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04-03-2013 JWC Agenda PacketAGENDA JOINT WATER COMMISSION April 3, 2013 - 1:30 p.m. Council Conference Room Golden Valley City Hall 1. Call to Order 2. Approval of Minutes — March 6, 2013 3. Average Hourly Rate With No Benefits (Virnig) 4. Verizon Site Agreement (Clancy) 5. Alternative Water Supply Study (Clancy) 6. Minneapolis/Golden Valley Water Meter Improvements Cost Update (Clancy) 7. Minneapolis Water Rate Review - Memorandum of Understanding (Clancy) 8. Update on County Road 9 Reconstruction and Associated JWC Forcemain Replacement (Mathisen) 9. Other Business 10. Adjournment This document is available in alternate formats upon a 72 -hour request. Please call 763-593-8006 (TTY: 763-593-3968) to make a request. Examples of alternate formats may include large print, electronic, Braille, audiocassette, etc. 2 JOINT WATER COMMISSION MINUTES Golden Valley - Crystal - New Hope Meeting of February 6, 2013 The Golden Valley — Crystal — New Hope Joint Water Commission meeting was called to order at 1:32 p.m. in the City of Golden Valley Council Conference Room. Commissioners Present Tom Burt, City Manager, Golden Valley Anne Norris, City Manager, Crystal Staff Present Tom Mathisen, Director of Public Works/City Engineer, C Randy Kloepper, Utilities Superintendent, Crystal Guy Johnson, Director of Public Works, New Hope Jeannine Clancy, Director of Public Works, Golden Valley Dave Lemke, Utilities Supervisor, Golden Valley Sue Virnig, Finance Director, Golden Valley Pat Schutrop, Administrative Assistant, Golden Valley MOVED by Norris, seconded by Burt and motion carried unanimously to approve the minutes of the December 5, 2012 meeting as presented. Resolution 13-01 Desienatine Depositories for Joint Water Funds Commissioner Norris introduced the following resolution and moved its adoption: RESOLUTION 13-01 RESOLUTION DESIGNATING DEPOSITORIES FOR JOINT WATER FUNDS The motion for the adoption of the foregoing resolution was seconded by Commissioner Burt and upon a vote being taken thereon, the following voted in favor thereof: Burt and Norris (McDonald absent); and the following voted against the.'same: none, whereupon said resolution was declared duly passed and adopted, signed, y the Chair and his signature attested by the Vice Chair, Resolution 13-02 Making Annual Elections for the 2013-2014 Insurance Policy Commissioner Norris introduced the following resolution and moved its adoption: RESOLUTION 13-02 RESOLUTION MAKING ANNUAL ELECTIONS FOR THE 2013-2014 INSURANCE POLICY The motion for the adoption of the foregoing resolution was seconded by Commissioner Burt and upon a vote being taken thereon, the following voted in favor thereof: Burt and Norris (McDonald absent); and the following voted against the same: none, whereupon said resolution was declared duly passed and adopted, signed by the Chair and his signature attested by the Vice Chair. I:\Joint Water Commission\JWC Minutes\20131WC Minutes\02-06-131WC Minutes.doc M Joint Water Commission February 6, 2013 Page 2 of 2 2012 MMKR Audit Contract This item was approved at the December 5, 2012 meeting. AWWA Abstract Submittal Regarding Modeling and Testing Water Interactions Barr Engineering Company submitted an abstract for presentation at the AWWA Annual Conference entitled "Modeling and Testing Water Interactions: Can Surface Water and Groundwater Co -exist?" This paper is a result of the work Barr performed in evaluating an emergency drinking water supply system of aquifer wells for the JWC. Other Business • Mathisen reported that a County Road 9 project meeti 1 pm on Tuesday, February 12. • A Minneapolis Water Advisory Board meeting is sched Next Meeting The next scheduled meeting is March 6, 2013 at Adjournment Chair Burt adjourned the meeting at 1:46 pm. ATTEST: Pat Schutrop, Recording Secretary duled at the City of Crystal at Thursday, February 7. omas D. Burt. Chair I:\Joint Water Commission\JWC Minutes\20131WC Minutes\02-06-13 JWC Minutes.doc Average Hourly Rate with no benefits Golden Valley 26.83 New Hope 23.26 Crystal 24.32 Average 24.8 Use 24.15 Overtime 36.00 El City 0f N AV golclenll MEMORANDUM valley Public Works Department 763-593-8030 / 763-593-3988 (fax) Date: April 3, 2013 To: Joint Water Commission From: Jeannine Clancy, Director of Public Works Ron Nims, Public Works Project Coordinator Subject: Authorize Agreement with Verizon Wireless for Installation of Communication Facilities on the Joint Water Commission of Crystal, Golden Valley and New Hope (JWC) Water Tower Located in Golden Valley C: Sue Virnig, Finance Director Summary In 2008, Verizon Wireless made a request to Golden Valley staff to place antenna facilities on the JWC tower located on the Golden Valley City Hall campus. The water tower is owned by the Joint Water Commission of Crystal, Golden Valley and New Hope (JWC) and the property on which it is located is owned by the City of Golden Valley. At that time, as part of the negotiation with Verizon, staff discussed Verizon's request with both the JWC staff and the Golden Valley City Council. Comments from both organizations were incorporated into the design and draft lease agreements. However, before Verizon's proposal was formally presented to the City and JWC for approval, Verizon withdrew their request. In 2011, Verizon again requested installation of antennas on the water tower. Staff has worked with Verizon to develop agreements with both Golden Valley and the JWC for placement of Verizon's facilities (see attached agreement with the City). Some of the major points of the plan and agreements are as follows: Proposed Facilities 1. Three antennas are proposed to be mounted on tower legs just below the bowl (see attached photo simulation). 2. A 26' x 31' 4" equipment building is proposed to be constructed north of the water tower with approximately 26' x 9' of space for exclusive use by the City of Golden Valley (see attached site plan). 3. The building exterior is proposed to match the exterior of other maintenance buildings on the campus (see attached photo simulation). GAJWC\Memos\Authorize Agrmt Verizon 040313.docx 4. A minor PUD amendment will be required for the building to be constructed on the site (see attached application). Agreements 1. Two lease agreements are proposed; an Antenna Site Lease for equipment placed on the tower and an Equipment Building and Development Agreement for all ground -mounted equipment and buildings to be used by Verizon. The Antenna Site Lease is with the JWC for facilities placed on the water tower and the Equipment Building and Development Agreement is with the City of Golden Valley for equipment placed on City -owned property (see attached agreements). The agreements are contingent on approval by both Golden Valley and the JWC. 2. The proposed building will be constructed and maintained by Verizon at their cost, but ownership will transfer to the City of Golden Valley upon completion of the building. 3. The lease would have a 5 -year term with one automatic renewal of an additional 5 -year term and thereafter will be renewed upon consent on a 3 -year basis. 4. The lease can be terminated by either party at any time with proper notification. 5. Verizon proposes a combined (antenna site and building lease) annual lease payment of $28,321 commencing in 2013 ($28,320 to JWC; $1 to City, prorated from time of occupancy) with an annual 3% increase. Each city's share of the proceeds from the lease with the JWC is one-third of the actual annual amount received. 6. An interference study has been performed that determined no interference to existing facilities should be caused by the proposed installation. However, should any interference actually be caused, it must be resolved by Verizon. Failure to resolve interference with existing facilities is cause for termination of the lease. Attachments • Site Plan (2 pages) • Tower Antenna Simulation (1 page) • Ground Mounted Equipment Building Simulation (2 pages) • Golden Valley Civic Center 2nd Addition Minor PUD Amendment (4 pages) • Antenna Site Lease Agreement (82 pages) • Equipment Building Lease and Development Agreement (89 pages) Recommended Action Authorize an Antenna Site Lease Agreement with Verizon Wireless for Communication Equipment Placed on the JWC Water Tower. G:\JWC\Memos\Authorize Agrmt Verizon 040313.docx CU0 Lu 9 z 8 o�a�gg / ��.F1a A�9! riS 61�i a �y 0 f s 4r A .ti \\ y� , UGC UGE UGE ibis oil ON t i 1 1 W � IID �� ' � i� L' .44 i City of Golden Valley Planned Unit Development Application Minor PUD Amendment Final Plan Information: (Read Carefully) 1. Before application submittal the property must be in compliance with Inflow/Infiltration (1/1) requirements. Contact the Public Works Department at 763- 593-8030 for 1/1 inspection and compliance information. An application will not be accepted until the property receives an 1/1 compliance certificate. 2. All applications for a Planned Unit Development (P.U.D.) must follow established City procedures, which includes consideration by the Planning Commission and the City Council. This application must be completed and properly submitted to the Planning and Development Office, 7800 Golden Valley Road, Golden Valley, MN 55427, along with a fee of $250.00 and twelve (12) copies of all required plans and supplementary information. (Three plans sets must be standard large-sized plans, the remaining 9 sets of plans drawn at the correct scale can be 11" x 17" sized plans.) INCOMPLETE APPLICATIONS AND/OR PLANS WILL NOT BE ACCEPTED, and will only result in time consuming and costly delays in processing your application. 3. Please note that the City Council meets the first and third Tuesdays of each month in the City Council Chambers, Civic Center, 7800 Golden Valley Road. This application must be submitted to the Director of Planning and Development not less than five (5) weeks prior to the City Council meeting at which consideration would be sought. Failure of an applicant, or authorized representative, to appear before either the Planning Commission or City Council when their application is being considered would result in the review of the application being deferred. 4. All plans and/or maps shall be drawn at a scale of not less than 1 inch = 50 feet, and shall be signed and dated by a Registered Architect, Professional Engineer, or Registered Land Surveyor whichever may be appropriate. 5. The applicant shall reimburse the City of Golden Valley for charges to the City by the City Attorney for title examination and for review of homeowner association documents or joint maintenance agreements. 6. It is important that you read carefully the P.U.D. section of the Golden Valley City Code (Sec. 11.55) and the Golden Valley Subdivision Regulations of the City Code (Chapter 12) regarding the requirements for this P.U.D. Also, you must have all attachments (including 12 copies of the site plans) when submitting this application. P.U.D. Number: 56 City of Golden Valley Application for Consideration of Planned Unit Development Ordinance Before application submittal the property must be in compliance with Inflow/Infiltration (1/1) requirements. Contact the Public Works Department at 763-593-8030 for 1/1 inspection and compliance information. An application will not be accepted until the property receives an 1/1 compliance certificate. Minor PUD Amendment Date of Application: 8/20/12 *Fee Paid $250.00 ($250.00) All information — including agendas, staff reports and hearing notices will be sent to the Authorized Representative. Name: Verizon Wireless VAW LLC d/b/a Verizon Wireless: Agent on behalf of Verizon Wireless: Contact Person: David W. Fischer Buell Consulting Inc Mailing Address: 2324 University Avenue, St. Paul. MN Daytime Phone: 651-225-0784, Cell: 612-366-8944 Email Address: dfischer(c-)buellconsultling.com Property Owner: City of Golden Valley Mailing Address: 7800 Golden Valley Road Golden Valley MN 55427 Street Location and/or Address of Property Included in P.U.D.: 7800 Golden Valley Road Golden Valley, MN 55427 Legal Description (Attach separate sheet if necessary): Lot 1, Block 1, Golden Valley Civic Center P.U.D. No. 56 2nd Addition; Hennepin County Minnesota Type of Proposal: Small Area: N/A Large or Complex Area: N/A Residential: N/A Commercial: Wireless Communications Antenna Installation on Water Tower & Accessory Equipment Shelter Industrial: N/A Business & Professional Office. N/A Institutional: N/A Mixed Use: N/A Redevelopment Area: N/A General Plan Requirements (For all areas): Complete Site Plan: See Attached Landscape Plan: See Attached 1/1 Compliant: See Attached Complete Plans for Sidewalks to Service Parking, Recreation, and Service Areas within the Proposed Development: N/A See attached plan Complete Plans for Storm Water and Surface Water Drainage System: N/A Preliminary Architectural Plans: See Attached Information Indicating Exterior Wall finishes for All Principal and Accessory Structures: See Attached Plans Complete Data as to Dwelling Unit Sizes: N/A Preliminary Plat: N/A See attached survey. Final Plat: N/A See attached survey. Development Agreement: See Attached Twelve (12) copies of the above material, with all required supplemental information appropriately signed by a registered architect, registered engineer, or registered land surveyor where required: See Attached Copies of all covenants, by-laws of owners association, and Abstract of Title or Registered Property Certificate submitted to City Attorney for examination: Final Title will be submitted upon completion. City Hall Owned Property. Present Zoning of Property: 1-4 Sub -District (PUD) Proposed Use of Property (Be explicit, attach additional pages if necessary): City Hall and JWC Water Tower Number of Structures: (1) once Type: Unmanned Equipment shelter Height: 11'10" (Ft.) No. of Stories: 1 One Amenities and/or Recreational Facilities (i.e. Pool, Playground, Ballfield, etc): N/A Number of People Intended to Live and/or Work on Site: N/A Unmanned Wireless Communications Facility to be installed on the Joint Water Commission Water Tower with an unmanned equipment shelter located at the base of the water tower. See plans attached Adults: N/A Children: N/A Number of Off -Street Parking Spaces Proposed: Existing parking available. None? Enclosed: N/A Non -Enclosed: N/A Total Acres of Land in P.U.D.: N/A? Density (No. of Units per Acre): N/A?_ Indicate the Following Data by Percentages: Area of P.U. D. Covered by Structures: N/A % Area of P.U.D. Covered by Outside Parking (non -enclosed): N/A% Area of P.U.D. Covered by Interior Streets: N/A % Area of P.U.D. to be Landscaped: N/A % Natural Area and/or Open Space: N/A % Ponding Area: NIA % Zoning Variances: List below all variances from the standard zoning requirements that will be requested if this P.U.D. is approved, and the justification for the City Council to grant such variances (attach additional sheets if needed). N/A - No variance is required I hereby declare that all statements made in this application, and on additional material, are true to the best of my knowledge. , L .3 L= 0 P/.)/, Signature of Applicant D to Signature of Property Owner Date Golden Valley -Crystal -New Hope Joint Water Commission ANTENNA SITE LEASE AGREEMENT At Golden Valley Water Tower Located At Golden Valley City Hall ANTENNA SITE LEASE AGREEMENT THIS ANTENNA SITE LEASE AGREEMENT is made this day of , 2013, between the Landlord and Tenant. For good and valuable consideration, the parties agree as follows: DEFINITIONS A. Antenna Facility. "Antenna Facility" means Tenant's wireless communications facilities placed at Landlord -approved locations on the Structure, along with, cables and appurtenances on the Structure which are connected to the Equipment Building located on the Ground Space as shown on Exhibit A. B. Annual Rent. "Annual Rent" means the rent for one calendar year (January 1 to December 31). The initial Annual Rent for this antenna site lease is $28,320.00. Annual Rent is adjusted as provided herein below on January 1 of each year. C. Ci_yt . "City" means the City of Golden Valley, a Minnesota Municipal Corporation and any successor in interest. D. Cities. "Cities" means Golden Valley, Crystal and New Hope collectively, each one of which is a Minnesota Municipal Corporation, and any successors in interest. E. Commencement Date. "Commencement Date" shall have the meaning set forth in Paragraph 5. F. Commission. "Commission" means the Golden Valley -Crystal -New Hope Joint Water Commission and any successor in interest. G. Effective Date. "Effective Date" means the date of execution by both Parties. H. Equipment Building: means that building constructed by Tenant and transferred to Landlord situated on the Property as illustrated in Exhibit A. I. Equipment Building Lease Agreement: means that certain Equipment Building Lease and Development Agreement dated of even date herewith by and between the City and Tenant. J. Exhibits. "Exhibits" means all of the exhibits attached to this Lease. Those Exhibits are: a. Exhibit A: Site Plan including "Ground Space" leased from the City b. Exhibit B: "Structure Leased Premises" Illustration C. Exhibit C: Plans and Specifications, including construction schedule. 2 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 d. Exhibit D: Right -of -Way Permit Application K. Ground Space. "Ground Space" means that area in the Equipment Building actually being leased by Tenant from the City and the "Cabling Space" consisting of a "5' non-exclusive utility route" and other utility routes as legally described in Exhibit A. L. Hazardous Materials. For purposes of this Lease, "Hazardous Materials" shall be interpreted broadly and specifically includes without limitation, asbestos, fuel, batteries or any hazardous substance, waste or materials as defined in any federal, state, or local environmental or safety law or regulations including, but not limited to, CERCLA. M. Landlord. "Landlord" means the Commission. N. Lease. "Lease" means this entire Antenna Site Lease Agreement, including this definition section and any Exhibits. O. Leased Premises. "Leased Premises" means the Ground Space and the Structure Leased Premises collectively. P. Property. "Property" means that property owned by City and legally described as: Lot 1, Block 1, Golden Valley Civic Center P.U.D. No. 56 2nd Addition (P.I.D. 32 118 2123 0188) and Lot 39 Auditor's Subdivision No. 360 (P.I.D. 32 118 2123 0026), Hennepin County, Minnesota. Q. Structure. "Structure" means the Golden Valley Water Tower located adjacent to the Golden Valley City Hall at 7800 Golden Valley Road, Golden Valley, Minnesota. R. Structure Leased Premises. "Structure Leased Premises" means that portion of the Structure actually being used by Tenant and approved for such use by Landlord in this Lease exclusive of Ground Space. More specifically, "Structure Leased Premises" means that portion of the Structure shown on Exhibit B on which panel antennas, connecting cables and appurtenances will be attached and located, "Structure Leased Premises" also includes a non-exclusive license for reasonable access thereto. S. Structure Leased Premises Area. The phrase "Structure Leased Premises Area" is used in conjunction with the delineation of Landlord and Tenant rights in connection with possible new and/or additional tenants. "Structure Leased Premises Area" means the Structure Leased Premises and any area in close proximity to the Structure Leased Premises which is the subject of a bona fide request to lease from a third party. T. Tenant. "Tenant" means Verizon Wireless (VAW) LLC d/b/a Verizon Wireless, its successors and/or assigns. AGREEMENT 1. Lease. Subject to the terms and conditions of this Lease, Landlord hereby leases to Tenant and Tenant leases from Landlord the Structure Leased Premises together with any rights of way 3 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 granted by the City to access the Structure Leased Premises from public streets. The Parties acknowledge that this Lease is contingent upon the execution of an Equipment Building Lease Agreement between City and Tenant and the issuance by the City of a right-of-way permit. If for any reason said Equipment Building Lease Agreement is terminated by either City or Tenant, this Lease shall also terminate, and if for any reason the right-of-way permit is revoked or terminated due to a default by Tenant, this Lease shall also terminate. 2. Sufficiency of Leased Premises. The Landlord makes no representations as to whether the Leased Premises is sufficient for Tenant's purposes. If Tenant requires real estate rights in addition to the Leased Premises, Tenant shall pay the entire cost, including reasonable attorneys' fees, of obtaining said additional real estate rights. 3. Intentionally Deleted. 4. Rent. a. Annual Rent. As consideration for this Lease, Tenant shall pay Annual Rent in the amount of $28,320 for the year 2013, and the Annual Rent for 2013 shall be prorated accordingly based on the Commencement Date. b. Annual Rent Adiustments. The Annual Rent shall be increased each year on January 1, commencing with January 1, 2014. The increase shall be three percent (3%) of the previous year's Annual Rent. C. Time of Payment. The Annual Rent shall be paid in advance on or before January 1 of each year. 5. Commencement Date. The initial term ("Initial Term") of this Lease shall commence based upon the date Tenant commences construction of the equipment building, or on the first (1S`) day of May 2013, whichever occurs first (the "Commencement Date"). Landlord and Tenant agree that they shall acknowledge in writing the Commencement Date in the event the Commencement Date is based upon the date Tenant commences construction. In the event the Commencement Date is the fixed date set forth above, there shall be no written acknowledgement required. Landlord and Tenant acknowledge and agree that initial rental payment may not actually be sent by Tenant until thirty (30) days after the Commencement Date or after a written acknowledgement confirming the Commencement Date, if such an acknowledgement is required or thirty (30) days after the full execution and delivery of this Lease, whichever is later. Upon agreement of the Parties, Tenant may pay rent by electronic funds transfer and in such event, Landlord agrees to provide to Tenant bank routing information for such purpose upon request of Tenant. 6. Delivery of Payments. All payments required hereunder shall be made payable to and delivered to the Commission at the Notice address provided for herein. 7. Taxes. In addition to Annual Rent, Tenant agrees to timely pay any taxes or payments in lieu of taxes required as a result of this Lease which are the result of Tenant's use of the Structure 4 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 Leased Premises and/or the installation, maintenance, and operation of the Tenant's improvements, including any increase in real estate taxes at the Property which arises from the Tenant's improvements and/or Tenant's use of the Structure Leased Premises and for which Landlord is responsible. Notwithstanding the foregoing, Tenant shall not have the obligation to pay any tax, assessment, or charge that Tenant is disputing in good faith in appropriate proceedings prior to a final determination that such tax is properly assessed provided that no lien attaches to the Property. Tenant shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge or seek modification of any tax assessment or billing for which Tenant is wholly or partly responsible for payment. Landlord shall reasonably cooperate with Tenant at Tenant's expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set forth in the preceding sentence, including but not limited to, executing any consent, appeal or other similar document. In the event that as a result of any appeal or challenge by Tenant, there is a reduction, credit or repayment received by the Landlord for any taxes previously paid by Tenant, Landlord agrees to promptly reimburse to Tenant the amount of said reduction, credit or repayment. In the event that Tenant does not have the standing rights to pursue a good faith and reasonable dispute of any taxes under this Paragraph, Landlord will pursue such dispute at Tenant's sole cost and expense upon written request of Tenant. 8. Governmental Approval Contingency. a. Tenant Application. Tenant's right to use the Structure Leased Premises is expressly made contingent upon its obtaining all the certificates, permits, zoning and other approvals that may be required by any federal, state, or local authority. This shall include Landlord's approval of the engineering studies specified in Subsections (b) and (c) immediately below. Landlord shall cooperate with Tenant in its efforts to obtain and retain such approvals. b. Interference Study. Before obtaining a building permit, Tenant must pay for the reasonable cost of a radio frequency interference study carried out by an independent and qualified professional, approved of in advance by City and Commission showing that Tenant's intended use will not interfere with any existing communications facilities. C. Engineering Study. Before obtaining a building permit, Tenant must pay for the reasonable cost of an engineering study carried out by an independent and qualified professional approved of in advance by City and Commission and showing that the Structure is able to support the Antenna Facility without prejudice to the City's or Commission's use of the Structure. d. Negative Study Results. If the studies find that there is a potential for interference that cannot be reasonably remedied or for prejudice to the Structure, Landlord shall immediately terminate this Lease and Landlord will refund the initial Annual Rent payment to Tenant once Tenant fully restores site (if Tenant has made any improvements thereto). e. Non -approval. If a necessary application is finally rejected or any certificate, permit, license, or approval issued to Tenant is canceled, expires, lapses, or is otherwise MINC Maren Antenna Site Lease Agreement 000090/312001/1517 645_1 2 withdrawn or terminated by governmental authority, Tenant shall have the right to terminate this Lease. Tenant shall lose this right if Tenant does not diligently pursue any necessary government certificate, permit, license, or approval. ii. Notice of Tenant's exercise of its right to terminate shall be given to Landlord in accordance with Paragraph 41 below and shall be effective upon receipt. Any pre -paid Annual Rent paid by Tenant shall be returned to Tenant upon full and complete restoration of the Structure and Structure Lease Premises. 9. Initial Term. The "Initial Term" of this Lease shall begin on the Commencement Date and end on December 31, 2018. 10. Renewals. This Lease shall be automatically renewed for one (1) five (5) year "Renewal Term" unless Tenant sends written notice of non -renewal to Landlord no later than ninety (90) days prior to the expiration of the Initial Term. This Lease shall automatically be extended for two (2) additional five (5) year terms unless either Party terminates it at the end of the then current term by giving the other written notice of the intent to terminate at least one (1) year prior to the end of the then current term. The annual rental for each year shall be equal to one hundred three percent (103%) of the annual rental payable with respect to the immediately preceding year. The Initial Term and all extensions shall be collectively referred to herein as the "Term". 11. Tenant's Use. a. User Priority. Tenant agrees that the following priorities of uses, in descending order, shall apply in the event of communication interference or other conflict while this Lease is in effect and Tenant's use shall be subordinated accordingly: Public safety and water storage/delivery uses of Landlord or the City; ii. Public safety agencies, including, but not limited to, law enforcement, fire, and all ambulance services and private entities with a public safety agreement with the City, regardless of their affiliation with the Landlord or the City, that are not part of the Landlord or City; and iii. Other governmental agencies where use is for a public purpose but not including any non -emergency communications service; and iv. Existing Antenna Facility of government regulated entities whose Antenna Facility offer a service to the general public for a fee, in a manner similar to a public utility, such as long distance and cellular telephone, including radio or television broadcasters. 0 MINC Maren Antenna Site Lease Agreement 000090/312001/151 7645_ 12 V. Landlord, City and public safety agencies are allowed to place antennas on the Structure for the uses described above regardless of potential or actual communication interference with Tenant's use. If the Tenant's use of the Structure is interfered with by Landlord's, City's or any public safety agencies' antennas, Tenant may terminate this Lease immediately without penalty or Tenant may relocate its facilities to another location on the Structure, approved in advance by the Landlord and City, at Tenant's sole cost, but with no additional rent due, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant will be responsible for restoring any space vacated that is not included in the revised Exhibit B described. b. Purpose. Tenant shall use the Structure Leased Premises only for the purpose of installing, maintaining, and operating an Antenna Facility and related equipment and accessory building/cabinets relating to the installation, maintenance and operation of the Antenna Facility and uses incidental thereto. The Antenna Facility shall be used solely for providing radio and wireless communication services which Tenant is legally authorized to provide to the public. C. Tenant's Use Not Exclusive. Tenant's use of the Structure Leased Premises is non- exclusive, except, subject to this Paragraph 11 herein describing higher priority uses, that no other entity shall be allowed to attach anything on or connected to Tenant's Antenna Facility without prior written permission. The Landlord specifically reserves the right to enter onto the Structure Leased Premises, inspect Tenant's Antenna Facility located on the Structure, and allow the Property, except for any actual building or cabinet constructed by Tenant on the Property, to be used by other parties in a manner that does not interfere with Tenant's use, and to make additions, deletions or modifications to Landlord's own facilities on the Property. d. Tenant's Use Must Comply with Law. Tenant's use of the Structure Leased Premises shall comply with all applicable ordinances, statutes and regulations of local, state and federal government agencies. e. Construction and Maintenance Standards. Tenant shall comply with all applicable construction and maintenance standards set forth in the City's Code. 12. Additional Antennas. If Tenant seeks to increase the number of antennas, Tenant must first pay for an evaluation carried out by a qualified professional, retained by Landlord or City demonstrating that: a. Each additional antenna will not interfere with existing antennas or with proposed antennas with a higher priority; and b. The Structure can structurally support the additional antennas. 7 MINC Maren Antenna Site Lease Agreement 000090/31200111517645_12 13. Payments for Additional Antennas Evaluations. The Tenant must pay the cost of each evaluation within 30 days after receiving written notice of the cost. 14. Installation of Additional Antennas. No installation of additional antennas shall be allowed without Landlord's consent, including for emergency purposes. If Landlord consents, the Landlord and Tenant will negotiate the amount of additional rent for the antennas. 15. Installation and Maintenance of Antenna Facility. Tenant shall, at its sole expense, install and maintain the Antenna Facility in good condition throughout the duration of this Lease. Tenant shall also maintain the Antenna Facility in accordance with standard good engineering practices and conform, when applicable, with the National Electrical Safety Code and applicable other federal, state and local laws or regulations. 16. Damage to the Property or Facilities. If the Property, Structure or a portion of either is damaged during the term of this Lease and the Property or Structure would not have been damaged but for the installation, maintenance or operation of the Antenna Facility or Equipment Building, Tenant shall repair or rebuild the Property and Structure to equal or better condition than the Property and/or Structure was in immediately prior to such damage within 30 days after notification of damage, except to the extent such claims or damages are due to or caused by the negligence or willful misconduct of the Landlord, Commission or Cities or their elected officials, officers, employees, agents and representatives. 17. Operation. a. Tenant shall complete all required landscaping and clean-up of the site, as reasonably directed by the City, including repainting of damaged areas of the Structure, within thirty (30) days of installation of Antenna Facility. b. If Tenant fails to complete said landscaping and clean-up, Landlord (or City), upon ten (10) days notice to Tenant, shall be entitled to complete landscaping and cleanup at Tenant's expense. Landlord or City may give notice of Landlord's intent to finish clean- up and landscaping at Tenant's expense at any time on or after the thirtieth (301h) day after the earlier of final installation or commencement of use of the Antenna Facility. C. Tenant is obligated, at its sole cost and expense, to operate and maintain the Antenna Facility and the Structure Leased Premises in a manner satisfactory to Landlord and in accordance with good engineering practices and in compliance with the Electrical Safety Code, FCC rules and regulations, and all applicable federal, state and local rules and regulations. 8 MINC Maren Antenna Site Lease Agreement 0000901312001/151764512 d. Tenant's installation of the Antenna Facility shall be done in a timely manner and according to the construction schedule plans approved by Landlord and attached hereto as Exhibit C. e. Any damage done to the Property by the Tenant during installation or during operation shall be repaired at Tenant's expense within 30 days after notification of damage. f. The Antenna Facility shall remain the exclusive personal property of the Tenant, unless otherwise provided in this Lease. 18. Modification and Replacement of Antenna Facility. Tenant must receive Landlord approval, which approval shall not be unreasonably withheld, conditioned or delayed, before the Tenant may modify, improve, or replace the Antenna Facility. Tenant shall submit a detailed proposal to Landlord. 19. Drawings and Inventory. Tenant shall provide Landlord with as -built drawings of the equipment and improvements installed by Tenant on the Property and Structure which show the actual location of the Antenna Facility, the Equipment Building and all related cables, appurtenances and cabinets. 20. Access. Tenant shall have the following access to the Structure Lease Premises: Structure: Tenant shall have access to the Structure (and thereby Structure Leased Premises) during regular business hours so long as Tenant, its representative, agent, employee or invitee is accompanied by a City staff member when accessing the structure. All other access will be subject to the prior approval of Landlord and the conditions of the Tenant's right-of-way permit issued by the City. Landlords' approval shall not be unreasonably withheld, conditioned or delayed. a. Tenant shall request non -business hour access to the Structure at least twenty-four (24) hours in advance, except in an emergency. Tenant's request for access may be verbal or by any other reasonable means. b. Landlord's approval of Tenant's requested access to Structure shall not be unreasonably withheld, conditioned or delayed. C. Landlord will provide Tenant with a contact person for obtaining access to the Structure during both regular and non -business hours, including a contact available in the event of an emergency. If Tenant must access the Structure at some time other than the normal working hours of Landlord, Landlord may charge Tenant for whatever expense, including employees' wages that Landlord may incur in providing such access to Tenant. 