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11.06.23 Council Packet
Meeting Location: Farmington City Hall 430 Third Street Farmington, MN 55024 CITY COUNCIL REGULAR MEETING AGENDA Monday, November 6, 2023 7:00 PM Page 1.CALL TO ORDER 7:00 P.M. 2.PLEDGE OF ALLEGIANCE 3.ROLL CALL 4.APPROVE AGENDA 5.ANNOUNCEMENTS / COMMENDATIONS 5.1.Introduction of New Employees and Swearing in of Paid-on-Call Fire District Chief and Lieutenant. Not applicable Agenda Item: Introduction of New Employees and Swearing in of Paid- on-Call Fire District Chief and Lieutenant. - Pdf 4 6.CITIZENS COMMENTS / RESPONSES TO COMMENTS (This time is reserved for citizen comments regarding non-agenda items. No official action can be taken on these items. Speakers are limited to five minutes to address the city council during citizen comment time.) 7.CONSENT AGENDA 7.1.Gambling Event Permit for Farmington Volleyball Club, January 10, 2024 Agenda Item: Gambling Event Permit for Farmington Volleyball Club, January 10, 2024 - Pdf 5 - 10 7.2.Gambling Premises Permit for K.D.K. Foundation at Longbranch Saloon & Eatery, 309 Third Street, Farmington Agenda Item: Gambling Premises Permit for K.D.K. Foundation at Longbranch Saloon & Eatery, 309 Third Street, Farmington - Pdf 11 - 22 7.3.Minutes of the October 16, 2023 Regular City Council Meeting. Agenda Item: Minutes of the October 16, 2023 Regular City Council Meeting. - Pdf 23 - 27 Page 1 of 112 7.4.Payment of Claims Agenda Item: Payment of Claims - Pdf 28 - 29 Payment of Claims 7.5.Agreement with International City Management Association Retirement Corporation doing business as Mission Square Retirement Agenda Item: Agreement with International City Management Association Retirement Corporation doing business as Mission Square Retirement - Pdf 30 - 44 7.6.Staff Changes and Recommendations Agenda Item: Staff Changes and Recommendations - Pdf 45 7.7.2023-2024 Farmington High School Hockey Game Ice Rental Agreement Agenda Item: 2023-2024 Farmington High School Hockey Game Ice Rental Agreement - Pdf 46 - 49 7.8.Agreement with Youth Sports Plus for Video Services at Schmitz-Maki Arena Agenda Item: Agreement with Youth Sports Plus for Video Services at Schmitz-Maki Arena - Pdf 50 - 57 7.9.Five-Year Farm Lease with Devney Family Farms Agenda Item: Five Year Farm Lease with Devney Family Farms - Pdf 58 - 68 7.10.Johnson Controls Fire and Life Safety Systems Planned Service Agreement Agenda Item: Johnson Controls Fire and Life Safety Systems Planned Service Agreement - Pdf 69 - 85 7.11.Resolution Accepting Donation from Farmington VFW Post 7662 to the Halloween Walk Agenda Item: Resolution Accepting Donation from Farmington VFW Post 7662 to the Halloween Walk - Pdf 86 - 87 7.12.Contract for Tree Trimming and Removal Agenda Item: Contract for Tree Trimming and Removal - Pdf 88 - 96 7.13.Final Acceptance of Public Streets and Utilities and Release of Securities – Sapphire Lake 4th Addition Agenda Item: Final Acceptance of Public Streets and Utilities and Release of Securities – Sapphire Lake 4th Addition - Pdf 97 7.14.Professional Services Agreement with WSB for Staff Augmentation Agenda Item: Professional Services Agreement with WSB for Staff Augmentation - Pdf 98 - 112 8.PUBLIC HEARINGS 9.AWARD OF CONTRACT Page 2 of 112 10.PETITIONS, REQUESTS AND COMMUNICATIONS 11.UNFINISHED BUSINESS 12.NEW BUSINESS 13.CITY COUNCIL ROUNDTABLE 14.ADJOURN Page 3 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Julie Flaten, Asst City Admin/HR Director Department:HR Subject:Introduction of New Employees and Swearing in of Paid-on-Call Fire District Chief and Lieutenant. Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Respective department heads will introduce new employees to the Council including: Josh Lawrenz - Building Official Danielle Olson - GIS Specialist Kim Sommerland - Finance Director Deputy Chief Price will present District Chief Scott Mattingly and Lieutenant Jason Graham for swearing in. DISCUSSION: Not applicable BUDGET IMPACT: Not applicable ACTION REQUESTED: Not applicable Page 4 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Shirley Buecksler, City Clerk Department:Administration Subject:Gambling Event Permit for Farmington Volleyball Club, January 10, 2024 Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Farmington Volleyball Club has applied for a Gambling Exempt Permit for a raffle on January 10, 2024. DISCUSSION: Per State Statute 349.166 and pertinent City Code, a Gambling Event Permit must be issued by the City for this request. BUDGET IMPACT: Not applicable ACTION REQUESTED: Approve and adopt Resolution R69-23 Concurring with the Issuance of a Minnesota Lawful Gambling Exemption Permit to Conduct a Raffle - Farmington Volleyball Club, January 10, 2024. ATTACHMENTS: R69-23 Gambling Exempt Permit, Farmington Volleyball Club 01.10.24 Gambling Event Permit, Farmington Volleyball Club 01.10.24 Page 5 of 112 CITY OF FARMINGTON DAKOTA COUNTY, MINNESOTA RESOLUTION NO. R69-23 A RESOLUTION CONCURRING WITH THE ISSUANCE OF A MINNESOTA LAWFUL GAMBLING EXEMPTION PERMIT TO CONDUCT A RAFFLE – FARMINGTON VOLLEYBALL CLUB, JANUARY 10, 2024 WHEREAS, the Farmington Volleyball Club has made application for a Lawful Gambling Exempt Permit to the Gambling Control Board to conduct gambling in the form of a raffle on January 10, 2024; and WHEREAS, the City of Farmington has no objection to said activity. NOW, THEREFORE, BE IT RESOLVED, that Mayor Hoyt and the Farmington City Council hereby concur with the issuance of a Lawful Gambling Exemption Permit by the Gambling Control Board to the Farmington Volleyball Club on January 10, 2024 at El Charro Mexican Restaurant, 120 Elm Street, Farmington, Minnesota. Adopted by the City Council of the City of Farmington, Minnesota, this 6th day of November 2023. ATTEST: ____________________________ ______________________________ Joshua Hoyt, Mayor Shirley R Buecksler, City Clerk Page 6 of 112 MI N N E S O T A LA W F U L GA M B L I N G 4, 2 3 LG 2 2 0 Ap p l i c a t i o n fo r Ex e m p t Pe r m i t Pa g e 1 of 3 An ex e m p t pe r m i t ma y be is s u e d to a no n p r o ? t Ap p l i c a t i o n Fe e (n o n - r e f u n d a b l e ) °r g a " | Z a “ ° n th a t Ap p l i c a t i o n s ar e pr o c e s s e d in th e or d e r re c e i v e d . If th e ap p l i c a t i o n . co n d u c t s la w f u l ga m b l i n g on fi v e or fe w e r da y s , an d IS . . . . po s t m a r k e d or re c e i v e d 30 da y s or mo r e be f o r e th e ev e n t th e - aw a r d s le s s th a n $5 0 , 0 0 0 in pr i z e s du r i n g a ca l e n d a r ap p l i c a t i o n fe e is $1 0 0 ; ot h e r w i s e th e fe e '5 $1 5 . 1 ’ Ye a h . . . if to t a l ra f f l e pr i z e va l u e fo r th e ca l e n d a r ye a r wi l l be D” e _ 'f ° th e m9 “ Vf ? u m e °f ex e m p t ap p " C a t ' ° ” 5 ' P‘ - ‘ V f n e n t °f d, $1 , 5 0 0 or le s s , Co n t a c t th e Li c e n s i n g Sp e c i a n s t as s i g n e d to ad d i t i o n a l fe e s pr i o r to 30 da y s be f o r e yo u r ev e n t WI no t ex p e it s Yo u r co u n t y by ca l l i n g 65 1 , 5 3 9 , 1 9 0 0 _ se r v i c e , no r ar e te l e p h o n e re q u e s t s fo r ex p e d i t e d se r v i c e ac c e p t e . Or g a n i z a t i o n _ Pr e v i o u s Ga m b l i n g Na m e ; Fa r m i n g t o n Vo l l e y b a l l Cl u b pe r m i t Nu m b e r ; x. 9 3 7 1 5 — 2 3 - 0 0 8 Mi n n e s o t a Ta x ID Fe d e r a l Em p l o y e r ID Nu m b e r , if an y : Nu m b e r (F E I N ) , If an y : Ma l l i n g Ad d r e s s : 52 0 7t h St ci t y ; Fa r m i n g t o n st a t e ; MN Zi p ; 55 0 2 4 co u n t y ; Da k o t a Na m e of Ch i e f Ex e c u t i v e Of ? c e r (C E O ) : EN “ Qu i n n (: 5 0 Da y t i m e ph o n e ; 61 2 - 8 4 5 - 1 8 7 0 ci a o Em a " ; fa r m t i g e r v b @ g m a i | . c o m (p e r m i t wi l l be em a i l e d to th i s em a i l ad d r e s s un l e s s ot h e r w i s e in d i c a t e d be l o w ) Em a i l pe r m i t to (i f ot h e r th a n th e CE O ) : ci n d v @ p c k r u e 9 e r - c o m Ty p e of No n p r o ? t Or g a n i z a t i o n (c h e c k on e ) : I Fr a t e r n a l I: I Re l i g i o u s I Ve t e r a n s Ot h e r No n p r o f i t Or g a n i z a t i o n At t a c h a co p y of gn e of th e fo l l o w i n g sh o w i n g pr o o f of no n p r o ? t st a t u s : (D O NO T at t a c h a sa l e s ta x ex e m p t st a t u s or fe d e r a l em p l o y e r ID nu m b e r , as th e y ar e no t pr o o f of no n p r o ? t st a t u s . ) I A cu r r e n t ca l e n d a r ye a r Ce r t i f i c a t e of Go o d St a n d i n g Do n ' t ha v e a co p y ? Ob t a i n th i s ce r t i ? c a t e fr o m : MN Se c r e t a r y of St a t e , Bu s i n e s s Se r v i c e s Di v i s i o n Se c r e t a r y of St a t e we b s i t e , ph o n e nu m b e r s : 60 Em p i r e Dr i v e , Su i t e 10 0 w. s o . te . n. s St . Pa u l , MN 55 1 0 3 65 1 - 2 9 6 - 2 8 0 3 , or to l l fr e e 1- 8 7 7 - 5 5 1 - 6 7 6 7 I.1 IR S in c o m e ta x ex e m p t i o n (5 0 1 ( c ) ) le t t e r In yo u r or g a n i z a t i o n ' s na m e Do n ' t ha v e a co p y ? To ob t a i n a co p y of yo u r fe d e r a l in c o m e ta x ex e m p t le t t e r , ha v e an or g a n i z a t i o n of ? c e r Co n t a c t th e IR S to l l fr e e at 1- 8 7 7 - 8 2 9 - 5 5 0 0 . I IR S - Af f i l i a t e of na t i o n a l , st a t e w i d e , or in t e r n a t i o n a l pa r e n t no n p r o ? t or g a n i z a t i o n (c h a r t e r ) If yo u r or g a n i z a t i o n fa l l s un d e r a pa r e n t or g a n i z a t i o n , at t a c h co p i e s of m of th e fo l l o w i n g : 1. IR S le t t e r sh o w i n g yo u r pa r e n t or g a n i z a t i o n is a no n p r o ? t 50 1 ( c ) or g a n i z a t i o n wi t h a gr o u p ru l i n g ; an d 2. th e ch a r t e r or le t t e r fr o m yo u r pa r e n t or g a n i z a t i o n re c o g n i z i n g yo u r or g a n i z a t i o n as a su b o r d i n a t e . Na m e of pr e m i s e s wh e r e th e ga m b l i n g ev e n t wi l l be co n d u c t e d (f o r ra f f l e s , li s t th e si t e wh e r e th e dr a w i n g wi l l ta k e pl a c e ) : El Ch a r m Me x i c a n Re 5 l i 3 U | ‘ a n t Ph y s i c a l Ad d r e s s (d o no t us e P. O . bo x ) : 12 0 El m St Ci t y : Fa r m i n c i t o n zi p : 55 0 2 4 Co u n t y : Da k o t a Ij T o w n s h i p : Zi p : Co u n t y : Da t e ( s ) of ac t i v i t y (f o r ra f ? e s , in d i c a t e th e da t e of th e dr a w i n g ) : l/ l o /Z 0 2 . ‘ - I Ch e c k ea c h ty p e of ga m b l i n g ac t i v i t y th a t yo u r or g a n i z a t i o n wi l l co n d u c t : Z Bi n g o E Pa d d l e w h e e l s :I Pu l l - T a b s I: I Ti p b o a r d s I: Ra m e Ga m b l i n g eq u i p m e n t fo r bi n g o pa p e r , bi n g o bo a r d s , ra f f l e bo a r d s , pa d d l e w h e e l s , pu | | ~ t a b s , an d ti p b o a r d s mu s t be ob t a i n e d fr o m a di s t r i b u t o r li c e n s e d by th e Mi n n e s o t a Ga m b l i n g Co n t r o l Bo a r d . EX C E P T I O N : Bi n g o ha r d ca r d s an d bi n g o ba l l se l e c t i o n de v i c e s ma y be bo r r o w e d fr o m an o t h e r or g a n i z a t i o n au t h o r i z e d to co n d u c t bi n g o . To fi n d a li c e n s e d di s t r i b u t o r , go to ww w . m n . g o v / g c b an d cl i c k on Di s t r i b u t o r s un d e r th e Li s t of u c e n s e e s ta b , or ca l l 65 1 - 5 3 9 - 1 9 0 0 . Page 7 of 112 .. .. . . _. i . - . (6 0 da y s fo r a 1s t cl a s s ci t y ) . |T h e ap p l i c a t i o n is de n i e d . Pr i n t Ci t y Na m e : LG 2 2 0 Ap p l i c a t i o n fo r Ex e m p t Pe r m i t CI T Y AP P R O V A L fo r a ga m b l i n g pr e m i s e s lo c a t e d wi t h i n ci t y li m i t s ‘/ Th e ap p l i c a t i o n is ac k n o w l e d g e d wi t h no wa i t i n g pe r i o d . Th e ap p l i c a t i o n is ac k n o w l e d g e d wi t h a 30 - d a y wa i t i n g pe r i o d , an d al l o w s th e Bo a r d to is s u e a pe r m i t af t e r 30 da y s (' , i T i i of Fa r m m g l t o 30 da y s . Pr i n t Co u n t y Na m e : fo r a ga m b l i n g pr e m i s e s |T h e ap p l i c a t i o n is ac k n o w l e d g e d wi t h no wa i t i n g pe r i o d . Th e ap p l i c a t i o n is ac k n o w l e d g e d wi t h a 30 - d a y wa i t i n g pe r i o d , an d al l o w s th e Bo a r d to is s u e a pe r m i t af t e r |T h e ap p l i c a t i o n is de n i e d . 4/ 2 3 Pa g e 2 of 3 CO U N T Y AP P R O V A L lo c a t e d in a to w n s h i p Si g n a t Ci t y Pe r s o n l (M Si g n a t u r e of Co u n t y Pe r s o n n e l : \) Ti t l e : %/ 3 a Da t e : -l ( , 9 — ’ 2 0 Z . ¥ Ti t l e ; Da t e ; Th e ci t y or co u n t y mu s t si g n be f o r e su b m i t t i n g ap p l i c a t i o n to th e Ga m b l i n g Co n t r o l Bo a r d . Ch i e f Ex e c u t i v e Of f i c e r ' s Si g n a t u r e : Pr i n t Na m e : Er i n Qu i n ” Co m p l e t e a se p a r a t e ap p l i c a t i o n fo r : - al l ga m b l i n g co n d u c t e d on on e da y . co n d u c t e d on th e sa m e da y . ga m b l i n g ac t i v i t y is do n e : Bo a r d . - al l ga m b l i n g co n d u c t e d on tw o or mo r e co n s e c u t i v e da y s ; or On l y on e ap p l i c a t i o n is re q u i r e d if on e or mo r e ra f f l e dr a w i n g s ar e Fi n a n c i a l re p o r t to be co m p l e t e d wi t h i n 30 da y s af t e r th e A ?n a n c i a l re p o r t fo r m wi l l be ma i l e d wi t h yo u r pe r m i t . Co m p l e t e an d re t u r n th e fi n a n c i a l re p o r t fo r m to th e Ga m b l i n g Co n t r o l Yo u r or g a n i z a t i o n mu s t ke e p al l ex e m p t re c o r d s an d re p o r t s fo r Ti t l e : TO W N S H I P (i f re q u i r e d by th e co u n t y ) On be h a l f of th e to w n s h i p , I ac k n o w l e d g e th a t th e or g a n i z a t i o n is ap p l y i n g fo r ex e m p t e d ga m b l i n g ac t i v i t y wi t h i n th e to w n s h i p li m i t s . (A to w n s h i p ha s no st a t u t o r y au t h o r i t y to ap p r o v e or de n y an ap p l i c a t i o n , pe r Mi n n . St a t u t e s , se c t i o n 34 9 . 2 1 3 . ) Pr i n t To w n s h i p Na m e : Si g n a t u r e of To w n s h i p Of ? c e r : Th e in f o r m a t i o n pr o v i d e d in th i s ap p l i c a t i o n is co m p l e t e an d ac c u r a t e to th e be s t of my kn o w l e d g e . I ac k n o w l e d g e th a t th e fi n a n c i a l re p o r t wi l l be co m p l e t e d an d re t u r n e d to , he Bo a r d wi t h i n 30 da y s of th e ev e n t da t e . Q /4 4 4 1 ! (2 (S i g n a t u r e mu s t be CE O 5 si g n a t u r e ; de s i g n e e ma y no t si g n ) Ma l l ap p l i c a t i o n wi t h : a co p y of yo u r pr o o f of no n p r o ? t st a t u s ; an d ap p l i c a t i o n fe e (n o n - r e f u n d a b l e ) . If th e ap p l i c a t i o n is po s t m a r k e d or re c e i v e d 30 da y s or mo r e be f o r e th e ev e n t , th e ap p l i c a t i o n fe e is $1 0 0 ; ot h e r w i s e th e fe e is $1 5 0 . Ma k e ch e c k pa y a b l e to St a t e of Mi n n e s o t a . To : Qu e s t i o n s ? Mi n n e s o t a Ga m b l i n g Co n t r o l Bo a r d 17 1 1 We s t Co u n t y Ro a d 8, Su i t e 30 0 So u t h Ro s e v i l l e , MN 55 1 1 3 Ca l l th e Li c e n s i n g Se c t i o n of th e Ga m b l i n g Co n t r o l Bo a r d at Da t e : "/ 0 "( < 2 93 Da t a pr i v a c y no t i c e : Th e in f o r m a t i o n re q u e s t e d on th i s fo r m (a n d an y at t a c h m e n t s ) wi l l be us e d by th e Ga m b l i n g Co n t r o l Bo a r d (B o a r d ) to de t e r m i n e yo u r or g a n i z a t i o n ' s qu a l i ? c a t i o n s to be in v o l v e d In la w f u l ga m b l i n g ac t i v i t i e s in Mi n n e s o t a . Yo u r or g a n i z a t i o n ha s th e ri g h t to re f u s e to su p p l y th e in f o r m a t i o n ; ho w e v e r , if yo u r or g a n i z a t i o n re f u s e s to su p p l y th i s in f o r m a t i o n , th e Bo a r d ma y no t be ab l e to de t e r m i n e yo u r or g a n i z a t i o n ' s qu a l i ? c a t i o n s an d , as a co n s e q u e n c e , ma y re f u s e to Is s u e a pe r m i t . if yo u r or g a n i z a t i o n su p p l i e s th e in f o r m a t i o n re q u e s t e d , th e Bo a r d wi l l be ab l e to pr o c e s s th e ap p l i c a t i o n . Yo u r or g a n i z a t i o n ' s na m e an d ad d r e s s wi l l be pu b l i c in f o r m a t i o n wh e n re c e i v e d by th e Bo a r d . Al l ot h e r In f o r m a t i o n pr o v i d e d wi l l be pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n un t i l th e Bo a r d is s u e s th e pe r m i t . Wh e n th e Bo a r d Is s u e s th e pe r m i t , al l in f o r m a t i o n pr o v i d e d wi l l be c o m e pu b l i c . if th e Bo a r d do e s no t Is s u e a pe r m i t , al l in f o r m a t i o n pr o v i d e d re m a i n s pr i v a t e , wi t h th e ex c e p t i o n of yo u r or g a n i z a t i o n ' s na m e an d ad d r e s s wh i c h wi l l re m a i n pu b l i c . Pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n ar e av a i l a b l e to Bo a r d me m b e r s , Bo a r d st a f f wh o s e wo r k re q u i r e s ac c e s s to th e in f o r m a t i o n ; Mi n n e s o t a ' s De p a r t - me n t of Pu b l i c Sa f e t y ; At t o r n e y Ge n e r a l ; Co m m i s s i o n e r s of Ad m i n i s t r a t i o n , Mi n n e s o t a Ma n a g e m e n t & Bu d g e t , an d Re v e n u e ; Le g i s l a t i v e Au d i t o r , na t i o n a l an d In t e r n a t i o n a l ga m b l i n g re g u l a t o r y ag e n c i e s ; an y o n e pu r s u a n t to co u r t or d e r ; ot h e r in d i v i d u a l s an d ag e n c i e s sp e c i f i c a l l y au t h o r i z e d by st a t e or fe d e r a l la w to ha v e ac c e s s to th e In f o r m a t i o n ; in d i v i d u a l s an d ag e n c i e s fo r wh i c h la w or le g a l or d e r au t h o r i z e s a ne w us e or sh a r i n g of In f o r m a t i o n af t e r th i s no t i c e wa s gi v e n ; an d an y o n e wi t h yo u r wr i t t e n co n s e n t . Th i s fo r m wi l l be ma d e av a i l a b l e in al t e r n a t i v e fo r m a t (i . e . la r g e pr i n t , br a i l l e ) up o n re q u e s t . An eq u a l op p o r t u n i t y em p l o y e r Page 8 of 112 CI T Y OF FA R M I N G T C N Ap p l i c a t i o n fo r Ga m b l i n g Ev e n t Pe r m i t (F o r m GE 2 0 0 9 ) AP P L I C A N T IN F O R M A T I O N Ap p l i c a n t Na m e : Er m M Qu m n Ti t l e : Dw e c t o r (F i r s t ) (M i d d l e ) (L a s t ) Ap p ? c a m Ad d w s s : 62 0 7t h St , Fa r m i n g t o n MN 55 0 2 4 (S t r e e t ) (C i t y , St a t e , ZI P ) Ap p l i c a n t Ho m e Ph o n e : 61 2 8 4 5 1 8 7 0 Da t e of Bi r t h : BU S I N E S S IN F O R M A T I O N Bu s i n e s s Na m e / O r g a n i z a t i o n : F a r r m n g t o n Ad d , e S s : 6 2 O 7t h St , Fa r m i n g t o n MN 55 0 2 4 (S t r e e t ) (C i t y , St a t e , ZI P ) Bu s i n e s s Ph o n e : FA X : Em a i l : fa r m ? g e n / b @ g m a " ' C O m PR O P O S E D GA M B L I N G EV E N T LO C A T I O N IN F O R M A T I O N Ad d r e s s : 12 2 El m St Te l e p h o n e Nu m b e r : -4 6 0 - 8 0 7 7 FA X : ,, , o p e ? y 0 w n e , : El Ch a r r o Me x i c a n Re s t u a r a n t ,, , ° p e , , y Ow n e , A d d r e s s : 12 2 El m St , Fa r m i n g t o n MN 55 0 2 4 (S t r e e t ) (C i t y , St a t e , ZI P ) Pr o p e r t y Ow n e r Te l e p h o n e Nu m b e r : -4 6 0 - 8 0 7 7 De s c r i p t i o n of ga m b l i n g ac t i v i t i e s to be co n d u c t e d on pr e m i s e s by or g a n i z a t i o n ; in c l u d i n g da y s & ho u r s : Ra f f l e dr a w i n g 1/ 1 0 / 2 4 PR O V I D E AL L RE L E V A N T IN F O R M A T I O N SU P P O R I T N G TH E BA S I S FO R EX C L U S I O N OR EX E M P T I O N FR O M LI C E N S E RE Q U I R E M E N T UN D E R ON E OF TH E FO L L O W I N G AP P L I C A B L E SE C T I O N S : Page 9 of 112 Mi n n e s o t a St a t u t e § 34 9 . 1 6 6 , su b d . 1 (a ) : Na m e of fa i r or Ci v i c ce l e b r a t i o n : Ju n i o r Ol y m p i c Vo l l e y b a l l Fu n d r a i s e r Nu m b e r of co n s e c u t i v e da y s of bi n g o op e r a t i o n : Nu m b e r of bi n g o oc c a s i o n s co n d u c t e d by or g a n i z a t i o n du r i n g th e cu r r e n t ca l e n d a r ye a r : Mi n n e s o t a St a t u t e § 34 9 . 1 6 6 , su b d . 1 (b ) : Va l u e of pr i z e s fo r a si n g l e bi n g o ga m e : 35 Va l u e of to t a l pr i z e s aw a r d e d at a si n g l e bi n g o oc c a s i o n : $ Nu m b e r of bi n g o oc c a s i o n s he l d by th e or g a n i z a t i o n or at th e fa c i l i t y ea c h we e k : Pa r t i c i p a n t s al l o w e d to pl a y in a bi n g o ga m e : Na m e an d ad d r e s s of ma n a g e r ap p o i n t e d to su p e r v i s e th e bi n g o an d re g i s t e r e d wi t h th e Ga m b l i n g Co n t r o l Bo a r d : Mi n n e s o t a St a t u t e § 34 9 . 1 6 6 , su b d . 1 (c ) : Va l u e of al l ra f f l e pr i z e s aw a r d e d by th e or g a n i z a t i o n du r i n g ca l e n d a r ye a r : $ /0 0 0 Mi n n e s o t a St a t u t e § 34 9 . 1 6 6 , su b d . 2 fa } : Nu m b e r of la w f u l ga m b l i n g ev e n t s du r i n g th e ye a r : 1 Va l u e of pr i z e s fo r la w f u l ga m b l i n g in a ca l e n d a r ye a r : $ IO O D Ex e m p t i o n id e n t i f i c a t i o n nu m b e r : I he r e b y ce r t i f y th a t al l st a t e m e n t s ma d e in th i s ap p l i c a t i o n ar e tr u e an d co m p l e t e to th e be s t of my kn o w l e d g e . I un d e r s t a n d th a t an y mi s s t a t e m e n t s or om i s s i o n s of ma t e r i a l fa c t s ma y re s u l t in th e di s q u a l i f i c a t i o n or de n i a l of th e li c e n s e . I au t h o r i z e th e Ci t y of Fa r m i n g t o n to in v e s t i g a t e th e in f o r m a t i o n an d co n t a c t pe r s o n s l o r g a n i z a t i o n s na m e d on th i s ap p l i c a t i o n . Th e un d e r s i g n e d ag r e e s th a t th e ga m b l i n g ev e n t wi l l co n f o r m to al l ap p l i c a b l e st a t e la w s , Ga m b l i n g Co n t r o l Bo a r d re g u l a t i o n s , an d or d i n a n c e s of th e Ci t y of Fa r m i n g t o n . Na m e of A p p l i c nt (p l e a s e pr i n t ) Er i w n Qu i n n Si g n a t u r e / Z/ { Q /3 % " ( / Da t e // } " ” / O 1 9 / 2 :3 De p a r t m e n t V Si g n a t u r e Da t e Co m m e n t s Po l i c e Ci t y Cl e r k 4% ¢ /O . /l o . Z § _ — Ap p l i c a n t wi l l ne e d co p y of pe r m i t an d si g n e d re s o l u t i o n to se n d to th e St a t e of Mi n n e s o t a . Page 10 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Shirley Buecksler, City Clerk Department:Administration Subject:Gambling Premises Permit for K.D.K. Foundation at Longbranch Saloon & Eatery, 309 Third Street, Farmington Meeting:Regular Council - Nov 06 2023 INTRODUCTION: K.D.K. Foundation has submitted a Premises Permit Application for gambling activities to be conducted at Longbranch Saloon & Eatery, 309 Third Street, Farmington. DISCUSSION: The City has received an application from K.D.K. Foundation for approval of a Premises Permit Application to conduct gambling at Longbranch Saloon & Eatery located at 309 Third Street, Farmington, Minnesota. Per Minnesota Statute, local government approval is required prior to approval from the Gambling Control Board. The following are attached for Council review: Resolution R71-23 Concurring with the Issuance of a Gambling Premises Permit Application for K.D.K Foundation at 309 Third Street, Farmington, Minnesota City Application for Gambling Premises Permit Minnesota Lawful Gambling LG214 Premises Permit Application Lease for Lawful Gambling Activity (City approval not required) Organization License Application (City approval not required) Letter of 501(c)(3) Status Certificate of Incorporation A background investigation was completed by the Police Department with no concerns. ACTION REQUESTED: Adopt Resolution R71-23 Concurring with the Issuance of a Gambling Premises Permit Application for K.D.K. Foundation at 309 Third Street, Farmington, Minnesota ATTACHMENTS: R71-23 Gambling Premises Permit, K.D.K. Foundation Gambling Premise Permit, K.D.K. Foundation Page 11 of 112 CITY OF FARMINGTON DAKOTA COUNTY, MINNESOTA RESOLUTION R71-23 A RESOLUTION CONCURRING WITH THE ISSUANCE OF A MINNESOTA LAWFUL GAMBLING PREMISES PERMIT APPLICATION FOR K.D.K. FOUNDATION AT LONGBRANCH SALOON & EATERY, 309 THIRD STREET, FARMINGTON WHEREAS, a Minnesota Lawful Gambling Premises Permit Application was received by the City of Farmington from K.D.K. Foundation for charitable gambling to be conducted at Longbranch Saloon & Eatery, 309 Third Street, Farmington, Minnesota; and WHEREAS, the Chief Executive Officer declares that all information is true, accurate and complete; and WHEREAS, the Chief Executive Officer declares that any changes in the application information will be submitted to the Gambling Control Board and the City of Farmington within ten (10) days of change; and WHEREAS, the City of Farmington has no objection to said activity. NOW, THEREFORE, BE IT RESOLVED, that Mayor Hoyt and the Farmington City Council hereby concur with the issuance of a Minnesota Lawful Gambling Premises Permit by the Gambling Control Board to K.D.K. Foundation for gambling activities to be conducted at Longbranch Saloon & Eatery, 309 Third Street, Farmington, Minnesota. Adopted by the City Council of the City of Farmington, Minnesota, this 6th day of November 2023. ATTEST: ____________________________ ______________________________ Joshua Hoyt, Mayor Shirley R Buecksler, City Clerk Page 12 of 112 ('.iTY 0|? FARMINGN Application for Gambling Premises Permit (Form spams) APPUCANT INFORMATION ApplicanlName:__tr ‘J 271:5 /Title:614$64-“Flrsl)(Mddle)(Last) App!‘-caniAddress [Z,'2"i7 E44/IL/.-'51!’4/?y25’/’”l."V1/qz\Mlxiii)”.9&2/. (Slreetl (City,siate.ZIP) Applicant Home Phone:_Dale of Birth: V BUSINESS INFORMATION Business Namelorgaamlion:D,I Address:/7/3 g§;nn,.’t’J5’155%/”T1.’'’§///’é-Zk’.'l/W/L¢5'2{5’9«1,/ (Slreet)(City,Slate,ZIP) Business Phone: 7 *”g/H FAX:Erml:_ [M, Gambling Manager:ZQQ/9;]/-g:(:J'”-,5A//0'54Phone Number: j Address:274%' / (Street)5 .(City,State.ZIP) PROPOSED GAMBLING PREMISES LOCATION INFORMATION Address:/Ca/7;75m'rm/L€41//I211(557 E»‘T!fa‘//"Zr/II/rgfrw/A-5'4’/’~ 1,75"Telephone Number:££/‘5970 FAX: Pmpeny OwnerlLesso1:_1.;‘Z?1[;;-/2:“/at5(/61 '?zj M4 //AWVMLfl Properly OwnerILessorAddress’357 Q‘(4%#;rM ?y. (Slred)State.ZIP) Properly OwnerluassurTelephone Number:5/-2'51 '((2 f Rents and other dlarges for use of premises:r<£,;g,Jcrg,<:a’,E/a éurtpn/kgV:U‘/6'/ 115 3 Description of gambling acliviliajobemnducfsdonpremises by organization;includiig days &hours: pm42/-4;A5‘(Ea./L_9_.;'_I“/i_,§gA*’g f/imp /1»'3552,4,R1!/?flgfét/l<§tZ "/gc/M17/z.[gé-'ml?l’/Kf<7(/‘4=_'_‘rIIa/~'.K_ztil:8/MP Page 13 of 112 I he r e b y ce r t i f y th a t al l st a t e m e n t s ma d e in th i s ap p l i c a t i o n ar e tr u e an d co m p l e t e to th e be s t of my kn o w l e d g e . I un d e r s t a n d th a t an y mi s s t a t e m e n t s or om i s s i o n s of ma t e r i a l fa c t s ma y re s u l t in th e di s q u a l i f i c a t i o n or de n i a l of th e li c e n s e . I au t h o r i z e th e Ci t y of Fa r m i n g t o n to in v e s t i g a t e th e in f o r m a t i o n an d co n t a c t pe r s o n s l o r g a n i z a t i o n s na m e d on th i s ap p l i c a t i o n . Th e un d e r s i g n e d ag r e e s th a t th e us e of th e Pr e m i s e s fo r ga m b l i n g wi l l co n f o r m to al l ap p l i c a b l e st a t e la w s , Ga m b l i n g Co n t r o l Bo a r d re g u l a t i o n s , an d or d i n a n c e s of th e Ci t y of Fa r m i n g t o n . ./ I Na m e of Ap p l i c a n t (p l e a s e pr i n t ) ?r an ; S J ?t / ) 4 4 t . ’ 6 ?o /‘ ‘S i g n a t u r e /y { 4 v 4 / / . 1 / 2 1 ¢ ; 76 4 7 9 Da t e 3x 3 AP P R O V A L S De p a r t m e n t Si g n a t u r e Da t e Co m m e n t s Po l i c e Ci t y Cl e r k / D e p u t y Cl e r k Ap p l i c a n t wi l l ne e d co p y of pe r m i t an d si g n e d re s o l u t i o n to se n d to th e St a t e of Mi n n e s o t a . Page 14 of 112 MI N N E S O T A LA W F U L GA M B L I N G 6/ 1 5 Pa g e 1 °' 1 LG 2 1 4 Pr e m i s e s Pe r m i t Ap p l i c a t i o n An n u a l Fe e $1 5 0 (N O N - R E F U N D A B L E ) RE Q U I R E D A" l T A C i - I M EN T S TO LG 2 1 4 1. If th e pr e m i s e s is le a s e d , at t a c h a co p y of yo u r le a s e . Us e LG 2 1 5 Ha l l th e ap p l i c a t i o n an d re q u i r e d at t a c h m e n t s to : '~ “ “ '° " I- “ W u ” G‘ " ‘ b " “ 9 A° " " " ‘ V - Mi n n e s o t a Ga m b l i n g Co n t r o l Bo a r d 2. 51 5 0 an n u a l pr e m i s e s pe r m i t fe e , fo r ea c h pe r m i t (n o n - r e f u n d a b l e ) . $7 1 1 ‘? ‘ : ° 5 ‘ M ‘ i l ° ‘ F : ' ; ‘ 1 V 1 ’ 3 * ° ” d BI 5” “ 30 0 S° “ " ‘ Ma k e ch e c k pa y a b l e to "S t a t e of Mi n n e s o t a ! ‘ °5 ° " ei Qu e s t i o n s ? Ca l l 65 1 6 3 9 - 1 9 0 0 an d as k fo r Li c e n s i n g . OR G A N I Z A T I O N IN F O R M A T I O N ’ Or g a n i z a t i o n Na m e : K‘ D ~ K ‘ F“ ” ” d 3 ” " ” ' Li c e n s e Nu m b e r : “a w Ch i e f Ex e c u t i v e of f i c e r (C E O ) R“ ’ * “ Y ” Ma m ? Sm g m a i e ‘ Da y t i m e Ph o n e : 6‘ 2 ' ? 0 5 ‘ “ ’ 2 9 Ga m b l i n g Ma n a g e r : D” ’ “ ' ‘ ‘ 3 J‘ " “ ‘ " 5 KI W G ' ‘ ' Da y t i m e Ph o n e : :’ 3 ? _ j § _ ( _ ) § ; 2 7 5 4 GA M B I J N G PR E M I S E S , IN F O R M A T I O N _ 4 Cu r r e n t na m e of si t e wh e r e ga m b l i n g wi l l be co n d u c t e d : L0 " 9 b V 3 “ C * ? 53 0 0 “ 3‘ Em a " ! Us t an y pr e v i o u s na m e s fo r th i s lo c a t i o n : un k n o w n St r e e t ad d r e s s wh e r e pr e m i s e s is lo c a t e d : 30 9 ‘h m ’ SW 3 5 “ Fa ’ m ' ” 9 ‘ ° " - MN 55 0 2 " __ W (D o no t us e a 9. 0 . bo x nu m b e r or ma i l i n g ad d r e s s . ) Ci t y : on To w n s h i p : Co u n t y : Zi p Co d e : i” - a r m i n g l o n Da k o t a 55 0 2 / i Do e s yo u r or g a n i z a t i o n ow n th e bu i l d i n g wh e r e th e ga m b l i n g wi l l be co n d u c t e d ? [: ] Y e s No If no , at t a c h LG 2 1 S Le a s e fo r La w f u l Ga m b l i n g Ac t i v i t y . A le a s e is no t re q u i r e d if on l y a ra l l l a wi l l be co n d u c t e d . 1 is an y ot h e r or g a n i z a t i o n co n d u c t i n g ga m b l i n g at th i s si t e ? _: J Y e s l_ _ l N o Do n ‘ t kn o w No t e : Ba r bi n g o ca n on l y be co n d u c t e d at a si t e wh e r e an o t h e r fo r m of la w f u l ga m b l i n g is be i n g co n d u c t e d by th e ap p l y i n g or g a n i - za t i o n or an o t h e r pe r m i t t e d or g a n i z a t i o n . El e c t r o n i c ga m e s ca n on l y be co n d u c t e d at e si t e wh e r e pa p e r pu l l - t a b s ar e pl a y e d . Ha s yo u r or g a n i z a t i o n pr e v i o u s l y co n d u c t e d ga m b l i n g at th i s si t e ? :: | Y e s ‘I No [ JD o n ' t kn o w GA M B L I N G BA N K AC C O U N T IN F O R M A T I O N ; MU S T BE IN MI N N E S O T A ‘ Ba n k SW 6 ‘ Ad d m s s : 22 3 4 0 Ch i p p e n d a l e Av e n u e We s t _m y , ia r m i n g l o n St a t e , MN zi p Co d e , 55 0 2 4 AL I . ‘r e t a v o n n n v e n n a PE R M A N E N T oe r : - ' - s r r e sr o n a e s sp a c e s y Ad d r e s s : (D o no t us e a N) . bo x nu m b e r ) : Ci t y : St a t e : Zi p Co d e : 22 0 2 0 Ca n t o n Co w l ia r r n i n g l o n MN 55 0 2 4 " MNMN Page 15 of 112 LG 2 1 4 Pr e m i s e s Pe r m i t Ap p l i c a t i o n 6/ 1 5 Pa g e 2 of 2 AC K N O W L E D G M E N T BY LO C A L UN I T OF GO V E R N M E N T : AP P R O V A L BY RE S O L U T I O N CI T Y AP P R O V A L fo r a ga m b l i n g pr e m i s e s lo c a t e d wi t h i n ci t y ll m i t s ci t y Na m e , Fa r m i n g t o n Da t e Ap p r o v e d by Ci t y Co u n c i l : Re s o l u t i o n Nu m b e r : (I f no n e , at t a c h me e t i n g mi n u t e s . ) Si g at u r e of Ci t y Pe r s o n n e l : ii i / u . U Q%l? Da t e Si g n e d : l O ' % l - 2 0 % Ti t l e : Co u n t y Na m e : Ti t l e : CO U N T Y AP P R O V A L fo r a ga m b l i n g pr e m i s e s lo c a t e d In a to w n s h i p Da t e Ap p r o v e d by Co u n t y Bo a r d : Re s o l u t i o n Nu m b e r : (I f no n e , at t a c h me e t i n g mi n u t e s . ) Si g n a t u r e of Co u n t y Pe r s o n n e l : Da t e Si g n e d : TO W N S H I P NA M E : Co m p l e t e be l o w on l y if re q u i r e d by th e co u n t y . Lo c a l un i t of go v e r n m e n t mu s t si g n . On be h a l f of th e to w n s h i p , I ac k n o w l e d g e th a t th e or g a n i z a t i o n is ap p l y i n g to co n d u c t ga m b l i n g ac t i v i t y wi t h i n th e to w n s h i p li m i t s . (A to w n s h i p ha s no st a t u t o r y au t h o r i t y to ap p r o v e or de n y an ap p l i c a t i o n , pe r Mi n n e s o t a St a t u t e s 34 9 . 