2007 (the "Expiration Date") subject to adjustment as provided in Paragraph 6 hereof, unless this Lease shall be sooner terminated as hereinafter provided. 3. RENT (a) For purposes of this Lease, the following definitions shall apply: (i) "Taxes" shall mean all real estate taxes, installments of special assessments, sewer charges transit taxes, taxes based upon receipt of rent and any other federal, state or local governmental charge, general, special, ordinary or extraordinary (excluding income, franchise, or other taxes based upon Landlord's income or profit, unless imposed in lieu of real estate taxes) which shall now or hereafter be levied, assessed or imposed against the Leased Premises and/or the Tenant and shall apply to said obligations at such time in which said obligation are accrued or levied. (ii) "Operating Expenses" shall mean all of Tenant's direct costs and expenses of operation and maintenance of the Leased Premises and the surrounding walks, driveways, parking lots and landscaped areas (within the area described in Exhibit "B") as determined by Landlord in accordance with generally accepted accounting principles or other recognized accounting practices, consistently applied, including by way of illustration and not limitation: Taxes (other than penalties for late payment); costs (including attorney's fees) incurred in connection with any good faith contest of Taxes; insurance premiums; personal property taxes on personal property used on the Leased Premises; water, electrical and other utility charges including (but not limited to) the separately billed electrical and other charges described in Paragraph 8 hereof; the charges of any independent contractor who, under a contract with 127203 v2 Tenant, or its representatives, does any of the work of operating, maintaining or repairing of the Leased Premises, service and other charges incurred in the operation and maintenance of the . heating, ventilation and air conditioning system; cleaning services; tools and supplies; landscape maintenance costs; building security services; license and permit fees; building management fees; and in general all other costs and expenses which would, under generally accepted accounting principles, be regarded as operating and maintenance costs and expenses. (b) Base Rent. Tenant shall pay to Landlord during the Lease Term rent at the annual rate of Six Dollars ($6.00) per rentable square foot per annum for a total of Nine Thousand Twelve and No/tOO Dollars ($9,012.00) per annum, hereinafter referred to as the "Base Rent." The Base Rent is payable in equal monthly installments of Seven Hundred Fifty One and No/tOO Dollars ($ 751.00) in advance, on or before the first day of each and every month throughout the Term; provided, however, that if the Commencement Date shall be a day other than the first day of a calendar month or the Expiration Date shall be a day other than the last day of a calendar month, the Base Rent installment for such first or last fractional month shall be pro-rated accordingly. Tenant's obligation to pay the Base Rent is a separate and independent covenant and obligation.. Tenant shall pay all Base Rent and other sums of money as shall become due from and payable by Tenant to Landlord under this Lease at the times and in the manner provided herein, without abatement and without notice, demand, set-off or counterclaim. Throughout the term ofthis Lease Tenant shall pay the following: (c) when due. Taxes and Operating Expenses. Tenant shall pay all Taxes and Operating Expenses (d) Net Lease. Landlord and Tenant intend that this Lease shall be deemed and construed to be a "net lease," and Base Rent and all other charges, costs and sums to be paid by Tenant hereunder shall be paid to Landlord net and without any charges, assessments, impositions, expenses or deductions of any kind or nature whatsoever. . (e) Service Charge. Tenant's failure to make any monetary payment required of Tenant hereunder within five (5) days of the due date therefore shall result in the imposition of a service charge for such late payment in the amount often percent (10%) of the amount due. In addition, any sum not paid within thirty (30) days of the due date therefore shall bear interest at a rate equal to the greater of eighteen percent (18%) or the prime rate plus two percent (2%) per annum (or such lesser percentage as may be the maximum amount permitted by law) from the date due until paid. 4. SECURITY DEPOSIT (a) Tenant has deposited with Landlord the sum of One Thousand and No/I00 Dollars ($ 1000.00) as security ("Security Deposit") for the full and faithful performance of every provision of this Lease to be performed by Tenant. If Tenant defaults with respect to any provision of this Lease, including, without limitation, the provisions relating to the payment of Base Rent, Operating Expenses, Taxes, repair of damage to the Leased Premises and/or cleaning or restoring the Leased Premises upon termination of this Lease, Landlord may use, apply or retain all or any part of this security deposit for the payment of any Base Rent, Operating Expenses, Taxes, or other sum in default and any amounts which Landlord may spend or become obligated to spend by reason of Tenant's default to the full . extent permitted by law. If any portion of said deposit is so used, applied or retained, Tenant shall, within ten (10) days after written demand therefore, deposit cash with Landlord in an amount sufficient to restore security deposit to an amount equal to the then applicable Base Rent, plus the monthly 2 of 24 . . . amount of estimated Operating Expenses and other charges payable hereunder by Tenant multiplied by the number of months worth of Base Rent represented by the initial security deposit and Tenant's failure to do so shall be a material default and breach of this Lease. Landlord shall not be required to keep any security deposit separate from its general funds, and Tenant shall not be entitled to interest on any such deposit. If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the security deposit or any balance thereof shall be returned to Tenant or to the last assignee of Ten ant's interest hereunder at the expiration of the Term. (b) In the event of a sale or any other transfer of the Leased Premises, Landlord shall have the right to transfer the Security Deposit to its purchaser and Landlord shall thereupon be released by Tenant from all responsibility for the return of such deposit; and Tenant agrees to look solely to such purchaser for the return of such deposit. In the event of an assignment of this Lease, the Security Deposit shall be deemed to be held by Landlord as a deposit made by the assignee, and Landlord shall have no further responsibility for the return of such deposit to the assignor. 5. LEASEHOLD IMPROVEMENTS Tenant shall be solely and exclusively responsible for the cost of any leasehold improvements that Tenant may choose to make. No improvements shall be made by Tenant or Tenant's agents or contractors without Landlord's written consent. Tenant shall have no right of reimbursement from Landlord for any improvements constructed by or caused to be constructed by Tenant. Tenant, or his contractors or agents, shall complete construction of any and all improvements in a good and workmanlike manner, utilizing new and first grade material, in conformity with all applicable federal, state, and local laws, ordinances, rules, regulations, building codes, fire regulations, and applicable insurance requirements. 6. DELIVERY OF POSSESSION; ADJUSTMENT OF TERM (a) Early Delivery of Possession. If the Leased Premises are ready for occupancy prior to the Commencement Date, Landlord may, in Landlord's sole discretion and at Tenant's request, deliver possession of the Leased Premises to Tenant at such time, and Tenant may then occupy the Leased Premises as a tenant on a month-to-month basis until the Commencement Date, subject to all of the terms, conditions and covenants of this Lease other than the Term and the obligation to pay rent as provided in Paragraphs 2 an 3 hereof. In such event, Tenant shall not be obligated to pay the Base Rent for the period between such date and the Commencement Date. (b) Late Delivery of Possession. If Landlord determines that it will be unable to have the Leased Premises ready for occupancy by the Commencement Date for delays caused by Landlord or Landlord's contractor, Landlord shall give Tenant written notice to that effect, and thereafter the Commencement Date shall be postponed to the earlier of (i) the date upon which Landlord tenders possession of the Leased Premises or (ii) the thirtieth (30th) day after Landlord has notified Tenant in writing of the date the Leased Premises will be ready for occupancy. In the event of such postponement, the Term of this Lease shall remain the same, but the Expiration Date shall be extended for the same number of days the Commencement Date was postponed; Tenant's obligation to pay rent shall be postponed for a like number of days, and Landlord shall not be liable to Tenant for any loss or damage resulting from Landlord's delay in delivering possession of the Leased Premises to Tenant. Should the completion date be delayed by cause of Tenant, then the Commencement Date shall remain as if there were no delay in completion. 30f24 (c) Tenant's Acceptance of the Leased Premises. Upon delivery of possession of the Leased Premises to Tenant as hereinbefore provided, Tenant shall (but only upon Landlord's request) provide Landlord with an Estoppel Letter, in the form attached to this Lease, made a part hereof and marked Exhibit "C", signed by an officer or principal of Tenant acknowledging (i) the original or revised Commencement Date and Expiration Date of this Lease, and (ii) that Tenant has accepted the Leased Premises for occupancy and that the condition of the Leased Premises and that the Building was at the time satisfactory and in conformity with the provisions of this Lease in all respects, except for any defects as to which Tenant shall give written notice to Landlord within thirty (30) days after Landlord has delivered possession of the Leased Premises. Landlord shall as promptly thereafter as is reasonably possible correct all such defects. Tenant's Estoppel Letter, fully executed, shall be attached to and made a part of this executed Lease. . 7. USE OF THE LEASED PREMISES (a) Specific Use / "As is" Basis. The Leased Premises shall be occupied and used exclusively for general office and/or retail purposes and for legal purposes incidental thereto, and shall not be used for any other purpose. Tenant hereby accepts the Leased Premises on an "as is" "where is" basis without any representations or warranties as to its fitness for a particular purpose. (b) Existing Coolers / Shelving. Tenant shall have use of the shelving currently in place within the Leased Premises. However Tenant and Landlord agree that the refrigeration units currently existing in the Leased Premises, formerly used to cool the shelving area, are not included in this Lease and may at any time be removed by Landlord. Landlord reserves the right, at any time during regular business hours, and without incurring any liability to Tenant therefore, to enter the Leased Premises and remove such refrigeration units. . (c) Covenants Regarding Use. In connection with its use of the Leased Premises, Tenant agrees to do the following: (i) Tenant shall use the Leased Premises and conduct its business thereon in a safe, careful, reputable and lawful manner; shall keep and maintain the Leased Premises in as good a condition as they were when Tenant first took possession thereof and shall make all necessary repairs to the Leased Premises other than those which Landlord is obligated to make as provided elsewhere herein. (ii) Tenant shall not commit, nor allow to be committed, in, on or about the Leased Premises any act of waste, including any act which might deface, damage or destroy the Leased Premises, Building, or any part thereof; use or permit to be used on the Leased Premises any hazardous substance, equipment or other thing which might cause injury to person or property or increase the danger of fire or other casualty in, on or about the Leased Premises; permit any objectionable or offensive noise or odors to be emitted from the Leased Premises; or do anything, or permit anything to be done, which would, in Landlord's opinion, disturb or tend to disturb the owners or tenants of any adjacent buildings. (iii) Tenant shall not overload the floors, ceilings, or walls of the Leased Premises beyond their designed weight-bearing capacity. Landlord reserves the right to direct the positioning of all heavy equipment, furniture and fixtures which Tenant desires to place in the . Leased Premises so as to distribute properly the weight thereof, and to require the removal of any equipment or furniture which exceeds the weight limit specified herein. 