21. Intentionally Deleted. 22. Costs Associated with Tenant's Use of Structure Leased Premises. 0 MINC Maren Antenna Site Lease Agreement 000090/3120D I/ 1517645 12 a. Tenant shall be solely responsible for any incremental increases in Landlord's expenses resulting from Tenant's use under this Lease. Such expenses shall include but not be limited to increased costs for water, gas, electricity, sewer, telephone and other utilities prior to the separate metering of the same for Tenant. Tenant is, responsible for maintenance costs and security costs. Tenant shall be solely responsible for any costs incurred in securing the Antenna Facility from theft, vandalism or any other damage. b. Tenant shall separately meter charges for the consumption of water, gas, electricity, and other utilities associated with its use of the Leased Premises and shall promptly pay all costs associated therewith. Landlord shall not be liable and this Lease shall not be affected in any way by the interruption or impairment of any utility service necessary for operation of the Antenna Facility. 23. Emergency Facilities. In the event of a natural or man made disaster, in order to protect the health, welfare, and safety of the community, upon receipt of Landlord's consent, Tenant may, erect additional Antenna Facility on the Structure Lease Premises and install additional equipment on a temporary basis on the Structure Leased Premises to assure continuation of service. If Tenant is not reasonably able to erect additional emergency facilities on the Structure Leased Premises, Tenant may erect the emergency facilities on another portion of the Structure that is acceptable to Landlord. Such temporary operation shall not exceed 90 days unless Tenant obtains written approval from Landlord, which approval shall not be unreasonably delayed, but shall be at the sole discretion of the Landlord. 24. Additional Maintenance Expenses. Upon notice from Landlord, Tenant shall promptly pay to Landlord, Tenant's pro rata share of all additional Landlord expenses incurred in maintaining the Leased Premises, including painting or other maintenance of the Structure, that are caused by Tenant's occupancy of the Leased Premises. 25. Structure Leased Premises Taken "As Is". Tenant takes and accepts the Structure in "as is" condition. Tenant taking possession of the Structure Leased Premises shall be conclusive evidence that the Structure Leased Premises was, on that date, in good tenantable condition for Tenant's purposes. Tenant acknowledges that Landlord has made no representations as to the repair of the Structure Leased Premises or promises to alter, remodel or improve the Structure Leased Premises. 26. Additional Facilities. Tenant acknowledges that Landlord may permit additional facilities to be constructed on the Structure Lease Premises. At such time as this may occur, Tenant will permit said facilities to be placed immediately adjacent to Tenant's Structure Leased Premises; however, adjacent facilities must not impede access to or operation and maintenance of Tenant's Antenna Facility. 27. Defense and Indemnification. a. General. Tenant agrees to defend, indemnify and hold harmless the Landlord, and the Commission and Cities from and against any and all claims, costs, losses, expenses, demands, actions or causes of action, including reasonable attorneys' fees and other 10 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 costs and expenses of litigation, resulting from or arising out of the negligence or willful misconduct of Tenant, its employees, contractors or agents, except to the extent such claims or damages may be due to or caused by the negligence or willful misconduct of the Landlord, Commission or Cities or their elected officials, officers, employees, agents and representatives. b. Survival. The obligations of this Paragraph 27 shall survive the expiration or other termination of this Lease. C. Hazardous Materials. Tenant will be responsible for and will defend, indemnify, and hold Landlord, Commission and Cities and their agents and employees harmless from and against any and all claims, costs and liabilities, including reasonable attorneys' fees and costs, to the extent caused by Tenant's use of Hazardous Materials or with the cleanup or restoration of the Leased Premises to the extent caused by Tenant's use of Hazardous Materials, including in all cases the use of Hazardous Materials by any of Tenant's subcontractors, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable. Landlord shall hold Tenant harmless and indemnify Tenant from and assume all duties, responsibility and liability at Landlord's cost and expense, for all duties, responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which is in any way related to: a) failure to comply with any environmental or industrial hygiene law, including without limitation any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene concerns or conditions, unless such non-compliance results from conditions caused by Tenant, Tenant's subcontractor, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable; and b) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Structure or Property or activities conducted thereon, unless such environmental conditions are caused by Tenant, Tenant's subcontractor, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable. d. Tenant's Warranty. Tenant represents and warrants that Tenant's use of the Structure Leased Premises will not generate and that neither Tenant, Tenant's subcontractor, nor anyone directly or indirectly employed by Tenant, nor anyone for whose acts Tenant may be liable will store or dispose of on the Leased Premises, nor transport to or over the Leased Premises, any Hazardous Materials, other than the following items, unless Tenant specifically informs Landlord thereof in writing and obtains the written consent of Landlord prior to such storage, disposal or transport. Landlord and Tenant acknowledge that Tenant shall be utilizing and maintaining on the Property sealed batteries, propane/diesel/gasoline, HVAC system, and a halon/FM200 fire suppression system and that the use and maintenance of such items (maintained in accordance with federal regulations) shall not constitute a violation or breach of the preceding sentence of this subparagraph. The Tenant further represents and warrants that the right-of-way permit application submitted to the City in connection with this Lease (and attached 11 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 hereto as Exhibit D) is accurate, complete and correct in all material respects and there has been no adverse change in any condition, fact, circumstance or event as of the date of this Lease that would make any such information inaccurate, incomplete or otherwise misleading. e. Landlord's Inspection Rights. In addition to any other inspection rights Landlord may have under this Lease or pursuant to law, Landlord shall have the right to inspect the Structure Leased Premises upon written notice to Tenant if Landlord suspects a violation of the environmental representations in this Lease. Tenant shall provide a representative to be present at any inspection occurring pursuant to this right. f. Landlord's Hazardous Materials Representations. Landlord represents that Landlord has no knowledge of the presence of any Hazardous Materials on the Property. Landlord represents, warrants, and agrees that Landlord will not knowingly permit any third party to, use, generate, store, or dispose of any Hazardous Material on, under, about, or within the Property in violation of any law or regulation and Landlord will not use, generate, store, or dispose of any Hazardous Material on, under, about, or within the Property in violation of any law or regulation. 28. Insurance. a. Workers' Compensation. The Tenant must maintain Workers' Compensation insurance in compliance with all applicable statutes. The policy shall also provide Employer's Liability coverage with limits of not less than $1,000,000 bodily injury each accident, $1,000,000 bodily injury by disease, policy limit, and $1,000,000 bodily injury by disease, each employee. b. General Liability. The Tenant must maintain throughout the term of this Lease, occurrence form commercial general liability coverage. Such coverage shall include, but not be limited to, bodily injury, third party property damage, and personal injury, for the hazards of Premises/Operation, broad form contractual liability, independent contractors, and products/completed operations. ii. The Tenant must maintain commercial general liability coverage with limits of liability not less than $5,000,000 each occurrence; $1,000,000 personal and advertising injury; $2,000,000 general aggregate and $2,000,000 products and completed operations aggregate. These limits may be satisfied by the commercial general liability coverage or in combination with an umbrella or excess liability policy, provided coverage afforded by the umbrella or excess policy is no less than the underlying commercial general liability coverage. C. Completed Operations. Tenant will maintain Completed Operations coverage for a minimum of two years after the construction is completed. 12 MINC Maren Antenna Site Lease Agreement 000090/3120011151764512 d. Endorsements or Provisions. The following endorsements or provisions shall be included in the commercial general liability policy. L The policy shall cover personal injury as well as bodily injury. ii. The policy shall cover blanket contractual liability subject to the standard universal exclusions of contractual liability included in the carrier's standard endorsement as to bodily injuries, personal injuries and property damage. Third party property damage liability shall be afforded. iv. Commission and the City shall be named as an additional insured on the policy. V. The policy shall provide that the coverage is primary insurance and that no other insurance affected by the Landlord will be called upon to contribute to a loss under this coverage as it relates to Tenant operations. Vi. Standard form of cross -liability shall be afforded. Vii. The policy shall not be canceled without thirty (30) days prior written notice of such cancellation being given to the Landlord (10 days shall apply to non- payment). e. Automobile Liability. The Tenant must carry automobile liability coverage. Coverage shall afford total liability limits for bodily injury liability and property damage liability in the amount of $5,000,000 per accident. The liability limits may be afforded under the commercial general liability policy, or in combination with an umbrella or excess liability policy provided coverage afforded by the umbrella or excess liability policy are no less than the underlying commercial auto liability coverage. i. Coverage shall be provided for bodily injury and property damage for the ownership, use, maintenance or operation of all owned, non -owned and hired automobiles. ii. The commercial automobile policy shall include at least statutory personal injury protection, uninsured motorists and underinsured motorists' coverage. f. Tenant Property Insurance. The Tenant must keep in force during the duration of the Lease a policy covering damages to its property at the Leased Premises. The amount of coverage shall be sufficient to replace the damaged property, loss of use and comply with any ordinance or law requirements. g. Notice. It shall be the obligation of the Tenant to notify the Landlord promptly of any pending or threatened litigation that would be likely to affect its insurance coverage. 13 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 h. Proof of Insurance. Tenant shall provide the Landlord with a Certificate of Insurance evidencing its purchase of the insurance required under this Paragraph 28 on or before the Commencement Date of this Lease. Tenant shall provide the Landlord with a Certificate of Insurance evidencing its purchase of the insurance required under this Paragraph annually on or before January 1 of each year that this Lease is in effect. Within thirty (30) days of Landlord's request, Tenant is obligated to deliver to Landlord an updated Certificate of Insurance evidencing purchase of the insurance required under this Paragraph. 29. Damage or Destruction. If the Leased Premises is destroyed or damaged, without contributory fault of the Tenant or its agents, so as, in Tenant's reasonable judgment, to hinder Tenant's effective use of the Antenna Facility, Tenant may elect to terminate this Lease upon 30 days' written notice to Landlord. In the event Tenant elects to terminate the Lease, Tenant shall be entitled to reimbursement of prepaid rent covering the period subsequent to the date of damage to or destruction of the Leased Premises. 30. Lease Termination. a. Events of Termination — 60 Days Notice. This Lease may be terminated upon sixty (60) days written notice to the other party as follows: i. By Landlord if Tenant fails to begin installation of Tenant's Antenna Facility within one (1) year from the Commencement Date or fails to complete installation and construction of Tenant's Antenna Facility within three (3) months after the commencement of installation of Tenant's Antenna Facility. ii. By Landlord if Tenant sells or attempts to sell, assign or transfer its interest in the Leased Premises under writ of execution or similar legal process. By Landlord if a receiver or trustee is appointed for Tenant's business or property and such appointment is not vacated within thirty (30) days of the date of such appointment. iv. By Landlord if Tenant makes an assignment for the benefit of creditors. V. By Landlord if Tenant's interest under this Lease automatically passes to another by operation of law except as provided in Paragraph 35 below. Vi. By Landlord if Landlord reasonably determines that a potential user with a higher priority cannot find another adequate location, provided that for a one year period after termination under this provision, Landlord shall not lease the Structure Leased Premises to another party with equal or lesser priority for the same use as that of Tenant. In lieu of termination, upon receipt of Landlord's prior written approval, Tenant may relocate its facilities to another location on the Structure, at Tenant's cost but with no additional rent, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant is 14 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. vii. By Landlord if it reasonably determines that Tenant has failed to comply with applicable ordinances, and conditions of the right-of-way permit described in Paragraph 1 or state or federal law, or any conditions attached to government approvals granted thereunder. viii. By Tenant for cause if the Leased Premises is or becomes unacceptable for technological reasons under the Tenant's Antenna Facility design or engineering specifications or the communications systems to which the Antenna Facility belong. Rent to be prorated through date Tenant actually discontinues use of the Antenna Facility. b. Events of Termination — 30 Days Notice. This Lease may be terminated upon thirty (30) days written notice to the other party as follows: By either party upon a breach of any covenant, term or warranty hereof by the other party, which breach is not cured within sixty (60) days of receipt of written notice of a non -monetary default and within fifteen (15) days of receipt of written notice of a monetary default to the other party (without, however, limiting any other rights of the parties pursuant to any other provisions hereof). H. By Tenant for cause if Tenant is unable to obtain or maintain any license, permit or other governmental approval necessary for the construction and/or operation of the Antenna Facility or Tenant's business. C. Events of Termination —Two Years Notice. This Lease may be terminated upon two years written notice to the other party as follows: By Landlord if Commission or City decides, for any reason, to discontinue use of the Structure for all purposes. d. Events of Termination —10 days Notice. This Lease may be terminated upon 10 days written notice to the other party as follows: By Landlord, if Commission or City determines in either party's sole discretion that the Structure is structurally unsound, including, but not limited to, consideration of age of the Structure, damage or destruction of all or part of the Structure on the Leased Premises from any source, or factors relating to condition of the Leased Premises. By Landlord if Landlord determines that the Antenna Facility unreasonably interferes with another user with a higher priority regardless of whether or not such an interference was predicted in the initial interference study that was part of the application process, provided that for a one year period after termination under this provision, Landlord shall not lease the Structure Leased Premises to another party with 15 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 equal or lesser priority for the same use as that of Tenant. Rent to be prorated through date Tenant actually discontinues use of the Antenna Facility. In lieu of termination, upon receipt of Landlord's prior written approval, Tenant may relocate its facilities to another location on the Structure, at Tenant's cost but with no additional rent, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant is obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. e. Other Remedies. In addition to the termination rights provided herein whenever an event of default occurs under this Lease and the Tenant fails to cure such default in accordance with the cure periods described above, then the City may, in addition to any other remedies or right available to the City as law or equity and those specifically given the City under this Lease or its ordinances, take any one or more of the following actions: i. Perform or hire a third party to perform for the account of the Tenant any obligation of the Tenant hereunder. The Tenant shall promptly reimburse the City for any reasonable expense incurred by the City. This Lease is a license for the City to act, and it shall not be necessary for the City to seek a Court order for permission to enter the Equipment Building or to act in accordance with this Lease. ii. Withhold approval of any permit with respect to the Property, including building permits for the Property. Require Tenant to discontinue its use of the Property until such time as the event of default has been cured. iv. Assess a lien against the Equipment Building any reasonable costs incurred by the City due to the breach of this Lease by Tenant not previously reimbursed by the Tenant and the Property shall be deemed to have benefitted in the amount and to the extent of such costs. V. Cancel and terminate any right-of-way permit granted to the Tenant in connection with the execution of this Lease. f. Time to Cure — 30 days. Except as otherwise provided in this Lease and except for those instances specified as having a 10 -day time to cure below, the party receiving written notice of termination shall have thirty (30) days to cure. For matters requiring thirty (30) days notice for termination, the two time periods shall coincide exactly. For matters requiring more than thirty (30) days notice for termination, after thirty (30) days the party seeking termination is no longer required to accept the cure. MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 g. Time to Cure — 10 days. Except as otherwise provided in this Lease, if a termination notice is based on an event of termination requiring ten (10) days notice or the non- payment of funds, the defaulting party shall be allowed ten (10) days to cure its default. h. Failure to Cure. If a default is not cured within the time allowed, termination shall occur automatically without further action on the part of the party who originally gave notice of termination. h. Notice of Termination. The parties shall give Notice of Termination in accordance with Paragraph 41 below. Such notice shall be effective upon receipt as evidenced by the return receipt or such later date as stated in the notice. i. Tenant's Liability for Early Termination. If Tenant terminates this Lease other than of right as provided in this Lease, all rent paid pursuant to this Lease prior to the termination date shall be retained by Landlord and Tenant shall pay to Landlord as liquidated damages for early termination 150% of the Annual Rent for the year in which Tenant terminates, unless Tenant terminates during the last year of any term and Tenant has paid the Annual Rent for that year. Non -renewal of this Lease is not a termination. Therefore no liquidated damages or termination fees shall be due to either party based upon the non -renewal of this Lease. j. Site Restoration — Lease Termination. In the event that this Lease is terminated or not renewed, Tenant shall have 60 days from the termination or expiration date to remove its Antenna Facility, and related equipment from the Leased Premises, repair the site and restore the surface of the Structure. Upon the Commencement Date of this Lease, Tenant shall deposit with Landlord $10,000.00 which shall be fully refunded to Tenant, less any amounts expended under the cure provisions of this Lease within thirty (30) days after the timely removal of the Antennas Facilities, and related equipment, the repair of the site and the restoration of the Structure surface to the reasonable satisfaction of the Landlord. In the event that Tenant's Antenna Facility and related equipment are not removed to the reasonable satisfaction of Landlord, they shall be deemed abandoned and become the property of the Landlord and Tenant shall have no further rights thereto. The obligations set forth in this paragraph will survive termination of this Agreement. k. Site Restoration — Hazardous Materials. In the event that Tenant's Hazardous Materials need to be cleaned up, Tenant shall have three (3) days from the discovery of the spill to either clean it up or submit a proposal acceptable to Landlord for clean up. If Tenant fails to either clean up the spill or submit a proposal acceptable to Landlord within in three days, Landlord shall then be entitled to clean up the spill at Tenant's expense without further notice to the Tenant. If Landlord cleans up the spill Tenant's expense, Landlord shall be entitled to reimburse itself out of the $10,000.00 Tenant deposited with Landlord to secure site restoration upon Lease termination. If Landlord so reimburses itself, Tenant shall have ten (10) days from receipt of written notice of such reimbursement to deposit an amount equal to the amount reimbursed with Landlord. 17 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 31. Antenna Facility. a. The Antenna Facility is Tenant's personal property and not fixtures. b. Tenant has the right to remove the Antenna Facility at any time without Landlord's consent. However, Tenant's removal of Antenna Facility would not change Tenant's obligation under this Lease. C. Landlord acknowledges that Tenant may enter into a financing arrangement including promissory notes and financial and security agreements for the financing of the Antenna with a third party financing entity and may in the future enter into additional financing arrangements with other financing entities. 32. Limitation of Landlord's Liability. If Landlord terminates this Lease other than as of right as provided in this Lease, or Landlord causes interruption of the business of Tenant or for any other Landlord breach of this Lease, Landlord's liability for damages to Tenant shall be limited to the actual and direct costs of equipment removal, relocation or repair and shall specifically exclude any recovery for value of the business of Tenant as a going concern, future expectation of profits, loss of business or profit or related damages to Tenant. 33. Temporary Interruptions of Service for Public Health. If Landlord reasonably determines that continued operation of the Antenna Facility would cause or contribute to an immediate threat to public health and/or safety (except for any issues associated with human exposure to radio frequency omissions or radio frequency interference issues that are regulated by the federal government) Landlord may order Tenant to discontinue its operation. In that case Landlord shall simultaneously provide Tenant with the basis for Landlord's determination. Tenant shall immediately comply with such an order. Service shall be discontinued only for the period that the immediate threat exists. If Landlord does not give prior notice to Tenant, Landlord shall notify Tenant as soon as possible after its action and give its reason for taking the action. Landlord shall not be liable to Tenant or any other party for any interruption in Tenant's service or interference with Tenant's operation of its Antenna Facility, except as may be caused by the willful misconduct of the Landlord, its employees or agents. If the discontinuance extends for a period greater than three days, either consecutively or cumulatively, Tenant shall have the right to terminate this Lease within its sole discretion. In such case upon the complete removal of Tenant's Antenna Facility and the repair and restoration of the Leased Premises Tenant shall be entitled to a refund of prepaid rent, prorated from completion of the removal and restoration date, and Tenant shall not be required to pay Landlord any liquidated damages. 34. Tenant Interference. a. Interference Generally. Tenant shall, at Tenant's own expense, maintain any equipment on or attached to the Leased Premises in a safe condition, in good repair and in a manner suitable to Landlord so as not to conflict with the use of the Property by Landlord. Tenant shall not interfere with the operations of any tenant using the 18 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 Structure and shall not interfere with the working use of the water storage facilities thereon or to be placed thereon by Landlord. b. Structure. Tenant shall not interfere with Landlord's use of the Structure and agrees to cease all such actions which unreasonably and materially interfere with Landlord's use thereof no later than 48 hours after receipt of written notice of the interference from Landlord. If Tenant's cessation of action is material to Tenant's use of the Leased Premises and such cessation frustrates Tenant's use of the Leased Premises, in Tenant's sole discretion, Tenant shall have the immediate right to terminate this Lease. C. Higher Priority Users. If Tenant's Antenna Facility cause interference with higher priority users or with pre-existing tenants, Tenant shall take all measures necessary to correct and eliminate the interference. If the interference cannot be eliminated within 48 hours after receiving Landlord's written notice of the interference, Tenant shall immediately cease operating its Antenna Facility and shall not reactivate operation, except intermittent operation for the purpose of testing, until the interference has been eliminated. If the interference cannot be eliminated within 30 days after Tenant receives Landlord's written notice, Landlord may at its option terminate this Lease immediately without paying liquidated damages to Tenant. In lieu of termination, upon receipt of Landlord's prior written approval, Tenant may relocate its facilities to another location on the Structure, at Tenant's cost but with no additional rent, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant is obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. d. Relation to Other Termination Rights. The rights contained in this Paragraph 34 are in addition to any other rights the parties may have under this Lease. e. Interference Study - New Occupants. Upon written notice by Landlord that it has a bona fide request from a third party, Tenant agrees to provide Landlord, within thirty (30) days, the radio frequencies currently in operation or to be operated in the future of each transmitter and receiver installed and operational by Tenant on the Structure Leased Premises at the time of such request. Landlord may then have an independent registered professional engineer of Landlord's choosing perform the necessary interference studies to determine if the new applicant's frequencies will cause harmful radio interference to Tenant. Tenant shall not be obligated to pay for such interference studies unless the Landlord or other higher priority user requests the use. In that event, the Tenant and all other tenants occupying the Structure Area shall pay for the necessary interference studies on a pro rata basis. f. Interference - New Occupants. Landlord agrees that it will not grant a future lease in the Structure Leased Premises Area to any party who is of equal or lower priority to Tenant if such party's use is reasonably anticipated to interfere with Tenant's operation of its Antenna Facility. Landlord agrees further that any future lease of the Structure Leased Premises Area will prohibit a user of equal or lower priority from interfering with Tenant's Antenna Facility. Landlord agrees that it will require any subsequent occupants 19 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 of the Structure Leased Premises Area of equal or lower priority to Tenant to provide Tenant these same assurances against interference. Landlord shall have the obligation to eliminate any interference with the operations of Tenant caused by such subsequent occupants. If such interference is not eliminated, Tenant shall have the right to terminate this Lease or seek injunctive relief against the interfering occupant, at Tenant's expense. If Tenant elects to terminate this Lease due to such continuing interference, upon the complete removal of Tenant's Antenna Facility and the repair and restoration of the site and the Structure, Tenant shall be entitled to a refund of prepaid rent, prorated from such completion of removal and restoration date, and Tenant shall not be required to pay to Landlord any liquidated damages. 35. Tenant Assignment. This Lease, or the rights hereunder, may not be sold, assigned, or transferred at any time by Tenant except to Tenant's parent company, affiliates or subsidiaries or any entity acquiring fifty-one percent or more of Tenant's assets (whether by purchase, merger, consolidation or otherwise) in the market defined by the Federal Communications Commission in which the Property is located. As to other parties, this Lease may not be sold, assigned or transferred without the written consent of Landlord; such consent not to be unreasonably withheld conditioned or delayed. 36. Landlord's Consent to Collateral Assignment. Landlord hereby consents to the assignment of Tenant's rights under this Lease as collateral to any entity which provides financing for the purchase of the equipment to be installed at the Leased Premises. 37. Landlord Assignment. Landlord may assign this Lease upon written notice to Tenant, subject to the assignee assuming all of Landlord's obligations herein. To the extent that Landlord grants to a third party by easement or other legal instrument an interest in and to that portion of the Structure and/or Property occupied by Tenant for the purpose of operating and maintaining communications facilities or the management thereof and in conjunction therewith, assigns this Lease to said third party, Landlord shall not be released from its obligations to Tenant under this Lease, and Tenant shall have the right to look to Landlord and the third party for the full performance of this Lease. 38. Condemnation. a. Termination Due to Condemnation in Whole. In the event the whole of the Leased Premises is taken by eminent domain, Tenant may terminate this Lease as of the date title to the Leased Premises vests in the condemning authority, and rent shall be prorated through date Leased Premises is taken. Tenant is not required to fully restore site. b. Termination Due to Condemnation in Part. In the event a portion of the Leased Premises is taken by eminent domain, Tenant shall have the right to terminate this Lease as of said date of title transfer, by giving thirty (30) days' written notice to the Landlord, and rent to be prorated through date Leased Premises is taken. Tenant is not required to fully restore site. 20 MINC Maren Antenna Site Lease Agreement 000090/3120011151764512 C. Award. In the event of any taking under the power of eminent domain, Tenant shall not be entitled to any portion of the award paid for the taking and the Landlord shall receive full amount of such award. Tenant hereby expressly waives any right or claim to any portion of the award including all funds, awarded as compensation for diminution in value of the leasehold or to the fee of the Leased Premises. Tenant shall have the right to claim and recover from the condemning authority, but not from Landlord (unless Landlord is the condemning authority), such compensation as may be separately awarded or recoverable by Tenant on account of any and all damage to Tenant's business and any costs or expenses incurred by Tenant in moving/removing its equipment, personal property, Antenna Facility, and leasehold improvements. 39. Hold Over. If Tenant remains in possession of the Structure Leased Premises beyond the period described in Paragraph 30(j) above, without Landlord's consent, in addition to any other rights Landlord has under this Lease, Landlord shall be entitled to all remedies available at law or in equity, including the right to elect to treat Tenant as a tenant from month to month, subject to all provisions of this Lease but with Rent increased to one hundred and fifty percent (150%) of the prorated rent applicable during the month immediately preceding such expiration or earlier termination, unless the Parties are negotiating a new lease or lease extension in good faith. 40. Attorneys' Fees. In the event that either party to this Lease shall bring an action to enforce any rights hereunder, the prevailing party shall be entitled to recover costs and reasonable attorneys' fees incurred as a result of such action. 41. Notices. All notices hereunder must be in writing and shall be deemed validly given if delivered personally or if sent by certified mail, return receipt requested, or by reliable overnight delivery addressed as follows (or any other address that the party to be notified has designated in writing): Landlord: Golden Valley -Crystal -New Hope Joint Water Commission Attn: Chair—Tom Burt 7800 Golden Valley Road Golden Valley, MN 55427 and City of Golden Valley Attn: City Manager — Tom Burt 7800 Golden Valley Road Golden Valley, MN 55427 and City of Golden Valley Attn: Public Works Director -Jeannine Clancy 21 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 7800 Golden Valley Road Golden Valley, MN 55427 Tenant: Verizon Wireless (VAW) LLC d/b/a Verizon Wireless 180 Washington Valley Road Bedminster, NJ 07921 Attention: Network Real Estate 42. Authority. Each of the individuals executing this Lease on behalf of the Tenant or the Landlord represents to the other party that such individual is authorized to do so by requisite action of the party to this Lease. 43. Binding Effect. This Lease shall run with the Property. This Lease shall extend to and bind the heirs, personal representatives, successors and assigns of the parties hereto. 44. Complete Lease. This Lease constitutes the entire agreement and understanding of the parties and supersedes all offers, negotiations, and other agreements of any kind. There are no representations or understandings of any kind not set forth herein. 