2 1 3 , Su b d . 2. ) AC K N O W L E D G M E N T AN D OA T H Ti t l e : Pr i n t To w n s h i p Na m e : Si g n a t u r e of To w n s h i p Of f i c e r : Da t e Si g n e d : 1. I he r e b y co n s e n t th a t lo c a l la w en f o r c e m e n t of f i c e r s , 6. th e Bo a r d or it s ag e n t s , an d th e co m m i s s i o n e r s of re v e n u e or pu b l i c sa f e t y an d th e i r ag e n t s ma y en t e r an d in s p e c t th e pr e m i s e s . 7' 2. Th e Bo a r d an d it s ag e n t s , an d th e Co m m i s s i o n e r s of re v e n u e an d pu b l i c sa f e t y an d th e i r ag e n t s , ar e au t h o r i z e d to in s p e c t th e ba n k re c o r d s of th e ga m b l i n g ac c o u n t wh e n e v e r ne c e s s a r y to fu l ? l l re q u i r e m e n t s of cu r r e n t ga m b l i n g ru l e s an d la w . 8. 3. I ha v e re a d th i s ap p l i c a t i o n an d al l in f o r m a t i o n su b m i t t e d to th e Bo a r d is tr u e , ac c u r a t e , an d co m p l e t e . 4. Al l re q u i r e d in f o r m a t i o n ha s be e n fu l l y di s c l o s e d . 9. 5. I am th e ch i e f ex e c u t i v e of f i c e r of th e or g a n i z a t i o n . I as s u m e fu l l re s p o n s i b i l i t y fo r th e fa i r an d la w f u l op e r a t i o n of al l ac t i v i t i e s to be co n d u c t e d . I wi l l fa m i l i a r i z e my s e l f wi t h th e la w s of Mi n n e s o t a go v e r n i n g la w f u l ga m b l i n g an d ru l e s of th e Bo a r d an d ag r e e , if li c e n s e d , to ab i d e by th o s e la w s an d ru l e s , in c l u d i n g am e n d m e n t s to th e m . ‘A n y ch a n g e s in ap p l i c a t i o n in f o r m a t i o n wi l l be su b m i t t e d to th e Bo a r d no la t e r th a n te n da y s af t e r th e ch a n g e ha s ta k e n ef f e c t . I un d e r s t a n d th a t fa i l u r e to pr o v i d e re q u i r e d in f o r m a t i o n or pr o v i d i n g fa l s e or mi s l e a d i n g in f o r m a t i o n ma y re s u l t in th e de n i a l or re v o c a t i o n of th e li c e n s e . 10 . I un d e r s t a n d th e fe e is no n - r e f u n d a b l e re g a r d l e s s of li c e n s e ap p r o v a l / d e n i a l . es i g n e e ma y no t si g n ) Da t e V , Da t a pr i v a c y no t i c e : Th e in f o r m a t i o n re q u e s x e d on th i s fo r m (a n d an y at t a c h m e n t s ) wi l l be us e d by th e Ga m b l i n g Co n t r o l Bo a r d (B o a r d ) to de t e r m i n e yo u r or g a n i z a t i o n ' s qu a l i f i c a t i o n s to be in v o l v e d in la w f u l ga m b l i n g ac t i v i t i e s In Mi n n e s o t a . Yo u r or g a n i z a t i o n ha s th e ri g h t to re f u s e to su p p l y th e in f o r m a t i o n ; ho w e v e r , lf y o u r or g a n i z a t i o n re f u s e s to su p p l y th i s In f o r m a t i o n , th e Bo a r d ma y no t be ab l e to de t e r m i n e yo u r or g a n i z a t i o n ' s qu a l i f i c a t i o n s an d , as a co n s e q u e n c e , ma y re f u s e to is s u e a pe r m i t . If yo u r or g a n i z a t i o n su p p l i e s th e in f o r m a t i o n re q u e s t e d , th e Bo a r d wi l l be ab l e to pr o c e s s yo u r or g a n i z a t i o n ' s ap p l i c a t i o n . Yo u r or g a n i z a t i o n ' s na m e an d ad d r e s s wi l l be pu b l i c in f o r m a t i o n wh e n re c e i v e d by th e Bo a r d . Al l ot h e r in f o r m a t i o n pr o v i d e d wi l l be pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n un t i l th e Bo a r d is s u e s th e pe r m i t . Wh e n th e Bo a r d is s u e s th e pe r m i t , al l In f o r m a t i o n pr o v i d e d wi l l be c o m e pu b l i c . if th e Bo a r d do e s no t is s u e a pe r m i t , al l in f o r m a t i o n pr o v i d e d re m a i n s pr i v a t e , wi t h th e ex c e p t i o n of yo u r or g a n i z a t i o n ' s na m e an d ad d r e s s wh i c h wi l l re m a i n pu b l i c . Pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n ar e av a i l a b l e to : Bo a r d me m b e r s , Bo a r d st a f f wh o s e wo r k re q u i r e s ac c e s s to th e in f o r m a t i o n ; Mi n n e s o t a ' s De p a r t m e n t of Pu b l i c Sa f e t y , At t o r n e y Ge n e r a l , Co m m i s s i o n e r s of Ad m i n i s t r a t i o n , Mi n n e s o t a Ma n a g e m e n t 84 . Bu d g e t , an d Re v e n u e ; Le g i s l a t i v e Au d i t o r , na t i o n a l an d in t e r n a t i o n a l ga m b l i n g re g u l a t o r y ag e n c i e s ; an y o n e pu r s u a n t to co u r t or d e r ; ot h e r in d i v i d u a l s an d ag e n c i e s sp e c i ? c a l l y au t h o r i z e d by st a t e or fe d e r a l la w to ha v e ac c e s s to th e In f o r m a t i o n ; In d i v i d u a l s an d ag e n c i e s fo r wh i c h la w or le g a l or d e r au t h o r i z e s a ne w us e or sh a r i n g of in f o r m a t i o n af t e r th i s no t i c e wa s gi v e n ; an d an y o n e wi t h yo u r wr i t t e n co n s e n t . Th i s fo r m wi l l be ma d e av a i l a b l e in al t e r n a t i v e fo r m a t , |. e . la r g e pr i n t , br a i l l e , up o n re q u e s t . 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V Bunuslstr-«Md ss:/fn+honnHellman am 3"TS1fIz>e+e my..1 ‘Slate Daytime Phone:Farmingfon /1‘/Jami‘£35502:-t V 2/24970~41oZj Name of Lesxurulsa :1 lqpl ovmu,mne'sAME"):: SA/V15 save:Zlp:Daytime Phone:Citr- pplirable nan: new or mended lean.Hfective date:I 0 7'7 .sum:changes at last tux days before the drecnve date of the change.3 New owner.Erecnve date:.Submit new lease wllhln ten days alter new lessor msumes uirmershlp .1-'iEL€’f.('v‘IkI:”!’v:>}‘\ « Y?t,,D,l-It/E’.~|f 'sei?.€'§§'!iJ.r‘§f“.ii“153')".'' - Pull-‘tabs (paper)_.;7 aeamnxcPul-Tubs :]Pull-Tabs (paper)with dispensing uevsce Eleutronlc Unked amgo -.Elemunuc gems may my be mnduclzd:Bar ago Emma 1.at a pmnbes llcalsed hr the on-sale of lnlomcaling llqunr 'Tpboan'l:or H:on-sale of 3.2%maxbeverages;or 2.pram M):uon?uclm he7|Paddlewhed V Paddlewheel wlh table ?t”?m fgg?iwm ofaféstW” us,nottot-Ju:eedmssocgmss proasrormaxmpnm. -Total rank paid frvm al organizations far only beau:openmnns at th:leased prams may not axncnd sum..The taut cap does ml Incme am opsmnou mm For uempnlcgames oonduuzd by the user. w ....9?“d°"¢5-°'hY’...W B.ECl'lDIll!:nuts:Munmly rm:to be paid:[5 '13,none exmed 1596 of megms pnmls gums and daztronlc Inked hhgo games.A Au.o-mamms:Nlum?yruttube paid:in notmexceed zossofgms pmnurromall aherronnsurnawrnlganunmg..uanybeomsalescummedbyalimeseawqammsonauueprmess,-mtnuynotexmea umergmss pmssrprmaxmmn am Issuhjettm boom operation 51,750 up. f ,‘E3!Wev.i”1it§. mm:meaaceeaan-asarmennnomgmsspnnxnamu man ganmmgausvuesneumnng bingo for that month from demonic pa!-ta’: nngp rent I linilm my one oflhe fullowlng: -went to he paid: oogaslols.emmlng bar bingo. -nazem be mid:s persqua-erum,nmmemeea11o9s nfa zolruarn?ecost persqme soozrnneaseaspue,as appmea by wemean onne GamhllmComm!Board.the rsar nus mam documentation,ve?lled Ivymeonpruauon,In non?lln me canparaue me and anawllm?e mats to he paid by me o-ganln?on to mecesor. =llentmlynotbtp?dforlarblvgo. =Ba nmwnoes not Include bingo games Inked mother pemmea pmmbes. The lease may be termhanau by ellhs party mm a written _bU day muse.other reruns: Page 17 of 112 LG 2 1 5 Le a s e fo r La w f u l Ga m b l i n g Ac t i v i t y 6/ 1 5 Pa g e 2 of z Le a s e Te r m : Th e te r m of th i s ag r e e m e n t wi l l be co n c u r r e n t Ot h e r Pr o h i b i t i o n s : Th e le s s o r wi l l no t im p o s e re s t r i c t i o n s on wi t h th e pr e m i s e s pe r m i t is s u e d by th e Ga m b l i n g Co n t r o l Bo a r d th e or g a n i z a t i o n wi t h re s p e c t to pr o v i d e r s (d i s t r i b u t o r or li n k e d (* 3 0 3 F d ) - bi n g o ga m e pr o v i d e r ) of ga m b l i n g - r e l a t e d eq u i p m e n t an d se r - Ma n a g e m e n t : Th e ow n e r of th e pr e m i s e s or th e le s s o r wi l l no t W3 9 5 0" in th e U5 9 0f “a t Pl ’ ° ? ' — 5 7° " '5 W f “ ' PU " D ° 5 e 5 - ma n a g e th e co n d u c t of la w f u l ga m b l i n g at th e pr e m i s e s . Th e Th e le s s o r , th e ie s s o r s im m e d i a t e fa m i l y , an y pe r s o n re s i d i n g in °l ’ 9 a " | Z 3 t l ° " ma Y “O f CO H G U C C 3l ' l Y BC W V W Y 0" be h a l f Of th e ‘$ 5 5 0 ’ th e sa m e re s i d e n c e as th e le s s o r , an d an y ag e n t s or em p l o y e e s 0" th e le a s e d Pr e m i s e s . of th e le s s o r wi l l no t re q u i r e th e or g a n i z a t i o n to pe r f o r m an y Pa r t i c i p a t i o n as Pl a y e r s Pr o h i b i t e d : Th e le s s o r wi l l no t pa r — ac t i o n th a t wo u l d vi o l a t e st a t u t e or ru l e . Th e le s s o r mu s t no t ti c i p a t e di r e c t l y or in d i r e c t l y as a pl a y e r in an y la w f u l ga m b l i n g mo d i f y or te r m i n a t e th i s le a s e in wh o l e or in pa r t du e to th e co n d u c t e d on th e pr e m i s e s . Th e le s s o r ' s im m e d i a t e fa m i l y an d |e s s o r ' s vi o l a t i o n of th i s pr o v i s i o n . If th e r e is a di s p u t e as to an y ag e n t s or ga m b l i n g em p l o y e e s of th e le s s o r wi l l no t pa r t i c i - wh e t h e r a vi o l a t i o n oc c u r r e d , th e le a s e wi l l re m a i n in ef f e c t pe n d - pa t e as pl a y e r s in th e co n d u c t of la w f u l ga m b l i n g on th e pr e m i s - in g a ?n a l de t e r m i n a t i o n by th e Co m p l i a n c e Re v i e w Gr o u p (C R G ) es , ex c e p t as au t h o r i z e d by Mi n n e s o t a St a t u t e s , Se c t i o n of th e Bo a r d . Th e le s s o r ag r e e s to ar b i t r a t i o n wh e n a vi o l a t i o n of 34 9 . 1 8 1 . th i s pr o v i s i o n is al l e g e d . Th e ar b i t r a t o r sh a l l be th e CR G . Il l e g a l Ga m b l i n g : Th e le s s o r is aw a r e of th e pr o h i b i t i o n Ac c e s s to Pe r m i t t e d Pr e m i s e s : Co n s e n t is gi v e n to th e Bo a r d ag a i n s t il l e g a l ga m b l i n g in Mi n n e s o t a St a t u t e s 60 9 . 7 5 , an d th e an d it s ag e n t s , th e co m m i s s i o n e r s of re v e n u e an d pu b l i c sa f e t y pe n a l t i e s fo r il l e g a l ga m b l i n g vi o l a t i o n s in Mi n n e s o t a Ru l e s an d th e i r ag e n t s , an d la w en f o r c e m e n t pe r s o n n e l to en t e r an d 78 6 5 0 2 2 0 , Su b p a r t 3. In ad d i t i o n , th e Bo a r d ma y au t h o r i z e th e in s p e c t th e pe r m i t t e d pr e m i s e s at an y re a s o n a b l e ti m e du r i n g th e or g a n i z a t i o n to wi t h h o l d re n t fo r a pe r i o d of up to 90 da y s if th e bu s i n e s s ho u r s of th e le s s o r . Th e or g a n i z a t i o n ha s ac c e s s to th e Bo a r d de t e r m i n e s th a t il l e g a l ga m b l i n g oc c u r r e d on th e pr e m i s e s pr e m i s e s du r i n g an y ti m e re a s o n a b l e a n d wh e n ne c e s s a r y fo r th e or th a t th e le s s o r or it s em p l o y e e s pa r t i c i p a t e d in th e il l e g a l co n d u c t of la w f u l ga m b l i n g . ga m b l i n g or kn e w of th e ga m b l i n g an d di d no t ta k e pr o m p t ac t i o n to st o p th e ga m b l i n g . Co n t i n u e d te n a n c y of th e or g a n i z a - ti o n is au t h o r i z e d wi t h o u t pa y m e n t of re n t du r i n g th e ti m e pe r i o d de t e r m i n e d by th e Bo a r d fo r vi o l a t i o n s of th i s pr o v i s i o n , as au t h o r i z e d by Mi n n e s o t a St a t u t e s , Se c t i o n 34 9 . 1 8 , Su b d . 1( a ) . To th e be s t of th e le s s o r ‘ s kn o w l e d g e , th e le s s o r af ? r m s th a t an y an d al l ga m e s or de v i c e s lo c a t e d on th e pr e m i s e s ar e no t be i n g us e d , an d ar e no t ca p a b l e of be i n g us e d , in a ma n n e r th a t vi o l a t e s th e pr o h i b i t i o n s ag a i n s t il l e g a l ga m b l i n g in Mi n n e s o t a St a t u t e s , Se c t i o n 60 9 . 7 5 . Le s s o r Re c o r d s : Th e le s s o r mu s t ma i n t a i n a re c o r d of al l mo n e y re c e i v e d fr o m th e or g a n i z a t i o n , an d ma k e th e re c o r d av a i l a b l e to th e Bo a r d an d it s ag e n t s , an d th e co m m i s s i o n e r s of re v e n u e an d pu b l i c sa f e t y an d th e i r ag e n t s up o n de m a n d . Th e re c o r d mu s t be ma i n t a i n e d fo r 3- 1 / 2 ye a r s . Re n t Al l - I n c l u s i v e : Am o u n t s pa i d as re n t by th e or g a n i z a t i o n to th e le s s o r ar e al l - i n c l u s i v e . No ot h e r se r v i c e s or ex p e n s e s pr o v i d e d or co n t r a c t e d by th e le s s o r ma y be pa i d by th e or g a n i - za t i o n , in c l u d i n g bu t no t li m i t e d to : - tr a s h re m o v a l No t w i t h s t a n d i n g Mi n n e s o t a Ru l e s 78 6 5 0 2 2 0 , Su b p a r t 3, an - el e c t r i c i t y , he a t or g a n i z a t i o n mu s t co n t i n u e ma k i n g re n t pa y m e n t s un d e r th e - sn o w re m o v a l te r m s of th i s le a s e , if th e or g a n i z a t i o n or it s ag e n t s ar e fo u n d to - st o r a g e be so l e l y re s p o n s i b l e fo r an y il l e g a l ga m b l i n g , co n d u c t e d at th i s - ja n i t o r i a l an d cl e a n i n g se r v i c e s si t e , th a t is pr o h i b i t e d by Mi n n e s o t a Ru l e s 78 6 1 , 0 2 6 0 , Su b p a r t 1, - ot h e r ut i l i t i e s or se r v i c e s it e m H, or Mi n n e s o t a St a t u t e s , Se c t i o n 60 9 . 7 5 , un l e s s th e - la w n se r v i c e s or g a n i z a t i o n ' s ag e n t s re s p o n s i b l e fo r th e il l e g a l ga m b l i n g ac t i v i t y - se c u r i t y , se c u r i t y mo n i t o r i n g ar e al s o ag e n t s or em p l o y e e s of th e le s s o r . - co s t of an y co m m u n i c a t i o n ne t w o r k or se r v i c e re q u i r e d to co n d u c t el e c t r o n i c pu | l ~ t a b s ga m e s or el e c t r o n i c bi n g o - in th e ca s e of ba r op e r a t i o n s , ca s h sh o r t a g e s . An y ot h e r ex p e n d i t u r e s ma d e by an or g a n i z a t i o n th a t is re l a t e d to a le a s e d pr e m i s e s mu s t be ap p r o v e d by th e di r e c t o r of th e Bo a r d . Re n t pa y m e n t s ma y no t be ma d e to an in d i v i d u a l . Th e le s s o r mu s t no t mo d i f y or te r m i n a t e th e le a s e in wh o l e or in pa r t be c a u s e th e or g a n i z a t i o n re p o r t e d , to a st a t e or lo c a l la w en f o r c e m e n t au t h o r i t y or to th e Bo a r d , th e co n d u c t of il l e g a l ga m b l i n g ac t i v i t y at th i s si t e in wh i c h th e or g a n i z a t i o n di d no t pa r t i c i p a t e . Ac x u o w y e o t m s n l j6 i = : L ; , I s A , S . e TE R M S ] I af ? r m th a t th i s le a s e is th e to t a l an d on l y ag r e e m e n t be t w e e n th e le s s o r an d th e or g a n i z a t i o n , an d th a t al l ob l i g a t i o n s an d ag r e e m e n t s ar e co n t a i n e d in or at t a c h e d to th i s le a s e an d ar e su b j e c t to th e ap p r o v a l of th e di r e c t o r of th e Ga m b l i n g Co n t r o l Bo a r d . Ot h e r te r m s of th e le a s e : Si g n a t u r e of Le s s o r : Da t e : Si g n a t e of (L e s s e ): Da t e : fj 91 . ? , / 1/ . 7 / < /? u - 3 / 7 ~ 6 l 3 Pr i n t Na m e an d Ti t l e of Le s s o r : Pr i n t Na m e an d Ti t l e ? f f e s s e e : A' \ ’ H ‘ i a - w ) HC J I M 4 , 57 0 7 7 1 5 /' /W / Y ? ? e ? Qu e s t i o n s ? Co n t a c t th e Li c e n s i n g Se c t i o n , Ga m b l i n g Co n t r o l Bo a r d , at Ma i l o r fa x le a s e to : I ‘ 65 1 - 5 3 9 - 1 9 0 0 . Th i s pu b l i c a t i o n wi l l be ma d e av a i l a b l e in al t e r n a t i v e fo r m a t (i . e . Mi n n e s o t a Ga m b l i n g Co n t r o l Bo a r d la r g e pr i n t , br a i l l e ) up o n re q u e s t . Da t a pr i v a c y no t i c e : Th e in f o r m a t i o n re q u e s t e d 17 1 1 W. Co u n t y Ro a d 3, Su i t e 30 0 So u t h on th i s fo r m an d an y at t a c h m e n t s wi l l be c o m e pu b l i c in f o r m a t i o n wh e n re c e i v e d by Ro s e v i l l e , MN 55 1 1 3 th e Bo a r d , an d wi l l be us e d to de t e r m i n e yo u r co m p l i a n c e wi t h Mi n n e s o t a st a t u t e s Fa x : 65 1 - 6 3 9 - 4 0 3 2 an d ru l e s go v e r n i n g la w f u l ga m b l i n g ac t i v i t i e s . Page 18 of 112 .u.u..=:.5=mnma=e=E_:m9a25>m£~_:u3m::a_.?_:na:...::n._50>E9....33.5..v:u_.u3:.necu...E___:._.a._oa.2..a=u~_:aBoEzom_.=3&:.:n2.a:?=._am._oE22.._=§u_..:.=_m.33.mm.4$=_:£_...aSun3mu_a853:..:o=m~_..mEa2.32._..5:52.:._s.2_§Eo5.;:T3.-£3coin}:-use=—En:o=ES.-3-:azn:..3=_.6.nu_2$5u._!.o=m:33n=_=<.3.Zuw5:25:_-E35.oomm.Em.2u2.my:«.535:8»SEo:a:5_:nEu.3__..=23._u=a.E596:5«E3....23250>_o33..ESAO~55n23:....aa0:3:.-.:o=.~n.=nu._a5.;E52:.A33»:03.-:5»!xi.uEou:_«E13.22m5:32.33_nE3:—_5S3.Bm.:m..3..=28.3w~.owm._38....._._nm..._om...wn._._.u..__.m...a..mGm.EnE==.Iah2.8::’lu.—_§8.._lO>..Iu:I_luE2....u_\.Adg?m.355:3.35.2.En>2:3..aaE=:A:.u>e_aEu.5333“=35EEuxw.3.mo.mmv55.:+0203 u!wo>09::aunt.anweBzlu.=e.:.=o....332¢.a..__:§._nn.=3..__£I539¢.30.us2.>33:5-31 ..o=w~.=u?o.=Ea:oz.550\_m:£w$>m:o.m=o~__n.:3..:_ :28xuu?v5.3.2.290E29323X: ;.xm.../...,<..hEounzoz xu.2s;::umAmvaznzu:e_>uES:31: .1li2is. 2...._>_5.3.2.2x..sn|| .I:_uy.,.§.m3.5.2.2: .=So3am_._.e..amm.=oz§_:ao.o.53.5.:a:=_m_.non.2.>2:emu2::2:...u5m3:2:m.owu05: ...:3u::mE3mammVcc_$n_=am.o.=o>coo:_u:uuov:E=maE.2:mm:33:Scan2:an>2:emu9:gcaauuna=_EEum.52.E2.uxuoguca:.5..32EE.am5.mEn..__..E.o5.;on5...55 .233:25:39:3..muuu._xa§...ma5:“.:o_::_::?o5.;E.mm_:aE?_.2._£..§=mac:E.23..am.u..On:a. .._..-u_=<232:0=e=n~=_nu.Dnaonuu.330.353uuaz.£233:2: a.... ,,,, ,, ¢m::‘m<u¢?.20=.<Z¢OL2~xuuimo m~o~5..m.§au<:5._&um€933:?_§.:.wvau_§:.emu3.5 om?xmyo?nzm=o_>En35...»: Esea?mawn.2E2_u_8_z__E.}..}om2:52.3: ...u..wm_3>9:3:3:=a_.E.:nu_o.3E23§__Eummmaaucaza:__nEuunEaan.35 EBCwmmzniascan59>anaoccnu ..:.ucaE=.8._02053:.E:2£3.S=§_:~u._c.533.azugacmu.cows...2:u. §>u3=(1.3.26=u_unu_:uau6uSuu._:12-_.....euuua?....omu2: SH:zmuzmo,m>=....uuxmumiuIzo=.<:¢uuz~uuuuta ‘mwsnuEhaausecu..c~.u:.....3ma=_SuE3>u=§u:saw335.3:33>«Eum.<uE3_:wu.n_=m.unEvE ?_§...._.vu2uu__on23:::53.32m5?.3:u_EE8Hco=n~_=n.5.53n.._E._S33magic.59»52:2___s:3»E26 own3:>??mht?E2529%.u.sS>n._<5.tom.zoE<~.z<uzn55>LO>nouC:u<r—<£35»: 3&8«mama“am23SE51 .._29._..:.:$5 ::..:m8.awE...53..dd.2uu:m.“$62msiz .x0Addasa?o.5owu.50).0mmmévn3:2m5E.in?cea ca2.2.5:nuavcc:c~_:...9o:5»=dmfueum...oaE.aEuc__..Enm95an2:5as.an35.8mm?uaammusmao:o=S.:na._aa5 ...3:9... . 3_.5=3=..cuEI!_...|.3.5.2.xn»3:«ixmm:Faumwc?zn._u>o.aEm...a9m23:amuim532.52 25:63:SE»:.650=a=m.=_=£29.as»:ans ‘z2...<2:2zu=o:.<u_z4§..c ~u._u<nz=..a¢.zcz.omnwmum_a:::<co_unu__nn<ou:uu_._:a_unn_:am..O<cc~G4 3.. _ "2...2:uzzeéo3:55$5322.: Page 19 of 112 LG Z O O A Or g a n i z a t i o n Li c e n s e Ap p l i c a t i o n 7/ 1 6 Pa g e 2 on ME E T I N G S . V i i wh e n do e s yo u r or g a n i z a t i o n ho l d re g u l a r me e t i n g s ? Ex a m p l e : 2n d Th u r s d a y 8: 0 0 pm . Eg g Da y is l Tu e s d a y of th e ma n Ti m e : 7: 0 0 [: 3 a. m . p. m . __ Da y Ti m e : — ma m . [: E p . m . VO T I N G RI G H T S Ar e al l or g a n i z a t i o n me m b e r s el i g i b l e to vo t e on ga m b l i n g ma t t e r s at yo u r mo n t h l y me e t i n g ? :1 V8 8 INo if no , th e n yo u r “b o a r d me m b e r s " ar e co n s i d e r e d th e ac t i v e me m b e r s fo r ga m b l i n g pu r p o s e s , pl u s th e ga m b l i n g ma n a g e r mu s t be a me m b e r of yo u r bo a r d . ME M B E R S H I P us r V I At t a c h a me m b e r s h i p li s t th a t co n t a i n s th e fi r s t an d la s t na m e s of at le a s t 15 ac t i v e vo t i n g me m b e r s , an d th e or i g i n a l da t e of me m b e r s h i p fo r ea c h me m b e r . Th e li s t mu s t be si g n e d an d da t e d by yo u r CE O . I if yo u an s w e r e d “n o " to th e vo t i n g ri g h t s qu e s t i o n ab o v e , th e li s t mu s t sp e c i f i c a l l y id e n t i f y al l bo a r d me m b e r s wi t h bo a r d me m b e r s h i p da t e . ME M B E R S , Li s t th e nu m b e r of fu l l ac t i v e me m b e r s yo u r or g a n i z a t i o n ha s : 15 . (M u s t ha v e at le a s t 15 ac t i v e vo t i n g me m b e r s . ) AC K N O W L E D G M E N T i de c l a r e th a t : 4 i am th e ch i e f ex e c u t i v e of f i c e r of th e or g a n i z a t i o n . a A te r m i n a t i o n pl a n wi l l be su b m i t t e d to th e Bo a r d wi t h i n a Al l re q u i r e d in f o r m a t i o n ha s be e n fu l l y di s c l o s e d . 30 °‘ “ ° " " ° ' “V 5 °f ‘° " “ ' " 3 " ° " °i 9" " ' " " ' " 9 ‘ 0 i as s u m e fu l l re s p o n s i b i l i t y fo r th e fa i r an d la w f u l op e r a t i o n of al l ‘ ‘ “" d ° ’ 5 “ 3 " d "" 3 we '5 "° “ " 3 f ” ” ‘ “ ’ b ' ° "' 3 9 a ‘ d ' ° ‘ - " 5 °f ac t i v i t i e s to be co n d u c t e d . - "5 9 " - 5 ° °P F ” ’ ° " a ' / d ° ' “ 3 " o I wi l l fa m i l i a r i z e my s e l f wi t h th e la w s of Mi n n e s o t a go v e r n i n g la w f u l ga m b l i n g an d ru l e s of th e Bo a r d , an d ag r e e , if li c e n s e d , to PM 50 1 ( c ) ( 3 ) °r 9 ' " | " ' u ° " 5 "m i 5° ! ( ° ) ( 4 ) '” " ‘ " “ or g a n i z a t i o n s : I ac k n o w l e d g e th e re q u i r e m e n t s of ab i d e by th o s e la w s an d ru l e s , in c l u d i n g am e n d m e n t s to th e m . Mm n e s o t a Ra m s ‘ pa r t 78 6 1 3 3 2 0 ’ su b p a n M’ “L “, ou r - Fa i l u r e to pr o v i d e re q u i r e d in f o r m a t i o n or pr o v i d i n g fa l s e or or g a n i z a t i o n In t e n d s to na n s r e r ga m b l i n g fu n d s to W, mi s l e a d i n g in f o r m a t i o n ma y re s u l t in th e de n i a l or re v o c a t i o n of v ge n e r a , am o u n t fo r it s pr i m m y pu r p o s e , th a t ou r "' 9 "° ° " 5 ° ‘ or g a n i z a t i o n ha s me t th e st a n d a r d s an d wi l l ob t a i n wr i t t e n a i af f i r m th a t th e ga m b l i n g ma n a g e r wi l l be bo n d e d an d li c e n s e d ap p r o v a l fr o m th e Bo a r d (u s i n g fo r m i_ G 2 0 i ) C ) be f o r e as re q u i r e d pe r Mi n n e s o t a St a t u t e s . ma k i n g an y tr a n s f e r s . SI G N A T U R E OF CH I E F EX E C U T I V E OF F I C E R (C E O ) i ha v e re a d th i s ap p l i c a t i o n an d al l in f o r m a t i o n su b m i t t e d to th e Bo a r d , an d de c l a r e th a t al l in f o r m a t i o n su b m i t t e d is tr u e , ac c u r a t e , an d co m p l e t e . An y ch a n g e s in th e in f o r m a t i o n in th i s ap p l i c a t i o n wi l l be su b m i t t e d to th e Bo a r d in wr i t i n g wi t h i n te n da y s of th e ch a n g e . Da t e : Si g n a t u r e of CE O : rc q u e s t e d an y or g a n i z a t i o n ' s ma t i o n ; De p a r t m e n t me n t s ) wi l l be us e d by th e Ga m b l i n g Co n t r o l pu b l i c in f o r m a t i o n wh e n re c e i v e d by th e Sa f e t y ; At t o r n e y Ge n e r a l ; Co m m i s s i o n e r s of Bo a r d (B o a r d ) to de t e r m i n e yo u r qu a l i i i c a - Bo a r d . Al l ot h e r in f o r m a t i o n pr o v i d e d wi l l be Ad m i n i s t r a t i o n , Mi n n e s o t a Ma n a g e m e n t at li o n s to be in v o l v e d in la w f u l ga m b l i n g pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n un t i l Bu d g e t , an d Ro v a n u o ; Le g i s l a t i v e Au d i t o r , ac t i v i t i e s in Mi n n e s o t a . Yo u r or g a n i z a t i o n ha s th e Bo a r d Is s u e s th e li c e n s e (o r pe r m i t ) . na t i o n a l an d in t e r n a t i o n a l ga m b l i n g re g u l a t o - ih e ri g h t to re f u s e to su p p l y th e in f o r m a t i o n ; wh e n th e Bo a r d is s u e s th e li c e n s e (o r ne w ry ag e n d a s ; an y o n e pu r s u a n t to co u r t or d e r ; ho w e v e r , if yo u r or g a n i z a t i o n re f u s e s to mi l ) , al l in f o r m a t i o n pr o v i d e d wi l l be c o m e ot h e r in d i v i d u a l s an d ag e n c i e s sp e c i f i c a l l y su p p l y th i s in f o r m a t i o n , th e Bo a r d ma y no t pu b l i c . if th e Bo a r d do e s no t is s u e a li c e n s e au t h o r i z e d by st a t e or fe d e r a l la w to ha v e be ab l e to de t e r m i n e yo u r or g a n i z a t i o n ' s (o r pe r m i t ) , al l in f o r m a t i o n pr o v i d e d re m a i n s ac c e s s to th e in f o r m a t i o n ; in d i v i d u a l s an d qu a l i ? c a t i o n s an d , as a co n s e q u e n c e , ma y pr i v a t e , wi t h th e ex c e p t i o n of yo u r or g a n i 2 a - ag e n c i e s fo r wh i c h la w or le g a l or d e r au t h o r - re f u s e to is s u e a li c e n s e (o r pe r m i t ) . If yo u r ti o n ' s na m e an d ad d r e s s wh i c h wi l l re m a i n iz e s a ne w us e or sh a r i n g oi ’ in f o r m a t i o n af t e r or g a n i z a t i o n su p p l i e s th e in f o r m a t i o n pu b l i c . Pr i v a t e da t a ab o u t yo u r or g a n i z a t i o n th i s no t i c e wa s gi v e n ; an d an y o n e wi t h yo u r re q u e s t e d , th e Bo a r d wi l l be ab l e to pr o c e s s ar e av a i l a b l e to : Bo a r d me m b e r s ; Bo a r d wr i t t e n co n s e n t . Th i s pu b l i c a t i o n wi l l be ma d e av a i l a b l e in al t e r n a t i v e fo r m a t , l. e . la r g e pr i n t , br a i l l e , up o n re q u e s t . An eq u a l op p o r l m i ? y em p l o y e r Page 20 of 112 De p a r t m e n t of th e Tr e a s u r y Da t e ; in t e r n a l Re v e n u e Se r v i c e 03 / 3 0 / 2 0 2 3 Ta x Ex e m p t an d Go v e r n m e n t En t i t i e s _ Em p , o y e , , D nu m b e r : IR S P1 0 . ‘B O X 25 0 8 ~ 92 - 3 0 9 3 2 2 - 1 Ci n c i n n a t i , OH 45 2 0 1 Pm o m o co m m . Na m e : Cu s t o m e r Se r v i c e ID nu m b e r : 31 9 5 4 ‘ Te l e p h o n e : 87 7 - 8 2 9 - 5 5 0 0 KD K FO U N D A T I O N Ac c o u n t i n g pe r i o d en d i n g : C/ O KA T H R Y N MC M U L L E N De c e m b e r 31 51 3 SP R U C E ST Pu b l i c ch a r i t y st a t u s : FA R M I N G T O N , MN 55 0 2 4 5o 9 ( a ) ( 2 ) Fo r m 99 0 I 99 0 - E Z / 9 9 0 - N re q u i r e d : Ye s ‘ . Ef f e c t i v e da t e of ex e m p t i o n : ~— ~ —- — - — — — » -~ — — — » — A — » -~ — — ~- — « ~ - ~ ~ ~ » - — — ~ — >~ M ? - f C h * 2 4 v ; - 2 0 2 - 3 ; - .. .7 . .7 '= ‘ - . . - - _ _ _ _ - ’ co n t r i b u t i o n de d u c t i b i l i t y : Ye s Ad d e n d u m ap p l i e s : No DL N : 26 0 5 3 4 8 6 0 0 6 1 2 3 De a r Ap p l i c a n t : We ' r e pl e a s e d to te l l yo u we de t e r m i n e d yo u ' r e ex e m p t it e m l" e d e 1 ' a l in c o m e ta x i i n d e r ln t e r n a l Re v e n u e Co d e ’ (I R C ) Se c t i o n 50 1 ( c ) ( 3 ) . Do n o r s ca n de d u c t co n t r i b u t i o n s th e y ma k e to yo u un d e r IR C Se c t i o n 17 0 . Yo u ' r e al s o qu a l i f i e d to re c e i v e ta x de d u c t i b l e be q u e s t s , de v i s e s , tr a n s f e r s or gi f t s un d e r Se c t i o n 20 5 5 , 21 0 6 , or 25 2 2 . Th i s le t t e r co u l d he l p re s o l v e qu e s t i o n s on yo u r ex e m p t st a t u s . Pl e a s e ke e p it fo r yo u r re c o r d s . Or g a n i z a t i o n s ex e m p t un d e r IR C Se c t i o n 50 1 ( c ) ( 3 ) ar e fu r t h e r cl a s s i ? e d as ei t h e r pu b l i c ch a r i t i e s or pr i v a t e fo u n d a t i o n s . We de t e r m i n e d yo u ' r e a pu b l i c ch a r i t y un d e r th e IR C Se c t i o n li s t e d at th e to p of th i s le t t e r . If we in d i c a t e d at th e to p of th i s le t t e r th a t yo u ' r e re q u i r e d to fi l e Fo r m 99 . 0 / 9 9 0 - E Z / 9 9 . 0 - N , ou r re c o r d s sh o w ~ yo u ' r e re q u i r e d to fi l e an an n u a l in f o r m a t i o n re t u r n (F o r m 99 0 or Fo r m 99 0 - E Z ) or e l e c t r o n i c no t i c e (F o r m ’ 99 0 - N , th e e- P o s t c a r d ) . If yo u do n ' t t1 le a re q u i _ r e d re t u r n or no t i c e fo r th r e e co n s e c u t i v e ye a r s , yo u r ex e m p t st a t u s wi l l be au t o m a t i c a l l y re v o k e d . If we in d i c a t e d at th e to p of th i s le t t e r th a t an ad d e n d u m ap p l i e s , th e en c l o s e d ad d e n d u m is an in t e g r a l pa r t of th i s le t t e r . Fo r im p o r t a n t in f o r m a t i o n ab o u t yo u r re s p o n s i b i l i t i e s as a ta x - e x e m p t or g a n i z a t i o n , go to ww w . i r s . g o v / c h a r i t i e s . En t e r "4 2 2 l -P C “ in th e se a r c h ba r to vi e w Pu b l i c a t i o n 42 2 1 - P C , Co m p l i a n c e Gu i d e fo r 50 1 ( c ) ( 3 ) Pu b l i c Ch a r i t i e s , wh i c h de s c r i b e s yo u r re c o r d k e e p i n g , St e p h e n A. Ma r t i n Di r e c t o r , Ex e m p t Or g a n i z a t i o n s Ru l i n g s an d Ag r e e m e n t s Le t t e r 94 7 (R e v . 2- 2 0 2 0 ) Ca t a l o g Nu m b e r 35 1 5 2 P Page 21 of 112 .5 . . -’ :2 ? “ .5 2 3 1 ? A CE R T I FI CA T E OF IN C O R P O R A T I O N I, Ma r k Ri t c h i e , Se c r e t a r y of St a t e of Mi n n e s o t a , do ce r t i f y th a t : Ar t i c l e s of In c o r p o r a t i o n , du l y si g n e d an d ac k n o w l e d g e d un d e r oa t h , ha v e be e n fi l e d on th i s da t e in th e Of f i c e of th e Se c r e t a r y of St a t e , fo r th e in c o r p o r a t i o n of th e fo l l o w i n g co r p o r a t i o n , un d e r an d in ac c o r d a n c e wi t h th e pr o v i s i o n s of th e ch a p t e r of Mi n n e s o t a St a t u t e s li s t e d be l o w . Th i s co r p o r a t i o n is no w le g a l l y or g a n i z e d un d e r th e la w s of Mi n n e s o t a . Co r p o r a t e Na m e : K. D . K . Fo u n d a t i o n Co r p o r a t e Ch a r t e r Nu m b e r : 24 4 4 0 5 1 - 2 Ch a p t e r Fo r m e d Un d e r : 31 7 A Th i s ce r t i f i c a t e ha s be e n is s u e g on 08 / 0 2 / 2 0 0 7 . ‘I X '| | | 5 ) l ‘ * ‘I ** c1‘| $ ) § : § ) Q ® ; ‘ [ " : l « ‘I ‘ I ,. . 1 { } | l g u 1 y 1 @2 2 2 " . le g ; 7 Page 22 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Shirley Buecksler, City Clerk Department:Administration Subject:Minutes of the October 16, 2023 Regular City Council Meeting. Meeting:Regular Council - Nov 06 2023 INTRODUCTION: For Council review and approval are the minutes of the Regular City Council Meeting dated October 16, 2023. ACTION REQUESTED: Approve the minutes of the October 16, 2023 Regular City Council Meeting. ATTACHMENTS: 10.16.23 Council Minutes Page 23 of 112 Regular City Council Meeting Minutes of October 16, 2023 Page 1 of 4 City of Farmington Regular Council Meeting Minutes Monday, October 16, 2023 The City Council met in regular session on Monday, October 16, 2023, at Farmington City Hall, 430 3rd Street, Farmington, Minnesota. 1. CALL TO ORDER Mayor Hoyt called the meeting to order at 7:00 p.m. 2. PLEDGE OF ALLEGIANCE Mayor Hoyt led everyone in the Pledge of Allegiance. 