4 of 24 . . . (iv) Tenant shall not use the Leased Premises, nor allow the Leased Premises to be used, for any purpose or in any manner which would, in Landlord's opinion, invalidate any policy of insurance now or hereafter carried on the Leased Premises or increase the rate of premiums payable on any such insurance policy. Should Tenant fail to comply with this covenant, Landlord may, at its option, require Tenant to stop engaging in such activity or to reimburse Landlord for any increase in premiums charged during the term of this Lease on the insurance carried by Landlord on the Leased Premises and attributable to the use being made of the Leased Premises by Tenant. (c) Compliance with Laws. Tenant shall not use or permit the use of any part of the Leased Premises for any purpose prohibited by law. Tenant shall, at Tenant's sole expense, comply with all laws, statutes, ordinances, rules, regulations and orders of any federal, state, municipal or other government or agency thereof having jurisdiction over and relating to the use, condition and occupancy of the Leased Premises, except that Tenant shall not be responsible for or required to make structural repairs to the Building or the Leased Premises unless, in the case of the latter, they are occasioned by its own use ofthe Leased Premises or negligence. (d) Compliance with Zoning. Tenant hereby acknowledges that Tenant is aware of the character of its operation in the Leased Premises and that applicable zoning ordinances and regulations are of public record. Tenant shall have sole responsibility for its compliance therewith, and Tenant's inability so to comply shall not be cause for Tenant to terminate this Lease. 8. UTILITIES AND OTHER BUILDING SERVICES (a) Tenant shall be solely and exclusively responsible for making arrangements for, and solely and exclusively responsible for, the cost of the following utilities and any other building services necessary for Tenant's comfortable use and occupancy ofthe Leased Premises for general office and/or retail use or as may be required by law or directed by governmental authority: (i) Heating, ventilation and air conditioning; (ii) Electricity for lighting and operating business machines and equipment in the Leased Premises and the common areas and facilities of the Building; (iii) Gas service(s); (iv) Water for lavatory and drinking purposes; (v) Cleaning and janitorial service; (vi) Replacement of all lamps, bulbs, starters and ballasts used on the Leased Premises; (vii) Cleaning, care and maintenance of the Leased Premises and the walks, driveways, parking lots and landscaped areas adjacent to the Leased Premises, including the removal of rubbish and snow; and (viii) Repair and maintenance of the Leased Premises and certain systems within the Leased Premises to the extent specified in Paragraph lO(a) hereof. 50f24 (b) Additional Services. If Tenant requests any other utilities or building services in addition to those identified above or any of the above utilities or building services in frequency, scope, . quality or quantities greater than that which Landlord determines is normally required, then Landlord shall use reasonable efforts to assist Tenant in obtaining such additional utilities or building services. In the event Landlord is able to and does furnish such additional utilities or building services, the cost thereof shall be borne by Tenant, who shall reimburse Landlord monthly for the same as provided in Paragraph 8( d) hereof. Tenant shall not install nor connect any electrical machinery or equipment other than the business machines and equipment typically used for general office and/or retail use by tenants in buildings comparable to the Leased Premises (a personal computer being an example of such typical electrical equipment) nor any water-cooled machinery or equipment without Landlord's prior written consent. If Landlord determines that the machinery or equipment to be so installed or connected exceeds the designed load capacity of the Leased Premises' electrical system or is in any way incompatible therewith, then Landlord shall have the right, as a condition to granting its consent, to make such modifications to any utility system or other parts of the Leased Premises, or to require Tenant to make such modifications to the equipment to be installed or connected, as Landlord considers to be reasonably necessary before such equipment may be so installed or connected. The cost of any such modifications shall be borne by Tenant, who shall reimburse Landlord for the same (or any portion thereof paid by Landlord) as provided in Paragraph 8( d) hereof. (c) Interruption of Services. Tenant understands, acknowledges and agrees that anyone or more of the utilities or other building services identified above may be interrupted by reason of accident, emergency or other causes beyond Landlord's control, or may be discontinued or diminished . temporarily by Landlord or other persons until certain repairs, alterations or improvements can be made; that Landlord does not represent or warrant the uninterrupted availability of such utilities or building services; and that any such interruption shall not be deemed an eviction or disturbance of Tenant's right to possession, occupancy and use of the Leased Premises or any part thereof, or render Landlord liable to Tenant in damages by abatement of rent or otherwise, or relieve Tenant from the obligation to perform its covenants under this Lease. (d) Payment for Utilities and Building Services. The cost of additional utilities and other building services furnished by Landlord at the request of Tenant or as a result of Tenant's activities as provided in Paragraph 8(b) hereof shall be borne by Tenant, who shall be separately and/or additionally billed therefore and who shall reimburse and pay Landlord monthly for the same, at the same time the next monthly installment of Base Rent is due. Tenant agrees to give reasonable advance notice, in writing, to Landlord of its request for additional services. (e) Energy Conservation. Notwithstanding anything to contrary in this Paragraph 8 or elsewhere in this Lease, Landlord shall have the right to institute such policies, programs and measures as may be necessary or desirable, in Landlord's discretion, for the conservation and/or preservation of energy related services, or as may be required to comply with any applicable codes, rules and regulations, whether mandatory or voluntary. 9. SIGNS Tenant shall not inscribe, paint, affix or display any signs, advertisements or notices on the Leased Premises or in the Leased Premises and visible from outside the Leased Premises, except for such signage, advertisements or notices as Landlord at Landlord's discretion specifically permits. . 6 of 24 . . . 10. REPAIRS, MAINTENANCE, ALTERATIONS, IMPROVEMENTS AND FIXTURES. (a) Repairs and Maintenance. Tenant acknowledges that, except as explicitly provided under this Lease, Landlord makes no representations as to any current or future repairs of the Leased Premises, that no promises to alter, remodel or improve the Leased Premises have been made by Landlord, and that Tenant agrees to make any repairs necessary for Tenant's use of the Leased Premises. Tenant further acknowledges that Tenant has had ample opportunity to inspect the Leased Premises and accepts the Leased Premises "as is." Tenant shall be solely responsible for the maintenance and repair and good working order and condition of the Leased Premises. Tenant shall maintain, at its own expense, the Leased Premises and the equipment and fixtures on the Leased Premises in good working order and condition during the term of this Lease. Tenant shall, at Tenant's expense, keep and maintain the Leased Premises in good order, condition and repair at all times during the Term, and Tenant shall promptly repair all damage to the Leased Premises and replace or repair all damaged or broken fixtures, equipment and appurtenances with materials equal in quality and class to the original materials, under the supervision and subject to the approval of Landlord, and within any reasonable period of time specified by Landlord. If Tenant fails to do so, Landlord may, but need not make such repairs and replacements, and Tenant shall pay Landlord the cost thereof, including Landlord's Costs, forthwith upon being billed for same. As used in this Lease, the term "Landlord's Costs" shall mean fifteen percent (15%) of any costs or expenses paid by Landlord, in order to reimburse Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord's actions or involvement. (b) Alteration or Improvements. Tenant shall not make, nor permit to be made, alterations or improvements to the Leased Premises unless Tenant obtains the prior written consent of Landlord thereto. If Landlord permits Tenant to make any such alterations or improvements, Tenant shall make the same in accordance with all applicable laws and building codes, in a good and workmanlike manner and in quality equal to or better than the original construction of the Leased Premises and shall comply with such requirements as Landlord considers necessary or desirable, including without limitation the provision by Tenant to Landlord with security for the payment of all costs to be incurred in connection with such work, requirements as to the manner in which and the times at which such work shall be done and the contractor or subcontractors to be selected to perform such work and the posting and re-posting of notices of Landlord's non-responsibility for mechanics' liens. Tenant shall promptly pay all costs attributable to such alterations and improvements and shall indemnify, defend and hold harmless Landlord from and against any mechanic's liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be incurred as a result of building code violations attributable to such work. Tenant shall promptly repair any damage to the Leased Premises caused by any such alterations or improvements. Any alterations or improvements to the Leased Premises, except movable office furniture and equipment and trade fixtures, shall at Landlord's election, either (i) become a part of the realty and the property of Landlord, and shall not be removed by Tenant or (ii) be removed by Tenant upon the expiration or sooner termination hereof and any damage caused thereby repaired at Tenant's cost and expense. In the event Tenant so fails to remove same, Landlord may have same removed and the Leased Premises so repaired at Tenant's expense. At Landlord's election, Landlord and Landlord's architect, engineers or contractors shall have the right to supervise all construction operations within the Leased Premises, and Tenant shall promptly pay Landlord the cost of such supervision. (c) Trade Fixtures. Any trade fixtures installed on the Leased Premises by Tenant at its own expense, including but not limited to movable partitions, counters, shelving, showcases, mirrors and the like may, and at the request of Landlord, shall be removed on the Expiration Date or upon 70f24 earlier termination of this Lease provided that Tenant is not then in default. Tenant agrees that Tenant will bear the cost of such removal, and further that Tenant will repair at its own expense any and all . damage to the Leased Premises resulting from the original installation of and subsequent removal of such trade fixtures. If Tenant fails so to remove any and all such trade fixtures from the Leased Premises on the Expiration Date or upon earlier termination of this Lease, all such trade fixtures shall become the property of Landlord unless Landlord elects to require their removal, in which case Tenant shall promptly remove same and restore the Leased Premises to their prior condition. In the event Tenant so fails to remove same, Landlord may have same removed and the Leased Premises repaired to their prior condition, all at Tenant's expense. (d) Wiring and Cabling. Any wiring or cabling installed by Tenant in the Leased Premises or in shafts or ducts shall, at Landlord's request, be removed by Tenant at Tenant's expense on or before the Expiration Date or earlier termination of this Lease. If Tenant fails to remove any such wiring or cabling, Landlord may have the same removed at Tenant's expense. (e) Storefront. If the Leased Premises includes storefront glass entrances or walls at or near public spaces, Tenant must have specific approval by Landlord of all colors and materials for floor covering, wall covering, furniture, and artwork prior to installation. (f) Reserved Rights. Landlord reserves the right to decorate and to make, at any time or times, at its own expense, repairs, alterations, additions and improvements, structural or otherwise, in or to the Leased Premises and the Building, and to perform any acts related to the safety, protection or preservation thereof, and during such operations to take into and through the Leased Premises or any part of the Building all material and equipment required and to close or temporarily suspend operation of entrances, doors, corridors, or other facilities, provided that Landlord shall cause as little . inconvenience or annoyance to Tenant as is reasonably necessary in the circumstances, and shall not do any act which permanently reduces the size of the Leased Premises. Landlord may do any such work during ordinary business hours and Tenant shall pay Landlord for overtime and for any other expenses incurred if Landlord agrees to conduct such work during other hours as requested by Tenant. 