Loading...
HomeMy WebLinkAbout2012N O �1 N a N r-I O N u r E N O � �• O N b O b N N O b y N �i N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N y . M .y M .-I M .--i r .y r .r r .y r- .y r- .--i r .y \C .y �c .-I �c .y \0 .-I �o .y \O .--i �c .-I . .r . .� .--i .-I . .r .-� .-I .-I .r A 0 \ 0 \ 0 \ \ \ \ \ \ \ O \ O \ O \ O \ O \ O \ O \ N \ N \ N \ N \ O \ O \ O \ O \ O \ O \ O \ O \ O \ O \ N \ N \ N \ N \ N \ O \ O \ 0 O rD O O 0 .r O C) O C) O C, O .-i O O 0 N O N O N O N O N O N O N O N O N O N O N O M O M O M O M O M O M O M O M O M O C> O M O M O M O M O M O CD O 7 O G' b �7 p Yi U ° � w o O Cfl •� N y Y U 'L O .NI-I 'O cn 0 N N Q O L N _ M N cn Q M q .N-i ° O .. o ,w .c .t c3 N w m ��� L � p p ° " a ° F xi tiro �� 'V � �•� av •O °o U N Si xy Y Y Y V• W ,"a �"' i4 �j 3 o °�' 8 Z w 3 � o 0 0 o N N 0 o IO, U o x vs aj o L b o p m O ° +-' C. y�y °'� cG L O 'Cp1 w L LZI �^ �L O Q '� O p O '> O E 0 t 0 'b . 4) -14 X. U U Cl) " 'PN � 0 i U . Pm 0.y i 3 a G o .0 W N p cQ La ti "�0 Va 1 '�'' U ° O O O r [Y � � y p M 3 O as O O z .O 7 �zt � v' a O .0 V C-4 n N ° v o O . \ .r I m C mN N -i .N � \ \ O '� .O C y O °O b . .Y -4) �..- m b 0 L 0 . "U C" i' 7 �. r..� + i cn U 7 •--i c) .,F -. CIL ,ii 14) U U . U .' fO -i N � . \ y uLi N .� ^O .Y -O r O O -, I N + m .. I W Y -aO ° O '" •" m O .� \\ 0 q .0 L N U ° L 0 0. N M 00 U N p 0 QiC J w o o O N N = O N - O N O N 0 I Ny° > p L 0 , O O O 0 0 0 0 N p p ° O O O o o CL a ° ° � O O O O y N N O N aaJ .� ay J N E7 c� O �r�QU ,b ni .n rn i i >L > cO i RU O O .' ;> CL cG d c c3 O 0 0 0 0 0 0 'b O J N N OVi 'A U L L \_fC \ G w w 4. U �G ! F Vyyi m y Vyi U CC j cl N y O Q Y Y Y Y CL Y •b • O O ,"" "Vi V] •:-1 t: L L 'A ti L b L b ��U CL U b N N O t O O 0 0 'OG O �O O � O a OOC - Od0000C � aaa ;?imm00� a q A�y CL ow 4 1 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N t's, h O I .-i N I M..... I I I I I O. I O I .-. N M d' V1 I �O I l� I oo O\ O I N M I I h b I m 0 0 0 C0 0 CD 0 .) .-I .-I .. CD N N N N N N N N N N M M m M M M m M M O O O O O O C> O C> O O C> O C- O O O CD O o O O O O O O O O O O Cl O O O O CD O O O N O .ri r'i O N a N 1" 0 N N �o O �o ti H N e N q�r b M ON b O � M p M p ��y M p O M O oo O 00 py M O N N N N V01 N N ti N ti N ti N N N ti N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N I- 0 0 C) 0 C) 0 C> 0 <D 0 <D 0 V1 h �--� �n ,... N N Cn O V) O V) O h O V) O V) O� O� 01 .; Q\ X M 0 M 0 M 0 M 0 �-+ '. r �•-� 00 O W O 00 O 7 7 7 7 I 7 V1 V1 V1 V1 V) V1 V1 V1 V) V) CO CO CD CO CO \O CO CO l0 h h h h h h CO CO 00 O O O O O O O O O O O O O O C) ° O O O O O O O O O O O CD O O O O O O O O O O U b �Q O 7J y y P Li A 'b C x a to 0.1 tn r, N m O o o x w ro V) C pa a3 o ,oa. o '" m C, 0 b w tC y •0 ,N i ¢ a ° C> x q N 0 .a x Q y o N M a N `�1 y q w�+ [�1 •a+ O O j N 00 M r N ;> ° �Qd' t; o o a °b y AQ 0 ° C O N •" cn C vii y C U .-� sV. U ro Y X 8 pC A C O V7 N O 0 m P. Y cN a n p O 0 U 0.O 1 NY H ,-. � � 0 U cC b C O O t0. V] O O W rn a� N v�•E W ° 0 , .°' od aiz ua 3 oU� O}. v ^ ° i o ¢ x ,°, v Z� � oO ¢ N N • ^, y 0 Vo 1 a Q ,-N 9 c > k O . x 0 N -14 d V O .O x C w N N 'M o b O p.i .� .�. •l- O C Q Cl) >" b h U - CL y o i-i C`T+ N + L". V y " U i -,a i jd�O .-� M V N V V p 'z H ,� O • .' m zr rL cd O ti ti ' .0 .0A N (O N c4-) py M N '° ° 0 o 0° ° n o V) •O iCL i0. iLL •� o Va o � C O c w 1 'nO } w o C C O O O � � N v 9 0 � E v O ./r cC '�N 1"L0 C y .b . d .d w w a y o 0 0 0 o V V 0 V C c f M"a O CIC q o C O O O C o O 4" O O O aC J C V 4) j fV h w � L'� N O U O i r Q y Y Y :O O Y O O _[C b •0 V v v o � y v v V v o °� b ° v v � v .� 0 d d d d d y v ¢ x m m o o v ai ai 3¢¢ ti ;> o ¢ Q d d Q d¢ o d w Q Q N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 00 L(=t N M i 7 i �n �O i l� i 00 CT O i kA N N C> i M V) 'cY C> v) h VO v) h V) 00 O) O i r. i N i M i 7 v1 i �O l� 00 Q) ° !,M=l O O O O O C> O O C:V1 O O ° O O O O O O O O O O O O O O O O O O ° O O O N 0 A r-I N a N H 0 N (+) M O O O D M O O O O 7 0 O N ti (A O N H to kn � kn kn O N N N N N N N N rl ti '-I ti N rl N 00 N el e4 e4 ti N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 7 O 7 O 7 O 7 O W -•� DD 1-. m '. Do .-. w �I \ w '-1 \ 00 -+ \ w .-. \ w .--1 \ 00 r. \ w -•� \ W r1 \ 00 '. \ V 0 \ N 0 \ N 0 \ N 0 \ N 0 \ N 0 \ N 0 \ �O I" \ �O !, + \ �O .-1 \ �O �--1 \ \ 00 \ w \ w \ oo \ W \ 00 \ O\ \ � \ 0, \ � \ O\ \ O\ \ O� \ D\ D\ O. O\ ON � C\ O\ O` ON O\ O O O O O O O O O O 0 0 0 0 0 0 O O O O O O O O O O O O O O O O O O . . ^. C O •Y C O U sU. N C y O N 1-. O U N � ai C OU O O Y i C O N 1 ,k b o U y ,� N C N C 0 N° r o o "°' 3 ° o° a b b N y U aU+ Q o •yam o f o � r •� O ,d 00 b .>. td .Cn•1 3 YO b W h U M a 'b U tYC '. N Ax rn °O O M H 00 xxN ° xs.1 U oN a Y Q C a C b C b •U cE N N -t 0 O � �., . � P. .^+ � C-4 V] ca U r, cC p O N O o U > a > U O O 00 C M� C14 cq N M V 0 s4 O � O "O > N N O U 00 O 0 'O i 00 N CN N CI U b O N .� O H. . N cn 0 3 � 0 �p C ti -U . Y M •�" Q O M x 0 N pN 0 ;c� "00 0 4 44 CD N U O C� O 0 .N t4 r , C C t. Qa . N .v N p 1-. Fd W O a5 f•. Y y¢3.i p Y p Y C,4 1 O E' D o O 3k � ti •-�• Q+ ,--� \ � b � cNC � �+ m U cV b O O a LL O p � .� O Cc \ O U C rn p N° O� > N O a> O C • N h ° o U C,5 � o � p .� A P i~ `b ti w M U A ti ti w C ti p y W W U P. �+ M rn M 0 N y m co 0 U N D C O m 1--1 U U O O O U .b 0 0 O U O 0 m ' N ° N 4J y U N ° C p > O O - a O U � C 45 0. :C 0 CL ue N 0 ' u 0 m al ° C b N 19.9 dI 7 AdQA AA0.AdQQ> > A a�a�AC7 �ddA N N N N N N N N N N N N N N N N N N N N N N N N N N N .-+ N N N N N N N 1 M 1 7 1 1/1 1 �D 1 h 1 o0 1 Q\ 1 O 1 1--� 1 N 1 M 1 V 1 h 1 1 h 1 00 i 1 i - 1 N 1 M 1 1 N 1 o 1 r 1 00 1 O\ 1 O 1 1 N 1 M 1 7 1 1 CO h h l> C) C) r 00 00 00 00 00 00 m 00 00 00 00 00 C � 01 °� °� C' C) °1 °1 <D O C> O O O O C> O O 0 0 0 C) 0 0 0 O O O O O O O O O O O O O O O O O 0 O C) O O O ^. �-. '. �-. 1-. '-1 .-+ Uy M O .rl P'I O N a N r-I O N "X 0 o � � o � o 0 N N ti N ti N N N N N N N N N N N N C14 C14 N N N N N N 00 00 w 00 00 7 7 7 V' 7 7 00 00 00 00 00 O--�--� O--� N N --�--�--� N N O N O N O N O N O N O N O N O C N O N O--� N N N N N N U N � O N N � y itl i N y ti ti 'i+ b a O N y, O N y �Uj• O Chi D N U Q k F'. L O i c3 fn rn O tU-� E N ° 0 0 88 0 O Cd 4b kf) o U o a > > U p� 6 � o Y y PLO. U zi Y O , o �c14rn�'F ca cl 3� o at °� 88 °a `°viUo 7z o� o ° o U y C%) N N N N N O U- V] P M+�' c Q `" �--� �--� ••" N t.' l� • ° •.' C U M M M 3 m O M N y N °i3 N .. Y O C W O � O 0 ° . : U O .4) N N r.n N N 7 r N w :N + ca - . sO ti -� .y -° � •-dO � 0 p O M O o•0 i•� tl Y b N K .'O b y "0 7 rn N 0 ° "Q " dO % ° ° N � •,yO 3-1 � ❑� O O 'y ..� b O F-i 9 6O • p 'N O 'i z O 0M + .M C .m 4 , O M C` m a W UU O O O •-� O O O O O. O y U cf7 V tU. N 4°J N N N ° •� O U ''^ .--i y CIE �EEEEy� N N w U m N w c.b ti rL O 0 w cOId -M -M cC yb ~ N E W W .b ,b y > N A tUtl 4dJ U CL CL Y i- 3-i Mi I r i. - i--� i r iW i b b ° ° b b b Lei U i w d U O a O O w a . U N N N N N N N N N N N N N N N N N N N N N N N N N N 00 N M 7 w1 �O l-L 00 O N M 7 Vl CO O\ O N O 0 0� .-•� .--� � --� �� --� --� � N N C'j N N N N N cq N N N N M M M M EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL CITY OF ANDOVER, MINNESOTA HELD: December 18, 2012 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Andover, Anoka County, Minnesota, was duly held at the City Hall on December 4, 2012, at 7:00 o'clock P.M., for the purpose, in part, of considering proposals and awarding the sale of $17,315,000 Taxable General Obligation Abatement Bonds, Series 2012C. The following members were present: and the following were absent: Member Howard introduced the following resolution and moved its adoption: RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $17,315,000 TAXABLE GENERAL OBLIGATION ABATEMENT BONDS, SERIES 2012C, AND LEVYING A TAX FOR THE PAYMENT THEREOF Resolution R132 -12 ® A. WHEREAS, the City Council of the City of Andover, Minnesota (the "City "), has heretofore determined and declared that it is necessary and expedient to issue $17,315,000 aggregate principal amount Taxable General Obligation Abatement Bonds, Series 2012C (the "Bonds" or individually, a "Bond "), pursuant to Minnesota Statutes, Chapter 475, and Sections 469.1812 through 469.1815, particularly Section 469.1814, to finance the acquisition of the community center from the Economic Development Authority of the City of Andover on February 1, 2014 (the "Project ") pursuant to an advance refunding of the Economic Development Authority of the City of Andover, Minnesota (the "Authority ") outstanding (i) $10,000,000 original principal amount of Public Facility Lease Revenue Refunding Bonds, Series 2006 (City of Andover Community Center), dated December 1, 2006 (the "Prior 2006 Bonds ") and (ii) $6,865,000 original principal amount of Public Facility Lease Revenue Refunding Bonds, Series 2007A (City of Andover Community Center), dated January 1, 2007 (the "Prior 2007 Bonds" and together with the Prior 2006 Bonds, the "Prior Bonds ") a current refunding of a portion of the February 1, 2013 maturity of the outstanding Public Facility Lease Revenue Bonds, Series 2004 (City of Andover Community Center) (the "Series 2004 Bonds "); and B. WHEREAS, on November 20, 2012, following duly published notice thereof, the Council held a public hearing on the proposed abatement to finance the Project and all persons who wished to speak or provide written information relative to the public hearing were afforded an opportunity to do so; and C. WHEREAS, the City has heretofore established a tax abatement program (the "Program ") pursuant to the provisions of Minnesota Statutes, Sections 469.1812 through 469.1815, with respect to providing for the abatement of property taxes for a period of twenty C: \Users \parlis \Desktop\PCDOCS - #5049637 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for lssuance.DOC © years on various properties in the City, as described in the Resolution adopted by the City Council on this date, approving the Program (the "Abatement Resolution "); and D. WHEREAS, the amount of the property taxes abated are estimated to be at least equal to the principal amount of the Bonds and pursuant to the provisions of the Abatement Resolution, funds are to be expended to provide money to pay for Project; and E. WHEREAS, $10,000,000 aggregate principal amount of the Prior 2006 Bonds which matures on and after February 1, 2015, is callable on February 1, 2014 (the "Callable Prior 2006 Bonds "), as provided in the EDA's Mortgage and Security Agreement and Indenture of Trust dated as of December 1, 2006 (the "Prior 2006 Indenture "); and F. WHEREAS, $6,865,000 aggregate principal amount of the Prior 2007 Bonds which matures on and after February 1, 2015, is callable on February 1, 2014 (the "Callable Prior 2007 Bonds" and together with the Callable Prior 2006 Bonds, the "Callable Prior Bonds "), as provided in the EDA's First Supplemental Indenture and Amendment to Mortgage dated as of January 1, 2007 (the "Prior 2007 Indenture" and together with the Prior 2006 Indenture, the "Prior Indentures "); and G. WHEREAS, the refunding of the Callable Prior Bonds is consistent with covenants made with the holders of the Prior Bonds pursuant to the Prior Indentures; and H. WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ( "Ehlers "), as its independent financial advisor for the sale of the Bonds and was therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); and I. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - entry form as hereafter provided. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Andover, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of (the "Purchaser "), to purchase the Bonds in accordance with the Preliminary Official Statement established for the Bonds, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ , plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted and the Bonds are hereby awarded to the Purchaser. The City Clerk is directed to retain the deposit of said purchaser and to forthwith return to the others making proposals their good faith checks or drafts. 2. Bond Terms. (a) Original Issue Date; Denominations; Maturities; and Term Bond Option. The Bonds shall be dated December 27, 2012, as the date of original issue, shall be issued forthwith on or after such date in fully registered form, shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the 2 C. \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC "Authorized Denominations ") and shall mature on February 1 in the years and amounts as follows: Year 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Amount Year 2023 2024 2025 2026 2027 2028 2029 2030 2031 Amount As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the forgoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entry OnlS, sue. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or successors to its functions hereunder (the "Depository") will act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the 'Book Entry Only Period "), shall at all times be in the form of a separate single fully registered certificate for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee "). (iii) With respect to the Bonds neither the City nor the Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant ") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the 'Beneficial Owner "). Without limiting the immediately preceding sentence, neither the City, nor the Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC © of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder "). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the Holder of the Holders of the Bonds as shown on the register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations "). (vii) All transfers of beneficial ownership interests in each Bond issued in book - entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Registrar with respect to any consent © or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other 4 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC © action; provided, that the City or the Registrar may establish a special record date for such consent or other action. The City or the Registrar shall, to the extent possible, give the Depository notice of such special record date not less than fifteen calendar days in advance of such special record date to the extent possible. (ix) Any successor Registrar in its written acceptance of its duties under this Resolution and any paying agency registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bonds if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of ® the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository can be found which, in the opinion of the City, is willing and able to assume the functions of the Depository hereunder upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bonds that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part hereof. If and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. Q3. Purpose; Refundin Fa indings. The Bonds shall provide funds to acquire the Project and in connection therewith provide for a full net cash advance refunding of the 5 C:\ Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC © outstanding Callable Prior Bonds and the current refunding of a portion of the February 1, 2013 maturity of the Series 2004 Bonds (the "Refunding "). Pursuant to the Abatement Resolution, the City's share of real estate taxes generated as a result of the Project and the Program (the "Tax Abatements ") have been pledged to the payment of principal on the Bonds. The principal amount of the Bonds does not exceed the estimated amount of Tax Abatements, presently estimated to be $17,315,000. The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Proceeds of the Bonds shall be expended on costs or uses permitted by Minnesota Statutes, Sections 469.1812 through 469.1815, and shall not be expended on any costs or devoted to any other uses. It is hereby found, determined and declared that the Refunding is pursuant to Minnesota Statutes, Section 475.67. 4. Interest The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Year Interest Rate Maturity Interest Rate 2013 % 2023 % 2014 2024 2015 2025 2016 2026 © 2017 2027 2018 2028 2019 2029 2020 2030 2021 2031 2022 5. Redemption. All Bonds maturing on February 1, 2024, and thereafter, shall be subject to redemption and prepayment at the option of the City on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the maturities and the principal amounts within each maturity to be prepaid, and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds at least thirty days prior to the date set for redemption. Prior to the date on which any Bond or Bonds are directed by the City to be redeemed in advance of maturity, the City will cause notice of the call thereof for redemption identifying the Bonds to be redeemed to be mailed to the Bond Registrar and all Bondholders, at the addresses © shown on the Bond Register. All Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for their redemption have been duly deposited. C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC H To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or the Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and the Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the City shall execute and the Bond Registrar shall authenticate and deliver to the Holder of the Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by the Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 6. Bond Registrar. U.S. Bank National Association, in Saint Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar "), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 7 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC © UNITED STATES OF AMERICA STATE OF MINNESOTA ANOKA COUNTY CITY OF ANDOVER R- TAXABLE GENERAL OBLIGATION ABATEMENT BOND, SERIES 2012C Interest Rate Maturity Date of Original Issue CUSIP February 1, December 27, 2012 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: The City of Andover, Anoka County, Minnesota (the "Issuer "), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), © commencing February 1, 2013, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the "Bond Registrar "), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder ") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution, and surrender of this QBond shall not be required for payment of the redemption price upon a partial redemption of this C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC Bond. Until termination of the book -entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee. THE ISSUER HAS ELECTED TO ISSUE THIS BOND AS A TAXABLE BOND, AND THE INTEREST IS INTENDED TO BE INCLUDED IN GROSS INCOME FOR FEDERAL INCOME TAXATION PURPOSES AND, TO THE SAME EXTENT, INCLUDED IN BOTH GROSS INCOME AND TAXABLE NET INCOME FOR STATE INCOME TAXATION PURPOSES. Optional Redemption. The Bonds of this issue (the "Bonds ") maturing on February 1, 2024, and thereafter, are subject to redemption and prepayment at the option of the Issuer on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the Issuer shall determine the maturities and the principal amounts within each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds at least thirty days prior to the date set for redemption. Prior to the date on which any Bond or Bonds are directed by the Issuer to be redeemed in advance of maturity, the Issuer will cause notice of the call thereof for redemption identifying © the Bonds to be redeemed to be mailed to the Bond Registrar and all Bondholders, at the addresses shown on the Bond Register. All Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for their redemption have been duly deposited. Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date, a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or the Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and the Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the Issuer shall execute and the Bond Registrar shall authenticate and deliver to the Holder of the Bond, without service charge, a new Bond or Bonds having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by the Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. 9 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC Issuance; Purpose; General Obli ag tion. This Bond is one of an issue in the total principal amount of $17,315,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, denomination and redemption privilege, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council on December 4, 2012 (the "Resolution "), for the purpose of providing funds to finance the acquisition of the community center from the Economic Development Authority of the City of Andover, Minnesota, on February 1, 2014, pursuant to an advance refunding of the Economic Development Authority of the City of Andover, Minnesota, outstanding (i) Public Facility Lease Revenue Refunding Bonds, Series 2006 (City of Andover Community Center) of the Economic Development Authority of the City of Andover, Minnesota, dated December 1, 2006, and (ii) Public Facility Lease Revenue Refunding Bonds, Series 2007A (City of Andover Community Center) of the Economic Development Authority of the City of Andover, dated January 1, 2007, and a current refunding of a portion of the February 1, 2013 maturity of the outstanding Public Facility Lease Revenue Bonds, Series 2004 (City of Andover Community Center), pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapter 475. This Bond is payable out of the Taxable General Obligation Abatement Bonds, Series 2012C Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by the Holder's attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as Qherein provided (except as otherwise provided herein with respect to the Record Date) and for all 10 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC H other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. Taxable Interest. The interest on this Bond is included in the gross income of the owner hereof for purposes of United States income tax and to the same extent in both gross income and taxable net income for purposes of State of Minnesota income tax. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Andover, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of the Mayor and City Clerk, the seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: Registrable by: U.S. BANK NATIONAL ASSOCIATION BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the Resolution mentioned within. U.S. BANK NATIONAL ASSOCIATION St. Paul, Minnesota Bond Registrar Lo Authorized Signature Payable at: U.S. BANK NATIONAL ASSOCIATION CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile City Clerk 11 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC 0 ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: H TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) under the (State) (Minor) Uniform Transfers to Minors Act Additional abbreviations may also be used though not in the above list ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) 12 C: \Users \parlis\Desktop\PCDOCS - 45049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC 0 PREPAYMENT SCHEDULE H This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: Date Amount Authorized Signature Of Holder 13 C: \Users \parlis \Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC H 8. Execution. The Bonds shall be in typewritten form, shall be executed on behalf of the City by the signatures of its Mayor and City Clerk and be sealed with the seal of the City; provided, as permitted by law, both signatures may be photocopied facsimiles and the corporate seal has been omitted. In the event of disability or resignation or other absence of either officer, the Bonds may be signed by the manual or facsimile signature of the officer who may act on behalf of the absent or disabled officer. In case either officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, the signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue of December 27, 2012. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. 14 C: \Users\parlis \Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the holder thereof or the Holder's attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder ") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 with respect to interest payment and record date) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery, Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the City Clerk to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Fund and Accounts. There is hereby created a special fund to be designated the "Taxable General Obligation Abatement Bonds, Series 2012C Fund" (the "Fund ") to be administered and maintained by the Finance Manager as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have 15 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC been fully paid. There shall be maintained in the Fund separate accounts, to be designated the "Escrow Account," "Payment Account," and "Debt Service Account," respectively. (a) Escrow Account. The City will create an Escrow Account which shall be maintained as an escrow account with U.S. Bank National Association (the 'Escrow Agent ") in St. Paul, Minnesota, which is a suitable financial institution within or without the State. $ in proceeds of the sale of the Bonds shall be received by the Escrow Agent and applied to fund the Escrow Account or to pay costs of issuing the Bonds. Proceeds of the Bonds, less proceeds used to pay costs of issuance and any residual amount of Bond proceeds returned to the City on the closing date, are hereby irrevocably pledged and appropriated to the Escrow Account, together with all investment earnings thereon. The Escrow Account shall be invested in securities maturing or callable at the option of the holder on such dates and bearing interest at such rates as shall be required to provide sufficient funds, together with any cash or other funds retained in the Escrow Account, to pay when due the accrued interest, the principal amount of outstanding Prior Bonds to maturity or to the date called for redemption and to pay any premium required for redemption. The moneys in the Escrow Account shall be used solely for the purposes herein set forth and for no other purpose, except that any surplus in the Escrow Account may be remitted to the City, all in accordance with an Escrow Agreement (the 'Escrow Agreement ") by and between the City, the EDA and the Escrow Agent. A form of the Escrow Agreement is on file in the office of the City Clerk. Any moneys remitted to the City pursuant to the Escrow Agreement shall be deposited in the Debt Service Account. © (b) Payment Account. $ in proceeds of the Bonds shall be deposited in the Payment Account and which sum shall be transferred to the Authority for the payment of a portion of the February 1, 2013 maturity of the Series 2004 Bonds. N (c) Debt Service Account. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Account: (i) Tax Abatements in an amount sufficient, to pay the annual principal payments on the Bonds; (ii) any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest thereon; (iii) any unexpended moneys in the 2006 Public Facility Lease Revenue Bonds Bond Fund created by the Prior 2006 Resolution; (iv) any unexpended moneys in the 2007 Public Facility Lease Revenue Bonds Bond Fund created by the Prior 2007 Resolution; (v) any residual amount of Bond proceeds returned to the City by the Escrow Agent; (vi) any balance remitted to the City upon the termination of the Escrow Agreement; (vii) all investment earnings on funds held in the Debt Service Account; and (viii) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from the Debt Service Account as provided by law. 16. Tax Abatements; Use of Tax Abatements. The Council has adopted the Abatement Resolution and has thereby approved the Tax Abatements, including the pledge thereof to the payment of principal on the Bonds. As provided in the Abatement Resolution, the estimated total amount of the Tax Abatements, if received as estimated for the full maximum term thereof, is $ and therefore the principal amount of the Bonds does not exceed 16 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC Q the maximum projected amount of the Tax Abatements. The Council hereby confirms the Abatement Resolution, which is hereby incorporated as though set forth herein. 17. Tax Levy: Coverage Test To provide moneys for payment of the interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual ad valorem tax which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Year of Tax Lev v Year of Tax Collection Amount 20 -20 20 -20 See Attached The tax levies are such that if collected in full they, together with estimated collections of Tax Abatements, will produce at least five percent in excess of the amount needed to meet when due the principal and interest payments on the Bonds. The tax levies shall be irreparable so long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 18. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and © any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 19. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered Holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and /or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 17 C:\ Users \parlis \Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC 20. Taxable Status of the Bonds. The City does not qualify the Bonds as tax - exempt under the Internal Revenue Code of 1986, as amended. It is hereby determined that the Bonds are to be issued as fully taxable obligations, and all interest received on the Bonds is to be included in the gross income of the Holder of any Bond for federal income taxation purposes and, to the same extent, in both gross income and taxable net income for state income taxation purposes. 