3. ROLL CALL Members Present: Mayor Joshua Hoyt Councilmembers Holly Bernatz, Nick Lien, Katie Porter, and Steve Wilson Members Absent: None Staff Present: Lynn Gorski, City Administrator Julie Flaten, Asst City Administrator/HR Director Leah Koch, City Attorney Kellee Omlid, Parks & Recreation Director Deanna Kuennen, Community & Economic Development Director Gary Rutherford, Police Chief John Powell, Public Works Director Shirley Buecksler, City Clerk 4. APPROVE AGENDA Motion was made by Councilmember Porter and seconded by Councilmember Bernatz to approve the agenda, as presented. Motion carried: 5 ayes / 0 nays 5. ANNOUNCEMENTS / COMMENDATIONS None 6. CITIZENS COMMENTS / RESPONSES TO COMMENTS None 7. CONSENT AGENDA 7.1 Work Session Minutes for October 2, 2023 7.2 Regular City Council Meeting Minutes for October 2, 2023 7.3 Check Register for September 27 – October 10, 2023 Page 24 of 112 Regular City Council Meeting Minutes of October 16, 2023 Page 2 of 4 7.4 Staff Changes and Recommendations – Approving the Appointment of Scott Mattingly as Paid-on-Call Fire District Chief 7.5 Resolution R68-23 Accepting a Donation of $149.90 from Happy Harry’s Furniture to the Rambling River Center 7.6 Easement Agreement for Relocation of Gas Main – Minnesota Energy Resources Corporation 7.7 Third Quarter 2023 New Construction Report Motion was made by Councilmember Wilson and seconded by Councilmember Lien to approve the Consent Agenda, as presented. Motion carried: 5 ayes / 0 nays. 8. PUBLIC HEARINGS 8.1 Public Hearing and Certification of Delinquent Municipal Services to 2024 Property Taxes Mayor Hoyt opened the public hearing at 7:01 p.m. City Administrator Gorski presented. Notices were mailed to property owners with delinquent utility invoices as of July 31, 2023, as well as delinquent mowing invoices and code violations. Recipients were advised that they could avoid certification by paying the delinquent amount in full by October 13th. The notice also advised that City Council would consider this matter at a public hearing on October 16, 2023. At the time of the notice, 462 utility accounts, as well as unpaid invoices for mowing and code enforcement, were sent. At that time, the total for these delinquent accounts was $243,933.72. Since then, some property owners have paid their delinquent accounts. As of Friday, October 13th, the amount to be certified was reduced to 420 accounts totaling $223,127.28. Seeing no one from the audience wishing to speak, Mayor Hoyt closed the public hearing at 7:04 p.m. Motion was made by Councilmember Wilson and seconded by Councilmember Lien to adopt Resolution R67-23 Certifying Delinquent Municipal Service Accounts to Dakota County Treasurer-Auditor, in the amount of $223,127.28. Motion carried: 5 ayes / 0 nays. 9. AWARD OF CONTRACT None 10. PETITIONS, REQUESTS AND COMMUNICATIONS None Page 25 of 112 Regular City Council Meeting Minutes of October 16, 2023 Page 3 of 4 11. UNFINISHED BUSINESS None 12. NEW BUSINESS None 13. CITY COUNCIL ROUNDTABLE Councilmember Wilson: Hydrant flushing appears to be on schedule. Director Powell agreed and said they will be finished by Thursday or Friday this week. Councilmember Porter: Thank you to Public Works and Parks and Recreation Staff preparing for winter coming. Reminder to be aware of on street parking rules starting November 1st. Councilmember Bernatz: Thank you to the Farmington Fire Department for their work with the recent structure fire. Their actions kept the two structures next to that home safe. There are support systems out there for the family and she encouraged them to look into that. Thanks to the people who run into those situations and sacrifice their well-being in support of community members. We are lucky to have them. Councilmember Lien: Test your furnaces now before it’s too late. Attorney Koch: Adam Johnson has been appointed to serve as a Judge in the First Judicial District in Hastings. Judge Arlene Asencio Perkkio, First Judicial District, is retiring, so the application process is now open for her seat. City Administrator Gorski: Reminder that the Open Door Pantry will be at the Rambling River Center tomorrow from 3:30 – 4 p.m. Director Kuennen: Pointed out that the 3rd Quarter Construction Report includes the Ebert project, the Emery Apartments. It is going to be fun to watch that project come out of the ground. The building permit has been issued and it is progressing. Also, moving forward, the quarterly and annual construction reports may look a little different. We are analyzing the information that is included in the reports and what may be more beneficial for Council. Director Omlid: The Annual Halloween Walk is Friday, October 27th. Weather permitting, it will be outside behind Dodge Middle School. If there is inclement weather, it will be in the Dodge Middle School gym from 5:30 – 7 p.m. As of this morning, there are 20 businesses signed up to pass out candy and treats. This is a j oint program between Community Education and Parks and Recreation. October 28th is the Annual Breakfast and Silent Auction Fundraiser. Thank you to all the volunteers who helped put the baskets together and all the businesses and individuals who donated – we couldn’t do this without them. Page 26 of 112 Regular City Council Meeting Minutes of October 16, 2023 Page 4 of 4 Director Powell: The 2024 Utility and Street Improvement project – you’ll see surveyors out on 6th Street and Maple Street, and borings being done out in that area in the near future. The Industrial Park Drainage Study – you will see surveyors out in the Eaton Avenue area, as well as the ditch to the east, and north of Northern Natural Gas, they will be surveying the ditch, and parts of the industrial park development itself. Also, we had a pre-construction meeting last week with the Meadowview Preserve developer. They will start grading that site this week. They anticipate starting utility work in the spring. Chief Rutherford: Winter parking – about this time of year, we start issuing ‘courtesy reminders’ on the winter parking ordinance and prohibition of parking on street from 2:30 a.m. to 5:30 a.m. starting November 1st. Weather permitting we usually continue with the courtesy reminders well into November. When we get ready to issue citations, we will make that clear on our social media channels and the City’s website. Mayor Hoyt said Turkey Bingo is a huge fundraiser for the Firefighters Relief Association. Saturday, November 11th – doors open at 4:30 p.m. and bingo starts at 6 p.m. There will also be online silent auction items. Look for more information on the Fire Department’s social media channels and on the City website. Patriotic Day is Thursday, November 9th, at the High School. Free community dinner about 5 p.m. and ceremony at 7:30 p.m. This is a g reat opportunity to celebrate our veterans across the community. Congresswoman Angie Craig and Senator Zach Duckworth will both be there to speak. This is a great event to show our pride for our veterans and patriots in our community. Everyone is welcome. 14. ADJOURNMENT Motion was made by Councilmember Wilson and seconded by Councilmember Bernatz to adjourn the meeting at 7:14 p.m. Motion carried: 5 ayes / 0 nays. Respectfully submitted, Shirley R Buecksler City Clerk Page 27 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kim Sommerland, Finance Director Department:Finance Subject:Payment of Claims Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Attached is the list of check and electronic payments for the period of 10/11/2023-10/31/2023 for your approval. DISCUSSION: Not applicable BUDGET IMPACT: Not applicable ACTION REQUESTED: Approve payment of claims. ATTACHMENTS: City Claims Report 11 06 2023 Page 28 of 112 CLAIMS FOR APPROVAL: CHECK PAYMENTS 859,804.93$ ELECTRONIC PAYMENTS 386,853.72$ TOTAL 1,246,658.65$ The City Council receives a detail list of claims paid that is available to the public upon request. CITY OF FARMINGTON SUMMARY PAYMENT OF CLAIMS November 6, 2023 Page 29 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Julie Flaten, Asst City Admin/HR Director Department:HR Subject:Agreement with International City Management Association Retirement Corporation doing business as Mission Square Retirement Meeting:Regular Council - Nov 06 2023 INTRODUCTION: International with Agreement Services Administrative approve City to asked is Council the Management Association Retirement Corporation doing business as Mission Square Retirement. DISCUSSION: The City acts as a public plan sponsor of a retirement plan it offers to employees. The City has worked with Mission Square for over 40 years to offer this benefit. The attached agreement solidifies this relationship for the next five years. BUDGET IMPACT: Plan fees are included in the budget. ACTION REQUESTED: Approve the Administrative Services Agreement with International City Management Association Retirement Corporation doing business as Mission Square Retirement. ATTACHMENTS: Farmington, City of - Renewal - 301466 - FINAL Page 30 of 112 228150v1 ADMINISTRATIVE SERVICES AGREEMENT for City of Farmington Type: 457 Account #: 301466 Page 31 of 112 MissionSquare Retirement Agreement 1 of 13 228150v1 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement (“Agreement”), made as of this day, (please enter date) ____________________________________, (herein referred to as the "Inception Date"), between the International City Management Association Retirement Corporation doing business as MissionSquare Retirement (“MissionSquare ”), a nonprofit c orporation organized and existing under the laws of the State of Delaware, and the City of Farmington (“Employer”), a Minnesota municipal corporation with an office at 430 Third Street , Farmington , Minnesota 55024 . RECITALS A. Employer acts as public plan sponsor of a retirement plan (“Plan”), and in that capacity, has responsibility to obtain administrative services and investment alternatives for the Plan; B. VantageTrust is a group trust established and maintained in accordance with New Hampshire Revised Statutes Annotated section 391:1 and Internal Revenue Service Revenue Ruling 81 -100, 1981 -1 C.B. 326, which provides for the commingled investment of retirement funds ; C. MissionSquare , or its wholly owned subsidiary, acts as inv estment adviser to VantageTrust Company, LLC, the Trustee of VantageTrust ; D. MissionSquare has designed, and VantageTrust Company offers, a series of separate funds (the “Funds”) for the investment of plan assets as referenced in the Funds’ principal discl osure documents, the Disclosure Memorandum and the Fact Sheets (together, “MissionSquare Disclosures”); and E. MissionSquare provides a range of services to public employers for the operation of employee retirement plans including, but not limited to, communications concerning investment alternatives, account maintenance, account recordkeeping, investment and tax reporting, tra nsaction processing, and benefit disbursement. Page 32 of 112 Plan number 301466 MissionSquare Retirement Agreement 2 of 13 228150v1 AGREEMENTS 1. Appointment of MissionSquare Employer hereby appoints MissionSquare as administrator of the Plan to perform all nondiscretionary functions necessary for the administration of the Plan. The functions to be performed by MissionSquare shall be those set forth in Exhibit A to this Agreement. 2. Adoption of VantageTrust Employer has adopted the Declaration of Trust of VantageTrust Company and agrees to the commingled investment of assets of the Pla n within VantageTrust. Employer agrees that the investment, management, and distribution of amounts deposited in VantageTrust shall be subject to the Declaration of Trust, as it may be amended from time to time and shall also be subject to terms and condit ions set forth in disclosure documents (such as the MissionSquare Disclosures or Employer Bulletins) as those terms and conditions may be adjusted from time to time. 3. Employer Duty to Furnish Information (a) Employer agrees to furnish to MissionSquare on a timely basis such information as is necessary for MissionSquare to carry out its responsibilities as Administrator of the Plan , including information needed to allocate individual participant accounts to Fun ds in VantageTrust, and information as to the employment status of participants, and participant ages, addresses, and other identifying information (including tax identification numbers). Employer also agrees that it will notify MissionSquare in a timely manner regarding changes in staff as it relates to various roles. Such notification is to be completed through the plan sponsor website . MissionSquare shall be entitled to rely upon the accuracy of any information that is furnished to it by a responsible o fficial of the Employer or any information relating to an individual participant or beneficiary that is furnished by such participant or beneficiary, and MissionSquare shall not be responsible for any error arising from its reliance on such information. MissionSquare will provide reports and account information to the Employer through the plan sponsor website . (b) Employer is required to send in contributions through the plan sponsor website. Alternative electronic methods may be allowed but must be approved by MissionSquare for use. Contributions may not be sent through paper submittal documents. Page 33 of 112 Plan number 301466 MissionSquare Retirement Agreement 3 of 13 228150v1 (c) To the extent Employer selects third -party investment options that do not have profile inform ation provided to MissionSquare through our electronic data feeds from external sources (such as Morningstar) or the third -party investment option providers, the Employer is responsible for providing to MissionSquare timely investment option updates for disclosure to Plan participants. Such updates may be provided to MissionSquare through the Employer’s investment consultant or other designated representative. (d) Notwithstanding the fore going the City shall abid e by the Minnesota Government Data Practices Act, Minn. Stat. ch. 1 3 which may require the City withhold certain government data. 4 . MissionSquare Representations and Warranties MissionSquare represents and warrants to Employer that: (a) MissionSquare is a non -profit corporation with full power and authority to enter into this Agreement and to perform its obligations under this Agreement. The ability of MissionSquare , or its wholly owned subs idiary, to serve as investment adviser to VantageTrust Company is dependent upon the continued willingness of VantageTrust Company for MissionSquare , or its wholly owned subsidiary, to serve in that capacity. (b) MissionSquare is an investment adviser registered as such with the U.S. Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended. (c) MissionSquare shall maintain and administer the Plan in accordance with the requirements for eligible deferred compensation plans under Section 457 of the Internal Revenue Code and other applicable federal law; provided, however, that MissionSquare shall not be responsible for the eligible status of the Plan in the event that the Employer directs MissionSquare to administer the Plan or disburse assets in a manner inconsistent with the requirements of Section 457 or otherwise causes the Plan not to be carried out in accordance with its terms. Further, in the event that the Employer uses its own customized plan document, MissionSquare shall not be responsible for the eligible status of the Plan to the extent affected by terms in the Employer’s plan document that differ from those in MissionSquare ’s model plan document. MissionSquare shall not be responsible for monitoring state or loca l law applicable to retirement plans or for administering the Plan in compliance with local or state Page 34 of 112 Plan number 301466 MissionSquare Retirement Agreement 4 of 13 228150v1 requirements regarding plan administration unless Employer notifies MissionSquare of any such local or state requirements. 5. Employer Representations and Warranties Employer represents and warrants to MissionSquare that: (a) Employer is organized in the form and manner recited in the opening paragraph of this Agreement with full power and authority to enter into and perform its obligation s under this Agreement and to act for the Plan and participants in the manner contemplated in this Agreement. Execution, delivery, and performance of this Agreement will not conflict with any law, rule, regulation or contract by which the Employer is bound or to which it is a party. (b) Employer understands and agrees that MissionSquare ’s so le function under this Agreement is to act as recordkeeper and to provide administrative, investment or other services at the direction of Plan participants, the Employer, its agents or designees in accordance with the terms of this Agreement. Under the terms of this Agreement, MissionSquare does not render investment advice, is neither the “Plan Administrator ” n or “Plan Sponsor” as those terms are defined under applicable federal, state, or local law, and does not provide legal, tax or accounting advice with respect to the creation, adoption or operation of the Plan and its related t rust. MissionSquare does not perform any service under this Agreement that might cause MissionSquare to be treated as a “fiduciary” of the Plan under applicable law, except, and only, to the extent that MissionSquare provides investment advisory services to individual participants enrolled in Guided Pathways Advisory Services . (c) Employer acknowledges and agrees that MissionSquare does not assume any responsibility with respect to the selection or retention of the Plan’s investment options. Employer shall have exclusive responsibility for the Plan’s investment options, including t he selection of the applicable share class. Where applicable, Employer understands that the MissionSquare Retirement IncomeAdvantage Fund is an investment option for the Plan and that the fund invests in a separate account available through a group variab le annuity contract. By entering into this Agreement, Employer acknowledges that it has received the Important Considerations document and the MissionSquare Disclosures and Page 35 of 112 Plan number 301466 MissionSquare Retirement Agreement 5 of 13 228150v1 that it has read the information therein concerning the MissionSquare Retirement IncomeAdvantage Fund. (d) Employer acknowledges that certain such services to be performed by MissionSquare under this Agreement may be performed by an affiliate or agent of Mis sionSquare pursuant to one or more other contractual arrangements or relationships, and that MissionSquare reserves the right to change vendors with which it has contracted to provide services in connection with this Agreement without prior notice to Emplo yer. (e) Employer approves the use of its Plan in MissionSquare external media, publications and materials. Examples include press releases announcements and inclusion of the general plan information in request for proposal responses. 6. Participation in Certain Proceedings The Employer hereby authorizes MissionSquare to act as agent, to appear on its behalf, and to join the Employer as a necessary party in all legal proceedings involving the garnishment of benefits or the transfer of benefits pursuant to the divorce or separation of participants in the Plan. Unless Employer notifies MissionSquare otherwise, Employer consents to the disbursement by MissionSquare of benefits that have been garnished or transferred to a former spouse, current spouse, or child pursuant to a domestic relations order or child support order. 7. Compensation and Payment (a) Plan Administration Fee. The amount to be paid for plan administration services under this Agreement shall be 0.29 % per annum of the amount of Plan assets invested in VantageTrust. Such fee shall be computed based on average daily net Plan assets in VantageTrust. (b) Compensation for Management Services to VantageTrust Company , Compensation for Advisory and other Services to the MissionSquare Funds Class M and Payments from Third - Party Investment Options . Employer acknowledges that, in addition to amounts payable under this Agreement, MissionSquare, or its wholly owned subsidia ry, receives fees from VantageTrust Company for investment advisory services and plan and participant services furnished to VantageTrust Company. Employer further acknowledges that MissionSquare, including certain of its wholly owned subsidiaries, receives compensation for Page 36 of 112 Plan number 301466 MissionSquare Retirement Agreement 6 of 13 228150v1 advisory and other services furnished to the MissionSquare Funds Class M, which serve as the underlying portfolios of a number of Funds offered through VantageTrust. For a MissionSquare Fund Class R that invests substantially all of its a ssets in a third -party mutual fund not affiliated with MissionSquare, MissionSquare or its wholly owned subsidiary receives payments from the third -party mutual fund families or their service providers in the form of 12b -1 fees, service fees, compensation for sub -accounting and other services provided based on assets in the underlying third -party mutual fund. These fees are described in the MissionSquare Disclosures and MissionSquare’s fee disclosure statement. In addition, to the extent that third -party options are included in the investment line -up for the Plan, MissionSquare receives administrative fees from its third -party settlement and clearing agent for providing administrative and other services based on assets invested in third -party investment op tions ; such administrative fees come from payments made by third-party investment options to the settlement and clearing agent. (c) Redemption Fees . Redemption fees imposed by outside investment options in which Plan assets are invested are collected and paid to the investment option by MissionSquare . MissionSquare remits 100% of redemption fees back to the specific investment option to which redemption fees apply. These redemption fees and the individu al investment option’s policy with respect to redemption fees are specified in the prospectus for the individual mutual fund and referenced in the MissionSquare Disclosures. (d) Payment Procedures . All payments to MissionSquare pursuant to this Section 7 shall be made from Plan assets held by VantageTrust or received from third -party investment options or their service providers in connection with Plan assets invested in such third - party investment options , to the extent not pai d by the Employer. The amount of Plan assets administered by MissionSquare shall be adjusted as required to reflect any such payments as are made from the Plan. In the event that the Employer agrees to pay amounts owed pursuant to this Section 7 directly, any amounts unpaid and outstanding after 30 days of invoice to the Employer shall be withdrawn from Plan assets. The compensation and payment set forth in this Section 7 are contingent upon the Employer’s us ing MissionSquare ’s plan sponsor website for co ntribution processing and submitting contribution funds by ACH or wire transfer on a consistent basis over the term of this Agreement. The compensation in this Page 37 of 112 Plan number 301466 MissionSquare Retirement Agreement 7 of 13 228150v1 Section 7 is also based on the assets of the Plan being invested in R3 shares of MissionSquare PLUS Fund and the Employer offering the MissionSquare PLUS Fund as the sole stable value option. The compensation and payment in this Section 7 will take effect in the calendar quarter following receipt at a Delivery Address (defined below t he signature line) of one fully executed copy of this Administrative Services Agreement based upon the following schedule: • Agreement received by February 20 – Effective April • Agreement received by May 20 – Effective July • Agreement received by August 20 – Effective October • Agreement received by November 20 – Effective January Employer further acknowledges and agrees that compensation and payment under this Agreement shall be subject to re-negotiation in the event that the Employer (a) chooses to implement additional mutual funds that neither (i) trade via NSCC nor (ii) meet MissionSquare ’s daily trading operational guidelines or (b) chooses to implement investment options that are not mutual funds. 8. Responsibility MissionSquare shall not be responsible for any acts or omissions of any person with respect to the Plan or its related trust, other than MissionSquare in connection with the administration or operation of the Plan. 9 . Term This Agreement shall be in effect and commence on the date all parties have signed and executed this Agreement (“Inception Date”). The term of this Agreement will commence on the Inception Date and extend five (5) years from that date. This Agreement will be renewed automatically for each succeeding year unless written notice of termination is provided by either party to the other no less than 60 days before the end of such Agreement year. Either party may terminate the agreement with 90-day notice at any time, for any reason. The Employer understands and acknowledges that, in the event the Employer terminates this Agreement (or replaces the MissionSquare PLUS Fund of VantageTrust as an investment option in its investment line -up), Mission Square retains full discretion to release Plan assets invested in the MissionSquare PLUS Fund in an orderly manner over a period of up to 12 months from the date MissionSquare receives written notification from the Employer that it has made a final and binding selection of a replacement for MissionSquare as administrator of the Plan (or a replacement investment option for the MissionSquare PLUS Fund ). Page 38 of 112 Plan number 301466 MissionSquare Retirement Agreement 8 of 13 228150v1 10 . Amendments and Adjustments (a) This Agreement may be amended by written instrument signed by the parties. (b) MissionSquare may modify this Agreement by providing 60 days’ advance written notice to the Employer prior to the effective date of such proposed modification . Such modification shall become effective unless, within the 60-day notice period, the Employer notifies MissionSquare in writing that it objects to such modification . The foregoing permission shall not apply to material terms specific to Employer, such as Compensation & Payment, Term and the general scope of services. (c) The parties agree that enhancements may be made to administrative services under this Agreement. The Employer will be notified of enhancements or reduction in fees through electronic messages or special mailings. 11 . Notices Unless otherwise provided in this Agreement, all notices required to be delivered under this Agreement shall be in writing and shall be delivered, mailed, e -mailed or faxed to the location of the relevant party set forth below or to such other address or to the attention of such other persons as such party may hereafter specify by notice to the other party. MissionSquare : Legal Department, MissionSquare, 777 North Capitol Street, N.E., Suite 600, Washington, D.C., 20002 -4240 Facsimile ; (202) 962-4601 Employer: at the office set forth in the first paragraph hereof, or to any other address, facsimile number or e -mail address designated by the Employer to receive the same by written notice similarly given. Each such notice, request or other communication shall be effective: (i) if given by facsimile, when transmitted to the applicable facsimile number and there is appropriate confirmation of receipt; (ii) if given by mail or e -mail, upon transmission to the designated address with no indication that such address is invalid or incorrect; or (iii) if given by any other means, when actually delivered at the aforesaid address. 12. Complete Agreement Page 39 of 112 Plan number 301466 MissionSquare Retirement Agreement 9 of 13 228150v1 This Agreement shall constitute the complete and full understanding and sole agreement between MissionSquare and Employer relating to the object of this Agreement and correctly sets forth the complete rights, duties and obligations of each party to the other as of its date. This Agreement supersedes all written and oral agreements, communications or negotiations among the parties. Any prior agreements, promises, negotiations or representations, verbal or otherwise, not expressly set forth in this Agreement are of no force and effect. 13. Titles The headings of Sections of this Agreement and the headings for each of the attached schedules are for convenience only and do not define or limit the contents thereof. 14. Incorporation of Exhibits All Exhibits (and any subsequent amendments thereto), attached hereto, and referenced herein, are hereby incorporated within this Agreement as if set forth fully herein. 15. Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota , applicable to contracts made in that jurisdiction without reference to its conflicts of laws provisions. Any litigation regarding this Agreement shall be venued in Dakota County, Minnesota. 16. Data Practices The parties will adhere to all applicable data practices laws, including but not limited to the Minnesota Government Data Practices Act (MGDPA), Minn. Stat. Ch. 13 and the Minnesota Rules implementing the MGDPA, as amended, as well as any applicable state or federal laws on data privacy and security. All data created, collected, received, stored, used, maintained, or disseminated by the parties in the performance of their roles and responsibilities are subject to the requirements of the MGDPA, the Minnesota Rules implementing the MGDPA, as amended. 