11. FIRE OR OTHER CASUALTY; CASUALTY INSURANCE (a) Substantial Destruction of the Building. If the Building should be substantially destroyed (which, as used herein, means destruction or damage to at least seventy-five percent (75%) of the Building) by fire or other casualty, either party hereto may, at its option, terminate this Lease by giving written notice thereof to the other party within thirty (30) days of such casualty. In such event, the rent shall be apportioned to and shall cease as ofthe date of such casualty. (b) Partial Destruction of the Leased Premises. If the Leased Premises should be rendered partially un-tenantable for the purpose for which they were leased (which, as used herein, means such destruction or damage as would prevent Tenant from carrying on its business on the Leased Premises to an extent not exceeding forty percent (40%) of its normal business activity) by fire or other casualty, Tenant may, at its option, elect to fix such damage at its own expense, with no reimbursement by Landlord, or terminate this Lease. Should Tenant elect to fix or otherwise repair the Leased Premises under this Paragraph 11(b), Tenant warrants that all repairs will be done in a good workmanlike manner with materials equal in quality and class to the original materials, and in compliance with any and all laws, statutes, ordinances, regulations, fire codes, building codes and restrictions and . requirements. In the event Tenant elects to terminate under this paragraph, Tenant agrees to provide Landlord with 30 days written notice to that effect, whereupon both parties shall be released from all further obligations and liability hereunder. 8 of 24 . . . (c) Casualty Insurance. Without limiting Tenant's liability under this Lease, Landlord shall procure and maintain a policy or policies of public liability insurance, insuring against injury or death to persons and loss or damage to property; provided, however, that Landlord shall not be responsible for, and shall not be obligated to insure against, any loss or damage to personal property (including, but not limited to, any furniture, machinery, equipment, goods or supplies) of Tenant or which Tenant may have on the Leased Premises or any trade fixtures installed by or paid for by Tenant on the Leased Premises or any additional improvements which Tenant may construct on the Leased Premises. If Tenant's operation or any alterations or improvements made by Tenant pursuant to the provisions of Paragraph 10(c) hereof are substantially different from the Tenant Improvements described in Exhibit "D" and result in an increase in the premiums charged during the Term on the casualty insurance carried by Landlord on the Leased Premises, then the cost of such increase in insurance premiums shall be borne by Tenant, who shall reimburse Landlord for the same after being billed therefor. Tenant shall at all times during the term, carry, at its own expense, property insurance with an insurance company licensed to do business in the State of Minnesota, covering its personal property, trade fixtures installed by or paid for by Tenant or any additional improvements which Tenant may construct on the Leased Premises which coverage shall be no less than eighty percent (80%) of replacement value. Tenant shall also carry business interruption insurance on such terms as shall be reasonably satisfactory to Landlord. Tenant shall furnish Landlord with a certificate evidencing that such coverages are in full force and effect. (d) Waiver of Subrogation. Landlord and Tenant hereby release each other and each other's employees, agents, customers and invitees from any and all liability for any loss, damage or injury to property occurring in, on or about or to the Leased Premises, improvements to the Leased Premises or personal property within the Leased Premises, by reason of fire or other casualty which are covered by applicable standard fire and extended coverage insurance policies. Because the provisions of this paragraph will preclude the assignment of any claim mentioned herein by way of subrogation or otherwise to an insurance company or any other person, each party to this Lease shall give to each insurance company which has issued to it one or more policies of fire and extended coverage insurance notice of the terms of the mutual releases contained in this paragraph, and have such insurance policies properly endorsed, if necessary, to prevent the invalidation of insurance coverages by reason of the mutual releases contained in this paragraph. 12. GENERAL PUBLIC LIABILITY, INDEMNIFICATION AND INSURANCE (a) Except for the negligence or intentional misconduct of Landlord, Landlord's agents, servants or employees, Tenant shall be responsible for, shall at all times during the Term of this lease and with an insurance company licensed to do business in the State of Minnesota, insure against, and shall indemnify Landlord and hold it harmless from, any and all liability for any loss, damage or injury to person or property, arising out of use, occupancy or operations of Tenant and occurring in, on or about the Leased Premises and Tenant hereby releases Landlord from any and all liability for the same. Tenant's obligation to indemnify Landlord hereunder shall include the duty to defend against any claims asserted by reason of such loss, damage or injury and to pay any judgments, settlements, costs, fees and expenses, including attorney's fees, incurred in connection therewith. (b) Tenant shall at all times during the Term carry, at its own expense, for the protection of Tenant, Landlord and Landlord's management agent (if any), as their interests may appear, one or more policies of general public liability and property damage insurance, issued by one or more insurance companies licensed to do business in the State of Minnesota and acceptable to Landlord, covering Tenant's use, occupancy and operations providing minimum coverages of $1,000,000 combined single 9 of 24 limit for bodily injury and property damage per occurrence with $2,000,000 aggregate coverage. Such insurance policy or policies shall name Landlord, its agents and employees, as additional insureds and . shall provide that they may not be canceled or materially changed on less than thirty (30) days prior written notice to Landlord. Tenant shall furnish Landlord with certificates evidencing such insurance. Should Tenant fail to carry such insurance and furnish Landlord with copies of all such policies after a request to do so, Landlord shall have the right to obtain such insurance and collect the cost thereof from Tenant. Landlord shall have the right during the term of this Lease to adjust the minimum coverage levels stipulated above upon written notice to Tenant. Within thirty (30) days of such written notice, Tenant shall provide Landlord with evidence of such adjustment. Tenant shall also provide Landlord with certificates evidencing workers' compensation insurance coverages. Tenant's insurance coverages required hereby shall be deemed to be additional obligations of Tenant and shall not be a discharge or limitation of Tenant's indemnity obligations contained in Paragraph 12(a) hereof. (c) Landlord and its partners, shareholders, affiliates, officers, agents, servants and employees shall not be liable for any damage to person, property or business or resulting from the loss of use thereof sustained by Tenant or by any other persons due to the Building or any part thereof or any appurtenances thereof becoming out of repair, or due to the happening of any accident or event in or about the Building, including the Leased Premises, or due to any act or neglect of any tenant or occupant of the Building or of any other person. This provision shall apply particularly, but not exclusively, to damage caused by gas, electricity, snow, ice, frost, steam, sewage, sewer gas or odors, fire, water or by the bursting or leaking of pipes, faucets, sprinklers, plumbing fixtures and windows and shall apply without distinction as to the person whose act or neglect was responsible for the damage and whether the damage was due to any of the causes specifically enumerated above or to some other cause. Tenant agrees that all personal property located in the Leased Premises shall be at . the risk of Tenant only, and that Landlord shall not be liable for any loss or damage thereto or theft thereof. 13. EMINENT DOMAIN If the whole or any part of the Leased Premises shall be taken for public or quasi-public use by a governmental authority under the power of eminent domain or shall be conveyed to a governmental authority in lieu of such taking, and if such taking or conveyance shall cause the remaining part of the Leased Premises to be un-tenantable and inadequate for use by Tenant for the purpose for which they were leased, then Tenant may, at its option, terminate this Lease as of the date Tenant is required to surrender possession of the Leased Premises. If a part of the Leased Premises shall be taken or conveyed but the remaining part is tenantable and adequate for Tenant's use, then this Lease shall be terminated as to the part taken or conveyed as of the date Tenant surrenders possession; Landlord shall made such repairs, alterations and improvements as may be necessary to render the part not taken or conveyed tenantable; and the rent shall be reduced in proportion to the part of the Leased Premises so taken or conveyed. All compensation awarded for such taking or conveyance shall be the property of Landlord without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to Landlord all its right, title and interest in and to any such award. 14. LIENS If because of any act or omission of Tenant or anyone claiming by, through, or under Tenant, any mechanic's lien or other lien shall be filed against the Leased Premises or against other property of Landlord (whether or not such lien is valid or enforceable as such), Tenant shall, at its own expense, cause the same to be discharged of record within a reasonable time, not to exceed thirty (30) days after the date of filing thereof, and shall also defend and indemnify Landlord and hold it harmless from any 10 of 24 . . . . and all claims, losses, damages, judgments, settlements, cost and expenses, including attorneys' fees, resulting therefrom or by reason thereof. If such lien is not discharged of record within thirty (30) days after the date of filing thereof, Landlord, at its sole option, may take all action necessary to release and remove such lien (without any duty to investigate the validity thereof) and Tenant shall promptly upon notice reimburse Landlord for all sums, costs and expenses including reasonable attorneys' fees and Landlord's Costs incurred by Landlord in connection with such lien. 15. RENTAL, PERSONAL PROPERTY AND OTHER TAXES (a) Tenant shall pay before delinquency any and all taxes, assessments, fees or charges (hereinafter referred to as "taxes"), including any sales, gross income, rental, business occupation or other taxes, levied or imposed upon Tenant's business operation in the Leased Premises and any personal property or similar taxes levied or imposed upon Tenant's trade fixtures, leasehold improvements or personal property located within the Leased Premises. In the event any such taxes are charged to the account of, or are levied or imposed upon the property of Landlord, Tenant shall reimburse Landlord for the same. Notwithstanding the foregoing, Tenant shall have the right to contest in good faith any such tax and to defer payment, if required, until after Tenant's liability therefore is finally determined. (b) If any leasehold improvements, trade fixtures, alterations or improvements or business machines and equipment located in, on or about the Leased Premises, regardless of whether they are installed or paid for by Landlord or Tenant and whether or not they are affixed to and become a part of the realty and the property of Landlord, are assessed for real property tax purposes at a valuation higher than that at which other such property in other leased space in the Building is assessed, then Tenant shall reimburse Landlord for the amount of real property taxes shown on the appropriate county official's records as having been levied upon the Leased Premises or other property of Landlord by reason of such excess assessed valuation. 