45. Amendments. Any modification of or amendment to this Lease must be in writing and executed by both Landlord and Tenant. 46. Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of Minnesota. 47. Limitation of Liability. Nothing in the Lease shall be deemed a waiver of any limitation of liability or defenses under Minnesota Statutes Chapter 466 or any other provision of law that Landlord may have against a third party. 48. Severability. If any provision of this Lease is held to be illegal, invalid, or unenforceable under any laws effective during the term of this Lease, such provision will be fully severable. This Lease will be construed and enforced as if such illegal, invalid, or unenforceable provision had never comprised a part of this Lease. The other provisions of this Lease will remain in full force and effect and will not be affected by the illegal, invalid, or unenforceable provision or by its severance from this Lease. Furthermore, in lieu of such illegal, invalid, or unenforceable provision, there will be added automatically as a part of this Lease a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable. 49. Memorandum. Upon request by either party, the parties agree to promptly execute and deliver a recordable Memorandum of this Lease in a form acceptable to both parties which may be recorded by the party requesting the Memorandum of Lease. 22 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 SO. Quiet Eniovment. Landlord warrants and represents to Tenant that Landlord owns the Structure Leased Premises and has full right and authority to lease the Structure Leased Premises to Tenant. So long as Tenant is not in default under this Lease beyond any applicable grace or cure period, Tenant's use and quiet enjoyment of the Structure Leased Premises will not be disturbed by Landlord or any party claiming by, through or under Landlord. 51. Waiver of Landlord's Lien. Landlord waives any lien rights it may have, statutory or otherwise, regarding Tenant's Antenna Facility, all of which shall be deemed personal property, whether considered real or personal property under applicable state laws 52. Waiver. No provision of this Lease will be deemed waived by either party unless expressly waived in writing by the waiving party. No waiver shall be implied by delay or any other act or omission of either party. No waiver by either party of any provisions of this Lease shall be deemed a waiver of such provision with respect to any subsequent matter relating to such provision. 53. Right of First Refusal. If Landlord elects, during the term (i) to sell or otherwise transfer all or any portion of the Structure Leased Premises separately from the sale of the whole Property, or (ii) grant to a third party by easement or other legal instrument an interest in and to that portion of the Structure occupied by Tenant, or a larger portion thereof, for the purpose of operating and maintaining communications facilities or the management thereof, with or without an assignment of this Lease to such third party, Tenant shall have the right of first refusal to meet any bona fide offer of sale or transfer on the same terms and conditions of such offer. If Tenant fails to meet such bona fide offer within thirty (30) days after written notice thereof from Landlord, Landlord may sell or grant the easement or interest in the Property or portion thereof to such third person in accordance with the terms and conditions of such third party offer. For purposes of this Paragraph, any transfer, bequest or devise of Landlord's interest in the Property as a result of the death of Landlord, whether by will or intestate succession, shall not be considered a sale of the Property for which Tenant has any right of first refusal. 23 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_12 IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year written below. LANDLORD: Golden Valley -Crystal -New Hope Joint Water Commission By: Thomas Burt Its: Chairperson Date: City of Golden Valley By: Shepard M. Harris Its: Mayor Date: By: Thomas Burt Its: City Manager Date: TENANT: Verizon "less (VAW) LLC d/b/a Verizon Wireless zyn ra sey Its: Are a President Network Date: 3J l Lj G3 MINC Maren Antenna Site Lease Agreement 000090/312001/15176455 EXHIBIT A SITE PLAN OF THE "GROUND SPACE" See Attached. A-1 MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_5 LART. A. OF noo Pb.. 13—.. d.a., PIP E - -- —, .1,0 INN 0—I.. —trlc M INIZ: R— ,a EZ... G . &A S D-1. so. IK GA" )—t. g.. p..p .CR . —4. 1-d— nydr.nt—P•VICINITF -MAP SEC. 32. T%P, I IS, RM. 21 NVO 'IN�V D .11� 1— E_ AA LP A Img .c D. -A. —d DD . -. --d PEP D... P* - PIP, I.R P K 0:.. . 2'Zol—W. P.P. RCP D ..t. ---A - P, IT 1 0 It, tooV =to crb ItrompTS o ... I. TRANS 0-11 WE M.- Z."'— I.. V :V 0......m: — — J.', .. 0...t.. —1., Li I .... t ".. -PL )—t. ..'. I... SPCG t.. �—d. I h—y —Ify I- khi. .,.y, pl A vAp—d by — ., ..d., mydi— ---one W, U� .... d L.d S.r.naw tnv - bo - .1 th. MO..t Doha thl, Sth d, o1 A,— 2012 SLNOE LAND s RVE11G, LLQ PR AttS L—d F. P.L.T. 0 I/ ROUTE W. `+•—j fill I.. j j."i 3-- 4-, • H z:t aw. q Ok P ail 2 'IV am ui I LIT I 30 0 30 IN, SCALE Tom IN TEE, Ft -w . - - .. -I-. . Pnllion —It.d I.— .. — . NAo 63 1 -rd -t. —.1- .m.. — . '3 UIVIJ& AMC MA LANDSUMEM 7800 GOLDEN VALLEY ROAD L-11— - IT 93-22--tt' MvTz'," MA, GOLDEN VALLEY, MINNESOTA 1 a 2 DESCRIPTION OF PROPERTY SURVEYED (Port .f Lend dthi-d Ih US TITLE SMUTIWS, Report of Tltl,, File Na. 39144-MN1202-5030. Refwmce No. MINCIAt-. doted 2/15/12. E.Om- tnry 2/1/12) Let 1, 81- 1, Gdden VneY Gdc Center P.U.O. No. 56 Ind Add11., He nepN Canty. Mnhdwto. warty I born Amtr.et d T -ii Th. T.- Cd,UR.dt. of Thl, No. is 750279. Pr A,ty Ad-.: 7800 Golden Vdl. Rwd, Gdden Volley. IN 55427 PLAT RECORDING INFORMATION The d., of Gdden Vd1ey GNc Cehlw P.U.D. Ne. 56 2nd Addllim .o - of record en AI It I, 1990 h tM1e dKce If the County R.- . Document No. 5687331amd m July ]I, 1990 In \he .flit. 01 tnd R.,w- of Till- . Document No. 211]493 ( ] 8 ... ing..na/or d -h- Ilabd .ithln --A ora p.• Plat I, record dwummb. TITLE COMMITMENT US TITLE SOLUTIONS. ReDert of Tllle, fie Nd 39141-MN1202-50]0, Reference Ne. MINCM,,d.. doted 2/Is/12, ExemNae Ineu 2/1/12..« .eyed upon o. t. motlwa .f crowd. Schedule B Exhibits: Suray r.lPletl Ilemc (E., I. and 114- a Way) 7. Eodemmt by Minnewlo iiR-dy -p.,,. D,lo.we cwpwellm td VIIog. of GO- Id.y. Hdnn«N Cwn1N MN -III. d.led 9/6/1957 lwwded 9/11/1957 N In,lrwnmt NP }0 63025 Note,: E.e.mml for Public Hlgh.oy Cl.d. C, -.q PurP«ee (Lt.. north of w thid wap] 8. EPeemml by him. .t. WAAk- RPY.dy Cwnpmy, o D.Iii r c or.11m lid VWpge of Gdden Vdlpx d muhki111" 1 cwpwolon mow the ID.. If In, Stdte of MM -d. dried 9/1/1957 N,coId2/27/1.38 N Metrwn,nt No :]104474. .- E.emml for S Uly SA.w Swl.m [Lid. oath of wr.wd 9. EI- ml by Eugene J. Gluek, F -A L. A-04. OPriny L. Q-. dA trudge. mow 1M germs .f -zi S -t Liquidating Trva1, dole CIA- m 8. 1959 wd Arm6 H, Ii.dnlcA, unmwried I. the VW.ge .f Gdden -Iiih o mmkipd cwpw.11m undw th, lora 01 the State of MMnewlo. doled 10/1}/Ip66 rrowtled 2/2/196) N 1--t N. :3644126. Ault Goin peed df Edaemmt for Sheet. Reed and Utility Purpose. [Loa awth .f .urvewd wed] 10 Eodemmt by vYlwe of Laiden Vdky to NPnm- Sldtea Ph- Cempmy, o MNnea.le N.I.�lm, rid- 4/6/1971 recorded 4/23/1971 N L -t Ne :388WSA. 1Mm.9.wnd EoA- for EI-Iic [Lie. oath of «r«yId wed] 11. E..Wnml by Comfy of Hmnwih to Northam Slotea Pcompmy a 1ANneaot..9rpwp1lm, doled4/6/1971 ..woad 4/23/1971 N k.(-A,t N. :3880356. Nae,: Und g -d E ... mmt Iw Eldelrk [LI., nwlh of -Ad we.] 11. 1*,emml by the VYlwe .1 GcwpwN dh entl body pried. under th, Io.A o1 th. sloe el - .mo to C_ ITdden Vd1ey, . or HannwN, ti body pd tiI d.d .orppmt. under th. lard It th. Slob 9f IN«dap, mIN 5/11/1976 recorded 5/18/1976 N Inalrumml N. :3833146. Nobe: P-Ity I 1Id E.emml r.wwllma ea tiled N DIN [Lin oath d1 b -,Id . n] 13 E.- by City .1 Gdden V1111Y. It -111pd co oral.. - thA k., of thd Sldtd o1 I- It. to Nw ung and R,ddMdi nt A.-Ity If W-en Vogdy, M ee10. o U.. .dor th. Id., of th. Slab .f MI -Ail., dated 1/23/19M recorded 2/1/1980 h Imtrumml N. 4541.6. Nolo: Prwwty ie ..Mete to E..mmlraw Um I. cited N Deed [Lee, east of w.ewd 14 EOawnml by City al Gdden valley, o muhlclpd c wall- Intl. the 1... °1 the SIN of P It, C.unty If Hennepin, 0 body b -II, m Orme .odor IM1d 1.�d If the Sorb d1 awed, dated 4/2/1981 --Aril 4/8/1881 M Inbumenl N. :4635844 NP - Quit Goin 0«d .I EPe.mm1 for Obvemy [.horn m wrny] M EII-I by Gty of GM.. Videy, o mmicpd cw -ldh .odor IM Ira .1 the Sit- of MNnewla Io Canty df H.m.pin, o body pdrlic and c wale u -the Ip If th. Sleld .1 MMhneld. doted 4/2/1961 recorded 4/6/1981 h Iha,h- No :4635843 e N.- weny I wbkcl to Et --A . 6- M DIN [Li,. oath of --d dao] 16. Eot by Cwnly a Nmn.N, a pay pdiU. and corp - .odor thd 1. .f Mi-I.I. I. CityfordemmGdden Vdley, o mmkpdit, untlw the IP.. of Iinnawl., tleI.d 6/27/1989 racwtlN II/I4/196. N Inelrummt No :3385082. Ndl.: Easement Iw SA.m [Lee, oathOf u yN w.] 17. Ed.- by City of Cdd. VdR.y, d -d 12/15/1993 crowd" 12/27/1983 h I.N-- No :2438987. Nii-Oedwllm pl P-- E--- Iw Street Right If Idlyentl UIYRurpos y Pe, [Mem en __ u A 1e Eoawnml by Clly Of Galosh V.IMy, d.lN 5/25/1994 r.-diid 6/7/Ipp1 N In.IrvmNl No :2523029. Nola: Cwr.tim o1 P. -III EOaemehl DNi,ii- [dhom m wary] NOTES I.) LPCPIim and ,Ida .f underpwnd uUi Wa dorm Ahern are oppo.AnIt. m1y entl we Nom bo.d m fetid loc.lim d1 Iubib R.Iu... N .mbNmkn .INP YPbI. a.b mdda.a by .rood . yr... the«c utUt pound m. Iro - m� Md.mEee I, due Odi b5tdle y cwnpmti..M1.e 9 dependent m tin C.R. ILA" n w 8°326342.1 Nlli III Nem w VIMNIa 116-- . orb -Aro .cad me10 et• h1.�VMlI .1 Ut llle.�ritk.l IP cmatru.lim Pr tleelpnpnP Y Al Y 2.) Cmbcl GOPHER STATE CNE CALL PI 651-454-OOD2 (600-252-1166) for maria. mule loculi- PI .01Rk, prior I. my .c. U- 3.) Survey c.Prdnole and b -'g arises: HmnwN Cwnly CowdMolA swam NAD 63. roes Adw.lmml. e-, -1be N prwoeed aw.pllma we b.N m Gda.n v .y CNc amen PUD N.. 56 2hd AEd0iw Iw .optic ly 4) CmdRlma nd Ynpev,mmlA Nom ora Der Bud ark -pi.bd m (kt- 9. 1008. BENCHMARKS fBM) 1.) Tw .1 1.p nut .I INe M1ykrml north pl mar Id.er. EN.- . 910.44 fel (NGw 1929) 2.) Td,, If sNof valor -.1 of cIW eNmed EI«md11m . 911.01 teal (Ncw 1929) Do1N Inia 6th dry PI ,M��e, 220012 artif if by. Lemwd F. - Ii.. P.L.S. MMA, Lk. No, 44890 Od-d: September 20, 2012 PROPOSED ACCESS AND UTILITY R IT ♦ 20.00 CiwI, CA.A, PUO Non56 2nd A- m.n.c erdhIf o, glolh.I-thie a plell. e rro, V.win Cwnly. MI-1-1,ly1Iq h U -y. -th--yand -Ally o( d dd) q o . I .... - d clh9 01 0 .INy corn, If aoid ad 1.0 1 d rine bainq the north -t a At Lot 43, Audilw'a SubdiviaionNe. 360, --g cordae 0.1 Nweolpark H n County; thence S -h I dap,. 00 "' •17 ae moa Eoat..wmdtl b.wihq, dmp d reetwly IMA el aoid Lot 1. di -1- .1 1278 I«L lnmca Nwln 86 tleg.e A 2C --A 02 as mea Ee . 01 95.51 test; tocDoh1 South C E.yren 46 -M 1 51 a mda EAAt d di ': 0 1.87 - to Ihat .f b.ginnkp of th. It.. le bd«. e paid Inmce North BB dep.ea I} mnutea N s dA E- o diel-. 01 110.50 NAT; ihm. Sdulh 31 degr«A OS -1-12 e A Edat d dal.,, 01 71.51 N.1; thence wl Sh 5 deaees: rAD mhutea 41 a e1 E -d di.tm.. of 40.69 f,AI; thth....Swth 0 degr]e mnutea 09 ae onde E.. o R.I.- of 324.78 feet I, tn. awlnw,INy N,. of aid Lol I entl oro INe lone twmihdthq. PROPOSED UTILITY ROUTE A 1000 for dads and Pwo. mat port dP1, &wk 1, Gdden 'Idly CNc C. tw PUO No. 56 2nd Adepten, dccwdlnq I. th. r-dN mol th-, m Canty, M ...t., lying nor «a1.Hy e1 and .dpi -9 A An. nc,I- . chq . w1y clam.,. k petit b.Nq - Pf tot 4J' Auditor'. Sub-.ohf ...-id o corlNq to to �wtled 1plol t erw1, apid H n Cwmty, tom« Sw1A Icds9rro 00 mnu1. 17 I]. E.at, PeeumN pewM9 o mq o ..lady INe d sop lot I 1 dialmce . .,. I«t t. th- It- of 11111-9 of the the Id be d.crpel: the- Nwlh . deg1., 20 -not« 02 • mda E.I. dm9 d h. -ft., n - t.., %th. . dlalm. f 65.49 1- and cold 'Lha A'1 oars tti,- Mq: th-.-A,Nwtn 86 dap«. 20 minute. 02 -- E- o ft -ii o1 ]0.02: thence II -A 8 de9r... 46 mnulda 51 .onde Weal . dlstmte 01 29.45 teal t.. point wr.d le . 'Petit A uing Nd -0 degree. 46 moot. 51 d- p datmce of ).]6 h-;d wk Iwo tnwe A -witting. ,1.1- .IIA .300 1w1 rwip dwr, uhdel,md --iiNoe pore 01 ..p Lot I lying 2.50 IeN m°ce h Aide of o nlwlh, d-1- « b.1-ing .1 the il-I el aIid 'LNA A': th... Swtn 15 dewdea 13 mnutea 30 hi -d. W.1 0 dint, . 7•47.65 f..k 1 e South 0 degree. 39 m ea JB .e da Enl 0 01 651n and Ad e Iermhdlhg.T doth.. .tela 6. p .need or .-= le I_ -A at abid 'LNe 1A entl R. Ad-ly .Ah -. Tog.thw w e 5.00 tort res w. 1- pore o lying 2.50 lest m Alda o al 1-1 descrged I. baginnhg dt aelL-PONT tNmn Swth 89 edep.e., 13 moue A OB .ec P df.t... At 7.M Int: nmte SwID D d1gm11 41 -It.. 21 .. mda Ea t a Obtmc. of 8.67 feel; e $w1A 9 da9.... 51 mhute. 47 «mtla Weat a d1AA a If 10.70 NN: thence Swlh 41 d1-1 01 --14 We.l o d.1 -.f 27.40 feet 1. dNl __h., referred It, a ce South "PdnI B'; t AO tlewdea 27 -in 19 « wa.dW- dl. -A el 16.15 110: then. Swth 49 depeea 52 mMulea OD ascend, W.I o dltonu of 4,80 idol and .oitl cmlenhe these Iwminollnq. TdpelMr -th a S.feel res -11, . qa Ihot Dort o sok Ldl I "h. 2.50 feat on e.cM1 aide of a enlmline de nibed da beginnhq et add 'Point B': th-c. 4 degr.. 42 mMulea 15 aecmda W.1 o IIID.. 01 57.25 1.1: . South 2 degr.. 29 mnutea 31 • mtla E- I dNm. of I9.. bN l0 c Pohl n r wr.d to .. 'Point C.aI m -i.. South 2 dw... 29 A. ]I eenE� E.al p dllonca of 9.21h1.. and aid -A-I, Ih- lIWNmmhotinp. Th. uddin«h Nonh6. pe55 me„.mtiv of k rese. to b. Prdmgd w --Id tWo ntN Ween III I-.. At the NN eeewoed --in. ane Ila awlhe.Inly .boson. ' p - . 0.00 5legit rag. -1.- .r and ave . L- gen .1 .Pk Lot 1 lying 2.50 I_on each tide of o .ntrlMe ..tided . beylnnhg dl wk 'POMI C'; thence-th B6 defile. 22 m va 55 . Anda E.At I dalmc. of 38.58 fe VIA- North 30 111,,-24 m .u10 ae M E. o open.. al44 fe ..1 aoid Cmtcnlnd I -A lmmih-g. ThA Aid --A el sold rate are I. III b,b 9 d or nI,x. IP . nob el o ..nice b -11, 7 d.g... 12 m ea 51 mda Wet If= the I-. of the tort dewrb.d Cent- - Il. s.,h..lwly evl.h.im. PROPOSED UTILITY ROUTE (Westeli 39! orb . order and . . the -hIo.00 bene hath 12.77 - .1 Lot Audloa Su6ddeim Ne. eJ60, --in, to Ins recorded mol Inwcol, HenhepN CwnlY. MNnewla. DETAIL i n w� A -1 Cd- N LdT w'41' fi - 1. padtx vAu6y w Add, mi- w % w Lm AS. MW. IMO. x0. Sw �� 1970< � _ •..• •arra I _. 'Ts _ PRGW0.$O 4-I[y'AAIU%4rdy,@�. idyni''= MVANrs 'f 4 r AC/XaS AAO f/7$/rY ROUTE yJ'RCVO.SED ' RR 7ENAII 11 +Ids 6 U7w.yry �; iIdI.nd. RW7m xrlral`. 0, Y_y3 0 20 41) p SCALE IN FEET�L..F1 .. bq y e in I If 6 loll 15 b:& iswl U91 III gliblb vee P1 1 / t 22`ui �f F" � e s.; �� if N.J Ili Wiz a o> z g Q P�� s �� ❑ w3 Ymuauiuo / °� V- V- — I A �If7' /A y LL LL / /JIn Q V A J a CU N / D DaD ^2 ❑ p p I I � o p of a i Y 4 � h A \ S IIIA > �Jd UGE UGE LIGE —_ gi I EXHIBIT B "STRUCTURE LEASED PREMISES" ILLUSTRATION See Attached. I'M MINC Maren Antenna Site Lease Agreement 000090/312001/1517645_5 OLU Q � �." 2: $ m MONO N m Q I A-- >� O O P m 2 P 3 80 Qa FO A-_ A _ A �� A _ A _ A _ A ~ A -A i n II L II all II \\ UGE U UGE UGE GE DGE NOlye �� as 3P 0 \ / N Vi CD Mom P'l nl ' ,r ycroa err u e Fal TO. l/�� Z nc Nl ML% C:) i d „ �z , h Z W § a A � ee�e• I�I ueee � aim; H: 1111-1111 MEN 11-0 ��@ �S��plp9�EF34tlMEMO P'l nl ' ,r ycroa err u e Fal TO. l/�� Z nc Nl ML% C:) i d „ �z , h Z W § a C F- Q � � ft Zfns �w &�24, z �� w Z� z Z A-Ili SwQ 9> °av�!' w�� w: m �o C v V. 14. i* mG 7{ tl I: mNz + :I Z i' g oSrc i�O 1: lu ofif I.- VQi1, dmOm MwNo i ..30 .._.. f r WIL . w QaQ �. n m� a. JO "r i t '! it )V: w fli Wi< f h a \� r � X�- } Zy 66 r y F 211 z ,ePj &a NJba wZ i Z0.CV 4S _ N a oz wF w o 8p� � rriNI Z =1e of i &g o c n i z, W £ W eeo� W XF U; CZ wo 0H 1W I a¢ ED "-0 Sa �� j �W ro ?Nntlorc _ .9 oa J 3E� ay o c 6W9 c 'Y dfl pY 19 L g�W UA S n a� UX saw ZRRo Ww� 3 • i< - o;F •• oZ.4 � �W w ; W9W F. 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MW_m deb, 2/,b/, 2, 64-1 W. 2/1/12) lot I, &we I. C.I. Veep Clrb Pn Y:00, No. !e ]p Aa,llbni 7bp•pU County -.1. T^epxly-le eetn Ab.irvtl and 1wreln lama L'4+tltfle vl i114 N.. k ,-1y Alaaw: 7600 Caeca VAI.y Rmd, Gxdn V4M Mil 55427 PLAT RECORDING INFORMATIONTh. 1990 LIN• elleco Y W f IY lwwOw q podvld.nleNoad546JJJ1e1p m'Jdy JI, 199. yy Yr Ac :1.w aI 1ne Reµ:Mer of 11dw a: O9wwnt ab- ]IIl1Y7. (1 e.nlrg. caw/n 4rrn:n. pore r:rk we&H. . p1. ebl w wlwa pinm.nb. TITLE COMMITMENT lR D>lC SlllUyuMS, ppM el TRIC )1c Me. !0144-uHI1D3-50.10, R:twrpe Ne. WNCMa•A' pl.. ]/16/11, E.w:p.aU�v ]/I/la: .n .eMd W 10. .nu1lew v _cad. SGh.d.f9 B FNhlbllr... n,nwv :Yew n«nn (Fwmnr Ktl q.h4 of Wp) 7.,Fpem' 0 by wMMw eta WW'. Ralpy ComOnY•.. Derawa Iwpaolbn I. Mage If W4,VOtY. Mlnnepk-Cam MIIIud., tbd 9/6/195) tt W 9/11/1957 N Inalwmtnl Ne :108!020. NII.d; Fpwnant b POP, N1yhn.y G,I& 6p I V Papp. [Lir MM K wmM 1.1 & Fpwn:nl by Mtw.wb Wulxn Rat pY C. -Y• a Iwp _ It _r 1 Wd,n �E•d 2/27/1958 kn Ylelranl rm:l eHe.. O .' Nn 11.1. 01 M-.11. domed 9/1/1057 Novae Epwnpl b S ftb,, Suer Stefan [Liu 1- el myed aw) 9. aMvrrI 46E 11111. -, Frwi. L-MmmHd.." L OW.. v.I.-- IMI— a q T 1 pie aeceml.r1, 951 m„ Amt .- -- d can rka v.1a0e 11 Wtn VWp, e w .rwlen p e.' a lM Lbr:.1 11 Ine 10/I!/Iro6 wemwd t/]/196) b nw•um.nl 1 P-. .JIM No4.�iPrdaGo:m DeW a [ew�'Hn{ 1. SU«I: Rep end W.IIY Pwpewa (c,a pan .( .wwpa seo) 10. [mwpnl 0.Y V4tye vl-Oaan Vaky r xwlnwn Star perw <wnpenY• a 4kneaele �Pwo ealN ./6/19)1 ,e.:wa.di/Y1��Ip]I F n cam ,]6Mig4. awgav,W [ewmnl Ica Ckakk [lbs n..1M1 0.1 caw] a Ewe,mnl by Co y If Mh wbin 1. NMnwn flKw !0..w Compny, a Wp...r A, 4/4/1071 apwell.r<44/1071 �e C Id emwl/19umw W : la�emwr 0...e) I]. Gerwnc, by 1M atop el .eevn Vdey a awpaetM ap epy.panr .nax Ne knl N n7 I, M f0. fe:n1Y el MempU, a D My'W k, on papae2e unEn n• 1p. a Iha S,d. .1 Yhnwab. Ileo" 5/11/1976 -4W 6/16/1978 M UwrumeM Mo :3977146. M Nope b w ).O W Fawnnnl we Ithb. 1..1t•d k M•d [L,. halo of -aur d net) 17 Fe•xnwl by O1,a I,rp vtzy. 0 1*.,a ea .Oe M_ U. lap .1 IM 6461. If Ykepola to N. pd R4developm.1 Aulho'dy el' Caleen Y4Way"rb' eta, d tapZ. I- tlx the I 0 W9:A9, 01 4inawlN ml[d {/20/19411 Iwwdea ]/ /040 k'In.Iru:rlKl No 454". No1ex 1—., b wb9e! le Em.almt lea 1hon p alp k Dal [!lee pf1 01 el 0. a.0.] 14. IiII wt1 by tl1Y M OWan VaOp, . In1r/vlptl-de,porollYi uMi Ne bra 1I'Ur Yfa1: W Nkn 1111- /2/1I81U cn a e.dy pnY:W 4MMMMM Nntl« n. Ica. a'Ne slw• el IMn.pla. dptm 4/2/1991 Y44a.dp 4/4!1941 , kalrN,wM'x.': 0.1!444 Nerve O 11:Oeb. D.p 0.I Fepmnl 6r pW.«eY I.nere p ednsyj 17. ��wl CY GIY el fialeYl VebeY. o ww,a<bM <apwalim. anew Ne Iwo el'IM 9141. 0.1 sidle 1. 4Nr:11/ .1 M.mMN � ee.y!f°�, r'w1d'csprwln v.,:0... the b.0. a Ue MK. 0.r XO,L 1PrOp«ty b O,Ygt Iv Elim i ee4HlN N1 Dep (Un w .1 xxu•1•. pp] 16. Gejvnpl by Coaly of .l«anppb, . hol 1-6 sq _b, end. It. r.. M Wwrwele W 1�/1<(19 01 knln bump' 1 N. Yp�M1�I und.Y N. Iqn 0.y: Mnneb(e. Mldd 0/21/1909 raeb, d hakes b•bwrA M Senn (ire rule 0 -,d .1w1 17. by thy 4f 9wdp Ve y,� pre 1]/16/1993 Ica t 1]/]7/10] % I .-I We x. N OpkNrn al Pw,. 1 C.- yes, $lre.l Not el Y'nY err. I.t, pxp.w4 [4144,1 It. Ee.w.nl by Gly 11 Cadn V.ty, dole/ 6/a%/ ..carded 6/]/1914 6, Inrl.mnl Nv ]5]Tm9. xeM.: C.rrMrn s1 v.rr,rennl fa..,n.nt Owlke.p (.110.:1 p pray) NOTES 1.) TPI�,•^tW..,-d a1.ga.r1 eeMW. Ger 1 mlbn waele '[.mere M N bw d:l p M .d bM 0.yy n. Sen.. undwya.nd M N d 446 6 Uowf uR 1114 �l�i.re r. 60.1,62%21 WNI1alpinilpaai a. dep4ntM enf e'•ewr.l:lxw.:.71 ew:rpy 0.r dole ,e.1e.a oN . x md.prelme wfixr. ( h w uneea. -y =L Yariq al.uurtr. mu.d 1 YNlbe a t 19n 2.) 1IIIprN 6VPHFRSTATE m of L 63 454-002 (60.-252-INO) prier 1 Yum tln. i) 9x Ieadr IM arae . hIq bar: w Kp. cant.-cp..a:.l. syei NAD 0.J. +Yee AdpaWxpl: n.a9r Nod k pmm n t rpt b . door[ -m earn ver y D� Cenlw p1A Ne. 0.6 -ane oda .e„Pamy 4J � enr w ppew.enr Ne.T ere p.' 6Ya .girt ewkael:d m BENCHMARKS COW I.) Up W fep'wl If nes hyaml - vl pbr beer, Erwlbn . 910- I.rl (MGM 1920) 2.1 ' ✓1 0.v bdM.fVIZ, wnI.•e. w I. KbM. 0.- . 911.01 bat (MGM 1929) botod INr 6M 1, 61 J .. 1.11 caHli,e 0.y D1w,....� C {ls. -4 F. oma,. ua. 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F b 16 1orw1 q. eeuU ] pgww 1v b,mukelUq. Tn.ia.enP�« sl .d�rwl. en1 le�b pdenKJw,Mu .ptlele !.«bele eta Ike-.d1M1.6.a1 Nl IS .,th Egtt. 63 mNor.:43 pevge lowhwn. ln. fb1n et It. .0 dpvked aMepx and It, oath.!•,, W.ei T,.- wln.e,, -, ow, p0ay m0 caro. Uel pal .y fele U1 1 NM 2,90 1.1 m .W1 aW.'w a _IM ..open ere bpbnkq of eer 'Pekl C': Uw1er dalp.46 pW. 22 r11Miw.55 pant Eal. a Aatnp al' 2858 rel; fhwp Nar 20 9.9w 2.'d'"d f 10 tlmnp Epl: a /Noce or 4064. bel cab cab dKlalbe 1R.rd ben'ne1,9, TM 1Maba of f.r.rwb we to b prangp a anwlnp Ia MHpbob It a Ire fnkkee.n NUU > pgap 12 mlwlb 51 1t 1.4om Ue tam✓ee o1111b IwalrwOW cnlwYnr nJ 11. w�ullrwlwll .ebrbbim. PROPOSED TI ITY ROUTE {We Wly) rmb epr, ulaUer an w 1M awU 10.00 Iwl .1 94 ,pN 12.)1 bel .f Lal !v, A.?la i.SWarlMon Na. te0 w:wdk9 le Na r.dwYa'p.l Inws.1, n. nn Ceenly, Mlamb: DETAIL dK mlWa pLL6�.N ao'11 a1z .Y K�. Nq 5 M., aMY rea`w'�. 1 r... _ RMEtSEO :T[ON7'S U%(Y[ap.TiPIX/1 ACC 55 AAV 6� �.N ulny7r ArolnF k �_ h a RIX/7Es a rk.Irl X a �.. 1 / r, W.E th Fitt ONE WAY BUILDING SERVICES, INC. 6811 Washington Ave. So. • Edina, MN - Tel 952 942 0412 - Fax 952 942 0526 Estimated Shelter Budget for Verizon site MINC Maren. 7740 Golden Valley Road. Excavate, backfill and rough grade for shelter: $4,640.00 Grade beam footings (28" X 16") and (20" X 16"): $9,930.00 16" Block, 12° Block, Bond beams and core fill: $26,890.00 Pour and finish floor and stoops: $4,880.00 2" foundation insulation: $450.00 Brick Veneer on building and piers: $33,352.00 8" pre -cast roof plank: $8,445.00 Insulation, roof membrane, sheet metal, scuppers & downspouts: $13,850.00 Doors and hardware: $8,925.00 Interior wall treatment, tile floor, misc.: $12,050.00 HVAC screening and gates, louvers and hoods for generator room: $7,045.00 Utility installations Power: $2,800.00 Fiber: $15,000.00 Gas: $6,700.00 Landscaping: $2,900.00 Erosion control: $1,800.00 Restoration: $5,100.00 Total Estimated Budget: $164,757.00 ' www.owbs.net EXHIBIT D RIGHT-OF-WAY PERMIT APPLICATION See Attached, D-1 MINC Maren Antenna Site Lease Agreement 000090/312001/151764512 Public Works Department 1 7800 Golden Valley Road, Golden Valley, MN 55427-4588 763-593-8030 1 FAX: 763-593-3988 1 TTY. 763-593-3968 1 www.goidenvalleymn.gov PERMIT APPLICATION City Y golde a17� Excavations and Obstructions in Public Right -of -Way Location Of Work/Address r=a I A 'tor V&'-R.zzory 11411140 Le— P, Contact Per 4C MfintZ/�CZtra ..... ..... Address V* -,-H Z-1 111045S -'611140L VftiA T -city w�.el Isles 64 I r,— State ZIP 2 -Hqur Phone -&a 0% 1n.4i• 46. -1D Ph P14 IVP L Fax En�ail., Av&-- qltte6-st47 . ko,k C tact Person Z,07 Prop ner (ii'different than abo e .;2-- 4/� Address &/ State ZIP 24 -Hour Phone Work Phone Cell/Pager Fax Email —Aim. (da Start Date End Pate (includes ruW/ 21,Excavation 0 Joint Application 0 Temporary Access Applicant's Pro)eK4 restoration)', .&,Permanent Obstruction 0 Temporary Obstruction 113 -38 f ZAI' 0 AV W- 0 = V M. • Berm 0 Driveways C3 Irrigation 13 Retaining Wall 0 Sump Drain Connection • City Project Construction 0 Dumpster, Container, POO ArLandscaping 0 Sanitary Sewer 0 Trailer, Equipment • Crane 0 Fences (above ground) 0 Parking Lot 0 Sidewalk 5KTrees 13 Culvert 0 Fences (buried, invisible) OPrlvpte Utilit' 0 Special Event/Parade C3 Water Main 0 Draln7ile 0 Inflow & Infiltration Sewer Rep alrAl��Vfto no' 0 Storm Sewer A(Other: 0 Buried Cable 0 Main 0 Abandon in Place Bituminous P01turninous • Cable TV D'Overhead Utility 0 Cut -Off Xconcrete J( Concrete • Carrier Conduit 0 Power Pole . New 0 Dirt 0 Dirt zElectric 0 Service 0 Remove 0 Gravel 0 Gravel 4 Fiber Optic 0 Sewer Liner 0 RepairKrrees/Shrubs ATrees/Shrub5 0 High Pressure Gas 0 Telecommunications C3 Replacement )X -Turf ^Turf 0 Low Pressure Gas 0 Other; 0 Other: 0 Other: 0 Other: T 6 'l "M _0 Number of Openings: 0 Augering )KDirectional Bore 13 Jacking 0 Pneumagopher Total Lineal Feet: 206 171 core Drill 0 Hand Dig %OpenTrench 0 Splice Pit Length: Width: II -Direct Bury 0 Hole $(Plow 0 Other: Depth: CY$1.1.00 perBlVd Opening 0 $200 per Paved Opening (includes curb alterations) A$100 per Permanent Obstruction (Includes courtesy benches) C! $-I00 pei: Drivevray 0 $25 per Temporary Access 0 No Charge per Overhead Utility Repair 0 No Charge per Temporary Obstruction [3, Undeigrdund Utility Fee, 0-100 ft = $250 + $1/ft gUnderground Utility Fee, over 100 ft = $350 + $0.50/ftover 100 ft M-NoCharge Per Service Drop (meeting conditions ser forth In Master Fee Schedule) - continued Staff Use I ) All warning devices and barricades shall conform to the Minnesota Manual on Uniform Traffic Control Devices. 2) All warning devices barricades, Flagmen, and equipment shall be provided by parties or organi- zations performing the work. 3) All warning devices and barricades shall be placed according to provisions In the most recent B) Permit on Job: Permits or copies shall be kept on the site of the work while it is in progress In the custody of the individual in charge and shall be exhibited upon request made by any City official. 9) Provisions and Specifications: These general provisions and specifications shall be considered as forming an integral part of each and every permit issued for operations on city roads. The work authorized by this permit shall be done at such time and In such manner as shall be consistent with the safety of the public and shall conform to all requirements and standards of the City of Golden Valley as herein specified. If at any time it shall be found by the City of Golden Valley that the work Is not being or has not been properly performed, the permittee, upon being notified, shall immediatelytake the necessary steps, at their own expense, to place the work In condition to conform to said requirements or standards. 10) Annulment: In the event of willful failure or neglect by said permittee or their employees to perform and comply with the prescribed conditions, restrictions, and regulations, Golden Valley Public Works may revoke and annul this permit and order said permittee to remove any and all structures or property belonging to said permittee from the legal limits of the highway or City property. In the event the permittee leaves the highway in a condition needing repair or construction, the Golden Valley Public Works may repair such highway and the costs of such repair or construction shall be paid by the permittee. 11) Execution: The permittee shall use diligence in the execution of the work authorized under this permit in order not to endanger or unneces- sarily obstruct travel along the said roadway. 0-0iati6hs h3lfbe socdhdaWd ai alI'tiroes as Na edition of the MMUTCD (Minnesota Manual on Uniform Traffic Control Devices). All warning devices and barricades and safety vests shall be kept clean and In good repair at all times. Advance warning of detours, approved by the Golden Valley Dlrectorof Public Works, shall be posted no less than five working days before the to permit safe and reasonablyfree travel over the roads within the limits of the work herein prescribed. All safety measures for the free move- ment of traffic shall be provided by the permittee at their own cost. 12) Conformity to Laws: The Installation shall be made in conformity with all applicable laws, regulations, and codes covering said installa- tions. All installations shall be made in confor- mity with regulations of governmental agencies for the protection of the public. 13) Removal. If at any time the permitted structure or facility shall fall from any cause whatsoever, the perm)ttee shall have the same removed or repaired within 48 hours after receipt of written notice to do so, unless by reason of some ex- traordinary happening the City of Golden Valley may extend such time limits. 14) Existing Facilities: Applicant must protect all existing installations. 1 S) Private Property: The Permit as Issued does not In anyway Imply an easement on private property. 16) Damage to Roadway: If pavement or roadway Is damaged, same shall be restored to its original or better condition, at the sole expense of the permittee, according to the specifications and directions of the City of Golden Valley. 17) Quality of Work: Finished surface, base, and sub -base of road upon completion of work shall be equal to or better than specifications for original road. 18) Cutting Trees: The permission herein granted does not confer upon the permittee the right to cut, remove, or destroy trees or shrubbery within the legal limits of the roadway or relieve permittee from obtaining any consent other- wise required from the owner of the property adjatenfiheie o. detour is placed. 6) Excavation shall be cribbed, sheeted, and/or fenced when necessary, or as required by the City of Golden Valley. 7) Inclement weather shall be reason for delay of the project start or suspension of the project as determined by the City of Golden Valley. 19) Boring or Jacking: Installation of pipe under roadways shall be jacked or bored as designated by Golden Valley Public Works. 20) Liner or Casing Pipe: Shall be required for instal- latlons exceeding 4 inches in diameter. 21) Pressure Grouting: Shall be required as desig- nated by Golden Valley Public Works. 22) Drainage: All waterways and lines of drainage shall remain operative. 23) Pole Anchors: No pole anchors, anchors, braces, or other construction shall be placed on right-of- way except by permit authorization. 24) Driving Limitations: It Is prohibited to drive onto roadway from ditch or on shoulders or over curbs where damage will occur. 25) Lugs on Equipment: No lugs shall be used on equipment traversing road, which will damage the road surface. 26) Clean-up: Street surface and roadside shall be kept clean, neat, and presentable throughout construction as determined by Golden Valley Public Works. 27) Dust Control/Street Sweeping: Shall be provided, at no cost to the City, upon request of Golden Valley Public Works. 28) Trees and Vegetation: Burning or disking opera- tions and/or the use of chemicals to control or kill trees, brush, and other vegetation Is pro hlb- ited without advance approval from the City. 29) Restoration: It shall be further understood that the permittee will be responsible for mainte- nance of any failures due to settlement, erosion, lack of vegetation growth, rutting, or otherjob- related problems for three years after completion of project and Notice of Completion of work has been received by the City of Golden Valley. 30) Manholes: All manholes, shut-off valve covers, etc, shall be placed 1/2 inch lower than finished grade. I Date Before starting construction, call 763-593-8030. This document is available in altkiiate76frnats upon a 72-houraequest Please call 763-593=8006 MY; 763-593-3968)4u, make a request `Exargples of alternate formats may ncludefarge print, electronic, Braille; audiocassette, etc: RM ' Public Works Department .r r: 7800 Golden Valley Road Golden Valley, MN 55427-4588 <: 763 593-8030 wwwci.gold en-valley.mn.us Application Feee 5t] 1 KIJ AiV X kA})lil. V1 T \ %_&j `1UVl LJ 0 Equipment Owner O Contractor .X Other(expfain): Owner FNewApplicant O Update of Informafion Applicant:y e-4 (-zz r� _�A,�� RAO -SS ( yAu ) � U --Cf Phone: L�o� Address: v o- l i,�-� W� J Q Fax: �(p�J 2 - VS p city: (L : State: NZS* Zip: C-?4j2D E -Mail: Local Representative: t e Phone; "1- 3 (o (Q � 7 LLf'C� Address: p `> Z'TJ� 01110 AIYLO Fax: ((1&() Z j l� City: �{-i-�7- State: _ 1 Y\)2ip: E -Mail: s's.+� One -Call Information L��-�'�« , j (If applicable) k /—• GtT A✓S E Operator Registration Number: % �o Z- O ID Number (i1 contractor): Hump P nrJe Pager wCesdei ZZ-Dz(cl Date Received: Please attach copies of certificates and licenses as required for registration: certificate of Insurance >fCCertfficate of Incorporation (If incorporated) 9; hilimmesate Date Approved: Registration Number. Fee Paid: 0 Yes 0 No Registrar.- JL egistrar. Fax City of Golden Valley, Minnesota EQUIPMENT BUILDING LEASE AND DEVELOPMENT AGREEMENT At Golden Valley Water Tower Located At Golden Valley City Hall EQUIPMENT BUILDING LEASE AND DEVELOPMENT AGREEMENT THIS EQUIPMENT BUILDING LEASE AND DEVELOPMENT AGREEMENT is made this day of . 2013 between the Landlord and Tenant. For good and valuable consideration, the parties agree as follows: DEFINITIONS A. Antenna Facility. "Antenna Facility" means Tenant's wireless communications facilities placed at Commission approved locations on the Water Tower, along with, cables and appurtenances on the Water Tower which are connected to the Equipment Building located on the Property, as shown on Exhibit B. B. Antenna Lease. "Antenna Lease" mean that certain Antenna Site Lease Agreement of even date herewith by and between Commission (defined below) and Tenant. C. Annual. Rent. "Annual Rent" means the rent for one calendar year (January 1 to December 31). The initial Annual Rent for this equipment building lease is One and 00/100 Dollars ($1.00), which shall not be prorated. D. Com. "City" means the City of Golden Valley, a Minnesota Municipal Corporation and any successor in interest. E. Cities. "Cities" means Golden Valley, Crystal and New Hope collectively, each one of which is a Minnesota Municipal Corporation, and any successors in interest. F. Commencement Date. "Commencement Date" shall have the meaning set forth in Paragraph 12. G. Commission. "Commission" means the Golden Valley -Crystal -New Hope Joint Water Commission and any successor in interest. H. Effective Date. "Effective Date" means the date of execution by both Parties. I. Equipment Building: Shall have the meaning set forth in Paragraph 1. J. Exhibits. "Exhibits" means all of the exhibits attached to this Lease. Those Exhibits are: Exhibit A: Plans and Specifications (including construction schedule and budget); E MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Exhibit B: "Water Tower Leased Premises" Illustration; Exhibit C: Quit Claim Bill of Sale; Exhibit D: Floor Plan; and Exhibit E: Letter of Credit; and Exhibit F; Right -of -Way Permit Application. K. Leased Premises. "Leased Premises" means that space in the Equipment Building actually being leased by Tenant from the City as illustrated on Exhibit D, which area shall be confirmed in writing by both parties upon completion of the Equipment Building and the "Cabling Space" consisting of a "5' non-exclusive utility route" and other utility routes as legally described in Exhibit B. L. Hazardous Materials. For purposes of this Lease, "Hazardous Materials" shall be interpreted broadly and specifically includes without limitation, asbestos, fuel, batteries or any hazardous substance, waste or materials as defined in any federal, state, or local environmental or safety law or regulations including, but not limited to, CERCLA. M. Landlord. "Landlord" means the City. N. Lease. "Lease" means this entire Equipment Building Lease and Development Agreement, including this definition section and any Exhibits. O. Plans and Specifications. "Plans and Specifications" shall mean the final plans and specifications approved by the City in connection with the Project and attached hereto as Exhibit A. P. Property. "Property" means that property owned by Landlord and legally described as: Lot 1, Block 1, Golden Valley Civic Center P.U.D. No. 56 2nd Addition (P.I.D. 32 118 2123 0188) and Lot 39 Auditor's Subdivision No. 360 (P.I.D. 32 118 2123 0026), Hennepin County, Minnesota. Q. Right -of -Way Permit. "Right -of -Way Permit" means any valid Right -of -Way Permit granted by the City to Tenant in connection with this Lease granting rights of access to the Leased Premises and to the Water Tower and use of the Leased Premises, subject to the terms of this Lease. R. Water Tower. "Water Tower" means the Golden Valley Water Tower located adjacent to the Golden Valley City Hall at 7800 Golden Valley Road, Golden Valley, Minnesota. 