17. Records Pursuant to Minnesota Statutes § 16C.05, Subd. 5, any books, records, documents, and accounting procedures and practices relevant to the Agreement are subject to examination by the Employer and either the Legislative Auditor or the State Auditor as appropriate. MissionSquare agrees to maintain these records for a period of six years from the date of performance of all services covered under t his Agreement. Page 40 of 112 Plan number 301466 MissionSquare Retirement Agreement 10 of 13 228150v1 18. Waiver One or more waivers of any covenant, term or condition of this Agreement by either party shall not be construed by the other party as a waiver of a subsequent breach of the same covenant, term or condition. The consent or approval of either party to or of any act by the other party of a nature requiring consent or approval shall not be deemed to waive or render unnecessary consent to or approval of any similar act. 19. Savings Clause. The invalidity or unenforceability of any provision of this Agreement shall not affect or impair the validity of any other provision. Page 41 of 112 Plan number 301466 MissionSquare Retirement Agreement 11 of 13 228150v1 In Witness Whereof, the parties hereto certify that they have read and understand this Agreement and all Schedules attached hereto and have caused this Agreement to be executed by their duly authorized officers as of the Inception Date first above written. CITY OF FARMINGTON By ____________________________________________ Signature/Date By ____________________________________________ Name and Title (Please Print) THE INTERNATIONAL CITY MANAGEMENT ASSOCIATION RETIREMENT CORPORATION doing business as MISSIONSQUARE RETIREMENT By ___________________________________________ Erica McFarquhar Authorized Representative [An execution copy will be provided via DocuSign] Page 42 of 112 Plan number 301466 MissionSquare Retirement Agreement 12 of 13 228150v1 Exhibit A Administrative Services The administrative services to be performed by MissionSquare under this Agreement shall be as follows: (a) Participant enrollment services are provided online. Employees will enroll online through a secure site or the Employer will enroll employees through the plan sponsor website . (b) Establishment of participant accounts for each employee participating in the Plan for whom MissionSquare receives appropriate enrollment instructions. MissionSquare is not responsible for determining if such Plan participants are eligible under the terms of the Plan. (c) Allocation in accordance with participant directions received i n good order of individual participant accounts to investment options offered under the Plan. (d) Maintenance of individual accounts for participants reflecting amounts deferred, income, gain or loss credited, and amounts distributed as benefits. (e) Maintenance of records for all participants for whom participant accounts have been established. These files shall include enrollment instructions (provided to MissionSquare through the participant website or the plan sponsor website ), beneficiary designation instructions and all other documents concerning each participant's account . (f) Provision of periodic reports to the Employer through the plan sponsor website . Participants will have access to account information through Participant Services, Voice Response System, the participant website , and t ext access, and through quarterly statements that can be delivered electronically through the participant website or by postal service. (g) Communication to participants of information regarding their rights and elections under the Plan. (h) Making available Participant Services Representatives through a toll -free telephone number from 8:30 a.m. to 9:00 p.m. Eastern Time, Monday th rough Friday (excluding holidays and days on which the securities markets or MissionSquare are closed for business (including emergency closings), to assist participants. (i) Making available access to MissionSquare ’s website, to allow participants to access certain account information and initiate certain plan transactions at any time. The participant website is normally Page 43 of 112 Plan number 301466 MissionSquare Retirement Agreement 13 of 13 228150v1 available 24 hours a day, seven days a week except during scheduled maintenance periods designed to ensure high -quality performance. (j) Main taining the security and confidentiality of client information through a system of controls including but not limited to, as appropriate: restricting plan and participant information only to those who need it to provide services, software and hardware secu rity, access controls, data back-up and storage procedures, non-disclosure agreements, security incident response procedures, and audit reviews. (k) Making available access to MissionSquare ’s plan sponsor web site to allow plan sponsors to access certain plan information and initiate plan transactions such as enrolling participants and managing contributions at any time. The plan sponsor web site is normally available 24 hours a day, seven days a week except during scheduled maintenance periods designed to ensure high -quality performance. (l) Distribution of benefits as agent for the Employer in accordance with terms of the Plan. Participants who have separated from service can request distributions through the participant website or via form. (m) MissionSquare is authorized by the Employer to (a) determine whether a domestic relations order is an acceptable qualified domestic relations order under the terms of the Plan and (b) establish a separate account record for the alternate payee and provide for the investment and distribution of assets held thereunder. (n) Loans may be made available on the terms specified in the Loan Guidelines, if loans are adopted by the Employer. Participants can request loans through the participant website . (o) Guided Pathways Advisory Services – MissionSquare ’s participant ad vice service, “Fund Advice”, may be made available through a third -party vendor on the terms specified on MissionSquare ’s website. (p) MissionSquare is authorized by the Employer to establish an unallocated plan level expense account to function as the Administrative Allowance account, to be invested as Employer directs. (q) MissionSquare will determine appropriate delivery method (electronic and/or print) for plan sponsor/participant communications and education based on a number of factors (audience, effectiveness, etc.) Page 44 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Julie Flaten, Asst City Admin/HR Director Department:HR Subject:Staff Changes and Recommendations Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Approve the appointment of Seasonal Warming House employees. DISCUSSION: Hiring for the winter season has begun. The City is fortunate to have several employees who return to employment each year and/or work in multiple positions. BUDGET IMPACT: Wages are included in the adopted budget. ACTION REQUESTED: Approve the appointment of Nathan Bartell, Evrett Bennett, Anna Goodrich, Ava Goodrich, Naomi Heggemeier, Alex Jacobson, Dylan Kaiser and Gavin Phillips as Seasonal Warming House Attendants, Lauren Fleming as a Warming House Supervisor, and Marina Nelson as Assistant Skating Supervisor (contingent). Page 45 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kellee Omlid, Parks & Recreation Director Department:Parks & Recreation Subject:2023-2024 Farmington High School Hockey Game Ice Rental Agreement Meeting:Regular Council - Nov 06 2023 INTRODUCTION: The City of Farmington (City) and Farmington School District (School District) annually approve a Farmington High School Hockey Game Ice Rental Agreement for ice rental during high school boys and girls hockey games played at Schmitz-Maki Arena (arena). The agreement identifies the hourly ice rental rates and responsibilities of each entity during games. DISCUSSION: The attached 2023-2024 ice rental agreement has been updated to reflect increased expenses including wages and benefits associated with full-time and seasonal City Staff members who work during the games. As outlined in the agreement, there is a difference in cost when the games are held Monday through Friday compared to games held on Saturday. The City Attorney reviewed the attached agreement and found it to be acceptable. School District staff members reviewed the agreement, and Superintendent Jason Berg signed the attached agreement showing the School District accepted the terms and conditions in the agreement. BUDGET IMPACT: The School District’s rental for high school games provides revenue to the arena. The total revenue received by the City depends on the number of home games played during the 2023-2024 regular high school season and post season play. ACTION REQUESTED: Approve the attached agreement with the School District for the rental of the arena for the Farmington High School boys and girls hockey games for the 2023-2024 season. ATTACHMENTS: 2023-24 High School Game Ice Rental Agreement Page 46 of 112 227813v2 FARMINGTON HIGH SCHOOL GAME FACILITY USE AGREEMENT This Facility Use Agreement (“Agreement”), made and entered into this _____ day of _______, 2023, by and between the Independent School District No. 192, a Minnesota independent school district (School District) and the City of Farmington, a Minnesota municipal corporation (City). 1. Term. The School District is allowed to utilize the City’s facility, the Schmitz-Maki Arena (“Arena”), for the Farmington High School varsity and junior varsity hockey games. This Agreement covers the 2023-2024 school year. The School District shall provide City with a calendar of games for the 2023- 2024 school year by June 1, 2023. 2. Payment Terms. a. The School District hereby agrees to pay to the City $300.00 an hour for Farmington High School varsity and junior varsity games that are held Monday through Friday and $365.00 an hour for varsity and junior varsity games played on Saturdays. b. Since the School District is tax-exempt no taxes will be charged. The City agrees to allow the School District to keep 100% of the gross ticket proceeds from said hockey games. c. City will issue a monthly invoice to the School District at the end of each month. The City reserves the right to charge a 1.5% interest per month for any unpaid bill that extends forty- five (45) days beyond the due date. 3. Cancellation. If the School District cancels a pre-scheduled hockey game and a different user does not rebook that time, then the City may still charge the School District for the cancelled game. The School District shall not be penalized for cancelling pre-scheduled games when the following conditions apply: a. When the School District has declared school closed due to inclement weather or other emergency condition, Act of God/Force Majeure; b. When the Minnesota State High School League curtails all practice times or games for any reason; or c. Some mechanical failure occurs as described in Section 8. 4. Rules and Regulations. The rules, policies, and regulations of the Arena, as amended from time to time, shall be and are a part of this Agreement as though they were set out in full herein, and are specifically incorporated as a part hereof by reference. Violation of any of the rules and regulations by any player, volunteer, or employee of the School District shall be grounds to bar or limit future use of the Arena. Page 47 of 112 227813v2 5. Indemnification. The School District shall defend, indemnify and hold the City, its officers, employees and agents harmless from and against any and all liability, loss, expense (including reasonable attorneys’ fees and costs) or claims for injury or damage arising out of the performance of this Agreement, caused by or resulting from the negligent or intentional acts or omissions of the School District, its officers, directors, volunteers, agents or employees. This release and indemnification does not apply to intentional, willful, or wanton acts by the City. The School District agrees this indemnity obligation shall survive the completion or termination of this Agreement. Further, the School District agrees that it and its members and guests using the Arena shall abide by all rules and regulations from time to time in effect governing the use thereof. 6. Insurance. The School District must obtain and maintain liability insurance in amounts not less than the statutory liability limits established under Minn. Stat. Ch. 466 and may obtain other insurance it deems necessary to insure the parties, the School District. The School District shall also maintain workers’ compensation coverage as required by law. All insurance policies shall be issued to the School District and shall name as additional insured the City. 7. Termination. It is understood that the City and the School District each reserves the right (1) to cancel this Agreement for any default by either party in terms of this Agreement and (2) to reschedule the dates or times of permitted use of said facilities on 20-days written notice. 8. Equipment. In the event of mechanical failure of the Arena’s equipment, the School District shall be notified by the City staff as soon as possible. Prepaid fees for hours canceled due to mechanical failure shall be refunded to the School District. 9. Staffing. a. The City shall provide and pay for the following during the events held at the Arena: • One (1) penalty box gate operator; and • One (1) Zamboni operator. b. The School District shall provide and pay for all other positions the School District deems necessary, including but not limited to the following: • First-aid personnel; • Game referees; • Goal judges when deemed necessary by the Athletic Director; • Admission personnel; • One (1) scoreboard operator; and • One (1) announcer. 10. Concessions. Concessions are provided by the Farmington Youth Hockey Association (FYHA). Scheduling and concession’s staffing will be facilitated by FYHA. The School District agrees to inform both FYHA and the City about any concerns and/or issues it has with concessions. 11. Notification. The School District shall be responsible for notifying their opponents of the game schedule and fees set forth by the City for the Arena. Page 48 of 112 227813v2 12. Assignment. The School District shall not assign or transfer its rights and privileges granted under this Agreement, either in whole or in part, without written consent from the City. Any successor will assume all responsibilities and terms in accordance with this Agreement. 13. Termination. Either Party may terminate this Agreement by providing the other party thirty (30) days written notice. 14. Severability. If any provisions of this Agreement shall be invalid for any reason, such invalidity shall not affect the remaining provisions herein, the parties to this Agreement hereby declaring that they would have agreed to the other provisions of this Agreement notwithstanding such invalidity. 15. Governing Law. This Agreement shall be governed by and interpreted in accordance with the laws of the State of Minnesota. All proceedings related to this Agreement shall be venued in Dakota County, Minnesota. 16. Entire Agreement. This Agreement supersedes any prior or contemporaneous representations or agreements, whether written or oral, between the Parties and contains the entire agreement. 17. Amendments. Any modification or amendment of to this Agreement shall require a written agreement signed by both Parties. FARMINGTON SCHOOL DISTRICT CITY OF FARMINGTON, a ISD #192 Minnesota Municipal Corporation ______________________________ By: Jason Berg By: Joshua Hoyt Its: Superintendent Its: Mayor ______ By: Shirley R Buecksler Its: City Clerk Page 49 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kellee Omlid, Parks & Recreation Director Department:Parks & Recreation Subject:Agreement with Youth Sports Plus for Video Services at Schmitz-Maki Arena Meeting:Regular Council - Nov 06 2023 INTRODUCTION: The City recently had a non-exclusive agreement with Youth Sports Plus for a sports broadcasting system (i.e., video cameras, hardware, software, mobile hot spot) to allow the Coaching Video Service at the Schmitz-Maki Arena (Arena). Staff and Youth Sports Plus had a conversation about the agreement and are proposing a new three (3) year agreement for Video Services. DISCUSSION: The City entered into an agreement with Youth Sports Plus in December 2022 to allow them to install the equipment necessary to provide the Coaching Video Service at the Arena. The equipment was installed in early January 2023, and the Farmington High School hockey coaches and Farmington Youth Hockey Association (FYHA) coaches were trained on the coaching tools in mid-January. The initial agreement was intended to be a trial period; thus, the term of the agreement was four months from the effective day, which was December 19, 2022. The Farmington High School hockey coaches and several FYHA coaches used the coaching video analysis tool for practices and games. Youth Sports Plus reached out to Staff in late February to meet to see how the trial went with high school teams, youth teams, and the Arena. Staff, the girls high school hockey coach, and the coaches committee lead from FYHA met with Youth Sports Plus and Spiideo (software and camera system) in March. The feedback from the girls high school hockey coach and FYHA was very positive. Both thought the system was easy to use, minimal training needed to operate, and a valuable coaching tool. The coaches asked if they could continue to use the Coaching Video Service through the summer to analyze hockey practices, camps, scrimmages, and games. Youth Sports Plus agreed to this request, and an extension to the agreement was approved and extended to September 30, 2023. With the Arena to be connected by fiber soon, live streaming of approved youth and high school hockey games will be included in this new agreement, along with the Coaching Video Services. Youth Sports Plus will sell and manage the viewer subscriptions, and the Arena will receive a share of the revenue. In addition, Youth Sports Plus will sell advertising to be run during the live stream of the games and will share a percentage of the revenue with the Arena. City Staff has sole discretion to approve or disapprove of advertisers on Youth Sport’s Plus service at the Arena. The City Attorney reviewed the attached agreement and found it to be acceptable. Page 50 of 112 BUDGET IMPACT: The cost of installing all equipment, wiring, and electronics was, and still is, the responsibility of Youth Sports Plus. The Arena will receive a revenue share for viewer subscription fees collected and advertising inventory on games. Revenue share for the Arena will increase over the three-year period from a 25% Arena and 75% Youth Sports Plus split to 30% Arena and 70% Youth Sports Plus. ACTION REQUESTED: Approve the attached agreement with Youth Sports Plus for Video Services at the Arena. ATTACHMENTS: Video Services Agreement with Youth Sports Plus Page 51 of 112 VIDEO SERVICES VENUE AGREEMENT THIS VIDEO SERVICES VENUE AGREEMENT (“Agreement”) made this 6th day of November 2023 (“Effective Date”) by and between City of Farmington, a Minnesota municipal corporation (“Customer”) and Range, Inc., a Minnesota corporation, dba Youth Sports Plus ("Youth Sports Plus"; Customer and Youth Sports Plus collectively “Parties” and sometimes individually “Party”). WHEREAS, Schmitz-Maki Arena, located at 114 Spruce St, Farmington, MN 55024 (the “Ice Arena”). WHEREAS, Youth Sports Plus and Customer wish to enter into this non-exclusive Agreement pursuant to which Youth Sports Plus will install at the Ice Arena a sports broadcasting system for the delivery of live and/or on-demand video to internet-connected devices such as smartphones, computers, or tablets (“Video Service”). NOW THEREFORE IN CONSIDERATION OF THEIR MUTUAL COVENANTS, THE PARTIES AGREE AS FOLLOWS: 1. VIDEO SERVICES. The Customer hereby authorizes and grants to Youth Sports Plus the non-exclusive right to manage, install, and operate video cameras and associated hardware, software, and wiring (“Video Cameras”) within the Ice Arena in accordance with the Contract Documents (defined below). The Video Cameras allow Youth Sports Plus to provide the Coaching Video Service and the streaming of approved youth and high school games. The placement of the Video Cameras shall not unreasonably interfere with the Customer’s use of the Ice Arena. No installation, maintenance, or removal of the Video Cameras by Youth Sports Plus shall occur until approved by the Customer’s Manager or his or her designee (“Parks and Facilities Supervisor”). Any such work shall be completed in the manner so approved. Youth Sports Plus shall promptly repair any damage to the Ice Arena because of such work. If Youth Sports Plus fails to timely make such repairs, the Customer may, but is not obligated to, make such repairs and Youth Sports Plus shall pay all costs to the Customer associated with such repair within 30 days of billing from the Customer. The requirement regarding repair shall survive termination or expiration of this Agreement. 2. CONTRACT DOCUMENTS. The following documents shall be referred to as the "Contract Documents", all of which shall be taken together as a whole as the contract between the Parties as if they were set verbatim and in full herein: A. This Agreement; and B. Youth Sports Plus’s proposed Scope of Services is attached hereto as Exhibit A. In the event of conflict among the provisions of the Contract Documents, the order in which they are listed above shall control in resolving any such conflicts, with Contract Document A having the priority and Contract Document B having the last priority. Any termination or expiration of any of the Contract Documents shall terminate all the Contract Documents. Page 52 of 112 VIDEO SERVICES VENUE AGREEMENT 3.VIDEO SERVICES RESTRICTIONS. Youth Sports Plus will provide Customer with the ability, at its sole discretion, to restrict viewer access to any video captured from its facility to a pre-selected potential audience for privacy purposes. Youth Sports Plus will tape only games under contract from the following tenants: •Farmington High School girls’ and boys’ hockey team practices and games •Farmington Youth Hockey practices and games All other events will not be taped unless pre-approved by the Parks and Facilities Supervisor. 4.CHANGE ORDERS. The Customer must approve all change orders, regardless of amount, in advance and in writing. 5.COMPLIANCE WITH LAWS AND REGULATIONS. Youth Sports Plus shall abide by all local, state, and federal statutes, ordinances, rules, and regulations. 6.INSURANCE. Youth Sports Plus shall secure and maintain such insurance as will protect Youth Sports Plus from claims under the Worker’s Compensation Acts, automobile liability, and from claims for bodily injury, death, or property damage which may arise from the performance of services under this Agreement. Such insurance shall be written for amounts not less than: Commercial General Liability $2,000,000 each occurrence/aggregate Automobile Liability $300,000 combined single limit The Customer shall be named as an additional insured on the general liability policy. Before commencing work, Youth Sports Plus shall provide the Customer with a certificate of insurance evincing the required insurance coverage in a form acceptable to the Customer. The Customer shall be named as additional insured on the certificate of insurance. Should the policy be cancelled or not renewed for any cause prior to expiration date thereof, the issuing company shall mail a thirty (30) day written notice to the Customer, except such notice shall be ten (10) days for non-payment of premium. Regardless of any other terms herein, cancellation or expiration of the insurance policy or certificate of insurance required herein and failure to provide another insurance policy or certificate of insurance that is satisfactory to the Customer shall be grounds for automatic termination of this Agreement. This insurance requirement shall survive termination or expiration of this Agreement until any post-termination requirements herein of Youth Sports Plus are completed. 7.INDEMNIFICATION. It is fully understood and agreed by the Parties that Youth Sports Plus shall fully defend, indemnify, and hold harmless the Owner of Schmitz-Maki Arena, and their respective elected and appointed officials, officers, employees, volunteers and agents (collectively, the “Indemnified Parties”), against any and all liabilities, claims, damages, losses, costs and expenses (including reasonable attorneys’ fees) arising indirectly or directly in connection with or under, or as a result of this Agreement, and regardless of whether the Indemnified Parties caused or contributed to the injuries or damages, in whole or in part. This indemnification obligation shall Page 53 of 112 VIDEO SERVICES VENUE AGREEMENT include, without limitation, any injuries to Youth Sports Plus employees, agents, or contractors, regardless of the cause of those injuries or damages. This indemnification obligation shall survive termination or expiration of this Agreement. 8.CONTROLLING LAW/VENUE. It is agreed that this Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Minnesota. Any legal suit, action, or proceeding arising out of this Agreement shall be instituted in state court located in Dakota County, Minnesota, and each Party irrevocably submits to the exclusive jurisdiction of such court in any such suit, action, or proceeding. The Parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action, or proceeding in such court and irrevocably waive and agree not to plead or claim in any such court that any such suit, action, or proceeding brought in any such court has been brought in an inconvenient forum. 9.MINNESOTA GOVERNMENT DATA PRACTICES ACT. Youth Sports Plus must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the Customer pursuant to this Agreement, and (2)all data, created, collected, received, stored, used, maintained, or disseminated by Youth Sports Plus pursuant to this Agreement. Youth Sports Plus is subject to all the provisions of the Minnesota Government Data Practices Act, including but not limited to the civil remedies of Minnesota Statutes § 13.08, as if it were a government entity. In the event Youth Sports Plus receives a request to release data, Youth Sports Plus must immediately notify the Customer. The Customer will give Youth Sports Plus instructions concerning the release of the data to the requesting party before the data is released. Youth Sports Plus agrees to defend, indemnify, and hold the Customer, its officials, officers, agents, employees, and volunteers harmless from any claims resulting from Youth Sports Plus’s officers’, agents’, cities’, partners’, employees’, volunteers’, assignees, or subcontractors’ unlawful disclosure and/or use of protected data. The terms of this paragraph shall survive the cancellation or termination of this Agreement. 10.COPYRIGHT. Youth Sports Plus shall defend actions or claims charging infringement of any copyright or software license by reason of the use or adoption of any software, designs, drawings, or specifications supplied by it, and the indemnification in Section 10 shall also include loss or damage resulting therefrom. 11.PATENTED DEVICES, MATERIALS, AND PROCESSES. If the Contract requires, or Youth Sports Plus desires, the use of any design, device, material, or process covered by letters, patent or copyright, trademark or trade name, Youth Sports Plus shall provide for such use by suitable legal agreement with the patentee or owner and a copy of said agreement shall be filed with the Customer. If no such agreement is made or filed as noted, Youth Sports Plus shall indemnify and hold harmless the Customer from any and all claims for infringement by reason of the use of any such patented designed, device, material or process, or any trademark or trade name or copyright in connection with the services agreed to be performed under the Contract, and shall indemnify and defend the Customer for any costs, liability, expenses and attorney's fees that result from any such infringement. 12.TERM AND TERMINATION. The term of this Agreement commences on the Effective Date and shall remain in full force and effect for three (3) years from the Effective Date (“Term”), unless earlier terminated as forth herein. This Agreement may be terminated upon thirty (30) days’ written notice by either Party. In the event of termination, Youth Page 54 of 112 VIDEO SERVICES VENUE AGREEMENT Sports Plus shall, at its own cost and expense, remove all Video Cameras from the Ice Arena. If Youth Sports Plus fails to remove the Video Cameras upon termination, the Video Cameras shall be considered abandoned and the Customer may, but is not obligated to, remove the Steaming Cameras. Youth Sports Plus shall pay all costs of Customer associated with such removal within 30 days of billing from Customer. This Section shall survive termination. 13.REVIEW OF SERVICES. Youth Sports Plus shall cooperate with Customer to conduct an annual review of services to be completed each year by April 30. 14.NOTICES. All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed given if personally delivered or mailed, certified mail, return receipt requested, or delivered by a nationally recognized overnight courier service, to the following addresses or to any other address of Customer or Youth Sports Plus that is given from time to time to the other party pursuant to this provision, regarding written notice: CUSTOMER: City of Farmington 430 3rd St, Farmington, MN 55024 Attention: Kellee Omlid Parks and Recreation Director YOUTH SPORTS PLUS: Youth Sports Plus 1022 Madison Street PO Box 978 Brainerd MN 56401 Attention: Shawn Sundquist 15.INTERNET CONNECTION. The City of Farmington shall provide access to internet via its Fiber service with a minimum upload speed of 30 Mbps. 16.COUNTERPARTS. This Agreement may be executed in one or more counterparts, each of which is redeemed an original and all of which are taken together will be redeemed to be one Agreement. Page 55 of 112 VIDEO SERVICES VENUE AGREEMENT IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date indicated below. Youth Sports Plus: Range, Inc., a Minnesota corporation, dba Youth Sports Plus Date: By: Shawn Sundquist Its: Email: ssundquist@youthsportsplus.com City of Farmington: Date: By: Joshua Hoyt, Mayor By: Shirley R Buecksler, City Clerk Page 56 of 112 Exhibit A OVERVIEW This agreement provides for the business terms between Youth Sports PLUS (known as MNHockey.Tv) and Schmitz-Maki Arena located in Farmington, MN to manage a video camera service in the arena. GOALS The management of the camera system installed at Schmitz-Maki Arena and the related management services provided by YSP will support the following goals to provide a coaching tool for the analysis of high school and youth association games and practices and stream approved games and tournament events. SPECIFICATIONS YSP will manage and operate the one-camera system installed at the Schmitz-Maki Arena that includes scheduling designated games and practices of the contracted organizations listed in the goals section. The City of Farmington shall have the option to have YSP add a second camera in the future. The second camera shall be installed according to terms and conditions negotiated by the parties. VIEWING COMPONENTS YSP will schedule the games and events on the Video platform to provide Video services for the high school and youth games and coaching sessions. YSP will provide access to the scheduling services to designated individuals approved by the Customer. YSP SERVICES INCLUDE: • Live Video portal. • Schedule management in the portal and communications of events. • Customer support for coaches. REVENUE SHARING COMPONENTS INCLUDE: • The Customer may at its sole discretion approve or disapprove of advertisers on Youth Sports Plus’s service at the Schmitz-Maki Arena. Youth Sports Plus agrees to comply with the Customer’s decision regarding advertisers. • For year 1 viewer subscription fees collected will be distributed in the ratio of 25% to the City of Farmington and 75% to Youth Sports Plus, after the deduction of video production costs. For year 2 viewer subscription fees collected will be distributed in the ratio of 27.5% to the City of Farmington and 72.5% to Youth Sports Plus, after the deduction of video production costs. For year 3 viewer subscription fees collected will be distributed in the ratio of 30% to the City of Farmington and 70% to Youth Sports Plus. • Advertising inventory on games will be shared in the same ratio as subscription fees. Page 57 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kellee Omlid, Parks & Recreation Director Department:Parks & Recreation Subject:Five-Year Farm Lease with Devney Family Farms Meeting:Regular Council - Nov 06 2023 INTRODUCTION: City Staff completed the process to accept proposals to lease 31.5 acres of land in Jim Bell Park and Preserve so it can be farmed for up to the next five years. Attached is a map showing the area in Jim Bell Park and Preserve to be leased for farm purposes. DISCUSSION: The current farm lease with Steve Devney expires on March 31, 2024. Advertisements for farm lease proposals were published in the Dakota County Tribune on September 8 and 15, 2023, posted on the City’s website, and a direct mailing to 12 farmers who live and/or farm near the site. The deadline for submitting a proposal was Friday, October 6, at 11 a.m. One proposal was submitted. Devney Family Farms submitted the only proposal with a total amount of $40,477.50 over the five-year lease period. Attached is the proposal tabulation form showing the annual lease amount proposed by Devney Family Farms. The current lease with Steve Devney, which expires on March 31, 2024, was for $36,382.50 over the five-year lease period. Attached is the farm Lease with Devney Family Farms. The City Attorney reviewed the attached Lease and found it to be acceptable. BUDGET IMPACT: The lease payments totaling $40,477.50 will be deposited into the Park Improvement Fund over the five-year period. These monies will help provide funding for future park and/or trail improvements. The lease payments will provide dedicated funding for the next five years to the Park Improvement Fund, provided the lease agreement isn’t terminated before the expiration date. ACTION REQUESTED: Approve the attached Lease with Devney Family Farms to lease 31.5 acres of land in Jim Bell Park and Preserve at a total amount of $40,477.50 to be paid over the five-year lease period with the monies to be deposited in the Park Improvement Fund for future park and/or trail improvements. ATTACHMENTS: Farm Lease Location Page 58 of 112 2024 Tabulation Form Farm Lease Proposal 2024-2029 31.5 Acres Farm Lease Devney Family Farms Page 59 of 112 Lak e J ulia Par k V e r m i llion Grov e P ark Fa r m i n g ton Pr eser ve P a r k Akin Road Elementar y Scho o l Nor th C reek P a r k J im B ell P a r k A nd P r e s er v e Nor th Cr e e k Gr eenway Th e To ro Com pany Stelz e l Fields Nor ther n N a tur a l Gas Co E m pir e Tow n H a ll Farm Lease Location Map Disclaimer: This map is for general reference only. They are not for legal, engineering or surveying use. The City of Farmington assumes no responsibility for damages or other liabilities due to the accuracy, availability, use or misuse of the information herein provided. Site Boundary Parcel Lines Municipal Boundary Prepared on:8/31/2023 by: 0 0.25 0.50.13 Miles± CR 23 CR 50 Lakeville Farmington 31.5 acres Page 60 of 112 CITY OF FARMINGTON FARM LEASE PROPOSAL TABULATION FORM Name Proposed Year 1 Lease Amount Proposed Year 2 Lease Amount Proposed Year 3 Lease Amount Proposed Year 4 Lease Amount Proposed Year 5 Lease Amount Proposed 5 Year Total Lease Amount Devney Family Farms $6,835.50 $7,465.50 $8,095.50 $8,725.50 $9,355.50 $40,477.50 Pa g e 6 1 o f 1 1 2 Page 62 of 112 Page 63 of 112 Page 64 of 112 cultivating, harvesting, handling, using and maintaining supplies and equipment prior to, during and after the farming operation, all other activities relating to the farming of the Fann Property, and travel to and from the Farm Properly. 