16. ASSIGNMENT AND SUBLETTING Tenant may not assign or otherwise transfer its interest in this Lease or sublet the Leased Premises or any part thereof without the express, prior written consent of Landlord. Tenant shall notify Landlord sixty (60) days in advance of its intent to transfer, assign, or sublet all or any portion of the Leased Premises. In the event of any such assignment or subletting, Tenant shall nevertheless at all times remain fully responsible and liable for the payment of rent and the performance and observance of all of Tenant's other obligations under the terms, conditions and covenants of this Lease. No assignment or subletting of the Leased Premises or any part thereof shall be binding upon Landlord unless such assignee or subtenant shall deliver to Landlord an instrument (in recordable form, if requested) containing an agreement of assumption of all of Tenant's obligations under this Lease and Landlord shall execute a consent form. The parties agree that Landlord may at its sole discretion withhold its consent to any assignment or sublease. Upon the occurrence of an event of default, if all or any part of the Leased Premises are then assigned or sublet, Landlord, in addition to any other remedies provided by this Lease or by law, may at its option, collect directly from the assignee or subtenant all rent becoming due to Landlord by reason of the assignment or subletting, and Landlord shall have a security interest in all property on the Leased Premises to secure payment of such sums. Landlord, at its option, may also recapture any sublet space in the event of default. Any collection by Landlord from the assignee or subtenant shall not be construed to constitute a novation or release of Tenant from the further performance of its obligations under this Lease. Any rents received by Tenant from the assignment or subletting of the Leased Premises which exceed rents payable by Tenant hereunder shall be immediately paid to Landlord as additional compensation. Landlord shall, at its 11 of 24 option, have the right to recapture all or any part of the Leased Premises Tenant proposes to assign or sublet upon notice from Tenant of its intent to assign or such sublet part of the Leased Premises. . Landlord shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder in the Leased Premises, the Building and all other property referred to herein, and upon such transfer, the transferor shall have no further liability hereunder and Tenant shall attorn to any such transferee. 17. SUBORDINATION OF LEASE TO MORTGAGES This Lease is subject and subordinate to any mortgage, deed of trust or similar encumbrance, including ground or underlying leases presently existing or hereafter voluntarily placed upon the Leased Premises, including any renewals, extensions or modifications thereof; and the recording of any such mortgage, deed of trust or similar encumbrance shall make it prior and superior to this Lease regardless of the date of execution or recording of either document. Tenant shall, at Landlord's request, execute and deliver within five (5) days to Landlord, without cost, any instrument which may be deemed necessary or desirable by Landlord to confirm the subordination of this Lease; and if Tenant fails or refuses to do so, Landlord may execute such instrument in the name and as the act of Tenant. Tenant shall attorn to any subsequent owner or transferee ofthe Leased Premises regardless of whether or not a subordination agreement has been executed by Tenant. 18. DEFAULTS AND REMEDIES (a) Default by Tenant. The occurrence of anyone or more of the following events shall be a default and breach of this Lease by Tenant: (i) Tenant shall fail to pay any monthly installment of Base Rent or additional expenses or charges within five (5) days after the same shall be due and payable. . (ii) Tenant shall fail to perform or observe any term, condition, covenant or obligation required to be performed or observed by it under this Lease for a period of thirty (30) days after notice thereof from Landlord; provided, however, that if the term, condition, covenant or obligation to be performed by Tenant is of such nature that the same cannot reasonably be performed within such thirty-day period, such default shall be deemed to have been cured if Tenant commences such performance within said thirty-day period and thereafter diligently undertakes to complete the same, but in any event completes cure within ninety (90) days after notices from Landlord. (iii) Tenant shall vacate or abandon or fail to occupy for a period of ten (10) days, the Leased Premises or any substantial portion thereof; (iv) Tenant makes or attempts to make an assignment for the benefit of creditors; or substantially all of Tenant's assets in, on or about the Leased Premises or Tenant's interest in this Lease are attached or levied upon under execution (and Tenant does not discharge the same within thirty (30) days thereafter); or (v) Tenant causes or permits a hazardous condition to exist on the Leased Premises and fails to cure such condition immediately after notice thereof from Landlord. . (b) Remedies of Landlord. Upon the occurrence of any event of default set forth in Paragraph 18(a) hereof, Landlord shall have the following rights and remedies, in addition to those 12of24 . allowed by law, anyone or more of which may be exercised without further notice to or demand upon Tenant: (i) Landlord may apply the security deposit or re-enter the Leased Premises and cure any default of Tenant, in which event Tenant shall reimburse Landlord for any costs and expenses which Landlord may incur to cure such default; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may sustain by reason of Landlord's action, regardless of whether caused by Landlord's negligence or otherwise. (ii) Landlord may terminate this Lease as ofthe date of such default, in which event: (A) Neither Tenant nor any person claiming under or through Tenant shall thereafter be entitled to possession of the Leased Premises, and Tenant shall immediately thereafter surrender the Leased Premises to Landlord; (B) Landlord may re-enter the Leased Premises and dispossess Tenant or any other occupants of the Leased Premises by summary proceedings, ejectment or otherwise, and may remove their effects, without prejudice to any other remedy which Landlord may have for possession or arrearages in rent; and . (C) Notwithstanding the termination of this Lease Landlord may either declare all rent which would have been due under this Lease for the balance of the Term or exercised renewal period to be immediately due and payable, whereupon Tenant shall be obligated to pay the same to Landlord, together with all loss or damage which Landlord may sustain by reason of such termination and reentry, or relet all or any part of the Leased Premises for a term different from that which would otherwise have constituted the balance of the Term and for rent and on terms and conditions different from those contained herein, whereupon Tenant shall be obligated to pay to Landlord as liquidated damages the difference between the rent provided herein and that provided for in any lease covering a subsequent reletting of the Leased Premises, for the period which would otherwise have constituted the balance of the Term, together with all of Landlord's costs and expenses for preparing the Leased Premises, for reletting, including all repairs, leasehold improvements, marketing costs, broker's and attorney's fees, and all loss or damage which Landlord may sustain by reason of such termination, re- entry and reletting, it being expressly understood and agreed that the liabilities and remedies specified above shall survive the termination of this Lease. . (iii) Landlord may terminate Tenant's right of possession of the Leased Premises and may repossess the Leased Premises by unlawful detainer or eviction action, by taking peaceful possession or otherwise, without terminating this Lease, in which event Landlord may, but shall be under no obligation to, relet the same for the account of Tenant, for such rent and upon such terms as shall be satisfactory to Landlord. For the purpose of such reletting, Landlord is authorized to decorate, repair, remodel or alter the Leased Premises. If Landlord fails to so relet the Leased Premises, Tenant shall pay to Landlord as damages a sum equal to the rent which would have been due under this Lease for the balance of the Term or exercised renewal period as such rent shall become due and payable hereunder from time to time during the Term. If the Leased Premises are relet and a sufficient sum shall not be realized from such reletting after paying all of the costs and expenses of all decoration, repairs, remodeling, alterations and additions and the expenses of such reletting and of the collection of the rent accruing therefrom to satisfy the rent provided for in this Lease, Tenant shall satisfy and pay the same upon 13 of 24 demand therefor from time to time. Tenant shall not be entitled to any rents received by Landlord in excess ofthe rent provided for in this Lease. . (iv) Landlord may sue for injunctive relief or to recover damages for any loss resulting from the breach. Any agreement for an extension of the Term or any additional period thereafter shall not thereby prevent Landlord from terminating this Lease for any reason specified in this Lease. If any such right of termination is exercised by Landlord during the Term or any extension thereof, Tenant's right to any further extension shall thereby be automatically canceled. Any such right of termination of Landlord contained herein shall continue during the Term and any subsequent extension hereof. (c) Landlord's Security Interest. Landlord reserves, and is hereby granted, a security interest on all fixtures, equipment and personal property (tangible and intangible) now or hereafter located in or on the Leased Premises to secure all sums due from and all obligations to be performed by Tenant hereunder, which lien and security interest may be enforced by Landlord in any manner provided by law, including, without limitation, under and in accordance with the Uniform Commercial Code as adopted in Minnesota. At Landlord's request, Tenant shall execute and file, where appropriate, all documents required to perfect the security interest herein granted. (d) Default by Landlord and Remedies of Tenant. Landlord shall not be deemed to be in default under this Lease until Tenant has given Landlord written notice specifying the nature of the default and Landlord does not cure such default within thirty (30) days after receipt of such notice of within such reasonable time thereafter as may be necessary to cure such default where such default is of such a character as to reasonably require more than thirty (30) days to cure. . (e) Waiver of Covenants. Failure of Landlord to insist, in anyone or more instances, upon strict performance of any term, covenant, condition, or option of this Lease, or to exercise any option herein contained, shall not be construed as a waiver, or a relinquishment for the future, of such term, covenant, condition, or option, but the same shall continue and remain in full force and effect. The receipt by Landlord of rents with knowledge of breach in any of the terms, covenants, conditions, or options, of any of this Lease to be kept or performed by Tenant shall not be deemed a waiver of such breach, and Landlord, shall not be deemed to have waived any provision of this Lease unless expressed in writing and signed by Landlord. (f) Attorney Fees. If Tenant defaults in the performance or observance of any of the terms, conditions, covenants or obligations contained in this Lease and Landlord placed the enforcement of all or any part of this Lease, the collection of any rent due or to become due or the recovery of possession of the Leased Premises in the hands of an attorney, or if Landlord incurs any fees or out-of- pocket costs in any litigation, negotiation or transaction in which Tenant causes Landlord (without Landlord's fault) to be involved or concerned, Tenant agrees to reimburse Landlord for the attorney's fees and costs incurred thereby, whether or not suit is actually filed. 19. BANKRUPTCY OR INSOLVENCY It is understood and agreed that the following shall apply in the event of the bankruptcy or insolvency of Tenant: (a) If a petition is filed by, or an order for relief is entered against Tenant under Chapter 7 of the Bankruptcy Code and the trustee of Tenant elects to assume this Lease for the purpose of . 