21. Certificate of Registration. A certified copy of this resolution shall be filed in the office of the County Auditor of Anoka County, Minnesota, together with such other information as the County Auditor shall require and the County Auditor shall issue a certificate that the Bonds have been entered in the County Auditor's Bond Register and that the tax levy required by law has been filed and levied. 22. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking ") hereinafter described to: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the "MSRB ") by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds in not more than ten (10) business days after the occurrence of the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking, in not more than ten (10) business days following such amendment. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and City Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers ") are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 23. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates 18 C: \Users \parlis\Desktop\PCDOCS - 45049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC LXr and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 24. Escrow Agreement. On or prior to the delivery of the Bonds the Mayor and City Clerk shall, and are hereby authorized and directed to, execute on behalf of the City the Escrow Agreement. The Escrow Agreement is hereby approved and adopted and made a part of this resolution and the City covenants that it will promptly enforce all provisions thereof in the event of default thereunder by the Escrow Agent. 25. Securities; Escrow Agent. Securities purchased from moneys in the Escrow Account shall be limited to securities set forth in Minnesota Statutes, Section 475.67, Subdivision 8, and any amendments or supplements thereto. Securities purchased from the Escrow Account shall be purchased simultaneously with the delivery of the Bonds. The City has investigated the facts and hereby finds and determines that the Escrow Agent is suitable to act as escrow agent. 26. Callable Prior Bonds. The Callable Prior Bonds shall be redeemed and prepaid in accordance with the terms and conditions set forth in the Notices of Call for Redemption substantially in the forms attached to the Escrow Agreement, which terms and conditions are hereby approved and incorporated herein by reference. The Notices of Call for Redemption shall be given pursuant to the Escrow Agreement. Failure to give notice by mail to any registered owner, or any defect therein, will not affect the validity of any proceedings for the redemption of the Prior Bonds. 27. Purchase of SLGS or Open Market Securities. The Escrow Agent, as agent for the City, is hereby authorized and directed to purchase on behalf of the City and in its name the appropriate United States Treasury Securities, State and Local Government Series, and/or open market securities from the proceeds of the Bonds and, to the extent necessary, other available funds, all in accordance with the provisions of this resolution and the Escrow Agreement and to execute all such documents (including the appropriate subscription forms) required to effect such purchase in accordance with the applicable U.S. Treasury Regulations. 28. Termination of Lease Agreement. The City hereby elects to exercise its option under Section 4.6 of the Lease Agreement between the City and the Authority, dated as of December 1, 2006, and amended as of January 1, 2007 (collectively, the "Lease ") to pay the Purchase Option Price (as defined in the Lease) and deposit funds sufficient to defease the outstanding Prior 2006 Bonds and Prior 2007 Bonds as provided in the Escrow Agreement. Notwithstanding that the provisions of Section 4.6 of the Lease provides that upon issuance of the Bonds and the funding of the Escrow Deposit as provided in the Escrow Agreement, the Lease shall be terminated the City hereby determines and declares that the Lease shall remain in full force and effect and shall be terminated as of February 1, 2014, and on such date the Authority shall have no further right, title or interest in and to the Project. 19 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC L E 29. Payment of Issuance Expenses. The City authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of issuance expenses to K1einBank, Chaska, Minnesota, on the closing date for further distribution as directed by Ehlers. 30. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 31. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. The motion for the adoption of the foregoing resolution was duly seconded by member Trude and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: Gamache, Howard, Trude, Bukkila, Knight and the following voted against the same: None Whereupon the resolution was declared duly passed and adopted. 20 C: \Users \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC H H STATE OF MINNESOTA COUNTY OF ANOKA CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council, duly called and held on the date therein indicated, insofar as the minutes relate to providing for the sale of $17,315,000 Taxable General Obligation Abatement Bonds, Series 20 WITNESS my hand on December 18, 20 21 C: \Uses \parlis\Desktop\PCDOCS - #5049687 -v2 - Andover Series 2012C Abatement Bonds Resolution Providing for Issuance.DOC CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R131 -12 A RESOLUTION UPDATING CERTIFIED BONDED INDEBTEDNESS FOR 2013. WHEREAS, the preparation and adoption of budgets is recognized as sound financial practice; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's funds; and WHEREAS, the City of Andover has determined that it is prudent to update certified bonded indebtedness levies for 2013; and WHEREAS, the Anoka County Property Records and Taxation Division is requiring a City Council resolution updating bonded indebtedness levies that would have been certified to Anoka County as part of prior year bond sales. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Andover hereby updates all or a portion of previously certified bonded indebtedness levies for 2013 as listed on Attachment A. Adopted by the City of Andover this 18th day of December 2012. CITY OF ANDOVER Mi ael R. Gamach - ayor STATE OF MINNESOTA) COUNTY OF ANOKA ) CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have carefully compared the attached Resolution No. R131 -12 adopting the City of Andover updates of all or a portion of previously certified bonded indebtedness levies for 2013 with the original record thereof preserved in my office, and have found the same to be true and correct transcript of the whole thereof. IN TESTIMONY WHEREOF, I have hereunto subscribed my hand this 18th daNf December 2012. - City Clerk CITY OF ANDOVER 2013 Proposed Levy Certification Debt Changes County Levy GENERAL OBLIGATION DEBT Scheduled 56 2004A GO Capital Improvement Bonds 67B 2009A GO Open Space Bonds 68 2011 A GO Equipment Certificate 2004 EDA Public Facility Lease Rev 69B 2012A GO Equipment Certificate 69A 2012B GO Cap Improv Refunding Bond 2012C Taxable GO Abatement Bond 431,100 184,973 101,745 10,545 105,000 Attachment A City Levy Levy Scheduled Changes Variance Explanation 381,290 49,810 Meet bona fide debt service requirements 184,973 - 101,745 452,082 (452,082) Lease revenue payment per pledge agreement 125,000 (114,455) Meet bona fide debt service requirements 138,339 (33,339) Meet bona fide debt service requirements 578,045 (578,045) Meet bona fide debt service requirements Total $ 833,363 $ 1,961,474 $ (1,128,111) CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R130 -12 A RESOLUTION ADOPTING THE CITY OF ANDOVER 2013 BUDGET AND 2013 PROPERTY TAX LEVY TO BE CERTIFIED TO THE COUNTY AUDITOR. WHEREAS, the preparation and adoption of budgets is recognized as sound financial practice; and WHEREAS, the City of Andover receives significant financial support from its residents through the payment of property taxes; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's funds; and WHEREAS, Minnesota State Law requires the City to certify to the County Auditor an adopted tax levy and budget prior to December 28, 2012; and WHEREAS, Minnesota State Law requires the City to certify to the State of Minnesota Department of Revenue an adopted tax levy by December 28, 2012. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Andover hereby adopts the 2013 City of Andover Budget and the 2013 property tax levy totaling $10,631,299 as listed on Attachment A. BE IT FURTHER RESOLVED that the City Council of the City of Andover hereby establishes the 2013 City of Andover Budget by fund type as follows: REVENUES EXPENDITURES General Fund $ 9,356,581 General Fund $ 9,619,929 Special Revenue Funds 1,539,300 Special Revenue Funds 1,633,395 Debt Service Funds 3,675,046 Debt Service Funds 5,091,351 Capital Projects Funds 4,743,425 Capital Projects Funds 7,856,068 Enterprise Funds 4,755,839 Enterprise Funds 4,756,521 Internal Service Funds 1,073,553 Internal Service Funds 1,073,277 Total $ 25,143,744 Total $ 30,030,541 Adopted by the City of Andover this 18th day of December 2012. ATTEST: kic ell,l Harttne r — Depu$� City � rk CITY OF ANDOVER M' ael R. Gamac ie - Mayor STATE OF MINNESOTA) COUNTY OF ANOKA CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have carefully compared the attached Resolution No. R130 -12 adopting the City of Andover 2013 Budget and 2013 Property Tax Levy with the original record thereof preserved in my office, and have found the same to be true and correct transcript of the whole thereof. IN TESTIMONY WHEREOF, I have hereunto subscribed my hand this 18th day of December 2012. r 1 Mich Ile Hartner — Deputy City Clerk CITY OF ANDOVER, MINNESOTA Attachment A 2013 Property Tax Levy 2013 General Fund Levy $ 7,332,857 Debt Service Funds Levy 61,500 2004A G.O. Capital Improvement Bonds 381,290 2004 EDA Public Facility Revenue Bonds 452,082 2009A G.O. Open Space Referendum Bonds 184,973 2011A G.O. Equipment Certificate 101,745 2012A G.O. Equipment Certificate 125,000 2012B G.O. Capital Improvement Refunding Bonds 138,339 2012C Taxable G.O. Abatement Bonds 578.045 Total Debt Service 1,961,474 Other Levies Capital Projects Levy Capital Equipment/Project 210,000 Parks Projects 61,500 Road & Bridge 967,197 Pedestrian Trail Maintenance 58,271 Lower Rum River Watershed 40,000 Total Other 1,336,968 Gross City Levy $ 10,631,299 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 129 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #3 TO PROJECT NO. 11 -10 SOUTH COON CREEK DRIVE NW RECONSTRUCITON. WHEREAS, the City of Andover has a contract for Project No. 11110, _ South Coon Creek Drive NW Reconstruction with Douglas -Kerr Underground, LLC of Mora, MN. NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -10. Adopted by the City Council of the City of Andover this 18th day of December '2012. CITY OF ANDOVER ATTEST: Mi ael R. G ache — Mayor Mi helle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R128 -12 A RESOLUTION APPROVING THE CLASSIFICATION AND SALE OF FORFEITED PROPERTIES (PID# 12- 32 -25 -31 -0029, 12-32-25-31-0030,12-32-25-34-0028, 12- 32- 25 -43- 0025, 26- 32 -24 -13 -0002) IN THE CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA LEGALLY DESCRIBED ON THE ATTACHED EXHIBIT A WHEREAS, Minnesota Statute 282.01 requires the governing body of a municipality approve the classification and sale of forfeit parcels that lie within their jurisdiction; and WHEREAS, the City Council has no interest in acquiring the subject properties for any purposes as provided by Minnesota Statute 282.01; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby approves the classification and sale of the subject land forfeiture properties. Adopted by the City Council of the City of Andover on this 181h day of December, 2012. CITY OF ANDOVER ATTEST 'chael R. Gamache, Mayor Mi helle Hartner, Deputy City Clerk 1W.14 gullibly II1 12- 32 -25 -31 -0029 THAT PRT OF N 10 FT OF GOVT LOT 6 SEC 12 TWP 32 RGE 25 LYG ELY OF C /LOFARGON ST & ITS NLY EXTN, TOG/W THAT PRT OF E 10 FT OF SD GOVT LOT LYG NLY OF FOL DESC LINE: COM AT A PT ON S LINE OF GOVT LOT 5 OF SD SEC SD PT BEING 343.97 FT W OF SE COR THEREOF, TH N 1200 FT, TH W 33 FT, TH N 10 FT, TH N 21 DEG 29 MIN 17 SEC E 180.02 FT, TH N 1022.40 FT TO POB OF SD LINE, TH E PRLL/W S LINE OF SD GOVT LOT 5 TO E LINE OF SD GOVT LOT 6 & SD LINE THERE TERM, SUBJ TO EASE OF REC 12- 32 -25 -31 -0030 THAT PRT OF E 10 FT OF GOVT LOT 6 SEC 12 TWP 32 RGE 25 LYG SLY OF FOL DESC LINE: COM AT A PT ON S LINE OF GOVT LOT 5 OF SD SEC, SD PT BEING 343.97 FT W OF SE COR THEREOF, TH N 1200 FT, TH W 33 FT, TH N 10 FT, TH N 21 DEG 29 MIN 17 SEC E 180.02 FT, TH N 422.49 FT TO POB OF SD LINE, TH E PRLL /W SD S LINE OF GOVT LOT 5 TO E LINE OF SD GOVT LOT 6 & SD LINE THERE TERM, SUBJ TO EASE OF REC f� G 7 ►• II!• T.� �� I I 174I .3 THE N 8.54 FT OF E 10 FT OF GOVT LOT 5 SEC 12 TWP 32 RGE 25, SUBJ TO EASE OF REC 12- 32 -25 -43 -0025 THAT PRT OF N 8.54 FT OF SW '/ OF SE '/ OF SEC 12 TWP 32 RGE 25 LYG W OF FOL DESC LINE: COM AT SW COR OF SD '/ '/, TH E ALGS S LINE THEREOF 58.63 FT TO POB OF SD LINE, TH N AT RT ANG TO A PT ON NLINE OF SD '/ '/ & SD LINE THERE TERM, SUBJ TO EASE OF REC 26- 32 -24 -13 -0002 THAT PRT OF SW/40F NE/40F SEC 26 TWP 32 RGE 24 DESC AS FOL, COM AT SW COR OF SD '/ '/, TH E ALG S LINE THEREOF TO A PT 479 FT W OF C/L OF BN R/R R/W AKA POB, TH CONT E ALG SD S LINE TO A PT 100 FT W OF SD R/R C /L, TH N PRLL/W SD R/R C/L 550 FT, TH W PRLL/W SD S LINE TO INTER/W A LINE PRLL /W & 479 FT W OF SD R/R C /L, TH S PRLL/W SD R/R C/L 550 FT TO POB, EX RD, SUBJ TO EASE OF REC EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL CITY OF ANDOVER, MINNESOTA HELD: December 4, 2012 Resolution No. R127 -12 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Andover, Anoka County, Minnesota, was duly held at the City Hall on December 4, 2012, at 7:00 o'clock P.M., for the purpose, in part, of considering proposals and awarding the sale of $17,400,000 Taxable General Obligation Abatement Bonds, Series 2012C. The following members were present: Mayor Gamache and Councilmembers Bukkila, Howard, Knight & Trude and the following were absent: None Member Knight introduced the following resolution and moved its adoption: 0 RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF $17,400,000 TAXABLE GENERAL OBLIGATION ABATEMENT BONDS, SERIES 2012C, AND LEVYING A TAX FOR THE PAYMENT THEREOF A. WHEREAS, the City Council of the City of Andover, Minnesota (the "City "), has heretofore determined and declared that it is necessary and expedient to issue $17,400,000 aggregate principal amount Taxable General Obligation Abatement Bonds, Series 2012C (the "Bonds" or individually, a "Bond "), pursuant to Minnesota Statutes, Chapter 475, and Sections 469.1812 through 469.1815, particularly Section 469.1814, to finance the acquisition of the community center from the Economic Development Authority of the City of Andover (the "Project ") pursuant to an advance refunding of the outstanding (i) $10,000,000 original principal amount of Public Facility Lease Revenue Refunding Bonds, Series 2006 (City of Andover Community Center), dated December 1, 2006 (the "Prior 2006 Bonds ") and (ii) $6,865,000 original principal amount of Public Facility Lease Revenue Refunding Bonds, Series 2007A (City of Andover Community Center), dated January 1, 2007 (the "Prior 2007 Bonds" and together with the Prior 2006 Bonds, the "Prior Bonds "); and B. WHEREAS, on November 20, 2012, following duly published notice thereof, the Council held a public hearing on the proposed abatement to finance the Project and all persons who wished to speak or provide written information relative to the public hearing were afforded an opportunity to do so; and C. WHEREAS, the City has heretofore established a tax abatement program (the "Program ") pursuant to the provisions of Minnesota Statutes, Sections 469.1812 through 50496870 © 469.1815, with respect to providing for the abatement of property taxes for a period of twenty years on various properties in the City, as described in the Resolution adopted by the City Council on this date, approving the Program (the "Abatement Resolution "); and D. WHEREAS, the amount of the property taxes abated are estimated to be at least equal to the principal amount of the Bonds and pursuant to the provisions of the Abatement Resolution, funds are to be expended to provide money to pay for Project; and E. WHEREAS, $10,000,000 aggregate principal amount of the Prior 2006 Bonds which matures on and after February 1, 2015, is callable on February 1, 2014 (the "Callable Prior 2006 Bonds "), as provided in the EDA's Mortgage and Security Agreement and Indenture of Trust dated as of December 1, 2006 (the "Prior 2006 Indenture "); and F. WHEREAS, $6,865,000 aggregate principal amount of the Prior 2007 Bonds which matures on and after February 1, 2015, is callable on February 1, 2014 (the "Callable Prior 2007 Bonds" and together with the Callable Prior 2006 Bonds, the "Callable Prior Bonds "), as provided in the EDA's First Supplemental Indenture and Amendment to Mortgage dated as of January 1, 2007 (the "Prior 2007 Indenture" and together with the Prior 2006 Indenture, the "Prior Indentures "); and G. WHEREAS, the refunding of the Callable Prior Bonds is consistent with covenants made with the holders of the Prior Bonds pursuant to the Prior Indentures; and H. WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ( "Ehlers "), as its independent financial advisor for the sale of the Bonds and was therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); and I. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - entry form as hereafter provided. NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Andover, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of (the "Purchaser "), to purchase the Bonds in accordance with the Preliminary Official Statement established for the Bonds, at the rates of interest hereinafter set forth, and to pay therefor the sum of $ , plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted and the Bonds are hereby awarded to the Purchaser. The City Clerk is directed to retain the deposit of said purchaser and to forthwith return to the others making proposals their good faith checks or drafts. 2. Bond Terms. (a) Original Issue Date; Denominations; Maturities; and Term Bond Option. The Bonds shall be dated December 27, 2012, as the date of original issue, shall be issued forthwith on or after such date in fully registered form, shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the 50496870 Q "Authorized Denominations ") and shall mature on February 1 in the years and amounts as follows: Year Amount Year Amount 2013 2023 2014 2024 2015 2025 2016 2026 2017 2027 2018 2028 2019 2029 2020 2030 2021 2031 2022 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the forgoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entry Only S sue. The Depository Trust Company, a limited purpose Q trust company organized under the laws of the State of New York or any of its successors or successors to its functions hereunder (the "Depository") will act as securities depository for the Bonds, and to this end: (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period "), shall at all times be in the form of a separate single fully registered certificate for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee "). (iii) With respect to the Bonds neither the City nor the Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant ") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner "). Without limiting the immediately preceding sentence, neither the City, nor the Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, 5049687v1 © of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder "). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to or upon the Holder of the Holders of the Bonds as shown on the register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Registrar of written notice to the 10 effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations "). (vii) All transfers of beneficial ownership interests in each Bond issued in book - entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Registrar with respect to any consent © or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other rd 5049687v1 © action; provided, that the City or the Registrar may establish a special record date for such consent or other action. The City or the Registrar shall, to the extent possible, give the Depository notice of such special record date not less than fifteen calendar days in advance of such special record date to the extent possible. (ix) Any successor Registrar in its written acceptance of its duties under this Resolution and any paying agency registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination as provided in paragraph 5, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bonds if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of © the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository can be found which, in the opinion of the City, is willing and able to assume the functions of the Depository hereunder upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bonds that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part hereof. If and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. © 3. Purpose; Refunding Finding indings. The Bonds shall provide funds to acquire the Project and in connection therewith provide for a full net cash advance refunding of the 5 5049687v1 H H outstanding Callable Prior Bonds (the "Refunding "). Pursuant to the Abatement Resolution, the City's share of real estate taxes generated as a result of the Project and the Program (the "Tax Abatements ") have been pledged to the payment of principal on the Bonds. The principal amount of the Bonds does not exceed the estimated amount of Tax Abatements, presently estimated to be $17,400,000. The total cost of the Project, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Bonds. Proceeds of the Bonds shall be expended on costs or uses permitted by Minnesota Statutes, Sections 469.1812 through 469.1815, and shall not be expended on any costs or devoted to any other uses. It is hereby found, determined and declared that the Refunding is pursuant to Minnesota Statutes, Section 475.67. 4. Interest The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 Interest Rate Maturity Year 2023 2024 2025 2026 2027 2028 2029 2030 2031 Interest Rate 5. Redemption. All Bonds maturing on February 1, 2024, and thereafter, shall be subject to redemption and prepayment at the option of the City on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the City shall determine the maturities and the principal amounts within each maturity to be prepaid, and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected registered holder of the Bonds at least thirty days prior to the date set for redemption. Prior to the date on which any Bond or Bonds are directed by the City to be redeemed in advance of maturity, the City will cause notice of the call thereof for redemption identifying the Bonds to be redeemed to be mailed to the Bond Registrar and all Bondholders, at the addresses shown on the Bond Register. All Bonds so called for redemption will cease to bear interest on the specified redemption date, provided funds for their redemption have been duly deposited. 5049687x1 © To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar prior to giving notice of redemption shall assign to each Bond having a common maturity date a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion, from the numbers so assigned to such Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of each such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the City or the Bond Registrar so requires, a written instrument of transfer in form satisfactory to the City and the Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the City shall execute and the Bond Registrar shall authenticate and deliver to the Holder of the Bond, without service charge, a new Bond or Bonds of the same series having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by the Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. H 6. Bond Registrar. trar. U.S. Bank National Association, in Saint Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar "), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 5049687v1 UNITED STATES OF AMERICA STATE OF MINNESOTA 7 © ANOKA COUNTY CITY OF ANDOVER R- $ TAXABLE GENERAL OBLIGATION ABATEMENT BOND, SERIES 2012C Interest Rate Maturity Date Date of Original Issue CUSIP February 1, _ December 27, 2012 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: The City of Andover, Anoka County, Minnesota (the "Issuer "), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, unless called for earlier redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has © been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the "Bond Registrar "), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution, and surrender of this Bond shall not be required for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book -entry only system pursuant to the Resolution, Bonds may only be registered in the name of the Depository or its Nominee. IU 50496870 E- THE ISSUER HAS ELECTED TO ISSUE THIS BOND AS A TAXABLE BOND, AND THE INTEREST IS INTENDED TO BE INCLUDED IN GROSS INCOME FOR FEDERAL INCOME TAXATION PURPOSES AND, TO THE SAME EXTENT, INCLUDED IN BOTH GROSS INCOME AND TAXABLE NET INCOME FOR STATE INCOME TAXATION PURPOSES. Optional Redemption. The Bonds of this issue (the "Bonds ") maturing on February 1, 2024, and thereafter, are subject to redemption and prepayment at the option of the Issuer on February 1, 2023, and on any date thereafter at a price of par plus accrued interest. Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the Issuer shall determine the maturities and the principal amounts within each maturity to be prepaid; and if only part of the Bonds having a common maturity date are called for prepayment, the specific Bonds to be prepaid shall be chosen by lot by the Bond Registrar. Bonds or portions thereof called for redemption shall be due and payable on the redemption date, and interest thereon shall cease to accrue from and after the redemption date. Mailed notice of redemption shall be given to the paying agent and to each affected Holder of the Bonds at least thirty days prior to the date set for redemption. Prior to the date on which any Bond or Bonds are directed by the Issuer to be redeemed in advance of maturity, the Issuer will cause notice of the call thereof for redemption identifying the Bonds to be redeemed to be mailed to the Bond Registrar and all Bondholders, at the addresses shown on the Bond Register. All Bonds so called for redemption will cease to bear © interest on the specified redemption date, provided funds for their redemption have been duly deposited. Selection of Bonds for Redemption; Partial Redemption. To effect a partial redemption of Bonds having a common maturity date, the Bond Registrar shall assign to each Bond having a common maturity date, a distinctive number for each $5,000 of the principal amount of such Bond. The Bond Registrar shall then select by lot, using such method of selection as it shall deem proper in its discretion from the numbers assigned to the Bonds, as many numbers as, at $5,000 for each number, shall equal the principal amount of such Bonds to be redeemed. The Bonds to be redeemed shall be the Bonds to which were assigned numbers so selected; provided, however, that only so much of the principal amount of such Bond of a denomination of more than $5,000 shall be redeemed as shall equal $5,000 for each number assigned to it and so selected. If a Bond is to be redeemed only in part, it shall be surrendered to the Bond Registrar (with, if the Issuer or the Bond Registrar so requires, a written instrument of transfer in form satisfactory to the Issuer and the Bond Registrar duly executed by the Holder thereof or the Holder's attorney duly authorized in writing) and the Issuer shall execute and the Bond Registrar shall authenticate and deliver to the Holder of the Bond, without service charge, a new Bond or Bonds having the same stated maturity and interest rate and of any Authorized Denomination or Denominations, as requested by the Holder, in aggregate principal amount equal to and in exchange for the unredeemed portion of the principal of the Bond so surrendered. Issuance; Purpose; General Obli ag tion. This Bond is one of an issue in the total principal amount of $17,400,000, all of like date of original issue and tenor, except as to number, maturity, Qinterest rate, denomination and redemption privilege, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by G] 5049687v1 © the City Council on December 4, 2012 (the "Resolution "), for the purpose of providing funds to finance the acquisition of the community center from the Economic Development Authority of the City of Andover, Minnesota, pursuant to an advance refunding of the outstanding (i) Public Facility Lease Revenue Refunding Bonds, Series 2006 (City of Andover Community Center) of the Economic Development Authority of the City of Andover, Minnesota, dated December 1, 2006, and (ii) Public Facility Lease Revenue Refunding Bonds, Series 2007A (City of Andover Community Center) of the Economic Development Authority of the City of Andover, dated January 1, 2007, pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Chapter 475. This Bond is payable out of the Taxable General Obligation Abatement Bonds, Series 2012C Fund of the Issuer. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by the Holder's attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided (except as otherwise provided herein with respect to the Record Date) and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. 10 5049687v1 H Taxable Interest. The interest on this Bond is included in the gross income of the owner hereof for purposes of United States income tax and to the same extent in both gross income and taxable net income for purposes of State of Minnesota income tax. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Andover, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of the Mayor and City Clerk, the seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: BOND REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Bond is one of the Bonds described in the Resolution mentioned within. U.S. BANK NATIONAL ASSOCIATION St. Paul, Minnesota Bond Registrar Authorized Signature 5049687v1 Registrable by: U.S. BANK NATIONAL ASSOCIATION Payable at: U.S. BANK NATIONAL ASSOCIATION CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile City Clerk 11 0 ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) (Minor) under the Uniform Transfers to Minors Act (State) Additional abbreviations may also be used though not in the above list ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. © Dated: E Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: (Include information for all joint owners if the Bond is held by joint account.) 12 5049687v1 PREPAYMENT SCHEDULE This Bond has been prepaid in part on the date(s) and in the amount(s) as follows: Date Amount Authorized Signature Of Holder 13 5049687v1 © 8. Execution. The Bonds shall be in typewritten form, shall be executed on behalf of the City by the signatures of its Mayor and City Clerk and be sealed with the seal of the City; provided, as permitted by law, both signatures may be photocopied facsimiles and the corporate seal has been omitted. In the event of disability or resignation or other absence of either officer, the Bonds may be signed by the manual or facsimile signature of the officer who may act on behalf of the absent or disabled officer. In case either officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, the signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue of December 27, 2012. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration, Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly cancelled by the Bond Registrar and thereafter disposed of as directed by the City. 14 50496870 All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the holder thereof or the Holder's attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder ") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 with respect to interest payment and record date) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the City Clerk to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Fund and Accounts. There is hereby created a special fund to be designated the "Taxable General Obligation Abatement Bonds, Series 2012C Fund" (the "Fund ") to be © administered and maintained by the Finance Manager as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have 15 5049687v1 been fully paid. There shall be maintained in the Fund separate accounts, to be designated the "Escrow Account" and "Debt Service Account ", respectively. (a) Escrow Account. The City will create an Escrow Account which shall be maintained as an escrow account with U.S. Bank National Association (the 'Escrow Agent ") in St. Paul, Minnesota, which is a suitable financial institution within or without the State. $ in proceeds of the sale of the Bonds shall be received by the Escrow Agent and applied to fund the Escrow Account or to pay costs of issuing the Bonds. Proceeds of the Bonds, less proceeds used to pay costs of issuance and any residual amount of Bond proceeds returned to the City on the closing date, are hereby irrevocably pledged and appropriated to the Escrow Account, together with all investment earnings thereon. The Escrow Account shall be invested in securities maturing or callable at the option of the holder on such dates and bearing interest at such rates as shall be required to provide sufficient funds, together with any cash or other funds retained in the Escrow Account, to pay when due the accrued interest, the principal amount of outstanding Prior Bonds to maturity or to the date called for redemption and to pay any premium required for redemption. The moneys in the Escrow Account shall be used solely for the purposes herein set forth and for no other purpose, except that any surplus in the Escrow Account may be remitted to the City, all in accordance with an Escrow Agreement (the 'Escrow Agreement ") by and between the City, the EDA and the Escrow Agent. A form of the Escrow Agreement is on file in the office of the City Clerk. Any moneys remitted to the City pursuant to the Escrow Agreement shall be deposited in the Debt Service Account. (b) Debt Service Account. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Account: Tax Abatements in an amount sufficient, to pay the annual principal payments on the Bonds; any collections of all taxes herein or hereafter levied for the payment of the Bonds and interest thereon; any unexpended moneys in the 2006 Public Facility Lease Revenue Bonds Bond Fund created by the Prior 2006 Resolution; any unexpended moneys in the 2007 Public Facility Lease Revenue Bonds Bond Fund created by the Prior 2007 Resolution; any residual amount of Bond proceeds returned to the City by the Escrow Agent; any balance remitted to the City upon the termination of the Escrow Agreement; all investment earnings on funds held in the Debt Service Account; and any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest and any premiums for redemption of the Bonds and any other general obligation bonds of the City hereafter issued by the City and made payable from the Debt Service Account as provided by law. 16. Tax Abatements; Use of Tax Abatements. The Council has adopted the Abatement Resolution and has thereby approved the Tax Abatements, including the pledge thereof to the payment of principal on the Bonds. As provided in the Abatement Resolution, the estimated total amount of the Tax Abatements, if received as estimated for the full maximum term thereof, is $ and therefore the principal amount of the Bonds does not exceed the maximum projected amount of the Tax Abatements. The Council hereby confirms the Abatement Resolution, which is hereby incorporated as though set forth herein. © 17. Tax Levy; Coverage Test To provide moneys for payment of the interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual ad 16 50496870 valorem tax which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Year of Tax Levy Year of Tax Collection Amount 20 -20 20 -20 See Attached The tax levies are such that if collected in full they, together with estimated collections of Tax Abatements, will produce at least five percent in excess of the amount needed to meet when due the principal and interest payments on the Bonds. The tax levies shall be irreparable so long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 18. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Bonds, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds and any other bonds payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 19. Defeasance. When all Bonds have been discharged as provided in this paragraph, 9 all pledges, covenants and other rights granted by this resolution to the registered Holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also discharge its obligations with respect to any prepayable Bonds called for redemption on any date when they are prepayable according to their terms, by depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full, provided that notice of redemption thereof has been duly given. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and/or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 20. Taxable Status of the Bonds. The City does not qualify the Bonds as tax - exempt under the Internal Revenue Code of 1986, as amended. It is hereby determined that the Bonds are to be issued as fully taxable obligations, and all interest received on the Bonds is to be included in the gross income of the Holder of any Bond for federal income taxation purposes 17 5049687v1 and, to the same extent, in both gross income and taxable net income for state income taxation purposes. 21. Certificate of Registration. A certified copy of this resolution shall be filed in the office of the County Auditor of Anoka County, Minnesota, together with such other information as the County Auditor shall require and the County Auditor shall issue a certificate that the Bonds have been entered in the County Auditor's Bond Register and that the tax levy required by law has been filed and levied. 22. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking ") hereinafter described to: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the "MSRB ") by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds in not more than ten (10) business days after the occurrence of © the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking, in not more than ten (10) business days following such amendment. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and City Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers ") are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 23. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 50496870 24. Escrow Agreement. On or prior to the delivery of the Bonds the Mayor and City Clerk shall, and are hereby authorized and directed to, execute on behalf of the City the Escrow Agreement. The Escrow Agreement is hereby approved and adopted and made a part of this resolution and the City covenants that it will promptly enforce all provisions thereof in the event of default thereunder by the Escrow Agent. 25. Securities; Escrow Agent. Securities purchased from moneys in the Escrow Account shall be limited to securities set forth in Minnesota Statutes, Section 475.67, Subdivision 8, and any amendments or supplements thereto. Securities purchased from the Escrow Account shall be purchased simultaneously with the delivery of the Bonds. The City has investigated the facts and hereby finds and determines that the Escrow Agent is suitable to act as escrow agent. 26. Callable Prior Bonds. The Callable Prior Bonds shall be redeemed and prepaid in accordance with the terms and conditions set forth in the Notices of Call for Redemption substantially in the forms attached to the Escrow Agreement, which terms and conditions are hereby approved and incorporated herein by reference. The Notices of Call for Redemption shall be given pursuant to the Escrow Agreement. Failure to give notice by mail to any registered owner, or any defect therein, will not affect the validity of any proceedings for the redemption of the Prior Bonds. 27. Purchase of SLGS or Open Market Securities. The Escrow Agent, as agent for 10 the City, is hereby authorized and directed to purchase on behalf of the City and in its name the appropriate United States Treasury Securities, State and Local Government Series, and /or open market securities from the proceeds of the Bonds and, to the extent necessary, other available funds, all in accordance with the provisions of this resolution and the Escrow Agreement and to execute all such documents (including the appropriate subscription forms) required to effect such purchase in accordance with the applicable U.S. Treasury Regulations. 28. Termination of Lease Agreement. The City hereby elects to exercise its option under Section 4.6 of the Lease Agreement between the City and the EDA, dated as of December 11 2006, and amended as of January 1, 2007 (collectively, the "Lease ") to prepay the Purchase Option Price (as defined in the Lease) and deposit funds sufficient to defease the outstanding Prior 2006 Bonds and Prior 2007 Bonds as provided in the Escrow Agreement. As provided in the Lease, the City hereby determines and declares that upon the issuance of the Bonds and the funding of the Escrow Account, the Lease shall be terminated and the EDA shall have no further right, title or interest in and to the Project. 29. Payment of Issuance Expenses. The City authorizes the Purchaser to forward the amount of Bond proceeds allocable to the payment of issuance expenses to K1einBank, Chaska, Minnesota, on the closing date for further distribution as directed by Ehlers. 30. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 5049687v1 19 S u 31. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. The motion for the adoption of the foregoing resolution was duly seconded by member Bukkila and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: Mayor Gamache and Councilmembers Bukkila, Howard, Knight & Trude and the following voted against the same: N11[.n Whereupon the resolution was declared duly passed and adopted. 5049687v1 20 H H& STATE OF MINNESOTA COUNTY OF ANOKA CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council, duly called and held on the date therein indicated, insofar as the minutes relate to providing for the sale of $17,400,000 Taxable General Obligation Abatement Bonds, Series 20 1r 5049687v1 WITNESS my hand on December 4, 201. 21 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF ANDOVER, MINNESOTA HELD: December 4, 2012 Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Andover, Minnesota, was duly called and held at the City Hall in Andover, Minnesota, on Tuesday, December 4, 2012, at 7:00 p.m., for the purpose of approving tax abatements to assist in the financing of the acquisition of the community center from the Economic Development Authority for the City of Andover. The following members were present: Mayor Gamache and Councilmembers Bukkila, Howard, Knight & Trade and the following were absent: IaC.ST Member Trade introduced the following resolution and moved its adoption: RESOLUTION NO. R126 -12 RESOLUTION APPROVING TAX ABATEMENTS 0 BE IT RESOLVED by the City Council of the City of Andover, Minnesota (the "City "), as follows: WHEREAS, the City proposes to acquire the community center within the City (the "Project "). The City proposes to use the abatement for the purposes provided for in the Abatement Law (as hereinafter defined), including the Project. The proposed term of the abatement will be for up to twenty years in an amount not to exceed $19,000,000. The abatement will apply to the City's share of the property taxes (the "Abatement ") derived from the property described by property identification numbers on the attached 'Exhibit A" (the "Property "); and WHEREAS, on November 20, 2012, the Council held a public hearing on the question of the Abatement, and said hearing was preceded by at least 10 days but not more than 30 days prior published notice thereof; and WHEREAS, the Abatement is authorized under Minnesota Statutes, Sections 469.1812 through 469.1815 (the "Abatement Law "). NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Minnesota, as follows: Findings for the Abatement. The City Council hereby makes the following 0 findings: (a) The Council expects the benefits to the City of the Abatement to at least equal or exceed the costs to the City thereof. 50558860 (b) Granting the Abatement is in the public interest because it will provide financing for a portion of the costs of the acquisition of community center located in the © City. (c) The Property will not be located in a tax increment financing district for the period of time that the Abatement is in effect. X (d) In any year, the total amount of property taxes abated by the City by this and other abatement resolutions, if any, does not exceed ten percent (10 %) of net tax capacity of the City for the taxes payable year to which the abatement applies or $200,000, whichever is greater. 2. Terms of Abatement. The Abatement is hereby approved. The terms of the Abatement are as follows: (a) The Abatement shall be for up to a twenty (20) year period and shall apply to the taxes payable in the years 2013 through 2031, inclusive. (b) The City will abate the City's share of property tax amount which the City receives from the Property, cumulatively not to exceed $19,000,000. (c) The Abatement shall be subject to all the terms and limitations of the Abatement Law. (d) Because the City anticipates issuing Taxable General Obligation Tax Abatement Bonds, the Abatement may not be modified or changed. The motion for the adoption of the foregoing resolution was duly seconded by Member Howard and, after a full discussion thereof and upon vote being taken thereon, the following voted in favor thereof. Mayor Gamache and Councilmembers Bukkila, Howard, Knight & Trude and the following voted against the same: None Adopted on December 4, 2012 by the City Council of Andover. 5055886v1 M yor ® STATE OF MINNESOTA COUNTY OF ANOKA I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Anoka County, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insofar as such minutes relate to the approval of property tax abatements. WITNESS my hand this o December, 2012. erk 50558860 H H [J sosssa6vi Exhibit A A -1 H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R125 -12 A RESOLUTION APPROVING A PREMISES PERMIT FOR THE ANDOVER FOOTBALL ASSOCIATION, INC. TO CONDUCT LAWFUL GAMBLING AT TANNERS STATION, 13655 MARTIN STREET NW, ANDOVER, MINNESOTA. WHEREAS, the Andover Football Association, Inc. has submitted an application to the City of Andover for a premises permit to operate lawful gambling at Tanners Station, 13655 Martin Street NW, Andover, Minnesota; and WHEREAS, per Minnesota Gambling Control requirements, a resolution must be adopted by the City Council approving said permit. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that a premises permit for lawful gambling conducted by the Andover Football © Association Inc. is hereby approved. Adopted by the City Council of the City of Andover this 4th day of December. 2012. CITY OF ANDOVER Attest: va ✓�7 M' chael R. amache — Mayor Michelle Hartner — Deputy City Clerk 141 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 124 -12 A RESOLUTION TO REMOVE NO PARKING ON BOTH SIDES OF KIOWA STREET NW FROM 154T" AVENUE NW TO 155T" AVENUE NW. WHEREAS, the City has approved Resolution No. 064 -90 designating No Parking on Kiowa Street NW from 154th Avenue NW to 155th Avenue NW; and WHEREAS, the City has notify effected residents about the No Parking signs being removed and no comments were received; and WHEREAS, due to relocation of the ball field along with constructing a new parking lot near the south and west end of the park to accommodate the users of the ball field and other amenities the park has to offer has eliminated vehicles parking on Kiowa Street NW; and WHEREAS, removing the signs there will be a cost savings to the City since the replacement of these signs would be necessary from time to time due to aging, fading and sometimes damage of the signs. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to remove No Parking on both sides of Kiowa Street NW from 154th Avenue NW to 155th Avenue NW. Adopted by the City Council of the City of Andover this 4th day of December, 2012. ATTEST: cr�f� "k, hael R. Gamache - Mayor I Mic1helle Hartner — Deputy City Clerk p Y Y CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 123 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 13 -8 FOR 2013 CURB, SIDEWALK & PEDESTRIAN RAMP REPAIRS. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2013 Curb Sidewalk & Pedestrian Ramp Repairs, Project 13 -8; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 4th day of December , 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: 3 4 ;l _c✓�'- ( ' hael R. Gamache - Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 122 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION. ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR PROJECT NOS. 13 -7 & 13 -12 FOR 2013 TRAIL MAINTENANCE & 2013 PARKING LOT MAINTENANCE . WHEREAS, the City Council is cognizant of the need for the trail and parking lot maintenance improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2013 Trail Maintenance and 2013 Parking Lot Maintenance , Projects 13 -7 & 13 -12; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 4th day of December 2012 ,with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: chael R. amache - Mayor Michelle Hartner — Deputy Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 121 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR PROJECT NO. 13 -04 FOR 2013 SEAL COATING . WHEREAS, the City Council is cognizant of the need for the seal coating improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2013 Seal Coating , Project 13 -04; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 4th day of December 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: hael R. Gamache - Mayor L Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 120 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND ORDERING PLANS AND SPECIFICAITONS FOR THE IMPROVEMENT OF PROJECT NO. 13 -3 FOR THE 2013 CRACK SEALING . WHEREAS, the City Council is cognizant of the need for the crack sealing improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2013 Crack Sealing , Project 13 -3; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 4th day of December , 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: chael R. Gamache - Mayor �� J bvt-h, 7, Midhelle Hartner — Deputy City Clerk MOTION by Councilmember CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 119 -12 Bukkila to adopt the following: A RESOLUTION ORDERING PREPARATION OF A FEASIBILITY REPORT FOR THE IMPROVEMENT OF PROJECT NO. 12 -28, NIGHTINGALE STREET NW RECONSTRUCTION. WHEREAS, the City Council of the City of Andover is cognizant of the need for the improvements, specifically Project 12 -28; and WHEREAS, the City Council proposes to assess the benefiting properties for all or a portion of the costs of the improvements, pursuant to Minnesota Statutes 429. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The City Council is cognizant of the need for improvements. 2. The proposed improvement is hereby referred to the Director of Public Works /City Engineer and he is instructed to provide the City Council with a feasibility reports. MOTION seconded by Councilmember _ Knight and adopted by the City Council at a regular meeting this 4th day of December , 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude Howard voting in favor of the resolution, and Councilmembers 7147, voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: chael R. Gamache - Mayor LLU CA�c Michelle Hartner— Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 118 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING PREPARATION OF A FEASIBILITY REPORT FOR THE IMPROVEMENT OF 2013 STREET RECONSTRUCTION FOR PROJECT NOS. 13 -2a (STENQUIST ADDITION & 13 -2b (159TH AVENUE NW) . WHEREAS, the City Council of the City of Andover is cognizant of the need for the improvements, specifically Projects 13 -2a & 13 -2b; and WHEREAS, the City Council proposes to assess the benefiting properties for all or a portion of the costs of the improvements, pursuant to Minnesota Statutes 429. that: NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover 1. The City Council is cognizant of the need for improvements. 2. The proposed improvement is hereby referred to the Director of Public Works /City Engineer and he is instructed to provide the City Council with a feasibility reports. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 4th day of December , 2012 , with Councilmembers Bukkila, Knight, Gamache Trude Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER r ATTEST: �C5 Z' { Mi hael R. mache --Mayor Michelle Hartner— Deputy City Clerk Resolution No. R117 -12 © Council Member Bukkila introduced the following resolution and moved its adoption: Resolution Providing for the Sale of $17,400,000 Taxable General Obligation Abatement Bonds, Series 2012C A. WHEREAS, the City Council of the City of Andover, Minnesota, has heretofore determined that it is necessary and expedient to issue the City's $17,400,000 Taxable General Obligation Abatement Bonds, Series 2012C (the "Bonds "), to finance the acquisition of the Andover Community Center by advanced refunding the Andover Economic Development Authority's existing Lease Revenue Refunding Bonds, Series 2006 and 2007; and B. WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ( "Ehlers "), as its independent financial advisor for the Bonds and is therefore authorized to solicit proposals in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Minnesota, as follows: 1. Authorization; Findings. The City Council hereby authorizes Ehlers to solicit proposals for the sale of the Bonds. 2. Meeting; Proposal Opening. The City Council shall meet at 7:00 p.m. on December 4, 2012, for the purpose of considering sealed proposals for and awarding the sale of the Bonds. 3. Official Statement. In connection with said sale, the officers or employees of the City are hereby authorized to cooperate with Ehlers and participate in the preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon its completion. The motion for the adoption of the foregoing resolution was duly seconded by Council Member Howard and, after full discussion thereof and upon a vote being taken thereon, the following Council Members voted in favor thereof: Bukkila, Gamache, Howard, and Knight; Trude (Absent) and the following voted against the same: None. Whereupon said resolution was declared duly passed and adopted. Dated this 20 °1 day of November, 2012. CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R116 -12 A RESOLUTION AMENDING RESOLUTION R052 -05 TO MODIFY THE PLANNED UNIT DEVELOPMENT STANDARDS OF "PARKSIDE AT ANDOVER STATION" LOCATED IN SECTION 34, TOWNSHIP 32, RANGE 24, ANOKA COUNTY, MINNESOTA, LEGALLY DESCRIBED AS: Lots 1 -17, Block 1, and Lots 1 -19, Block 2, Parkside at Andover Station Third Addition according to the recorded plat thereof, Anoka County, Minnesota; and WHEREAS, The Andover Economic Development Authority has requested approval of revised planned unit development standards; and WHEREAS, pursuant to published and mailed notice thereof, the Planning Commission has conducted a public hearing on the revised planned unit development; and WHEREAS, as a result of such public hearing, the Planning Commission has reviewed the request and has determined that said request meets the criteria of City Code 13 Planned Unit Development and the intent of the previously approved preliminary plat; and WHEREAS, the Planning Commission recommends to the City Council the approval of the revisions to the planned unit development. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover does hereby agrees with the recommendation of the Planning and Zoning Commission and approves the revised planned unit development of Parkside at Andover Station, with the following conditions: 1. All previous conditions of Resolution R052 -05 and Resolution R093 -12 not modified by this resolution shall remain in effect. 2. The building elevations shall generally conform to the drawings stamped received November 7, 2012. Adopted by the City Council of the City of Andover this 20th day of November, 2012. CITY OF ANDOVER ATTEST: z chael R. Gam-ace, Mayor Michelle Hartner, Deputy City Clerk E CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 115 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #2 TO PROJECT NO. 11-48, - WELL #7. WHEREAS, the City of Andover has a quote for Project No. 11 -48. Wells 6 & 7 Sand Issues with Mark J Traut Wells, Inc of Waite Park. MN . NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -48 Adopted by the City Council of the City of Andover this 20th day of © November , 2012. H CITY OF ANDOVER ATTEST: Michael R. Gamac e — Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 114 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 13 -10 FOR MARTIN STREET NW & JAY STREET NW /REPLACE LIGHTING FIXTURES. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of Martin Street NW & Jay Street NW /Replace Lighting Fixtures , Project 13 -10; and BE IT FURTHER RESOLVED by the City Council to hereby direct Connexus Energy to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 20th day of November , 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude (absent) Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: hael R. Gamache - Mayor Mli helle Hartner — Deputy City Clerk H x CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R113 -12 A RESOLUTION CANVASSING THE RETURNS OF THE MUNICIPAL ELECTION HELD ON THE 6TH DAY OF NOVEMBER, 2012 IN THE CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA. The Municipal Election was held in and for the City of Andover on the 6`h day of November, 2012 and was in all respects duly and legally canvassed; and the votes received for each candidate are shown on the attached. The following are hereby declared and certified as those elected: Mayor — Mike Gamache (2 -year term) Councilmembers — Sheri Bukkila and Mike Knight (4 -year terms) © Special Election Councilmember — Tony Howard (Term ending January 5, 2015) BE IT FURTHER RESOLVED that no irregularities were noted. The summary of the voter results is hereby attached and made part of this resolution. Adopted by the City Council of the City of Andover this 14`h, day of November, 2012. CITY OF ANDOVER Attest: yL hael R. Gama — Mayor Via., Mi elle Hartner — Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. 