16.INSURANCE. The Tenant shall acquire and maintain property and liability insurance adequate for the Tenant's use of the Property. The Tenant shall provide proof of insurance upon request by the City. 17.GOVERNMENT REGULATIONS. Tenant agrees to abide by all regulations imposed by any governmental authority relating to the farming of the Farm Property. 18.SUBJECT TO PRIOR LEASES. This Lease is subject to the terms and conditions of any gas, oil and/or mineral lease previously placed on the Farm Property. 19.ENTIRE AGREEMENT. This Agreement constitutes the entire understanding of the Parties and no terms may be altered in any way except by the written consent of both Parties. This Agreement may not be assigned or conveyed without each Party's written consent. 20.RIGHT OF ENTRY AND DAMAGE TO CROPS. The Landlord shall have a right of entry on the Farm Property to do soil borings, survey the property or take any other actions necessary or desirable in the discretion of the Landlord. Landlord shall notify Tenant prior to making an entrance on the property. IN WITNESS WHEREOF the Parties have causes these presents to be executed as of the date first above written. TENANT: DEVNEY FAMILY FARMS By: Its: LANDLORD: CITY OF FARMINGTON By: Joshua Hoyt Its: Mayor By: Shirley R Buecksler Its: City Clerk Page 65 of 112 Page 66 of 112 Page 67 of 112 Page 68 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kellee Omlid, Parks & Recreation Director Department:Parks & Recreation Subject:Johnson Controls Fire and Life Safety Systems Planned Service Agreement Meeting:Regular Council - Nov 06 2023 INTRODUCTION: The City has recently had annual agreements for planned services for the fire and life safety systems at City Hall, Fire Station 1, and First Street Garage. DISCUSSION: The City has an agreement with Johnson Controls for inspections and diagnostics tests on the fire alarm and sprinkler systems at City Hall, Fire Station 1, and First Street Garage. The agreement for the aforementioned facilities is due for renewal. Attached is the Planned Services Agreement which includes the proposal to complete the fire alarm and sprinkler systems inspections. The agreement is for a three-year term with annual inspections of the systems. The City Attorney reviewed the attached agreement and found it to be acceptable. BUDGET IMPACT: The three-year total cost of the planned services is $8,144.46. The cost of these planned services Johnson Controls will be providing to the City will be funded through the Building Repair / Maintenance Funds in the General Fund. ACTION REQUESTED: Approve the attached agreement with Johnson Controls for planned services for the fire and life safety systems at City Hall, Fire Station 1, and First Street Garage. ATTACHMENTS: Johnson Controls Planned Service Agreement Page 69 of 112 MultiSite_City of Farmington_660434_November_2023 Planned Service Agreement Johnson Controls Fire Protection LP 14200 E. Exposition Avenue Aurora CO80012 United States 7KH3RZHUEHKLQG\RXUPLVVLRQ Proposal Presented On: 10-19-2023 Page 70 of 112 Customer #: 660434 City of Farmington - Minnesota Date: 21-Aug-23 Proposal #: CPQ-453195 Term: 1-Nov-23 to 31-Oct-26 External Contract #: 934475 R02-JUN-2023 Subscription ERP #: Billing Customer: City of Farmington 430 Third St FARMINGTON, MN 55024-1374 Service Location: Farmington City Hall 430 3rd St, Farmington, MN 55024-1355 Johnson Controls Fire Protection LP Sales Representative: Kelly Neill 14200 E. Exposition Avenue Aurora CO 80012 kelly.neill@jci.com (980) 209-8183 INVESTMENT SUMMARY (Service Solution Valid for 30 Days) SERVICE/PRODUCT DESCRIPTION QUANTITY FREQUENCY INVESTMENT City of Farmington - Minnesota $593.43 SYSTEM-FA-SIMPLEX 4010 SIMPLEX PROG 4010 SYSTEM Est. First Inspection: March Main Fire Alarm Panel 1 Annual Heat Detector Restorable 7 Annual Duct Sensor Addressable 3 Annual Pull Station 2 Annual FIRE ALARM ESSENTIAL SERVICE OFFER Total: $434.99 SYSTEM-SP-WET SPRINKLER WET SPRINKLER SYSTEM Est. First Inspection: March Wet System Test & Inspect (Includes Tamper, Flow, Gate Valve, Fire Dept Connection Plastic Caps, Valve Trim & Main Drain Valve) 1 Annual SPRINKLER ESSENTIAL SERVICE OFFER Total: $158.44 SERVICE SOLUTION Page 2 of 16 © 2022 Johnson Controls. All rights reserved Page 71 of 112 Customer #: 660434 City of Farmington - Minnesota Date: 21-Aug-23 Proposal #: CPQ-453195 Term: 1-Nov-23 to 31-Oct-26 External Contract #: 80894106 R02- JUN-2023 Subscription ERP #: Billing Customer: City of Farmington 430 Third St FARMINGTON, MN 55024-1374 Service Location: Fire Station #1-Farmington 21625 DENMARK AVE, FARMINGTON, MN 55024-9468 Johnson Controls Fire Protection LP Sales Representative: Kelly Neill 14200 E. Exposition Avenue Aurora CO 80012 kelly.neill@jci.com (980) 209-8183 INVESTMENT SUMMARY (Service Solution Valid for 30 Days) SERVICE/PRODUCT DESCRIPTION QUANTITY FREQUENCY INVESTMENT City of Farmington - Minnesota $421.83 SYSTEM-FA-HONEYWELL PROG HONEYWELL PROG SYSTEM Est. First Inspection: April Main Fire Alarm Panel 1 Annual Smoke Sensor Addressable 10 Annual FIRE ALARM ESSENTIAL SERVICE OFFER Total:$421.83 SERVICE SOLUTION Page 3 of 16 © 2022 Johnson Controls. All rights reserved Page 72 of 112 Customer #: 660434 City of Farmington - Minnesota Date: 21-Aug-23 Proposal #: CPQ-453195 Term: 1-Nov-23 to 31-Oct-26 External Contract #: 934391 R02-JUN-2023 Subscription ERP #: Billing Customer: City of Farmington 430 Third St FARMINGTON, MN 55024-1374 Service Location: Fire Station #1-Farmington 21625 DENMARK AVE, FARMINGTON, MN 55024-9468 Johnson Controls Fire Protection LP Sales Representative: Kelly Neill 14200 E. Exposition Avenue Aurora CO 80012 kelly.neill@jci.com (980) 209-8183 INVESTMENT SUMMARY (Service Solution Valid for 30 Days) SERVICE/PRODUCT DESCRIPTION QUANTITY FREQUENCY INVESTMENT City of Farmington - Minnesota $322.16 SYSTEM-SP-WET SPRINKLER WET SPRINKLER SYSTEM Est. First Inspection: March Wet System Test & Inspect (Includes Tamper, Flow, Gate Valve, Fire Dept Connection Plastic Caps, Valve Trim & Main Drain Valve) 1 Annual SPRINKLER ESSENTIAL SERVICE OFFER Total:$322.16 SERVICE SOLUTION Page 4 of 16 © 2022 Johnson Controls. All rights reserved Page 73 of 112 Customer #: 660434 City of Farmington - Minnesota Date: 21-Aug-23 Proposal #: CPQ-453195 Term: 1-Nov-23 to 31-Oct-26 External Contract #: 934481 R02-JUN-2023 Subscription ERP #: Billing Customer: City of Farmington 430 Third St FARMINGTON, MN 55024-1374 Service Location: City of Farmington -Garage 710 1st Street, FARMINGTON, MN 55024-1226 Johnson Controls Fire Protection LP Sales Representative: Kelly Neill 14200 E. Exposition Avenue Aurora CO 80012 kelly.neill@jci.com (980) 209-8183 INVESTMENT SUMMARY (Service Solution Valid for 30 Days) SERVICE/PRODUCT DESCRIPTION QUANTITY FREQUENCY INVESTMENT City of Farmington - Minnesota $1,147.09 SYSTEM-FA-SIMPLEX 4010 SIMPLEX PROG 4010 SYSTEM Est. First Inspection: March Main Fire Alarm Panel 1 Annual Smoke Detector Conventional 5 Annual Heat Detector Restorable 3 Annual Duct Sensor Addressable 19 Annual Pull Station 3 Annual Audio-Visual Unit Addressable 61 Annual FIRE ALARM ESSENTIAL SERVICE OFFER Total:$988.65 SYSTEM-SP-WET SPRINKLER WET SPRINKLER SYSTEM Est. First Inspection: March Wet System Test & Inspect (Includes Tamper, Flow, Gate Valve, Fire Dept Connection Plastic Caps, Valve Trim & Main Drain Valve) 1 Annual SPRINKLER ESSENTIAL SERVICE OFFER Total:$158.44 SERVICE SOLUTION Page 5 of 16 © 2022 Johnson Controls. All rights reserved Page 74 of 112 Johnson Controls has not included an estimate for all state and local sales tax for this quote based on the understanding that a valid exemption and/or resale certificate is received by Johnson Controls from Purchaser. Otherwise, actual sales tax due will be calculated and billed SERVICE SOLUTION Page 6 of 16 © 2022 Johnson Controls. All rights reserved Page 75 of 112 SUMMARY OF SERVICES The summary of services is intended to cover the following locations: Location Fire Alarm Sprinkler Location Total Farmington City Hall $434.99 $158.44 $593.43 Fire Station #1-Farmington $421.83 $0.00 $421.83 Fire Station #1-Farmington $0.00 $322.16 $322.16 City of Farmington -Garage $988.65 $158.44 $1,147.09 Offering Total $1,845.47 $639.04 $2,484.51 FIRE ALARM ESSENTIAL SERVICE OFFER SYSTEM-FA-SIMPLEX 4010 SYSTEM-FA-HONEYWELL PROG TEST AND INSPECTION: Inspections and diagnostic tests for the accessible peripheral devices listed and currently connected to the facility fire alarm system. Tests will be scheduled in advance. Unless otherwise specified herein, batteries installed within wireless initiating and notification peripheral devices are not covered under this agreement. Replacement of such batteries will be at an additional cost. DOCUMENTATION: Accessible components and devices logged for: -Location of each device tested, including system address or zone location -Test results and applicable voltage readings -any discrepancies found noted Inspection documentation provided to Customer's representative. NOTE:Certain additional services may be required by the Authority Having Jurisdiction.AHJ or internal organizational requirements may be more restrictive than state/provincial requirements. Building owners and managers should make themselves aware ofapplicable codes and references in order to ensure that contracted services are in compliance with these requirements. SPRINKLER ESSENTIAL SERVICE OFFER SYSTEM-SP-WET SPRINKLER TEST AND INSPECTION: Inspections and diagnostic tests for the accessible fire sprinkler devices listed and currently connected to fire sprinkler system. Tests will be scheduled in advance. DOCUMENTATION: Accessible components and devices logged for: Test results Any discrepancies found noted Inspection documentation provided to Customer. NOTE: Certain additional services may be required by the Authority Having Jurisdiction. AHJ or internal organizational SERVICE SOLUTION Page 7 of 16 © 2022 Johnson Controls. All rights reserved Page 76 of 112 requirements may be more restrictive than state/provincial requirements. Building owners and managers should make themselves aware of applicable codes and references in order to ensure that contracted Services fulfill requirements. Customer Portal (Basic) SYSTEM-FA-SIMPLEX 4010 SYSTEM-SP-WET SPRINKLER SYSTEM-FA-HONEYWELL PROG Basic Customer Portal functionality will be provided. SERVICE SOLUTION Page 8 of 16 © 2022 Johnson Controls. All rights reserved Page 77 of 112 This Service Solution (the "Agreement") sets forth the Terms and Conditions for the provision of equipment and services to be provided by Johnson Controls Fire Protection LP ("Company") to City of Farmington - Minnesota and is effective 1-Nov-23 (the "Effective Date") to 31-Oct-26 (the "Initial Term"). Customer agrees that initial inspections may be performed within 45 days from the Effective Date. PAYMENT FREQUENCY: BAMA In BAMA \s1 Initials PAYMENT TERMS: Net 30 For applicable taxes, please see Section 3 of the Terms & Conditions PAYMENT AMOUNT: $2,484.51 - Proposal #: CPQ-453195 PAYMENT SUMMARY: Year Term PSA Charges 1 11/01/2023 - 10/31/2024 $2,484.51 2 11/01/2024 - 10/31/2025 $2,708.11 3 11/01/2025 - 10/31/2026 $2,951.84 CUSTOMER ACCEPTANCE: In accepting this Agreement, Customer agrees to the Terms and Conditions on the following pages and any attachments or riders attached hereto that contain additional terms and conditions. It is understood that these terms and conditions shall prevail over any variation in terms and conditions on any purchase order or other document that Customer may issue. Any changes in the system requested by Customer after the execution of Agreement shall be paid for by Customer and such changes shall be authorized in writing. ATTENTION IS DIRECTED TO THE LIMITATION OF LIABILITY, WARRANTY, INDEMNITY AND OTHER CONDITIONS CONTAINED IN THIS AGREEMENT. SERVICE SOLUTION Page 9 of 16 © 2022 Johnson Controls. All rights reserved Page 78 of 112 Multi Year Contract Rider AGREEMENT Acknowledgement of Multi-Year Term. Customer agrees that issuance of a Purchase Order does not amend any provision of the service agreement, including without limitation the duration/term of the service agreement. Customer agrees to issue Purchase Orders sufficient to satisfy its obligations under the multi-year service agreement. Should Customer fail to issue additional Purchase Orders, Company will still be permitted to invoice Customer for services performed, and Customer shall not dispute the validity of such invoices. Customer Initials: \s1 Unless otherwise agreed to by the parties, pricing is based upon the following billing and payment terms: Invoices will be delivered via Email (accountspayable@farmingtonmn.gov) , payment is Net 30, and invoices are to be paid via Check. Johnson Controls Check transfer details will be forth coming upon contractual agreement. This offer shall be void if not accepted in writing within thirty (30) days from the date first set forth above. To ensure that JCI is compliant with your company’s billing requirements, please provide the following information: PO is required to facilitate billing: NO: This signed contract satisfies requirement YES: Please reference this PO Number: ____________________________ City of Farmington - Minnesota Johnson Controls Fire Protection LP Signature: _______________________________ Authorized Signature:\s2_______________________________ Print Name: Print Name:_______________________________ Title: Title:_______________________________ Phone #: Phone #:(980) 209-8183 Fax #: Fax #:_______________________________ Email: License #: (if applicable) _______________________________ Date: Mayor, City of Farmington_________ 651-280-6800___________________ ______________________________ JHoyt@FarmingtonMN.gov________ 11.06.2023_____________________ Date:_______________________________ SERVICE SOLUTION Page 10 of 16 © 2022 Johnson Controls. All rights reserved KellyNeill Kelly Neill Customer Care Representative 10/19/2023 Joshua Hoyt Page 79 of 112 Rev. September. 2022 TERMS AND CONDITIONS 1. Term. The Initial Term of this Agreement shall commence on the date of this Agreement and continue for the period indicated in this Agreement. At the conclusion of the Initial Term, this Agreement shall automatically extend for successive terms equal to the Initial Term (subject to Section 3) unless either party gives written notice to the other party at least thirty (30) days prior to the end of the then-current term (each a (“Renewal Term”). 2. Payment and Invoicing. Unless otherwise agreed by the parties in writing, fees for Services to be performed shall be paid annually in advance. Unless otherwise agreed to by the parties, amounts are due upon receipt of the invoice by Customer. Invoices shall be paid by Customer via electronic delivery via EFT/ACH. Invoicing disputes must be identified in writing within 21 days of the invoice date. Payments of any disputed amounts are due and payable upon resolution. Payment is a condition precedent to Company’s obligation to perform Services under the Agreement. Work performed on a time and material basis shall be at the thenprevailing Company rate for material, labor, and related items, in effect at the time supplied under this Agreement. Customer acknowledges and agrees that timely payments of the full amounts listed on invoices is an essential term of this Agreement and Customer’s failure to make payment in full when due is a material breach of this Agreement. Customer further acknowledges that if there is any amount outstanding on an invoice, it is material to Company and will give Company, without prejudice to any other right or remedy, the right to, without notice: (i) suspend, discontinue or terminate performing any Services and/or withhold further deliveries of equipment and other materials, terminate or suspend any unpaid software licenses, and/or suspend Company’s obligations under or terminate this Agreement; and (ii) charge Customer interest on the amounts unpaid at a rate equal to the lesser of one and one half (1.5) percent per month or the maximum rate permitted under applicable law, until payment is made in full. Company’s election to continue providing future services does not, in any way diminish Company’s right to terminate or suspend services or exercise any or all rights or remedies under this Agreement. Company shall not be liable for any damages, claims, expenses, or liabilities arising from or relating to suspension of Services for non-payment. In the event that there are exigent circumstances requiring services or the Company otherwise performs Services at the premises following suspension, those services shall be governed by the terms of this Agreement unless a separate contract is executed. If Customer disputes any late payment notice or Company’s efforts to collect payment, Customer shall immediately notify Company in writing and explain the basis of the dispute. Customer agrees to pay all of Company’s reasonable collection costs, including legal fees and expenses. 3. Pricing. The pricing set forth in this Agreement is based on the number of devices and services to be performed as set forth in this Agreement. If the actual number of devices installed or services to be performed is greater than that set forth in this Agreement, the price will be increased accordingly. Company may increase prices upon notice to Customer to reflect increases in material and labor costs. All stated prices are exclusive of and Customer agrees to pay any taxes, fees, duties, tariffs, false alarm assessments, installation or alarm permits and levies or other similar charges imposed and/or enacted by a government, however designated or imposed, including but not limited to value-added and withholding taxes that are levied or based upon the amounts paid under this Agreement. Prices in any quotation or proposal from Company are subject to change upon notice sent to Customer at any time before the quotation or proposal has been accepted. Company will provide Customer with notice of any pricing adjustments applicable to any Renewal Term no later than 45 days prior to the commencement of that Renewal Tern. Unless Customer terminates the Agreement at least thirty (30) days prior to the start of such Renewal Term, the adjusted price shall be the price for the Renewal Term. Prices for products covered by this Agreement may be adjusted by Company, upon notice to Customer at any time prior to shipment and regardless of Customer’s acceptance of the Company’s proposal or quotation, to reflect any increase in Company’s cost of raw materials (e.g., steel, aluminum) inability to secure Products, changes or increases in law, labor, taxes, duties, tariffs or quotas, acts of government, any similar charges, or to cover any extra, unforeseen and unusual cost elements. 4. Code Compliance. Company does not undertake an obligation to inspect for compliance with laws or regulations unless specifically stated in this Agreement. Customer acknowledges that the Authority Having Jurisdiction (e.g. Fire Marshal) may establish additional requirements for compliance with local codes. Any additional services or equipment required will be provided at an additional cost to Customer. 5. Limitation of Liability; Limitations of Remedy. Customer understands that Company offers several levels of protection services and that the level described has been chosen by Customer after considering and balancing various levels of protection afforded and their related costs. It is understood and agreed by Customer that Company is not an insurer and that insurance coverage shall be obtained by Customer and that amounts payable to Company hereunder are based upon the value of the services and the scope of liability set forth in this Agreement and are unrelated to the value of Customer’s property and the property of others located on the premises. Customer agrees to look exclusively to Customer’s insurer to recover for injuries or damage in the event of any loss or injury. Customer releases and waives all right of recovery against Company arising by way of subrogation. Company makes no guaranty or warranty, including any implied warranty of merchantability or fitness for a particular purpose that equipment or services supplied by Company will detect or avert occurrences or the consequences therefrom that the equipment or service was designed to detect or avert. It is impractical and extremely difficult to fix the actual damages, if any, which may proximately result from failure on the part of Company to perform any of its obligations under this Agreement. Accordingly, Customer agrees that Company shall be exempt from liability for any loss, damage or injury arising directly or indirectly from occurrences, or the consequences therefrom, which the equipment or service was designed to detect or avert. Should Company be found liable for any loss, damage or injury arising from a failure of the equipment or service in any respect, Company’s liability for Services performed on-site at Customer’s premises shall be limited to an aggregate amount equal to the Agreement price (as increased by the price for any additional work) or, where the time and material payment term is selected, Customer’s time and material payments to Company. Where this Agreement covers multiple sites, liability shall be limited to the amount of the payments allocable to the site where the incident occurred. Company’s liability with respect to Monitoring Services is set forth in Section 18 of this Agreement. Such sum shall be complete and exclusive. IN NO EVENT SHALL COMPANY BE LIABLE, FOR ANY DAMAGE, LOSS, INJURY, OR ANY OTHER CLAIM ARISING FROM ANY SERVICING, ALTERATIONS, MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE COVERED SYSTEM(S), AS HEREINAFTER DEFINED, OR ANY OF ITS COMPONENT PARTS BY CUSTOMER OR ANY THIRD PARTY. To the maximum extent permitted by law, in no event shall Company and its affiliates and their respective personnel, suppliers and vendors be liable to Customer or any third party under any cause of action or theory of liability, even if advised of the possibility of such damages, for any (a) special, incidental, consequential, punitive or indirect damages of any kind; (b) loss of profits, revenues, data, customer opportunities, business, anticipated savings or goodwill; (c) business interruption; or (d) data loss or other losses arising from viruses, ransomware, cyberattacks or failures or interruptions to network systems. The limitations of liability set forth in this Agreement shall inure to the benefit of all parents, subsidiaries and affiliates of Company, whether direct or indirect, Company’s employees, agents, officers and directors. 6. Reciprocal Waiver of Claims (SAFETY Act). Certain of Company's systems and services have received Certification and/or Designation as Qualified Anti-Terrorism Technologies (“QATT”) under the Support Anti- terrorism by Fostering Effective Technologies Act of 2002, 6 U.S.C. §§ 441- 444 (the “SAFETY Act”). As required under 6 C.F.R. 25.5 (e), to the maximum extent permitted by law, Company and Customer hereby agree to waive their right to make any claims against the other for any losses, including business interruption losses, sustained by either party or their respective employees, resulting from an activity resulting from an “Act of Terrorism” as defined in 6 C.F.R. 25.2, when QATT have been deployed in defense against, response to, or recovery from such Act of Terrorism. 7. Indemnity. Customer agrees to indemnify, hold harmless and defend Company against any and all losses, damages, costs, including expert fees and costs, and expenses including reasonable defense costs, arising from any and all third party claims for personal injury, death, property damage or economic loss, arising in any way from any act or omission of Customer or Company relating in any way to this Agreement, including but not limited to the Services under this Agreement, whether such claims are based upon contract, warranty, tort (including but not limited to active or passive negligence), strict liability or otherwise. Company reserves the right to select counsel to represent it in any such action. Customer’s responsibility with respect to indemnification and defense of Company with respect to Monitoring Services is set forth in Section 18 of this Agreement. 8. General Provisions. Customer has selected the service level desired after considering and balancing various levels of protection afforded and their related costs. All work to be performed by Company will be performed during normal working hours of normal working days (8:00 a.m. - 5:00 p.m., Monday through Friday, excluding Company holidays), as defined by Company, unless additional times are specifically described in this Agreement. All work performed unscheduled unless otherwise specified in this Agreement. Appointments scheduled for fourhour window. Additional charges may apply for special scheduling requests (e.g. working around equipment shutdowns, after hours work). Company will perform the services described in the Service Solution (“Services”) for one or more system(s) or equipment as described in the Service Solution or the listed attachments (“Covered System(s)”). UNLESS OTHERWISE SPECIFIED IN THIS AGREEMENT, ANY INSPECTION (AND, IF SPECIFIED, TESTING) PROVIDED UNDER THIS AGREEMENT DOES NOT INCLUDE ANY MAINTENANCE, REPAIRS, ALTERATIONS, REPLACEMENT OF PARTS, OR ANY FIELD ADJUSTMENTS WHATSOEVER, NOR DOES IT INCLUDE THE CORRECTION OF ANY DEFICIENCIES IDENTIFIED BY COMPANY TO CUSTOMER. COMPANY SHALL NOT BE RESPONSIBLE FOR EQUIPMENT FAILURE OCCURRING WHILE COMPANY IS IN THE PROCESS OF FOLLOWING ITS INSPECTION TECHNIQUES, WHERE THE FAILURE ALSO RESULTS FROM THE AGE OR OBSOLESCENCE OF THE ITEM OR DUE TO NORMAL WEAR AND TEAR. THIS AGREEMENT Page 80 of 112 Rev. September. 2022 DOES NOT COVER SYSTEMS, EQUIPMENT, COMPONENTS OR PARTS THAT ARE BELOW GRADE, BEHIND WALLS OR OTHER OBSTRUCTIONS OR EXTERIOR TO THE BUILDING, ELECTRICAL WIRING, AND PIPING. 9. Customer Responsibilities. Customer shall regularly test the System(s) in accordance with applicable law and manufacturers’ and Company’s recommendations. Customer shall promptly notify Company of any malfunction in the Covered System(s) which comes to Customer’s attention. This Agreement assumes any existing system(s) are in operational and maintainable condition as of the Agreement date. If, upon inspection, Company determines that repairs are recommended, repair charges will be submitted for approval by Customer’s on-site representative prior to work. Should such repair work be declined, Company shall be relieved from any and all liability arising therefrom. Customer further agrees to: •provide Company clear access to Covered System(s) to be serviced including, if applicable, lift trucks or other equipment needed to reach inaccessible equipment; • supply suitable electrical service, heat, heat tracing adequate water supply, and required system schematics and/or drawings; •notify all required persons, including but not limited to authorities having jurisdiction, employees, and monitoring services, of scheduled testing and/or repair of systems; • provide a safe work environment; • in the event of an emergency or Covered System(s) failure, take reasonable precautions to protect against personal injury, death, and/or property damage and continue such measures until the Covered System(s) are operational; and •comply with all laws, codes, and regulations pertaining to the equipment and/or Services provided under this Agreement. Customer represents and warrants that it has the right to authorize the Services to be performed as set forth in this Agreement. Customer is solely responsible for the establishment, operation, maintenance, access, security and other aspects of its computer network (“Network”) and shall supply Company secure Network access for providing its services. Products networked, connected to the internet, or otherwise connected to computers or other devices must be appropriately protected by Customer and/or end user against unauthorized access. Customer is responsible to take appropriate measures, including performing back-ups, to protect information, including without limit data, software, or files (collectively “Data”) prior to receiving the service or products. 