140f24 . assigning it, such election or assignment, or both, may be made only if all of the terms and conditions of subparagraphs (b) and (c) below are satisfied. To be effective, an election to assume this Lease must be in writing and addressed to Landlord, and in Landlord's business judgment, all of the conditions hereinafter stated, which Landlord and Tenant acknowledge to be commercially reasonable, must have been satisfied. If the trustee fails so to elect to assume this Lease within sixty (60) days after his appointment, this Lease will be deemed to have been rej ected, and Landlord shall then immediately be entitled to possession of the Leased Premises without further obligation to Tenant or the trustee and this Lease shall be terminated. Landlord's right to be compensated for damages in the bankruptcy proceeding, however, shall survive such termination. (b) If Tenant files a petition for reorganization under Chapters 11 or 13 of the Bankruptcy Code, or if a proceeding filed by or against Tenant under any other chapter of the Bankruptcy Code is converted to a Chapter 11 or 13 proceeding and Tenant's trustee or Tenant as debtor-in-possession fails to assume this Lease within sixty (60) days from the date of the filing of such petition or conversion, then the trustee or the debtor-in-possession shall be deemed to have rejected this Lease. To be effective any election to assume this Lease must be in writing addressed to Landlord and, in Landlord's business judgment, all of the following conditions, which Landlord and Tenant acknowledge to be commercially reasonable, must have been satisfied: (i) The trustee or the debtor-in-possession has cured or has provided to Landlord adequate assurance, as defined in this subparagraph (b), that: . (1) The trustee will cure all monetary defaults under this lease within ten (10) days from the date of assumption and (2) The trustee will cure all non-monetary defaults under this Lease within thirty (30) days from the date of assumption. (ii) The trustee or the debtor-in-possession has compensated Landlord, or has provided Landlord with adequate assurance, as hereinafter defined, that within ten (10) days from the date of assumption Landlord will be compensated for any pecuniary loss it has incurred arising from the default of Tenant, the trustee, or the debtor-in-possession, as recited in Landlord's written statement of pecuniary loss sent to the trustee or debtor-in-possession. (iii) The trustee or the debtor-in-possession has provided Landlord with adequate assurance of the future performance of each of Tenant's obligations under this Lease; provided however, that: (1) From and after the date of assumption of this Lease, the trustee or the debtor-in-possession shall pay the Base Rent payable under this Lease in advance in equal monthly installments on each date that such Rents are payable. (2) The trustee or debtor-in-possession shall also deposit with Landlord, as security for the timely payment of Rent, an amount equal to three (3) months' Base Rent and other monetary charges accruing under this Lease; . (3) If not otherwise required by the terms of this Lease, the trustee or the debtor-in-possession shall also pay in advance, on each day that any installment of Base Rent is payable, one-twelfth (1/12) of Tenant's annual Taxes, Operating Expenses, and other obligations under this Lease; and 15 of 24 (4) The obligations imposed upon the trustee or the debtor-in-possession will continue for Tenant after the completion of bankruptcy proceedings. . (iv) Landlord has determined that the assumption of this Lease will not: (l) Breach any provision in any other lease, mortgage, financing agreement, or other agreement by which Landlord is bound relating to the Property, Building or Leased Premises; or (2) If requested by Landlord, the assignee will obtain guarantees, in form and substance satisfactory to Landlord (i.e. letter(s) of credit), from one or more persons who satisfy Landlord's standards of creditworthiness; and (3) Landlord has obtained consents or waivers from any third parties which may be required under any lease, mortgage, financing arrangement, or other agreement by which Landlord is bound, to enable Landlord to permit such assignment. (c) When, pursuant to the Bankruptcy Code, the trustee or the debtor-in-possession is obligated to pay reasonable use and occupancy charges for the use of all or part of the Leased Premises, it is agreed that such charges will not be less than the Base Rent as defined in this Lease, plus additional accrued charges and expenses and other monetary obligations of Tenant included herein. (d) Neither Tenant's interest in this Lease nor any estate of Tenant created in this Lease shall pass to any trustee, receiver, assignee for the benefit of creditors, or any other person or entity, nor otherwise by operation of law under the laws of any state having jurisdiction of the person or property of Tenant, unless Landlord consents in writing to such transfer. Landlord's acceptance of rent or any other payments from any trustee, receiver, assignee, person, or other entity will not be deemed to have waived, or waive, either the requirement of Landlord's consent or Landlord's right to terminate this Lease for any transfer of Tenant's interest under this Lease without such consent. . 20. ACCESS TO THE LEASED PREMISES Landlord, its employees and agents and any mortgagee of the Leased Premises shall have the right to enter any part of the Leased Premises at all reasonable times for the purposes of examining or inspecting the same, showing the same to prospective purchasers, mortgagees or tenants and for making such repairs, alteration or improvements to the Leased Premises as Landlord may deem necessary or desirable. If representatives of Tenant shall not be present to open and permit such entry into the Leased Premises at any time when such entry is necessary or permitted hereunder, Landlord and its employees and agents may enter the Leased Premises by means of a master key or otherwise, Landlord shall incur no liability to Tenant for such entry, nor shall such entry constitute an eviction of Tenant or a termination ofthis Lease, nor entitle Tenant to any abatement of rent therefore. 21. SURRENDER OF LEASED PREMISES Upon the expiration, or earlier termination, of this Lease Tenant shall surrender the Leased Premises to Landlord, together with all keys, access cards, alterations, improvements, and other property as provided elsewhere herein, in broom-clean condition and in good order, condition and . repair, except for ordinary wear and tear and damage which Tenant is not obligated to repair, failing which Landlord may restore the Leased Premises to such condition at Tenant's expense, which shall be payable upon demand. Upon such expiration or termination Tenant's trade fixtures, furniture and 160f24 . . . equipment shall remain Tenant's property, and if Tenant shall not then be in default under this Lease, Tenant shall have the right to remove the same prior to the expiration or earlier termination of this Lease, Tenant shall promptly repair any damage caused by any such removal, and shall restore the Leased Premises to the condition existing prior to the installation of the items so removed. Any of Tenant's trade fixtures, furniture or equipment not so removed shall be considered abandoned and may be retained by Landlord or be destroyed. 22. HOLDING OVER If Tenant remains in possession of the Leased Premises without the consent of Landlord after the expiration or earlier termination of this Lease, Tenant shall be deemed to hold the Leased Premises as a tenant from month to month, terminable on thirty (30) days' notice given by one party to the other and subject to all of the terms, conditions, covenants and provisions of this Lease (which shall be applicable during the holdover period), except that Tenant shall pay to Landlord twice the last current Base Rent, Taxes, and additional charges or expenses, which shall be payable to Landlord on demand. In addition, Tenant shall be liable to Landlord for all damages occasioned by such holding over. Tenant shall vacate and surrender the Leased Premises to Landlord upon Tenant's receipt of notice from Landlord to vacate. No holding over by Tenant, whether with or without the consent of Landlord, shall operate to extend this Lease except as otherwise expressly provided herein. 23. LANDLORD'S RIGHT TO RELOCATE TENANT Landlord shall have the right, at its option, upon at least a thirty (30) days' prior written notice to Tenant, to relocate Tenant and to substitute for the Leased Premises described herein other space containing at least as much rentable area as the Leased Premises. Such substituted space shall be improved by Landlord, at its expense, with improvements at least equal in quantity and quality to those in the Leased Premises. Landlord shall pay all reasonable expenses incurred by Tenant in connection with such relocation, including but not limited to costs of moving, door lettering, telephone relocation and reasonable quantities of new stationery. Upon completion of the relocation, Landlord and Tenant shall amend this Lease to change the description of the Leased Premises and any other matters pertinent thereto. 24. QUIET ENJOYMENT Except as provided in Paragraph 22 hereof to the extent that it may be applicable, if and so long as Tenant pays the prescribed rent and performs or observes all ofthe terms, conditions, covenants and obligations ofthis Lease required to be performed or observed by it hereunder, Tenant shall at all times during the term hereof have the peaceable and quiet enjoyment, possession, occupancy and use of the Leased Premises without any interference from Landlord or any person or persons claiming the Leased Premises by, through or under Landlord, subject to any mortgages, underlying leases or other matters of record to which this Lease is or may become subject. 25. FORCE MAJEURE All of the obligations of Landlord and of Tenant under this Lease are subject to and shall be postponed for a period equal to any delay or suspension resulting from fires, strikes, acts of God, and other causes beyond the control of the party delayed in its performance hereunder, this Lease remaining in all other respects in full force and effect and the Term not thereby extended. Notwithstanding the foregoing, the unavailability of funds for payment or performance of Tenant's 17 of 24 obligations hereunder shall not give rise to any postpone1bentedr HfdBj.s.assneh~t>msp.:riBsi:gmoe oometlarp:brobligatiofreEretmJlhtt.of its intent t399Xenant. . 26. NOTICE AND PLACE OF PAYMENT (a) All rent and other payments required to be made by Tenant to landlord shall be delivered or mailed to Landlord at the address set fw:1:h (b) All payments required to be made by Landlord to Tenant shall be delivered or mailed to Tenant at the address set forth in Paragraph 26( c) hereof or at any other address within the United States as Tenant may specify from time to time by written notice given to Landlord. (c) Any notice, demand or request required or permitted to be given under this Lease or by law shall be deemed to have been given if reduced to writing and mailed by Registered or Certified mail, postage prepaid, to the party who is to receive such notice, demand or request at the address set forth below or at such other address as Landlord or Tenant may specify from time to time by written notice. When delivering such notice, demand or request shall be deemed to have been given as of the date it was so delivered or mailed. Landlord: Tenant: Farmington EDA 325 Oak Street Farmington MN 55024 Attn: Tina Schwanz Attn: . 27. MISCELLANEOUS GENERAL PROVISIONS (a) Payments Deemed Rent. Any amounts of money to be paid by Tenant to Landlord pursuant to the provisions of this Lease, whether or not such payments are denominated "Base Rent" or and whether or not they are to be periodic or recurring, shall be deemed Base Rent or additional Rents owing for purposes of this Lease; and any failure to pay any of same as provided in Paragraph 18(a) hereof shall entitle Landlord to exercise all of the rights and remedies afforded hereby or by law for the collection and enforcement of Tenant's obligation to pay rent. Tenant's obligation to pay any such Base Rent or additional Rent pursuant to the provisions of this Lease shall survive the expiration or other termination of this Lease and the surrender of possession of the after any holdover period. (b) Estoppel Letters. Tenant shall, within ten (10) days following written request from Landlord, execute, acknowledge and deliver to Landlord or to any lender, purchaser or prospective lender or purchaser designated by Landlord a written statement certifying (i) that this Lease is in full force and effect and unmodified (or, if modified, stating the nature of such modification), (ii) the date to which rent has been paid, (iii) that there are not, to Tenant's knowledge, any uncured defaults (or specifying such defaults if any are claimed); and (iv) such further matters as may be requested by Landlord. Any such statement may be relied upon by any prospective purchaser or mortgagee of all or any part of the Leased Premises. Tenant's failure to deliver such statement within such period shall be . conclusive upon Tenant that this Lease is in full force and unmodified, and that there are no uncured defaults in Landlord's performance hereunder. 