3 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 S. Water Tower Leased Premises. "Water Tower leased Premises" means that portion of the Water Tower actually being used by Tenant, and approved for such use by Commission in that certain Antenna Lease of even date herewith between Tenant and Commission, exclusive of the Leased Premises. More specifically, "Water Tower Leased Premises" means that portion of the Water Tower shown on Exhibit B on which panel antennas, connecting cables and appurtenances will be attached and located. Water Tower Leased Premises also includes a non- exclusive license for reasonable access thereto as set forth in any Right -of -Way Permit granted by the City to Tenant relating to Tenant's use of the Leased Premises described in this Lease and Tenant use in the Antenna Lease. T. Tenant. "Tenant" means Verizon Wireless (VAW) LLC d/b/a Verizon Wireless, its successors and/or assigns. AGREEMENT 1. Equipment Shelter Construction. Tenant agrees to construct, at its own cost and expense, an approximately 815 square foot equipment building on the Property (the "Equipment Building"), and install the Antenna Facility and cabling connecting the Antenna Facility to the Equipment Building in accordance with all applicable City ordinances and standards, and the Plans and Specifications approved by City Staff and attached to this Lease as Exhibit "A" (the "Project"). Except as otherwise provided in this Lease, Tenant is obligated to pay all costs incurred by it or the City in conjunction with the approval of the Project and insuring compliance with this Lease, including but not limited to legal, planning, engineering and inspections fees and expenses incurred in connection with the approval of the Project, the preparation of this Lease and all costs, expenses, legal, engineering and planning fees incurred by the City in monitoring and inspecting the progress of the Project. 2. Tenant Representations. The Tenant represents to the City that to Tenant's actual knowledge, the Project complies with all county, metropolitan, state and federal laws and regulations, and that Tenant has no knowledge of any violations by the Project or Tenant of City Subdivision Ordinances, City Zoning Ordinances, and environmental regulations. If the City determines that the Project does not comply, the City may, at its option, refuse to allow construction of the Project until the Tenant does comply. Upon the City's demand, the Tenant shall cease work until there is compliance. 3. Conditions of Approval. The Project was approved by the Golden Valley City Council subject to the conditions of the City Resolution, including (among others) the following: Plans and Specs. City staff review and approval of the Plans and Specifications before execution of this Lease; MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 b. Right -of -Way. City staff review and approval of the Right -of -Way Permit and maintenance thereof during the term of this Lease, including any temporary, additional rights associated with the construction and equipping of the Equipment Building and Antenna Facility; C. PUD Amendment. City staff review and approval and City Council approval of a PUD Amendment contemplating the use described in this Lease; d. Letter of Credit. Tenant shall cause at Tenant's expense, an issuing bank meeting the requirements of this subsection, (the "Issuer") to issue and deliver to City, before the commencement of construction, a clean, unconditional, irrevocable, standby letter of credit in substantially the same form as attached hereto as Exhibit E (the "Letter of Credit"), in an amount equal to One Hundred Twenty -Five Percent (125%) of the Project Budget (attached at Exhibit A) naming City as beneficiary, which Letter of Credit shall be effective upon issuance. The Letter of Credit shall be a clean, assignable, transferable, unconditional, irrevocable standby letter of credit, acceptable in all respects to City. The Letter of Credit shall be issued by an "A -rated" banking institution acceptable to City, shall have an initial expiration date of no earlier than one (1) year and 90 days after the issuance date of the Letter of Credit, and shall be automatically extended/renewed on an annual basis on the initial expiration date of the Letter of Credit and on any subsequent expiration date thereafter, such extension/renewal to occur no later than ninety (90) days prior to the expiration of such Letter of Credit for periods not less than one (1) year. The Letter of Credit shall be payable upon presentation of only a sight draft to the order of City, together with the original Letter of Credit, at an office of the issuer located in Minneapolis, Minnesota. Upon satisfaction of the Tenant's obligations in Paragraph 8 and delivery of Tenant's written request for release, Landlord will surrender the Letter of Credit to the Issuer for cancellation. e. Commission Approvals. The Tenant secures all necessary approvals from Commission for the Project before construction begins. f. Landlord Space. Once construction is complete, City is allowed the exclusive use of that 219 square foot area of the Equipment Building marked Landlord Space, rent free, which space is described in the attached Exhibit D. Landlord's use may not interfere with Tenant's use and Tenant will not interfere with Landlord's use of the Landlord Space. 4. Builder's Risk Insurance. In addition to the insurance requirements under Paragraph 35 of this Lease, the Tenant will provide and maintain at all times during the Project until a Certificate of Occupancy is issued by the City: builder's risk insurance on the so-called "builder's risk completed value basis" or substantial equivalent in an amount equal to one hundred percent MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 (100%) of the replacement cost value of the Project as of the date of its completion and with coverage available in non -reporting form on the so-called "all risk" form of policy. 5. License to Landlord. The Tenant grants the City, its agents, employees, officers and contractors a license to enter the Leased Premises and the Water Tower Leased Premises to perform all necessary work and/or inspections deemed appropriate by the City, provided that the City shall take no action to cure Tenant's default without first providing the notice and cure rights provided under this Lease. Once the Quit Claim Bill of Sale for the Equipment Building is delivered, the City shall provide a minimum of twenty-four hours' notice before entering Tenant's space within the Equipment Building, except in the event of an emergency, in which case the Landlord will notify the Tenant regarding its entry as soon as possible thereafter. 6. Construction Deadlines. a. If the Tenant chooses to proceed, the Tenant will complete construction in accordance with the Plans and Specifications no later than July 1, 2013. b. If the Tenant fails for any reason to satisfy one or more of the deadlines provided for by this Paragraph, then unless otherwise extended by the City, such failure shall constitute an "Event of Default" under this Lease. 7. Conformance with Laws. The Tenant will comply with the terms of this Lease and all applicable local, state, and federal laws and regulations related to the development of the Property and the development, maintenance, and operations of the Project improvements. 8. Quit Claim Bill of Sale. Upon acceptance of the Equipment Building as evidenced by the City's issuance of a final certificate of occupancy; Tenant is obligated to acknowledge and deliver to Landlord a quit claim bill of sale for the Equipment Building, in recordable form, as set forth in Exhibit C, conveying marketable title to the Equipment Building to Landlord, subject only to any liens, encumbrances, adverse claims or other matters which Landlord has created, suffered or permitted to accrue; and Tenant will deliver to Landlord complete releases or satisfactions of any liens and encumbrances impacting the Property or the Equipment Building. Notwithstanding anything to the contrary in this Lease the obligations of this paragraph shall survive the termination of this Lease. 9. Lease. Subject to the terms and conditions of this Lease, Landlord hereby leases to Tenant and Tenant leases from Landlord the Leased Premises, together with a non-exclusive license for the one-time installation and on-going maintenance and repair of cabling/utilities over and through the Cabling Space and utility routes described on Exhibit A, and to access the Leased Premises and Water Tower Lease Premises from public streets. The Parties acknowledge that this Lease is contingent upon the execution of an Antenna Lease between Commission and Tenant and the MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 issuance of a Right -of -Way permit. If for any reason said Antenna Lease is terminated by either Commission or Tenant, this Lease shall also terminate, and if for any reason the Right -of -Way Permit is revoked or terminated due to a default by Tenant, this Lease shall also terminate. Furthermore, the Parties acknowledge that, if during the term of this Lease the Property ceases to be subject to the City's Right -of -Way Ordinance, the non-exclusive license described herein shall continue during the term of this Lease unless such license is terminated under the terms set forth in this Lease. Notwithstanding anything to the contrary in this Lease at any time the Property is subject to the City's Right -of -Way Management ordinance as set forth in Chapter 7 of the City Code, if there is a direct conflict between any provision in this Lease and Chapter 7 of the City Code, including but not limited to, any default, notice or cure period, the provisions of Chapter 7 of the City Code shall govern; however with respect to any matter not explicitly addressed in the City's Right -of -Way Management ordinance in Chapter 7 of the City Code the terms of this Lease will govern. If at any time the Property (or portion of the Property) ceases to be subject to the City's Right -of -Way Ordinance the provisions of this Lease shall exclusively govern any land no longer in the City's right-of-way. 10. Sufficiency of Leased Premises, The Landlord makes no representations as to whether the Leased Premises is sufficient for Tenant's purposes. If Tenant requires real estate rights in addition to the Leased Premises, Tenant shall pay the entire cost, including reasonable attorneys' fees, of obtaining said additional real estate rights. 11. Rent. a. Annual Rent. As consideration for this Lease, Tenant shall pay Annual Rent in the amount of $1.00 for the year 2013, and each year thereafter until the termination of the Lease. b. Time of Payment. The Annual Rent shall be paid in advance on or before January 1 of each year. 12. Commencement Date. The initial term ("Initial Term") of this Lease shall commence based upon (i) the date Tenant commences construction of the equipment building, or (ii) on May 1, 2013, whichever occurs first (the "Commencement Date"). Landlord and Tenant agree that they shall acknowledge in writing the Commencement Date in the event the Commencement Date is based upon the date Tenant commences construction. In the event the Commencement Date is the fixed date set forth above, there shall be no written acknowledgement required. Landlord and Tenant acknowledge and agree that initial rental payment may not actually be sent by Tenant until thirty (30) days after the Commencement Date or after a written acknowledgement confirming the Commencement Date, if such an acknowledgement is required or thirty (30) days after the full execution and delivery of this Lease, whichever is later. Upon agreement of the 7 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Parties, Tenant may pay rent by electronic funds transfer and in such event, Landlord agrees to provide to Tenant bank routing information for such purpose upon request of Tenant. 13. Delivery of Payments. All payments required hereunder shall be made payable to and delivered to the City at the Notice address provided for herein. 14. Taxes. In addition to Annual Rent, Tenant agrees to timely pay any taxes or payments in lieu of taxes required as a result of this Lease which are the result of Tenant's use of the Leased Premises and/or the installation, maintenance, and operation of the Tenant's improvements, including any increase in real estate taxes at the Property which arises from the Tenant's improvements and/or Tenant's use of the Leased Premises and for which Landlord is responsible. Notwithstanding the foregoing, Tenant shall not have the obligation to pay any tax, assessment, or charge that Tenant is disputing in good faith in appropriate proceedings prior to a final determination that such tax is properly assessed provided that no lien attaches to the Property. Tenant shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge or seek modification of any tax assessment or billing for which Tenant is wholly or partly responsible for payment. Landlord shall reasonably cooperate with Tenant at Tenant's expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set forth in the preceding sentence, including but not limited to, executing any consent, appeal or other similar document. In the event that as a result of any appeal or challenge by Tenant, there is a reduction, credit or repayment received by the Landlord for any taxes previously paid by Tenant, Landlord agrees to promptly reimburse to Tenant the amount of said reduction, credit or repayment. In the event that Tenant does not have the standing rights to pursue a good faith and reasonable dispute of any taxes under this Paragraph, Landlord will pursue such dispute at Tenant's sole cost and expense upon written request of Tenant. 15. Governmental Approval Contingency. a. Tenant Application. Tenant's right to use the Leased Premises is expressly made contingent upon its obtaining all the certificates, permits, zoning and other approvals that may be required by any federal, state, or local authority. This shall include Landlord's approval of the engineering studies specified in Subsections (b) and (c) immediately below. Landlord shall cooperate with Tenant in its efforts to obtain and retain such approvals. b. Interference Study. Before obtaining a building permit, Tenant must pay for the reasonable cost of a radio frequency interference study carried out by an independent and qualified professional, approved of in advance by City and Commission, showing that Tenant's intended use will not interfere with any existing communications facilities. 0 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 C. Engineering Study. Before obtaining a building permit, Tenant must pay for the reasonable cost of an engineering study carried out by an independent and qualified professional approved of in advance by City and Commission and showing that the Water Tower is able to support the Antenna Facility without prejudice to the Landlord's or Commission's use of the Water Tower. d. Negative Study Results. If the studies find that there is a potential for interference that cannot be reasonably remedied or for prejudice to the Water Tower, Landlord shall immediately terminate this Lease and Landlord will refund the initial Annual Rent payment to Tenant once Tenant fully restores site (if Tenant has made any improvements thereto). e. Non -approval. If a necessary application is finally rejected or any certificate, permit, license, or approval issued to Tenant is canceled, expires, lapses, or is otherwise withdrawn or terminated by governmental authority, Tenant shall have the right to terminate this Lease. i. Tenant shall lose this right if Tenant does not diligently pursue any necessary government certificate, permit, license, or approval. H. Notice of Tenant's exercise of its right to terminate shall be given to Landlord in accordance with Paragraph 48 below and shall be effective upon receipt. Any pre -paid Annual Rent paid by Tenant shall be returned to Tenant upon full and complete restoration of the Property. 16. Initial Term. The "Initial Term" of this Lease shall begin on the Commencement Date and end on December 31, 2018. 17. Renewals. This Lease shall be automatically renewed for one (1) five (5) year "Renewal Term" unless Tenant sends written notice of non -renewal to Landlord no later than ninety (90) days prior to the expiration of the Initial Term. This Lease shall automatically be extended for two (2) additional five (5) year terms unless either Party terminates it at the end of the then current term by giving the other written notice of the intent to terminate at least one (1) year prior to the end of the then current term. The annual rental for each year shall equal the annual rental payable with respect to the immediately preceding year. The Initial Term and all extensions shall be collectively referred to herein as the "Term". MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 18. Tenant's Use. a. User Priority. Tenant agrees that the following priorities of uses, in descending order, shall apply in the event of communication interference or other conflict while this Lease is in effect and Tenant's use shall be subordinated accordingly: Public safety and water storage/delivery uses of Landlord or the Commission; Public safety agencies, including, but not limited to, law enforcement, fire, and all ambulance services and private entities with a public safety agreement with the City, regardless of their affiliation with the Landlord or the Commission, that are not part of the Landlord or Commission; and iii. Other governmental agencies where use is for a public purpose but not including any non -emergency communications service; and iv.. Existing antenna facilities of government regulated entities whose antenna facilities offer a service to the general public for a fee, in a manner similar to a public utility, such as long distance and cellular telephone, including radio or television broadcasters. V. Landlord, Commission and public safety agencies are allowed to place antennas on the Water Tower for the uses described above regardless of potential or actual communication interference with Tenant's use. If the Tenant's use of the Water Tower is interfered with by Landlord's, Commission's or any public safety agencies' antennas, Tenant may terminate this Lease immediately without penalty or Tenant may relocate its facilities to another location on the Water Tower, approved in advance by the Landlord and Commission, at Tenant's sole cost, but with no additional rent due, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant will be responsible for restoring any space vacated that is not included in the revised Exhibit B described. b. Purpose. Tenant shall use the Leased Premises only for the purpose of installing, maintaining, and operating the Equipment Building and accessory building/cabinets relating to the installation, maintenance and operation of the Antenna Facility and uses incidental thereto. The Antenna Facility and Equipment Building shall be used solely for providing radio and wireless communication services which Tenant is legally authorized to provide to the public. 10 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 C. Tenant's Use Not Exclusive. Tenant's use of the Water Tower Leased Premises and Leased Premises is non-exclusive, except that Tenant's space within the Equipment Building is exclusive and the space on which the Antenna Facility is fixed on the Water Tower is exclusive. The Landlord specifically reserves the right to enter onto the Leased Premises and inspect Tenant's Antenna Facility located on the Water Tower, and allow the Property, except for the Leased Premises, to be used by third parties in a manner that does not interfere with Tenant's use, and to make additions, deletions or modifications to Landlord's own facilities on the Property. d. Tenant's Use Must Comply with Law. Tenant's use of the Leased Premises and the Water Tower Leased Premises shall comply with all applicable ordinances, statutes and regulations of local, state and federal government agencies. e. Construction and Maintenance Standards. Tenant shall comply with all applicable construction and maintenance standards set forth in the City's Code. 19. Additional Antennas. If Tenant seeks to increase the number of antennas, Tenant must first pay for an evaluation carried out by a qualified professional, retained by the City or Commission demonstrating that: a. Each additional antenna will not interfere with existing antennas or with proposed antennas with a higher priority; and b. The Water Tower can structurally support the additional antennas. 20. Reserved. 21. Installation of Additional Antennas. Except as allowed under Paragraph 25, no installation of additional coaxial cable or any additional improvements other than those set forth in the Plans and Specifications shall be allowed without Landlord's consent. If Landlord consents, the Landlord and Tenant will negotiate the amount of additional rent under this Lease. 22. Reserved, 23. Damage to the Property or Facilities. If the Property or a portion of the Property is damaged during the term of this Lease and such Property would not have been damaged but for the installation, maintenance or operation of the Antenna Facility or the Equipment Building, Tenant shall repair or rebuild the Property to equal or better condition than the Property was in immediately prior to such damage within 30 days after notification of damage. 11 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 24. Maintenance and Operation. a. Tenant shall complete all required landscaping and clean-up of the site, as reasonably directed by the City, including repainting of damaged areas of the Water Tower (if any), within thirty (30) days of installation of completion of construction of the Equipment Building. b. If Tenant fails to complete said landscaping and clean-up, Landlord, upon ten (10) days notice to Tenant, shall be entitled to complete landscaping and cleanup at Tenant's expense. Landlord may give notice of Landlord's intent to finish clean up and landscaping at Tenant's expense at any time on or after the thirtieth (30th) day after installation of Antenna Facility or completion of construction of the Equipment Building. C. Tenant is obligated, at its sole cost and . expense, to operate and maintain the improvements installed by Tenant on the Property, including without limitation the Antenna Facility and the Equipment Building on the Property, in a manner satisfactory to Landlord, and in accordance with standard good engineering practices and conform, when applicable, with the National Electrical Safety Code, the FCC and applicable other federal, state and local laws or regulations. d. Tenant's installation of the Equipment Building and Antenna Facility shall be done in accordance with the construction deadlines in Paragraph 6 according to the Plans and Specifications. e. Any damage done to the Property by Tenant during installation or during operation shall be repaired at Tenant's expense within 30 days after notification of damage. f. The Antenna Facility shall remain the exclusive personal property of the Tenant, unless otherwise provided in this Lease. 25. Modification and Replacement of Equipment Building. Tenant must receive Landlord approval, which approval shall not be unreasonably withheld, conditioned or delayed, before the Tenant may modify, improve, or replace the Equipment Building, other than non-structural modifications, improvements,'or replacements within the Equipment Building, costing less than $5,000. Tenant shall submit a detailed proposal to Landlord. 26. Drawings and Inventory. Tenant shall provide Landlord with as -built drawings in hard copy and digital AutoCad Civil 3D format (or other format acceptable to Landlord), of the equipment and improvements installed by Tenant on the Property and Water Tower Leased Premises which show the actual location of the Antenna Facility, the Equipment Building and all related cables, 12 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 appurtenances and cabinets, and include all survey points, terrain models and other mapping points developed in conjunction with the site improvements. 27. Access. Tenant shall have the following access to the Leased Premises: a. Equipment Buildine: Tenant shall have twenty-four (24) hour a day access to the Leased Premises every day of the term of the Lease, however, Tenant will endeavor to notify Landlord of any activity on the Leased Premises occurring outside of regular business hours before undertaking any such activity, and, in the event of an emergency, as soon as possible thereafter. b. Other Areas: All access to any portion of the Water Tower, including any access to the Water Tower from the Property, will be subject to the approval of the Commission but the City must be notified of any such activity under the procedures of the Antenna Lease. 28. Reserved. 29. Costs Associated with Tenant's Use of Leased Premises. a. Tenant shall be solely responsible for any incremental increases in Landlord's expenses resulting from Tenant's use under this Lease. Such expenses shall include but not be limited to increased costs for water, gas, electricity, sewer, telephone and other utilities prior to the separate metering of the same for Tenant. Tenant is responsible for maintenance costs and security costs for the Equipment Building, and the Leased Premises. Tenant shall be solely responsible for any costs incurred in securing the Antenna Facility, the Equipment Building or Tenant's other property located on the Property from theft, vandalism or any other damage. Landlord is responsible for securing any property or equipment in its space within the Equipment Building from theft, vandalism or any other damage. b. Tenant shall separately meter charges for the consumption of water, gas, electricity, and other utilities associated with its use of the Leased Premises and Water Tower Leased Premises and shall promptly pay all costs associated therewith. Landlord shall not be liable and this Lease shall not be affected in any way by the interruption or impairment of any utility service necessary for operation of the Antenna Facility. 30. Emergency Facilities. In the event of a natural or man-made disaster, in order to protect the health, welfare, and safety of the community, upon receipt of Landlord's consent Tenant may erect additional emergency facilities on the Leased Premises, on another portion of the Property to assure continuation of service. Such temporary operation shall not exceed 90 days unless 13 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Tenant obtains written approval from Landlord and Commission, which approval shall not be unreasonably delayed but shall be at the sole discretion of the Landlord and Commission. 31. Additional Maintenance Expenses. Upon notice from Landlord, Tenant shall promptly pay to Landlord, Tenant's pro rata share of all additional Landlord expenses incurred in maintaining the Leased Premises, including painting or other maintenance of the Water Tower, that are caused by Tenant's occupancy of the Leased Premises. 32. Condition of Leased Premises. Tenant taking possession of the Leased Premises shall be conclusive evidence that the Leased Premises was, on that date, in good tenantable condition for Tenant's purposes. Tenant acknowledges that Landlord has made no representations as to the repair of the Leased Premises or promises to alter, remodel or improve the Leased Premises. 33. Additional Facilities. Tenant acknowledges that Landlord may permit additional facilities to be constructed on the Property. At such time as this may occur, Tenant will permit said facilities to be placed immediately adjacent to Tenant's Leased Premises; however, adjacent facilities must not impede access to or operation and maintenance of Tenant's Antenna Facility, or the equipment within the Equipment Building. 34. Defense and Indemnification. a. General. Tenant agrees to defend, indemnify and hold harmless the Landlord, and the Commission and Cities from and against any and all claims, costs, losses, expenses, demands, actions or causes of action, including reasonable attorneys' fees and other costs and expenses of litigation, resulting from or arising out of the construction and equipping of the Project and the negligence or willful misconduct of Tenant, its employees, contractors or agents, except to the extent such claims or damages may be due to or caused by the negligence or willful misconduct of the Landlord, Commission or Cities or their elected officials, officers, employees, agents and representatives. b. Survival. The obligation of this Paragraph 34 shall survive the expiration or other termination of this Lease. C. Hazardous Materials. Tenant will be responsible for and will defend, indemnify, and hold Landlord, Commission and Cities and their agents and employees harmless from and against any and all claims, costs and liabilities, including reasonable attorneys' fees and costs, to the extent caused by Tenant's use of Hazardous Materials or with the cleanup or restoration of the Leased Premises to the extent caused by Tenant's use of Hazardous Materials, including in all cases the use of Hazardous Materials by any of Tenant's subcontractors, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable. Landlord shall hold Tenant harmless and indemnify 14 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Tenant from and assume all duties, responsibility and liability at Landlord's cost and expense, for all duties, responsibilities, and liability (for payment of penalties, sanctions, forfeitures, losses, costs, or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which is in any way related to: a) failure to comply with any environmental or industrial hygiene law, including without limitation any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene concerns or conditions, unless such non-compliance results from conditions caused by Tenant, Tenant's subcontractor, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable; and b) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Water Tower or Property or activities conducted thereon, unless such environmental conditions are caused by Tenant, Tenant's subcontractor, anyone directly or indirectly employed by Tenant or anyone for whose acts Tenant may be liable. d. Tenant's Warranty. Tenant represents and warrants that Tenant's use of the Leased Premises will not generate and that neither Tenant, Tenant's subcontractor, nor anyone directly or indirectly employed by Tenant, nor anyone for whose acts Tenant may be liable will store or dispose of on the Leased Premises, nor transport to or over the Leased Premises, any Hazardous Materials, other than the following items, unless Tenant specifically informs Landlord thereof in writing and obtains the written consent of Landlord prior to such storage, disposal or transport. Landlord and Tenant acknowledge that Tenant shall be utilizing and maintaining on the Property sealed batteries, propane/diesel/gasoline, HVAC system, and a halon/FM200 fire suppression system and that the use and maintenance of such items (maintained in accordance with federal regulations) shall not constitute a violation or breach of the preceding sentence of this Paragraph. The Tenant further represents and warrants that the Right -of -Way Permit application submitted to the City in connection with this Lease (and attached hereto as Exhibit F) is accurate, complete and correct in all material respects and there has been no adverse change in any condition, fact, circumstance or event as of the date of this Lease that would make any such information inaccurate, incomplete or otherwise misleading. e. Landlord's Inspection Rights. In addition to any other inspection rights Landlord may have under this Lease or pursuant to law, Landlord shall have the right to inspect the Leased Premises upon written notice to Tenant if Landlord suspects a violation of the environmental representations in this Lease. Tenant shall provide a representative to be present at any inspection occurring pursuant to this right. 15 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 f. Landlord's Hazardous Materials Representations. Landlord represents that Landlord has no knowledge of the presence of any Hazardous Materials on the Leased Premises. Landlord represents, warrants, and agrees that Landlord will not knowingly permit any third party to, use, generate, store, or dispose of any Hazardous Material on, under, about, or within the Property in violation of any law or regulation and Landlord will not use, generate, store, or dispose of any Hazardous Material on, under, about, or within the Property in violation of any law or regulation. 35. Insurance. a. Workers' Compensation. The Tenant must maintain Workers' Compensation insurance in compliance with all applicable statutes. The policy shall also provide Employer's Liability coverage with limits of not less than $1,000,000 bodily injury each accident, $1,000,000 bodily injury by disease, policy limit, and $1,000,000 bodily injury by disease, each employee. b. General Liability. i. The Tenant must maintain throughout the term of this Lease, occurrence form commercial general liability coverage. Such coverage shall include, but not be limited to, bodily injury, third party property damage, and personal injury, for the hazards of Premises/Operation, broad form contractual liability, independent contractors, and products/completed operations. ii. The Tenant must maintain commercial general liability coverage with limits of liability not less than $5,000,000 each occurrence; $1,000,000 personal and advertising injury; $2,000,000 general aggregate and $2,000,000 products and completed operations aggregate. These limits may be satisfied by the commercial general liability coverage or in combination with an umbrella or excess liability policy, provided coverage afforded by the umbrella or excess policy is no less than the underlying commercial general liability coverages. C. Completed Operations. Tenant will maintain Completed Operations coverage for a minimum of two years after the construction is completed. d. Endorsements or Provisions. The following endorsements or provisions shall be included in the commercial general liability policy. L The policy shall cover personal injury as well as bodily injury. 16 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 H. The policy shall cover blanket contractual liability subject to the standard universal exclusions of contractual liability included in the carrier's standard endorsement as to bodily injuries, personal injuries and property damage. iii. Third party property damage liability shall be afforded. iv. Commission and the Landlord shall be named as an additional insured on the policy. V. The policy shall provide that the coverage is primary insurance and that no other insurance affected by the Landlord will be called upon to contribute to a loss under this coverage as it relates to Tenant operations. Vi. Standard form of cross -liability shall be afforded. Vii. The policy shall not be canceled without thirty (30) days' prior written notice of such cancellation being given to the Landlord (10 days shall apply to non- payment). e. Automobile Liability. The Tenant must carry automobile liability coverage. Coverage shall afford total liability limits for bodily injury liability and property damage liability in the amount of $5,000,000 per accident. The liability limits may be afforded under the commercial general liability policy, or in combination with an umbrella or excess liability policy provided coverage afforded by the umbrella or excess liability policy are no less than the underlying commercial auto liability coverage. Coverage shall be provided for bodily injury and property damage for the ownership, use, maintenance or operation of all owned, non -owned and hired automobiles. ii. The commercial automobile policy shall include at least statutory personal injury protection, uninsured motorists and underinsured motorists coverages. f. Property Insurance. The Tenant must keep in force during the duration of the Lease a policy covering damages to its property at the Leased Premises. The amount of coverage shall be sufficient to replace the damaged property, loss of use and comply with any ordinance or law requirements. The Landlord must keep in force during the duration of the Lease a policy covering damages to the Equipment Building. The amount of coverage shall be sufficient to replace the Equipment Building. 