10.Repair Services. Where Customer expressly includes repair, replacement, and emergency response services in the Service Solution section of this Agreement, such Services apply only to the components or equipment of the Covered System(s). Customer agrees to promptly request repair services in the event the System becomes inoperable or otherwise requires repair. The Agreement price does not include repairs to the Covered System(s) recommended by Company as a result of an inspection, for which Company will submit independent pricing to Customer and as to which Company will not proceed until Customer authorizes such work and approves the pricing. Repair or replacement of non-maintainable parts of the Covered System(s) including, but not limited to, unit cabinets, insulating material, electrical wiring, structural supports, and all other non-moving parts, is not included under this Agreement. 11.System Equipment. The purchase of equipment or peripheral devices, (including but not limited to smoke detectors, passive infrared detectors, card readers, sprinkler system components, extinguishers and hoses) from Company shall be subject to the terms and conditions of this Agreement. If, in Company’s sole judgment, any peripheral device or other system equipment, which is attached to the Covered System(s), whether provided by Company, Customer or a third party, interferes with the proper operation of the Covered System(s), Customer shall remove or replace such device or equipment promptly upon notice from Company. Failure of Customer to remove or replace the device shall constitute a material breach of this Agreement. If Customer adds any third party device or equipment to the Covered System(s), Company shall not be responsible for any damage to or failure of the Covered System(s) caused in whole or in part by such device or equipment. 12.Reports. Where inspection and/or test services are selected, such inspection and/or test shall be completed on Company’s then current report form, which shall be given to Customer, and, where applicable, Company may submit a copy thereof to the local authority having jurisdiction. The report and recommendations by Company are only advisory in nature and are intended to assist Customer in reducing the risk of loss to property by indicating obvious defects or impairments noted to the system and equipment inspected and/or tested. They are not intended to imply that no other defects or hazards exist or that all aspects of the Covered System(s), equipment, and components are under control at the time of inspection. Final responsibility for the condition and operation of the Covered System(s) and equipment and components lies with Customer. 13.Availability and Cost of Steel, Plastics & Other Commodities. Company shall not be responsible for failure to provide services, deliver products, or otherwise perform work required by this Agreement due to lack of available steel products or products made from plastics or other commodities. In the event Company is unable, after reasonable commercial efforts, to acquire and provide steel products, or products made from plastics or other commodities, if required to perform work required by this Agreement, Customer hereby agrees that Company may terminate the Agreement, or the relevant portion of the Agreement, at no additional cost and without penalty. Customer agrees to pay Company in full for all work performed up to the time of any such termination. 14.Confined Space. If access to confined space by Company is required for the performance of Services, Services shall be scheduled and performed in accordance with Company’s thencurrent hourly rate. 15.Hazardous Materials. Customer represents that, except to the extent that Company has been given written notice of the following hazards prior to the execution of this Agreement, to the best of Customer’s knowledge there is no: • Space in which work must be performed that, because of its construction, location, contents or work activity therein, accumulation of a hazardous gas, vapour, dust or fume or the creation of an oxygen-deficient atmosphere may occur, • “permit confined space,” as defined by OSHA for work Company performs in the United States; •risk of infectious disease; • need for air monitoring, respiratory protection, or other medical risk; or •asbestos, asbestos-containing material, formaldehyde or other potentially toxic or otherwise hazardous material contained in or on the surface of the floors, walls, ceilings, insulation or other structural components of the area of any building where work is required to be performed under this Agreement. All of the above are hereinafter referred to as “Hazardous Conditions.” Company shall have the right to rely on the representations listed above. If Hazardous Conditions are encountered by Company during the course of Company’s work, the discovery of such materials shall constitute an event beyond Company’s control, and Company shall have no obligation to further perform in the area where the Hazardous Conditions exist until the area has been made safe by Customer as certified in writing by an independent testing agency, and Customer shall pay disruption expenses and re- mobilization expenses as determined by Company. This Agreement does not provide for the cost of testing involving a discharge or release, capture, containment, transport, removal, or disposal (collectively, the “Discharge Services”) of any hazardous waste materials, hazardous materials, firefighting materials including without limitation any firefighting foam encountered in and/or discharged from any of the Covered System(s) and/or during performance of the Services. Said materials shall at all times remain the responsibility and property of Customer. Customer shall be responsible for any Discharge Services associated with such materials, including all discharged firefighting foam in accordance with all applicable law. Company shall not be responsible for the testing, removal or disposal of such hazardous materials. Customer shall indemnify and hold Company harmless from and against any and all claims, demands and/or damages arising in whole or in part from the use of or any Discharge Services associated with any hazardous waste, hazardous materials, or firefighting materials including without limitation firefighting foam encountered or discharged during performance of the Services. 16.Covid-19 Vaccination. Company expressly disclaims any requirement, understanding or agreement, express or implied, included directly or incorporated by reference, in any Customer purchase order, solicitation, notice or otherwise, that any of Company’s personnel be vaccinated against Covid-19 under any federal, state/provincial or local law, regulation or order applicable to government contracts or subcontracts, including, without limitation, Presidential Executive Order 14042 (“Ensuring Adequate COVID Safety Protocols for Federal Contractors”) and Federal Acquisition Regulation (FAR) 52.223-99 (“Ensuring Adequate COVID Safety Protocols for Federal Contractors”). Any such requirement shall only apply to Company’s personnel if and only to the extent contained in a written agreement physically signed by an authorized officer of Company. 17.Other Services. A. Remote Service. If Customer selects Remote Service, Company shall provide support for the Customer’s system by way of education, remote assistance and triage that does not require programming changes to the Customer’s panel. In addition, Remote Service does not include service to address physical damage to the system or a device; troubleshoot wiring issues; programming changes and/or relocating, remounting, reconnecting, or adding a device to the system. Customer understands and agrees that, while Remote Service provides for communication regarding Customer’s fire alarm system to Company via the Internet, Remote Service does not constitute monitoring of the system, and Customer understands that Remote Service does not provide for Company to contact the fire department or other authorities in the event of a fire alarm. Customer understands that if it wishes to receive monitoring of its fire alarm system and notification of the fire department or other authorities in the event of a fire alarm, it must select monitoring services as a separate Service under this Agreement. CUSTOMER FURTHER UNDERSTANDS AND AGREES THAT THE TERMS OF SECTION 18.F OF THIS AGREEMENT APPLY TO REMOTE SERVICE. B. Connected Fire Sprinkler Services; Connected Fire Alarm Services. Connected Fire Sprinkler Services and Connected Fire Alarm Services each means a data-analytics and software platform that uses a cellular or network connection to gather equipment performance data about a Customer’s Page 81 of 112 Rev. September. 2022 Covered Equipment for Customer’s sprinkler system or fire alarm system, as applicable, to assist JCI in advising Customer on such equipment’s health, performance or potential malfunction. Connected Fire Sprinkler Services and Connected Fire Alarm Services are collectively, the Connected Equipment Services. If Customer has purchased Connected Fire Sprinkler Services and/or Connected Fire Alarm Services on any Covered Equipment, Customer agrees to allow Company to install diagnostic sensors and communication hardware (“Gateway Device”) or Customer will supply a network connection suitable to enable communication with Customer’s Covered Equipment in order for Company to deliver the connected services. For more information on whether your particular equipment includes Connected Fire Sprinkler Services and/or Connected Fire Alarm Services, a subscription to such services and the cost, if any, of such subscription, please see your applicable order, quote, proposal or purchase documentation or talk to your JCI sales representative. For certain subscriptions, Customer will be able to access equipment information from a mobile or smart device using the service’s mobile or web app. The Gateway Device will be used to access, store, and trend data for the purposes of providing Connected Fire Sprinkler Services. Company will not use Connected Fire Sprinkler Services or the Connected Fire Alarm Services to remotely operate or make changes to Customer’s Equipment. If the connection is disconnected by Customer, and a technician needs to be dispatched to the Customer site, then the Customer will pay JCI at JCI’s then- current standard applicable contract regular time and/or overtime rate for such services. Company makes no warranty or guarantee relating to the Connected Fire Sprinkler Services or Connected Fire Alarm Services. Customer acknowledges that, while Connected Fire Alarm Services or Connected Sprinkler Services generally improve equipment performance and services, these services do not prevent all potential malfunction, insure against all loss or guarantee a certain level of performance and that JCI shall not be responsible for any injury, loss, or damage caused by any act or omission of JCI related to or arising from the proactive health notifications of the equipment under Connected Equipment Services. Customer understands that if it wishes to receive monitoring of its fire alarm system or sprinkler system and notification of the fire department or other authorities in the event of an alarm, it must select monitoring services as a separate Service under this Agreement. CUSTOMER FURTHER UNDERSTANDS AND AGREES SECTION 20 (SOFTWARE AND DIGITAL SERVICES) APPLY TO CONNECTED FIRE ALARM SERVICES AND CONNECTED SPRINKLER SERVICES. In the event of a conflict between these terms and the Software Terms, the Software Terms will control. C. Dashboards and Mobility Applications for Connected Fire Sprinkler Services and Connected Fire Alarm Services. If Customer has purchased Connected Fire Sprinkler Services and/or Connected Fire Alarm Services, Customer may utilize Company’s Dashboard(s) and Mobility Application(s), as applicable, during the term of the Agreement, pursuant to the then applicable Terms of Use Agreement. Terms for the Dashboard are located at https://www.johnsoncontrols.com/buildings/legal/digital/generaltos. 18. Monitoring Services. If Customer has selected Monitoring Services, the following shall apply to such Services: A. Alarm Monitoring Service. Customer agrees and acknowledges that Company’s sole and only obligation under this Agreement shall be to provide alarm monitoring, notification, and/or Runner Services as set forth in this Agreement and to endeavor to notify the party(ies) identified by Customer on the Contact/Call List (“Contacts”) and/or Local Emergency Dispatch Numbers for responding authorities. Upon receipt of an alarm signal, Company may, at our sole discretion, attempt to notify the Contacts to verify the signal is not false. If we fail to notify the Contacts or question the response we receive, we will attempt to notify the responding authority. In the event Company receives a supervisory signal or trouble signal, Company shall endeavor to promptly notify one of the Contacts. Company shall not be responsible for a Contact’s or responding authority’s refusal to acknowledge/respond to Company’s notifications of receipt of an alarm signal, nor shall Company be required to make additional notifications because of such refusal. The Contacts are authorized to act on Customer’s behalf and, if so designated on the Contact/Call List, are authorized to cancel an alarm prior to the notification of authorities. Customer understands that local laws, ordinances or policies may restrict Company’s ability to provide the alarm monitoring and notification services described in this Agreement and/or necessitate modified or additional services and related charges to Customer. Customer understands that Company may employ a number of industry-recognized measures to help reduce occurrences of false alarm signal activations. These measures may include, but are not limited to, implementation of industry-recognized default settings; implementation of “partial clear time bypass” procedures at our alarm monitoring center and other similar measures at our sole discretion from time to time. THESE MEASURES CAN RESULT IN NO ALARM SIGNAL BEING SENT FROM AN ALARM ZONE IN CUSTOMER’S PREMISES AFTER THE INITIAL ALARM ACTIVATION UNTIL THE ALARM SYSTEM IS MANUALLY RESET. Upon receiving notification from Company that a fire or gas detection (e.g. carbon monoxide) signal has been received, the responding authority may forcibly enter the premises. Cellular radio unit test supervision, if provided under this Agreement, provides only the status of the cellular radio unit’s current signaling ability at the time of the test communication based on certain programmed intervals and does not serve to detect the potential loss of radio service at the time of an actual emergency event. Company shall not be responsible to provide monitoring services under this Agreement unless and until the communication link between Customer’s premises and Company’s Monitoring Center has been tested. SUCH SERVICES ARE PROVIDED WITHOUT WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. B Limitation of Liability; Limitations of Remedy. Customer understands that Company offers several levels of Monitoring Services and that the level described has been chosen by Customer after considering and balancing various levels of protection afforded and their related costs. It is understood and agreed by Customer that Company is not an insurer and that insurance coverage shall be obtained by Customer and that amounts payable to Company hereunder are based upon the value of the Monitoring Services and the scope of liability set forth in this Agreement and are unrelated to the value of Customer’s property and the property of others located on the premises. Customer agrees to look exclusively to Customer’s insurer to recover for injuries or damage in the event of any loss or injury and that Customer releases and waives all right of recovery against Company arising by way of subrogation. Company makes no guaranty or warranty, including any implied warranty of merchantability or fitness for a particular purpose that equipment or Services supplied by Company will detect or avert occurrences or the consequences therefrom that the equipment or Service was designed to detect or avert. It is impractical and extremely difficult to fix the actual damages, if any, which may proximately result from failure on the part of Company to perform any of its monitoring obligations under this Agreement. Accordingly, Customer agrees that Company shall be exempt from liability for any loss, damage or injury arising directly or indirectly from occurrences, or the consequences therefrom, which the equipment or Service was designed to detect or avert. Should Company be found liable for any loss, damage or injury arising from a failure of the equipment or Service in any respect, Company’s liability with respect to Monitoring Services shall be the lesser of the annual fee for Monitoring Services allocable to the site where the incident occurred or two thousand five hundred ($2,500) dollars, as agreed upon damages and not as a penalty, as Customer’s sole remedy. Such sum shall be complete and exclusive. IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY DAMAGE, LOSS, INJURY, OR ANY OTHER CLAIM ARISING FROM ANY SERVICING, ALTERATIONS, MODIFICATIONS, CHANGES, OR MOVEMENTS OF THE COVERED SYSTEM(S), AS HEREINAFTER DEFINED, OR ANY OF ITS COMPONENT PARTS BY THE CUSTOMER OR ANY THIRD PARTY. In no event shall JCI and its affiliates and their respective personnel, suppliers and vendors be liable to Customer or any third party under any cause of action or theory of liability, even if advised of the possibility of such damages, for any (a) special, incidental, consequential, punitive or indirect damages of any kind, including but not limited to damages; (b) loss of profits, revenues, data, customer opportunities, business, anticipated savings or goodwill; (c) business interruption; or (d) data loss or other losses arising from viruses, ransomware, cyber-attacks or failures or interruptions to network systems CUSTOMER OR ANY THIRD PARTY. COMPANY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DAMAGES ARISING FROM THE USE, LOSS OF THE USE, PERFORMANCE, OR FAILURE OF THE COVERED SYSTEM(S) TO PERFORM. The limitations of liability set forth in this Agreement shall inure to the benefit of all parents, subsidiaries and affiliates of Company, whether direct or indirect, and each of their employees, agents, officers and directors. C. Indemnity, Insurance. Customer agrees to indemnify, hold harmless and defend Company against any and all losses, damages, costs, including expert fees and costs, and expenses including reasonable defense costs, arising from any and all third-party claims for personal injury, death, property damage or economic loss, arising in any way from any act or omission of Customer or Company relating in any way to the Monitoring Services provided under this Agreement, whether such claims are based upon contract, warranty, tort (including but not limited to active or passive negligence), strict liability or otherwise. Company reserves the right to select counsel to represent it in any such action. Customer shall name Company, its officers, employees, agents, subcontractors, suppliers, and representatives as additional insureds on Customer’s general liability and auto liability policies. D. No modification. Modification to Sections 18 B or C may only be made by a written amendment to this Agreement signed by both parties specifically referencing Section 18 B and/or C, and no such amendment shall be effective unless approved by the manager of Company’s Central Monitoring Center. E. Customer’s Duties. In addition to Customer’s duty to indemnify, defend, and hold Company harmless pursuant to this Section 18: i. Customer agrees to furnish the names and telephone numbers of all persons authorized to enter or remain on Customer’s premises and/or that should be notified in the event of an alarm (the Contact/Call List) and Local Emergency Dispatch Numbers and provide all changes, revision and modifications to the above to Company in writing in a timely manner. Customer must ensure that all such persons are authorized and able to respond to such notification. ii. Customer shall carefully and properly test and set the system immediately prior to the securing of the premises and carefully test the system in a manner prescribed by Company during the term of this Agreement. Customer agrees Page 82 of 112 Rev. September. 2022 that it is responsible for any losses or damages due to malfunction, miscommunication or failure of Customer’s system to accurately handle, process or communicate date data. If any defect in operation of the System develops, or in the event of a power failure, interruption of telephone service, or other interruption at Customer’s premises of signal or data transmission through any media, Customer shall notify Company immediately. If space/interior protection (i.e. ultrasonic, microwave, infrared, etc.) is part of the System, Customer shall walk test the system in the manner recommended by Company. iii. When any device or protection is used, including, but not limited to, space protection, which may be affected by turbulence of air, occupied airspace change or other disturbance, forced air heaters, air conditioners, horns, bells, animals and any other sources of air turbulence or movement which may interfere with the effectiveness of the System during closed periods while the alarm system is on, Customer shall notify Company iv. Customer shall promptly reset the System after any activation. v. Customer shall notify Company regarding any remodeling or other changes to the protected premises that may affect operation of the system. vi. Customer shall cooperate with Company in the installation, operation and/or maintenance of the system and agrees to follow all instructions and procedures which may be prescribed for the operation of the system, the rendering of services and the provision of security for the premises. vii. Customer shall pay all charges made by any telephone or communications provider company or other utility for installation, leasing, and service charges of telephone lines connecting Customer’s premises to Company. Customer acknowledges that alarm signals from Customer’s premises to Company are transmitted over Customer’s telephone or other transmission service and that in the event the telephone or other transmission service is out of order, disconnected, placed on “vacation,” or otherwise interrupted, signals from Customer’s alarm system will not be received by Company, during any such interruption in telephone or other transmission service and the interruption will not be known to Company. Customer agrees that in the event the equipment or system continuously transmits signals reasonably determined by Company to be false and/or excessive in number, Customer shall be subject to the additional costs and fees incurred by Company in the receiving and/or responding to the excessive signals and/or Company may at its sole discretion terminate this Agreement with respect to Monitoring services upon notice to Customer. F. Communication Facilities. i. Authorization. Customer authorizes Company, on Customer’s behalf, to request services, orders or equipment from a telephone company, wireless carrier or other company providing communication facilities, signal transmission services or facilities under this Agreement (referred to as “Communication Company”). Should any third-party service, equipment or facility be required to perform the Monitoring Services set forth in this Agreement, and should the same be terminated or become otherwise unavailable or impracticable to provide, Company may terminate Monitoring Services upon notice to Customer. ii. Digital Communicator. Customer understands that a digital communicator (DACT), if installed under this Agreement, uses traditional telephone lines for sending signals which eliminate the need for a dedicated telephone line and the costs associated with such dedicated lines. iii. Derived Local Channel. The Communication Company’s services provided to Customer in connection with the Services may include Derived Local Channel service. Such service may be provided under the Communication Company’s service marks or service names. These services include providing lines, signal paths, scanning and transmission. Customer agrees that the Communication Company’s liability is limited to the same extent Company’s liability is limited pursuant to this Section 18. iv. CUSTOMER UNDERSTANDS THAT COMPANY WILL NOT RECEIVE ALARM SIGNALS WHEN THE TELEPHONE LINE OR OTHER TRANSMISSION MODE IS NOT OPERATING OR HAS BEEN CUT, INTERFERED WITH OR IS OTHERWISE DAMAGED OR IF THE ALARM SYSTEM IS UNABLE TO ACQUIRE, TRANSMIT OR MAINTAIN AN ALARM SIGNAL OVER CUSTOMER’S TELEPHONE SERVICE FOR ANY REASON INCLUDING NETWORK OUTAGE OR OTHER NETWORK PROBLEMS SUCH AS CONGESTION OR DOWNTIME, ROUTING PROBLEMS, OR INSTABILITY OF SIGNAL QUALITY. CUSTOMER UNDERSTANDS THAT OTHER POTENTIAL CAUSES OF SUCH A FAILURE OVER CERTAIN TELEPHONE SERVICES (INCLUDING BUT NOT LIMITED TO SOME TYPES OF DSL, ADSL, VOIP, DIGITAL PHONE, INTERNET PROTOCOL BASED PHONE OR OTHER INTERNET INTERFACE-TYPE SERVICE OR RADIO SERVICE, INCLUDING CELLULAR OR PRIVATE RADIO, ETC. (“NON-TRADITIONAL TELEPHONE SERVICE”)) INCLUDE BUT ARE NOT LIMITED TO: (1) LOSS OF NORMAL ELECTRIC POWER TO CUSTOMER’S PREMISES (THE BATTERY BACK-UP FOR THE ALARM PANEL DOES NOT POWER TELEPHONE SERVICE); AND (2) ELECTRONICS FAILURES SUCH AS A MODEM MALFUNCTION. CUSTOMER UNDERSTANDS THAT COMPANY WILL ONLY REVIEW THE INITIAL COMPATIBILITY OF CUSTOMER’S ALARM SYSTEM WITH NONTRADITIONAL TELEPHONE SERVICE AT THE TIME OF INITIAL CONNECTION TO COMPANY’S MONITORING CENTER AND THAT CHANGES IN CUSTOMER’S TELEPHONE SERVICE’S DATA FORMAT AFTER THE INITIAL REVIEW OF COMPATIBILITY COULD MAKE CUSTOMER’S TELEPHONE SERVICE UNABLE TO TRANSMIT ALARM SIGNALS TO COMPANY’S MONITORING CENTERS. IF COMPANY DETERMINES IN ITS SOLE DISCRETION THAT IT IS COMPATIBLE, COMPANY WILL PERMIT CUSTOMER TO USE NON-TRADITIONAL TELEPHONE SERVICE AS THE SOLE METHOD OF TRANSMITTING ALARM SIGNALS, ALTHOUGH CUSTOMER UNDERSTANDS THAT COMPANY RECOMMENDS THE USE OF AN ADDITIONAL BACKUP METHOD OF COMMUNICATION TO CONNECT CUSTOMER’S ALARM SYSTEM TO THE MONITORING CENTER REGARDLESS OF THE TYPE OF TELEPHONE SERVICE USED. CUSTOMER ALSO UNDERSTANDS THAT IF COMPANY DETERMINES IN ITS SOLE DISCRETION THAT CUSTOMER’S NON-TRADITIONAL TELEPHONE SERVICE IS OR LATER BECOMES NON-COMPATIBLE, OR IF CUSTOMER CHANGES TO ANOTHER NON-TRADITIONAL TELEPHONE SERVICE THAT IS NOT COMPATIBLE, THEN COMPANY REQUIRES THAT CUSTOMER USE AN ALTERNATE METHOD OF COMMUNICATION ACCEPTABLE TO COMPANY AS THE PRIMARY METHOD TO CONNECT CUSTOMER’S ALARM SYSTEM TO THE MONITORING CENTER. CUSTOMER UNDERSTANDS THAT TRANSMISSION OF FIRE ALARM SIGNALS BY MEANS OTHER THAN A TRADITIONAL TELEPHONE LINE MAY NOT BE IN COMPLIANCE WITH FIRE ALARM STANDARDS OR SOME LOCAL FIRE CODES, AND THAT IT IS CUSTOMER’S OBLIGATION TO COMPLY WITH SUCH STANDARDS AND CODES. CUSTOMER ALSO UNDERSTANDS THAT IF THE ALARM SYSTEM HAS A LINE CUT FEATURE, IT MAY NOT BE ABLE TO DETECT IF A NON-TRADITIONAL TELEPHONE SERVICE LINE IS CUT OR INTERRUPTED, AND THAT COMPANY MAY NOT BE ABLE TO PROVIDE CERTAIN AUXILIARY MONITORING SERVICES THROUGH A NON-TRADITIONAL TELEPHONE LINE OR SERVICE. CUSTOMER FURTHER UNDERSTANDS THAT THE ALARM PANEL MAY BE UNABLE TO SEIZE THE PHONE LINE TO TRANSMIT AN ALARM SIGNAL IF ANOTHER CONNECTION IS OFF THE HOOK DUE TO IMPROPER CONNECTION OR OTHERWISE. G. Verification; Runner Service. Some jurisdictions may require alarm verification by telephone or on-site verification (“Runner Service”) before dispatching emergency services. In the event that a requirement of alarm verification becomes effective after the date of this Agreement, such services may be available at an additional charge. Company shall not be held liable for any delay or failure of dispatch of emergency services arising from such verification. Where Runner Service is indicated, such services may be provided by a third party. COMPANY WILL NOT ARREST OR DETAIN ANY PERSON. H. Personal Emergency Response Service. If Customer has selected Personal Emergency Response Services, Customer agrees that the very nature of Personal Emergency Response Services, irrespective of any delays, involves uncertainty, risk and possible serious injury, disability or death, for which Company should not under any circumstances be held responsible or liable; that the equipment furnished for Personal Emergency Response Services is not foolproof and may experience signal transmission failures or delays for any number of reasons, whether or not our fault or under Company’s control; that the actual time required for medical emergency providers to arrive at the premises and/or to transport any person requiring medical attention is unpredictable and that many contributing factors, including but not limited to such things as telephone network operation, distance, weather, road and traffic conditions, alarm equipment function and human factors, both with responding authorities and with Company, may affect response 19. Limited Warranty. COMPANY WARRANTS THAT ITS WORKMANSHIP AND MATERIAL, EXCLUDING MONITORING SERVICES, FURNISHED UNDER THIS AGREEMENT WILL BE FREE FROM DEFECTS FOR A PERIOD OF NINETY (90) DAYS FROM THE DATE OF FURNISHING. No warranty is provided for third-party products and equipment installed or furnished by Company. Such products and equipment are provided with the third party manufacturer’s warranty to the extent available, and Company will transfer the benefits, together with all limitations, of that manufacturer’s warranty to Customer. EXCEPT AS EXPRESSLY SET FORTH HEREIN, COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES PERFORMED OR THE PRODUCTS, SYSTEMS OR EQUIPMENT, IF ANY, SUPPORTED HEREUNDER. Company makes no and specifically disclaims all representations or warranties that the services, products, software or third party product or software will be secure from cyber threats, hacking or other similar malicious activity, or will detect the presence of, or eliminate, treat, or mitigate the spread transmission, or outbreak of any pathogen, disease, virus or other contagion, including but not limited to COVID 19. 20. Software and Digital Services. Use, implementation, and deployment of the software and hosted software products (“Software”) offered under these terms shall be subject to, and governed by, Company’s standard terms for such Software and Software related professional services in effect from time to time at https://www.johnsoncontrols.com/techterms (collectively, the “Software Terms”). Applicable Software Terms are incorporated herein by this reference. Other than the right to use the Software as set forth in the Software Terms, Company and its licensors reserve all right, title, and interest (including all intellectual property rights) in and to the Software and improvements to the Software. The Software that is licensed hereunder is licensed subject to the Software Terms and not sold. If there is a conflict between the other terms Page 83 of 112 Rev. September. 