112-12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR 14597 GUARANI STREET NW /PIN# 30- 32 -24 -13 -0040 FOR THE IMPROVEMENT OF PROJECT NOS. 12 -2b, JOHNSONS OAKMOUNT TERRACE & 12 -2c, 147TH AVENUE NW/2012 STREET RECONSTRUCTION, WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 12 years, the first of the installments to be payable on or before the first Monday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 7th day of November 2012 , with Councilmembers Trude, Howard, Gamache, Bukkila, Knight voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mip ael R. Gam e - Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 111 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NOS. 12 -2b, JOHNSONS OAKMOUNT TERRACE & 12 -2c, 147TH AVENUE NW/2012 STREET RECONSTRUCTION, WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 10 years, the first of the installments to be payable on or before the first Monday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 7th day of November 2012 , with Councilmembers_ Bukkila, Howard, Knight, Trude, Gamache voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: mil/ G✓� Mi ael R. Gamache - Mayor © 6 Michelle Hartner— Deputy City Clerk CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 110 -12 MOTION by Councilmember Howard to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 12 -2a, IVYWOOD ESTATES /2012 STREET RECONSTRUCTION, WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 10 years, the first of the installments to be payable on or before the first QMonday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 7th day of November 2012 , with Councilmembers Bukkila, Howard, Knight, Trude, Gamache voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: hael R. Gamac e - Mayor © Mich Ile Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R109 -12 A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE CERTIFICATION OF DELINQUENT SEWER, WATER, STORM SEWER, STREET LIGHTING CHARGES, FALSE ALARM FINES, TREE REMOVAL, MOWING FEES AND /OR MISCELLANEOUS ABATEMENT FEES. WHEREAS, pursuant to a proper notice duly given as required by law, the council has met, heard and passed upon all objections to the proposed assessment for the delinquent sewer, water, storm sewer, street lighting charges, false alarm fines, tree removal, mowing fees and /or miscellaneous abatement fees. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount of the assessment levied against it. 2. Such assessment shall be payable in one annual installment on or before the first Monday of January, 2013 and shall bear interest at the rate of 8 percent per year. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole amount of the assessment on such property with interest accrued to the date of payment, except that no interest shall be charged if the entire assessment is paid by November 9, 2012. Adopted by the City Council of the City of Andover on this 7th day of November, 2012. ATTEST: M Deputy City Clerk CITY OF ANDOVER ; '4' / 411 lays chael R. Gamache, Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R108 -12 RESOLUTION CALLING FOR A PUBLIC HEARING ON PROPOSED PROPERTY TAX ABATEMENTS FOR A COMMUNITY CENTER PROJECT BE IT RESOLVED by the City Council (the "Council ") of the City of Andover, Minnesota (the "City "), as follows: 1. Recitals. (a) Minnesota Statutes, Sections 469.1812 through 469.1815, both inclusive, authorize the City, upon satisfaction of certain conditions, to grant an abatement of all or a part of the taxes levied by the City on real property within its boundaries. (b) It is a legal requirement that the City hold a public hearing prior to adoption of a resolution granting any property tax abatements. 2. Hearing. A public hearing on the consideration of the property tax abatement will be held at the time and place set forth in the Notice of Hearing attached hereto as Exhibit A and hereby made a part hereof. 3. Notice. The City Clerk is hereby authorized and directed to cause notice of said hearing in substantially the form attached hereto as Exhibit A to be given one publication in a newspaper of general circulation in the City at least 10 days but not more than 30 days before the hearing. The newspaper must be one of general interest and readership in the City, and the notice must be published at least once. Councilmember Bukkila moved for the adoption of the foregoing resolution, and said motion was duly seconded by Councilmember Knight, and upon a vote being taken thereon after full discussion thereof, the following voted in favor thereof: Bukkila, Gamache, Howard, Knight and Trude and the following voted against the same: None whereupon said resolution was declared duly passed and adopted. Adopted on November 7, 2012, by the Andover City Council. 50214450 ° r ayor H H CITY CLERK'S CERTIFICATE I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota (the "City "), DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of the City, duly called and held on the date therein indicated, insofar as such minutes relate to the calling of a public hearing on a proposed property tax abatement. 5021445v1 WITNESS my hand this 7th day of Now 2 © EXHIBIT A CITY OF ANDOVER NOTICE OF PUBLIC HEARING REGARDING PROPOSED PROPERTY TAX ABATEMENTS FOR THE COMMUNITY CENTER PROJECT NOTICE IS HEREBY GIVEN that the City Council of the City of Andover, Minnesota, will hold a public hearing at a meeting of the Council beginning at 7:00 p.m., on Tuesday, November 20, 2012, to be held at the Andover City Hall, 1685 Crosstown Boulevard, NW, Andover, Minnesota, on the proposal that the City abate property taxes levied by the City on the properties located within 3/ of a mile of the Andover Community Center, 15200 Hanson Boulevard NW, Andover, Minnesota (Parcel #22- 32 -24 -41 -0003) with the exception of parcels contained within Tax Increment District 1 -5 (Parcel #22- 32 -24 -11 -0024 & 22- 32 -24 -11 -0025) and tax exempt parcels. Below is a map which identifies the location of the tax abatement properties. A list of the property identification numbers of the tax abatement properties are on file with the office of the City Clerk. ® The total amount of the taxes proposed to be abated by the City on the tax abatement properties for up to a 20 year period is estimated to be not more than $19,000,000. The City Council will consider the property tax abatement for the acquisition of the community center from the Economic Development Authority of the City of Andover. H The City proposes to issue Taxable General Obligation Tax Abatement Bonds in an amount not to exceed $19,000,000 to finance the acquisition of the community center from the Economic Development Authority of the City of Andover. All interested persons may appear at the November 20, 2012 public hearing and present their views orally or in writing. 5021445v1 [Attached map] A -1 u E U A -2 so2iaasvi CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA lot] 31ki1elfftl " A RESOLUTION APPROVING A LOT SPLIT REQUEST TO SUBDIVIDE INTO TWO PARCELS AND A VARIANCE TO REDUCE THE LOT SIZE IN THE R -1 SINGLE FAMILY RURAL DISTRICT FOR THE PROPERTY LOCATED AT 15873 LINNET STREET NW LEGALLY DESCRIBED IN EXHIBIT A. WHEREAS, Scott Allen has requested approval of a lot split to subdivide property located at 15873 Linnet Street NW, and; WHEREAS, the Planning and Zoning Commission finds the request would not have a detrimental effect upon the health, safety, morals and general welfare of the City of Andover, and; WHEREAS, a public hearing was held pursuant to state statutes, and; WHEREAS, the Planning and Zoning Commission recommends to the City Council approval of the lot split, and; WHEREAS, the applicant has requested approval of a variance to reduce the lot size in the R1 Single Family Rural District from 2.5 acres to 2.0 acres, and; WHEREAS, the Planning and Zoning Commission finds the request is consistent with the purposes and intent of the ordinance since the property will continue as a residential use; and WHEREAS, the Planning and Zoning Commission does find the request consistent with the residential and housing goals, and land use objectives and policies of the Comprehensive Plan; and WHEREAS, the Planning and Zoning Commission finds the property owner intends to use the property in a reasonable manner not permitted by the ordinance since the property will continue as a residential use; however, the lot size is smaller than permitted; and WHEREAS, the Planning and Zoning Commission finds there are circumstances unique to the property that were not created by the landowner. The lot is transitional in nature - it is bordered by rural and urban lots; urban development has filled in around the lot while lots directly to the north remain rural; and WHEREAS, the Planning and Zoning Commission finds the variance will maintain the essential © character of the locality since the surrounding lots range in size from '/ acre to 3 acres and a residential use will remain on the lot; and © WHEREAS, the Planning and Zoning Commission reviewed the criteria for granting a variance and the established "practical difficulties" which are defined as: 1. The property owner proposes to use the property in a reasonable manner not permitted by an official control; 2. The plight of the landowner is due to circumstances unique to the property not created by the landowner; 3. The variance, if granted, will not alter the essential character of the locality; 4. Economic considerations alone do not constitute practical difficulties. WHEREAS, the Planning and Zoning Commission supports the practical difficulties established by the applicant. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby agrees with the recommendation of the Planning and Zoning Commission and approves the lot split and variance on said property with the following conditions: 1. The applicant shall be required to pay a park dedication fee for the new lot in the amount of $2,650 and a trail fee in the amount of $703. 2. The applicant shall provide 10 -foot drainage and utility easements around the perimeter of the R -1 rural lot and a minimum 5 -foot easement along the side lot lines and a 10 -foot © easement along the front and rear lot lines of the R -4 urban lot. 3. Boundary surveys showing drainage and utility easements and legal descriptions shall be provided and signed by a licensed land surveyor. 4. Legal documents conveying the drainage and utility easements to the City of Andover shall be submitted and reviewed by staff for accuracy. 5. The existing individual septic treatment system shall remain in use until the well and /or septic system fails. At which time connection to the municipal water and sewer system shall be required. 6. The new urban lot shall be required to connect to municipal sewer and water and pay all related fees and assessments as required. 7. The lot split is subject to a sunset clause as defined in Ordinance No. 40, Section III(E) and the variance shall be subject to a sunset clause as provided in 12- 14 -7E.6. Adopted by the City Council of the City of Andover on this 16th day of October, 2012. CITY OF ANDOVER Q ATTEST: Michael R. Gamache, Mayor © ichelle Hartner, Deputy City Clerk ❑s H U L7-.j a R E O ky°31 e a vgg it 00 yy 5 3 F4.� LL vl rG Ov d W KC 1 Noo ? x jigs ° n� A xi Qi 5° 5• S 3 @@ R� 9R RIP iF55° s4dg =j z Y §8 z $ +3l°a$ai. $x'a:ss °3:g$� S,ivxgge 'gsa $ °o 1,0:I a ��;'9. gse $ gg: ga} 8`11s_ 221 _ s Fps gs.. eso a �l Ras e .#,si' 4Vljf W j3}djjl :g 's_a4$ i3r�wng °aass8� a,s J = r 3 °se ag. esFppa as $ ;s= ,ag ;a ¢e. Yi "? $s'y- $ ` 8 bga s• -e =ZEg i Fag3R6'a} 33 °= af5 i UA »' s $'s Epp y sa E - Eys:',aj sz: �t x `5 3 - -piga; x's - J y $ y5 yOEEa 5¢ SH Y¢Y5 X38. tG e_ a$'a p Q Tffi 0 g 161 'E ae ° 5 j°`3• _:Y' Rfp• § .Ji �yySR_�6 8'aa• °$ °S 9S 'H'v B8 $a tl ® 8 8 V 4i ba qF$ S Sgg4 5' ^5 Fe¢RSjab sa} sa °S i'Y fi a33¢¢- °3 ^_H. ay E "5$ a sa 3ag°3. �B>R 55i - €��-`RR d�C�s uac z 33555555. g S }}s @Y g €Y ag "1'111 s �° s'•s =fi 3•.^ a •- ' 1� F °F`a '°�g:Sgbfia °gsg �gd $3515% �`�$Y Y °y Yia2 °Q oFl$2 =° A 8 9Y t< 3AS" m- 34ffieIT d°__S� a� a9 ES&�3 m�Y35� z .-laE \ ii vi7�v vivv in3 \-rIVI I rz aeuoa zc awmmi •sl aea>�vawoa>mamos `�� •r l° �.w�n m•w"s •n,.. \w eomol ma —� I > e4t l° WI 00'01[ im3 •Al i..Hl N Wl % i - > U'lS£ LL ot, __ c r_______ 3�•1__ —• — — I °t ioi --- - - -- -i I r - - ---- g A I I 2l 1= rf '� X ICI I � i' (\,* J € l ; I 8 ' m , LJ i I i I CJ I % �� gbt $=i p I -d IeffiI soM- a_Fry0 '_IJ ;uawaso3 -?�ampooy 6w }slpg`.` � - -'--_ ____J L______ -- - - - -- - -J- - -- �r - —17— mN Lr- xLsVi3NN1 } x .xma zz w�R�i 51 mlws w..N°.o lmeno.s I , � / m m .wro lm.w..5 °» w wi wvlol lma __ l mm\.n oonm w3 •w 10 .411°.x.. �� - -- - - - -- - - - -- — p cS) _7 Nrii / /awn llr;� vri CITY OF ANDOVER to COUNTY OF ANOKA STATE OF MINNESOTA RES. NO 106 -12 A RESOLUTION DENYING THE CONDITIONAL USE PERMIT FOR OFF SALE LIQUOR ON PROPERTY LOCATED AT 1851 BUNKER LAKE BOULEVARD NW LEGALLY DESCRIBED ON EXHIBIT A WHEREAS, the applicant has requested approval of a conditional use permit for off sale liquor; and WHEREAS, the City Council has determined that liquor licenses may be allowed by the granting of a conditional use pen-nit; and WHEREAS, the City Council finds that while the applicant has met the criteria associated with a general conditional use permit application, the conditional use pen-nit requested in this particular application includes the additional component of liquor licensing; and WHEREAS, due to the liquor licensing component, the City finds it necessary to evaluate the merits of issuing a liquor license in order to determine the appropriateness of granting the requested conditional use permit; and WHEREAS, the City Council finds that it is vested with broad discretion in its consideration of a liquor license application; and WHEREAS, pursuant to Minnesota Statute 340A.509 the City has the authority to impose further restrictions and regulations on the sale and possession of alcoholic beverages within its limits; and WHEREAS, the City Council finds it is in their sound judgment and discretion to review and approve or deny a liquor license application, and WHEREAS, the City Council has considered the applicant's request, received public input and a public hearing was held pursuant to the requirements of the City Code; and WHEREAS, specific objections raised by residents whose lives would be directly affected by the proposed use and have found the applicant's request to be outweighed by the interests of the community; and. WHEREAS, Goal #5 of the Land Use Goals, Objectives and Policies of the City's Comprehensive Plan is to encourage appropriate economic growth and redevelopment by developing a diversified tax base through balanced development of commercial, light industrial, and residential properties and to select strategic locations for neighborhood and community commercial sites; and WHEREAS, the City Council finds that issuing the last off -sale intoxicating liquor license to the applicant for the location requested would be contrary to the goals and objectives of the City's Comprehensive Plan; and WHEREAS, the City Council is charged through the City Code with determining whether there is a need for a particular use at a particular location and we have determined that there is not based on the definition of a conditional use which is defined as either a public or private use as listed which, because of its unique characteristics, cannot be properly classified as a permitted use in a particular district. After consideration, in each case, of the impact of such use upon the neighboring land, and of the public need for the particular use at that particular location, such "conditional use" may or may not be granted by the governing body. NOW, THEREFORE, BE IT RESOLVED, based upon the foregoing findings, the City Council does hereby deny the conditional use permit on the property legally described on Exhibit A. Adopted by the City Council of the City of Andover on this 16th day of October, 2012. CITY OF ANDOVER ATTEST Mi helle Hartner, Deputy City Clerk H ichael R. ache, Mayor EXHIBITA Outlot C, Andover Station North AND The Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. EXCEPT That part thereof, described as follows: Commencing at the point of intersection of the ® north line of County Road No. 116 and the west line of said Southwest Quarter of the Northeast Quarter; thence North along said west line to the southeast corner of Red Oaks Manor 4th Addition; thence North 52 degrees East 600 feet; thence South 38 degrees East 450 feet; thence South 52 degrees West to a point on a line parallel and 450 feet East of the west line of said Southwest Quarter of the Northeast Quarter; thence South on said parallel line to the north line of County Road No. 116; thence West along said north line to point of beginning, according to the United States Government Survey thereof and situate in Anoka County, Minnesota; ALSO EXCEPT The North 103.64 feet of the East 315.47 feet of the Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. H H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R105 -12 A RESOLUTION ADOPTING THE CITY OF ANDOVER 2013 - 2017 CAPITAL IMPROVEMENT PLAN. WHEREAS, the preparation and adoption of capital improvement plans is recognized as sound financial practice; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's funds; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's infrastructure and equipment; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Andover hereby adopts the 2013 - 2017 City of Andover Capital Improvement Plan. Adopted by the City of Andover this 16th day of October 2012. CITY OF ANDOVER _ - mss• -�''� NP6hael R. Gam-ache - Mayor © STATE OF MINNESOTA) COUNTY OF ANOKA) CITY OF ANDOVER) I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have carefully compared the attached Resolution No. L,5 JAadopting the City of Andover 2013 - 2017 Capital Improvement Plan with the original record thereof preserved in my office, and have found the same to be true and correct transcript of the whole thereof. IN TESTIMONY WHEREOF, I have hereunto subscribed my hand this 16th da f Oct er 2. Jame ckinson - City Clerk J J CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 104 -12 MOTION by Councilmember Howard to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 11 -40, 133RD AVENUE NW RECONSTRUCTION . WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a © period of 8 years, the first of the installments to be payable on or before the first Monday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 16th day of October 2012 , with Councilmembers Howard, Knight, Gamache, Trude, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: s `r r l ,�z MK hael R. Gamache - Mayor Michelle Hartner — Deputy City Clerk L41 Hai U MOTION by Councilmember CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 103 -12 Trude to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #2 TO PROJECT NO. 11 -10 SOUTH COON CREEK DRIVE NW RECONSTRUCITON. WHEREAS, the City of Andover has a contract for Project No. 11 -10, _ South Coon Creek Drive NW Reconstruction with Douglas -Kerr Underground, LLC of Mora, MN. NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -10. Adopted by the City Council of the City of Andover this 16th day of October 2012. CITY OF ANDOVER ATTEST:i M ael R. Gama e — Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA © STATE OF MINNESOTA RES. NO R102 -12 A RESOLUTION GRANTING THE VACATION OF EASEMENT ON LOT 1 BLOCK 1 MAPLE HOLLOW LEGALLY DESCRIBED ON THE ATTACHED EASEMENT VACATION EXHIBIT AND AS FOLLOWS: That part of the north 35 feet of the drainage and utility easement as shown on the recorded plat of Lot 1, Block 1, Maple Hollow plat of the record in Anoka County, Minnesota except the west 5 feet and the north, northeasterly and east 10 feet thereof. WHEREAS, the property owner has requested to vacate the previously described portion of drainage and utility easement; and WHEREAS, a public hearing was held and there was no opposition to the request. WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, moral, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the vacation of the drainage and utility easement. Adopted by the City Council of the City of Andover on this 2nd day of October, 2012 subject to the following: 1. The vacation of easement shall be recorded at Anoka County. ATTEST fi tutu M' ichelle Harmer, eputy City Clerk X 1 CITY OF ANDOVER Nrichael R. Ga e, Mayor t CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. R101 -12 MOTION by Councilmember -Knight to adopt the following: A RESOLUTION DECLARING COST, DIRECTING PREPARATION OF ASSESSMENT ROLL AND SCHEDULING PUBLIC HEARING FOR THE CERTIFICATION OF DELINQUENT UTILITY SERVICES CHARGES, MOWING FEES, TREE REMOVAL, FALSE ALARM FINES AND MISCELLANEOUS ABATEMENT FEES THE CITY COUNCIL OF THE CITY OF ANDOVER HEREBY RESOLVES: WHEREAS, delinquent utility service charges, mowing fees, tree removal, false alarm fines and miscellaneous abatement fees in the amount of $62,462.00 exist as of September 20, 2012; and WHEREAS, City Code Chapter 3, 10 -3 -3D; City Code Chapter 1, 10 -1 -917; and City Code Chapter 5, 8 -5 -3D provide for the collection by assessment of unpaid water, sewer, stone sewer, street light service charges, mowing fees, tree removal, false alarm fines and miscellaneous abatement fees respectively. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. The amount of the cost to be assessed against benefited property owners is declared to © be $62,462.00 plus an administrative fee of 15 %. 2. Assessment shall be payable in equal annual installments extending over a period of 1 year. The first of the installments to be payable on or before the first Monday in January 2013, and shall bear interest at the rate of 8 percent per annum from the date of the adoption of the assessment resolution. 3. The City Clerk, with the assistance of the Finance Director shall forthwith calculate the proper amount to be assessed against every assessable lot, piece or parcel of land, without regard to cash valuation, as provided by law, and the Clerk shall file a copy of such proposed assessment in the Clerk's office for public inspection. 1. The Clerk shall, upon the completion of such proposed assessment, notify the Council thereof. BE IT FURTHER RESOLVED BY THE CITY COUNCIL; 1. A hearing shall be held the 7th day of November, 2012 at the Andover City Hall at 7:00 P.M. to pass upon such proposed assessment and at such time and place all persons affected by such proposed assessment will be given an opportunity to be heard with reference to such assessment. 2. The City Clerk is hereby directed to cause a notice of hearing on the proposed © assessment to be published once in the official newspaper at least two weeks prior to the hearing. 3. The owner of any property so assessed may at any time prior to certification of the assessment to the County Auditor, pay the whole assessment with no interest. H H H MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 2nd day of October, 2012, with Councilmembers Gamache, Howard, Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: a„q:j, Mil Hartner — Deputy City Clerk CITY OF ANDOVER y Michael R. Gamac e - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R100 -12 A RESOLUTION APPOINTING JUDGES TO SERVE AT THE NOVEMBER 6, 2012 GENERAL ELECTION IN THE CITY OF ANDOVER. WHEREAS, the City Council is required by State Statute to appoint election judges to serve at the November 6, 2012 General Election. WHEREAS, the City Council will allow the City Clerk to appoint substitution election judges if necessary. NOW, THEREFORE, BE IT RESOLVED that the following are appointed to serve as election judges as listed on Attachment A at the November 6, 2012 General Election. Adopted by the City Council of the City of Andover this 2nd day of October , 2012. H Attest: CITY OF ANDOVER L M chelle Hartner- Deputy City Clerk Vifehael R. G ache — Mayor H Attachment A Judge Board Report, 2012 Presidential Q General Election, Tuesday, November 6, 2012 Andover P -1 Hope Lutheran Church, 16180 Round Lake Blvd NW, Andover, MN 55304 Gloria Young, Head Judge Donna Turnbom, Assistant Head Judge Dean Arneson, Election Judge Sharon Cramer, Election Judge Brenda Ferguson, Election Judge Karen Godfrey, Election Judge Janna Goodrich, Election Judge Andy Lantos, Election Judge Carol Moeller, Election Judge Signe Renshaw, Election Judge Michael Schilling, Election Judge Richard Snyder, Election Judge Andover P -10 Andover Elementary School, 14950 Hanson Blvd NW, Andover, MN 55304 Nicole Mason, Head Judge Stanley Deden, Assistant Head Judge Sheila Bauer, Election Judge William Bonin, Election Judge Linda Kent, Election Judge Bradly Moll, Election Judge Linda Nelson, Election Judge Mike Roslin, Election Judge © Mary Ellen Simcoe, Election Judge Diane Terebenet, Election Judge Kris Vogel, Election Judge Andover P -2 Grace Lutheran Church, 13655 Round Lake Blvd NW, Andover, MN 55304 Gretchen Sabel, Head Judge Susan Christofferson, Assistant Head Judge Nancy Ahlberg, Election Judge Linda Evavold, Election Judge Frances Gargano, Election Judge Lisa Jagerson, Election Judge Sandy Johnson, Election Judge Marie Romo, Election Judge Donna Ruud, Election Judge Pamela Schilling, Election Judge Jo Zillhardt, Election Judge Andover P -3 Riverdale Assembly of God Church, 3210 Bunker Lake Blvd NW, Andover, MN 55304 Phyllis Kieffer, Head Judge Michael St. John, Assistant Head Judge Elaine Boos, Election Judge Sherry Campbell, Election Judge Michael Casey, Election Judge Carole Hibbard, Election Judge John King, Election Judge © Sue McBride, Election Judge Barbara Peters, Election Judge Janice Quick, Election Judge Printed: 912612012 8:53 AM Page 1 of 3 Judge Board Report, 2092 Presidential Christine Schonning, Election Judge ©Leon Tibben, Election Judge Andover P -4 Crooked Lake Elementary School, 2939 Bunker Lake Blvd NW, Andover, MN 55304 Kelly Danzl, Head Judge Luther Romo, Assistant Head Judge Don Ahlberg, Election Judge John Catherson, Election Judge Barbara Collette, Election Judge Stan Graf, Election Judge John Hibbard, Election Judge Virginia (Ginger) Nelson, Election Judge Liliya Ustimchuk, Election Judge Terry Van Note, Election Judge Michelle Winship, Election Judge Alanna Xiong, Student Judge Andover P -5 Andover Christian Church, 16045 Nightingale ST NW, Andover, MN 55304 Angel Bourque, Head Judge Margaret Kennedy, Assistant Head Judge Shelby Holubiw, Election Judge Michele Koester, Election Judge Denise McNeff, Election Judge Mary Mead, Election Judge Sharon Saxon, Election Judge Tricia Shannon, Election Judge John Stong, Election Judge © Jennifer Trenda, Election Judge Suzanne Van Hecke, Election Judge Andover P -6 Prairie Oak Community Church, 1657 161st Ave NW, Andover, MN 55304 Gary Horning, Head Judge Bruce Crane, Assistant Head Judge Barry Cenaiko, Election Judge Susan Fanucci, Election Judge Barbara Humphreys, Election Judge Dolores Jeska, Election Judge Peggy Kuntz, Election Judge Rana Mattson, Election Judge William (Bill) Obedoza, Election Judge Nancy Posl, Election Judge Lucy Schalwig, Election Judge Andover P -7 Andover Community Center (P-7),15200 Hanson Blvd NW, Andover, MN 55304 Lois Spadgenske, Head Judge John Wolf, Assistant Head Judge Richard Lindmark Jr, Election Judge Pat Maltzen, Election Judge Patricia Matlon, Election Judge Larry Mueller, Election Judge Norman Myhre, Election Judge © Lisa Nicoski, Election Judge Suzanne Peach, Election Judge Laura Sargent, Election Judge Printed: 912612012 8:53 AM Page 2 of 3 Judge Board Report, 2012 Presidential Andover P -8 Andover Community Center (P -8), 15200 Hanson Boulevard, Andover, ©Bruce Maltzen, Head Judge MN 55304 Martha Burckhardt, Assistant Head Judge Shirley Beam, Election Judge Richard Cords, Election Judge Rene Ferrazzi, Election Judge Karl Jordan, Election Judge Jan Klinsing, Election Judge Pat Larson, Election Judge Steven Loahr, Election Judge Jody Rieck, Election Judge Mary White, Election Judge Cynthia Wilhelm, Election Judge Andover P -9 Carol Murschel, Head Judge Dan Lehrer, Assistant Head Judge Susan Beal, Election Judge Brenda Clausen, Election Judge Janice Fuerst, Election Judge Cynthia Ingelin, Election Judge Ralph Kieffer, Election Judge Judy Lestina, Election Judge Sandy Roslin, Election Judge Marian Smith, Election Judge © Susan Steel, Election Judge SO Bunker Hills Activity Center, 550 Bunker Lake Blvd NW, Andover, MN 55304 I rnnteo: Y1ZS 12U12 8:53 AM Page 3 of 3 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 099 -12 A RESOLUTION REQUESTING A SPEED STUDY ALONG ANDOVER BOULEVARD NW BETWEEN HANSON BOULEVARD NW & THE RAILROAD TRACKS, SECTION 26, TOWNSHIP 32, RANGE 24 IN THE CITY OF ANDOVER. WHEREAS, the County of Anoka is requested to request the Minnesota Department of Transportation to do a speed study, and; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby request the County of Anoka.to request a study with MNDOT along Andover Boulevard NW between Hanson Boulevard NW & the Railroad Tracks. © 2012. Adopted by the City Council of the City of Andover this 2nd day of October , CITY OF ANDOVER ATTEST: Mi ael R. Ga the Mayor Mi helle Hartner — Deputy City Clerk H CITY OF ANDOVER Q COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 098 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF WATER MAIN IN THE FOLLOWING AREA OF 2118- 2120 — 140TH LANE NW, PROJECT 12 -32. WHEREAS, the property owner has waived their right to a public hearing. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount of the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 5 years, the first of the installments to be payable on or before the 1 st © Monday in January, 2013 and shall bear interest at a rate of 4.5 percent per annum from the date of the adoption of this assessment resolution. 