17 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 g. Notice. It shall be the obligation of the Tenant to notify the Landlord promptly of any pending or threatened litigation that would be likely to affect its insurance coverage. h. Proof of Insurance. Tenant shall provide the Landlord with a Certificate of Insurance evidencing its purchase of the insurance required under this Paragraph on or before the Commencement Date of this Lease. Tenant shall provide the Landlord with a Certificate of Insurance evidencing its purchase of the insurance required under this Paragraph annually on or before January 1 of each year that this Lease is in effect. Within thirty (30) days of Landlord's request, Tenant is obligated to deliver to Landlord an updated Certificate of Insurance evidencing purchase of the insurance required under this Paragraph. 36. Damage or Destruction. If the Leased Premises, including the Equipment Building, is destroyed or damaged by fire or other casualty, so as, in Tenant's reasonable judgment, to hinder Tenant's effective use of the Antenna Facility, Tenant may elect to terminate this Lease upon thirty (30) days' written notice to Landlord. If Tenant elects to terminate the Lease, Tenant shall be entitled to reimbursement of prepaid rent covering the period subsequent to the date of damage to or destruction of the Leased Premises upon Tenant's restoration of the Property. Landlord is not required to rebuild the Equipment Building, but Tenant, at its option, may continue the Lease and rebuild the Equipment Building. If Tenant decides to rebuild, it will submit plans to the Landlord and, upon Landlord approval, which shall not be unreasonably withheld, conditioned or delayed, Tenant may undertake reconstruction. The Landlord will reimburse Tenant for the cost of the building to the extent Landlord has received insurance proceeds from the loss. If the construction costs are in excess of Landlord's insurance proceeds, Tenant will be responsible for any excess. 37. Lease Termination and Other Remedies. a. Events of Termination — 60 Days' Notice. This Lease may be terminated upon sixty (60) days' written notice to the other party as follows: By Landlord if Tenant fails to complete the Project or deliver the Quit Claim Bill of Sale in a timely manner under the provisions of Paragraph 6. ii. By Landlord if Tenant sells or attempts to sell, assign or transfer its interest in the Leased Premises under writ of execution or similar legal process. iii. By Landlord if a receiver or trustee is appointed for Tenant's business or property and such appointment is not vacated within thirty (30) days of the date of such appointment. 18 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 iv. By landlord if Tenant makes an assignment for the benefit of creditors. V. By Landlord if Tenant's interest under this Lease automatically passes to another by operation of law except as provided in Paragraph 42 below. vi. By Landlord if Landlord reasonably determines that a potential user with a higher priority cannot find another adequate location on the Water Tower, provided that for a one-year period after termination under the provision, Landlord shall not lease the Leased Premises to another party with equal or lesser priority for the same use as that of Tenant. In lieu of termination, upon receipt of Landlord's prior written approval, Tenant may relocate its facilities to another location on the Water Tower, at Tenant's cost but with no additional rent, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant is obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. vii. By Landlord if it reasonably determines that Tenant has failed to comply with applicable ordinances, and conditions of the Right -of -Way Permit defined above, or state or federal law, or any conditions attached to government approvals granted thereunder. Viii. By Tenant for cause if the Leased Premises is or becomes unacceptable for technological reasons under the Tenant's Antenna Facility design or engineering specifications or the communications systems to which the Antenna Facility belong. Rent to be prorated through date Tenant actually discontinues use of the Antenna Facility. b. Events of Termination — 30 Days' Notice. This Lease may be .terminated upon thirty (30) days written notice to the other party as follows: i. By either party upon a breach of any covenant, term, or warranty hereof by the other party, which breach is not cured within sixty (60) days of receipt of written notice of a non -monetary default and within fifteen (15) days of receipt of written notice of a monetary default to the other party (without, however, limiting any other rights of the parties pursuant to any other provisions hereof). ii. By Tenant for cause if Tenant is unable to obtain or maintain any license, permit or other governmental approval necessary for the construction and/or operation of the Antenna Facility or Tenant's business. 19 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 C. Events of Termination — Two Years' Notice. This Lease may be terminated upon two years' written notice to the other party as follows: By Landlord if Commission or City decides, for any reason, to discontinue use of the Water Tower or Property for all purposes. d. Events of Termination — 10 days' Notice. This Lease may be terminated upon 10 days' written notice to the other party as follows: By Landlord, if Commission or City determines in either party's sole discretion that the Water Tower is structurally unsound including, but not limited to, consideration of age of the Water Tower, damage or destruction of all or part of the Water Tower or if the City determines in its sole discretion the Equipment Building is structurally unsound. H. By Landlord, if Landlord determines that the Antenna Facility unreasonably interferes with another user with a higher priority regardless of whether or not such an interference was predicted in the initial interference study that was part of the application process, provided that for a one-year period after termination under this provision, Landlord shall not lease the Leased Premises to another party with equal or lesser priority for the same use as that of Tenant. Rent to be prorated through date Tenant actually discontinues use of the Antenna Facility. In lieu of termination, upon receipt of Landlord's prior written approval, Tenant may relocate its facilities to another location on the Water Tower, at Tenant's cost but with no additional rent, and the parties shall attach a revised Exhibit B showing the new antenna/coax locations. Tenant is obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. e. Other Remedies. In addition to the termination rights provided herein whenever an event of default occurs under this Lease and the Tenant fails to cure such default in accordance with the cure periods described above, then the City may, in addition to any other remedies or right available to the City as law or equity and those specifically given the City under this Lease or its ordinances, take any one or more of the following actions: i. Perform or hire a third party to perform for the account of the Tenant any obligation of the Tenant hereunder. The Tenant shall promptly reimburse the City for any reasonable expense incurred by the City. This Lease is a license for the City to act, and it shall not be necessary for the City to seek a Court order for 20 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 permission to enter the Equipment Building or to act in accordance with this Lease. ii. Withhold approval of any permit with respect to the Property, including building permits for the Property. Draw on the Letter of Credit deposited with the City to pay for the cure of the event of default, or if Tenant fails to renew or extend the Letter of Credit as required under Paragraph 3(d). iv. Require Tenant to discontinue its use of the Property until such time as the event of default has been cured. V. Assess a lien against the Equipment Building for any reasonable costs incurred by the City due to the breach of this Lease by Tenant, not previously reimbursed by the Tenant, and the Property shall be deemed to have benefitted in the amount and to the extent of such costs. Vi. Cancel and terminate any Right -of -Way Permit granted to the Tenant in connection with the execution of this Lease. f. Time to Cure — 30 days. Except as otherwise provided in this Lease and except for those instances specified as having a 10 -day time to cure below, the party receiving written notice of termination shall have thirty (30) days to cure. For matters requiring thirty (30) days' notice for termination, the two time periods shall coincide exactly. For matters requiring more than thirty (30) days' notice for termination, after thirty (30) days the party seeking termination is no longer required to accept the cure. g. Time to Cure — 30 days. Except as otherwise provided in this Lease, if a termination notice is based on an event of termination requiring ten (10) days' notice or the non- payment of funds, the defaulting party shall be allowed ten (10) days to cure its default. h. Failure to Cure. If a default is not cured within the time allowed, termination shall occur automatically without further action on the part of the party who originally gave notice of termination. h. Notice of Termination. The parties shall give Notice of Termination in accordance with Paragraph 48 below. Such notice shall be effective upon receipt as evidenced by the return receipt or such later date as stated in the notice. 21 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Tenant's Liability for Early Termination, If Tenant terminates this Lease other than of right as provided in this Lease, all rent paid pursuant to this Lease prior to the termination date shall be retained by Landlord and Tenant shall pay to Landlord as liquidated damages for early termination 150% of the Annual Rent for the year in which Tenant terminates, unless Tenant terminates during the last year of any term and Tenant has paid the Annual Rent for that year. Non -renewal of this Lease is not a termination. Therefore no liquidated damages or termination fees shall be due to either party based upon the non -renewal of this Lease. j. Site Restoration — Lease Termination. In the event that this Lease is terminated or not renewed, Tenant shall have 60 days from the termination or expiration date to: remove its Antenna Facility, deliver the Quit Claim Bill of Sale as set forth in Paragraph 8 (if not previously delivered), and repair the site and restore the surface of the Water Tower and the Property to its condition as of the date of this Lease, but for removal of the Equipment Building. Upon execution of this Lease, Tenant shall deposit with Landlord $10,000.00 which shall be fully refunded to Tenant, less any amounts expended under the cure provisions of this Lease within thirty (30) days after all of the following occur: (i) termination of this Lease, (ii) timely delivery of the Quit Claim Bill of Sale (if not previously delivered), and (iii) repair of the Property to the reasonable satisfaction of the Landlord. In the event that Tenant's equipment, other than the Equipment Building is not removed to the reasonable satisfaction of Landlord, such equipment shall be deemed abandoned and become the property of the Landlord and Tenant shall have no further rights thereto. The obligations set forth in this Paragraph will survive the termination of this Lease. k. Site Restoration— Hazardous Materials. In the event that Tenant's Hazardous Materials need to be cleaned up, Tenant shall have three (3) days from the discovery of the spill to either clean it up or submit a proposal acceptable to Landlord for clean-up. If Tenant fails to either clean up the spill or submit a proposal acceptable to Landlord within in three days, Landlord shall then be entitled to clean up the spill at Tenant's expense without further notice to the Tenant. If Landlord cleans up the spill Tenant's expense, Landlord shall be entitled to reimburse itself out of the $10,000.00 Tenant deposited with Landlord to secure site restoration upon Lease termination. If Landlord so reimburses itself, Tenant shall have ten (10) days from receipt of written notice of such reimbursement to deposit an amount equal to the amount reimbursed with Landlord. 38. Intentionally Omitted. 39. Limitation of Liability. If Landlord terminates this Lease other than as of right as provided in this Lease, or Landlord causes interruption of the business of Tenant or for any other Landlord breach of this Lease, Landlord's liability for damages to Tenant shall be limited to the actual and 22 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 direct costs of the then current appraised value of Equipment Building (excluding the value of the Property and Tenant's communication, antennas and coax), equipment removal, relocation or repair and shall specifically exclude any recovery for value of the business of Tenant as a going concern, future expectation of profits, loss of business or profit or related damages to Tenant. 40. Temporary Interruptions of Service for Public Health. If Landlord reasonably determines that continued operation of the Leased Premises or Antenna Facility would cause or contribute to an immediate threat to public health and/or safety (except for any issues associated with human exposure to radio frequency omissions or radio frequency interference issues that are regulated by the federal government) Landlord may order Tenant to discontinue its operation. In that case Landlord shall simultaneously provide Tenant with the basis for Landlord's determination. Tenant shall immediately comply with such an order. Service shall be discontinued only for the period that the immediate threat exists. If Landlord does not give prior notice to Tenant, Landlord shall notify Tenant as soon as possible after its action and give its reason for taking the action. Landlord shall not be liable to Tenant or any other party for any interruption in Tenant's service or interference with Tenant's operation of its Antenna Facility, except as may be caused by the willful misconduct of the Landlord, its employees or agents. If the discontinuance extends for a period greater than three days, either consecutively or cumulatively, Tenant shall have the right to terminate this Lease within its sole discretion. In such case upon the complete removal of Tenant's Antenna Facility and the repair and restoration of the Leased Premises Tenant shall be entitled to a refund of prepaid rent, prorated from completion of the removal and restoration date, and Tenant shall not be required to pay Landlord any liquidated damages. 41. Tenant Interference and Maintenance. a. Interference Generally. Tenant shall, at Tenant's own expense, maintain any equipment on or attached to the Leased Premises in a safe condition, in good repair and in a manner suitable to Landlord so as not to conflict with the use of the Property by Landlord. Tenant shall not interfere with the operations of any tenant using the Water Tower and shall not interfere with the working use of the water storage facilities thereon or to be placed thereon by Landlord or Commission. b. Water Tower. Tenant shall not interfere with Landlord's use of the Water Tower or Landlord's space in the Equipment Building as illustrated in Exhibit D and agrees to cease all such actions which unreasonably and materially interfere with Landlord's use thereof no later than 48 hours after receipt of written notice of the interference from Landlord. If Tenant's cessation of action is material to Tenant's use of the Leased Premises or the Water Tower Leased Premises, and such cessation frustrates Tenant's use of the Leased Premises, Tenant (in Tenant's sole discretion) shall have the immediate right to terminate this Lease. 23 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 C. Higher Priority Users. If Tenant's Antenna Facility cause interference with higher priority users or with pre-existing tenants, Tenant shall take all measures necessary to correct and eliminate the interference. If the interference cannot be eliminated within 48 hours after receiving written notice of the interference, Tenant shall immediately cease operating its Antenna Facility and shall not reactivate operation, except intermittent operation for the purpose of testing, until the interference has been eliminated. If the interference cannot be eliminated within 30 days after Tenant receives written notice, Landlord may at its option terminate this Lease immediately without paying liquidated damages to Tenant. In lieu of termination, upon receipt of Landlord's and Commission's prior written approval, Tenant may relocate its facilities to another location on the Water Tower, at Tenant's cost but with no additional rent, and the parties shall attach a revised exhibit showing the new antenna/coax locations. Tenant is obligated to fully restore site, including any portion abandoned if Tenant relocates its facilities in lieu of termination. d. Relation to Other Termination Rights. The rights contained in this Paragraph 41 are in addition to any other rights the parties may have under this Lease. e. Reserved. f. Reserved. 42. Tenant Assignment. This Lease, or the rights hereunder, may not be sold, assigned, or transferred at any time by Tenant except to Tenant's parent company, affiliates or subsidiaries or any entity acquiring fifty-one percent or more of Tenant's assets (whether by purchase, merger, consolidation or otherwise) in the market defined by the Federal Communications Commission in which the Property is located. As to other parties, this Lease may not be sold, assigned or transferred without the written consent of Landlord, such consent not to be unreasonably withheld conditioned or delayed. 43. Landlord's Consent to Collateral Assignment. Landlord hereby consents to the assignment of Tenant's rights under this Lease as collateral to any entity which provides financing for the purchase of the equipment to be installed at the Leased Premises. 44. Landlord Assignment. Landlord may assign this Lease upon written notice to Tenant, subject to the assignee assuming all of Landlord's obligations herein. To the extent that Landlord grants to a third party by easement or other legal instrument an interest in and to that portion of the Water Tower and/or Property occupied by Tenant for the purpose of operating and maintaining communications facilities or the management thereof and in conjunction therewith, assigns this Lease to said third party, Landlord shall not be released from its obligations to Tenant under this 24 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 Lease, and Tenant shall have the right to look to Landlord and the third party for the full performance of this Lease. 45. Condemnation. a. Termination Due to Condemnation in Whole. In the event the whole of the Leased Premises is taken by eminent domain, Tenant may terminate this Lease as of the date title to the Leased Premises vests in the condemning authority, and rent shall be prorated through date Leased Premises is taken. Tenant is not required to fully restore site. b. Termination Due to Condemnation in Part. In the event a portion of the Leased Premises is taken by eminent domain, Tenant shall have the right to terminate this Lease as of said date of title transfer, by giving thirty (30) days' written notice to the Landlord, and rent to be prorated through date Leased Premises is taken. Tenant is not required to fully restore site. C. Award. In the event of any taking under the power of eminent domain, Tenant shall not be entitled to any portion of the award paid for the taking and the Landlord shall receive full amount of such award. Tenant hereby expressly waives any right or claim to any portion of the award including all funds, awarded as compensation for diminution in value of the leasehold or to the fee of the Leased Premises. Tenant shall have the right to claim and recover from the condemning authority, but not from Landlord (unless Landlord is the condemning authority), such compensation as may be separately awarded or recoverable by Tenant on account of any and all damage to Tenant's business and any costs or expenses incurred by Tenant in moving/removing its equipment, personal property, Antenna Facility, and leasehold improvements. 46. Hold Over. If Tenant remains in possession of the Leased Premises beyond the period described in Paragraph 37(j) above, without Landlord's consent, in addition to any other rights Landlord has under this Lease, Landlord shall be entitled to all remedies available at law or in equity, including the right to elect to treat Tenant as a tenant from month to month, subject to all provisions of this Lease but with Rent increased to one hundred and fifty percent (150%) of the prorated rent applicable during the month immediately preceding such expiration or earlier termination, unless the Parties are negotiating a new lease or lease extension in good faith. 47. Attorneys' Fees. In the event that either party to this Lease shall bring an action to enforce any rights hereunder, the prevailing party shall be entitled to recover costs and reasonable attorneys' fees incurred as a result of such action. 25 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 48. Notices. All notices hereunder must be in writing and shall be deemed validly given if delivered personally or if sent by certified mail, return receipt requested, or by reliable overnight delivery addressed as follows (or any other address that the party to be notified has designated in writing): Landlord: City of Golden Valley Attn: City Manager - Tom Burt 7800 Golden Valley Road Golden Valley, MN 55427 and Golden Valley -Crystal -New Hope Joint Water Commission Attn: Chair - Tom Burt 7800 Golden Valley Road Golden Valley, MN 55427 and City of Golden Valley Attn: Public Works Director - Jeannine Clancy 7800 Golden Valley Road Golden Valley, MN 55427 Tenant: Verizon Wireless (VAW) LLC d/b/a Verizon Wireless 180 Washington Valley Road Bedminster, NJ 07921 Attention: Network Real Estate 49. Authority. Each of the individuals executing this Lease on behalf of the Tenant or the Landlord represents to the other party that such individual is authorized to do so by requisite action of the party to this Lease. 50. Binding Effect. This Lease shall run with the Property. This Lease shall extend to and bind the heirs, personal representatives, successors and assigns of the parties hereto. 26 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/151741613 51. Complete Lease. This Lease constitutes the entire agreement and understanding of the parties and supersedes all offers, negotiations, and other agreements of any kind. There are no representations or understandings of any kind not set forth herein. 52. Amendments. Any modification of or amendment to this Lease must be in writing and executed by both Landlord and Tenant. 53. Governing Law. This Lease shall be governed by and construed in accordance with the laws of the State of Minnesota. 54. Limitation of Liability. Nothing in the Lease shall be deemed a waiver of any limitation of liability or defenses under Minnesota Statutes Chapter 466 or any other provision of law that Landlord may have against a third party. 55. Severability. If any provision of this Lease is held to be illegal, invalid, or unenforceable under any laws effective during the term of this Lease, such provision will be fully severable. This Lease will be construed and enforced as if such illegal, invalid, or unenforceable provision had never comprised a part of this Lease. The other provisions of this Lease will remain in full force and effect and will not be affected by the illegal, invalid, or unenforceable provision or by its severance from this Lease. Furthermore, in lieu of such illegal, invalid, or unenforceable provision, there will be added automatically as a part of this Lease a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable. 56. Memorandum. Upon request by either party, the parties agree to promptly execute and deliver a recordable Memorandum of this Lease in a form acceptable to both parties which may be recorded by the party requesting the Memorandum of Lease. 57. Quiet Enioyment. Landlord warrants and represents to Tenant that Landlord owns the Property and has full right and authority to lease the Property to Tenant. So long as Tenant is not in default under this Lease beyond any applicable grace or cure period, Tenant's use and quiet enjoyment of the Leased Premises and Antenna Facility will not be disturbed by Landlord or any party claiming by, through or under Landlord. 58. Waiver of Landlord's Lien. Landlord waives any lien rights it may have, statutory or otherwise, regarding Tenant's Antenna Facility, all of which shall be deemed personal property, whether considered real or personal property under applicable state laws 59. Waiver. No provision of this Lease will be deemed waived by either party unless expressly waived in writing by the waiving party. No waiver shall be implied by delay or any other act or omission of either party. No waiver by either party of any provisions of this Lease shall be 27 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 deemed a waiver of such provision with respect to any subsequent matter relating to such provision. 60. Right of First Refusal. If Landlord elects, during the term (i) to sell or otherwise transfer all or any portion of the Leased Premises separately from the sale of the whole Property, or (ii) grant to a third party by easement or other legal instrument an interest in and to that portion of the Water Tower and or Property occupied by Tenant, or a larger portion thereof, for the purpose of operating and maintaining communications facilities or the management thereof, with or without an assignment of this Lease to such third party, Tenant shall have the right of first refusal to meet any bona fide offer of sale or transfer on the same terms and conditions of such offer. If Tenant fails to meet such bona fide offer within thirty (30) days after written notice thereof from Landlord, Landlord may sell or grant the easement or interest in the Property or portion thereof to such third person in accordance with the terms and conditions of such third party offer. For purposes of this Paragraph, any transfer, bequest or devise of Landlord's interest in the Property as a result of the death of Landlord, whether by will or intestate succession, shall not be considered a sale of the Property for which Tenant has any right of first refusal. 61. Pre -paid Rent. Notwithstanding any provision in this Lease regarding Landlord's obligations to return pre -paid rent to Tenant, in no case will Landlord be obligated to pay any portion of abated rent to Tenant nor shall the Tenant be entitled to recover any value from the materials in labor in the making of the Equipment Building. 28 MINC Maren Equipment Building Lease And Development Agreement 000090/312001/1517416_13 IN WITNESS WHEREOF, the parties hereto have set their hands and affixed their respective seals the day and year written below. LANDLORD: City of Golden Valley, Minnesota By: Shepard M. 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I! mn.lu W..e.nb Wul'.'dNl.e[. sf )33 Ml: Inau Sulh 0 apes 41 ANo1w 27 f1- E." W.lm.e o1 R01, kN: lMno:3 Ih 9 doq Y 1) wdal almc I pyo 1: Meow 5 1 cepa .) 'd.idnd wo 1' le . blot A iwll n<I1. 1. Ta1Pl'ii 'bu 10"d.d,I 1) mNilw aq• Wul a dklnw IN.IS rest Uww SwM N -bpp• $d -P., Old do- W..". dklona• al 4.00 N•1 rad .14 4.1o. Ihr..lydINNN4. lepNner NU 18.60 bl rNY ew•, IVMr we'adw. Mel pea .1 •eW IN I OpinNp N a4 N.NI 1-.. Ssvin . d.d.p:42 wbdle. 16 e.w.w xe., a dId- el W.TS-Irl; .nI• . I T d•yiw 20 testes 31 ••ea.. 1.1 e did- of 111140 1.1 to • pMr•NeN . • le . beNl Cl u e IMuNp Sw.h 2 b9nw Sp l� 3 faN a N 9�I 1 'd e.b dmlrlNe ort m _k.8n.. Tv Ndonw =do=,,;.. to -b. abmid d -I.. to Idrmmk.k at colts -.Md -1 �5 mN+1. 45 .-, WW Nan h. NnNnw .1 Vo 1 I d••aboo do-ko, dN It. •wlh..11rly A.ubn. legNhr Hln�. 6.00 Iwl wN dor, unax m.w..w MO{ mrl df *LL 1 I1Mp 2.50 I. a s in1wM ..lobe o• bpNNq. d wN yNl C': Meow NdU.e. d,9'ep 71-mn.le. Y+wm4• EnH.•eemwd ul lR3e Nel: Urx•.Ndob JD to-ho'.. o-h MI 10 Com' •Y wt f 0..1 I, wN -dd I. u M.I.. M9 1 ....... f I r• -k *" 1 t t.r.P wl. Ota kn arxd .pU y ¢.., T mMl« 61 o lr -enlm.kK mo-.0ue el 4N I.a1 2N odhl"IY epNai;. M IN PROPOSED -UTILITY RbIITE (WeR/erlY) A 1.. vnbr mlwr.w Ph. /wM 10.00 tool of IF•wrin T11 IM N Lel wwhldlen neo J.a wcaaNq l M r -po of N.wgn t Ny, 4w la. DETAIL [llpKptf �CdgMpp6.N L bili[ � ' } a 5 . axt mlYP .LO. n. M. 9 L�.IK UY WnMA Y `1h Tho ww4 % PRQa'Q6fD '� / � 7Fxavis , t+w w R dr 6811 Washington Ave. So. • Edina, MN • Tel 952 942 0412 - Fax 952 942 0526 Estimated Shelter Budget for Verizon site MINC Maren. 7740 Golden Valley Road. Excavate, backfill and rough grade for shelter: $4,640.00 Grade beam footings (28" X 16") and (20"X 16"): $9,930.00 16" Block, 12" Block, Bond beams and core fill: $26,890.00 Pour and finish floor and stoops: $4,880.00 2" foundation insulation: $450.00 Brick Veneer on building and piers: $33,352.00 8" pre -cast roof plank: $8,445.00 Insulation, roof membrane, sheet metal, scuppers & downspouts: $13,850.00 Doors and hardware: $8,925.00 Interior wall treatment, the floor, misc.: $12,050.00 HVAC screening and gates, louvers and hoods for generator room: $7,045.00 Utility installations Power: $2,800.00 Fiber: $15,000.00 Gas: $6,700.00 Landscaping: $2,900.00 Erosion control: $1,800.00 Restoration: $5,100.00 Total Estimated Budget: $164,757.00 ' www.owbs.net EXHIBIT B "WATER TOWER LEASED PREMISES" ILLUSTRATION See Attached. B-1 z � � W z uj g{lig a - C9 ,~€ _ mu own :•ee�! 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X. �` t ! _ ! a § ` z ) k E & < 4 §> �z ! ` k § �. kr , %k)§ > § cn ,� .8 °! | §\ ! § IEj @ }� \- ! » \ ■ \ \ , )■ ) E - .|� � \ 2 |! ! .- 2 §} &s �-------�---�-�------�� Bt I� § � / )■ % mow z� • l z Y\ }\ / /\ §\ § }� §) I / ..✓ I // �s ' b�OY / 4 D a� '•. i i lEfftlLL e5 .ox6inal. cm..n� ..�jl BE D.notb, b.nebq xlvonc. boon h K a Dm.t., ..la cos �ene[...w e.r<nn .Nan w 0..ot., .o,t T P� : OF -0 or D..- e.'O' Eu Dmot.. a«tn. E. D..t.. a«vt. --I. M D.. - FM D<not.° fibs Wb. line G O.n.ta, tl.r F �• qu GAS v D.nt GAV Dalt.- 91, p.mp mm omot.e _dill romp I 'y "•.y, i•W° 4r 9E q�r. ? 7:v VICINITY MAP SEC 52. iib MGC. 21 nro o..ote, roa np...t wv o.n.l.. .wane mw.t u Om.ee. ix.e..op.e w<. y.P mTwq 6uerlq Tr . I la o.not<. Ignl pa< w D0mot., mats 00 mota. o.«nabd.a . �,'./ ,ice I" .S I PEP DalP. t., pu»uym< pipe MCP Oenotea can'�et, lae pipe Mo 0mole, nor balnpp' y t4 •§ri Sun D.—, ,town n ST s o.nm.e corn ,..ma. % Dm.b. A.'—, .' m.mx.t`wro 141 td .«•• .. I TCS Om.t., rbc co,Va 'qn TIUNs 0.not<, von.1— vo, WE Dmot...neergro.ne .u.w. nn. ",� }:.''' R ��' '•"' •�i... dnC '�� I ''^ i5 �< i I rp4' Ll W o..oa..alx mp Y� .... ' D.n. o.n t.,m L.N,I VA. Loc [ .PL Dano r..., , . I'' i .cc o.noa. caxo6o cr..n spr.« tn< nv caxw a tar 1. "�" "'^ ". nO. 1°O L"" ti ,. .. •.. - .•� ,.a �' - _ _ ' nxmy c Ufy a .t al.. <y, 0., x A,b,t ... wV—d by na x ansa my ew..t ,up -1. x.e that I mn . o ewy L—wd Lana sor..yx .hex m< nsme. <r uxn<.oto. D,W tnu OW 6.y or —. x012 , ` a 1 `�'<8•.,_ ,.' ' ""•�� LAND —EMG. uC \�r1<.Iipl1 NIM d`r YY RIX/TE 1 .� _.'d! o"Jw6 L-- E. CmS P.L.S. YM. Lk. No.«690 Loi M A. I / ..✓ I // �s ' b�OY / / 4 D i i i rte, or pownon a.ugnot.e nermn ., mm s p,r NAo ron...: e5 .ox6inal. cm..n� ONC iLn+E L.libe< - N 44'59'12.5' I A L.ngituea - W 93*22'45.0• / DESCRIPTION OF PROPERTY SURVEYED (Pat of Land d. -And M US TITLE SOLUTIONS. Repw1 of T1lie, FII. Na. 39144-MN1202-5030, R.f-mce No. MINCMerm, dt<d 2/15/12, Enemined - 2/1/12) L°t I, 810.4 I, Gddm VNley CM, C -la P.U.O. No, 56 2nd Addition, He.epih County, Mihnenta. Pr ty N poli A6aVoct and Tem -n The T rma C-tlflc.te .f TIB. No. N 750229. Plepmty Adb-a: 7600 Gddm Vdley R00d. Geld Vo y, MN 55422 PLAT RECORDING INFORMATION Th• pal of Gdd. V01My Citic C -t- P.U.D. Ne. 56 2n4 Addltgn roe dad of Iec-d 1990 h Na office of Ne- R -as De iitl No. 5687331 wd I, July 31, 1990 Ih Na .Irn of the Regialrw el Tid- as D.- No. 2113493. [ ) 8-h9l nd/or e9nmN.a Ilam .INh th,-- we pa plat w Lard did-liht.. T]TLE COMMITMENT USTITLE SMUTIONS, Retial of hill. FA. No. 39144-MN1202-5030, Refinence N0. dNCM-.n, dated 2/15/12, E..mhed Nn 2/1/12, re. INNd P. - b matt. of record. Schedule B Exhibits: .-,'Need item.. (Easerr,ml• and tight• el Wey) 7. Eeaem-I by M - h- W n R-ly Campy a DNdw-e c-pw.U. to VMa9e of Gdden I.R. H-np Cwnly, Mhnnela, doled 9/6/1957 r --.d 9/11/1957 in Inhuman! No : 308307IS Not-: En- lar Public Highway Grad, 4oaaing Purponv [Lt.. Hath of w'wyed wm] 6. Eldi -d by -.-W 'Mute- R.9r.y C.mp.y o DelOware c VN.9e of Gtldan Valley, a hbipol cwpwobn and. Ino la- of Ne St- Or Mnnwt0, deed 9/4/1957 b 2/27/1958 in -1--t No :3-474. Naleercd Ell- fro S.itwy S. SY,tam (Clea oath of -rd -.1 9. En -t by Eug-a J. Q.., frail, L. Nd) -aid, Dwthy L. C.., . hunt -di un er III. le IT u-Stmt Liquidath9 TmL dal, ft-. r 8, 1959 -dA-4 H. ik-;d,, uan- e to N• Vhl.9 df Gild. vm6y, a hi-1,I1c-Damlbn -dl, Nf Ino .l Na St 1. IT Mhn•aota, dalad 10/13/1966 --2/2/1967 in bi-k Na :36"126. Nel,r, ail aeon Dead of E-emmt fro Sb.t, Rnd and UNhy P--- [Liao .ou to of ,Wv.yed -1 10. E.aemml by VMege of Gdden Valley to N -n St in Power Cemp.y d nt. cwp.rel'wn, aet.d 4/e/1971 mail- 4/23/1971 h l.wmmt N. :3eeo3snne Net.: undn9rwnd Ent- fro 8- (ue. -wen ar .-,d wmJ 11. Ee,e-W,l by Comly of H-Aph, to th-th,Stat- porn Cd,,,p . a Mhn...ta cop-, dtM 4/6/1971 read" 4/23/1971 h A.1- ml Ne :3880)56. Het-: !Uit r nd Easnm-1 I- V- [Lin hath of wmyed -.e] l2 En -t by N, VWeye of Cold- -Y. a c-pwelim and body pditic -dx the la- of the Slats .f min. Al. to Canty of He. -h, a body ptlilic a d -1-e u der th, lay. of Ne State of Mhneaotd, d,t" 5/11/1976 redwdn 6/18/1976 hIn 1 -I No :3833146. PlIRm y la wbint ed E44 -t rev. bt- .. -it h Deed [Lie, oath of awnyad Dna] 13. En- by City of Odd- vbh, , a munkipd corparali- u Ne tan al thc Scot. of Ifili to to Hwt,q .d Rdn-idpm-t Authority or Gdden°a Vdley. Mlnne..I.. o .-Paan. "ndw N, law. of the Stet. dl Mho. -la. doted 1/28/1980 recorded 2/1/]960 h InWm-t Na 4541446. Nolen: P did, -y i, wbi-t to Eagan-t'marl. a, cited in Deed [Lila It of anoint dm] u. E..an-t by City of Cd-Va6ey, a munldpd I—- -dl, b. df th, st.l. of NWneaole Ceunly .f --ph, a body D -i m -t. u w Ne In.or Na Stale of Nhneate, d- 4/2/1981 '..wiled 4/8/1981 h 1--Non:4635944 N.laa: Wil - Geed .f Ed. -t fro GMrey (,hem . -y] 15. E.- by City of Gtld- V.ny, a m-hJp,1 c.rywti.n "ndw NO Na, of the State of Minnawte to County t,1 He. a body pditic .Cwp d ereta - NO of Stale of M. l., Hennepin. doted 4/2/1961 roc -dad 4/6/1981 h 1naWm-t Ne :.635843 Net-: Property H -j to E --U. - ¢tad n Deed [Lha oath of h, w d I.) 16. Ell- by County 0 X-nepin, o body pditic -d c dt. under Ina i.- If Mlnn-la 1b City fro Cdd- Vdlay, a municipolty -da N, In of Nhnnete, dated 6/27/1%9 nc-d•d 11/14/1989 W htrvm-t No :5595092. Not.: En- I- Seww [Clef Hath el wmy" was] 17. Edaemmt by City .f Gddm VOney deed 12/15/1993 '.piled 12/27/1993 h --No :2458987. Not.: D. Udh of Pmmm-t Enhhh t f- SN.et Right of Way .d Witty P1[,nom an a .y] 18. En- by City of Gddm Va .,,, dated 5/25/1994 rnwded 6/7/1994 W Inwmmt Ne 2522029. Nota: Com -lin of Permmml En- D. -U. [inn . wr.y] NOTES 1.) L.cti. -d •I'*' el undagra-d ud6ilin idwn tine. a apwaninaU iy and we io-n b,.d . Hold 1 -ti. of Alible flitma in cembha abn rd[h ewiad-f tl - m b .'lona cu. tnoae dwgrwnd HIY lac U- a art .alt r uUit�campo�ln Mose I - It n d.ded to your Gapha Stale a. Ce•, ' t 1,- 80326242. Uttiti- i n -e d.umd.l m �uwnoh�-d-em y IT del. ro � GN Y -ewy 4 ein f Nh - .are mar -dii. arty . witin 'i- t. cmatru U. w deagnuna 2.) C.t.l GOPHER STATE ONE CALL It 651-454-0002 (800-252-1166) Iw pncine -site I.eli. el ullitill pr'1ar to -y .caroti., 3.) Sumy.eerdhe,..d bawn9 boaN: Hm iri Candy Cowdhete Sywlem NAD 53. 