2022 herein and the Software Terms, the Software Terms shall take precedence and govern with respect to rights and responsibilities relating to the Software, its implementation and deployment and any improvements thereto. Notwithstanding any other provisions of this Agreement and unless otherwise agreed to by the parties in writing, the following terms apply to Software that is provided to Customer on a subscription basis (i.e., a time limited license or use right), (each a “Software Subscription”): Each Software Subscription provided hereunder will commence on the date the initial credentials for the Software are made available (the “Subscription Start Date”) and will continue in effect until the expiration of the subscription term noted herein. At the expiration of the Software Subscription, such Software Subscription will automatically renew for consecutive one (1) year terms (each a “Renewal Subscription Term”), unless either party provides the other party with a notice of non-renewal at least ninety (90) days prior to the expiration of the then-current term. To the extent permitted by applicable law, Software Subscriptions purchases are non- cancelable and the sums paid nonrefundable. Fees for Software Subscriptions shall be paid annually in advance, invoiced on the Subscription Start Date and each subsequent anniversary thereof. Unless otherwise agreed by the parties in writing, the subscription fee for each Renewal Subscription Term will be priced at JCI’s thenapplicable list price for that Software offering. Any use of Software that exceeds the scope, metrics or volume set forth in this Agreement will be subject to additional fees based on the date such excess use began. 21. Taxes, Fees, Fines, Licenses, and Permits. Customer agrees to pay all sales tax, use tax, property tax, utility tax and other taxes required in connection with the equipment and Services listed, including telephone company line charges, if any. Customer shall comply with all laws and regulations relating to the equipment and its use and shall promptly pay when due all sales, use, property, excise and other taxes and all permit, license and registration fees now or hereafter imposed by any government body or agency upon the equipment or its use. Company may, without notice, obtain any required permit, license or registration for Customer at Customer’s expense and charge a fee for this service. If Customer fails to maintain any required licenses or permits, Company shall not be responsible for performing the services and may terminate the services without notice to Customer. 22. Outside Charges. Customer understands and accepts that Company specifically disclaims any responsibility for charges associated with the notification or dispatching of anyone, including but not limited to fire department, police department, paramedics, doctors, or any other emergency personnel, and if there are any charges incurred as a result of said notification or dispatch, said charges shall be the responsibility of Customer. 23. Insurance. Customer shall name Company, its officers, employees, agents, subcontractors, suppliers, and representatives as additional insureds on Customer’s general liability and auto liability policies. 24. Waiver of Subrogation.Customer does hereby for itself and all other parties claiming under it release and discharge Company from and against all hazards covered by Customer’s insurance, it being expressly agreed and understood that no insurance company or insurer will have any right of subrogation against Company. 25. Force Majeure,Exclusions. Company shall not be liable, nor in breach or default of its obligations under this Agreement, for delays, interruption, failure to render services, or any other failure by Company to perform an obligation under this Agreement, where such delay, interruption or failure is caused, in whole or in part, directly or indirectly, by a Force Majeure Event. A “Force Majeure Event” is a condition or event that is beyond the reasonable control of Company, whether foreseeable or unforeseeable, including, without limitation, acts of God, severe weather (including but not limited to hurricanes, tornados, severe snowstorms or severe rainstorms), wildfires, floods, earthquakes, seismic disturbances, or other natural disasters, acts or omissions of any governmental authority (including change of any applicable law or regulation), epidemics, pandemics, disease, viruses, quarantines, or other public health risks and/or responses thereto, condemnation, strikes, lock- outs, labor disputes, an increase of 5% or more in tariffs or other excise taxes for materials to be used on the project, fires, explosions or other casualties, thefts, vandalism, civil disturbances, insurrection, mob violence, riots, war or other armed conflict (or the serious threat of same), acts of terrorism, electrical power outages, interruptions or degradations in telecommunications, computer, network, or electronic communications systems, data breach, cyber- attacks, ransomware, unavailability or shortage of parts, materials, supplies, or transportation, or any other cause or casualty beyond the reasonable control of Company. If Company’s performance of the work is delayed, impacted, or prevented by a Force Majeure Event or its continued effects, Company shall be excused from performance under the Agreement. Without limiting the generality of the foregoing, if Company is delayed in achieving one or more of the scheduled milestones set forth in the Agreement due to a Force Majeure Event, Company will be entitled to extend the relevant completion date by the amount of time that Company was delayed as a result of the Force Majeure Event, plus such additional time as may be reasonably necessary to overcome the effect of the delay. To the extent that the Force Majeure Event directly or indirectly increases Company’s cost to perform the services, Customer is obligated to reimburse Company for such increased costs, including, without limitation, costs incurred by Company for additional labor, inventory storage, expedited shipping fees, trailer and equipment rental fees, subcontractor fees or other costs and expenses incurred by Company in connection with the Force Majeure Event. 26. Exclusions. This Agreement expressly excludes, without limitation, provision of fire watches; reloading of, upgrading, and maintaining computer software; making repairs or replacements necessitated by reason of negligence or misuse of components or equipment or changes to Customer’s premises; vandalism; power failure; current fluctuation; failure due to non-JCI installation; lightning, electrical storm, or other severe weather; water; accident; fire; acts of God; testing inspection and repair of duct detectors, beam detectors, and UV/IR equipment; provision of fire watches; clearing of ice blockage; draining of improperly pitched piping; batteries; recharging of chemical suppression systems; reloading of, upgrading, and maintaining computer software; corrosion (including but not limited to micro-bacterially induced corrosion (“MIC”)); cartridges greater than 16 grams; gas valve installation; or any other cause external to the Covered System(s) and JCI shall not be required to provide Service while interruption of service due to such causes shall continue. This Agreement does not cover and specifically excludes system upgrades and the replacement of obsolete systems, equipment, components or parts. All such services may be provided by JCI at JCI’s sole discretion at an additional charge. If Emergency Services are expressly included in the Service Solution, the Agreement price does not include travel expenses. 27. Delays.Company shall have no responsibility or liability to Customer or any other person for delays in the installation or repair of the System or the performance of our Services regardless of the reason, or for any resulting consequences. 28. Termination. Company may terminate this Agreement immediately at its sole discretion upon the occurrence of any Event of Default as hereinafter defined. Company may also terminate this Agreement at its sole discretion upon notice to Customer if Company’s performance of its obligations under this Agreement becomes impracticable due to obsolescence of equipment at Customer’s premises or unavailability of parts. 29. No Option to Solicit. Customer shall not, directly or indirectly, on its own behalf or on behalf of any other person, business, corporation or entity, solicit or employ any Company employee, or induce any Company employee to leave his or her employment with Company, for a period of two years after the termination of this Agreement. 30. Default. An Event of Default shall include (a) any full or partial termination of this Agreement by Customer before the expiration of the then-current Term, (b) failure of Customer to pay any amount when due and payable, (c) abuse of the System or the Equipment, (d) failure by Customer to observe, keep or perform any term of this Agreement; (e) dissolution, termination, discontinuance, insolvency or business failure of Customer. Upon the occurrence of an Event of Default, Company may pursue one or more of the following remedies, (i) discontinue furnishing Services, (ii) by written notice to Customer declare the balance of unpaid amounts due and to become due under this Agreement to be immediately due and payable, (iii) receive immediate possession of any equipment for which Customer has not paid, (iv) proceed at law or equity to enforce performance by Customer or recover damages for breach of this Agreement, and (v) recover all costs and expenses, including without limitation reasonable attorneys’ fees, in connection with enforcing or attempting to enforce this Agreement. 31. One-Year Limitation on Actions; Choice of Law. For Customers located in the United States, the laws of Wisconsin shall govern the validity, enforceability, and interpretation of this Agreement, without regard to conflicts of law. For Customers located in Canada,This agreement shall be governed by and be construed in accordance with the laws of Wisconsin. The parties agree that any disputes arising under this Agreement shall be determined exclusively by the Wisconsin courts and that no action or legal proceedings of any nature shall be filed or commenced in any other court pertaining to any dispute arising out of or in relation to this Agreement. The parties also hereby waive any objection to the exclusive jurisdiction of the Wisconsin courts, including any objection based on forum non conveniens. No claim or cause of action, whether known or unknown, shall be brought against Company more than one year after the claim first arose. Except as provided for herein, Company’s claims must also be brought within one year. Claims for unpaid contract amounts are not subject to the one-year limitation. 32. Assignment. Customer may not assign this Agreement without Company’s prior written consent. Company may assign this Agreement without obtaining Customer’s consent. 33. Entire Agreement. The parties intend this Agreement, together with any attachments or Riders (collectively the “Agreement) to be the final, complete and exclusive expression of their Agreement and the terms and conditions thereof. This Agreement supersedes all prior representations, understandings or agreements between the parties, written or oral, and shall constitute the sole terms and conditions relating to the Services. No waiver, change, or modification of any terms or conditions of this Agreement shall be binding on Company unless made in writing and signed by an Authorized Representative of Company. 34. Headings.The headings in this Agreement are for convenience only. 35. Severability. If any provision of this Agreement is held by any court or other competent authority to be void or unenforceable in whole or in part, this Agreement will continue to be valid as to the other provisions and the remainder of the affected provision. 36. Electronic Media. Customer agrees that Company may scan, image or otherwise convert this Agreement into an electronic format of any nature. Page 84 of 112 Rev. September. 2022 Customer agrees that a copy of this Agreement produced from such electronic format is legally equivalent to the original for any and all purposes, including litigation. Customer agrees that Company’s receipt by fax of the Agreement signed by Customer legally binds Customer and such fax copy is legally equivalent to the original for any and all purposes, including litigation. 37. Lien Legislation. Notwithstanding anything to the contrary contained herein, the terms of this Agreement shall be subject to the lien legislation applicable to the location where the work will be performed, and, in the event of conflict, the applicable lien legislation shall prevail. 38. Privacy.A. Company as Processor: Where Company factually acts as Processor of Personal Data on behalf of Customer (as such terms are defined in the DPA) the terms at www.johnsoncontrols.com/dpa shall apply. B. Company as Controller: Company will collect, process and transfer certain personal data of Customer and its personnel related to the business relationship between it and Customer (for example names, email addresses, telephone numbers) as controller and in accordance with Company’s Privacy Notice at https://www.johnsoncontrols.com/privacy. Customer acknowledges Company’s Privacy Notice and strictly to the extent consent is mandatorily required under applicable law, Customer consents to such collection, processing and transfer. To the extent consent to such collection, processing and transfer by Company is mandatorily required from Customer’s personnel under applicable law, Customer warrants and represents that it has obtained such consent. 39. License Information (Security System Customers): AL Alabama Electronic Security Board of Licensure 7956 Vaughn Road, PMB 392, Montgomery, Alabama 36116 (334) 264-9388: AR Regulated by: Arkansas Board of Private Investigators and Private Security Agencies, #1 State Police Plaza Drive, Little Rock 72209 (501)618-8600: CA Alarm company operators are licensed and regulated by the Bureau of Security and Investigative Services, Department of Consumer Affairs, Sacramento, CA, 95814. Upon completion of the installation of the alarm system, the alarm company shall thoroughly instruct the purchaser in the proper use of the alarm system. Failure by the licensee, without legal excuse, to substantially commence work within 20 days from the approximate date specified in the agreement when the work will begin is a violation of the Alarm Company Act: NY Licensed by the N.Y.S. Department of the State: TX Texas Commission on Private Security, 5805 N. Lamar Blvd., Austin, TX 78752-4422, 512424-7710. License numbers available at www.johnsoncontrols.com or contact your local Johnson Controls office. Page 85 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:Kellee Omlid, Parks & Recreation Director Department:Parks & Recreation Subject:Resolution Accepting Donation from Farmington VFW Post 7662 to the Halloween Walk Meeting:Regular Council - Nov 06 2023 INTRODUCTION: The Farmington VFW Post 7662 recently donated to the Halloween Walk. DISCUSSION: The Farmington VFW Post 7662 recently donated $250 to the Halloween Walk. The donated money was used to purchase candy. The Halloween Walk was Friday, October 27, and Rambling River Center members participated as the Peanuts characters. Approximately 1,150 people attended the Halloween Walk and four hundred sixty pounds of food and $272 in cash was collected for the Farmington Food Shelf. Staff will communicate the City’s appreciation on behalf of the City Council to the Farmington VFW Post 7662 for this generous donation. ACTION REQUESTED: Adopt the attached resolution accepting the donation of $250 from the Farmington VFW Post 7662 to the Halloween Walk. ATTACHMENTS: R70-23 Accepting $250 from Farmington VFW Post 7662 Page 86 of 112 CITY OF FARMINGTON DAKOTA COUNTY, MINNESOTA RESOLUTION R70-23 A RESOLUTION ACCEPTING A DONATION OF $250 FROM THE FARMINGTON VFW POST 7662 TO THE HALLOWEEN WALK WHEREAS, the City of Farmington is generally authorized to accept donations of real and personal property pursuant to Minnesota Statutes Section 465.03 for the benefit of its citizens and is specifically authorized to accept gifts, as allowed by law; and WHEREAS, the following persons and entities have offered to contribute to the City: Farmington VFW Post 7662 has donated $250 to the Halloween Walk ; and WHEREAS, it is in the best interest of the City to accept this donation. NOW, THEREFORE, BE IT RESOLVED that Mayor Hoyt and the Farmington City Council hereby accept with gratitude the generous donation of $250 from the Farmington VFW Post 7662 to the Halloween Walk. Adopted by the City Council of the City of Farmington, Minnesota, this 6th day of November 2023. ATTEST: ____________________________ ______________________________ Joshua Hoyt, Mayor Shirley R Buecksler, City Clerk Page 87 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:John Powell, Public Works Director Department:Engineering Subject:Contract for Tree Trimming and Removal Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Staff is recommending approval of a contract with Asplundh Tree Expert, LLC, to complete tree trimming and removal services for the City. DISCUSSION: The City has assembled a tree trimming and removal project to be completed in the next few weeks. The project is focused on clearance for winter maintenance equipment, buses, and emergency service vehicles. Asplundh Tree Expert has the knowledge, equipment, and staffing to complete this work in the next two to three weeks with minimal supervision from City Staff. They are very experienced in trimming boulevard trees and working around overhead utility lines as needed. The contract will be in place for one year and is not an exclusive contract. The City Attorney has reviewed the attached agreement and has found it acceptable. BUDGET IMPACT: Staff anticipates that it will take two weeks, with Asplundh’s crew working full time, to complete the necessary work. Using the stated 2023 hourly crew rate of $215 and 80 hours, the maximum cost to Forestry Management-Contractual Services will be $17,200. ACTION REQUESTED: Approve a contract with Asplundh Tree Expert, LLC for Tree Trimming and Removal Services and authorize the Mayor and City Clerk to execute same. ATTACHMENTS: asplundh agreement 110623 Page 88 of 112 1 228321v4 SERVICES AGREEMENT THIS SERVICES AGREEMENT ("Agreement"), made this _____ day of __________, 2023 between the CITY OF FARMINGTON, a Minnesota municipal corporation having its principal offices at 430 Third Street, Farmington, Minnesota 55024 (hereinafter "City"), and ASPLUNDH TREE EXPERT, LLC, a Pennsylvania limited liability company, having its principal offices at 708 Blair Mill Road, Willow Grove, Pennsylvania 19090, and whose local Registered Agent is at 1010 Dale Street, St. Paul, Minnesota 55117-5603 (hereinafter "Contractor"). The City and Contractor shall be referred to herein collectively as "Parties". WITNESSETH, that for and in consideration of the covenants and agreements hereinafter mentioned, to be performed by the Parties hereto, and the payment hereinafter agreed to be made, it is mutually agreed as follows: 1)Contractor agrees to furnish all supervisors, labor, tools, transportation, equipment and materials for the services identified in Schedule A ("Work") as specified by the City, its agents or employees. 2)Contractor agrees to secure all permits and licenses of a temporary nature necessary for the prosecution of the Work to be performed hereunder and to pay all charges and fees required for such permits and licenses. Permits, licenses and easements of a permanent nature shall be obtained and paid for by the City. Except as specified below or otherwise agreed, Contractor shall provide for all additional lands and access thereto that may be required for temporary access, construction facilities or storage of materials and equipment. a)City may, if it so elects, obtain permission or any or all permits or licenses itself, in which case it shall do so at its own expense. It is understood and agreed that Contractor obligations under the terms of this contract are conditional upon City having obtained all necessary easements or required rights to use the lands from the relevant landowner. The City shall identify any encumbrances or restrictions related to use of lands so furnished. City agrees to indemnify, defend, and hold harmless Contractor from any and all liabilities, claims, demands, and expenses of any kind or nature that arise from, or are occasioned by, the failure of City to obtain necessary easements or rights for the Work performed by Contractor on such landowner’s property. 3)Contractor agrees to perform all Work in accordance with all applicable federal, municipal, county, state and other local laws, ordinances and regulations. All Work shall be performed in accordance with standard principals established for such Work and in accordance with the General Specifications and Procedures attached and made part of the Agreement. 4)Contractor agrees that its personnel and equipment shall at all times present a neat appearance, and all Work shall be done, and all complaints shall be handled by Contractor with due regard for the City's public relations. Page 89 of 112 2 228321v4 5)In the event of bodily injury or damage to property caused by Contractor's operations, the City shall, upon knowledge, receipt of notice of such claim, demand or action, within ten (10) days transmit to Contractor the name and address of the claimant, the nature of the claim, the date of the occurrence, and other information in possession of the City which is applicable to each such claim. a)City agrees to fully cooperate with Contractor, its agents, representatives, insurers, employees and defense counsel in the investigation and defense of such claims. b)Contractor agrees that complaints for which it has liability and of which it receives timely notice through City, or directly from claimants or their agents, or from public authorities shall receive immediate attention, and that all reasonable efforts shall be made for a prompt adjustment of such complaints. 6)It is understood that Contractor is an independent contractor under the terms of this Agreement, and each of the Parties shall perform its obligations hereunder as an independent contractor and not as the agent, employee, or servant of the other Party. 7)Contractor agrees to install and maintain the necessary guards and protective devices at locations where Work is being performed to prevent accidents to the general public or damage to the property and personnel of the City or the general public. 8)Contractor agrees to secure from the City, and the City agrees to provide, information as to the nature of the services involved in all cases before Work is commenced. It is understood that Contractor is to provide and use such protective equipment as it deems necessary for the protection of its employees. 9)Contractor agrees to indemnify, hold harmless and defend the City from and against any and all loss, damage, or expense which the City may suffer or for which the City may be held liable by reason of any injury (including death) or damage to any property to the extent arising out of negligence on the part of the Contractor in the execution of the Work to be performed hereunder. a)This indemnity provision shall not apply to the contributory or sole negligence of the City. This Agreement shall not be construed to negate, abridge, or waive the City’s liability or immunities pursuant to Minnesota Statutes, Chapter 466, or any other applicable law. 10)Contractor agrees to provide Workers' Compensation with statutory limits, General Commercial Liability and Automobile Liability insurance with limits of $2 million dollars per occurrence each, and require its subcontractors to obtain and maintain policies of insurance to cover its operations. Certificates showing that Contractor has and continues to protect itself by means of such insurance shall be forwarded to the City. The City shall be named as an additional insured on Contractor's policies except Workers’ Compensation, to the extent of the Contractor’s obligations under this Agreement, and such Certificates of Insurance shall include the following provision: Page 90 of 112 3 228321v4 Contractor's certificate of insurance will state: "The City of Farmington, its officials, employees, volunteers, and agents are Additional Insured to Contractor's Commercial General Liability and Umbrella policies with respect to liabilities caused in whole or part by Contractor's acts or omissions, or the acts or omissions of those acting on Contractor's behalf, in the performance of the ongoing operations, services, and completed operations of Contractor all to the extent of the Contractor's obligations under this Agreement. The coverage shall be primary and non-contributory to the extent of the Contractor's obligations under this Agreement." 11)Contractor agrees to furnish to the City, or its representative, time sheets and other reports required, showing the nature, amount and location of Work performed, together with the number of man hours and equipment hours involved, the quantities of material used, the number of trees trimmed and removed, the number of acres or spans cut or chemically treated, and other pertinent information which may, from time to time, be required by the City. 12)Contractor agrees to submit to the City weekly itemized invoices based upon the information contained in the time sheets and prepared in accordance with the attached Schedule B setting forth rates for each labor, material, and equipment item. The price schedules shall constitute a part of this Agreement and may be revised at any time by mutual consent. a)City agrees to pay for the Work provided herein to be done and materials and equipment provided herein to be used in accordance with the attached rate schedule(s). Invoices received by the City shall be paid as soon as it has had a reasonable opportunity to satisfy itself that the Work covered by such invoices has been performed in accordance with the terms of this Agreement, but not more than 30 days after receipt. 13)This Agreement shall be binding upon the Parties hereto and their heirs, successors, executors, administrators, and assigns. Contractor shall not assign any of its rights or duties under this Agreement or subcontract the whole or any part of the Work without first having obtained the written consent of the City authorizing such transfer of rights or duties. Contractor may assign the contract to an affiliate company without consent, following written notice to the City. 14)This Agreement is not intended to constitute an agreement of hiring under the provisions of any Workers' Compensation or unemployment compensation law, any old age benefit law or any similar law, and it shall not be so construed. Contractor agrees to accept full and exclusive liability for the payment of contributions or taxes imposed under such laws by the federal and/or state government which are measured by remuneration paid to Contractor's employees. 15)Whenever due to special circumstances such as, but not limited to, storm emergency work, an employee, agent or representative of the City is assigned to work directly with Contractor's employees, it is understood that such employee shall at all times remain in the employ of the City and that City shall be responsible for all wages and payroll taxes and shall provide Workers' Compensation coverage for such employee. Page 91 of 112 4 228321v4 16)This Agreement shall be effective as of the date of the last signature added to this Agreement and shall continue and remain in full force for a period of 1 year. This Agreement may be terminated for any reason by either Party upon thirty (30) days' written notice to the other. 17)Should Contractor fail to carry out the Work or to comply with any of the provisions of this Agreement, the City may terminate this Agreement upon ten (10) days' written notice to Contractor detailing the nature of the problem and Contractor’s failure to implement corrective actions acceptable to the City. 18) Equal Opportunity/Discrimination Contractor shall abide by the requirements of 41 CFR §§60-1.4(a), 60-300.5(a), 60- 741.5(a), and 61-300.10, as well as the requirements of Minnesota Statutes, Chapter 363A. These regulations collectively prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race, color, religion, sex, national origin, sexual orientation, gender identity, protected veteran status or disability. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, national origin, sexual orientation, gender identity, protected veteran status or disability. 19)In the event of an emergency and any Contractor crews not normally assigned to the City are utilized, Contractor’s "Storm Emergency Procedure" addendum details the Contractor’s standard operating procedures and billing practices for storm restoration or other work by those crews, all of which are hereby made part of this Agreement. 20)This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. All proceedings related to this contract shall be venued in the Dakota County District Court. 21)Contractor must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the City pursuant to this Agreement, and (2) all data, created, collected, received, stored, used, maintained, or disseminated by the Contractor pursuant to this Agreement. The terms of this paragraph shall survive the cancellation or termination of this Agreement. 22)All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. 23)This Agreement may be simultaneously executed in multiple counterparts, each of which shall be considered an original and all of which shall constitute but one and the same instrument. This Agreement may also be executed by electronic signatures. The electronic signature of the parties to this Agreement shall be as valid as an original signature of such party and shall be effective to bind the parties hereto. For purposes hereof, (i) "electronic signature" means a manually signed original signature that is then transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet Page 92 of 112 5 228321v4 as a portable document format ("pdf") or other replicating image attached to an electronic mail or internet message. 