3. The owner of any property so assessed may, at any time prior to certification of the assessment or the first installment thereof to the county auditor, pay the whole of the assessment on such property, with interest accrued to the date of payment, to the municipal treasurer, except that no interest shall be charged if the entire assessment is paid within 30 days from the adoption thereof; and, except as hereinafter provided, the owner may at any time prior to November 15 of any year, prepay to the treasurer of the municipality having levied said assessments, the whole assessment remaining due with interest accrued to December 31 of the year in which said prepayment is made. H MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 2nd day of October 2012 , with Councilmembers Knight, Bukkila, Howard, Gamache Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: t2v4�1 �11 ��� Michelle le Hartner — Deputy City Clerk CITY OF ANDOVER M chael R. Gamache - Mayor F CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 097 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION FOR PUBLIC HEARING ON PROPOSED ASSESSMENT FOR PROJECT NOS. 12 -2a IVYWOOD ESTATES 12 -2b JOHNSONS OAKMOUNT TERRACE & 12 -2c 147 1H AVENUE NW RECONSTRUCTION. WHEREAS, by a resolution passed by the City Council on September 18, 2012, the City Clerk was directed to prepare a proposed assessment of the cost of the improvement for Project Nos. 12 -2a, 12 -2b & 12 -2c . WHEREAS, the City Clerk has notified the Council that such proposed assessment has been completed and filed in her office for public inspection. NOW, THEREFORE, BE IT RESOLVED by the City Council of Andover, Minnesota: 1. A hearing shall be held the 7th day of November , 2012 , in the City Hall at 7:00 PM to pass upon such proposed assessment and at such time and place all persons owning property affected by such improvements will be given an opportunity to be heard with reference to such assessment. 2. The City Clerk is hereby directed to cause a notice of the hearing on the proposed assessment to be published once in the official newspaper at least two weeks prior to the hearing, and she shall state in the notice the total cost of improvement. She shall also cause mailed notice to be given to the owner of each parcel described in the assessment roll not less than two weeks prior to the hearings. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 2"d day of October 2012 , with Councilmembers Knight, Bukkila, Howard, Gamache Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: i 4elle Clerk CITY OF ANDOVER Mi ael R. Garr e - Mayor ❑i CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 096 -12 A RESOLUTION AMENDING RESOLUTION 033 -12 DESIGNATING NO PARKING ALONG THE NORTH SIDE OF 147TH AVENUE NW FROM 7TH AVENUE NW (CSAH 7) TO 300 FEET EAST OF GUARANI STREET NW, PROJECT NO. 12 -2c. WHEREAS, no parking will be allowed along the north side of 147th Avenue NW from 7th Avenue NW (CSAH 7) to 300 feet east of Guarani Street NW, Project 12 -2c ; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to designate the no parking zone. Adopted by the City Council of the City of Andover this 4th day of September, 2012. H ATTEST: > Z evv ./ Mi ael R. Gamache - Mayor Michelle Hartner - Deputy City Clerk U L'J CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 095 -12 A RESOLUTION DESIGNATING NO PARKING ALONG BOTH SIDES OF PRAIRIE ROAD 250 FEET NORTH OF 146TH LANE NW AND 250 FEET SOUTH OF 146TH LANE NW AND DESIGNATE NO PARKING ALONG BOTH SIDES OF 146TH LANE NW 50 FEET EAST OF PRAIRIE ROAD. WHEREAS, the City Council is cognizant of the public nuisance, traffic hazard and congestion; and WHEREAS, in October of 2004 the City Council approved a resolution restricting parking on the north and south side of 146th Lane NW west of Prairie Road; and WHEREAS, parking patterns have been observed in the area; and WHEREAS, there is a concern regarding parking on Prairie Road and the safety due to the higher volume traffic and 50 MPH speed limit; and WHEREAS, the Council believes modifying the parking in the area will reduce the problem. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to designate the no parking zone. Adopted by the City Council of the City of Andover this 18th day of September , 2012. ATTEST: chael R. Gamache - Mayor �Mi helle Hartner — Deputy City Clerk f&J © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R094 -12 A RESOLUTION APPROVING THE FINAL PLAT OF "PARKSIDE AT ANDOVER STATION THIRD ADDITION" ON PROPERTY LOCATED IN SECTION 34, TOWNSHIP 32, RANGE 24, LEGALLY DESCRIBED AS: Outlots A, B and C, Lots 1 & 2 and that part of Lot 3, lying Westerly of the East 13.13 feet thereof, Block 1, Parkside at Andover Station 2nd Addition, Anoka County, Minnesota. AND That part of Lot 4, Block 1, Parkside at Andover Station 2nd Addition, lying Westerly of the Easterly 6.34 feet thereof. Together with the Easterly 13.13 feet of Lot 3, Block 1, Parkside at Andover Station 2nd Addition, Anoka County, Minnesota. AND Lot 5, together with the Easterly 6.34 feet of Lot 4, Block 1, Parkside at Andover Station 2nd Addition, Anoka County, Minnesota. WHEREAS, the City Council has approved the preliminary plat of the project to be known as "Parkside at Andover Station "; and WHEREAS, the Developer has presented a final plat of Parkside at Andover Station 3rd Addition; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the final plat of Parkside at Andover Station 3rd Addition contingent upon the following: 1. The plat shall conform to the final plat stamped received by the City of Andover on September 6, 2012. 2. Contingent upon staff review and approval for compliance with City ordinances, policies and guidelines. 3. Vacation of the existing drainage and utility easements on Lots 1 -5, Block 1 and Outlots A, B and C, Parkside at Andover Station 2 "d Addition. 4. Vacation of the Conservation Easement on Outlot B, Parkside at Andover Station 2 °d Addition recorded as document number 489875.003. 5. The Cancellation, Abolishment and Revocation of the Declaration of Easements, Covenants Conditions and Restrictions — Parkside at Andover Station Village Homes recorded as document number 492192.001. 6. A separate vehicle maintenance access easement shall be provided on the west 10.00 feet of Lot 14, Block 2; the east 10.00 feet of Lot 13, Block 2; the east 10.00 feet of Lot 4, Block 2 and the west 10.00 feet of Lot 3, Block 2. r -1 U Lal 7. A separate vehicle maintenance access easement of twenty (20) feet wide centered on the property line for Lots 6 and 7, Block 1. 8. The applicant /developer obtains all necessary permits from the Coon Creek Watershed District, DNR, Corps of Engineers, LGU, MPCA and any other agency that may be interested in the site. 9. Park dedication and trail fees have been satisfied by the Andover Economic Development Authority in the development of the Andover Station North ball fields and other related site amenities located to the north of the project. Adopted by the City Council of the City of Andover this 18`h day of September, 2012. OE T: �1 Mic e Hartner, Deputy City Clerk CITY OF ANDOVER w ichael R. Gamache, Mayor © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R093 -12 A RESOLUTION AMENDING RESOLUTION R052 -05 TO MODIFY THE PRELIMINARY PLAT AND PLANNED UNIT DEVELOPMENT STANDARDS OF "PARKSIDE AT ANDOVER STATION" LOCATED IN SECTION 34, TOWNSHIP 32, RANGE 24, ANOKA COUNTY, MINNESOTA, LEGALLY DESCRIBED AS: Lots 1 -5, Block 1, and Outlots A, B, and C, Parkside at Andover Station 2nd Addition according to the recorded plat thereof, Anoka County, Minnesota and; WHEREAS, The Andover Economic Development Authority has requested approval of a revised preliminary plat and revised planned unit development standards; and WHEREAS, the Andover Review Committee has reviewed the revised preliminary plat; and WHEREAS, pursuant to published and mailed notice thereof, the Planning Commission has conducted a public hearing on said preliminary plat; and ® WHEREAS, as a result of such public hearing, the Planning Commission has reviewed the request and determined that said request meets the criteria of City Code 13 Planned Unit Development and the intent of the previously approved preliminary plat; and WHEREAS, the Planning Commission recommends to the City Council the approval of the preliminary plat, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby agrees with the recommendation of the Planning and Zoning Commission and approves the revised preliminary plat and planned unit development review of Parkside at Andover Station, with the following conditions: 1. The Preliminary Plat shall conform to the plans revised August 29, 2012 and stamped received on August 30, 2012. 2. Exhibit B shall regulate the lot dimensions and setbacks for the proposed development. 3. The development shall conform to City Code Titles 11, 12, and 13, as well as Exhibit B " Parkside at Andover Station Design Standards ". Exhibit B shall regulate when in conflict with the City Code. 4. All previous conditions of Resolution R052 -05 not modified by this resolution shall remain in effect. 5. The developer obtains all necessary permits from the Coon Creek Watershed District, DNR, Corps of Engineers, LGU, MPCA, and any other agency that may be interested in © the site. © 6. Park dedication and trail fees have been satisfied by the Andover Economic Development Authority in the development of the Andover Station North ball fields located to the north of the project and other related site amenities. 7. Contingent upon staff review and approval for compliance with City ordinances, policies and guidelines. 8. The conservation easement shall be vacated prior to the recording of the final plat. Adopted by the City Council of the City of Andover this 18th day of September, 2012. CITY OF ANDOVER Midhelle Hartner, Deputy City Clerk Pdichael R. Gamache, Mayor E H © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R092 -12 A RESOLUTION GRANTING THE VACATION OF EASEMENTS ON LOTS 1 -5, BLOCK 1 AND OUTLOTS A, B, AND C PARKSIDE AT ANDOVER STATION 2ND ADDITION LEGALLY DESCRIBED ON THE ATTACHED EASEMENT VACATION EXHIBIT AND AS FOLLOWS: Those drainage and utility easements as dedicated per the recorded plat of Parkside at Andover Station 2 "d Addition, Anoka County, Minnesota described as follows: Vacation of Easement (12 -04) to vacate drainage and utility described as Those drainage and utility easements over, under and across Lots 1 -5, Block 1 and Outlots A, B, and C, Parkside at Andover Station 2nd Addition, Anoka County, Minnesota. Vacation of Conservation Easement described as That part of Outlot B, PARKSIDE AT ANDOVER STATION 2ND ADDITION, according to the recorded plat thereof, Anoka County, Minnesota, described as follows: © Beginning at the most easterly southeast corner thereof, for the purposes of this description, the northeasterly line of said Outlot B is assumed to bear North 68 degrees 56 minutes 31 seconds West; thence South 81 degrees 10 minutes 23 seconds West, along the south line thereof, a distance of 57.44 feet to an angle point in said south line; thence South 7 degrees 07 minutes 24 seconds East, along the east line of said Outlot B, a distance of 14.50 feet to the most southerly southeast corner thereof, thence westerly along the south line of said Outlot B, being a non - tangential curve, concave to the north, having a radius of 980.50 feet and a central angle of 1 degree 21 minutes 34 seconds, a distance of 23.27 feet, the chord of said curve bears South 83 degrees 33 minutes 23 seconds West; thence North 05 degrees 45 minutes 49 seconds West, not tangent to said curve, a distance of 28.78 feet; thence North 09 degrees 29 minutes 32 seconds East, a distance of 55.37 feet; thence North 14 degrees 54 minutes 16 seconds East, a distance of 76.15 feet; thence North 10 degrees 06 minutes 01 seconds East, a distance of 72.73 feet; thence North 00 degrees 20 minutes 21 seconds East, a distance of 96.86 feet; thence South 77 degrees 29 ininutes 13 seconds East, a distance of 38.13 feet to an angle point in the most easterly line of said Outlot B, distant 292.19 feet northerly from the point of beginning, as measured along said most easterly line; thence southerly along said line, a distance of 292.19 feet to the point of beginning. And that part of said Outlot B described as follows: QBeginning at a point on the most easterly line thereof distant 25.00 feet southerly of the northeast corner of said Outlot B; thence north 68 degrees 56 minutes 31 seconds West, © assumed bearing, parallel with the northerly line thereof, a distance of 77.48 feet; thence South 14 degrees 45 minutes 05 seconds East, a distance of 74.28 feet; thence South 05 degrees 54 minutes 19 seconds East, a distance of 79.75 feet; thence South 77 degrees 29 minutes 13 seconds East, a distance of 35.53 feet to an angle point in the most easterly line of said Outlot B, distant 133.76 feet southerly from the point of beginning, as measured along said most easterly line; thence northerly along said line, a distance of 133.76 feet to the point of beginning. WHEREAS, the Andover Economic Development Authority has requested to vacate the previously described drainage and utility easements and conservation easement; and WHEREAS, a public hearing was held and there was no opposition to the request. WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, moral, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the vacation of the drainage and utility easements and conservation easement. Adopted by the City Council of the City of Andover on this 181' day of September, 2012 subject to the following: © 1. Approval is contingent upon approval of the Parkside at Andover Station revised preliminary and final plats. The vacation of easement shall only be recorded at Anoka County concurrently with the final plat of Parkside at Andover Station 3rd Addition. CITY OF ANDOVER ATTEST Pdichael R. Ga ache, Mayor q*MiheLIle Hartner, Deputy City Clerk C CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R091 -12 A RESOLUTION GRANTING THE VACATION OF EASEMENT ON LOT 13 BLOCK 4 WOODLAND OAKS LEGALLY DESCRIBED ON THE ATTACHED EASEMENT VACATION EXHIBIT AND AS FOLLOWS: For the purposes of a permanent easement vacation over, under and across that part of Lot 13, Block 4, WOODLAND OAKS, Anoka County, Minnesota, lying northwesterly of the Southeast 40.00 feet and lying easterly of the West 8.00 feet and lying southwesterly of a line drawn from a point on the west line of said lot 39.79 feet southerly of the northwest corner of said lot to a point on the southeast line of said lot 6 1. 10 feet northeasterly of the southwest corner of said lot. WHEREAS, the applicant has requested to vacate the previously described portion of drainage and utility easement; and WHEREAS, a public hearing was held and there was no opposition to the request. WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, moral, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the vacation of the drainage and utility easement. Adopted by the City Council of the City of Andover on this 18th day of September, 2012 subject to the following: 1. The vacation of easement shall be recorded at Anoka County. 2. The applicant shall receive approval from the Coon Creek Watershed District. CITY OF ANDOVER ATTEST ichael R. Gamache, Mayor M D ity Clerk S H Em H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 090 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER FOR RAIN GARDEN PLANT MATERIAL FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE NW RECONSTRUCTION. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from Mickman Brothers, Inc. for rain garden plant material is to be for Project No. 11 -10, South Coon Creek Drive NW Reconstruction. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contribution for Project No. 11 -10, South Coon Creek Drive NW Reconstruction for rain garden plant material. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 18th day of September, 2012, with Councilmember's Knight, Trude, Gamache, Bukkila, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: Mi helle Hartner - Deputy City Clerk CITY OF ANDOVER hael R. Ga e - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 089 -12 MOTION by Council member Knight to adopt the following: A RESOLUTION ACCEPTING BIDS AND AWARDING CONTRACT FOR THE IMPROVEMENT OF PROJECT NO. 07 -20, PARKSIDE AT ANDOVER STATION 3RD ADDITION. WHEREAS, pursuant to advertisement for bids as set out in Council Resolution No. 073 -12 dated August 21 , 2012, bids were received, opened and tabulated according to law with results as follows: Designing Earth Contracting $313,551.25 New Look Contracting Inc. $315,471.97 Douglas -Kerr Underground LLC $324,701.56 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby accept the bids as shown to indicate Designing Earth ® Contracting as being the apparent low bidder. BE IT FURTHER RESOLVED TO HEREBY direct the Mayor and City Clerk to enter into a contract with .Designing Earth Contracting in the amount of $313,551.25 for construction of the improvements; and direct the City Clerk to return to all bidders the deposits made with their bids, except that the deposit of the successful bidder and the next two lowest bidders shall be retained until the contract has been executed and bond requirements met. MOTION seconded by Council member Trude and adopted by the City Council at a regular meeting this 18th day of September , 2012 , with Council members Knight, Trude, Gamache, Bukkila, Howard voting in favor of the resolution, and Council members none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Gamache - Mayor Mi helle Hartner — Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 088 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION APPROVING COMPENSATING CHANGE ORDER #1 TO PROJECT NO. 11 -43, 140TH LANE NW WATER MAIN IMPROVEMENTS. WHEREAS, the City of Andover has a contract for Project No. 11 -43, 140th Lane NW Water Main Improvements with County Line Excavating of Foley, MN NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -43 © Adopted by the City Council of the City of Andover this 18th day of September , 2012. CITY OF ANDOVER ATTEST: Mii6hael R. Ga ache — Mayor Mi helle Hartner — Deputy City Clerk C CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 087 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION DECLARING COST AND DIRECTING PREPARATION OF ASSESSMENT ROLL FOR THE IMPROVEMENT OF WATER MAIN FOR PROJECT 12 -32, 2118 -2120 — 140TH LANE NW. THE CITY COUNCIL OF THE CITY OF ANDOVER HEREBY RESOLVES: WHEREAS, the expenses incurred or to be incurred in the making of such improvement amount to $5,224.16 so that the total cost of the improvement will be $5,224.16. 1. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Andover, MN: The portion of the cost of such improvement to be paid by the City is hereby declared to be $ 0.00 the amount to be assessed against benefited property owners is declared to be $5,224.16 . 2. Assessments shall be payable in equal annual installments extending over a period of 5 years. The first of the installments to be payable on or before the 1st Monday in January 2013 , and shall bear interest at the rate of 4.5 ® percent per annum from the date of the adoption of the assessment resolution. 3. The City Clerk, with the assistance of the City Engineer shall forthwith calculate the proper amount to be specially assessed for such improvement against every assessable lot, piece or parcel of land within the district affected, without regard to cash valuation, as provided by law, and she shall file a copy of such proposed assessment in her office for public inspection. 4. The Clerk shall, upon the completion of such proposed assessment, notify the Council thereof. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 18th day of September 2012 , with Councilmembers Knight, Trude, Gamache, Bukkila, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: © Mi ael R. Gama e — Mayor Mi helle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 086 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION FOR PUBLIC HEARING ON PROPOSED ASSESSMENT FOR PROJECT NO. 11 -40, 133RD AVENUE NW RECONSTRUCTION . WHEREAS, by a resolution passed by the City Council on September 5, 2012, the City Clerk was directed to prepare a proposed assessment of the cost of the improvement for Project No. 11 -40 . WHEREAS, the City Clerk has notified the Council that such proposed assessment has been completed and filed in her office for public inspection. NOW, THEREFORE, BE IT RESOLVED by the City Council of Andover, Minnesota: 1. A hearing shall be held the 16th day of October , 2012 , in the City Hall at 7:00 PM to pass upon such proposed assessment and at such time and place all © persons owning property affected by such improvements will be given an opportunity to be heard with reference to such assessment. 2. The Deputy City Clerk is hereby directed to cause a notice of the hearing on the proposed assessment to be published once in the official newspaper at least two weeks prior to the hearing, and she shall state in the notice the total cost of improvement. She shall also cause mailed notice to be given to the owner of each parcel described in the assessment roll not less than two weeks prior to the hearings. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 18th day of September 2012 , with Councilmembers Knight, Trude, Gamache, Bukkila Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER a, „ © ATTEST: Mi ael . Gam e - Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA a RES. NO. 085 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION DECLARING COSTS AND DIRECTING PREPARATION OF THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NOS. 12 -2b, Johnsons Oakmount Terrace & 12 -2c. 147th Avenue NW/2012 STREET RECONSTRUCTION THE CITY COUNCIL OF THE CITY OF ANDOVER HEREBY RESOLVES: WHEREAS, the final construction costs for the improvement amount to $ 440,784.86 , the expenses incurred or to be incurred in the making of such improvement amount to $ 129,696.96 so that the total project costs of the improvement are $ 570,481.82 1. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Andover, MN: The portion of the cost of such improvement to be paid by the City is hereby declared to be $ 460,878.86 , and the amount to be assessed against benefited property owners is declared to be $ 109,602.96 . 2. Assessments shall be payable in equal annual installments extending over a period of 10 years. The first of the installments to be payable on or before the 1 st Monday in January 2013, and shall bear interest at the rate of 4.5 percent per annum from the date of the adoption of the assessment resolution. 3. The City Clerk, with the assistance of the City Engineer shall forthwith calculate the proper amount to be specially assessed for such improvement against every assessable lot, piece or parcel of land within the district affected, without regard to cash valuation, as provided by law, and she shall file a copy of such proposed assessment in her office for public inspection. 4. The Clerk shall, upon the completion of such proposed assessment, notify the Council thereof. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 18th day of September , 2012, with Councilmembers Knight, Trude, Gamache, Bukkila, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Gamac e - Mayor % �A ij 41/� Michelle Hartner— Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. 084 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION DECLARING COSTS AND DIRECTING PREPARATION OF THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 12 -2a, Ivywood Estates /2012 STREET RECONSTRUCTION THE CITY COUNCIL OF THE CITY OF ANDOVER HEREBY RESOLVES: WHEREAS, the final construction costs for the improvement amount to $ 172,165.96 , the expenses incurred or to be incurred in the making of such improvement amount to $ 54,262.36 so that the total project costs of the improvement are $ 277,422.36 . 1. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Andover, MN: The portion of the cost of such improvement to be paid by the City is hereby declared to be $ 223,913.18 , and the amount to be assessed against benefited property owners is declared to be $ 53,509.18 2. Assessments shall be payable in equal annual installments extending over a period of 10 years. The first of the installments to be payable on or before the 1st Q Monday in January 2013, and shall bear interest at the rate of 4.5 percent per annum from the date of the adoption of the assessment resolution. 3. The City Clerk, with the assistance of the City Engineer shall forthwith calculate the proper amount to be specially assessed for such improvement against every assessable lot, piece or parcel of land within the district affected, without regard to cash valuation, as provided by law, and she shall file a copy of such proposed assessment in her office for public inspection. 4. The Clerk shall, upon the completion of such proposed assessment, notify the Council thereof. MOTION seconded by Councilmember Trude and adopted by the City Council at a regular meeting this 18th day of September 2012, with Councilmembers Knight, Trude, Gamache, Bukkila, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: © f I M' ael R. G mache - Mayor I V k y ��iQ/1`%'l A Michelle Hartner — Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 083 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #1 TO PROJECT NO. 11 -48 WELL 6 & 7 SAND ISSUES. WHEREAS, the City of Andover has a quote for Project No. 11 -48, Wells 6 & 7 Sand Issues with _ Mark J Traut Wells. Inc. of Waite Park, MN . NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -48 Adopted by the City Council of the City of Andover this 18th day of September , 2012. CITY OF ANDOVER ATTEST: 4/w 0, 'chael R. 6eKache — Mayor Michelle Hartner — Deputy City Clerk u CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. R082 -12 A RESOLUTION UPDATING CERTIFIED BONDED INDEBTEDNESS FOR 2013. WHEREAS, the preparation and adoption of budgets is recognized as sound financial practice; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's funds; and WHEREAS, the City of Andover has determined that it is prudent to update certified bonded indebtedness levies for 2012; and WHEREAS, the Anoka County Property Records and Taxation Division is requiring a City Council resolution updating bonded indebtedness levies that would have been certified to Anoka County as part of prior year bond sales. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Andover hereby updates all or a portion of previously certified bonded indebtedness levies for 2013 as listed on Attachment A. Adopted by the City of Andover this 4th day of September 2012. A T: T ckinson — City Clerk CITY OF ANDOVER Lm M. Gahe y STATE OF MINNESOTA) ©COUNTY OF ANOKA CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have carefully compared the attached Resolution No. R082 -12 adopting the City of Andover updates of all or a portion of previously certified bonded indebtedness levies for 2013 with the original record thereof preserved in my office, and have found the same to be true and correct transcript of the whole thereof. IN TESTIMONY WHEREOF, I have hereunto subscribed my hand this September 2012. r LAW] CITY OF ANDOVER 2013 Proposed Levy Certification Debt Changes LJ Attachment A H L J County Levy City Levy Levy GENERAL OBLIGATION DEBT Scheduled Scheduled Changes Variance Explanation 56 2004A GO Capital Improvement Bonds 431,100 381,290 49,810 Meet bona fide debt service requirements 67B 2009A GO Open Space Bonds 184,973 184,973 - 68 2011 A GO Equipment Certificate 101,745 101,745 2004 EDA Public Facility Lease Rev - 1,030,127 (1,030,127) Lease revenue payment per pledge agreement 69B 2012A GO Equipment Certificate 10,545 125,000 (114,455) Meet bona fide debt service requirements 69A 2012B GO Cap Improv Refunding Bond 105,000 138,339 (33,339) Meet bona fide debt service requirements Total $ 833,363 $ 1,961,474 $ (1,128,111) H L J CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA 0 RES. NO. R081 -12 A RESOLUTION ADOPTING THE CITY OF ANDOVER 2013 PROPOSED PROPERTY TAX LEVY TO BE CERTIFIED TO THE COUNTY AUDITOR. WHEREAS, the preparation and adoption of operating budgets is recognized as sound financial practice; and WHEREAS, the City of Andover receives significant financial support from its residents through the payment of property taxes; and WHEREAS, the City of Andover has the responsibility to appropriately and efficiently manage the public's funds; and WHEREAS, Minnesota State Law requires the City to certify to the County Auditor a proposed tax levy prior to September 15, 2012. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Andover hereby adopts the proposed 2013 property tax levy totaling $10,631,299 as listed on Attachment A. Adopted by the City of Andover this 4th day of September 2012. ©A Jii nson - City Clerk u CITY OF ANDOVER ?chael R R. Gamac -Mayor u STATE OF MINNESOTA) COUNTY OF ANOKA ) CITY OF ANDOVER I, the undersigned, being the duly qualified and acting City Clerk of the City of Andover, Minnesota, do hereby certify that I have carefully compared the attached Resolution No. R081 -12 adopting the 2013 Proposed Property Tax Levy with the original record thereof preserved in my office, and have found the same to be true and correct transcript of the whole thereof. IN TESTIMONY WHEREOF, I have hereunto subscribed my H, H day of September 2012. CITY OF ANDOVER, MINNESOTA Attachment A Proposed 2013 Property Tax Levy © 2013 Proposed Levy General Fund Levy $ 7,332,857 Debt Service Funds Levy 2004A G.O. Capital Improvement Bonds 381,290 2004 EDA Public Facility Revenue Bonds 1,030,127 2009A G.O. Open Space Referendum Bonds 184,973 2011A G.O. Equipment Certificate 101,745 2012A G.O. Equipment Certificate 125,000 2012B G.O. Capital Improvement Refunding Bonds 138,339 Total Debt Service 1,961,474 Other Levies Capital Projects Levy Capital Equipment/Project 210,000 Parks Projects 61,500 © Road & Bridge 967,197 Pedestrian Trail Maintenance 58,271 Lower Rum River Watershed 40,000 Gross City Levy $ 10,631,299 H CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 080 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ACCEPTING FEASIBILITY STUDY AND WAIVING PUBLIC HEARING FOR THE IMPROVEMENT OF PROJECT NO. 12 -32 FOR WATER MAIN IN THE FOLLOWING AREA OF 2118/2120 —140' LANE NW. WHEREAS, the City Council did on the 21st day of August , 2012 order the preparation of a feasibility study for the improvement; and WHEREAS, such feasibility study was prepared by Director of Public Works /City Engineer and presented to the Council on the 4 th day of September 2012 ; and WHEREAS, the property owners have waived the right to a Public Hearing; and © WHEREAS, the City Council has reviewed the feasibility study and declares the improvement feasible, for an estimated cost of $5,224.16 . NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby receive the feasibility report with an estimated total cost of improvements of $ 5,224.16 , waives the Public Hearing and order improvements. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 4 1 day of September , 2012 , with Councilmembers Bukkila, Howard, Knight, Gamache, Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: hael R. Gamache - Mayor 10 Lth" 'MidhelleHartner — De Deputy City Clerk p Y Y CITY OF ANDOVER COUNTY OF ANOKA © STATE OF MINNESOTA RES. NO. 079 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION DECLARING COSTS AND DIRECTING PREPARATION OF THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 11 -40, 133Rd AVENUE NW RECONSTRUCTION, THE CITY COUNCIL OF THE CITY OF ANDOVER HEREBY RESOLVES: WHEREAS, the final construction costs for the improvement amount to $ 582,888.25 , the expenses incurred or to be incurred in the making of such improvement amount to $ 46,537.17, so that the total project costs of the improvement are $ 629,425.42. 1. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Andover, MN: The portion of the cost of such improvement to be paid by the City is hereby declared to be $ 317,110.60, and the amount to be assessed against benefited property owners is declared to be $ 3,000.00 2. Assessments shall be payable in equal annual installments extending over a period of 8 years. The first of the installments to be payable on or before the 1 st © Monday in January 2013, and shall bear interest at the rate of 4.5 percent per annum from the date of the adoption of the assessment resolution. 3. The City Clerk, with the assistance of the City Engineer shall forthwith calculate the proper amount to be specially assessed for such improvement against every assessable lot, piece or parcel of land within the district affected, without regard to cash valuation, as provided by law, and she shall file a copy of such proposed assessment in her office for public inspection. 4. The Clerk shall, upon the completion of such proposed assessment, notify the Council thereof. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 4th day of September , 2012, with Councilmembers Bukkila, Howard, Knight Gamache Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: © chael R. ta5mache - Mayor Michelle Hartner— Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO 078 -12 A RESOLUTION GRANTING THE CONDITIONAL USE PERMIT FOR OUTDOOR DISPLAY, STORAGE AND SALES ON PROPERTY LOCATED AT 1851 BUNKER LAKE BOULEVARD NW LEGALLY DESCRIBED ON EXHIBIT A WHEREAS, the property owner has requested approval of a conditional use permit for outdoor display, storage and sales; and WHEREAS, the Planning and Zoning Commission has reviewed the request and has determined that said request meets the criteria of City Code and would not have a detrimental effect upon the health, safety, and general welfare of the City of Andover, and; WHEREAS, the Planning and Zoning Commission recommends to the City Council approval of the conditional use permit request, and; WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, moral, and general welfare of the City of Andover; and WHEREAS, a public hearing was held pursuant to the requirements of the City Code; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the CUP on the property described on Exhibit A subject to the following: 1. The applicant shall complete the Commercial Site Plan process with the City of Andover. 2. The conditional use permit shall be subject to a sunset clause as defined in City Code 12- 14-6.D. All outdoor display, storage and sales shall be limited to the areas identified on Exhibit 1/1 prepared by MFRA dated September 13, 2012 ( "Exhibit "). 4. The outdoor display and sales area located in the parking lot, consisting of 40 parking stalls and as identified in the Exhibit, shall be limited to live plants, garden/landscaping materials, and similar garden items. Said area shall be delineated by fencing as approved by the Andover Review Committee. Items in this area may only be displayed and sold from March 15`h to July 15th annually, and only between the hours of 7:00 a.m. and 9:00 p.m. 5. The outdoor display and sales areas located along the storefront, as identified in the Exhibit, may be used to display patio furniture, barbecue grills, lawnmowers and similar Q seasonal items. Provided, there shall be maintained at least a 10 foot walkway between the display items and the curb. 6. An outdoor recycled battery storage area shall be allowed in the northeast rear section of the building, as identified in the Exhibit. Provided, said area and storage meets all federal, state and local requirements relative to the storage of such items. Outdoor propane exchange cages shall be allowed along the storefront as identified in the Exhibit or as otherwise approved by the Andover Review Committee. Provided, said area and storage meets all federal, state and local requirements relative to the storage of such items. 8. A maximum of 2 coin operated vending machines may be located along the storefront which shall comply with City Code 12- 13 -20. 9. Rear storage areas maybe allowed behind the building in designated areas as shown on the Exhibit with screening as approved by the Andover Review Committee. 10. All outdoor display, storage and sales shall be conducted in compliance with all federal, state and local codes. Adopted by the City Council of the City of Andover on this 21St day of August, 2012. © CITY OF ANDOVER ATTEST YIchael R. GaAigcle, Mayor 1�)t"Lc�/lJ Mi helle Hartner, Deputy City Clerk H © EXHIBIT A The Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. EXCEPT That part thereof, described as follows: Commencing at the point of intersection of the north line of County Road No. 116 and the west line of said Southwest Quarter of the Northeast Quarter; thence North along said west line to the southeast corner of Red Oaks Manor 4th Addition; thence North 52 degrees East 600 feet; thence South 38 degrees East 450 feet; thence South 52 degrees West to a point on a line parallel and 450 feet East of the west line of said Southwest Quarter of the Northeast Quarter; thence South on said parallel line to the north line of County Road No. 116; thence West along said north line to point of beginning, according to the United States Government Survey thereof and situate in Anoka County, Minnesota; ALSO EXCEPT �j The North 103.64 feet of the East 315.47 feet of the Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. x CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R077 -12 A RESOLUTION APPROVING THE PRELIMINARY PLAT OF "WALMART AT ANDOVER STATION" LOCATED IN SECTION 34, TOWNSHIP 32, RANGE 24, ANOKA COUNTY, MINNESOTA, LEGALLY DESCRIBED ON EXHIBIT A WHEREAS, the Andover Review Committee has reviewed the preliminary plat; and WHEREAS, pursuant to the published and mailed notice thereof, the Planning and Zoning Commission has conducted a public hearing on said plat; and WHEREAS, as a result of such public hearing, the Planning and Zoning Commission recommends to the City Council the approval of the plat; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning and Zoning Commission and approves the preliminary plat of "WALMART AT ANDOVER STATION ", subject to the following conditions: 1. The preliminary plat shall conform with plat drawing revised August 8, 2012 and stamped as "Received by the City of Andover" August 9, 2012. 2. The Grading, Drainage and Erosion Control Plan shall be revised as necessary to obtain approval from the Andover Review Committee and the Coon Creek Watershed District. 3. Drainage and utility easements shall be provided to cover all areas of the project that lie at or below the 100 year flood elevation. 4. The applicant shall agree to revise the Traffic Impact Study as necessary and continue to work with the Anoka County Highway Department to resolve access and road improvements concerning county roads. 5. The applicant shall be required to make the following improvements: a. Extend the median on Jay Street NW and construct all roadway improvements associated with the extension of the median north of Bunker Lake Boulevard NW to a distance that is required for the full build out. This shall be identified in the Traffic Impact Study. b. Construct the N intersection on Bunker Lake Boulevard and related turn lanes on the westernmost access point. c. Construct other road and access improvements as may be identified through revisions to the Traffic Impact Study. d. All trail relocations within City easement or right -of -way that may be required as part of the project. 6. The applicant /developer obtains all necessary permits from the Coon Creek Watershed District, DNR, Corps of Engineers, LGU, MPCA, Anoka County Highway Department and any other agency that may be interested in the site. © 7. Contingent upon staff review and approval for compliance with City ordinances, policies and guidelines. 8. Park dedication shall be paid based on the area being developed and at a fee as identified in City Code 1 -7 -3. Fees for Outlot A will be charged when the oulot is developed. 9. Such plat approval is contingent upon a development agreement acceptable to the City Attorney. A financial guarantee will be required as a part of this agreement to assure subdivision improvements will be completed. 10. All storm sewer and drainage areas on the site are considered private and shall be maintained by and at the owner's expense. Adopted by the City Council of the City of Andover this 20 day of August, 2012. ATTEST: W lle Hartner, Deputy City Clerk H X CITY OF ANDOVER M' ael R. Gamac e, Mayor EXHIBIT A The Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. EXCEPT That part thereof, described as follows: Commencing at the point of intersection of the north line of County Road No. 116 and the west line of said Southwest Quarter of the Northeast Quarter; thence North along said west line to the southeast corner of Red Oaks Manor 4th Addition; thence North 52 degrees East 600 feet; thence South 38 degrees East 450 feet; thence South 52 degrees West to a point on a line parallel and 450 feet East of the west line of said Southwest Quarter of the Northeast Quarter; thence South on said parallel line to the north line of County Road No. 116; thence West along said north line to point of beginning, according to the United States Government Survey thereof and situate in Anoka County, Minnesota; ALSO EXCEPT The North 103.64 feet of the East 315.47 feet of the Southwest Quarter of the Northeast Quarter of Section 34, Township 32, Range 24, Anoka County, Minnesota. H H ® CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R076 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER TO BE USED TOWARDS HICKORY MEADOWS PARK. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from Sweet Toppings LLC to be used towards Hickory Meadows Park. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contribution, which is to be used towards Hickory Meadows Park. MOTION seconded by Councilmember Howard and adopted by the City QCouncil at a regular meeting this 21 st day of August 2012, with Councilmembers Gamache, Bukkila, Knight voting in favor of the resolution, and Councilmembers None voting against, whereupon said resolution was declared passed. ATTEST: Mictielle Hartner - Deputy City Clerk f.J CITY OF ANDOVER Z. / Michael R. Gamac e - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 075 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION DECLARING ADEQUACY OF PETITION AND ORDERING PREPARATION OF A FEASIBILITY REPORT FOR THE IMPROVEMENT OF WATER MAIN FOR PROJECT NO. 12-32, IN THE AREA OF 2118/2120 — 140 LANE NW. WHEREAS, the City Council has received a petition, dated August 15„ 2012 requesting the construction of improvements; and WHEREAS, such petition has been validated to represent the signatures of 100% of the affected property owners requesting such improvement. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The petition is hereby declared to be 100% of owners of property affected, thereby making the petition unanimous. 2. Escrow amount for feasibility report is 0 3. The proposed improvement is hereby referred to the Director of Public Works /City Engineer and he is instructed to provide the City Council with a feasibility report. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 21St day of August 2012, with Councilmembers Trude, Howard, Gamache, Knight, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Michael R. Gamache - Mayor tic e le Hartner — Deputy Cit Jerk p Y Y CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 074 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #1 TO PROJECT NO. 11 -10 SOUTH COON CREEK DRIVE NW RECONSTRUCITON. WHEREAS, the City of Andover has a contract for Project No. 11 -10, _ South Coon Creek Drive NW Reconstruction with Douglas -Kerr Underground, LLC of Mora, MN. NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -10. Adopted by the City Council of the City of Andover this 21 St day of August 2012. CITY OF ANDOVER ATTEST: M'chael R. Gamache — Mayor . A`i 11 Michelle Hartner — Deputy City Clerk H © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 073 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ORDERING IMPROVEMENT, ORDER AND APPROVE PLANS AND SPECIFICATIONS AND ORDER ADVERTISEMENT FOR BIDS FOR THE IMPROVEMENT OF PROJECT NO. 07 -20 PARKSIDE AT ANDOVER STATION 3RD ADDITION. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of Parkside at Andover Station 3`d Addition , Project 07 -20; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Hakanson Anderson & Associates. Inc. to prepare the plans and specifications for such improvement project. WHEREAS, such final plans and specifications were presented to the City Council for their review on the 21St day of August 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened 10:00 am, September 17, 2012 at the Andover City Hall. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 21St day of August 2012, with Councilmembers Trude, Howard, Gamache, Knight, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: / °c 4,�.,✓ MiQ6ael R. Gamac re- Mayor Mi helle Hartner — Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 072 -12 A RESOLUTION DESIGNATING NO PARKING ALONG CERTAIN STREETS WITHIN THE DEVELOPMENT OF MILLERS WOODS SECOND ADDITION. WHEREAS, no parking will be required along certain streets which are as follows: • Along the west side of Olive Street NW from the north pro�erty line of Lot 1 Block 1 of Millers Woods Second Addition to 1581 Avenue NW • Along the south side of 158th Avenue NW between Olive Street NW and Norway Street NW • Along the east side of Norway Street NW from 158th Avenue NW to the north property line of Lot 12 of Block 3 of Millers Woods Second Addition NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to designate the no parking zone for Millers Woods Second Addition. Adopted by the City Council of the City of Andover this 8th day of August 2012. ATTEST: ichael R. Gamache - Mayor is elle Hartner—Deputy City Clerk H LAW] CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 071 -12 A RESOLUTION DESIGNATING NO PARKING ALONG CERTAIN STREETS WITHIN THE DEVELOPMENT OF MILLERS WOODS THIRD ADDITION. WHEREAS, no parking will be required along streets as follows: Along the east side of Norway Street NW from Lot 12 Block 3 of Millers Woods Second Addition to the north property line of Lot 10 Block 2 of Millers Woods Third Addition Along the north side of 159th Lane NW between Olive Street NW and Norway Street NW NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to designate the no parking zone for Millers Woods Third Addition. Adopted by the City Council of the City of Andover this 8th day of August 2012. ATTEST: Mi ael R. Gamache - Mayor *Mi"MellIeURa' mner — Deputy City Clerk H © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 070 -12 A RESOLUTION APPROVING THE FINAL PLAT OF MILLERS WOODS THIRD ADDITION AS BEING DEVELOPED BY MILLERS WOODS, LLC LOCATED AT THE EAST OF THE INTERSECTION OF CROSSTOWN BOULEVARD NW AND 159TH AVENUE NW, LEGALLY DESCRIBED AS: Part of Outlot E, MILLERS WOODS according to the recorded plat thereof, Anoka County, Minnesota. WHEREAS, the City Council has approved the preliminary plat of the project to be known as Millers Woods Third Addition; and WHEREAS, the Developer has presented the final plat of Millers Woods Third Addition; and WHEREAS, the City Engineer has reviewed such final plat for conformance with the preliminary plat. © NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the final plat of Millers Woods Third Addition contingent upon receipt of the following: 1. Payment of park and trail fees for 20 lots. The balance of park and trail fee for future phases or additions will be deferred until the balance of the land is final platted. 2. The City Attorney presenting a favorable title opinion. 3. Security for engineering and legal costs as determined by the City Engineer. 4. The final plat shall not be signed by the Mayor and Clerk until there is an executed Development Contract and all associated fees, escrows and /or letter(s) of credit have been provided to the City. 5. The Developer shall be responsible for the cost of construction of all improvements proposed as part of the preliminary plat. 6. Approval of Associate Documents by City Staff and the City Attorney. The Developer shall also provide to the City proof of recording the Association Documents. 7. A separate maintenance vehicle access easement of twenty (20) feet shall be provided for a wide area centered on the property line for recording at Anoka County for the following lots: © - Block 1, Lots 5 & 6; Block 2, Lots 8 & 9 8. A separate maintenance vehicle access easement of ten (10) feet shall be provided on the north side of Block 2, Lot 10 for recording at Anoka County. 9. A separate maintenance vehicle access easement of ten (10) feet shall be provided for a on the west side of Block 1, Lot 10 for recording at Anoka © County. 10.A separate trail easement of twenty -five (25) foot wide centered on the property line of Block 2, Lots 3 & 4 shall be provided for recording at Anoka County. 11.A separate drainage and utility easement shall be provided for all other streets utilities and /or drainage ponds that will be constructed and /or will be utilized outside the boundary survey /plat of Millers Woods Third Addition. 12.The Developer obtains all necessary permits from the Coon Creek watershed District, DNR, Corps of Engineers, LGU, MPCA and any other agency that may be interested in the site. Adopted by the City Council of the City of Andover this 8t" day of August 2012. ATTEST: �-- M' ael . Gamac e - Mayor © Mi helle Hartner— Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R069 -12 A RESOLUTION AMENDING THE CONDITIONAL USE PERMIT TO EXTEND THE APPROVAL FOR SUBORDINATE CLASSROOM STRUCTURES TO AUGUST 31, 2015 FOR THE LEGACY CHRISTIAN ACADEMY (MEADOW CREEK CHRISTIAN SCHOOL) ON PROPERTY LOCATED AT 3037 BUNKER LAKE BOULEVARD NW, LEGALLY DESCRIBED AS: The south 1089 feet of the east 777.28 feet of the west half of the northwest quarter of Section 33, Township 32, Range 24; except the east 400 feet of the south 433 feet; except roads; subject to easements of record; Anoka County, Minnesota WHEREAS, Legacy Christian Academy (Meadow Creek Christian School) received approval of an amended conditional use permit to allow subordinate classroom structures until August 31, 2012 from the City Council on August 18, 2009; and WHEREAS, the Legacy Christian Academy (Meadow Creek Christian School) has purchased property where a new school will be constructed in the City of Ramsey; and WHEREAS, the Legacy Christian Academy (Meadow Creek Christian School) has requested that the conditional use permit for subordinate classroom structures be extended through August of 2015 to allow time for the new school to be constructed; and WHEREAS, the Planning and Zoning Commission held a public hearing and finds the request would not have a detrimental effect upon the health, safety, morals, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby approves the conditional use permit amendment to allow for the continued use of the existing subordinate classroom structures with the following conditions: 1. The subordinate classroom structures shall continue to comply with the conditions of Resolution R107 -02 except as follows: a. The amended conditional use permit shall expire on August 31, 2015, or earlier upon termination of the lease of the premises for which the conditional use permit is granted. Adopted by the City Council of the City of Andover on this 17th day of July, 2012. CITY OF ANDOVER TTE T M' ael A. Gamache, Mayor © lvli helle Hamner, Deputy Crty Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 068 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR PROJECTs NO. 12 -7 & 12 -12 FOR 2012 TRAIL MAINTENANCE & 2012 PARKING LOT MAINTENANCE . WHEREAS, the City Council is cognizant of the need for the trail and parking lot maintenance improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2012 Trail Maintenance and 2012 Parking Lot Maintenance , Projects 12 -7 & 12 -12; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. QMOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 17th day of July , 2012 , with Councilmembers Knight, Howard, Gamache, Bukkila Trude (absent) voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: Michelle Hartner — Deputy Clerk p Y x CITY OF ANDOVER hael R. Gamache - Mayor u CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R067 -12 A RESOLUTION APPOINTING JUDGES TO SERVE AT THE AUGUST 14, 2012 PRIMARY ELECTION IN THE CITY OF ANDOVER. WHEREAS, the City Council is required by State Statute to appoint election judges to serve at the August 14, 2012 Primary Election. WHEREAS, the City Council will allow the City Clerk to appoint substitution election judges if necessary. NOW, THEREFORE, BE IT RESOLVED that the following are appointed to serve as election judges at the August 14, 2012 Primary Election. Precinct #1— Hone Lutheran Church Gloria Young, Head Judge ® Dean Arneson Sharon Cramer Brenda Ferguson Janna Goodrich Andy Lantos Carol Moeller Michael Schilling Richard Snyder Donna Turnbom Precinct #2 — Grace Lutheran Church Gretchen Sabel, Head Judge Nancy Ahlberg Susan Christofferson Linda Evavold Frances Gargano Lisa Jagerson Cyril Larson Marie Romo Pamela Schilling Jo Zillhardt © Precinct #3 — Riverdale Assembly of God Church Phyllis Kieffer, Head Judge Elaine Boos Carole Hibbard John King Sue McBride Barbara Peters Janice Quick Michael St. John Leon Tibbon Precinct #4 — Crooked Lake Elementary School Kelly Danzl, Head Judge Don Ahlberg John Catherson Barbara Collette Stan Graf Rene Kroll Ginger Nelson Luther Romo Liliya Ustimchuk Terry Van Note Michelle Winship Precinct #5 — Andover Christian Church © Angel Bourque, Head Judge Margaret Kennedy Michele Koester Denise McNeff Mary Mead Tricia Shannon John Stong Jennifer Trenda Precinct #6 — Prairie Oak Community Church Gary Horning, Head Judge Barry Cenaiko Bruce Crane Susan Fanucci Barbara Humphreys Dolores Jeska Peggy Kuntz Rana Mattson William Obedoza Nancy Posl Lucy Schalwig © Precinct #7 — Andover Community Center Lois Spadgenske, Head Judge Richard Lindmark, Jr. Pat Maltzen Larry Mueller E 14-91� H Norman Myhre Lisa Nicoski John Wolf Precinct #8 — Andover Community Center Bruce Maltzen, Head Judge Shirley Beam Martha Burckhardt Richard Cords Jan Klinsing Pat Larson Jody Rieck Peter Ustimchuk Precinct #9 — Bunker Hills Activity Center Carol Murschel, Head Judge Susan Beal Janice Fuerst Dan Lehrer Judy Lestina Sandy Roslin Marian Smith Precinct #10 — Andover Elementary School Nicole Mason, Head Judge Sheila Bauer William Bonin Stan Deden Bradly Moll Linda Nelson Mike Roslin Diane Terebenet Kris Vogel Adopted by the City Council of the City of Andover this 17`" day of July, 2012. Attest: M City Clerk CITY OF ANDOVER hael R. Gamac e —Mayor © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 066 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT, ORDER AND APPROVE PLANS AND SPECIFICATIONS AND ORDER QUOTES FOR THE IMPROVEMENT OF PROJECT NO. 12 -3 FOR THE 2012 CRACK SEALING . WHEREAS, the City Council is cognizant of the need for the crack sealing improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2012 Crack Sealing , Project 12 -3; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. © WHEREAS, such final plans and specifications were presented to the City Council for their review on the 3`d day of July 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council to hereby direct the City Engineer to solicit quotes for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 3`d day of July 2012 , with Councilmembers _ Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: ' H ✓l, © M' hael R. mache - Mayor L'. Mi helle Hamner ':---Deputy City Clerk H u Cam\ J CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 065 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION WITHDRAWING PETITION FOR WATER MAIN SERVICE IMPROVEMENTS AT 3060 SOUTH COON CREEK DRIVE NW, FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE RECONSTRUCTION. WHEREAS, the City Council has previously received and approved a signed petition from the property owners at 3060 South Coon Creek Drive NW requesting the construction of a water main service stub; and WHEREAS, said owners have subsequently requested that said petition be withdrawn as they no longer wish to have a water main service installed with said project; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that the petition for water main service improvements for 3060 South Coon Creek Drive NW that was previously approved be withdrawn and no water main service improvements shall be constructed for said property under the South Coon Creek Drive NW Reconstruction Project, City Project 11 -10. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 3`d day of July , 2012, with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: 4NA,x,ctc� 'Michelle Hartner — Deputy City Clerk CITY OF ANDOVER M' ael R. Gamache - Mayor CITY OF ANDOVER COUNTY OF ANOKA © STATE OF MINNESOTA RES. NO. 064 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION DECLARING ADEQUACY OF PETITION, WAIVING PUBLIC HEARING, ORDERING PREPARATION OF A FEASIBILITY REPORT AND APPROVING FEASIBILITY REPORT FOR THE IMPROVEMENT OF WATER MAIN SERVICE STUBS , FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE RECONSTRUCTION. WHEREAS, the City Council has received signed petitions from property owners at 2439 and 3096 South Coon Creek Drive NW requesting the construction of water main service stubs; and WHEREAS, it may be financially beneficial to said property owners to construct water service improvements with the reconstruction of South Coon Creek Drive NW; WHEREAS, a feasibility report has been presented to the City Council in regards to said improvements; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The petition is hereby declared to be 100% of owners of property affected, thereby making the petition unanimous. 2. The petitioners have all agreed to waive the public hearing for the improvements. 3. The feasibility report is accepted and approved with an estimated assessment per unit of $1,500.00. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 3`d day of July , 2012, with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER © ATTEST: Mi ael R. Ga e =Mayor Mi helle Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R063 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER TO BE USED TOWARDS FIRE DEPARTMENT EQUIPMENT. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from CenterPoint Energy to be used towards Fire Department Equipment. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contribution, which is to be used towards Fire Department Equipment. MOTION seconded by Councilmember Knight and adopted by the City 10 Council at a regular meeting this 3rd day of July 2012, with Councilmembers Gamache, Howard, Trude voting in favor of the resolution, and Councilmembers None voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Gamache - Mayor Mic elle Hartner - Deputy City Clerk [] X H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R062 -12 A RESOLUTION DENYING A VARIANCE TO CITY CODE 13 -1 -3 FREQUENCY OF SPLITTING LOTS ON PROPERTY LOCATED AT 15873 LINNET STREET NW LEGALLY DESCRIBED ON EXHIBIT A. WHEREAS, the Planning Commission held a public hearing and reviewed the variance request to allow two lot splits without compliance with the three year waiting period provided in City Code 13 -1 -3; and WHEREAS the Planning Commission finds the request does not comply with City Code 13 -1 -3; and recommends denial of the proposed variance; and WHEREAS, the City Council is in agreement with the recommendation of the Planning Commission that the request does not comply with City Code 13 -1 -3; and WHEREAS, the City Council finds that the granting of the variance would circumvent the platting process as required by the City Code. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning Commission and hereby denies the variance request based on the findings in this resolution. Adopted by the City Council of the City of Andover on this 19th day of June, 2012. CITY OF ANDOVER ATTEST: ael R. Gamac e, Mayor Mi helle Hartner, Deputy City Clerk u Legal Description (PID # 15- 32 -24 -43 -0018) Resolution R062 -12 Exhibit A THE EAST 310 FEET OF THE WEST 1010 FEET LYING NORTH OF THE SOUTH 959.36 FEET OF THE SWI /4 OF THE SE1 /4 OF SECTION 15 TOWNSHIP 32 RANGE 24, ANOKA COUNTY, MINNESOTA AS MEASURED ALONG THE WEST & SOUTH LINES OF SAID 1/4 1/4, SUBJECT TO EASEMENT OF RECORD H [] ® CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R061 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER TO BE USED TOWARDS HICKORY MEADOWS PARK. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from Sweet Toppings LLC to be used towards Hickory Meadows Park. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contribution, which is to be used towards Hickory Meadows Park. © MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 19th day of June 2012, with Councilmembers Gamache, Trude voting in favor of the resolution, and Councilmembers Bukkila (absent) voting against, whereupon said resolution was declared passed. ATTEST: MFdhelle Hartner - Deputy City Clerk r -1 Lt CITY OF ANDOVER ,0�z hael R. Gam-ache - Mayor C C XF CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R060 -12 A RESOLUTION APPROVING THE FINAL PLAT OF "ARBOR OAKS" FOR PROPERTY AT THE SOUTHWEST CORNER OF HANSON BOULEVARD NW AND 155' LANE NW LEGALLY DESCRIBED AS LOTS 1 AND 2, BLOCK 1 GREY OAKS, ANOKA COUNTY, MINNESOTA WHEREAS, the City Council has approved the preliminary plat of the project to be known as Arbor Oaks; and WHEREAS, the a final plat of Arbor Oaks has been submitted for review; and WHEREAS; the final plat has been reviewed and found in conformance with the preliminary plat; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the final plat of Arbor Oaks contingent upon the following: The final plat shall conform to the drawing stamped received by the City of Andover June 12, 2012. 2. The plat shall be subject to all conditions of Preliminary Plat Resolution R058 -12. 3. Contingent upon staff review and approval for compliance with City ordinances, policies and guidelines. Adopted by the City Council of the City of Andover this 19th day of June, 2012. ATTEST: Mi •helle Hartner, Deputy City Clerk CITY OF ANDOVER M, ael R: Gam e, Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO 059 -12 A RESOLUTION ESTABLISHING FINDINGS OF FACTS AND ESTABLISHING A RECORD OF DECISION ON THE NEED FOR THE PREPARATION OF AN ENVIRONEMNTAL ASSESSMENT WORKSHEET (EAW) IN RESPONSE TO A CITIZEN PETITION FOR THE PROPOSED WAL -MART STORE AT 1851 BUNKER LAKE BOULEVARD NW WHEREAS, the City of Andover on May 9, 2012, received notice from the Environmental Quality Board (EQB) of the receipt of a citizen's petition requesting the preparation of an EAW for the proposed Wal -Mart Store located at 1851 Bunker Lake Boulevard NW (the proposed project) and; WHEREAS, under Minnesota Rules, the City of Andover is the responsible government unit (RGU) to determine if an EAW is needed for the proposed project; and WHEREAS, under Minnesota Rules part 4410.1100, the RGU shall evaluate the evidence presented in the petition and determine if the proposed project, because of the nature or location, has the potential for significant environmental effects; and WHEREAS, upon reviewing the evidence presented in the petition, the City of Andover acting as the RGU, finds that the proposed project will not have the potential for significant environmental effects in accordance with Minnesota Rules 4410.1700 Subp. 7 for the following reasons: 1. The type and extent of the environmental effects are similar to the environmental impacts that maybe reasonably expected to occur from the proposed project. 2. The anticipated environmental effects are subject to mitigation by ongoing public regulatory authorities. 3. No cumulative potential effects of related or future projects exist that would pose significant environmental effects. 4. The proposed project is below the threshold for a mandatory EAW review under Minnesota Rules 4410.4300. 5. An EAW was prepared for the Andover Station North project on the one hundred (100) acres adjacent to the proposed project and no significant environmental effects were identified. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby denies the petition as the evidence presented in the petition fails to demonstrate that the project has the potential for significant environmental effects. ® NOW, THEREFORE, BE IT FURTHER RESOLVED, that the City Council of the City of Andover hereby approves the distribution of the findings and the record of decision. The record of decision shall include the June 5, 2012 staff report and all attachments thereto. Adopted by the City Council of the City of Andover on this 5th day of June, 2012. CITY OF ANDOVER ATTEST: "lael R. Gam e, Mayor Mi helle Hartner, Deputy City Clerk H H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R058 -12 A RESOLUTION APPROVING THE PRELIMINARY PLAT OF ARBOR OAKS AND AMENDMENT TO GREY OAKS PLANNED UNIT DEVELOPMENT LOCATED AT 1640 AND 1678 155' LANE NW LEGALLY DESCRIBED AS LOT 1 AND LOT 2, BLOCK 1, GREY OAKS, ANOKA COUNTY, MINNESOTA WHEREAS, the applicant has requested approval of a preliminary plat and amendment to the Grey Oaks Planned Unit Development; and WHEREAS, the Andover Review Committee has reviewed the preliminary plat, and; WHEREAS, pursuant to published and mailed notice thereof, the Planning Commission has conducted a public hearing on said plat; and WHEREAS, as a result of such public hearing, the Planning Commission recommended to the City Council approval of the plat; and; WHEREAS, City Code 13 -3 -9 requires findings for approval of planned unit developments and the proposed project conforms to these findings as shown on Exhibit A; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning Commission and approves the preliminary plat and an amendment to the Grey Oaks Planned Unit Development with the following conditions: 1. The proposed project shall conform to the City Code except as provided in the Arbor Oaks Planned Unit Development Design Standards of Exhibit B. 2. The plan set shall be modified as necessary to achieve commercial site plan approval by the City of Andover. 3. A concrete sidewalk shall be provided between the trash enclosure and the city trail along Hummingbird Street NW. 4. The building architecture shall conform to the plans stamped received by the City of Andover May 24, 2012. 5. Applicant shall provide documentation of agreement with Great River Energy to allow the drive lane to encroach into existing utility easement along east side of subject property. 6. The applicant shall be responsible for removal of the existing driveway apron to Hummingbird St NW, including restoration of the existing curb, boulevard and trail. 7. The developer shall be responsible for the cost of construction of all improvements proposed as a part of the preliminary plat. 8. The applicant shall provide a trail easement in favor of the city to cover the existing city trail © 9. that encroaches onto the property. The right of access to Hanson Boulevard shall be dedicated to Anoka County with the final plat. Adopted by the City Council of the City of Andover this 5th day of June, 2012. © ATTEST: CITY OF ANDOVER Mic ielle Hartner, Deputy City Clerk 'chael R. Gam e, Mayor H E EXHIBIT A © ARBOR OAKS PLANNED UNIT DEVELOPMENT FINDINGS PAGE ONE 1. The proposed development is not in conflict with the goals of the Comprehensive Plan of the city. Approval of the preliminary plat and planned unit development is contingent upon approval of a Comprehensive Plan Amendment to change the land use of the subject property from Neighborhood Commercial to Urban Residential High Density. 2. The proposed development is designed in such a manner as to form a desirable and unified environment within its own boundaries. The proposed seventy unit senior assisted living facility provides high quality architectural design and materials. The site improvements are carefully arranged to minimize impacts on surrounding properties, provide appropriate screening and buffering and areas for indoor and outdoor activities on the site. 3. The proposed development demonstrates how each modified or waived requirement contributes to achieving the purpose of a PUD. The proposed project conforms to the City Code with the exception of parking and drive lane setbacks and minimum unit sizes. Reduced parking and drive lane setbacks are needed to allow the proposed building design and architecture which provide variations in shape, height, materials and location of landscaped areas to break up building mass and create visual interest. The rear yard drive lane encroachment is limited to an area approximately 50 feet in width and less than 10% of the area along the rear property line. Both areas provide significant landscaping beyond the minimum requirements of the City Code. The proposed units are as follows: • Six (6) two bedroom units, approximately 900 square feet in size, which exceeds the 850 square foot minimum of the City Code. • Forty -three (43) one bedroom units, 19 of which will be between 605 -651 square feet in size with the remainder exceeding the 700 square foot minimum of the City Code. • Twenty -one (21) studio units, approximately 400 square feet in size. The proposed project provides common area amenities including outdoor activity space, congregate dining, fitness center, community room and coffee shop. These areas support activities, socialization and wellness programs outside of individual dwelling units. Within the enhanced services (memory care) wing, a greater level of staffing and assisted living is provided. Here, residents w i 11 h a v e over 7,200 square feet of common area in lounges, dining, activity and wellness areas. When the area of common space and studio © apartments are combined, there is approximately 723 square feet of living space per studio apartment. EXHIBIT A © ARBOR OAKS PLANNED UNIT DEVELOPMENT FINDINGS PAGE TWO 4. The PUD is of composition, and arrangement that its construction, marketing, and operation are feasible as a complete unit without dependence upon any subsequent unit. The proposed project contains a single seventy unit senior assisted living building and associated parking and landscaped areas to serve the needs of the facility. The facility will be professionally managed by TealWood Care Centers Inc., a licensed care provider with more than 20 years of experience operating and managing over 50 nursing home and assisted living facilities. Tealwood arranges for all administrative, dietary, nursing, activities and maintenance staffing. All site improvements and building design features are coordinated with Tealwood to meet the needs of the residents and the operation of the staff. Tealwood also oversees marketing, leasing and licensing of the property. U H EXHIBIT B © ARBOR OAKS PLANNED UNIT DEVELOPMENT DESIGN STANDARDS The project will consist of 70 units of the 441 total units allowed at 14.4 units per acre using the 30.64 net buildable acres within the Grey Oaks Planned Unit Development. The proposed project will not affect the previously approved 352 units for Grey Oaks. No. Item City Code Standard Approved P.U.D. Standard 1 Front Yard Parking Setback 20 feet 11 feet' 2 Rear Yard Parking /Drive Lane Setback 10 feet 4'1" - 10 feet 3 Minimum Apartment Size- Studio NA 400 s.f. 4 Minimum Apartment Size -1 bedroom 700 s.f. 600 -800 s.f. u 1Refer to Arbor Oaks Plan set stamped Approved by City of Andover for location of reduced parking and drive lane setbacks. u © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R057 -12 A RESOLUTION AMENDING THE COMPREHENSIVE LAND USE PLAN OF THE CITY OF ANDOVER TO CHANGE THE LAND USE CLASSIFICATION FROM NEIGHBORHOOD COMMERICAL TO URBAN RESIDENTIAL HIGH DENSITY FOR PROPERTY LOCATED AT 1640 AND 1678 155TH LANE NW LEGALLY DESCRIBED AS LOTS 1 AND 2, BLOCK 1 GREY OAKS, ANOKA COUNTY MINNESOTA WHEREAS, the applicant has petitioned the City of Andover to change the land use classification of the subject property from Neighborhood Commercial to Urban Residential High Density; and WHEREAS, the City has established criteria for the review of changes to land use classifications and the proposed land use change satisfies these criteria as follows; 1. Conditions have changed since the present land use designation was established such to warrant the proposed amendment or the present land use designation is in error. © The Neighborhood Commercial designation was assigned to the subject properties with the approval of the Grey Oaks Planned Unit Development for 352 residential units and three commercial lots. At that time commercial lots were designated for a daycare, office /retail and convenience gas station. Since that time the commercial lot designated for a daycare has been re- designated Urban Residential Low Density and developed into four single family lots. Additionally a convenience gas station has been constructed within the Andover Clocktower Commons development less than one half mile to the south. Andover Clocktower Commons contains additional commercial lots more suitable for commercial development due to the location and transportation improvements near the intersection of Hanson and Crosstown Boulevards. 2. The proposed land use is compatible with surrounding land uses and with the goals, objectives and policies of the Comprehensive Plan. The proposed residential land use, with appropriate screening and buffering, is compatible with surrounding land uses, which include the Grey Oaks senior housing development and single family neighborhoods to the south and across Hanson Boulevard to the east. 3. There is capacity of public systems, facilities, and services to serve the proposed land use and capacity of these systems to serve other planned land uses is not adversely affected. © There is sufficient capacity within existing utilities to serve the proposed land use. Regional ponding for the Grey Oaks development was previously designed to accommodate storm water from the site. The proposed development will provide facilities and services to accommodate residents. Q4. Agreement can be reached for the applicant of the proposed land use to pay for any increased capacity of public systems, facilities and services required to serve the proposed land use. There would be no increase in the existing capacity of public systems, facilities and services required to serve the proposed land use. 5. Potential impacts by the proposed land use on natural resources including vegetation, wetlands, floodplain and other natural features can be avoided or sufficiently mitigated as determined by the City Council. There are relatively few trees on the subject property. Several existing mature trees will be saved. The project will provide additional landscaping and screening. No wetlands or floodplain exists on the site. 6. To ensure a transition or buffer between urban and rural residential zoning districts. The site is adjacent to single family and multi - family residential neighborhoods. Screening and buffering from adjacent single family neighborhoods will be provided. WHEREAS, the Planning and Zoning Commission has conducted public hearing and ® recommends to the City Council approval of the amendment; and WHEREAS, The City Council finds the proposed use will not be detrimental to the health, safety, morals and general welfare of the occupants of the surrounding land, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning and Zoning Commission and adopts the following amendment to the Comprehensive Plan, subject to review by the Metropolitan Council, approval of a plat for Arbor Oaks and amendment to the Grey Oaks Planned Unit Development: 1) Change the land use classification from Neighborhood Commercial to Urban Residential High Density for the subject property. Adopted by the City Council of the City of Andover on this 5th day of June, 2012. CITY OF ANDOVER ,ATTEST: e, Mayor L ( U-1 is elle Harmer, Deputy City Clerk E H U CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 056 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF PROJECT NO. 11-47, 174TH AVENUE NW, HEATHER STREET NW & 173RD LANE NW AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 044 -12 of the City Council adopted on the 1St day of May , 2012, fixed a date for a public hearing; and WHEREAS, pursuant to the required published and mailed notice such hearing was held on the 5th day of June , 2012; and WHEREAS, all persons desiring to be heard were given such opportunity for same; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby order improvement Project No. 11 -47 . MOTION seconded by Councilmember _ _ Knight and adopted by the City Council at a regular meeting this 5th day of June 2012, with Councilmembers Trude, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers Bukkila voting against, whereupon said resolution was declared passed. ATTEST: Mi helle Hamner— Deputy City Clerk CITY OF ANDOVER Mj ael R. Ga e - Mayor CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R055 -12 A RESOLUTION ADOPTING AN AMENDED DEFERED ASSESSMENT FOR IMPROVEMENTS OF SANITARY SEWER, WATERMAIN, STORM SEWER AND STREETS FOR PROJECT 07 -43 ALLEN PROPERTY. WHEREAS, the City Council adopted Res. No. 124 -07 on September 4, 2007, deferring assessments for various properties adjacent to Shaw's Glen, Woodland Crossings and Cardinal Ridge; and. WHEREAS, the City Council has determined it to be appropriate to amend the deferred assessments set forth in Res. No. 124 -07 for the property described as PIN 15- 32 -24 -43 -0018. NOW, THEREFORE, BE IT RESOLVED by the City council of the City of Andover that The assessment for the property described as PIN 15- 32 -24 -43 -0018 is to be deferred until one of the following occurs: Upon the sale of lots resulting from the division of the parcel by metes and bounds or platting, all special assessments attributable to the newly created parcels shall be immediately due and paid in full; or Creation of a lot that requires connection to City utilities by City Code. All assessments that lose their deferral under 2 above, shall be payable in equal installments of principal and interest over an 8 year period. The final construction assessment amount will be adjusted by the ENR Construction Cost Index from June 2007 until the time of termination of such deferral. In no event shall such assessment exceed 5.5% annually. City Fees, including the Fox Hollow Lift Station fee, will be adjusted from June 2007 to the current city fees at the time of actual development. If no development has taken place by September 4, 2017, a final deferred assessment amount, including all accrued interest, will be determined and recorded for sanitary sewer, watermain, services, storm sewer, streets, trunk water main area and trunk sanitary sewer area. Starting in the 16th year, the storm sewer, streets and seal coat assessment values will begin to depreciate in equal amounts over the next 10 years so as to achieve an assessment value of zero dollars, at which time the storm sewer, streets and seal coat assessment will expire. Adopted by the City Council of the City of Andover this 5th day of June, 2012. Attest: Vic elle Hartner — Deputy City Clerk F CITY OF ANDOVER chael R. Gam e — Mayor x F CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R054 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER TO BE USED TOWARDS HICKORY MEADOWS PARK. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from Justin and Elizabeth Higgins of $282 is to be used towards Hickory Meadows Park. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contribution, which is to be used towards Hickory Meadows Park. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 5th day of June 2012, with Councilmembers Gamache. Howard and Trude voting in favor of the resolution, and Councilmembers None voting against, whereupon said resolution was declared passed. ATTEST: Mi helle Hartner - Deputy City Clerk CITY OF ANDOVER �4:� chael R. Gamache - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 053 -12 MOTION by Council member Howard to adopt the following: A RESOLUTION ACCEPTING BIDS AND AWARDING CONTRACT FOR THE IMPROVEMENT OF PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE NW RECONSTRUCTION. WHEREAS, pursuant to advertisement for bids as set out in Council Resolution No. 036 -12 dated April 3, 2012, bids were received, opened and tabulated according to law with results of the three lowest bidders as follows: Contractor Bid Amount Douglas -Kerr Underground, LCC $2,143,787.75 Keuchle Underground $2,216,377.06 Redstrone Construction Co. $2,257,969.25 Engineer's Estimate $2,169,000.00 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby accept the bids as shown to indicate Douglas -Kerr Underground, LLC as being the apparent low bidder. BE IT FURTHER RESOLVED TO HEREBY direct the Mayor and City Clerk to enter into a contract with . Douglas -Kerr Underqround, LLC in the amount of $2,143,787.75 for construction of the improvements; and direct the City Clerk to return to all bidders the deposits made with their bids, except that the deposit of the successful bidder and the next two lowest bidders shall be retained until the contract has been executed and bond requirements met. MOTION seconded by Council member Trude and adopted by the City Council at a City Council Workshop meeting this 22nd day of May 2012, with Council members Howard, Trude, Knight, Gamache. Bukkila voting in favor of the resolution, and Council members none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER 10 ATTEST: - 'chael R. amache - Mayor 'Midhelle — Deputy City Clerk p Y Y S CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R052 -12 A RESOLUTION GRANTING THE VACATION OF EASEMENT ON LOTS 3,4 AND 5, BLOCK 1 PARKSIDE AT ANDOVER STATION 2ND ADDITION LEGALLY DESCRIBED ON THE ATTACHED EASEMENT VACATION EXHIBIT AND AS FOLLOWS: Those drainage and utility easements as dedicated per the recorded plat of PARKSIDE AT ANDOVER STATION 2ND ADDITION, Anoka County, Minnesota described as follows: The easterly 5.00 feet of Lot 3, the westerly 5.00 feet, and the easterly 5.00 feet of Lot 4, and the westerly 5.00 feet of Lot 5, all of Block 1, said PARKSIDE AT ANDOVER STAION 2ND ADDITION, lying southerly of the northerly 10.00 feet, and lying northerly of the southerly 10.00 feet thereof. WHEREAS, the applicant has requested to vacate the previously described portion of drainage and utility easements; and WHEREAS, a public hearing was held and there was no opposition to the request. WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, moral, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the vacation of the drainage and utility easement. Adopted by the City Council of the City of Andover on this 15`h day of May, 2012 subject to the following: 1. The vacation of easement shall be recorded at Anoka County. CITY OF ANDOVER ATTEST 'chael R. Gam ife, Mayor Michelle Hartner, Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO R051 -12 A RESOLUTION GRANTING THE VACATION OF EASEMENTS ON LOTS 1 AND 2, BLOCK 1 GREY OAKS LEGALLY DESCRIBED ON THE ATTACHED EASEMENT VACATION EXHIBIT AND AS FOLLOWS: Those drainage and utility easements as dedicated per the recorded plat of GREY OAKS, Anoka County, Minnesota described as follows: All drainage and utility easements over under and across Lots 1 and 2, Block 1, said GREY OAKS, Anoka County, Minnesota WHEREAS, the applicant has requested to vacate the previously described drainage and utility easements; and WHEREAS, a public hearing was held and there was no opposition to the request. WHEREAS, the City Council finds the request would not have a detrimental effect upon the © health, safety, moral, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby grants the vacation of the drainage and utility easement. Adopted by the City Council of the City of Andover on this 15`x' day of May, 2012 subject to the following: 1. Approval is contingent upon approval of the Arbor Oaks preliminary and final plats. 2. The vacation of easement shall only be recorded at Anoka County concurrently with the final plat of Arbor Oaks. ATTEST 1 7 © *TM chelle Hartner, Deputy City Clerk CITY OF ANDOVER Miiael R. Gamac e, Mayor © EXTRACT OF MINUTES OF MEETING OF THE CITY COUNCIL OF THE CITY OF ANDOVER, MINNESOTA HELD: May 15, 2012 Pursuant to due call and notice thereof, a meeting of the City Council of the City of Andover, Anoka County, Minnesota, was duly called and held at the City Hall in said City on Tuesday, the 15th day of May, 2012, at 7:00 o'clock p.m. The following members were present: and the following were absent: Member ,Q 600-j K k 1'16— introduced the following resolution and moved its adoption: RESOLUTION NO. R05b —I RESOLUTION AUTHORIZING EXECUTION OF A DEVELOPMENT AGREEMENT A. WHEREAS, [Arbor Oaks Senior Living, LLC] (the "Developer ") has requested the City of Andover, Minnesota (the "City ") to assist with the financing of certain costs incurred in connection with the construction of an approximately 70 -unit senior rental housing development by the Developer (the "Project "). B. WHEREAS, the Developer and the City have determined to enter into a Development Agreement providing for the City's tax increment financing assistance for the Project (the "Development Agreement "). NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Minnesota, as follows: 1. The City Council hereby approves the Development Agreement in substantially the form submitted, and the Mayor and City Administrator are hereby authorized and directed to execute the Development Agreement on behalf of the City. 2. The approval hereby given to the Development Agreement includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by the City officials authorized by this resolution to execute the Development Agreement. The execution of the Development Agreement by the appropriate officer or officers ® of the City shall be conclusive evidence of the approval of the Development Agreement in accordance with the terms hereof. 4613514vl 1J 1491 The motion for adoption of the foregoing resolution was duly seconded by member ht, and, after full discussion thereof, and upon a vote being taken thereof, the following voted in favor thereof: and the following voted against same: N 0 E Adopted this 15th day of May, 2012. Attest 46135140 2 ,i. ��F © STATE OF MINNESOTA COUNTY OF ANOKA CITY OF ANDOVER CAF LID] I, the undersigned, being the duly qualified and acting Administrator of the City of Andover, Minnesota, DO HEREBY CERTIFY that I have carefully compared the attached and foregoing extract of minutes with the original minutes of a meeting of the City Council of the City held on the date therein indicated, which are on file and of record in my office, and the same is a full, true and complete transcript therefrom insofar as the same relates to a Resolution Authorizing Execution of a Development Agreement. WITNESS my hand as such Administrator of the City Council of the City of Andover, Minnesota this -day of May, 2012. 46135141 3 © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 049 -12 MOTION by Council member Trude to adopt the following: A RESOLUTION ACCEPTING BIDS AND AWARDING CONTRACT FOR THE IMPROVEMENT OF PROJECT NO. 11 -40, 133RD AVENUE NW RECONSTRUCTION. WHEREAS, pursuant to advertisement for bids as set out in Council Resolution No. 037 -12 dated April 3, 2012, bids were received, opened and tabulated according to law with results as follows: Rum River Contracting Co. $608,897.80 North Valley, Inc. $670,170.07 Knife River Corp. $713,585.85 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby accept the bids as shown to indicate Rum River Contracting Co. as being the apparent low bidder. © BE IT FURTHER RESOLVED TO HEREBY direct the Mayor and City Clerk to enter into a contract with .Rum River Contracting Co. in the amount of $608,897.80 for construction of the improvements; and direct the City Clerk to return to all bidders the deposits made with their bids, except that the deposit of the successful bidder and the next two lowest bidders shall be retained until the contract has been executed and bond requirements met. MOTION seconded by Council member_ Council at a regular meeting this 15t Howard and adopted by the City day of May , 2012 , with Council members Trude, Howard, Knight Gamache, Bukkila voting in favor of the resolution, and Council members none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Gamac e - Mayor Mic elle Hamner — Deputy City Clerk © CITY OF ANDOVER ANOKA COUNTY STATE OF MINNESOTA Council member B��. V- �Z- % � C` introduced the following resolution and moved its adoption: RESOLUTION NO. Ab his- 1,21 RESOLUTION AUTHORIZING AN INTERFUND LOAN FOR ADVANCE OF CERTAIN COSTS IN CONNECTION WITH TAX INCREMENT FINANCING DISTRICT NO. 1-5. BE IT RESOLVED by the City Council (the "Council ") of the City of Andover, Minnesota (the "City "), as follows: Section 1. Background. 