18 of 24 . . . (c) Memorandum of Lease. If requested by either party, a Memorandum of Lease, containing the information required by law concerning this Lease shall be prepared, executed by both parties and filed for record in the office of the county recorder in Dakota County, Minnesota. (d) Applicable Law. This Lease and all matters pertinent thereto shall be construed and enforced in accordance with the laws of the State of Minnesota. (e) Entire Agreement. This Lease, including all Exhibits, Riders and Addenda, constitutes the entire agreement between the parties hereto and may not be modified except by an instrument in writing executed by the parties hereto. (f) Binding Effect. This Lease and the respective rights and obligations of the parties hereto shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto as well as the parties themselves; provided, however, that Landlord, its successors and assigns shall be obligated to perform Landlord's covenants under this Lease only during and in respect of their successive periods as Landlord during the term of this Lease. (g) Severability. If any provision of this Lease shall be held to be invalid, void or unenforceable, the remaining provisions hereof shall not be effected or impaired, and such remaining provisions shall remain in full force and effect. (h) No Partnership. Landlord shall not, by virtue of the execution of this Lease or the leasing of the Leased Premises to Tenant, become or be deemed a partner of Tenant in the conduct of Tenant's business on the Leased Premises or otherwise. (i) Headings. Gender. etc. As used in this Lease, the word "person" shall mean and include, where appropriate, an individual, corporation, partnership or other entity, the plural shall be substituted for the singular, and the singular for the plural, where appropriate; and other words of any gender shall include any other gender. The topical headings of the several paragraphs of this Lease are inserted only as a matter of convenience and reference, and do not affect, decline, limit or describe the scope or intent ofthe Lease. G) Waiver of Jury. To the extent permitted by Law, Tenant hereby waives any right it may have to a jury trial in the event oflitigation between Tenant and Landlord pertaining to this Lease. (k) Allocation of Rent. Landlord and Tenant agree that no portion of the Base Rent paid by Tenant during the portion of the term of this Lease occurring after the expiration of any period during which such rent was abated shall be allocated by landlord or Tenant to such rent abatement period, nor is such rent intended by the parties to be allocable to any abatement period. (1) Right to Change Name and Building Address. Landlord reserves the right to change the name or street address of the Building. (m) Requirement of Identification. Landlord, or its contractor(s), may require all persons entering or leaving the Building during such hours as Landlord may reasonably determine, to identify themselves by registration or otherwise, and to establish their right to leave or enter, and to exclude or expel any peddler, solicitor or beggar at any time from the Leased Premises or Building. (n) Limitation of Landlord's Personal Liability. Tenant specifically agrees to look solely to Landlord's interest in the Leased Premises for the recovery of any judgment against Landlord, it being agreed that Landlord shall never be personally liable for any such judgment. 19 of 24 (0) Execution by Landlord. Submission of this instrument to Tenant, or Tenant's agents or attorneys, for examination or signature does not constitute or imply an offer to lease, reservation of . space, or option to lease, and this Lease shall have no binding legal effect until execution hereof by both Landlord and Tenant. (P) Time of Essence. Time is of the essence of this Lease and each of its provisions. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first written above. Landlord: Tenant: Farmington Economic Development Authority By: Its: President By: Its: By: Its: Executive Director By: Its: . . 20of24 . . . EXHIBIT C TENANT ESTOPPEL LETTER Lease Dated: Landlord: Tenant: Leased Premises: ,2006 Ladies and/or Gentlemen: The undersigned ("Tenant") hereby confirms the following as of the date hereof: Tenant is the tenant under the captioned lease (the "Lease"). All capitalized terms contained herein have the meaning defined in the Lease. The Commencement Date of the Term is , 200_. The Expiration of the Term is Tenant has accepted the Leased Premises for occupancy and the condition of the Leased Premises, including the Leasehold Improvements constructed thereon and the Building is in conformity with the provisions of this Lease in all respects, except for the following: The rentable area of the Leased Premises is square feet. The lease is in full force and effect; there is not existing default on the part of Landlord under the Lease; and the Lease has not been amended, modified, supplemented or superseded. Dated: ,200_ By: Its: 23of24 , , . City of Farmington 325 Oak Street, Farmington, MN 55024 (651) 463-7111 Fax (651) 463-2591 www.ci.farmington.mn.us TO: Economic Development Authority FROM: Tina Hansmeier SUBJECT: Exchange Bank Et Larson Building DATE: September 25, 2006 The following pictures are forwarded to you to illustrate the progress made on the Exchange Bank and Larson Buildings. . Poured Front Stoop (picture 1) . Installed Fire Escape (picture 2) . Interior Work in Progress [Larson Building] (picture 3 Et 4) . Installed Sprinkler System [Exchange Bank] (picture 5) . Installed Sprinkler System [Larson Building] (picture 6) . Installed Fire Sprinkler Riser (picture 7) . Improved Grand Staircase (picture 8) If there are any questions staff will be available to answer them at the meeting. Sincerely, vifudi~ Tina Hansmeier, Economic DeveLopment Specialist ~ .......... , ,~ ~~ " -"\ -... ~ ~),~<"i . "'\ '.~ ,~,!#1! '"' 7t): l. t... ;".'$'~ " t:';t>>7~ ;tr, Ii(. :>... '. ..~. -#.;{-- :,t "'" I 'l \ \ ~ . . 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Mission Statement Page 10f2 Tina Hansmeier From: Kevin Carroll Sent: Thursday, September 21, 2006 12:52 PM To: Tina Hansmeier Subject: FW: Mission Statement Kevin Carroll Community Development Director City of Farmington 651-463-1860 (City Hall) 651-775-5962 (cell phone) From: Todd Arey [mailto:tarey@tcfbank,com] Sent: Thursday, September 21,200611:18 AM To: Kevin Carroll Subject: Mission Statement Kevin, Attached is my homework assignment. The first page is the actual mission statement I came up with. Page two is my scratch pad, where I put down all of my alternatives. And page three is some definitions and questions I wanted to keep track of. You really don't need to bother with pages two and three - other than as a reference, one is the finished product. However, page three might be of some use, it might help spur some discussion or prompt you/me/us in other ways Call if you have questions. Regards, Todd Arey rCF Bank 801 Marquette Avenue, 001-13-0 Minneapolis, MN 55402-3475 Phone: 612-661-6724 Fax: 612-661-8525 e-mail: tarey@tcfbank.com <<The EDA Mission Statement.doc>> EMAIL DISCLAIMER Information contained in this e-mail transmission is the property ofrCF and is intended for the named recipient. If you are not the intended recipient, do not read, distribute, or reproduce this transmission. If you have received this e-mail transmission in error, please contact the sender. 9/21/2006 i1rUfP~ The Economic Development Authority exists simply to attract and retain both a diverse population of people and a wide variety of businesses and industries so that they have access and exposure to each other, and thereby increasing the City's tax base and ability to provide municipal services and quality oflife back to the residential and business connnunities. . . . . . . Ct~ p~ 2- The EDA exists simply: To attract and retain a diverse population of people, give them access to a variety of employment opportunities, from an array of businesses, throughout a range of industries... To attract and retain a diverse population of people, give them access to a wide variety of employment opportunities, businesses, and industries.. . To attract and retain a diverse population of people; meanwhile promoting, attracting, and retaining a wide variety of businesses and industries... *To attract and retain both a diverse population of people and a wide variety of businesses and industries so that they have access and exposure to each other, and thereby increasing the City's tax base and ability to provide municipal services and quality of life back to the residential and business communities. To promote, attract and retain commercial and industrial development in the City of Farmington. In doing so, serve to enhance the quality of life for Farmington citizens by creating jobs, increasing assessed valuation, and attracting property tax, sales tax and other revenue generators to the community. To be proactive in maintaining and enhancing the economic viability of Farmington, MN through partnership, innovation and strategic action. The Economic Development Authority is dedicated to promoting economic vitality for Farmington businesses and residents. By fostering an environment for growth, prosperity and job creation, the authority's success will increase the city's tax base, providing resources for municipal services that enhance the quality of life for Farmington's residents. To facilitate the growth, diversification and stability of the Farmington economy, to create meaningful employment opportunities for all of the citizens of the City and, by expanding the economy, to provide a stable and growing tax base for the operations of City government. The mission of the Economic Development Authority is to work effectively to retain, expand, promote and attract business and industry within Farmington so as to enhance the local economic development climate, increase the City of Farmington's tax base, increase the value of commerce and create employment opportunities. To achieve and to maintain the most reasonable, dynamic and robust business climate in the Farmington connnunity, by aggressively pursuing all avenues of growth for new and existing businesses, towards the goal of maximizing employment opportunities, tax base and quality of life. With an emphasis on suburban core neighborhoods and low to moderate income residents, the Economic Development Authority improves the quality of life and ensures a healthy economy for all residents of Farmington (Farmingtonites) throughjob development, business development, neighborhood revitalization, public improvements, social services and revenue enhancement. The Economic Development Authority is committed to identifying and managing innovative economic growth, which enhances the quality of life and provides balance to the business and residential connnunity. ~ fJ~'3' Attract and retain Who do we want to attract? Who do we want to retain? Do we need to promote? From cradle to grave Full life cycle - from birth to death. Diverse population Low income, moderate income, high income, extreme income, etc. variety of Part-time, full-time, seasonal, entrepreneurial, etc. employment onnortunities an array of businesses Connnercial, industrial, retail, etc A range of industries Agriculture, Air Transportation, Conglomerate, Construction, Education, Energy, Financial Services, Health Care, Insurance, Leisure/Recreation, Manufacturing, Maritime & Related Activities, Media, Nonprofit, Real Estate, Retailing, Surface Transportation, Teleconnnunications, Tourism, WholesalinglDistribution, etc. have access and I have a pool of residents I can hire. exposure to each I have places I can work, shop, and recreate. other increasing the City's $$$ tax base provide municipal City Hall; Emergency Center (Police and Fire); Fire Stations; Libraries; Animal services Shelter; Swimming Pool- Water Park; Parks; Ball fields; Walking, Biking, and Hiking Trails; Senior Center; Activitv Center; and Visitor's Center; etc. quality of life Standard of living, the amount of money and access to goods and services that a person has; freedom, happiness, art, environmental health, and innovation, etc. . . . . * . . Mission Statement -- Homework Assignment! Page 1 of2 Tina Hansmeier From: Sent: To: Kevin Carroll Thursday, September 21,200612:53 PM Tina Hansmeier Subject: FW: Mission Statement -- Homework Assignment! Kevin Carroll Community Development Director City of Farmington 651-463-1860 (City Hall) 651-775-5962 (cell phone) From: Chad Collignon [mailto:ChadC@Roundbank.com] Sent: Thursday, September 21, 2006 11:13 AM To: Kevin Carroll Subject: RE: Mission Statement -- Homework Assignment! To improve the economic vitality of the Farmington area, expand the tax base through commercial and industrial development. foster employment opportunities and enhance the quality of life for residents. From: Kevin Carroll [mailto:KCarroll@CI.FARMINGTON.MN.US] Sent: Monday, September 18, 2006 11:39 AM To: paulhardt@ispwest.com~ areytl@charter.net~ erik.starkman@usbank.com~ Yvonne M. Flaherty~ Christy J. Fogarty [External Email Account]; Chad Collignon; David McKnight; McKnight, David Cc: Tina Schwanz; Kevin Carroll Subject: Mission Statement -- Homework Assignment! Importance: High As you may recall, it was suggested at the last EDA meeting that each EDA member prepare a draft of a proposed Mission Statement for discussion at September 25 EDA meeting. For reference, I have attached (see icon below) an additional copy of the Memo that was in last month's EDA packet regarding this topic. Please e-mail your proposed Mission Statement to me by 12:00 noon on Thursday of this week so that Tina and I have sufficient time to collate the submissions and get them into the EDA packet for next Monday night's meeting. Call me if you have any questions. Thanks. Kevin Carroll Community Development Director City of Farmington 651-463-1860 (City Hall) 9/2112006 Page 1 of2 Tina Hansmeier From: Kevin Carroll Sent: Thursday, September 21, 2006 3:30 PM To: Tina Hansmeier Subject: FW: FW: Mission Statement -- Homework Assignment! . FYI Kevin Carroll Community Development Director City of Farmington 651-463-1860 (City Hall) 651-775-5962 (cell phone) From: Paul Hardt [mailto:paulandcharhardt@yahoo.com] Sent: Thursday, September 21, 2006 3:20 PM To: Kevin Carroll Subject: Re: FW: Mission Statement -- Homework Assignment! Kevin, here is my draft of the mission statement: ~ The mission of the Farmington EDA is to obtain the cooperation and involvement of all stakeholders and all levels of government to improve the economic vitality of the Farmington area, expand the tax base through commercial and industrial development, foster employment opportunities, support redevelopment of housing and businesses, and enhance the quality of life for residents. . Paul Hardt Kevin Carroll <KCarroll@CI.FARMINGTON.MN.US> wrote: Paul, Here's the stuff you missed the first time! Thanks for the new e-mail address. <<082406 Mission Statement Memo (2).doc>> Kevin Carroll Community Development Director City of Farmington 651-463-1860 (City Hall) 651-775-5962 (cell phone) From: Kevin Carroll Sent: Monday, September 18,200611:39 AM To: 'paulhardt@ispwest.com'; 'areytl@charter.net'; 'erik.starkman@usbank.com'; 'Yvonne M. Flaherty'; Christy J. Fogarty [External Email Account]; Chad Collignon; David McKnight; 'McKnight, David' Cc: Tina Schwanz; Kevin Carroll Subject: Mission Statement -- Homework Assignment! . 