1986 Adf. -t 8.-h9, cedted h wop..d deawiytlehl are b -d . Gdden Vtl<Y civic Center PIM Ne 56 2nd Ad- fro nhM16ty. A) C -t- d bnw.wm-t. iom we per field wort completed m Cali. 9. 2006. BENCHMARKS (BM) 1.) TI, .f t ..t oftim ny- n-th f .alar I.- Elev -- 910.41 rot (HCVD 1929) 2.) Teo .I double oke In mat lace of civil defense a9- -Ulwe„ I rota lora. E -U- 91 01 feel (NGVO 1929) Detm Nil 6th d.y .f -'e, 20122r Certified by __Ole6-4f�J' Lemwd F, CUs-, P.L.S. tim, L,c Ne. 44890 ReM.ed: September 20, 2012 PROPOSED ACCESS AND WTIUTY ROLITIF A 2000 loot fe Part 0f Let I, Bb.x I, Gdnh Vtl y C04- Cen,we PUO - 56 2nd Wenn din` to M1 d plat lhaeei. le In Cwntyd hbnh-te. Iying n- h h at y 0ndae y of and 0dOWI,1 a Aad o outing 0 ,-Y came as Dint being Ithe -1.ni coma 01 Lot 43,1 Audit- Subdiwai.f h. 3601 o ding P1.1 Naeol, add Hmn Nh County, th- S.uN 1 ee 00 mehu td. 17 --d, E -t. a ew 9. d.9 ntlAy line ofd- di f degr add Lel Iw dist-.. el 12.78 feet; wth 86 green 20 -n 02 hl -n Eat a dirt... It 95.51 feel; -I SOUK 0 dean, 46 minuln 51 . a d. Ea df n of 1.87 feel b It. point al beglnnlnq of the I. to beaat d -h4; th. "NOrth 89 d.9r-a 13 -Hutu 09 .--d- Eesl o dint....1 110.50 last; th- Sauth 31 degra- 03 -Hula. 12 a..dv Edli a dial.. of 71,51 feat; N Swth 5 d.91 .1 49 -tial- 41 a mdf E -a III- of 40.69 feet; th-c, S. o de9rua 38 ...in 09 ..dn Ent o dst.. of 324.78 foot to the eouththi_y One of fold Lal I .d wld Iine Nwa t-1,tithq. PROPOSED UTILITY ROUTE A 10.00 fol route e t of Let I, 81wN 1, Ctldm Vdley CMI C.lw PUD - SO 2nd Addlli., 1 cwdh9 to the ceded pet thawf, oa coymmM Ice q nwthedy mdc n -y of .d ady+hh9 a IFe d-ld -cingt at wnt=y can- of 'd Lot I. -i D- tieing Ne north -at - of Lot 43 Audit-', SubdI-I. No. 360. daomhg to Ne r.wded pat Ihmmf, •dd He-nIM county b- Swan I degree 0o -tied. 17 da Eat, a rhg, dingo el 12.78 I.l to Me baht 01 peghnhg or Ne Ih. yI, ba d.mAm1 h- NOM e6 da91en 20 -tint., 02 a..d• Ent, dm9 a flue h-i,11Ir'armed t0 as "Lha A", o d•t..e of 65.49 feet and -Id "Lha A' Nae termhathq; th-e condhuh9 Nath 86 dW.- 20 m1.- 02 .Hall Ent a dHl.a of 30.02; Nonce NOIIh 0 d'in , 46 mhu[aa 51 a -d, Wnt o dialmce of 2945 feet to adot nam relem.a le ea "Pent A'; Nm lhuing North 0 ng-afi -t- 51 sec da W.1 dlatmca f 7.36 lee, .d aab Ih Nee Imnhethq. T.gtha with a 5.00 fat rata ornundo -d awo a Nat Dort a Id `el I 50 fe I*S 2.e1 . w aide of a at- d -finch.. p.Ii-g a el Gold "Lha A": Nmce SwN IS degrees 13 m n 30 vac eat 0 el 7.65 lead; t e South o Argue. 39 m n t38 anmdlEaal la di 7.65 le did--hla IamMtinqutThe "' ". er ad eel I be prd.9.d .r ah-ld Io terminate dl ..id 'Line A" .d O• m y •tannin. Ta9aNa w e 6.00 fo alt aid Lot A'; 2.50 fol . eai arida of a cmtUhe d awbed an ba9lnn ng al orb 'Paint Nmce South e9 4eg',n 13 m "len 09 ne oda W-1 . d•t.ce el 7.35 hod; th-cd Saalh 0 dep.e, 1 mhtnn27 ...end, enl a dolma t e.e7 Nt; I- swtn 9 dagr.- 51 -thud. 47 -..dA Vinl°an�n...1 10.70 I -L thence S. h a dern ga m -i- m , m 14 n A Wnl0 da- If 27.40 het m I petit ha<htter ...toil 1. . 'Pdhd e' um.e -th 49 d.y... n m . -d- and .t a _td._of 6.15 fe 1; m 1. pence - 49 deg,... 52 °00 a,c.d• Went It dvldnc• dr -0 fat aid add -I.- dee-m-'. T".ma - 0 5m food I.- -1. and. -d d-.• NOI pail of aab Lot I 1— 2- feel m -i • id of a atmhe d.wbed o. be9i-in9 at fdd 'Pont 8'; Nana Swth 4 de l 42 -til 15 ,e . W.l o dNtanc< al 57.25 lest Nana S.th 2 degrees 29 minute¢ 31 , -di, E -i a dal.. of 19.44 fat to . Pdnl h-ehanw Iel.med I." 'Paht C'; th-ce cmthuhg SwN 2 dsgresa 19 n 31 s .da Evt v dMt.ce of 9.21 leer a tamhatinga Th. NdNlnn of ,.id rate to be prd-Sed d, .,I-. to tarmhole t P Iine wh li ba.• N -N 68 dagr-v 55 -tinter a vv ondv Wnd from Ne lamhua of the Int de.-Ibed cah- and it. awth ... laly -lemon. T.g.Nw lid, . 5.0o Int rat. a -dm -d aro. Nt POr, of Hid IyIh9 250 Ant . earn tide of P ant-IWB d.aabed n begi-hq It -1d 'Pahl C'; th.. NI-th 86 degrna 22 -on 55 nee d. End a di•t.ce If 36.58 feet, th- N-th 30 dagnea 24 m • 0 a. da°E-t a dUd.- . 40.64 Int . said c -(aline here Th. .-h. 01 aab wale ore 1.b,P1 -fled w ahertened t. term - It a Iha - b -n North 7 damns 12. mina lea 51 condo Wet Nan Na -.. el Ne la,t deaabad c UWa .d It. ,wth.-Y ant -•I.. PROPOSED UTILITY ROUTE (Westerly) w,e . M1 10.00 fol It th12.77 halt L.I Cwnd39, .-ediwno.•36D�..wIdM9 to N. m- it pIdll th-I, -. ih A ld Y. i. Mhnuto. DETAIL jury v nit ex 7�- u �.� ,, aald. yaMEy fi &am b .a�T SW dT , a w Lor NW.ram. Nn a,o m•slai•w -.. ..U .. ...._ ... _. ___.._ F. PROPOSED ±..TENANT'S U(io of �'• i 3ayd . A1J �'�.rt t ROPoS£O -1-WaT_,q y+))�, .I TENANTS �ly�,n ACCESS AND UT7(/Tr ROUTE PROPOSED /r)'�'_ TENANT'S f _.. ROUTES\\\ . \\A,Nrusl Yq . i'" ... 0 2D 40 SCALE sass.�'w EXHIBIT C FORM OF QUIT CLAIM BILL OF SALE FOR VALUABLE CONSIDERATION, Verizon Wireless (VAW) LLC d/b/a Verizon Wireless, Seller, sells and conveys to the City of Golden Valley, Buyer, the following personal property: Seller's equipment building (excluding its communications equipment, antennas, and coax), located at: Lot 1, Block 1, Golden Valley Civic Center PUD No. 56, 2 d Addition, and Lot 39 Auditor's Subdivision No. 360, Hennepin County, Minnesota. SELLER MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO THE CONDITION OF THE PERSONAL PROPERTY OR ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE. BY ITS ACCEPTANCE OF THIS BILL OF SALE, BUYER ACKNOWLEDGES THAT IT HAS FULLY INSPECTED THE PERSONAL PROPERTY AND BUYER ACCEPTS THE SAME "WHERE IS" AND IN ITS PRESENT USED AND "AS IS" CONDITION. This Quit Claim Bill of Sale merely conveys to Buyer all right, title and interest, if any, of Seller in such personal property. Buyer hereby forever releases, relieves, discharges and covenants not to sue Seller for any and all, claims, liabilities, demands, costs and expenses (including attorneys' fees), actions, proceedings, causes of action of any kind, known or unknown, claimed or concealed, based on any theory whatsoever, which Buyer has, ever had, or ever claims to have ever had against Seller, which are related to the construction of the personal property. This Quit Claim Bill of Sale contains the entire agreement and representations of the parties related to the construction of the personal property, may not be altered except by a written instrument signed by both parties, and shall be construed in accordance with the laws of Minnesota. SELLER: Verizon Wireless (VAW) LLC d/b/a Verizon Wireless By: Lynn Ramsey Its: Area Vice President Network Date: C-1 STATE OF COUNTY OF This instrument was acknowledged before me on , 2013, by ,the of on behalf of the [limited liability company]. THIS DOCUMENT WAS DRAFTED BY: Kim JoDene Donat BEST & FLANAGAN LLP 225 South Sixth Street Suite 4000 Minneapolis, MN 55402 (612) 339-7121 C-2 Notary Public Printed Name: My Commission Expires: a EXHIBIT D FLOOR PLAN See Attached. D-1 as, i © Zy y tnt Z a NJl 22 U w a > z� L) ypyp a gge € a o b 3Ift �5 Q 1 1 H R r-0•2'71,ir r-� trr . Y -to' d -x' 1. EXHIBIT E FORM OF IRREVOCABLE STANDBY LETTER OF CREDIT IRREVOCABLE LETTER OF CREDIT NO. City of Golden Valley Attn: Director of Public Works Jeannine Clancy 7800 Golden Valley Road Golden Valley, Minnesota 55427 Dear Ms. Clancy: Ladies and Gentlemen: At the request of and for the account of means Verizon Wireless (VAW) LLC d/b/a Verizon Wireless its successors and/or assign (hereinafter referred to as the "Applicant"), we hereby establish, effective Immediately, our Irrevocable Letter of Credit in the aggregate amount not to exceed and _100 Dollars ($ ) (this "Letter of Credit"), in favor of City of Golden Valley, a Minnesota municipal corporation, its successors and/or assigns (hereinafter referred to as the "Beneficiary"), available upon delivery of this Letter of Credit to us accompanied by your sight draft(s) drawn on us. All drafts so drawn must be marked "Drawn under Irrevocable Letter of Credit No. " This Letter of Credit shall expire on which date is 90 days beyond one (1) year from issuance date , 2013, unless extended/renewed as expressly provided herein (the "Initial Expiration Date"). This Letter of Credit shall be deemed automatically extended/renewed without notice and without need for execution of any amendments to this Letter of Credit or any other documents for a period of one (1) year from the Initial Expiration Date and from each future expiration date (the Initial Expiration Date and any subsequent expiration date each being an "Expiration Date"), unless you receive, at least ninety (90) days prior to such Expiration Date, a written notice from us notifying you that we elect not to extend/renew the Letter of Credit for any additional period. Such notice must contain the following caption in boldface, all capital letters: "NOTICE: IRREVOCABLE LETTER OF CREDIT NO. WILL NOT BE EXTENDED/RENEWED" and must be delivered in person (including by courier service) or by certified United States Postal Service Mail or nationally -recognized overnight delivery service, which requires a record of the recipient's signature as evidence of delivery (at your address above or such other address for any such notice which you may hereafter specify in a written notice delivered to us at our address below). Upon receipt of such notice, you may draw your sight draft(s) on us prior to the then -relevant Expiration Date for the unused balance of this Letter of Credit. We engage with you that all drafts drawn under and in compliance with the terms of this Letter of Credit will be duly honored if presented during regular business hours at our office located at [Minneapolis,) Minnesota Telephone No. 'before 3:00 p.m. on or before unless extended/renewed as provided herein, in person (including by courier service) or by certified United States Postal Service Mail or nationally -recognized overnight delivery service. Drafts presented at our office at the address set forth above no later than 10:00 a.m. shall be honored on the date of presentation, by payment, in accordance with your payment instructions that accompany each such draft. If requested by you, payment under this Credit may be made by wire transfer of immediately available funds to your account as specified in the draft or by deposit of same day funds in your designated account (if any) that you maintain with us. TIME IS OF THE ESSENCE IN THE PERFORMANCE OF EACH PROVISION OF THIS LETTER OF CREDIT. F-1 Partial drawings are allowed, and this Letter of Credit shall, except to the extent reduced thereby survive any partial drawings. Communications relative to this Letter of Credit should be addressed to the address specified above to the attention of "Public Works Director — Verizon Equipment Building", mentioning specifically our Irrevocable Letter of Credit No. Notwithstanding anything to the contrary in the UCP 600 (defined below), this Letter of Credit is transferable and may be transferred one or more times, from time to time. We shall effect any such transfer(s) upon written request from Beneficiary, presented to us in person (including by courier service) or by certified United States Postal Service Mail or nationally -recognized overnight delivery service, regardless of whether we are in receipt of the Fees as referred to below. Any transferee of the Beneficiary shall have all of the rights hereunder of the Beneficiary, including, without limitation, the right to demand and receive payment pursuant hereto in accordance with the terms hereof and the right to transfer this Letter of Credit as stated above. All charges, costs and fees and expenses (collectively "Fees") relative to this Letter of Credit are for the account of the Applicant. Beneficiary shall not be liable for any Fees. This Letter of Credit sets forth in full the terms of our undertaking, and such undertaking shall not in any way be modified, amended, amplified, limited or waived or otherwise changed by any document, instrument or agreement referred to herein (except the UCP 600 to the extent the UCP 600 is not in conflict with or is made inapplicable by this Letter of Credit), or in which this Letter of Credit is referred to, or to which this Letter of Credit relates; and no such reference shall be deemed to incorporate herein by reference any such document, instrument or agreement except the UCP 600 to the extent allowed as described above in this paragraph. This Letter of Credit shall be governed by and construed in accordance with the laws of the State of Minnesota, including the Uniform Commercial Code in effect in said State. Except as otherwise expressly stated herein, this Letter of Credit is subject to the Uniform Customs and Practices for Documentary Credits (2007 Revision), International Chamber of Commerce Publication No. 600 (the "UCP 600"). However, Article 31 and Sub -articles (c) and (d) of Article 38 of the UCP 600 shall not apply to this Letter of Credit. Further, notwithstanding Article 36 of the UCP 600, should a relevant Expiration Date occur during a period that our office referred to above is closed by reason of an event specified in Article 36, such relevant Expiration Date shall be deemed extended by thirty (30) days from the date we have resumed business at that office. Dated: F-1 Sincerely, a(n) By: Its: EXHIBIT F RIGHT-OF-WAY PERMIT APPLICATION See Attached. F-1 Public Works Department 17800 Golden Valley Road, Golden Valley, MN 55427-4588 city 0 763-593-8030 1 FAX: 763-593-39881 TTY: 763-593-3968 I www.goldenvalleymn.gov golden PERMIT APPLICATION valley Location Of Work/Addressl400i U*A%A .' ii%tra 44idl Vii Sart a►✓11GC.►�AI�J h'k �� F1Sc7►.at `$:rc+t (("+sx7c� ( �. AddressV4,ci2av%tiJ1fQ. 3%-4011*a:lJad-Xer.% City State ZIP 24-HcturPhcing o v l ..� S'�l/ xc-11eZo_-qZZ-c_5p ork Phon DMWh6- b5/-Z7/r- IVPagpr Fax Email DA44-•15c\sf Prope4y Otyner ((fdffferent than abqyey Cgptact Person State I ZIP 124 -Hour Phone Work Phone CeIVPager/ Fax f fmall lv N Start Date End Date (includes i OkExcavation 0 Joint Application O TemporaryAccess Ap Ikant4 Proje it restoration) Permanent Obstruction OTemporary Obstruction -+'!rQ .- O Berm 0 Driveways O Irrigation O Retaining Wall O Sump Drain Connection O City Project Construction O Dumpster, Container, POD AtLandscaping 0 Sanitary Sewer O Trailer, Equipment O Crane O Fences (above ground) 0 Parking Lot 0 Sidewalk &Trees O Culvert O Fences (buried, Invisible) 0 Private Utilities 0 Special Event/Parade �?► Jvrt+ ra+►0 0 Water Main'' '',, -- � O DralnTile O Inflow& InfiltrationSewei—pair •►rM 404104 Storm Sewer ,�Other.�u� L44f �! _ 601 ` _ tiR 3 chi, _ Z O Buried Cable O Main 0 Abandon in Place Bituminous P911ituminous O Cable TV O Overhead Utility O Cut -Off Xconcrete 0 Concrete 0 Carrier Conduit 0 Power Pole KNew O Dirt O Dirt ZElectric O Service 0 Remove O Gravel 0 Gravel 4 Fiber Optic O Sewer Liner O Repair Tees/Shrubs MTrees/Shrubs O High Pressure Gas 0 Telecommunications O Replacement Turf 71Turf O Low Pressure Gas 0 Other: O Other: O Other: 0 Other: Number ofOpenings: _4 0 Augering KDirectional Bore 0 Jacking 0 Pneumagopher Total Lineal Feet: 7 -OB 0 Core Drill O Hand Dig 51 Open Trench 0 Splice Pit Length: -, Width: 37 .P -Direct Bury O Hole 6010w 0 Other: Depth:_ [7 S1D0 jser BIVd Optiing 0 $200 per Paved Opening (includes curb alterations) )9$100 per Permanent Obstruction (includes courtesy benches) 0 $1,Qp per Driveway 0 $25 perTemporary Access 0 No Charge per Overhead Utility Repair O No Charge per Temporary Obstruction O Undetground `Utillty Fee, 0-100 ft = $250 + $1 /ft )KUnderground Utility Fee, over 100 ft = $350 + S0.50/ft over 100 ft 0. No.ChargL- per Servlte Drop (meeting conditions set forth in Master Fee Schedule) -+ continued Staff Use ::C I ) All warning devices and barricades shall conform to the Minnesota Manual on Uniform Traffic Control Devices. 2) All warning devices barricades, flagmen, and equipment shall be provided by parties ororgani- zatiom performing the work. 3) All warning devices and barricades shall be placed according to provisions In the most recent B) Permk on Job: Permits or copies shall be kept on the site of the work while It is In progress In the custodyof the individual in charge and shall be exhibited upon request made by any City official. 9) Provisions and Specifications: These general provisions and specifications shall be considered as forming an integral part of each and every permit issued for operations on city roads. The workauthorized by this permit shall be done at such time and In such manner as shall be consistent with the safety of the public and shall conform to all requirements and standards of the City of Golden Valley as herein specified. If at any time it shall be found by the City of Golden Valley that the work Is not being or has not been properly performed, the permittee, upon being notified, shall immediatelytake the necessary steps, at their own expense, to place the work In condition to conform to said requirements or standards. 10) Annulment: In the event of willful failure or neglect by said permittee or their employees to perform and comply with the prescribed conditions, restrictions, and regulations, Golden Valley Public Works may revoke and annul this permit and order Bald permittee to remove any and all structures or property belonging to said permittee from the legal limits of the highway or City property. In the event the permittee leaves the highway in a condition needing repair or construction, the Golden Valley Public Works may repair such highway and the costs of such repair or construction shall be paid by the permittee. 11) Executlon:The permittee shall use diligence in the execution ofthe work authorized under this permit in order not to endanger or unneces- sarily obstruct travel along the said roadway. 0pefat ibns shaltbe so cdhducted a1 alfi11mes as :ant's Name (Please Print) edition of the MMUTCD (Minnesota Manual on Uniform Traffic Control Devices). 4) All warning devices and barricades and safety vests shall be kept clean and In good repair at all times. 5) Advance warning of detours, approved by the Golden Valley Director of Public Works, shall be posted no less than five working days before the to permit safe and reasonabiyfree travel over the roads within the limits of the work herein prescribed. All safety measures for the free move- ment of traffic shall be provided by the permittee at their own cost. 12) Conformity to laws: The Installation shall be made in conformity with all applicable laws, regulations, and codes covering said installa- tions. All installations shall be made in confor- mity with regulations of governmental agencies for the protection of the public. 13) Removal: If at any time the permitted structure or facility shall fall from any cause whatsoever, the permittee shall have the same removed or repaired within 48 hours after receipt of written notice to do so, unless by reason of some ex- traordinary happening the City of Golden Valley may extend such time limits. 14) Existing Facilities-AppiIca nt must protect all existing Installations. 1 S) Private Property: The Permit as Issued does not In any way imply an easement on private property. 16) Damage to Roadway: If pavement or roadway is damaged, same shall be restored to Its original or better condition, at the sole expense of the permittee, according to the specifications and directions of the City of Golden Valley. 17) Quality of Work: Finished surface, base, and sub -base of road upon completion of work shall be equal to or better than specifications for origina I road. 18) Cutting Trees: The permission herein granted does not confer upon the permittee the right to cut, remove, or destroy trees or shrubbery within the legal limits of the roadway or relieve permittee from obtaining any consent other- wise required from the owner of the property adjaaceinflhereto. — - -- — detour is placed. 6) Excavation shall be cribbed, sheeted, and/or fenced when necessary, or as required by the City of Golden Valley. 71 Inclement weather shall be reason for delay of the project start or suspension of the project as determined by the City of Golden Valley. 19) Boring or Jacking: Installation of pipe under roadways shall be jacked or bored as designated by Golden Valley Public Works. 20) Liner orGasing Pipe: Shall be required for instal- lations exceeding 4 inches in diameter. 21) Pressure Grouting: Shall be required as desig- nated by Golden Valley Public Works, 22) Drainage: All waterways and lines of drainage shall remain operative. 23) Pale Anchors: No pole anchors, anchors, braces, or other construction shall be placed on right-of- way except by permit authorization. 24) Driving Limitations: Itis prohibited to drive onto roadway from ditch or on shoulders or over curbs where damage will occur. 25) Lugs on Equipment: No lugs shall be used on equipment traversing road, which will damage the road surface. 26) Cfean-up: Street surface and roadside shall be kept clean, neat, and presentable throughout construction as determined by Golden Valley Public Works. 27) Dust Control/Street Sweeping: Shall be provided, at no cost to the City, upon request of Golden Valley Public Works. 28) Trees and Vegetation: Burning or disking opera- tions and/or the use of chemicals to control or kill trees, brush, and other vegetation Is prohib- ited without advance approval from the City. 29) Restoration: It shall be further understood that the permittee will be responsible for mainte- nance of any failures due to settlement, erosion, lack of vegetation growth, rutting, or otherjob- related problems forthree years after completion of project and Notice of Completion of work has been received by the City of Golden Valley. 30) Manholes: All manholes, shut-off valve covers, etc, shall be placed 112 inch lower than finished grade. Before starting constru&ion, call 763-593-8030. document is available In alternate formats upon a.72=hour72guest Please call 763-S9378006 (rTY: 763-593-3968) to ea request ;Examples of:a)terriete formats may include'large prlat,,,electrgnic, 6iall(e,.audiocassette, etc. - Date 216112 a Public Works DepartmentApplication Fee ssm 7800 Golden Valley Road Golden Valley, MN 55427-4588 763-593-8030 wwwci.golden-valley.mn. us i aA J./AiV .R ti}�►il. VA l 1 lA.� tll,l V11.J O Equipment Owner „ OC cto �Other (explain): A� 2n, Applicant: U 42-+ i2o,� kx.l ltAf sS llAU-))�, 41bTcT Va4 c zcr-- Address: , ___ _-a_ 1.—._ — I -A Q .. City; p�r5 �R.rbu T'GZ ��— St rte: N;:S' Zip: 6-24!t2.0 Local Representative: City: >~ New Applicant d Update of Information Phone: (los" Fax: (&$;rf E -Mail: Q,2154j� CJ �vtli��G�uc,s+slhi7 L pry J Phone: Fax: &S!)_ L Z s " 7 d1 E -Mail: P i One -Call Information #�J (if applicable)G�T !Operator Registration Number., _+ �o Z ID Number (H contractor): Namp Phone ec 7.a� w r e 1t 5S WC,(_, $G 7 -7LZ_,Ozo !0 Pager Please attach copies of certificates and licenses as required for registration: Certificate of insurance j�Certdicate of Incorporation (if incorporated) Date Received: Date Approved: Registration Numbec Fax Fee Paid: O Yes 0 Nc Registrar: tis/ot 101 Date: April 3, 2013 MEMORANDUM Public Works Department 763-593-8030 / 763-593-3988 (fax) To: Joint Water Commission Through: Jeannine Clancy, Director of Public Works From: Mitchell Hoeft, EIT, MPA, Engineer Subject: Minneapolis/Golden Valley Water Meter Improvements Cost Update The following information is to provide the JWC with an update of the estimated project costs associated with the JWC/Minneapolis Water Meter Improvement Project (#12-10) Original Construction/Demolition Bid Price $759,257.00 Design and Construction Engineering (Revised) $80,341.00 Change Order # 1 $13,177.38 Xcel Relocation Charge $1,990.42 MPLS 48" Connection Expenditures $155,893.00 Material Testing $5,000.00 Total Estimated Project Cost $1,015,658.80 Original Construction/Demolition Bid Price: The lowest responsible bidder, Magney Construction, submitted a bid price of $759,257 for this project. Design and Construction Engineering (revised): The Stantec proposal dated December 19, 2011 authorized by JWC included $49,698 in engineering fees. This work included design, construction document preparation, and construction inspection services to be provided by Stantec. Due to changes in project scope (including the addition of the spiral staircase, the addition of multiple electrical improvements made to the meter vault, increased coordination with the City of Minneapolis' portion of work, the addition of the discharge valve structures, and the request to tie back into the reservoir using the existing connections at the bottom of the tank), Stantec has requested additional compensation for their services. Upon negotiation, Stantec's new professional services budget is $80,341. G:\PROJECTS\JWC Water Meter Improvements (12-10)\Memos\Cost Update.docx Change Order # 1: A change order has been issued for $13,177.38 which covers the installation of conduit needed to relocate the Xcel electrical line that powers the pump house. This change order also includes a few minor shop drawing/material revisions that were required at the site which include adding safety grating and locks to the access hatches as well as the addition of Uni-Set® cathode protection as required by the City of Minneapolis. A copy of the change order is attached. Xcel Relocation Charge: Includes the cost for Xcel energy staff to mobilize to the project site to connect/install a new electrical feed to the pump house via the conduit system that was installed by Magney Construction. A copy of this contract is attached. Minneapolis 48" Connection Expenditures: The City of Minneapolis will be completing all work on their existing 48" watermain as pulled out of the contract in Addendum 1. The costs for completing this work will be split between the JWC and the City of Minneapolis. Anticipated costs to complete this work are not to exceed $155,893 as calculated by Minneapolis. Current negotiations and decisions are being made to reduce this figure. Once the final costs to complete this work are approved an additional update will be given to the JWC. Material Testing: Includes the "not to exceed" cost for American Engineering and Testing Company (AET) to perform all material testing for the project. A copy of this agreement is attached. Updated anticipated project costs for each city/organization are shown below: City of Minneapolis $487,829.40 JWC $527,829.40 Attachments G:\PROJECTS\JWC Water Meter Improvements (12-10)\Memos\Cost Update.docx CITY OF GOLDEN VALLEY ENGINEERING DEPARTMENT CHANGE ORDER NO. 1 Magney Construction PROJECT # 12-10 Contractor 1401 Park Road Chanhassen, MN 55317 To Whom It May Concern, Under your contract dated October 16, 2012 with the City of Golden Valley, the City of Golden Valley hereby directs you to do the following: Items (See attached descriptions): Add: Hatch Modifications (a)_ $1,531.40 / LS = $ 1,531.40 Add: Cathodic Protection (a7 $517.77 / LS = $ 517.77 Add: Xcel Relocation (a)- $11,128.21 / LS = $ 11 128.21 Therefore, add to the contract, in accordance with contract and specifications, the sum of $ 13,177.38, There will bean extension of -14- days for completion. The date of completion of contract was June 1, 2013 and now will be June 15, 2013. Amount of Original Contract Total Additions Total Deductions Contract To Date $ 759,257.00 $13,177.38 - 0 - $772,434.38 APPROVED BY: SIGNATURE: PROD LotT T E/C NSU ANT TITLE DATE SIGNATURE: Z/k CONTRACTOR TITLE DAYE SIGNATURE: JEFF CITY ENGINEER DATE SIGNATURE: 2 f 2j t -1, JEA NE CLANCY (RECTOR OF PUBLIC WORKS DATE SIGNATURE: Z TOM BURf, C MANAGER DATE GAPROJECTS\JWC Water Meter Improvements (12-10)\Change Orders\CO # 1.doc � Q C Cd m 2 0 O � « w m R W 0 U � 0 & k U k k 2 2 0 m E 0 / � � R $%// 332/ comm \$22 00MM �: 3:oo k/ -0 .0 C) 'v /§777§ !orbEb >m r /) O_O ,p (cu )3 4 § / : z '\ ƒ i / 7 / < / � 0 2@ 0 / / © / g m ) m / 0 $ 0 = i a / \ ! D 0 L mai m / / ¥ O2 O » U u 6 L$ o / m 0 0� ƒ E / ƒ E� 3/ / f �oR=-n < <C �Ln o CL f 0 L) 2 m& 0— _ � F- 2 ko / f� k // \ m / E/ k Iv �g � : > w \ �E k7 O 0 ƒ f ƒ �% ( £ / « = ff C \ /f 0 e& m 00 % f u O - b Em04 :E 7� « 0 00 @c \ d < ® ®0 z Lc Cl) a E% 0 \ 2 / 2/ a $ <f 2J\i = �i /� 0 2 °£ % ko /� ƒ //\$ § \2 / » ® § E ° ± 2i/ c ƒ We 2 $ ƒm 9 ® m G° S { � E 0 C) � f a) 0 U LL U 3 / \ 2 0 O � « w m R W 0 U � 0 & k U k k 2 2 0 m E 0 / � � R $%// 332/ comm \$22 00MM �: 3:oo k/ -0 .0 C) 'v /§777§ !orbEb >m r /) O_O ,p (cu )3 4 DNSTRUCTION IMEI C"LzU_ & INDUSTRIAL, C'0NTRAC'T0R, PARK ROAD U1_i:\'HABSEN XIN 55317 ,74A674 CFFJC F 95 2 44 7 41679 FAX .m 1�ne} consTn�cTiun.00nl Tim, Magney Construction, Inc. is pleased to present the following proposal to provide the necessary labor, material and equipment to add standard safety grating to both hatches, per your 12/10/12 e-mail request. The revised shop drawings (submitted separetly) include the addition of the safety grating, padlock bar and the revised drain location for the 62" x 62" hatch, per your shop drawing review comments. The costs associated with this additional work are summarized below. Labor: $ SEND TO Material: Add Safety Grating (36" x 72" Hatch) Company name From Stantec Kevin Vranicar Attention Date Mr. Tim Grinstead 1/17/2013 Fax Phone Proposal # 651 604-4881 001 - Hatch Modifications Urgent Please comment XO F/ease review Q For your information Total pages, including cover: 1 Subcontractor: COMMENTS - Re: Minneapolis / Golden Valley Water Metering Improvements Tim, Magney Construction, Inc. is pleased to present the following proposal to provide the necessary labor, material and equipment to add standard safety grating to both hatches, per your 12/10/12 e-mail request. The revised shop drawings (submitted separetly) include the addition of the safety grating, padlock bar and the revised drain location for the 62" x 62" hatch, per your shop drawing review comments. The costs associated with this additional work are summarized below. Labor: $ - Material: Add Safety Grating (36" x 72" Hatch) $ 480.00 Material: Add Safety Grating (62" x 62" Hatch) $ 703.00 Material: Additional Shipping Costs for Grating $ 40.00 Material: Sales Tax (7.2575%) $ 88.97 Equipment: $ - Subcontractor: $ - Subtotal $ 1,311.97 General Contractor's Overhead $ 196.80 Bond & Insurance premiums $ 22.63 Total $ 1,531.40 Please review this proposal and feel free to contact me with anv questions, comments or concerns. Thank you,, Kevin Vranicar Project Manager Page 1 of 1 Acce ted By Date Allq.N, C ---"LLC Q N 5 E R U C 14.01 Park Read - G112n gassers, MN 55317 vovww. mag n4t}'Gonz tfudion.Com 952.474.1674 Office 952.474..1679 Fax Water Metering Improvements Golden Valley, MN RE Submittal Subcontractor/Vendor: Halliday Products, Inc. Specification Section: 05 50 00, 3.03F Specification Description: Cast -In -Place Concrete Comments: Resubmittal w/ safety grating, padlock bar and revised drain location. Drawing Transmittal Approved FX Reviewed =Revise & Re -submit This document has been reviewed by Magney Construction, Inc. Any action shown is subject to the requirements of the plans and specifications. Subcontractor/supplier is responsible for all dimensions BY: KV DATE: 1-17-13 TRANS # HALLIDAY PRODUCTS, INC. ORLANDO, FL http://www.hallidayproductS.COM SUPPORT/NUTRAIL (BOTH SIDES) GRATING PADLOCK--- LUG ADLOCK---LUG ALUMINUM 'I' i BAR GRATING —� COVER LOCKING DEVICE THIS SIDE GRATING BEAM (2) 3 3 DRAIN LOCATION LIFTING HANDLE 36" S.STL. & ALUM, POSITIVE LOCKING HOLD OPEN ARM HINGED GRATING PANEL 1/4' THICK EXTRUDED ALUM, CHANNEL FRAME 3 3,/4' V DRAINPIPE BY OTHERS CONC, OPNG. (DOOR OPNG. -2') SECTION willim HALLIDAY PRODUCTS a M v 3/4` M po COVER OPEN S.STL. HINGES W/TAMPERPROOF FASTENERS CONT, CONC. ANCHOR PRIMER REQUIRED MODEL NO. WlSO36072GBDP---- QUANTITY: 1 ORDER NO. W16337 DATE: 12/10/12 LOCATION/TAG: STANDARD FEATURES: 1/4 ALUMINUM TREAD PLATE COVER 1/4 THICK ALUMINUM FRAME EXTRUSION T-316 STAINLESS STEEL HARDWARE S.STL. & ALUM. HOLD OPEN ARM RECESSED LIFT HANDLE (S) 1 1/2" DRAIN COUPLING HINGED AND LOCKABLE PROTECTIVE GRATING PANEL (POWDER COATED, SAFETY ORANGE COLOR) LIFETIME GUARANTEE 300 LB. PER SQ. FT. LOAD RATING OPTIONS/FEATURES: X PADLOCK BAR X S.STL. SLAM LOCK W/ KEY RECESSED LOCK BOX KEYED CYLINDER LOCK X SPRING ASSIST X NEOPRENE GASKET/CUSHION X BITUMINOUS COATING PVC PROTECTIVE FILM SLAB SKIRT HEIGHT (INCLUDING FRAME) CLEAR ANODIZED FINISH LACQUER FINISH 2" INSULATION W/ CAPTIVE PAN NUTRAIL - SPECIFY LENGTH & LOCATION 1/2 X 2 CENTER BAR BOLT DOWN COVER INSPECTION DOOR MODULAR DESIGN MISCELLANEOUS 0 � yes■ee■re•ra 36" S.STL. & ALUM, POSITIVE LOCKING HOLD OPEN ARM HINGED GRATING PANEL 1/4' THICK EXTRUDED ALUM, CHANNEL FRAME 3 3,/4' V DRAINPIPE BY OTHERS CONC, OPNG. (DOOR OPNG. -2') SECTION willim HALLIDAY PRODUCTS a M v 3/4` M po COVER OPEN S.STL. HINGES W/TAMPERPROOF FASTENERS CONT, CONC. ANCHOR PRIMER REQUIRED MODEL NO. WlSO36072GBDP---- QUANTITY: 1 ORDER NO. W16337 DATE: 12/10/12 LOCATION/TAG: STANDARD FEATURES: 1/4 ALUMINUM TREAD PLATE COVER 1/4 THICK ALUMINUM FRAME EXTRUSION T-316 STAINLESS STEEL HARDWARE S.STL. & ALUM. HOLD OPEN ARM RECESSED LIFT HANDLE (S) 1 1/2" DRAIN COUPLING HINGED AND LOCKABLE PROTECTIVE GRATING PANEL (POWDER COATED, SAFETY ORANGE COLOR) LIFETIME GUARANTEE 300 LB. PER SQ. FT. LOAD RATING OPTIONS/FEATURES: X PADLOCK BAR X S.STL. SLAM LOCK W/ KEY RECESSED LOCK BOX KEYED CYLINDER LOCK X SPRING ASSIST X NEOPRENE GASKET/CUSHION X BITUMINOUS COATING PVC PROTECTIVE FILM SLAB SKIRT HEIGHT (INCLUDING FRAME) CLEAR ANODIZED FINISH LACQUER FINISH 2" INSULATION W/ CAPTIVE PAN NUTRAIL - SPECIFY LENGTH & LOCATION 1/2 X 2 CENTER BAR BOLT DOWN COVER INSPECTION DOOR MODULAR DESIGN MISCELLANEOUS HALLIDAY PRODUCTS, INC. ORLANDO, FL http://wv,fw.hallidayproducts.com ALUMINUM 'I' BAR GRATING SPECIAL DRAIN LOCATION AREA GRATING BEAM POCKET GRATING LOCKING 1 R `HALLIDAY PRODUCTS1 COVER LOCKING DEVICE LIFTING HANDLE M M L I --1 T.S. r-- 3 3/4" noon OPENING 3 3/4" � M 62" HINGED GRATING PANEL GRATING BEAM S.STL. & ALUM. COVER OPEN POSITIVE LOCKING HOLD ON-7733/4' S,STL. HINGES 1/4' THICK W/TAMPERPROOF EXTRUDED FASTENERS ALUM, ANGLE FRAME CONT, CONC. ANCHOR 3 3/4' DRAINPIPE BEAM POCKET PRIMER BY OTHERS REQUIRED 5 3/4'� — - CLIOR OP f1 -4' SECTION MODEL NO. W2S062062GBDP- ---Z QUANTITY: 1 ORDER NO. W16337 DATE: 12/10/12 LOCATION/TAG: STANDARD FEATURES: 1/4 ALUMINUM TREAD PLATE COVER 1/4 THICK ALUMINUM FRAME EXTRUSION T-316 STAINLESS STEEL HARDWARE S.STL. & ALUM. HOLD OPEN ARM RECESSED LIFT HANDLE (S) 1 1/2" DRAIN COUPLING HINGED AND LOCKABLE PROTECTIVE GRATING PANEL (POWDER COATED, SAFETY ORANGE COLOR) LIFETIME GUARANTEE 300 LB. PER SQ. FT. LOAD RATING t '-J ASTRAGAL: STD, DRIP CHANNEL WELDED TO R.H. COVER OPTIONS/FEATURES: X PADLOCK BAR X I S.STL. SLAM LOCK W/ KEY RECESSED LOCK BOX KEYED CYLINDER LOCK X SPRING ASSIST X NEOPRENE GASKET/CUSHION X BITUMINOUS COATING PVC PROTECTIVE FILM SLAB SKIRT HEIGHT (INCLUDING FRAME) CLEAR ANODIZED FINISH LACQUER FINISH 2" INSULATION W/ CAPTIVE PAN NUTRAIL - SPECIFY LENGTH & LOCATION 1/2 X 2 CENTER. BAR BOLT DOWN COVER INSPECTION DOOR MODULAR DESIGN X SPECIAL DRAIN LOC. -(SEE DETAIL) HALLIDAY PRODUCTS, INC. MODEL. N0. W2S062062GBDP------Z ORLANDO, FL QUANT1 TY: 1 http://wwvv✓.liallidayproducts.com HALLIDAY PRODUCTS ORDER NO. W16337 DATE: 12/10/12 LOCATION/TAG: SPECIAL DRAIN LOCATION AREA 3 3/4-L 1 � i 13 3/4" r\i M s Of / / ± 0 z < I O i § � 6 \z S G / < = E ' / C [ 0 = t ^ i O \ 7 E ƒ / ± $ / : \ z \ \ ' 0 ƒ / 7 q 2 § / 0 ƒ \ t / Iƒ0E / 0> 0 k 0- I 0 $ t � / U� 0k < / / 0� Z��w E \o q2 \/ 7 0 a ƒ k-0706 d z / \ R 7 m R: o ƒ o t j c C \ / _ / ui z \ m \ L » 2 / 0� f mm (n m�¥ f E Co22 m o < a e 4 E F'a / m § » o ■ 2cc # 2 So \/\/ °to a 0 co CO / �CD& e | | \ k / �/ < 2 a ® UJ Ui ¥ § O ¥ ( / X0.0 7 » b $/ / ± ° ° 5 r Q U -a 0 / E § ® & > 2 ■ e « e 2£ 2 cu m g t t £ / 2 q z\/§(§ CU m @ \ 22\R £ 8 O ±fob \ 3 k o%ao£o zt ƒ /°/2 S 0 c ± 2235 _ U U) #>® c m o ° u_/ / / �k�C - \ ' r 00 / Zm2= o »2 a //M�� 0 /�/U c /\ / / AGNEY DINSTRUCTION 1>4ERCLAL & LNDUD-T1RIAL, C'0N'1*RAC 0R Rk).11) :LL'i\ttrl.;BLN illi 55317 74,7674 OFFICE 952.474.1,679 FAX •.ma�neq..oy�sTn�ctian.com s•s M SEND TO avow Company name From Stantec Kevin Vranicar Attention Date Mr. Tim Grinstead 1/17/2013 Fax Phone Proposal # 651 604-4881 002 --Cathodic Protection Urgent F] Please comment r__1 Please review —1 For your information Total pages, including cover: 5 COMMENTS Fie: Minneapolis / Golden Valley Water Metering Improvements Tim, Magney Construction, Inc. is pleased to present the following proposal to provide the necessary labor, material and equipment to furnish and install the FPG Cathodic Uni-Set, as recommended by the City of Minneapolis' e-mail on 12/11/12. If approved, this will be installed between the 24" valve and the 24" FCA, within the 72" manhole (typical of two locations). The costs associated with this additional work are summarized below. Labor: $ Material: Plant & Flanged Equipment Co. (see attached) (including tax) $ 443.58 Equipment: $ - Subcontractor: $ - Subtotal $ 443.58 General Contractor's Overhead $ 66.54 Bond & Insurance premiums $ 7.65 Total $ 547,77 Please review this proposal and feel free to contact me with anV questions, comments or concerns. Thank you, Kevin Vranicar Project Manager Page 1 of 1 Date r"N 10101 XYLITE STREET" NE BLAINE, MN 5544E t PHONE: (763) 792-3870 FAX: (763) 792-3876 Plant Flanged E Q U I r M e T T C 0 M r n n Y QUOTATION Attention: KEVIN Company: MAGNEY Date: 12113/2012 Quote # KEVIN 12-13-12 Phone: Fax: From: DUSTIN BREMNESS Project Reference: GOLDEN VALLEY, MN METER IMPROV. 