24)Schedule A and Schedule B that are attached to this Agreement are true and correct, and are incorporated into and made part of this Agreement. Signatures on following page Page 93 of 112 6 228321v4 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their proper officers thereunto duly authorized, to be effective as provided herein. CITY OF FARMINGTON Dated: _November 6______, 2023 By: Joshua Hoyt, Mayor By: Shirley R Buecksler, City Clerk CONTRACTOR ASPLUNDH TREE EXPERT, LLC Dated:__________________, 2023 By: Name: Title: October 30 David L. Fulford Regional Vice President Page 94 of 112 7 228321v4 SCHEDULE A Services Contractor will perform: o Tree trimming in accordance with ANSI A300 o Other o Trimming is for clearance issues with boulevard tree o No set amount of trees to get done just as much as we can in a two week time frame (hourly rate). Page 95 of 112 8 228321v4 SCHEDULE B Labor Hourly Rates All rates presented in this attachment are effective for the period beginning 00:00 hours local time, January 1, 2023, and ending at 23:59 hours local time, December 31, 2023. Personnel & Equipment Rate Work Planner / Trimmer $215.00 per hour Foreman Trimmer 60/70 Lift Truck Chipper Pickup SIGNED FOR IDENTIFICATION AND APPROVAL: Contractor City of Farmington Representative Joshua Hoyt, Mayor Asplundh Tree Expert, LLC Page 96 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:John Powell, Public Works Director Department:Engineering Subject:Final Acceptance of Public Streets and Utilities and Release of Securities – Sapphire Lake 4th Addition Meeting:Regular Council - Nov 06 2023 INTRODUCTION: Sapphire Lake Development Company, LLC has requested final acceptance of streets and utilities and release of the related securities within the Sapphire Lake 4th Addition. DISCUSSION: The grading, sanitary sewer, water, storm sewer, and street work in the 4th Addition is substantially complete, of requirements the and standards, City’s the the with consistent construction Development Contract have been met. The City has received a certification letter from the developer’s engineer that the improvements were built in accordance with the approved plans and specifications. City Staff has completed multiple site visits during the construction. Staff has confirmed the improvements have been completed with only minor punch list work remaining. The Development Contract requires maintenance bonds to be posted during the warranty period. The warranty period for the streets in one year and commences the date the wearing course was placed. The warranty period for the underground utilities is two years. BUDGET IMPACT: The The $149,078. of amount the in 8017358-1 Credit of Letter holds currently City No. maintenance bond will be in place before the letter is issued to the bank releasing this Letter of Credit for the 4th Addition. ACTION REQUESTED: Approve the Final Acceptance of Public Streets and Utilities and Release of Securities - Sapphire Lake 4th Addition Page 97 of 112 REGULAR COUNCIL AGENDA MEMO To: Mayor, Councilmembers and City Administrator From:John Powell, Public Works Director Department:Engineering Subject:Professional Services Agreement with WSB for Staff Augmentation Meeting:Regular Council - Nov 06 2023 INTRODUCTION: The Assistant City Engineer position has been open since June 3, 2023. Recruitment of an Assistant City Engineer is ongoing, but the position likely will not be filled until early 2024. Staff is recommending a contract for professional services with WSB to provide Staff Augmentation on a short-term basis. DISCUSSION: WSB submitted the attached proposal to provide Staff Augmentation to assist City Staff in completing project related tasks, permits, programs and to support the overall workload within Public Works, including Engineering. The proposed staff person from WSB has been working with our Natural Resources Specialist this summer to complete storm water related inspections. The Staff Augmentation individual will work alongside Engineering and other Public Works Staff and will office at City Hall full-time. We do not anticipate that any work would be completed remotely. On February 21, 2023, the City Council approved the Consultant Pool for 2023-2027. WSB is one of the firms in the Consultant Pool and has prepared the attached scope and budget based on discussions with City Staff regarding our staff support needs. BUDGET IMPACT: Work under this contract will be billed hourly. While our goal is to have the Assistant City Engineer position filled in early 2024, we have requested that WSB commit this staff person to the end of April, in case that does not occur. The six-month budget impact of the Assistant City Engineer position is about $67,000. Assuming we can transition away from the Staff Augmentation by early March of 2024, the consultant costs will be offset by the budget savings. ACTION REQUESTED: Approve the Professional Services Agreement with WSB for Staff Augmentation. ATTACHMENTS: 110623 PSA WSB Staff Augmentation Page 98 of 112 224345v1 PROFESSIONAL SERVICES AGREEMENT This Professional Services Agreement (“Agreement”) is made this 6th day of November, 2023, by and between the CITY OF FARMINGTON, a Minnesota municipal corporation, whose business address is 430 3rd St, Farmington, MN 55024 (hereinafter "City") and WSB & Associates, Inc. dba WSB, a Minnesota Corporation, whose business address is 701 Xenia Avenue South, Suite 300, Minneapolis, MN 55416 (hereinafter "Engineer"). PRELIMINARY STATEMENT The City has adopted a policy regarding the selection and hiring of consultants to provide a variety of professional services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the provision of professional services by Engineer for engineering services, hereinafter referred to as the "Work", and as outlined on Exhibit “A” attached hereto. IN CONSIDERATION OF THEIR MUTUAL COVENANTS, THE PARTIES AGREE AS FOLLOWS: 1. SCOPE OF SERVICES. The City retains Engineer to furnish the services set forth on the attached Exhibit “A”. The Engineer agrees to perform the services. Engineer shall provide all personnel, supervision, services, materials, tools, equipment and supplies and do all things necessary and ancillary thereto specified on Exhibit “A”. The Work to be performed under this Agreement shall be done under the review of a professional engineer licensed in the State of Minnesota, who shall attest that the Work will be performed in compliance with all applicable codes and engineering standards. The Work shall be performed in accordance with the Contract Documents, which includes this Agreement and the attached Exhibits: Exhibit “A” – Scope of Services, Exhibit “B” – Schedule of Payment and Fee Schedule. In the event any ambiguity or conflict between the Contract Documents listed above, the order of precedence shall be the following order: (i) this Agreement; (ii) Exhibit “A”, (iii) Exhibit “B”. 2. REPRESENTATIVES. City has designated John Powell, Public Works Director/City Engineer (the “City Representative”), and the Engineer has designated Mark Erichson, Director of Municipal Program Delivery (the “Engineer Representative”). The City Representative and the Engineer Representative shall be available as often as is reasonably necessary for reviewing the Services and Work to be performed. 3. COMPENSATION FOR SERVICES. Engineer shall be paid by the City for the services described in Exhibit “A” on an hourly basis in accordance with the attached fee schedule, Exhibit “B”, but not to exceed $105,400 inclusive of taxes and reimbursable costs. A. Any changes in the scope of the Work which may result in an increase to the compensation due the Engineer shall require prior written approval by the Page 99 of 112 224345v1 authorized representative of the City or by the City Council. The City will not pay additional compensation for services that do not have prior written authorization. B. Special Consultants may be utilized by the Engineer when required by the complex or specialized nature of the Project and when authorized in writing by the City. 4. COMPLETION DATE/TERM. The Engineer must complete the Services by April 30, 2024. This Agreement may be extended upon the written mutual consent of the parties for such additional period as they deem appropriate, and upon the terms and conditions as herein stated. 5. OWNERSHIP OF DOCUMENTS. All plans, diagrams, analyses, reports and information generated in connection with the performance of the Agreement (“Information”) shall become the property of the City, but Engineer may retain copies of such documents as records of the services provided. The City may use the Information for its purposes and the Engineer also may use the Information for its purposes. Use of the Information for the purposes of the project contemplated by this Agreement does not relieve any liability on the part of the Engineer, but any use of the Information by the City or the Engineer beyond the scope of the Project is without liability to the other, and the party using the Information agrees to defend and indemnify the other from any claims or liability resulting therefrom. 6. COMPLIANCE WITH LAWS AND REGULATIONS. In providing services hereunder, Engineer shall abide by all statutes, ordinances, rules, and regulations pertaining to the provisions of services to be provided. Any violation of statutes, ordinances, rules, and regulations pertaining to the Services to be provided shall constitute a material breach of this Agreement and entitle the City to immediately terminate this Agreement. Engineer’s books, records, documents, and accounting procedures and practices related to services provided to the City are subject to examination by the legislative auditor or the state auditor, as appropriate, for a minimum of six years. 7. STANDARD OF CARE. Engineer shall exercise the same degrees of care, skill, and diligence in the performance of the Services as is ordinarily possessed and exercised by a professional engineer under similar circumstances. Engineer shall be liable to the fullest extent permitted under applicable law, without limitation, for any injuries, loss, or damages proximately caused by Engineer’s breach of this standard of care. Engineer shall put forth reasonable efforts to complete its duties in a timely manner. Engineer shall not be responsible for delays caused by factors beyond its control or that could not be reasonably foreseen at the time of execution of this Agreement. Engineer shall be responsible for costs, delays, or damages arising from unreasonable delays in the performance of its duties. No other warranty, expressed or implied, is included in this Agreement. City shall not be responsible for discovering deficiencies in the accuracy of Engineer’s services. 8. INDEMNIFICATION. The Engineer shall defend, indemnify and hold harmless the City, its officers, agents, and employees, of and from any and all judgments, claims, damages, demands, actions, causes of action, including costs and attorney's fees paid or incurred resulting from any breach of this Agreement by Engineer, its agents, contractors and employees, or any Page 100 of 112 224345v1 negligent or intentional act or omission performed, taken or not performed or taken by Engineer, its agents, contractors and employees, relative to this Agreement. City will indemnify and hold Engineer harmless from and against any loss for injuries or damages arising out of the negligent acts of the City, its officers, agents, or employees. 9. INSURANCE. a. General Liability. Prior to starting the Work, Engineer shall procure, maintain, and pay for such insurance as will protect against claims or loss which may arise out of operations by Engineer or by any subcontractor or by anyone employed by any of them or by anyone for whose acts any of them may be liable. Such insurance shall include, but not be limited to, minimum coverages and limits of liability specified in this Paragraph, or required by law. b. Engineer shall procure and maintain the following minimum insurance coverages and limits of liability for the Work: Worker’s Compensation Statutory Limits Employer’s Liability $500,000 each accident $500,000 disease policy limit $500,000 disease each employee Commercial General Liability $2,000,000 property damage and bodily injury per occurrence $2,000,000 general aggregate Comprehensive Automobile Liability $1,000,000 combined single limit each accident (shall include coverage for all owned, hired and non-owed vehicles.) Commercial General Liability requirements may be met through a combination of umbrella or excess liability insurance. The City shall be named as an additional insured on the general liability and umbrella policies. c. Professional Liability Insurance. In addition to the coverages listed above, Engineer shall maintain a professional liability insurance policy in the amount of $2,000,000. Said policy need not name the City as an additional insured. Page 101 of 112 224345v1 d. Engineer shall maintain “stop gap” coverage if Engineer obtains Workers’ Compensation coverage from any state fund if Employer’s liability coverage is not available. e. All policies, except the Worker’s Compensation Policy, Automobile Policy, and Professional Liability Policy, shall name the “City of Farmington” as an additional insured. f. All policies, except the Professional Liability Policy, shall apply on a “per project” basis. g. All polices shall contain a waiver of subrogation in favor of the City. h. All policies, except for the Worker’s Compensation Policy and the Professional Liability Policy, shall be primary and non-contributory. i. All polices, except the Worker’s Compensation Policy, shall insure the defense and indemnity obligations assumed by Engineer under this Agreement. j. Engineer agrees to maintain all coverage required herein throughout the term of the Agreement and for a minimum of two (2) years following City’s written acceptance of the Work. k. It shall be Engineer’s responsibility to pay any retention or deductible for the coverages required herein. l. The Engineer’s policies and Certificate of Insurance shall contain a provision that coverage afforded under the policies shall not be cancelled without at least thirty (30) days advanced written notice to the City. m. Engineer shall maintain in effect all insurance coverages required under this Paragraph at Engineer’s sole expense and with insurance companies licensed to do business in the state in Minnesota and having a current A.M. Best rating of no less than A-, unless specifically accepted by City in writing and all insurance policies shall be on ISO forms acceptable to the City. n. A copy of the Engineer’s Certificate of Insurance which evidences the compliance with this Paragraph, must be filed with City prior to the start of Engineer’s Work. Upon request a copy of the Engineer’s insurance declaration page, rider and/or endorsement, as applicable shall be provided. Such documents evidencing insurance shall be in a form acceptable to City and shall provide satisfactory evidence that Engineer has complied with all insurance requirements. Renewal certificates shall be provided to City prior to the expiration date of any of the required policies. City will not be obligated, however, to review such Certificate of Insurance, declaration page, rider, endorsement, certificates, or other evidence of insurance, or to advise Engineer of any deficiencies in such documents and Page 102 of 112 224345v1 receipt thereof shall not relieve Engineer from, nor be deemed a waiver of, City’s right to enforce the terms of Engineer’s obligations hereunder. City reserves the right to examine any policy provided for under this Agreement. o. Effect of Engineer’s Failure to Provide Insurance. If Engineer fails to provide the specified insurance, then Engineer will defend, indemnify, and hold harmless the City, the City's officials, agents, and employees from any loss, claim, liability, and expense (including reasonable attorney's fees and expenses of litigation) to the extent necessary to afford the same protection as would have been provided by the specified insurance. Except to the extent prohibited by law, this indemnity applies regardless of any strict liability or negligence attributable to the City (including sole negligence) and regardless of the extent to which the underlying occurrence (i.e., the event giving rise to a claim which would have been covered by the specified insurance) is attributable to the negligent or otherwise wrongful act or omission (including breach of contract) of Engineer, its subcontractors, agents, employees or delegates. Engineer agrees that this indemnity shall be construed and applied in favor of indemnification. Engineer also agrees that if applicable law limits or precludes any aspect of this indemnity, then the indemnity will be considered limited only to the extent necessary to comply with that applicable law. The stated indemnity continues until all applicable statutes of limitation have run. If a claim arises within the scope of the stated indemnity in section o, the City may require Engineer to: i. Furnish and pay for a surety bond, satisfactory to the City, guaranteeing performance of the indemnity obligation; or ii. Furnish a written acceptance of tender of defense and indemnity from Engineer's insurance company. Engineer will take the action required by the City within fifteen (15) days of receiving notice from the City. 10. INDEPENDENT CONTRACTOR. The City hereby retains the Engineer as an independent contractor upon the terms and conditions set forth in this Agreement. The Engineer is not an employee of the City and is free to contract with other entities as provided herein. Engineer shall be responsible for selecting the means and methods of performing the work. Engineer shall furnish any and all supplies, equipment, and incidentals necessary for Engineer's performance under this Agreement. City and Engineer agree that Engineer shall not at any time or in any manner represent that Engineer or any of Engineer's agents or employees are in any manner agents or employees of the City. Engineer shall be exclusively responsible under this Agreement for Engineer's own FICA payments, workers compensation payments, unemployment compensation payments, withholding amounts, and/or self-employment taxes if any such payments, amounts, or taxes are required to be paid by law or regulation. 11. SUBCONTRACTORS. Engineer shall not enter into subcontracts for services provided under this Agreement without the express written consent of the City. Engineer shall comply with Minnesota Statute § 471.425. Engineer must pay subcontractor for all undisputed Page 103 of 112 224345v1 services provided by subcontractor within ten (10) days of Engineer’s receipt of payment from City. Engineer must pay interest of 1.5 percent per month or any part of a month to subcontractor on any undisputed amount not paid on time to subcontractor. The minimum monthly interest penalty payment for an unpaid balance of $100 or more is $10. 12. ASSIGNMENT AND THIRD PARTIES. Neither party shall assign this Agreement, nor any interest arising herein, without the written consent of the other party. Nothing under this Agreement shall be construed to give any rights or benefits in this Agreement to anyone other than the City and Engineer, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the City and Engineer and not for the benefit of any other party. 13. WAIVER. Any waiver by either party of a breach of any provisions of this Agreement shall not affect, in any respect, the validity of the remainder of this Agreement. 14. ENTIRE AGREEMENT. The entire agreement of the parties is contained herein. This Agreement supersedes all oral agreements and negotiations between the parties relating to the subject matter hereof as well as any previous agreements presently in effect between the parties relating to the subject matter hereof. Any alterations, amendments, deletions, or waivers of the provisions of this Agreement shall be valid only when expressed in writing and duly signed by the parties, unless otherwise provided herein. 15. CONTROLLING LAW AND VENUE. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. All proceedings related to this contract shall be venued in the Dakota County District Court. 16. COPYRIGHT. Engineer shall defend actions or claims charging infringement of any copyright or patent by reason of the use or adoption of any designs, drawings, or specifications supplied by it, and it shall hold harmless the City from loss or damage resulting therefrom. 17. RECORDS. The Engineer shall maintain complete and accurate records of time and expense involved in the performance of services. 18. MINNESOTA GOVERNMENT DATA PRACTICES ACT. Engineer must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to (1) all data provided by the City pursuant to this Agreement, and (2) all data, created, collected, received, stored, used, maintained, or disseminated by the Engineer pursuant to this Agreement. Engineer is subject to all the provisions of the Minnesota Government Data Practices Act, including but not limited to the civil remedies of Minnesota Statutes Section 13.08, as if it were a government entity. In the event Engineer receives a request to release data, Engineer must immediately notify City. City will give Engineer instructions concerning the release of the data to the requesting party before the data is released. Engineer agrees to defend, indemnify, and hold City, its officials, officers, agents, employees, and volunteers harmless from any claims resulting from Engineer’s officers’, agents’, partners’, employees’, volunteers’, assignees’, or subcontractors’ unlawful disclosure and/or use of protected data. The terms of this paragraph shall survive the cancellation or termination of this Agreement. Page 104 of 112 224345v1 19. TERMINATION. This Agreement may be terminated by City on thirty (30) days’ written notice delivered to Engineer at the address on file with the City. Upon termination under this provision if there is no fault of the Engineer, the Engineer shall be paid for services rendered and reimbursable expenses until the effective date of termination. If the City terminates the Agreement because the Engineer has failed to perform in accordance with this Agreement, no further payment shall be made to the Engineer, and the City may retain another engineer to undertake or complete the work identified in Paragraph 1. 20. NON-DISCRIMINATION. During the performance of this Agreement, the Engineer shall not discriminate against any employee or applicants for employment because of race, color, creed, religion, national origin, sex, marital status, status with regard to public assistance, disability, sexual orientation or age. The Engineer shall post in places available to employees and applicants for employment, notices setting forth the provision of this non- discrimination clause and stating that all qualified applicants will receive consideration for employment. The Engineer shall incorporate the foregoing requirements of this paragraph in all of its subcontracts for program work, and will require all of its subcontractors for such work to incorporate such requirements in all subcontracts for program work. The Engineer further agrees to comply with all aspects of the Minnesota Human Rights Act, Minnesota Statutes 363.01, et. seq., Title VI of the Civil Rights Act of 1964, and the Americans with Disabilities Act of 1990. 21. SURVIVAL. All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason. 22. SERVICES NOT PROVIDED FOR. Claims for services furnished by the Engineer not specifically provided for herein shall not be honored by the City. 23. SEVERABILITY. The provisions of this Agreement are severable. If any portion hereof is, for any reason, held by a court of competent jurisdiction to be contrary to law, such decision shall not affect the remaining provisions of this Agreement. 24. CONFLICTS. No officer or salaried employee of the City and no member of the Council of the City shall have a financial interest, direct or indirect, in this Agreement. The violation of this provision renders the Agreement void. 25. NOTICES. Any notice required under this Agreement will be in writing, addressed to the appropriate party at its address on the signature page and given personally, by facsimile, by registered or certified mail postage prepaid, or by a commercial courier service. All notices shall be effective upon the date of receipt. 26. WAIVER. A party’s non-enforcement of any provision shall not constitute a waiver of that provision, nor shall it affect the enforceability of that provision or of the remainder of this Agreement. Page 105 of 112 224345v1 27.COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be considered an original. Dated: November 6, 2023 CITY: CITY OF FARMINGTON By: Joshua Hoyt Mayor By: Shirley R Buecksler City Clerk Dated:__________________, 20___ ENGINEER: By: _____________________________ [print name] Its __________________________ [title] Page 106 of 112 224345v1 EXHIBIT “A” SCOPE OF SERVICES Page 107 of 112 G:\GROUP DATA\WATER RESOURCES\WR Proposal Folder\Farmington\WSB PROP 2023_2024 Staff Engineer Augmentation.docx 7 0 1 X E N I A A V E N U E S | S U I T E 3 0 0 | M I N N E A P O L I S , M N | 55 4 1 6 | 7 6 3 . 5 4 1 . 4 8 0 0 | W S B E N G . C O M October 26, 2023 Mr. John Powell Public Works Director/City Engineer City of Farmington 430 Third Street Farmington, MN 55024 Re: Proposal to Provide Professional Engineering Services - Staff Augmentation Dear Mr. Powell: On behalf of WSB, we are pleased to submit this proposal to provide Staff Augmentation services to the City of Farmington. We will be providing Emma Rae Roberts to fill the role immediately upon receiving authorization with an anticipated start date of November 6, 2023 and plan to fill the role through April of 2024. Following this 6-month period, should the City still require Staff Augmentation services, WSB will work with the City to provide additional scope. We have developed an approach based on our understanding of your needs as well as our familiarity with the City, which includes engineering projects as well as staff augmentation for various tasks. Our approach includes the following: Proposed Staff Augmentation We propose to assign Emma Rae Roberts for Staff Augmentation for the City of Farmington. Emma Rae is a graduate engineer in our Water Resources group and is familiar with the City of Farmington based on her work 2 days per week there for the last 4 months. Emma Rae’s previous experience, coupled with her ability to effectively communicate and work with in-house staff to manage workloads, make her the ideal candidate for this role. From time to time, it may be necessary to engage additional WSB Team members to assist with other specific projects or tasks. In those instances, the work will be completed under a separate contract and Emma Rae will coordinate with the other WSB staff to complete the tasks. Office Hours Close coordination and communication with the City will be important to ensure the appropriate amount of time is being allocated to keep important tasks on schedule. Emma Rae will be available to work in the City of Farmington 40 hours per week. After the first month, we request that Farmington evaluate whether Emma would be able to complete eight of the forty hours of work at WSB offices. We understand this would greatly depend on the type of work assigned to Emma. This would allow Emma to garner additional support, mentorship, and collaboration for Farmington tasks, should it be required. This would be a value-added service at no cost to the City and would allow Emma to maintain contact with her group and peers. Emma Rae will coordinate with City staff the office hours that make the most sense for everyone, but the tentative plan will be 8 am to 4 pm. Page 108 of 112 Mr. John Powell October 26, 2023 Page 2 G:\GROUP DATA\WATER RESOURCES\WR Proposal Folder\Farmington\WSB PROP 2023_2024 Staff Engineer Augmentation.docx Basis of Compensation Our goal is to provide the City with a compensation structure that best fits the needs of the City. Based on the scope outlined above, we propose to provide Emma Rae’s services at her 2023 billing rate of $102/hour through December of 2023. In January her rate will change to $113/hour. No additional fees associated with Emma Rae’s services (i.e. mileage, cell phone rates, etc.) will be billed to the City. If you are in agreement with the terms outlined in this proposal, please sign below. If you have any questions or concerns, please contact me at 612-990-3576. Thank you for the opportunity to continue to serve the City of Farmington. Sincerely, WSB Jacob Newhall, PE Director of Water Resources ACCEPTED BY: City of Farmington, MN Name Title Date Page 109 of 112 224345v1 EXHIBIT “B” SCHEDULE OF PAYMENT AND FEE SCHEDULE Page 110 of 112 G:\GROUP DATA\WATER RESOURCES\WR Proposal Folder\Farmington\WSB PROP 2023_2024 Staff Engineer Augmentation.docx 7 0 1 X E N I A A V E N U E S | S U I T E 3 0 0 | M I N N E A P O L I S , M N | 55 4 1 6 | 7 6 3 . 5 4 1 . 4 8 0 0 | W S B E N G . C O M October 26, 2023 Mr. John Powell Public Works Director/City Engineer City of Farmington 430 Third Street Farmington, MN 55024 Re: Proposal to Provide Professional Engineering Services - Staff Augmentation Dear Mr. Powell: On behalf of WSB, we are pleased to submit this proposal to provide Staff Augmentation services to the City of Farmington. We will be providing Emma Rae Roberts to fill the role immediately upon receiving authorization with an anticipated start date of November 6, 2023 and plan to fill the role through April of 2024. Following this 6-month period, should the City still require Staff Augmentation services, WSB will work with the City to provide additional scope. We have developed an approach based on our understanding of your needs as well as our familiarity with the City, which includes engineering projects as well as staff augmentation for various tasks. Our approach includes the following: Proposed Staff Augmentation We propose to assign Emma Rae Roberts for Staff Augmentation for the City of Farmington. Emma Rae is a graduate engineer in our Water Resources group and is familiar with the City of Farmington based on her work 2 days per week there for the last 4 months. Emma Rae’s previous experience, coupled with her ability to effectively communicate and work with in-house staff to manage workloads, make her the ideal candidate for this role. From time to time, it may be necessary to engage additional WSB Team members to assist with other specific projects or tasks. In those instances, the work will be completed under a separate contract and Emma Rae will coordinate with the other WSB staff to complete the tasks. Office Hours Close coordination and communication with the City will be important to ensure the appropriate amount of time is being allocated to keep important tasks on schedule. Emma Rae will be available to work in the City of Farmington 40 hours per week. After the first month, we request that Farmington evaluate whether Emma would be able to complete eight of the forty hours of work at WSB offices. We understand this would greatly depend on the type of work assigned to Emma. This would allow Emma to garner additional support, mentorship, and collaboration for Farmington tasks, should it be required. This would be a value-added service at no cost to the City and would allow Emma to maintain contact with her group and peers. Emma Rae will coordinate with City staff the office hours that make the most sense for everyone, but the tentative plan will be 8 am to 4 pm. Page 111 of 112 Mr. John Powell October 26, 2023 Page 2 G:\GROUP DATA\WATER RESOURCES\WR Proposal Folder\Farmington\WSB PROP 2023_2024 Staff Engineer Augmentation.docx Basis of Compensation Our goal is to provide the City with a compensation structure that best fits the needs of the City. Based on the scope outlined above, we propose to provide Emma Rae’s services at her 2023 billing rate of $102/hour through December of 2023. In January her rate will change to $113/hour. No additional fees associated with Emma Rae’s services (i.e. mileage, cell phone rates, etc.) will be billed to the City. If you are in agreement with the terms outlined in this proposal, please sign below. If you have any questions or concerns, please contact me at 612-990-3576. Thank you for the opportunity to continue to serve the City of Farmington. Sincerely, WSB Jacob Newhall, PE Director of Water Resources ACCEPTED BY: City of Farmington, MN Name Title Date Page 112 of 112