9121/2006 . . . Farminsrton Economic Development Mission Statement Farmington Rocks and it's only gonna get better. Or To retain, improve and expand the economic vitality of the City of Farmington. Or To retain, improve, and expand the economic vitality of the City of F annington by creating partnerships that help expand commercial, industrial and retail businesses. Our continuing mission is to create new opportunities and improve the overall quality of life in F armin$ton. . . . LEASE AGREEMENT THIS LEASE AGREEl\1ENT ("Lease") is entered into and made as of this _day of September, 2006 by and between the Farmington Economic Development Authority, a Minnesota public body corporate and politic, hereinafter called "Landlord", and Broadband Solutions, Inc., a Wisconsin corporation with its principal place of business located at 1886 Commerce Drive, DePere, Wisconsin, 54115, hereinafter called "Tenant". The parties mutually agree as follows: 1. LEASED PREMISES Subject to the terms and conditions of this Lease, Landlord leases to Tenant and Tenant rents from Landlord, the premises formerly known as the Farmington Liquor Store, comprising approximately 1,502 square feet of net rentable space (the "Rentable Area") in the building ("Building") located at 303 Third Street, Farmington, Minnesota, 55024, hereinafter referred to as the "Leased Premises." In addition to the Rentable Area, Tenants will have the use of the Building's lower level, which square footage is not included in the Base Rent calculation, as hereinafter described, but which for all other terms of this Lease is included in the Leased Premises. Descriptions of the Rentable Area and the Leased Premises are attached hereto as Exhibits "A" and "B", respectively. 2. TERM The term of this Lease (the "Term") shall be for a period of one year, commencing October 1, 2006 (the "Commencement Date"), and ending September 30, 2007 (the "Expiration Date") subject to adjustment as provided in Paragraph 6 hereof, unless this Lease shall be sooner terminated as hereinafter provided. 3. RENT (a) For purposes of this Lease, the following definitions shall apply: (i) "Taxes" shall mean all real estate taxes, installments of special assessments, sewer charges transit taxes, taxes based upon receipt of rent and any other federal, state or local governmental charge, general, special, ordinary or extraordinary (excluding income, franchise, or other taxes based upon Landlord's income or profit, unless imposed in lieu of real estate taxes) which shall now or hereafter be levied, assessed or imposed against the Leased Premises and/or the Tenant and shall apply to said obligations at such time in which said obligation are accrued or levied. (ii) "Operating Expenses" shall mean all of Tenant's direct costs and expenses of operation and maintenance of the Leased Premises and the surrounding walks, driveways, parking lots and landscaped areas (within the area described in Exhibit "B") as determined by Landlord in accordance with generally accepted accounting principles or other recognized accounting practices, consistently applied, including by way of illustration and not limitation: ,_----- insurance premiums; personal property taxes on personal property used on the Leased Premises; water, electrical and other utility charges including (but not limited to) the separately billed electrical and other charges described in Paragraph 8 hereof; the charges of any independent contractor who, under a contract with Tenant, or its representatives, does any of the work of operating, maintaining or repairing of the Leased Premises, service and other 127203 v2 Deleted: Taxes (other than penalties fur late payment); costs (including attorney's fees) incurred in connection with any good lilith contest of Taxes; charges incurred in the operation and maintenance of the heating, ventilation and air conditioning system; cleaning services; tools and supplies; landscape maintenance costs; building security services; license and permit fees; building management fees; and in general all other costs and expenses which would, under generally accepted accounting principles, be regarded as operating and maintenance costs and expenses. . (b) Base Rent. Tenant shall pay to Landlord during the Lease Term rent at the annual rate of Six Dollars ($6.00) per rentable square foot per annum for a total of Nine Thousand Twelve and No/lOO Dollars ($9,012.00) per annum, hereinafter referred to as the "Base Rent." The Base Rent is payable in equal monthly installments of Seven Hundred Fifty One and No/lOO Dollars ($ 751.00) in advance, on or before the first day of each and every month throughout the Term; provided, however, that if the Commencement Date shall be a day other than the first day of a calendar month or the Expiration Date shall be a day other than the last day of a calendar month, the Base Rent installment for such first or last fractional month shall be pro-rated accordingly. Tenant's obligation to pay the Base Rent is a separate and independent covenant and obligation. Tenant shall pay all Base Rent and other sums of money as shall become due from and payable by Tenant to Landlord under this Lease at the times and in the manner provided herein, without abatement and without notice, demand, set-off or counterclaim. Throughout the term of this Lease Tenant shall pay the following: Deleted: Taxes and (c) .gPe:.~~!~~g ~_XR~I!~~~;__Il?~~.t!!_~h~Jtp-~)'_~J!.1Q'p~~~!~~g~~P-l?.t!~~~_~h~}~_~I)~'____m__________m____:::~'-- Deleted: Taxes and (d) Net Lease. Landlord and Tenant intend that this Lease shall be deemed and construed to be a "net lease," and Base Rent and all other charges, costs and sums to be paid by Tenant hereunder shall be paid to Landlord net and without any charges, assessments, impositions, expenses or deductions of any kind or nature whatsoever. (e) Service Charge. Tenant's failure to make any monetary payment required of Tenant hereunder within five (5) days of the due date therefore shall result in the imposition of a service charge for such late payment in the amount of ten percent (10%) of the amount due. In addition, any sum not paid within thirty (30) days of the due date therefore shall bear interest at a rate equal to the greater of eighteen percent (18%) or the prime rate plus two percent (2%) per annum (or such lesser percentage as may be the maximum amount permitted by law) from the date due until paid. . 4. SECURITY DEPOSIT (a) Tenant has deposited with Landlord the sum of One Thousand and No/IOO Dollars ($ 1000.00) as security ("Security Deposit") for the full and faithful performance of every provision of this Lease to be performed by Tenant. If Tenant defaults with respect to any provision of this Lease, including, without limitation, the provisions relating to the payment of Base Rent, Operating Expenses,~,___---{ Deleted: Taxes, repair of damage to the Leased Premises and/or cleaning or restoring the Leased Premises upon termination of this Lease, Landlord may use, apply or retain all or any part of this security deposit for the payment of any Base Rent, Operating Expenses, J?~_~!!!~~__~I)}~.~_i!!_~~f~~I~__~!!~__~!!Y._~!!!~~!lc!~_~~j~l1___------{ Deleted: Taxes, Landlord may spend or become obligated to spend by reason of Tenant's default to the full extent permitted by law. If any portion of said deposit is so used, applied or retained, Tenant shall, within ten (10) days after written demand therefore, deposit cash with Landlord in an amount sufficient to restore security deposit to an amount equal to the then applicable Base Rent, plus the monthly amount of estimated Operating Expenses and other charges payable hereunder by Tenant multiplied by the number of months worth of Base Rent represented by the initial security deposit and Tenant's failure to 2 of 24 . . City of Farmington 325 Oak Street, Farmington, MN 55024 (651) 463-7111 Fax (651) 463-2591 www.cLfarmington.mn.us TO: Economic Development Authority FROM: Peter J. Herlofsky, Jr. SUBJECT: Economic Development Planning Effort DATE: September 21, 2006 Attached is the agreement that will encompass the conditions for the economic development review of Farmington's Community Development Department. Mr. Craig Rapp will be available October 9,2006 for a special meeting of the EDA to initiate our planning process. I would hope that we can schedule a meeting on that date. Please advise a time. Mr. Rapp will be available . any time convenient to the EDA. (?)n~ . ( 1/ . ~~ . /// ,,/ '-</) ~>-- /~ --'.--1;r i< .( Peter J. Hpr!ofsky, Jr. City Arutinistrator . CMuller/Herlofsky/Community Dev/Eco Dev Planning International IA\ City/County 'CY!~!A Association Contract Type: Date: Project: Project Period: Contractor: . 777 North Capitol Street. NE Suite 500 Washington, DC 20002-4201 Fixed Price (Guaranteed Maximum) Contract August 28, 2006 Economic Development Options Analysis October 1, 2006 to October 1, 2007 September 1. 2006 to September. 2007 City of Farmington, Minnesota 325 Oak Street Farmington, MN 55068 Contractor Contact: Peter J. Herlofsky, Jr., City Administrator Tel: 651.463.1801 Fax: 651.463.2591 Subcontractor: . International City/County Management Association (ICMA) 777 North Capitol Street, N.E., Suite 500 Washington, D.C. 20002 Subcontractor Contact: Mosi Kitwana, Director Tel: (202) 962-3649 Fax: (202) 962-3500 Contract Ceiling: $26,780 (maximum) . H:\ICMA\082206 lCMA Contractrev3.doc . . . This agreement is made between the International City/County Management Association (herein after called "ICMA" or "Subcontractor"), with a principal place of business at 777 North Capitol Street, NE, Suite 500, Washington, DC 20002 and the City of Farmington (herein after called the "Client"), with a principal place of business at 325 Oak Street, Farmington MN 55068. The work will be performed under a fixed price (guaranteed maximum) contract in accordance with the Schedule, and Specific Terms and Conditions, which are hereby incorporated. NOW, THEREFORE, in consideration of these premises and the mutual promises herein contained the parties hereto agree as follows: STATEMENT OF WORK Introduction The International City/County Management Association, (ICMA) a national non- profit association of professional local government executive managers, agrees to coordinate a team of experts that will conduct an analysis and development of a set of recommendations for economic development options for the City of Farmington, Minnesota. Backaround The City of Farmington, a suburban community in the Twin Cities [Minnesota] metropolitan area, has experienced tremendous growth in recent years. Managing the challenges associated with this growth is a priority. In order to sustain and grow Farmington's economic vitality as the population and demand for government services rise, the City has to lead, plan and act. To assist the City in this process, ICMA proposes to carry out the following scope of work in support of economic development in the City. Scope of Work ICMA will carry out the following set of activities in support of economic development in Farmington: 1. An analysis of Farmington's assets and how they are being used to enhance economic development in the community, including . developing an understanding of the community's vision; . analyzing Farmington's demographic and economic assets; . analyzing regional demographic and economic assets, trends and statistics; and . interviews with key leaders in government and business. 