2 24" 150# FULL FACE INSULATION KIT $206.75 $ 413.50 per FPG requested attachment of submittal review uni-set with 304 sae washers Total: 1 $413.501 ��(�5 Tex t- rex3'6HT mss, � zs Prices herein are firm for 30 days from the date quoted, subject to change after that time without notice or if quantity changes. Leadtimes quoted are subject to change prior to sale. Manufacturer's warranties apply to all products quoted. Ueo M Il UC:oUp Zj"USR K.IIf'V106un', UD IUJUOD 17 Nvt Stud The FP& Cathodic, Uni-rSetO 1"sutatarls 6asicet T"tagrai SleevelY✓arher k1l 0 plonge Protection & Gaskets, Inc. would like to introduce you to our Cathodic Uni-.Setm The Uni-Setv was developed by our engineering staff in conjunction with several pipeline companies. We use state-of-the-art materials to provide ease of instal lot ion, high dielectric strength and high heat resistance. When FPG decided to manufacture the Uri -Sete, we compiled information from manufacturers across the country. Through this effort we discovered that very little had changed in the production of flange insulation lits in the Iasi fifty years. It appeared as though other manufacturers simply copied the dote, technology, and materials that were available from previous manufacturers. Even the sleeve lengths commonly used today are based on calculations made prior to the new ASMF specifications. It is this type of disregard for the end-user that we aspanufacturers wish to change. With the old-style phenolic (i.e. MicortaQD) insulation kit, the sleeves (when not cut to the proper length) are subject to stress -crocking as the flanges are mated and torqued. This cracking will result in shorting -cut of the flanges. Also, mis-oligned flanges are difficult to mate. The improvements that polyethylene and Mylorl& sleeve materials contain in temperature and dielectric strength are lost in their lack of user-friendliness, Again, the sleeve must be cut to the exact length for proper insulation. Also, in the process of mating mis-aligned flanges, the stud may cut through these soft materials. Once again, this will result in a short -out. 253ffP&sfv#Are Pasadirsg, &770 7 Y (Z tf 9gt 5Slr M. (Z8f)931-45:4 flOAPPMtacb'oa. com p I U&G IU IL U4.JUP atU41t rM[bUflVaUM UJ IUJU.J.J I.:! ThE FPG Cathodic Utni-Sete We use either an aramid fiber or nitrile -fated phenolic gasket in our Uni-Seth`. Aromid fiber is. usually superior to nitrile -faced phenolic, except in instances when line pressure exceeds 1500 PSIG, Consequently, aramid finer (nitrile binder) is used as our standard material in 150# and 300# class (ASME) Uni-SetsO, while nitrile -faced phenolic is our standard for higher pressure ratings. The gasket thickness is 1/8" and is available in either raised face or full (i.e. flat) face. Through an injection molding process we have unitized the insulating sleeve and washer. This process provides for ease of installation through fewer parts. Our integral sleeve/washers are manufactured from MinlonO, ari engineering thermoplastic mineral reinforced nylon resin. MinlonO has many of the inherent qualities of nylon (strength, toughness, chemicol.resistarue, heat resistance, high dielectric strength, etc.) plus the added benefits of high stiffness and dimensional stability over a wide range of temperatures and humidities. • The unitized sleeve assembly lengths are calculated using the new ASME specifications to ensure complete stud insulation. • The unitized sleeve provides 450 volts per mil of dielectric strength. • The operating temperature is 2501F maximum (continuous). • Mis-aligned flonges are not a problem because a sleeve assembly is installed'in both of the mating flanges. An installation instruction sheet is included in each kit. This should allow for ease of installation and also answer any questions that f ield-level personnel may have. We at Flange protection est Gaskets,. Inc, take pride in our products. We feel the Uni-Seto is the finest flange insulation kit available, and very competitive from a cost standpoint. Any observations or comments you have are always appreciated. It is through this form of interaction that we develop quality products and valued relationships with our customers. 25151Wsfa Ave Pisedeas, A 77405 Tk!, (29,t f SB.t-4550 FRX(2S-fJMJ 4W MM" itaegoprvto effan. can 9 w w a t� O rLLJ v z Q U C O C Q> a O a> C O C O U a? 'C7 U 0 cu Q) OT N � a) zco T rn c0 N cu N m �m m C C Y �Y O a) 'SS0M a� =E U F - LL V N i- C >, M O � 0-D 'O 'O O 4)(Da) V) U) N M N cu N U U U Or uw�p U � rD w w co LU Q a� UQ M v O ° L U z > U a F --- i < 0) a M(0 o U z 75 WQ c Z a) =.O -Q z >, U) C O _ M O L2 TS O CD C) t0 i -C U O @ N c O Y Y =L z 0 > 0 O W �a) '270 wu . E E O O.c <` E ` a U N a) as J� _O F� Q Q Q r Q o Q C2. +� UO- o m C 0- O Y a�c C M `Q C6 '0 Y ca 'O O Cco f" N W.5 0 O o 0 z x O I- a) m 0 O N N C i CL c U N 41 'O W °t 0 m 2— 7 8! w fA O 5 p C R U a� .�. O O tf9 a c .O t 2 U) 1u O U tr r ami 0,� o ? C a) Z U (f1 . 0 Q o O Q •- co N n 6 C7 Z w , '� as E as O ¢ .o ,n V a)E �zw y w � E � U O ro� v, 0 .3 oC ' a� a Qcj� f �° 0 o c U w F 0) C:> Co U O w p�om o o as U LL. U c Q LL C O C Q> a O a> C O C O U a? 'C7 U 0 cu Q) OT N � a) zco T rn c0 N cu N m �m m C C Y �Y O a) 'SS0M a� =E U F - LL V N i- C >, M O � 0-D 'O 'O O 4)(Da) V) U) N M N cu N U U U Or uw�p U � rD w w co LU Q a� UQ M -A4A G N 1E, CONSTRUCTION C()N-RTF RCTAT. S-, TNDTT"'TRTALCi)'';TRACTOR ; 1401 PARK ROM -1 C;11ANIIA: til:\ M-14 ;5317 9=2.474.16M OFFICI: 952,474.1679 FAX . �u;��,a,�a�nerrinnstnirti�n.c.�m Invoice Date: 1/31/2013 Invoice Dumber: 434-2615 Customer Dumber: CGV-01 Order Dumber: N/A Bill To: Ship To: Order Date: 12/13/2012 Water Metering Improvements Same Golden, Valley, MN !Customer P.O.: Ship VIA: Terms: T & M - Relocate Underground Power N/A Net 30 Davs ITEM DESCRIPTION Qty I Unit Rate AMOUNT Water Metering Improvements - Golden Valley MN T & M for Excavation and Installation of Conduit 12/27/12 - Marty Silvernail (Superintendent) 2 HR $ 97.00 $ 194.00 12/27/12 - John Redpath (Operator) 3 HR $ 82.00 $ 246.00 12/28/12 - Marty Silvernail (Superintendent) 3 HR $ 97.00 $ 291.00 112/31/12 - Marty Silvernail (Superintendent) 3 HR $ 97.00 $ 291.00 1/2/12 - Gary Disch (General Superintendent) 8 HR $ 105.00 $ 840.00 1/2/12 - Luke Hoisington (Carpenter) 8 HR $ 82.00 $ 656.00 1/2/13 - Marty Silvernail (Superintendent) 2 HR $ 97.00 $ 194.00 1/4/13 - Gary Disch (General Superintendent) 5 HR $ 105.00 $ 525.00 1/4/13 - Mike Hoisington (Carpenter) 5 HR $ 82.00 $ 410.00 1/7/13 - Gary Disch (General Superintendent) 1 HR $ 105.00 $ 105.00 1/7/13 - Shane Rouse (Operator) 5 HR $ 82.00 $ 410.00 1/7/13 - Mike Hoisington (Carpenter) 5 HR $ 82.00 $ 410.00 1/24/13 - Marty Silvernail (Superintendent) 2 HR $ 97.00 $ 194.00 1/29/13 - Eddie Hoeft (Warehouse) 1 HR $ 65.00 $ 65.00 1/30/13 - Marty Silvernail (Superintendent) 8 HR $ 97.00 $ 776.00 Viking Electric Supply (6961708) (see attached) 1 LS $ 673.16 $ 673.16 Viking Electric Supply (6966363) (see attached) 1 LS $ 17.03 $ 17.03 General Contractor's Mark Up on Materials 1 LS 10% $ 69.02 Equipment Fuel 1 LS $ 125.00 $ 125.00 Vehicle Fuel - Ford F350 1 LS $ 125.00 $ 125.00 Equipment: Komatsu PC 78MR 15.5 HR $ 88.00 $ 1,364.00 Case Skid Steer 85XT 8.5 HR $ 48.00 $ 408.00 Wacker 150 Ib Plate Compactor 5 HR $ 8.00 $ 40.00 Electric Blanket Rental (Qty of 3) 1 Mo $ 2,700.00 1 $ 2,700.00 General Contractors Overhead $ - $ - Bond & Insurance Premiums $ 11,128.21 TOTAL Make all checks payable to Magney Construction, Inc. and remit to the address above. If you have any questions concerning this invoice, please contact Kevin Vranicar @ (952) 474-1674, ext. 2 THANK YOU FOR YOUR BUSINESS! 451 INDUSTRIAL BLVD NE MPLS MN 55413 £he disivibufor you can depend oir . , . TEL (612)627-1300 ALA. PAYMENTS, CLAIMS AND RETURN GOODS � 451 Industrial Blvd • Minneapolis, MN 55413 1 www.vikingeleclric.com WATS (800)435-3345 MUST BE ACCOMPANIED BY THIS INVOICE 140_ FAX (612)627-1310 DATE AGO 1, P NVOICE A ADDRESS SERVICE REQUESTEDMPLS DC 12/26/12 28426 6961708 ""RECEIVED CUSTOMER ORDER q REMIT TO: VIKING ELECTRIC SUPPLY, INC. 434 ORIGINAL L P.O, BOX 77102 .SAN 0 2 2013 IPage 1 of 1 MINNEAPOLIS MN 55480-7102 MAGNEY CONSTRUCTION INC 1401 PARK ROAD t M S CHANHASSE14 MN 55317 [ O SHIP TO: MAGNEY CONSTRUCTION INC GOLDEN VALLEY WATER RES 1500 SKYLINE DR GOLDEN VALLEY MN 55317 �, # P GC G/L Acct DATE ENTERED DATE PAID CHECK # s SUB TOTAL 627.51 'ROX 27TH: NET DUE BY 1/27/13. STATE TAX 43.14 LOCAL TAX 2,51 SHIPPING 0.00 < PAY THIS 6 t AMOUNT 73.16 A service charge of 1.5% per month (16% per annum), or III maximurn legal rate, whichever is less will be assessed it III RBAMY ND VAAuABIL0 I MIJKLD ✓ eTq�sF. invoice Is not paid by the above stated due date. PRODUCTS SOLD BY VIKING ELECTRIC SUPPLY CG, ARE WARRANTED ONLY TO THE EXTENT OF ANY APPLICABLE MANUFACTURER'S WARRANTY VIKING ELECTRIC MAKES NO WARRANTIES REGARDING THE PRODUCTS IT SELLS, EXPRESS OR iMPI tFO, INCLUOING WIT HOW I IMITATION AWY IMPI IED WARRANTIES 08 MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ALL SUCH I'MRRANHES ARE HEREBY DISCLAIMED AND EXCLUDED. IN ANY EVENT, VIKING ELECTRIC'S LIABILITY FOR ANY REASON, INCLUDING WIl HOUT I-JU TATIOW N-GLIGENCE OR THE DOCTRINE OF STRICT LIABILITY, SHALL NOT INCLUDE SPECIAL, CONSEOUENTIAL OR INCIDENTAL DAMAGES AND SHALL BF WAITED TO THE COST Of THE PRODUCT SOLD BY VIKING ELECTRIC GIVING RISE TO THE CLAIM, ees-Iss SALESPERSON ORDER DATE SHIPPED VIA -T IPPED ATE ROM INVOICE IK7J�� DER NOTC C MISC HOUSE 12/20/12 VE TRK -AM 71212611"2 . T u 220 220 PVC 4 2.24.87 C 4.84.71 PVC 41N CONDUIT 4 4 PVC 4EL 1,071.92 C 42.88 4" 90D PVC ELBOW 4 4 PVC 4EL45 1,084.71 C 43.39 4" 45D PVC ELBOW 2 2 OAT 31133 2,326.65 C 46.63 MSDS-QUART ALL WTHR PVC CMNT(LO-VOC �, # P GC G/L Acct DATE ENTERED DATE PAID CHECK # s SUB TOTAL 627.51 'ROX 27TH: NET DUE BY 1/27/13. STATE TAX 43.14 LOCAL TAX 2,51 SHIPPING 0.00 < PAY THIS 6 t AMOUNT 73.16 A service charge of 1.5% per month (16% per annum), or III maximurn legal rate, whichever is less will be assessed it III RBAMY ND VAAuABIL0 I MIJKLD ✓ eTq�sF. invoice Is not paid by the above stated due date. PRODUCTS SOLD BY VIKING ELECTRIC SUPPLY CG, ARE WARRANTED ONLY TO THE EXTENT OF ANY APPLICABLE MANUFACTURER'S WARRANTY VIKING ELECTRIC MAKES NO WARRANTIES REGARDING THE PRODUCTS IT SELLS, EXPRESS OR iMPI tFO, INCLUOING WIT HOW I IMITATION AWY IMPI IED WARRANTIES 08 MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ALL SUCH I'MRRANHES ARE HEREBY DISCLAIMED AND EXCLUDED. IN ANY EVENT, VIKING ELECTRIC'S LIABILITY FOR ANY REASON, INCLUDING WIl HOUT I-JU TATIOW N-GLIGENCE OR THE DOCTRINE OF STRICT LIABILITY, SHALL NOT INCLUDE SPECIAL, CONSEOUENTIAL OR INCIDENTAL DAMAGES AND SHALL BF WAITED TO THE COST Of THE PRODUCT SOLD BY VIKING ELECTRIC GIVING RISE TO THE CLAIM, ees-Iss 451 INDUSTRIAL BLVD NE MPLS MN 55413 y Ifild� ti :maElectric Supply t/Te distjlbufor you ecru depend on ... TEL (612)627-1300 ALL PAYMENTS, CLAIMS AND RETURN GOODS 451 industrial Blvd - Minneapolis, MN 55413 1 wvvw.vil<ingetectric.coIll WATS (600)435.3345 MUST BE ACCOMPANIED BY THIS INVOICE N0. FAX (612)627-1310 DATE ACCOU(ITN INVOICE ADDRESS SERVICE REQUESTED MPLS DC 12/26/12 28426 6966363 RE CE T VE cusrornERor,43 N REMIT TO: VIKING ELECTRIC SUPPLY, INC. .6h. 434 ORIGINAL P.O. BOX 77102�� Page 1 of 1 JA MINNEAPOLIS MN 55480-7102 SHIP TO: MAGNEY CONSTRUCTION INC 1401 PARK ROAD CHANHASSEN MN 55317 MAGNEY CONSTRUCTION INC WILL CALL - VIKING ELEC. 451 INDUSTRIAL BLVD NE MINNEAPOLIS MN 55413 SALESPERSON OnDER GATE SHIPPED VIA SNiPpEO DATE FROU INVOICE Ile. PKG CUSTOMER O TC MISC HOUSE 12/26!12 WILL CALL 12/26112 434 6 6 PVC 4CP 41N COUPLING 3cc 4L for GSL Acct DATE ENTERED DATE PAID CHECK # 263.30 C 16.80 Is SUB TOTAL 16.80 ' 'ROX 27TH: NET DUE BY 1/27/13, srarE Tax 1.09 LOCAL TAX 0.14 SHIPPING 0.00 PAY THIS 17.03 I AMOUNT A service charge of 1.5% per month (18% per annum), or th maximum legal rate, whichever Is less will be assessed if th . WARRANTY AND LIABILITY LIMITATION CLAUSE. invoice is not paid by the above stated due date. PRODUCTS SOLD BY VIKING ELECTRIC SUPPLY CO. ARE WARRANTED 014LY TO THE EXTENT OF ANY APPLICABLE MANUFACTURER'S WARRANTY. VIKING ELECTRIC MAKES NO WARRANTIES REGARDING THE PRODUCTS R SELLS, EXPRESS OR IMPLIED, INCI UDINC WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR MFRC14ANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ALL SUCH WARRANTIES ARE HEREBY DISCLAIMED AND EXCLUDED. INANY EVENT, VIKING ELEC(RIC'S LIABILITY FOR ANY REASON, INCLUDING WITHOUT UN41TATION NEGLIGENCE Dn THE DOCTR44EOF STRICT LIABILITY, SHALL NOT INCLUDE SPECIAL, CONSEDUENTIAL OR INCIDEFnAL DAMAGES AND SHALL BE LIMITED TO THE COST OF THE PRODUCT SOLD BY VIKING ELECTRIC GIVING RISE TO THE CLAIM. WS -IM P -N ww w. m a g n eycon sire ctl o n. c o to O -N 5 T RUI C T 0 N Li INDUSTRIAL CONIMAE'TOM.7-1 1401 Park Road - Chanhassen, Mtn 55317 952.474.1674 Office 952.474.1679 Fax WORK ORDERS JOB: Golden Valley Water Meter Improvements RATE: 12/27/2012 Subcontractor/Owner: Address: City Of Golden Valley LABOR CLASSIFICATION HOURS MATERIAL: Equipment fuel EQUIPMENT: Komatsu PC 78MR 3 Hours Case Skid steer 86XT 1 Hours DESCRIPTION OF WORK: Started digging conduit on the end where there is going to be a splice. There Is more frost than anticipated and will have to thaw ground to continue to excavate for electrical line. Magney Construction Inc. By Marty Silvernail Subcontractor By AANE . . . . . . . . . . . m1m.magneyconstruction. com C 0 N 5 T T 10 N 14.011 Park Road - Chanhassen, MN 55317 952.4,74.1674 Office 952.474.1679 Fax WORK ORDER5 JOB: Golden Valley Water Meter Improvements Subcontractor/Owner: City Of Golden Valley Address: DATE: 12/28/2012 LABOR CLASSIFICATION HOURS MATERIAL: EQUIPMENT: F350 Truck and fuel 30 Miles 3 - Electric Blankets Weekly Rent 2 - 50' electrical cords and 1 - 100' cord DESCRIPTION OF WORK: Electric blankets and extra frost blankets were picked up at warehouse and delivered to Golden Valley Electric blankets were put on areas were digging will take place, blankets were weighted down and plugged in. Magney Construction Inc. By Marty Silvernail Subcontractor By '-Gfg�E y CON5TRUCTION 1401 Park Road - Chanhassen, MN 55317 www.magneybotistruction.com 952.474.1574 Office 952.474.1679 Fax WORK ORDERS JOB: Golden Valley Water Meter Improvements Subcontractor/Owner: City Of Golden Valley Address: DATE: 12(3112012 LABOR CLASSIFICATION H01 IRR MATERIAL: EQUIPMENT: F350 Truck & fuel 30 Miles 6 - Frost blankets Weekly Rent 3 - Electric Blankets Weekly Rent DESCRIPTION OF WORK: Moved Electric blankets and installed regular blankets over areas that are thawed until we are ready dig. We are able to thaw about 70' with the electric blankets Magney Construction Inc. By marty silvernail Subcontractor By C 0 N S T R U C T 10 N COMMEElCfAi. G INDUSTRIAL CONiRA(:itifi 1401 Park Road - Chanhassen, MN 55317 952.474.1674 Office 952.474.1679 Fax WORK ORbERS JOB: Golden Valley Water Meter Improvements DATE: 1/2/2013 Subcontractor/Owner: Address: City Of Golden Valley LABOR CLASSIFICATION HOURS MATERIAL: Equipment Fuel EQUIPMENT: Komatsu PC 78MR 5.5 Hours Case Skid steer 85XT 2.5 Hours 3 - Electric Blankets Weekly Rent Wacker Jumping Jack compactor 2 Hours DESCRIPTION OF WORK: Move Blankets, dig north side, install 4" conduit, backfill and compact, install blankets over areas that Excel will need to work and splice cables. Breaking through a foot of frost for about 15' that refroze. Magney Construction Inc. By Gary Disch Subcontractor By AGN'l nS www.magneyconstrucf1, n.G CO-N5TRUCTION 1401 Park Road - Chanhassen, MN 55317 952.474.1674 Office 952.474.1679 Fax WORK ORbERS JOB: Golden Valley Water Meter Improvements DATE: 1/4/2013 Subcontractor/Owner: Address: City Of Golden Valley LABOR CLASSIFICATION urn tRs MATERIAL.: EQUIPMENT: Komatsu PC 78MR 3 Hours Case Skid steer 85XT 2 Hours 3 - Electric Blankets Weekly Rent Wacker Jumping Jack compactor 1.5 Hours DESCRIPTION OF WORK: Move Blankets, dig west side to transformer, install 4" conduit, backfill and compact, install blankets over areas that Excel will need to work and splice cables. Magney Construction Inc. By Gary Disch Subcontractor By www. mag neycons€ruction.com C 0 N 5 T R U C T 10 N 1401 Park Road - Chanhassen, MN 55317 952.474.1674 Office 952.4.74,1679 Fax WORK ORDERS JOB: Golden Valley Water Meter Improvements DATE: 1/712013 Subcontractor/Owner: City Of Golden Valley Address: LABOR CLASSIFICATION H(')t IRS MATERIAL: Equipment Fuel EQUIPMENT: Komatsu PC 78MR 3 Hours Case Skid steer 85XT 2 Hours 3 - Electric Blankets Wacker Jumping Jack compactor 1.5 Hours DESCRIPTION OF WORK: Move Blankets, dig east side to buried electrical cable, install 4" conduit, backfill and compact, install blankets over areas that Excel will need to work and splice cables. Magney Construction Inc. By Gary Disch Subcontractor By AQ .:. www.t7laCtate nstrtts~fl n.GOt71 C (INS TR U CTI 1401 Park Road - Chanhassen, MN 55317 952.474.1674 Office 952.474.1679 Fax WORK ORDERS JOB: Golden Valley Water Meter Improvements DATE: 1/24/2013 S ubro ntractor/Owner: Address: City Of Golden Valley MATERIAL: EQUIPMENT: Komatsu PC 78MR 0 Hour Case Skid steer 85XT 0 Hour 3 - Electric Blankets DESCRIPTION OF WORK: Performed a site inspection and checked to make sure that the ground was thawed and the blankets were working for Xcel next week, Magney Construction Inc. By Marty Silvernail Subcontractor By .EVCN S T R U C T 10 N 1401 Park Road - Chanhassen, MSE 55317 952.474.1674 Office 952.474.1679 Fax WORK ORDERS JOB: Golden Valley Water Meter Improvements DATE: 1/29/2013 Subcontractor/Owner: Address: City Of Golden Valley LABOR CLASSIFICATIntJ un: ioc MATERIAL: EQUIPMENT: Komatsu PC 78MR 0 Hour Case Skid steer 85XT 0 Hour 3 - Electric Blankets DESCRIPTION OF WORK: Checked on electric blankets to make sure they were on and working for tomorrow, Magney Construction Inc. By Marty Silvernail Subcontractor By 49M on.com CON STRU T I ONC 1401 Park Road _ Chanhassen, MN 55317 952.474.1674 Office 952.4744.1679 Fax WORK OPOERS JOB: Golden Valley Water Meter Improvements DATE: 1/30/2013 Subcontractor/Owner: City Of Golden Valley Address: LABOR CLASSIFICATION N01 iRc MATERIAL: EQUIPMENT: Komatsu PC 78MR 1 Hour Case Skid steer 85XT 1 Hour 3 - Electric Blankets DESCRIPTION OF WORK: Moved Blankets, Excavated ends of installed conduit, assisted Xcel Energy, Magney Construction Inc. By Marty Silvernail Subcontractor By Xcel Energy°- December 18, 2012 City of Golden Valley Attention: Mitch Hoeft 7800 Golden Valley Rd Golden Valley, MN 55427 1518 Chestnut Ave N Minneapolis, MN 55403 DEC 2 12012 Enclosed are three copies of our "Statement of Work Requested Form" for Xcel Energy to relocate existing three phase primary that is currently in conflict with new construction near 1500 Skyline Drive in Golden Valley. The customer is responsible for the relocation costs. Please contact Xcel Energy representative David Fitch at 612-630- 4127 with any questions/comments. • Sign and date this agreement. • Return all signed copies of the agreement. • A copy will be sent back to you at a later date • Enclose payment, if applicable. If you have any questions, please call me at (612) 630-4127. Sincerely, David Fitch Designer 1518 Chestnut Ave N Minneapolis, MN 55403 612-630-4127 david.m.fitch@xcelenergy.com Xcel Energy STATEMENT OF WORK REQUESTED DATE: WORK REQUESTED BY: WORK LOCATION: ADDRESS: CONSISTING OF: PRIOR TO CONSTRUCTION December 18th 2012 Citv of nrivc 7800 Golden Valley Rd Golden Valley, MN 55427 The facilities installed or removed by Northern States Power Company, a Minnesota corporation ("Xcel Energy" or the "Company") shall be the property of the Company and any payment by customer shall not entitle customer to any ownership interest or right therein. Customer's and Company's rights and obligations with respect to the facilities and services provided through the facilities are subject to additional terms and conditions as provided in the General Rules and Regulations and/or in the Rate Schedules of Xcel Energy's Electric Rate Book for customer's specific service, as they now exist or may hereafter be changed, on file with the state regulatory commission in the state where service is provided. The undersigned hereby requests and authorizes Northern States Power Company, a Minnesota corporation ("Xcel Energy") to do the work described above, and in consideration thereof, agrees to pay ($ 1990.42 in accordance with the following terms: Receipt of the above amount hereby acknowledged on behalf of the Company by David Fitch Northern States Power Company, a Minnesota corporation ("Xcel Energy") James P. Carlson Print Full Name and Title Signature Customer �LJ� �A)0 i-11,1 "� --� ItA 1, � U c Print Full Name and Title (if applicable) Signature FOR XCEL ENERGY USE Xcel Energy Representative David Fitch Construction$ 1990.42 Form 17-7012 Removal $ Xcel Energy Work Order## Total $ 1990.42 VO-Wb0b ►n -FI $ �9Nbi .W -_. _...... _ . p'. .._.. . . O }9 S J � _ V VO-Wb0b ►n -FI $ �9Nbi .W -_. _...... _ . p'. .._.. . . O OD V �9cvtt� ?9 �ltl to by ' CITY OF MINNEAPOLIS DEPARTMENT OF PUBLIC WORKS WATER TREATMENT DISTRIBUTION SERVICES DIVISION SCOPE OF WORK Task Quantity Shut Down and Drain 48"Water Main 1 Furnish and Install 48" Water main j Furnish and Install 48" x 24" Tee and stubs 2 Furnish and Install48"Butterfly Valve 1 Fill, Disinfect and Sample 48" Watermain 1 Project Estimate Category Estimated Cost Material $ 155,403.73 Labor $ 67,232.73 Equipment $ 12,095.35 Construction Services (Y10 9 n e`j m U 5 e, $ 10 58f}94 SUBTOTAL 15NQ- $ 2MY2ft.80 10H Contingency $ Z4,S29;18 TOTAL ESTIMATED COST $ 264,820.48 ESTIMATE FOR Joint Water Commission Meter Improvement Project Installation of 48" Butterfly Valve and two 48"x24" connect+ons PAGE S 8da 6?,2 c{nt q,70 1�i OCT 5 1-01 -7 75 4, 3'1 j C�tz�Yrc (Za �o i 97,5 AMERICAN ENGINEERING TESTING, INC. CONFIRMATION OF PROJECT TESTING SERVICES AET PROJECT No. 22-02037 MARCH 4.2013 American Engineering Testing, Inc. (AET) has been requested to perform Project Testing Services for the referenced project by Tim Grinstead of Stantec Consulting Services on February 25, 2013. Project: New Metering Vault Building Address: Theodore Wirth Golf Course Near Skyline Drive Golden Valley, Minnesota Our Client: City of Golden Valley Address: 7800 Golden Valley Road Golden Valley, MN 55427 Project Mgr: Mitchell Hoeft (MHoeft olg_denvalleymn.g_ov) Telephone: (763) 593-3961 SCOPE OF SERVICES AFT will provide services for the City of Golden Valley according to the following work scope (when requested by authorized City of Golden Valley personnel on a will -call basis): • Perform soil compaction tests in wall backfill. • Perform Standard Proctor tests for each different type of soils encountered at our test locations. • Perform observations of reinforcing steel place in concrete structural elements and evaluating its compliance with project plans and specifications. • Conduct field testing of concrete; including slump, air content, and temperature tests. • Cast concrete test cylinders for compressive strength testing. • Perform compressive strength testing of concrete test cylinders. • Perform observations of welded and bolted connections, and evaluating their acceptability to project plans and specifications and/or AWS Codes. • Prepare reports presenting the results of our testing services. City of Golden Valley AMERICAN Confirmation of Project Testing Services ENGINEERING AET Project No. 22-02037 March 4.2013 TESTING, INC. Page 2 of 2 FEES The City of Golden Valley will compensate AET for services as follows: Invoices will be submitted based on a unit price basis from the attached Fee Schedule. Not -to Exceed Cost = $5,000.00. CONDITIONS AET will perform our services in accordance with the attached Service Agreement. AET Representative: Michael P. McCarthy, PE Project nager Date City of Golden Valley Acceptance: Mitchell Hoeft Date American Engineering Testing, Inc. St. Paul, Minnesota SHORT FORM FEE SCHEDULE CONSTRUCTION SERVICES ONLY (Effective January 1, 2012) CONSULTATION/PERSONNEL SERVICES AND VEHICLE MILEAGE Cost Description Code Unit Rate Engineering/Technical Personnel Rates A. Administrative Assistant - per hour $60.00 B. Engineering/Environmental Technician 1/NDT Level I - per hour 66.00 C. Draftsperson - per hour 74.00 D. Engineering/Environmental Technician II NDT Level lI - per hour 77.00 E. Drill Technician/Geotechnical Lab Technician - per hour 86.00 F. Technician Level 11 CWI/ICC - per hour 86.00 G. Senior Engineering/Environmental Technician I1UND'I' Level 111 - per hour 93.00 H. Engineering Assistant - per hour 103.00 1. Engineer I, Geologist 1, Scientist 1, - per hour 110.00 J. Senior Engineering Assistant - per hour 115.00 K. Engineer II, Geologist 11, Scientist II - per hour 125.00 L. Sr. Engineer, Geologist, Petrographer, Scientist - per hour 140.00 M. Principal Engineer, Geologist, Scientist - per hour 168.00 N. Principal of Firm - per hour 180.00 O. Litigation Preparation - per hour 230.00 P. Deposition or Court Time (4 -hour minimum) - per hour 290.00 The rates presented are portal to portal, with vehicle mileage, expenses and equipment rentals being additional. Reduced rates may be negotiated for long-term projects. Overtime for personnel categories A-E charged at above cost plus 25% for over 8 hours per day or Saturday; and at above cost plus 50% for Sundays or Holidays. Night time shift work will include a premium charge of $30.00 per person per shift. If. Vehicle Mileage (personnel time and rental extra) A. Personal Automobile/Truck - per mile $0.75 B. '/ or'/4-ton Truck/Van - per mile 0.95 C. Truck with Coring Equipment (Concrete or Bituminous) - per mile 1.05 Vehicle mileage rates are subject to change if fuel prices increase significantly at any time during the year. American Engineering Testing, Inc. 2012 Short Form Fee Schedule - Page 2 of 5 Construction Services Only Cost Descriytion Code Unit Rate VI. Earthwork Observation and Testing A. Field Engineering Services Labor See I and II - 2. Dynamic Cone Penetrometer 1701 per day 112.00 3. Dynamic Cone Penetrometer (non Mn/DOT method) 1702 per test 25.00 4. Dynamic Cone Penetrometer (Mn/DOT method) 1703 per test 50.00 6. 'h or % ton truck 1707 per trip 15.00 B. Field Density Tests, Trip Basis 1. Trip Charge (Time and Mileage) Labor See I and II - 2. Test Charge, Nuclear and Sand -Cone (at AET's option) 1700 per test 26.00 3. Test Charge, Sand -Cone (when required by client) 1705 per test 47.00 4. Test Taken on Weekends or Holidays 1710 per test 33.00 5. Nuclear Gauge Rental 1711 per trip 10.00 C. Full -Time Density Test Monitoring I. Engineering Technician, per 40 -hour week Labor quoted per job - 2. Sr. Engineering Technician, per 40 -hour week Labor quoted per job - 3. Nuclear Gauge Rental 3100 per day 50.00 D. Compaction Laboratory Testing c) #200 Wash (ASTM:C117) 1802 per test 1. Standard Proctor, 4" (Method A) 1715 per test 120.00 2. Standard Proctor, 6" (Method B) 1716 per test 120.00 3. Standard Proctor, 6" (Method C) 1717 per test 130.00 4. Modified Proctor, 4" (Method A) 1720 per test 130.00 5. Modified Proctor, 6" (Method B) 1721 per test 135.00 6. Modified Proctor, 6" (Methods C, D) 1722 per test 140.00 7. Mn/DOT Proctor (AASHTO T95) 1732 per test 125.00 8. Preparation of Proctor Sample 1723 per test 60.00 9. One Point Proctor Check 1725 per test 60.00 10. Relative Density of Cohesionless Soils 1730 per test 125.00 11. Mn/DOT Relative Moisture 1735 per test 40.00 VII. Expenses A. Direct Project Expenses: includes out-of-town per diem; plowing and towing; special equipment, materials and supplies; special travel, transportation and freight; subcontracted services, and miscellaneous costs -- - Cost + 15% MATERIALS TESTING/SER VIII. Construction Materials A. Aggregates 1. Sieve Analysis a) Coarse, Unwashed, (ASTM:C136) 1800 per test $50.00 b) Fine 1801 per test 90.00 c) #200 Wash (ASTM:C117) 1802 per test 50.00 2. Sieve Analysis, Coarse and Fine 1805 per test 90.00 American Engineering Testing, Inc. 2012 Short Form Fee Schedule - Page 3 of 5 Construction Services Only Cost Description Code Unit Rate C. Plastic Concrete 3. Observation/Testing of Project -Site Concrete Placements or Concrete Production Labor See I and II - 4. Plastic Cylinder Molds a) 4" x 8" 1960 per case of 36 45.00 b) 6" x 12" 1962 per case of 20 45.00 C) Individual Mold 1961 per mold 3.00 D. Hardened Portland Cement Concrete 1. Testing of Standard 6" x 12" & 4"x 8" Cylinders (ASTM:C39) a) Regular Strength Concrete 1965 per test 23.00 b) High Strength Concrete, Accelerated Curing/Testing 1966 per test 45.00 c) Preparation of cylinder ends (if required) 1967 per cylinder 10.00 d) Lapping (grinding) of cylinder ends (if required) 1968 per cylinder 50.00 2. Curing and Handling of Non -Tested Cylinders 1970 per cylinder 20.00 3. Unit Weight of Lightweight Concrete (ASTM:C567) 1971 per set 100.00 4. Cylinder Pickups/Delivery 1975 per visit 70.00 5. Cast -In -Place -Punch -Out Cylncores (CIPPOC's) a) CIPPOC's molds 1976 per mold 40.00 b) CIPPOC's Compressive Strength Tests (ASTM:C873) 1977 per test 60.00 10. Sampling of Hardened Concrete by Coring a) Portable Coring Equipment (personnel extra) 2000 per hour 35.00 b) Excessive bit wear (no charge for normal bit wear) 2002 per inch 5.00 11. Density and Compression Testing of Drilled Core (ASTM:C42) a) Density and Absorption 2006 per test 60.00 b) Compression Test 2007 per test 65.00 c) Curing in Autoclave 2008 per set 75.50 d) Saw Trimming of Core Ends 2009 per core 16.00 18. Floor Flatness (ASTM:E 1155) 2025 quoted per project - a) Profilograph Rental 3225 per day 160.00 E. Masonry/Clay and Concrete Units 5. Compressive Strength of Hardened Mortar/Grout a) 2" x 4" Cylinders 2055 per test 23.00 b) 2" mortar cubes 2056 per cube 20.00 c) Grout prisms (ASTM:C1019) 2057 per sample 52.00 d) Grout Cubes 2058 per cube 20.00 e) Plastic cylinder molds 2059 per mold 3.00 9. Compression Test of Hollow Concrete Masonry Units 2075 per set 155.00 (ASTM: C140) Set of 3 Blocks 11. Complete Test of Concrete Masonry Units 2085 Set of 6 195.00 (Measurements, Compressive Strength, Absorption, Moisture, Density, Unit Weight and Voids) (ASTM:C90) a) Fire rating 2086 per set 65.00 American Engineering Testing, Inc. 2012 Short Form Fee Schedule - Page 4 of 5 Construction Services Only Cost Description Code Unit Rate 14. Block Prism Compression a) Laboratory Fabrication/Testing of 3 High Prisms 2095 per set 450.00 Including Flow, Mortar Compressive Strength 2. Density Tests (f.o.b. laboratory) 2195 b) Field Fabricated, 8" and 10" 2096 each 100.00 c) Field Fabricated, 12" 2097 each 115.00 d) Field Fabricated, 16" 2098 each 145.00 e) Surcharge if Cells Filled with Grout/Concrete 2099 each 75.00 18. Complete Brick Test (ASTM:C67) 2110 Set of 5 400.00 (does not include freeze -thaw) 4. Pavement Density and Thickness (ASTM:D2726) 2225 27. Measurement of Masonry Flexural Bond Strength 2145 6 high prism 300.00 (ASTM:C 1072) per test 210.00 28. Measurement of Masonry Flexural Bond Strength a) ASTM:C952 2150 per set of 5 400.00 b) ASTM:E5l 8 2151 per test 125.00 G. Fireproofing 1. Thickness Tests at Project Site Labor See I and II - 2. Density Tests (f.o.b. laboratory) 2195 per test 50.00 3. Bond Tests 2200 quoted per job - H. Bituminous Materials 2. Marshall Properties (ASTM:D6926 & ASTM:D2041) 2204 per test 167.00 3. Marshall Stability and Flow (set of 3) (ASTM:D1559) 2220 per test 57.00 4. Pavement Density and Thickness (ASTM:D2726) 2225 per test 42.00 6. Extraction/Gradation (ASTM:D2172 Method E-11, 2235 per test 210.00 Mn/DOT Modified, C136, C117) 7. 2360 Mn/DOT Companion Test (ASTM:D2172 2237 per test 280.00 Method E-1 1, Mn/DOT Modified C136 and C117), Fine Aggregate Angularity (AASHTO T304, Method A, Mn/DOT 1206.5), Percent Crushed Particles (Mn/DOT 1214.8) 9. Saw Trimming of Core Lifts 2255 per core 20.00 10. Mix Design Verification 2260 per design 220.00 11. Field Process Control Testing (QM and/or QA) Labor See I and 11 - 12. Superpave Level 1 Mix Design (AASHTO PP28-95, 2265 per design 3100.00 TP4-93) 13. Mn/DOT Gyratory Mix Properties 2270 per test 500.00 Gyratory Density (AASHTO T312) Mn/DOT Modified, Rice Specific Gravity (ASTM:D2041) Extraction/Gradation (ASTM:D2172 Method E-11), Mn/DOT Modified C 136 and C 117 Fine Aggregate Angularity (AASHTO T304, Method A, Mn/DOT 1206.5), Percent Crushed Particles (Mn/DOT 1214.8) I. Vibmtion/Crack Monitoring 1. Engineering Services (not including seismograph Labor See I and 11 - rental or costs of crack gauges) 2. Blastmate Seismograph Equipment 3230 per day 120.00 3. Noise monitoring using A weight microphone assembly 3261 per day 30.00 4. Crack Gauge (one time use) 3251 per gauge 36.00 American Engineering Testing, Inc. 2012 Short Form Fee Schedule - Page 5 of 5 Construction Services Only L. Ground Penetrating Radar (GPR) Full and Half Day rates include operator, equipment & report excluding travel outside the Mpls./St. Paul Metro Area 1. Full Day 3091 per day 1550.00 2. Half Day 3092 per half day 1000.00 3. Equipment Only 3093 per day 350.00 M. Equipment Rental (in addition to personnel time) 1. Cost 3200 Description Code Unit Rate J. Nondestructuve Testing 3205 per day 1. Bolted Connection Observations Labor See I and 11 - 2. Visual Weld Observations Labor See I and Il - 3. Magnetic Particle Testing Labor See I and ll - 4. Ultrasonic Testing Labor See I and II - 9. Field Radiography (Two -Person Crew) - per hour 123.00 K. Sound Monitoring 1. Engineering Services (equipment rental extra) Labor See I and U - 2. Sound Level Meter Rental 3240 per day 100.00 L. Ground Penetrating Radar (GPR) Full and Half Day rates include operator, equipment & report excluding travel outside the Mpls./St. Paul Metro Area 1. Full Day 3091 per day 1550.00 2. Half Day 3092 per half day 1000.00 3. Equipment Only 3093 per day 350.00 M. Equipment Rental (in addition to personnel time) 1. Schmidt Rebound Hammer 3200 per day 65.00 2. Ultrasonic Pulse Velocity 3205 per day 130.00 3. Rebar Locator 3210 per day 125.00 5. Video Camera 3220 per day 57.00 7. Maturity Meter 3226 per day 55.00 IX. Other Services and Rentals A. Report Reproduction 1. Minimum (copying additional) - per report $50.00 2. Copying - per sheet 0.35 B. Computer and Software Rental (personnel time extra) 1. AutoCAD or Microstation - per hour 25.00 C. Digital Camera/Photographs 1. Camera Rental 3016 per day 25.00 2. Color Photographs 3004 per page 1.50 D. Direct Project Expenses - - Cost +15% A minimum charge of $100.00 per job may be assessed to cover administrative costs. CONSTRUCTION SERVICE AGREEMENT - TERMS AND CONDITIONS Page 1 of 3 SECTION 1- RESPONSIBILITIES 1.1 - The party to whom the proposal/contract is addressed is considered the Client of American Engineering Testing, Inc. (AET). The terms and conditions stated are binding, upon acceptance, on the Client, its successors, assignees, joint ventures and third -party beneficiaries. Verbal proposal acceptance or authorizing purchase orders from the Client are considered formal acceptance of AET's terms and conditions. By signing the proposal or verbally authorizing the services, the authorizing party attests that they have the authority to legally bind the Client to agreement. 1_2 - Prior to AET performing services, Client will provide AET with all information that may affect the cost, progress, safety and performance of the services. This includes, but is not limited to, information on proposed and existing construction, all pertinent sections of contracts between Client and property owner, site safety plans or other documents which may control or affect AET's services. If new information becomes available or changes are made during AET's services, Client will provide such information to AET in a timely manner. Earthwork and construction activities are done to support a particular structure (type, size, and shape) or facility at a specific location and elevation. If the type of structure or facility (structural type, size, shape, location, elevation, etc.) changes, the earthwork or construction activities completed may no longer provide suitable structural support or be capable of supporting the intended construction. Additional earthwork or redesign of all or apart of the structure or facility maybe needed. Failure of client to timely notify AET of changes to the project Including, but not limited to, location, elevation, loading, or configuration of the structure or Improvement will constitute a release of any liability of AET. Client will provide a representative for timely answers to project -related questions by AET. 1.3 - AET observes and tests earthwork and other construction operations and materials, and may provide opinions, conclusions and recommendations regarding the same. However, AET's work does not relieve the contractors of their contractual responsibility to perform their work in accordance with approved plans, specifications and building code requirements. 1.4 - AET personnel do not have authority to accept, reject, direct or otherwise approve the work of the contractor. AET cannot stop work or waive or alter the requirements of the project documents. Any authority given to AET by Client must be in writing prior to the start of work. 1.5 - AET does not perform construction management, general contracting or surveying services and our involvement with the project does not constitute any assumption of those responsibilities. 16 - Services performed by AET often include sampling at specific locations. Inherent with such sampling is variation of conditions between sampling locations. Client recognizes this uncertainty and the associated risk, and acknowledges that opinions developed by AET, based on samples so taken, are qualified to that extent. 1.7 - AET is not responsible for interpretations or modifications of AEI's recommendations by other persons. 1.$ - Should changed conditions be alleged, Client agrees to notify AET before evidence of alleged change is no longer accessible for evaluation. 11 - Test borings and/or cone penetration test soundings to a proper depth below foundation grade and the base of suitable bearing soils are recommended for projects where supporting soils will be subjected to increased loads to explore the deeper unseen soil and ground water conditions. Judgments made by AET personnel regarding the suitability of materials and ground water conditions below the bottom of an excavation are limited if sufficiently deep test borings/soundings are not provided by the Client prior to our observations and judgments. AET's opinions, conclusions and recommendations are qualified to that extent. 1.10 —AET reserves the right to charge for time to negotiate new terms and conditions from those portrayed in our proposal or should the Client require the use of their contract format. If mutually acceptable terms cannot be established, AET shall have the right to withdraw their proposal without any liability to the Client, Owner or other parties and assigns associated with the project. If Client requests use of their contract format after the services have already been authorized, AET will be compensated for services rendered prior to approval of the Client's contract by both parties according to the AET Terms and Conditions. 1.11—The AET proposal accompanying these terms and conditions is valid for sixty (60) days after the proposal issuance date to the Client. If Client authorizes the services after the expiration date, AET reserves the right to review and revise the proposal as necessary. SECTION 2 - WILL CALL SERVICES 2.1- Unless specifically directed, AET's services will be performed on a will -call basis at the direction of the Client or their authorized representatives. The client and its authorized representatives accept that there are inherent risks associated with performing engineering judgments and testing services on a will -call basis. Work performed on a will -call basis does not permit complete evaluation of the work being performed. AET can not, with certainty, document or provide complete judgments regarding work which we did not observe or test. Our opinions, conclusions, and recommendations are qualified to that extent. 2.2 - Density tests of fill and soil represent conditions only at the locations and elevations tested and do not necessarily represent conditions elsewhere. Judgments made regarding the engineering capability of the entire fill sequence should not be based on random, non -representative tests. 2.3 —AEI requires a minimum of 24 hours notice of the need for services. AET will not be liable for claims, damages, or delays related to failure of Client to provide adequate advance notice to AET. SECTION 3 - SITE ACCESS, UNDERGROUND FACILITIES AND CONSTRUCTION STAKING 3.1 - Client will furnish AET safe and legal site access. 3.2 - AET is not responsible for locating underground facilities on construction sites. We proceed on the assumption that underground facilities have been located and cleared, and we will not accept liability for damaging same. An underground facility is an underground line, fixture, system, and its appurtenances used to produce, store, convey, transmit, or distribute communications, data, electrical power, heat, gas, oil, petroleum products, water including storm water, steam, sewage, and other similar substances. 3.3 - Normally, the location and elevation of a proposed structure or facility is staked (with offsets) by others or provided by use of their GPS equipment. Our measurements are made in relation to those stakes or the GPS information provided by others. The reliability of any opinions, conclusions, and recommendations based on those measurements is strictly dependent on the accuracy of the staking or GPS information provided by others. ACS 403C (05/12) AMERICAN ENGINEERING TESTING, INC. CONSTRUCTION SERVICE AGREEMENT - TERMS AND CONDITIONS Page 2 of 3 L4 - During construction, observations and testing services are based on the positioning of the formwork by the contractor or their subcontractor. AET will not be held responsible for any errors that result due to improper location or positioning of the formwork. SECTION 4 - SAFETY 4.1 - Client shall inform AET of any known or suspected hazardous materials or unsafe conditions at the site. If, during the course of AET's services, such materials or conditions are discovered, AET reserves the right to take measures to protect AET personnel and equipment or to immediately terminate services. Client shall be responsible for payment of such additional protection costs. 4_2 - AET shall only be responsible for the safety of AET employees at the site. The Client or other persons shall be responsible for the safety of all other persons at the site. SECTION S - SAMPLES 5.1 - Client is responsible for informing AET of any known or suspected hazardous materials prior to submittal to AET. All samples obtained by or submitted to AET remain the property of the Client during and after the services. Any known or suspected hazardous material samples will be returned to the Client at AET's discretion. 5_2 - Non -hazardous samples will be held for 30 days and then discarded unless, within 30 days of the report date, the Client provides a written request that AET store or ship the samples, at the Client's expense. SECTION 6 - PROJECT RECORDS The original project records prepared by AET will remain the property of AET. AET shall retain these original records for a period of three years following submission of the report, during which period the project records can be made available to Client at AET's office at reasonable times. SECTION 7 - STANDARD OF CARE AET performs its services consistent with the level of care and skill normally performed by other firms in the profession at the time of this service and in this geographic area, under similar budgetary constraints. SECTION 8 - INSURANCE AET maintains Worker's Compensation, Comprehensive General Liability, Automobile Liability and Professional Liability Insurance, as described below. Upon request, prior to commencing the Services, AET can furnish Client with Certificates of Insurance evidencing that the insurance is in effect and in full force. 8.1 - Commercial General Liability insurance will include coverage for Products/Completed Operations (extending two (2) years after final acceptance of the Project by Owner or such longer period as the Contract Documents may require), Broad Form Property Damage including Completed Operations, Personal Injury, and Blanket Contractual Liability insurance applicable to AEI's indemnity obligations under this Agreement. 8.2 -Automobile Liability insurance shall include coverage for all owned, hired and non -owned automobiles. 8_3 -Professional Liability Insurance is written on a claims -made basis and coverage will be maintained for two years after final acceptance of the Project by Owner or such longer period as the Contract Documents may require. Renewal policies during this period shall maintain the same retroactive date. 8_4 - AET can, if requested by client and permitted by AET's insurer, endorse its Commercial General Liability (including Products/Completed Operations coverage) to add Client and Owner as an "additional insured" with respect to liability arising out of the Services performed for Client or Owner by AET. Such insurance afforded to Client and Owner as an additional insured under AEI's policies shall be primary insurance and not excess over, or contributing with, any insurance purchased or maintained by Client or Owner. 8_5 - AET will maintain in effect all insurance coverage required by this Agreement at its sole expense, provided such insurance is reasonably available, and with insurance carriers licensed to do business in the state in which the Project is located and having a current A.M. Best rating of no less than A minus (A-). 8_6 - AET reserves the right to charge Client for additional coverage, coverage limits or policy modification including waiver of subrogation and other project specific requirements not known at the time of our proposal, subject to approval by AETs insurance providers. SECTION 9 - DELAYS If delays to AET's services are caused by Client or Owner, work of others, strikes, natural causes, weather, or other items beyond AET's control, a reasonable time extension for performance of work shall be granted, and AET shall receive an equitable fee adjustment. SECTION 10 - PAYMENT, INTEREST AND BREACH JU - Invoices are due on receipt. Client will inform AET of Invoice questions or disagreements within 15 days of invoice date; unless so informed, invoices are deemed correct. In any case, Client shall pay for services of AET within 30 days of invoice. 10.2 - Client agrees to pay interest on unpaid invoice balances at a rate of 1.5% per month, or the maximum allowed by law, whichever is less, beginning 30 days after invoice date. 10.3 - If any invoice remains unpaid for 60 days, such non-payment shall be a material breach of this agreement. As a result of such material breach, AET may, at its sole option, terminate all duties to the Client or other persons, without liability as well as withhold any and all data from Client until such invoice payments are restored to a current status. 10.4 - Client will pay all AET collection expenses and attorney fees relating to past due fees which the Client owes under this agreement. ACS 403C (05/12) AMERICAN ENGINEERING TESTING, INC. CONSTRUCTION SERVICE AGREEMENT - TERMS AND CONDITIONS Page 3 of 3 SECTION it - MEDIATION 11.1- Except for enforcement of AET's rights to payment for services rendered or to assert and/or enforce its lien rights, including without limitation assertion and enforcement of mechanic's lien rights and foreclosure of the same, Client and AET agree that any claim, dispute or other matter in question arising out of or related to this Agreement shall be subject to mediation as a condition precedent to arbitration or the institution of legal or equitable proceedings by either party; provided however that if either party should fail to respond to a request for mediation within 60 days after the request, this requirement for mediation as a condition precedent to arbitration or the institution of legal or equitable proceedings shall be of no force and effect. 11.2 - Unless Client and AET mutually agree otherwise, mediation shall be in accordance with the Construction Industry Mediation Rules of the American Arbitration Association. Request for mediation shall be in writing and the parties shall share the mediator's fee and any filing fees equitably. The mediator shall be acceptable to both parties and shall have experience in commercial construction matters. SECTION 12 - LITIGATION REIMBURSEMENT Payment of AET costs for Client lawsuits against AET which are dismissed or are judged substantially in AET's favor will be the Client's responsibility. Applicable costs include, but are not limited to, attorney and expert witness fees, court costs, and AET costs. SECTION 13 - MUTUAL INDEMNIFICATION 13.1- AET agrees to indemnify Client from and against liability arising out of AET's negligent performance of the services, subject to Section 14 and any other limitations, other indemnifications or other provisions Client and AET have agreed to in writing. 13.2 - Client agrees to indemnify AET from and against liability arising from the negligent conduct of the Client, Owner, Client's Contractors/Subcontractors or other third parties, subject to any limitations, other indemnifications or other provisions Client and AET have agreed to in writing. 13.3 - If Client has indemnity agreement with other persons, the Client shall include AET as a beneficiary. 13.4 —AEI's indemnification to the Client is limited solely to losses or damages caused by its failure to meet the standard of care and only to the extent of its negligence 13.5 -AET will not accept any obligation to defend Client other than to meet the standard of care. If a court of competent jurisdiction rules that defense is implied or if required by law, AEI's obligation for the costs of defense is only to the extent due to AET's negligent acts, errors or omissions. SECTION 14 - LIMITATION OF LIABILITY Client agrees to limit AET's liability to Client arising from AET's negligent acts, errors or omissions, such that the total liability of AET shall not exceed $000,000. SECTION 15 — UNIONIZATION AET reserves the right to renegotiate an appropriate fee increase or to terminate its contract on three (3) days written notice to Client and will not accept any liability for any penalties or costs from Client, Owner and their successors, assignees, joint -venturers, Contractors and Subcontractors, or any other parties involved with the project for claims, liabilities, damages or consequential damages directly or indirectly related to AET being required to provide unionized personnel on the project. Reservation of this right on the part of AET represents neither approval nor disapproval of unions in general or the use of collective bargaining agreements. SECTION 16 - POSTING OF NOTICES ON EMPLOYEE RIGHTS Effective June 21, 2010, prime contracts with a value of $100,000 or more and signed by federal contractors on projects with any agency of the United States government must comply with 29 CFR Part 471, which requires physical posting of a notice to employees of their rights under Federal labor laws. The required notice may be found at 29 Code of Federal Reaulafions Part 471, Appendix A to Subpart A. The regulation also has a "flow -down" requirement for subcontractors under the prime agreement for subcontracts with a value of $10,000 or more. AET requires strict compliance of its subcontractors working on federal contracts subject to this regulation. The regulation has specific requirements for location of posting and language(s) for the poster. SECTION 17 -TERMINATION After 7 days written notice, either party may elect to terminate work for justifiable reasons. In this event, the Client shall pay AET for all work performed, including demobilization and reporting costs to complete the file. SECTION 18 - SEVERABILITY Any provisions of this agreement later held to violate a law or regulation shall be deemed void, and all remaining provisions shall continue in force. However, Client and AET will in good faith attempt to replace an invalid or unenforceable provision with one that is valid and enforceable, and which comes as close as possible to expressing the intent of the original provision. SECTION 19 - GOVERNING LAW This Agreement shall be construed, and the rights of the parties shall be determined, in accordance with the Laws of the State of Minnesota. SECTION 20 - ENTIRE AGREEMENT This agreement, including attached appendices, is the entire agreement between AET and Client. Regardless of method of acceptance of AET's proposal and general conditions by the Client, this agreement nullifies any previous written or oral agreements, including purchase/work orders. Any modifications to this agreement must be mutually acceptable to both parties and accepted in writing. No considerations will be given to revisions to AET's general conditions or alternate contract format submitted by the Client as a condition for payment of AET's accrued services. ACS 403C (05/12) AMERICAN ENGINEERING TESTING, INC. 7 Memorandum of Understanding (MOU) To Retain Professional Services For Minneapolis Water Rate Review Between the Joint Water Commission and the Metropolitan Airports Commission (MAC) WHEREAS, the City of Minneapolis operates a municipal water system known as Minneapolis Water Works (MWW); and WHEREAS, the City of Minneapolis has for many years sold water to the Joint Water Commission of Crystal, Golden Valley and New Hope (hereinafter JWC) for distribution; and, WHEREAS, the City of Minneapolis has for many years also sold water for distribution to additional suburban municipal customers including, but not limited to Edina and Bloomington as well as the Metropolitan Airports Commission (MAC); and, WHEREAS, the City of Minneapolis is proposing changes to the water cost of service methods, rate structures and revenue requirements in an effort to align all of the whole sale water contracts with a uniform cost of services methodology; and WHEREAS, the JWC, Edina, Bloomington and the MAC wish to retain consultant services for the purposes of reviewing the proposed model and methodology, and to provide assistance with contract negotiations; and, NOW THEREFORE, the parties express their mutual understandings and commitments as follows: G:1Shared%DYEIWater MSPIJWC Minneapolis COS Review MAC March 16 2013,doe 1. Consultant and Scope of Work Defined The JWC agrees to retain the services of Environmental Financial Group (EFG) and that the JWC will authorize EFG to perform the tasks as set forth in Exhibit A (EFG Proposal dated 7 March 2013). 2. Cost and Payment Reference Detailed Budget of Exhibit A, Tasks 1-3: The Cost to the MAC will be equal to the total of Tasks 1-3 divided by the number of entities participating in this Memorandum of Understanding. In addition, the MAC will pay for Task 4, Customer Specific Analysis and Communications in the amount not to exceed $8,750, and only as directed by MAC. The JWC shall invoice the MAC for Tasks 1-3 upon receipt of the MOU. The JWC will invoice the MAC for Task 4 upon completion of the work by EFG. 3. Timeline The participants who are a party to this MOU understand that time is of the essence. In order to comply with the review process set by the MWW, the consultant will begin work beginning the week of March 18, 2013 and will complete Tasks 1-3 by May 1, 2013. It is anticipated that Task 4 will be completed by June 1, 2013. FOR THE JOINT WATER COMMISSION I; "V s D. Burt, FOR THE METROPOLITAN AIRPORTS COMMISSION BY: Bridget M. Rief, Director Airport Development G,1Shared'ADYEtwater MSPiJWC Minneapolis COS Review MAC March 18 2013.doo Memorandum of Understanding (MOU) To Retain Professional Services For Minneapolis Water Rate Review Between the Joint Water Commission and the City of Bloomington WHEREAS, the City of Minneapolis operates a municipal water system known as Minneapolis Water Works (MWW); and WHEREAS, the City of Minneapolis has for many years sold water to the Joint Water Commission of Crystal, Golden Valley and New Hope (hereinafter JWC) for distribution; and, WHEREAS, the City of Minneapolis has for many years also sold water for distribution to additional suburban municipal customers including, but not limited to Edina and Bloomington as well as the Metropolitan Airports Commission (MAC); and WHEREAS, the City of Minneapolis is proposing changes to the water cost of service methods, rate structures and revenue requirements in an effort to align all of the whole sale water contracts with a uniform cost of services methodology; and WHEREAS, the JWC, Edina, Bloomington and the MAC wish to retain consultant services for the purposes of reviewing the proposed model and methodology, and to provide assistance with contract negotiations; and, NOW THEREFORE, the parties express their mutual understandings and commitments as follows: C:\Users\rcockriel\AppData\Locai\Microsoft\Windows\Temporary Internet Files\Content.Outlook\5D6BK23P\JWC Minneapolis COS Review Bloomington. docx 1. Consultant and Scope of Work Defined The JWC agrees to retain the services of Environmental Financial Group (EFG) and that the JWC will authorize EFG to perform the tasks as set forth in Exhibit A (EFG Proposal dated 7 March 2013). 2. Cost and Payment Reference Detailed Budget of Exhibit A, Tasks 1-3: The Cost to the City of Bloomington will be equal to the total of Tasks 1-3 divided by the number of entities participating in this Memorandum of Understanding. The JWC will not authorize EFG to perform Task 4, Customer Specific Analysis and Communications for Bloomington in the amount not to exceed $16,400 unless authorized by Bloomington. The JWC shall invoice the Bloomington for Tasks 1-3 upon receipt of the MOU. The In the event that Bloomington authorizes Task 4, JWC will invoice Bloomington for Task 4 upon completion of the work by EFG. 3. Timeline The participants who are a party to this MOU understand that time is of the essence. In order to comply with the review process set by the MWW, the consultant will begin work beginning the week of March 18, 2013 and will complete Tasks 1-3 by May 1, 2013. It is anticipated that Task 4 will be completed by June 1, 2013. FOR THE JOINT WATER COMMISSION M FOR 1 W C:\Users\rcockrielWpp Data\Loca I\M icrosoft\Wi nd ows\Tem po ra ry Internet Files\Content.Outlook\5D6BK23P\JWC Minneapolis COS Review Bloomington. docx ENVIRONMENTAL FINANCIAL 6ROUP INC 1515 E dstor St, Ste 5C Chicago 50510-5792 USS, T : 1 312 E60 '757 F �1 112 27S 6259 7 March 2013 Mr. Tom Burt, Chair Joint Water Commission c/o City of Golden Valley 7800 Golden Valley Road Golden Valley, MN 55427 Minneapolis Water Rate Review Dear Mr. Burt: Environmental Financial Group, Inc. ("EFG") is pleased to submit to you and the Joint Water Commission ("JWC") this letter proposal to conduct a review of proposed City of Minneapolis ("City") water rates and to participate in related discussions and negotiations. Project Understanding Over the past several weeks, the JWC has been participating in meetings with representatives from the City. These meetings were designed to introduce the JWC and other City wholesale customers to proposed changes in water cost of service methods, rate structures, and revenue requirements. It is apparent that this effort by the City to align all of the wholesale water contracts with a uniform cost of service methodology will involve detailed discussions and amendments to existing contracts. The City has proposed an aggressive schedule to review this proposal, negotiate any necessary contract amendments, and integrate the results into the City's 2014 budget process. The schedule calls for the release of the cost of service computer spreadsheet model on or about April 1, 2013, one-on-one meetings commencing in mid-April, and the conclusion of negotiations on or about May 1, 2013. All of these activities would take place with the model set-up to reflect audited 2012 financial results. The resulting wholesale rate adjustment factors would then be applied to 2014 budgeted expenses to derive indicated rate increases that would be effective January 1, 2014. Within the next few weeks, City audited financial statements will be available for review. At that time, initial due diligence activities can begin as a lead -up to the April 1 release of the rate model. This review will require a Mr. Tom Burt, Chair Joint Water Commission Minneapolis Water Rate Review concentrated work effort to complete all reviews and analyses prior to anticipated one-on-one customer meetings beginning in mid-April. The JWC and several other wholesale cities have expressed an interest in conducting a detailed review of the rate model, indicated 2012 wholesale rate factors, and financial impacts of proposed changes in the City's cost of service methods. As a result, the JWC has requested that EFG submit a proposal to conduct these services and identify those costs that would be common to all customers and those which would be customer -specific so that the JWC might manage a single consulting contract benefitting multiple customer cities. Goals The goals of this Review are as follows: Conduct detailed due diligence reviews of the City water rate proposal and cost of service analysis Attend one-on-one meetings with the City. • Compare and contrast existing wholesale water purchase agreements with City -proposed revenue requirements, cost of service methods, and other business terms and conditions affecting the cost of City water. • Evaluate the City's inside -city water rate structure and develop benchmark concepts to allow the future indexing of wholesale water rates with City inside -city rates. • Monitor the City's 2014 budget process and assess the financial impacts on the JWC and with other participating city wholesale customers. Scope of Services The following tasks are proposed to reach these goals and objectives. Task 11 Due Diligence EFG shall conduct a detailed due diligence of the City's water enterprise fund and 2013 Water Rate Study. EFG shall meet with City Water and Finance department staff to collect and discuss financial statements, MERF allocation studies, depreciation and fixed asset schedules, General Fund service cost allocations, capital improvement plans, unaudited management statements, and other information related to the cost of providing water service to the City's wholesale water customers. EFG shall conduct a detailed audit of the City's computer spreadsheet rate model. This audit shall include: precedent and dependent cells, data validity, program logic, error -checking, and other spreadsheet audit functions. EFG shall analyze the cost of service methods employed in the analysis and compare and contrast these with AWWA Manual M1 (which is explicitly referenced in the JWC Water Purchase Agreement.) EFG shall pay particular attention to the use of a "residual cost" approach to determining inside -city revenue requirements. Page 2 Mr. Tom Burt, Chair Joint Water Commission Minneapolis Water Rate Review EFG shall reconstruct 2012 revenue requirements that were used as a target rate year for the 2013 Water Rate Study. This will involve the development of four distinct revenue requirements methods as used by the City and its consultants. Task 2 1 Inside -City Rate Benchmark and 2014 Budget EFG shall analyze the City's "Mayor's Recommended" budget proposal and assess its financial impact on the JWC. EFG shall analyze the City's inside -city water rate structure and assess the ability to use such rates as a benchmark for the future indexing of wholesale rates. EFG shall identify alternatives to the City's proposal to use an average cost per hundred cubic feet as such a benchmark. Task 3 1 Rate Review Report and Documentation EFG shall prepare a detailed letter report documenting the analysis, methods, conclusions and recommendations from Task 1 and 2 activities. EFG shall prepare additional memoranda, talking points, and negotiating notes as necessary. Task 4 1 Customer Specific Analyses and Communications EFG shall analyze the customer city water purchase and usage records to assess peak -to -average ratios and develop a negotiating strategy for discussions with the City. EFG shall analyze the city's Minneapolis Water Purchase Agreement and compare and contrast the business terms and conditions as against those proposed by the City. EFG shall also estimate the financial impact of the various proposed methods and.refinements. EFG shall participate in the following meetings. EFG will produce presentation materials, handouts, as required and requested. 1. Two meetings with customer city representatives. 2. Two one-on-one meetings between customer city and City representatives. Schedule and Budget EFG understands and accepts that the schedule to complete these services will be largely dictated by others. EFG has made this project its first priority. Assuming a April 1, 2013 release of the cost model, Tasks 1 and 2 are proposed to be completed by April 15, 2013, prior to planned one-on-one customer meetings. Page 3 Mr. Tom Burt, Chair Joint Water Commission Minneapolis Water Rate Review Tasks 1-3 services are proposed to be conducted for a total fee not to exceed $32,900. Per city services (Task 4) are proposed to be conducted for up to $8,750 per city depending on the number of meetings required. Invoices will be submitted monthly and will itemize costs related to each participating customer city. No other EFG personnel will be assigned to this work without prior approval. We appreciate the opportunity to submit this proposal to the Department and look forward to your favorable response. Thank you. Very Truly Yours, ENVIRONMENTAL FINANCIAL GROUP INC J�o � Scott E. Harder, President and CEO cc: Jeannine Clancy, City of Golden Valley Page 4 MinneapolisWaterLLfiate Review- betailed Budget Scott Admin TOTALS Harder Asst Hourly Rate $ 175.00 $ 45.00 TASK 1 - Due Di lask 7.7 Data and Document Collection an Task 7.2 Methodology Analysis Task 1.3 Revenue Requirements Analysis Task 1.4 Rate Model Error Checking SUBTOTAL LABOR Travel[I I Printing, courier, communications Subtotal Other Direct Costs TASK 2 - Inside -City Rate Benchmark and2014 Budget Analysis 24 $ 4,200 32 $ 5,600 32 $ 5,600 104 $ 18,200 $ 2,100 Task 5.4 Client Meetings and Preparation (2) 6 - $ 1,050 SUBTOTAL $18,200 Task 3.1 Inside -City Rate Benchmark Options Analysis 24 - $ 4,200 Task 3.2 Minneapolis 2014 Budget Review and Rate Impact 24 $ 4,200 SUBTOTAL LABOR 48 - $ 8,400 Travel[1] $ - Printing, courier, communications $ - Subtotal Other Direct Costs c SUBTOTAL $ 8,400 TASK 3 - Rate Review Report and Documentation Task 3.1 Rate Review Letter Report 24 - $ 4,200 Task 3.2 Memoranda, other written communications 12 - $ 2,100 SUBTOTAL LABOR 36 - $ 6,300 Travel[1] $ - Printing, courier, communications $ - Subtotal Other Direct Costs c _ SUBTOTAL $ 6,300 DUE DILIGENCE TOTAL $ 32,900 TASK 4 - Customer -Specific Analyses and Communications Task 5.1 Peaking Factor Analysis and Financial Impact 24 - $ 4,200 Task 5.2 Customer city agreement review 8 - $ 1,400 Task 5.3 Minneapolis Customer Meetings and Preparation (2) 12 - $ 2,100 Task 5.4 Client Meetings and Preparation (2) 6 - $ 1,050 SUBTOTAL LABOR 50 - $ 8,750 Travel[l] $ _ Printing, courier, communications $ _ Subtotal Other Direct Costs $ _ CUSTOMER CITYTASKTOTAL $ 8,750 (PER CITY) [1] Customary travel expenses are included in hourly rate. Environmental Financial Group Inc. Memorandum of Understanding (MOU) To Retain Professional Services For Minneapolis Water Rate Review Between the Joint Water Commission and the City of Edina WHEREAS, the City of Minneapolis operates a municipal water system known as Minneapolis Water Works (MWW); and WHEREAS, the City of Minneapolis has for many years sold water to the Joint Water Commission of Crystal, Golden Valley and New Hope (hereinafter JWC) for distribution; and, WHEREAS, the City of Minneapolis has for many years also sold water for distribution to additional suburban municipal customers including, but not limited to Edina and Bloomington as well as the Metropolitan Airports Commission (MAC); and WHEREAS, the City of Minneapolis is proposing changes to the water cost of service methods, rate structures and revenue requirements in an effort to align all of the whole sale water contracts with a uniform cost of services methodology; and WHEREAS, the JWC, Edina, Bloomington and the MAC wish to retain consultant services for the purposes of reviewing the proposed model and methodology, and to provide assistance with contract negotiations; and, NOW THEREFORE, the parties express their mutual understandings and commitments as follows: GAPublic Works - Utilitiesllnfrastructure Maintenance & Operations\Water System\Minneapolis Water\031913\JWC Minneapolis COS Review Edina.docx 1. Consultant and Scope of Work Defined The JWC agrees to retain the services of Environmental Financial Group (EFG) and that the JWC will authorize EFG to perform the tasks as set forth in Exhibit A (EFG Proposal dated 7 March 2013). 2. Cost and Payment Reference Detailed Budget of Exhibit A, Tasks 1-3: The Cost to the City of Edina will be equal to the total of Tasks 1-3 divided by the number of entities participating in this Memorandum of Understanding. In addition, the City of Edina will pay for Task 4, Customer Specific Analysis and Communications in the amount not to exceed $8,750. The JWC shall invoice the Edina for Tasks 1-3 upon receipt of the MOU. The JWC will invoice Edina for Task 4 upon completion of the work by EFG. 3. Timeline The participants who are a party to this MOU understand that time is of the essence. In order to comply with the review process set by the MWW, the consultant will begin work beginning the week of March 18, 2013 and will complete Tasks 1-3 by May 1, 2013. It is anticipated that Task 4 will be completed by June 1, 2013. FOR THE JOINT WATER COMMISSION BY: Thomas D. Bu FOR THE CITY OF EDINA BY: GAPublic Works - Utilities\Infrastructure Maintenance & Operations\Water System\Minneapolis Water\031913\JWC Minneapolis COS Review Edina.docx