3 . 2. Present five (5) models and strategies for economic development used effectively by communities with similar assets. ICMA will also identify a set of next steps for pursuing each of the models. 3. ICMA will present Farmington with a list of resources that can support or assist Farmington in achieving its economic development vision. 4. ICMA will present its findings, recommendations, and resources to Farmington in a written report. 5. ICMA will assess how the recommendations have been used and progress made in economic development one year from the date the report is submitted. Requirements of the City of Farminqton and ICMA In order to execute this agreement and carry out the services described, the City of Farmington will: . Provide the ICMA with background documentation and information to fully inform the Peer Assistance team members about the specific issues to be addressed in the final report. . Provide the Peer Assistance team members with access to the City of . Farmington's management and staff who can clarify and elaborate on the written background information. ICMA will: . Assemble a group of national and local experts in economic development to participate on the Peer Assistance Team. . Organize three Farmington site visits including the visit to deliver the final report. . Coordinate the production of a report that includes an analysis and management guidance recommendations for providing effective and efficient economic development services for the City of Farmington. . Deliver draft report for review by November 30,2006. . Deliver 30 copies of the final report and recommendations to the City Council and the City Administrator by December 15, 2006. PAYMENT TERMS AND CONDITIONS In consideration of the activities performed by the subcontractor, Client agrees to pay the subcontractor $26,780 for services rendered. Payment of 40% ($10,712) of the contract amount of $26,780 will be paid within 30 days of the fully executed contract,. A second payment of 40% ($10,712) will be paid within 30 days of the . delivery of the final report and recommendations and the remainder of the final 4 . . . bill, 20% ($5,351) will be paid within 30 days of the delivery of the assessment of how the recommendations have been used. TERMINATING THE AGREEMENT Either party may terminate this Contract at any time by giving written notice of termination. Subcontractor shall be entitled to full payment for services performed prior to the date of termination. Client shall be entitled to reimbursement for any services paid for in advance but not performed prior to the date of termination. INDEPENDENT CONTRACTOR Subcontractor is an independent contractor, not Client's employee. Personnel retained or assigned by the Subcontractor to perform services covered by this contract will at all times be considered agents or employees of Subcontractor and not agents or employees of Client. Subcontractor has the sole right to control and direct the means, manner, and method by which the services required by this agreement will be performed. Subcontractor has the right to perform services for others during the term of this Contract. DISPUTES In case of a dispute on any part of this contract, the parties shall use their best efforts to arrive at an agreeable resolution. The Subcontractor shall proceed diligently with its performance of this contract, pending final resolution of any dispute arising or relating to this contract. INDEMNIFICATION Each party shall assume all risk of property loss or damage and of personal injury or death, which may be sustained by each party or by any of its employees, agents or consultants, or subcontractors as a result of performing the work required under this contract. Each party agrees to indemnify the other against and save each other from any claims arising from any such property loss or damage, personal injury, or death. MODIFICATIONS This contract can only be modified by a written agreement, signed by both parties. 5 . GOVERNING LAW This contract shall be governed in accordance with the laws of the State of Minnesota. INSPECTION AND ACCEPTANCE Unless otherwise agreed, all data shall be inspected and accepted by the Client in accordance with the deliverables in the Scope of Work set forth above under the requirements of each party. The Client shall have a reasonable period (15 days) to review and comment on the final report. ENTIRE CONTRACT Upon acceptance of this Contract, Client agrees that the provisions under this Contract, its attachments and exhibits, shall constitute the entire agreement between the parties hereto and supersede all prior agreements relating to the subject matter hereof. In witness hereof, the duly authorized representatives of Subcontractor and the Client have executed this Contract on the dates shown. . ICMA City of Farmington By: Peter J. Herlofsky, Jr. City Administrator By: _Vickie Brooks, Title: _Contract Administrator_ Date: Date: Attest: City Clerk . 6 "" . . . lOP City of Farmington 325 Oak Street, Farmington, MN 55024 (651) 463-7111 Fax (651) 463-2591 www.ci.farmington.mn.us TO: Mayor, City COlll1cil and City Administrator()- Kevin Carroll, Community Development Director FROM: SUBJECT: Biotechnology and Health Science Industry Zones ["Bioscience Zones"] DATE: September 18, 2006 INTRODUCTION The State of Minnesota (through its Department of Employment and Economic Development) is currently accepting applications from cities and other governmental entities that wish to have specified properties designated as "Bioscience Zones." DISCUSSION In 2003, the Minnesota Legislature established the "Biotechnology and Health Science Industry Zone Program" to provide financial incentives (primarily tax exemptions and credits) to qualified applicants who submitted development plans to link higher education research institutions with biotechnology and health sciences industry facilities. The Department of Employment and Economic Development [DEED] subsequently designated one Bioscience Zone with three sub- zones that included all or portions of the cities of Minneapolis, St. Paul and Rochester. A total of 1508 acres were designated, and an initial allocation of$l million in tax credit funding was distributed to nine companies. However, additional funding was not provided in the 2004-2006 Legislative Sessions. The 2006 Legislature re-opened the process by allowing additional applicants to seek Bioscience Zone designation(s), in order to make themselves potentially eligible for any future funding that might be provided by the Legislature. Applications must be received by October 15,2006. Zone designations (if any) will be made by December 31, 2006. A Dakota County-based economic development organization (Dakota Future) has been working to coordinate and combine potential applications from several cities in Dakota County. Until very recently, attention was focused exclusively on a potential "biozone corridor" along Highway 52 between St. Paul and Rochester. Because Farmington is not immediately adjacent to Highway 52, it was not initially believed that Farmington would be considered a qualified applicant. However, within the past few days a number of cities have begun devoting additional attention to the portions of the new legislation that refer to "non-contiguous sub-zones" and "multiple 19-1 .... properties." In short, staff members in those communities (which include cities located some distance from Highway 52, including Bumsville, Lakeville, Farmington and others) are prepared to join the original group of Highway 52 communities (including Inver Grove Heights, Rosemount, Cannon Falls and others) in a collective application that identifies non-contiguous . parcels in all of the communities in question that are potentially suitable for bioscience-related industries. The City of Rosemount has agreed to serve as the official applicant for the entire group, and the Dakota County CDA has agreed to serve as the administrator of any local bioscience zone that might be approved by DEED. Any city that desires to participate in the "group application" must adopt a resolution to that effect. A draft of such a resolution has been attached. Dakota Future needs to determine which cities will be involved as quickly as possible, because the Dakota County Board will be considering this matter at its meeting on October 3,2006. Attached hereto is a map that identifies the parcels in Farmington that are (a) zoned appropriately for a bioscience manufacturing or industrial facility and (b) vacant and therefore potentially available for development. Efforts are currently underway to contact the property owners in question to explain the potential benefits of the Biotechnology and Health Science Industry Zone Program. There does not appear to be any "downside" to the Program, nor (especially) any costs that could be incurred by the property owner or the City in connection with the Program. ACTION REQUESTED Motion to approve proposed Resolution Approving Bioscience Zone Application. . . 19-2 --- --- --, __-=-~J f L.... c:: Li ~l o:r ::! J .J l:__ -- f ~ 1. PIO# 14-02600-010-90 Oevney Family Ltd Ptnshp 2. PIO# 14-03500-010-01 Oevney Family Ltd Ptnshp 3. PIO# 14-02500-011-57 (portion of) John Devney 4. PID# 14-25852-010-01 John Devney 5. PIO# 14-25828-010-01 Castle Rock Development Inc. 6. PIO# 14-25828-020-01 Castle Rock Development Inc. 7. PID# 14-25828-030-02 Castle Rock Development Inc. 8. PIO# 14.25828-020-02 Castle Rock Development Inc. 9. PID# 14-25828-010-02 Castle Rock Development Inc. 10. PID# 14-03600-010-60 (portion of) Donald Peterson Family Ltd Ptnshp 11. PID# 14-03600-010-33 (portion of) Donald Peterson Family Ltd ptnshp 12. PID# 14-02500-015-82 II Bernard Murphy Farms LP I 13. PID# 14-02500-020-55 (portion of) Bernard Murphy Farms LP lIOO I I I I o 1000 2lIllO 3llllO SCALE . ICITY OF FARMINGTON POTENTIAL BIO-ZONESI - Municipal Boundary I ~~~~ ~ I Created on Se ember 12, 2006 ,. I. . RESOLUTION NO. RI08-06 APPROVE APPLICATION FOR A BIOSCIENCE ZONE Pursuant to due call and notice thereof, a regular meeting of the City Council ofthe City of Farmington, Minnesota, was held in the Council Chambers of said City on the 18th day of September 2006 at 7:00 p.m. Members Present: Members Absent: Soderberg, Fogarty, McKnight, Pritzlaff, Wilson None Member Fogarty introduced and Member McKnight seconded the following: WHEREAS, the Minnesota Legislature found in Minnesota Session Laws 2003, 1st Special Session, Chapter 21, Article 2, as a matter of public policy, that biotechnology and the health sciences hold immense promise in improving the quality of our lives, including curing diseases, making our foods safer and more abundant, reducing our dependence on fossil fuels and foreign oil, making better use of Minnesota agriculture products, and growing tens of thousands of new, high-paying jobs; and, WHEREAS, the Minnesota Legislature Minnesota Session Laws 2006 Regular Session Chapter 276 (S.F. No. 3260) granted to the Minnesota Department of Employment and Economic Development the authority, in collaboration with the Minnesota Department of Revenue and the Office of Strategic and Long Range Planning, to designate one or more Biotechnology and Health Sciences Industry Zones; and, WHEREAS, the legislature further found that there are hundreds of discoveries made each year at the University of Minnesota, the Mayo Clinic, and other research institutions that, ifproperly commercialized, could help provide these benefits; and, WHEREAS, the Bioscience Program created in Minnesota Session Laws 2003, 1st Special Session, Chapter 21, Article 2 allows for the formation of a Bioscience Zone; and, WHEREAS, an application for Bioscience zone designation in the City of Farmington is being prepared for submission to the Minnesota Department of Employment and Economic Development via Dakota Future. THEREFORE, BE IT RESOLVED that the City of Farmington, at its meeting held on September 18, 2006, upon careful consideration and review, approves the specific areas proposed in the application for a Bioscience zone, approves the use of tax exemptions and tax credits within the proposed zone (subject to proper review and approval by the other appropriate taxing authorities within the zones), and encourages the Minnesota Department of Employment and Economic Development to approve the Bioscience Zone Application being submitted by Dakota Future. . BE IT FURTHER RESOLVED that the City of Farmington agrees to provide all of the local . sales and use tax exemptions provided for under the Bioscience Zone. This resolution adopted by recorded vote ofthe Farmington City C uncil in open session on the 18th day of September 2006. Attested to theolO~ day of September 2006. SEAL . , .