1.01. The City has heretofore approved the establishment of Tax Increment Financing District No. 1 -5 (the "TIF District ") within Development District No. 1 (the "Project "), and has adopted a Tax Increment Financing Plan (the "TIF Plan") for the purpose of financing certain improvements within the Project. © 1.02. The City has determined to pay for certain costs identified in the TIF Plan consisting of administrative costs (collectively, the "Qualified Costs "), which costs may be financed on a temporary basis from City funds available for such purposes. 1.03. Under Minnesota Statutes, Section 469.178, Subd. 7, the City is authorized to advance or loan money from the City's general fund or any other fund from which such advances may be legally authorized, in order to finance the Qualified Costs. 1.04. The City intends to reimburse itself for the Qualified Costs from tax increments derived from the TIF District in accordance with the terms of this resolution (which terms are referred to collectively as the " Interfund Loan "). Section 2. Terms of Interfund Loan. 2.01. The City hereby authorizes the advance of up to $25,000 from the General fund or so much thereof as may be paid as Qualified Costs. The City shall reimburse itself for such advances together with interest at the rate stated below. Interest accrues on the principal amount from the date of each advance. The maximum rate of interest permitted to be charged is limited to the greater of the rates specified under Minnesota Statutes, Section 270C.40 or Section 549.09 as of the date the loan or advance is authorized, unless the written agreement states that the maximum interest rate will fluctuate as the interest rates specified under Mimnesota Statutes, Section 270C.40 or Section 549.09 are from time to time adjusted. The interest rate shall be 4% and will not fluctuate. 2.02. Principal and interest ( "Payments ") on the Interfund Loan shall be paid semi - annually on each August 1 and February 1 (each a "Payment Date "), conunencing on the first Payment Date on which the Authority has Available Tax Increment (defined below), or on any other dates determined by the City Adnunistrator, through the date of last receipt of tax increment from the TIF District. 2.03. Payments on .this Interfund Loan are payable solely from "Available Tax Increment," which shall mean, on each Payment Date, tax increment available after other obligations have been paid, or as determined by the City Administrator, generated in the preceding six (6) months with respect to the property within the TIF District and remitted to the City by Anoka County, all in accordance with Minnesota Statutes, Sections 469.174 to 469.1799, all inclusive, as amended. Payments on this Interfund Loan may be subordinated to any outstanding or future bonds, notes or contracts secured in whole or in part with Available Tax Increment, and are on parity with any other outstanding or future interfund loans secured in whole or in part with Available Tax Increment. 2.04. The principal sum and all accrued interest payable under this Interfund Loan are pre - payable in whole or in part at any time by the City without premium or penalty. No partial prepayment shall affect the amount or timing of any other regular payment otherwise required to be made under this Interfund Loan. 2.05. This Interfund Loan is evidence of an internal borrowing by the City in accordance with Minnesota Statutes, Section 469.178, Subd. 7, and is a limited obligation payable solely from Available Tax Increment pledged to the payment hereof under this resolution. This Interfund Loan and the interest hereon shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the City. Neither the State of Minnesota, nor any political subdivision thereof shall be obligated to pay the principal of or interest on this Interfund Loan or other costs incident hereto except out of Available Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota or any political subdivision thereof is pledged to the payment of the principal of or interest on this Interfund Loan or other costs incident hereto. The City shall have 40 no obligation to pay any principal amount of the Interfund Loan or accrued interest thereon, which may remain unpaid after the final Payment Date. 2.06. The City may amend the terms of this Interfund Loan at any time by resolution of the City Council, including a determination to forgive the outstanding principal amount and accrued interest to the extent permissible under law. Section 3. Effective Date. This resolution is effective upon the date of its approval. �� The moti n for the adoption of the foregoing resolution was duly seconded by Council member � to W o v- , and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Dated: May 1, 2012 M or 0 (Seal) © CITY OF ANDOVER ANOKA COUNTY STATE OF MINNESOTA Council member ! I' kkCk C introduced the following resolution and moved its adoption: RESOLUTION NO. 8643 -19�, RESOLUTION ADOPTING A MODIFICATION TO THE DEVELOPMENT PROGRAM FOR DEVELOPMENT DISTRICT NO. 1 AND ESTABLISHING TAX INCREMENT FINANCING DISTRICT NO. 1 -5 THEREIN AND ADOPTING A TAX INCREMENT FINANCING PLAN THEREFOR. BE IT RESOLVED by the City Council (the "Council ") of the City of Andover, Minnesota (the "City "), as follows: Section 1. Recitals. 1.01. The Andover Economic Development Authority of the City of Andover (the "EDA ") and the City of Andover have heretofore established Development District No. 1 and adopted a Development Program therefor. It has been proposed by the EDA and the City that the City adopt a Modification to the Development Program for Development District No. 1 (the "Development Program Modification ") © and establish Tax Increment Financing District No. 1 -5 (the "District ") therein and adopt a Tax Increment Financing Plan (the "TIF Plan ") therefor (the Development Program Modification and the TIF Plan are referred to collectively herein as the "Program Modification and TIF Plan"); all pursuant to and in conformity with applicable law, including Minnesota Statutes, Sections 469.090 to 469.1082 and Sections 469.174 to 469.1799, all inclusive, as amended, (the "Act ") all as reflected in the Program Modification and TIF Plan, and presented for the Council's consideration. 1.02. The EDA and City have investigated the facts relating to the Program Modification and TIF Plan and have caused the Program Modification and TIF Plan to be prepared. 1.03. The EDA and City have performed all actions required by law to be performed prior to the establishment of the District and the adoption and approval of the proposed Program Modification and TIF Plan, including, but not limited to, notification of Anoka County and Independent School District No. 11 having taxing jurisdiction over the property to be included in the District, a review of and written comment on the Program Modification and TIF Plan by the City Planning Commission on April 10, 2012, approval of the Program Modification and TIF Plan by the EDA on May 1, 2012, and the holding of a public hearing on May 1, 2012 upon published notice as required by law. 1.04. Certain written reports (the "Reports ") relating to the Program Modification and TIF Plan and to the activities contemplated therein have heretofore been prepared by staff and consultants and submitted to the Council and/or made a part of the City files and proceedings on the Program Modification and TIF Plan. The Reports include data, information and/or substantiation constituting or relating to the basis for the other findings and determinations made in this resolution. The Council hereby confirms, ratifies and adopts the Reports, which are hereby incorporated into and made as fully a part of this resolution to the same extent as if set forth in full herein. 1.05. The City is not modifying the boundaries of Development District No. 1, but is however, © modifying the Development Program therefor. Section 2. Findings for the Adoption and Approval of the Development Program Modification 2.01. The Council approves the Development Program Modification, and specifically finds that: (a) the land within the Project area would not be available for redevelopment without the financial aid to be sought under this Development Program; (b) the Development Program, as modified, will afford maximum opportunity, consistent with the needs of the City as a whole, for the development of the Project by private enterprise; and (c) that the Development Program, as modified, conforms to the general plan for the development of the City as a whole. Section 3. Findings for the Establishment of Tax Increment Financing District No 1 -5 3.01. The Council hereby finds that Tax Increment Financing District No. 1 -5 is in the public interest and is a "housing district" under Minnesota Statutes, Section 469.174, Subd. 11 of the Act. 3.02. The Council further finds that the proposed development would not occur solely through private investment within the reasonably foreseeable future, that the Program Modification and TIF Plan conform to the general plan for the development or redevelopment of the City as a whole; and that the Program Modification and TIF Plan will afford maximum opportunity consistent with the sound needs of the City as a whole, for the development or redevelopment of the District by private enterprise. 3.03. The Council further finds, declares and determines that the City made the above findings stated in this Section and has set forth the reasons and supporting facts for each determination in writing, attached hereto as Exhibit A. Section 4. Public Purpose. 4.01. The adoption of the Program Modification and TIF Plan conforms in all respects to the requirements of the Act and will help fulfill a need to develop an area of the City which is already built up, to provide housing opportunities, to improve the tax base and to improve the general economy of the State and thereby serves a public purpose. For the reasons described in Exhibit A, the City believes these benefits directly derive from the tax increment assistance provided under the TIF Plan. A private developer will receive only the assistance needed to make this development financially feasible. As such, any private benefits received by a developer are incidental and do not outweigh the primary public benefits. Section 5. Approval and Adoption of the Program Modification and TIF Plan. 5.01. The Program Modification and TIF Plan, as presented to the Council on this date, including without limitation the findings and statements of objectives contained therein, are hereby approved, ratified, established, and adopted and shall be placed on file in the office of the City Administrator. 5.02. The staff of the City, the City's advisors and legal counsel are authorized and directed to proceed with the implementation of the Program Modification and TIF Plan and to negotiate, draft, prepare and present to this Council for its consideration all further plans, resolutions, documents and contracts necessary for this purpose. ® 5.03 The Auditor of Anoka County is requested to certify the original net tax capacity of the District, as described in the Program Modification and TIF Plan, and to certify in each year thereafter the © amount by which the original net tax capacity has increased or decreased; and the City of Andover is authorized and directed to forthwith transmit this request to the County Auditor in such form and content as the Auditor may specify, together with a list of all properties within the District, for which building permits have been issued during the 18 months immediately preceding the adoption of this resolution. 5.04. The City Administrator is further authorized and directed to file a copy of the Program Modification and TIF Plan with the Commissioner of the Minnesota Department of Revenue and the Office of the State Auditor pursuant to Minnesota Statutes 469.175, Subd. 4a. The moti n for the adoption of the foregoing resolution was duly seconded by Council member yko wta .r , and upon a vote being taken thereon, the following voted in favor thereof: and the following voted against the same: Dated: May 1, 2012 M' e Gamache, Mayor (Seal) U © EXHIBIT A RESOLUTION NO. k© — I� The reasons and facts supporting the findings for the adoption of the Tax Increment Financing Plan for Tax Increment Financing District No. 1 -5, as required pursuant to Minnesota Statutes, Section 469.175, Subdivision 3 are as follows: 1. Finding that Tax Increment Financing District No. 1 -5 is a housing district as defined in M.S., Section 469.174, Subd. 11. TIF District No. 1 -5 consists of 2 parcels. The development will consist of senior rental housing. All or a portion of which will receive tax increment assistance and will meet income restrictions described in M.S. 469.1761. At least 20 percent of the unitsihomes receiving assistance will have incomes at or below 50 percent of statewide median income. Appendix E of the TIF Plan contains background for the above finding. 2. Finding that the proposed development, in the opinion of the City Council, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future. The proposed development, in the opinion of the City, would not reasonably be expected to occur solely through private investment within the reasonably foreseeable future: This finding is supported by the fact that the development proposed in this plan is an affordable, senior rental housing project that meets the © City's objectives for development and redevelopment. The cost of land acquisition, site and public improvements and construction costs makes this housing development infeasible without City assistance. There are no price reductions provided by land sellers or construction contractors for affordable housing developments since they view all projects as market rate projects. With decreased rental income from the affordable units, there is less cash flow available to service the operating and debt expenses for the project and in .return, less than market rate investment returns to the developer. The development needs some assistance to make up this short fall and thus this project is feasible only through assistance, in part, from tax increment financing. The developer was asked for and provided a letter and a proforma as justification that the developer would not have gone forward without tax increment assistance (see attachment in Appendix F of the TIF Plan). The increased market value of the site that could reasonably be expected to occur without the use of tax increment financing would be less than the increase in market value estimated to result from the proposed development after subtracting the present value of the projected tax increments for the maximum duration of the TIF District permitted by the TIF Plan: This finding is justified on the grounds that the cost of land acquisition, and site and public improvements add to the total development cost. Historically, site development costs in this area have made development infeasible without tax increment assistance. In addition, the sale price of the land is at the higher end, even for market rate developments, which means that even a market rate development would require assistance. Therefore, the City reasonably determines that no other development of similar scope is anticipated on this site without substantially similar assistance being provided to the development. 3. Finding that the TIF Plan for Tax Increment Financing District No. 1 -5 conforms to the general plan for the development or redevelopment of the municipality as a whole. © The Planning Commission reviewed the TIF Plan and found that the TIF Plan conforms to the general development plan of the City. © 4. Finding that the TIF Plan for Tax Increment Financing District No. 1 -5 will afford maximum opportunity, consistent with the sound needs of the City as a whole, for the development or redevelopment of Development District No. 1 by private enterprise. Through the implementation of the TIF Plan, the EDA or City will provide an impetus for residential development, which is desirable or necessary for increased population and an increased need for life -cycle housing within the City. X S CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 046 -12 A RESOLUTION ESTABLISHING PARKING RESTRICTIONS ON COUNTY STATE AID HIGHWAY 116 (BUNKER LAKE BOULEVARD) AND COUNTY STATE AID HIGHWAY 7 (7TH AVENUE) THIS RESOLUTION passed this 1 st day of May, 2012, by the City of Andover, Minnesota, Anoka County, Minnesota. The Municipal Corporation shall hereinafter be called the "City"; and WHEREAS, the Anoka County Highway Department applied for and received Federal Funds for upgrading County State Aid Highway 116 (Bunker Lake Boulevard) and County State Aid Highway 7 (7th Avenue); and WHEREAS, the State will require that parking be restricted along these segments as part of the plan review process; and WHEREAS, when restricting parking along a County roadway, it is the County's policy to require the municipality in which the roadway is located to Qsubmit a No Parking resolution. NOW, THEREFORE, BE IT RESOLVED, that the City shall restrict parking of motor vehicles in the area described as: Along Bunker Lake Boulevard NW within the City limits from Round Lake Boulevard NW to 7th Avenue NW and along 7th Avenue NW within the City limits from 41St Avenue NW to 145th Avenue NW. Adopted by the City Council of the City of Andover this 1St day of M_ y 2012. ATTEST: Mic elle Hartner — Deputy City Clerk X Mi hael R. Gamache - Mayor CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 045 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ACCEPTING FEASIBILITY STUDY AND WAIVING PUBLIC HEARING FOR THE IMPROVEMENT OF WATER MAIN FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE NW RECONSTRUCTION. WHEREAS, the City Council did on the 20th day of March , 2012 order the preparation of a feasibility study for the improvement; and WHEREAS, such feasibility study was prepared by City Engineer and presented to the Council on the 1St day of May 2012 ; and WHEREAS, the property owners have waived the right to a Public Hearing; and WHEREAS, the City Council has reviewed the feasibility study and declares the improvement feasible, for an estimated cost of $ 1,500.00 per lot . ® NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby receive the feasibility report with an estimated cost per lot of $ 1,500.00 , waives the Public Hearing and order improvements. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 1St day of May 2012 , with Councilmembers Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: 'chael R. G he - Mayor Michelle Hartner— �lDeputy City Clerk CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 044 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ACCEPTING FEASIBILITY REPORT AND CALLING PUBLIC HEARING ON IMPROVEMENT FOR 174TH AVENUE NW, HEATHER STREET NW & 173RD LANE NW, PROJECT NO. 11 -47. WHEREAS, pursuant to Resolution No. 001 -12, adopted the 3`d day of January , 2012 a Feasibility Report has been prepared by the City Engineer for the improvements: and WHEREAS, such report was received by the City Council on the 1St day of May , 2012; and WHEREAS, such reports declared the proposed assessments to be feasible for an estimated total project cost of $304,260.00. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The City Council hereby accepts the Feasibility Reports for Project No. 11 -47 for the improvements. © 2. The Council will consider the improvements in accordance with the reports and the assessment of abutting property for all or a portion of the improvement pursuant to Minnesota Statutes Chapter 429 at an estimated total cost of the improvement of $304,260.00. 3. A public hearing shall be held on such proposed improvement on the 5th day of June , 2012 in the Council Chambers of the City Hall at 7:00 PM and the Clerk shall give mailed and published notice of such hearing and improvement as required by law. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 1 st day of May , 2012, with Councilmembers Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: ✓ © 'chael R. Ga ache - Mayor 1)2c 0111 e Hart ner— Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 043 -12 MOTION by Council member Trude to adopt the following: A RESOLUTION ACCEPTING BIDS AND AWARDING CONTRACT FOR THE IMPROVEMENT OF PROJECT NO. 11 -43, 140T" LANE NW WATER MAIN IMPROVEMENTS. WHEREAS, pursuant to advertisement for bids as set out in Council Resolution No. 031 -12 dated March 20 , 2012, bids were received, opened and tabulated according to law with results as follows: County Line Excavating $241,935.50 S.R. Weidema Inc. $260,107.00 Douglas -Kerr Underground. $279,117.20 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby accept the bids as shown to indicate County Line Excavating as being the apparent low bidder. BE IT FURTHER RESOLVED TO HEREBY direct the Mayor and City Clerk to enter into a contract with .County Line Excavating in the amount of $241,935.50 for construction of the improvements; and direct the City Clerk to return to all bidders the deposits made with their bids, except that the deposit of the successful bidder and the next two lowest bidders shall be retained until the contract has been executed and bond requirements met. MOTION seconded by Council member Howard and adopted by the City Council at a regular meeting this 1St day of May , 2012 , with Council members Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Council members none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: /1_7"� r✓l� Wchael R. Gamache - Mayor n 1 Mi helle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA © STATE OF MINNESOTA RES. NO. R042 -12 A RESOLUTION APPROVING CONDITIONAL USE PERMIT FOR PARKING EXPANSION FOR USED VEHICLE SALES ON PROPERTY LOCATED AT 3138 162ND LANE NW LEGALLY DESCRIBED AS THE EAST 150 FEET OF THE WEST 400 FEET OF THE SOUTH 433 FEET OF THE NORTH 2184.99 FEET OF THE WEST HALF OF THE NORTHWEST QUARTER OF SECTION 16 TOWNSHIP 32 RANGE 24, ANOKA COUNTY MINNESOTA, EXCEPT ROAD, SUBJECT TO EASEMENTS OF RECORD. WHEREAS, the applicant has received approval of a conditional use permit to allow used vehicle sales on the subject property; and WHEREAS, Resolution R055 -11 limited the number of used vehicle sales licenses to one license and limited the number of vehicles that could be displayed on the subject property to five vehicles; and WHEREAS, the applicant has requested an amendment to the approved conditional use permit for parking expansion to allow display of more vehicles for sale and the ability to seek additional vehicle sales licenses for the subject property; and WHEREAS, the Planning Commission finds the request would not have a detrimental effect upon the health, safety, and general welfare of the City of Andover, and; WHEREAS, the Planning Commission recommends to the City Council approval of the conditional use permit request, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning Commission and approves used vehicle sales on the subject property subject to the following: The applicant shall obtain approval of all additional vehicle sales licenses from the City Council as required by City Code 3 -8. 2. All vehicle sales dealers licensed to operate on the subject property shall comply with all state requirements for motor vehicle dealers. 3. The hours of operation shall be limited to Monday through Saturday between the hours of 6:00 am and 9:00 pm. 4. The site plan and improvements to the subject property shall conform to the drawing stamped received by the City of Andover April 6; 2012 with the following exceptions; fla. One additional stall shall be striped at the southwest corner of the front parking area. b. The southerly twenty feet of the dashed parking area shown adjacent to the proposed new drive lane shall be eliminated. H H H C. The new drive lane shall conform to the required ten foot setback from the east property line. d. The plan shall conform to the city's Storm Water Management Plan. e. The areas where vehicles maybe displayed does not require standard size (10'x18') parking stalls as required by the City Code. 5. Any trees removed to allow future parking stalls shall be replaced. 6. The areas of bare ground on the subject property shall be re- vegetated within 120 days of the completion of the parking lot and maintained with vegetative ground cover. 7. This resolution supersedes Resolution No. R055 -11 adopted by the City Council on July 19, 2011. 8. Trash containers shall be screened, stored within an enclosure or stored inside a building as required by the City Code. Adopted by the City Council of the City of Andover on this 17 I day of April, 2012. CITY OF ANDOVER ATTEST: ✓ �'" ✓`" �"'�� ichael R. Gamache, Mayor Mi helle Hartner, Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R041 -12 A RESOLUTION GRANTING CONDITIONAL USE PERMIT FOR REQUEST TO STOCKPILE FILL (SAND) AT 16563 HANSON BOULEVARD NW LEGALLY DESCRIBED AS: THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 11 TOWNSHIP 32 RANGE 24, EXCEPT THE SOUTH 330 FEET OF THE WEST 687 FEET THEREOF; ALSO EXCEPT ROAD AND SUBJECT TO EASEMENTS OF RECORD WHEREAS, Dennis Kuiken has requested a conditional use permit for stockpiling of fill (sand) on the subject property; and WHEREAS, City Code 12 -12 requires a conditional use permit for importing more than 400 cubic yards of material; and WHEREAS, the Planning Commission held a public hearing and has reviewed the request and recommends approval of the conditional use permit; and © WHEREAS, the City Council finds the request would not have a detrimental effect upon the health, safety, morals, and general welfare of the City of Andover; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning and Zoning Commission and approves the conditional use permit on said property with the following conditions: 1. The applicant shall obtain a permit from the Lower Rum River Watershed Management Organization for stockpiling of fill (sand) prior to the material being brought to the subject property. 2. The applicant shall provide to the city documentation from the Anoka Conservation District that the proposed project will not impact wetlands. 3. The applicant shall submit a plan for review by the Minnesota Pollution Control Agency to determine if an NPDES permit is required. 4. Material shall be stored only in the area shown on the `Fill Storage Areas Plans' stamped received by the City of Andover March 22, 2012. 5. The applicant shall obtain city and Lower Rum River Watershed District approval for the end use of the fill material prior to September 28, 2012. 6. If city and Lower Rum River Watershed District approval for the end use of the fill (sand) material is not achieved prior to September 28, 2012, all fill (sand) material shall be removed from the subject property, the site shall be graded to the pre- existing topographic elevations and all disturbed areas shall be seeded and mulched by November 2, 2012. 7. All material shall be utilized in compliance with the City Code and Lower Rum River Watershed Management Organization requirements or removed from the site by September 27, 2013. The site shall also be restored as provided in Condition #6 above. 8. During transportation of material the roadway on the subject property shall be regularly watered to control dust and signs shall be posted to alert traffic that trucks are hauling material from the access to Hanson Boulevard. x This permit shall be subject to annual site inspection to determine compliance with the City Code and the conditions of this permit. 10. The applicant shall obtain written approval from Koch Industries, Inc for the continued use of the compacted berm installed over the gas pipeline by North Pine Aggregate, Inc. to haul fill materials to the approved stockpile location. 11. The applicant shall obtain written approval from Koch Industries for the crossing of the pipeline during the removal of the fill (sand) from the site. Adopted by the City Council of the City of Andover on this I7th day of April, 2012. CITY OF ANDOVER ATTEST: Li helle Hartner, Deputy City Clerk ichael R. amache, Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R040 -12 A RESOLUTION APPROVING CONDITIONAL USE PERMIT FOR COMMERCIAL ANIMAL TRAINING ON PROPERTY LOCATED AT 31,$1 — 161sT AVE NW LEGALLY DESCRIBED AS FOLLOWS: UNPLATTED CITY OF ANDOVER THAT PART OF THE SW1/4 OF NWIA OF SEC 16 -32 -24 DESC AS FOL -COM ON THE SE CORNER OF THE SWl /4 OF NW1/4 OF SEC 16- 32 -24 -TH WLY ON S LINE OF SAID 1/4 A DIST OF 461 FT TO THE AC TUAL POINT OF BEG- TH NLY PRLL TO THE E LINE OF THE SWl /4 OF NWl /4 TO A POINT A DIST OF 2,106.01 FT S OF THE N LINE OF SEC 16- 32 -24 -TH WLY PRLL TO THE S LINE OF SAID 1/4 TO A POINT A DIST OF 650 FT E OF THE W LINE OF THE SW1/4 OF NWl /4 -TH SLY PRLL TO THE E LINE OF THE SWl /4 OF NWIA A DIST OF 78.98 FT -TH WLY PRLL TO THE S LINE OF THE SWIA OF NW1 /4 SEC 16 -32 -24 TO A POINT 370.42 FT E OF THE WLI NE OF SAID 1 /4 -TH SLY PRLL TO THE W LINE OF THE SW1/4 OF THE NW1/4 TO A POINT ON THE S LINE OF SAID 1/4 A DIST OF 370.42 FT E OF THE SW CORNER OF THE SW1/4 OF THE NW1/4 OF SEC 16- 32 -24 -TH ELY ON SLIN E OF SAID 1/4 TO THE POINT OF BEG EX RD; SUBJ TO EASE OF REC. WHEREAS, the applicant has requested approval of a conditional use permit for commercial animal training on the subject property; and WHEREAS, the Planning Commission finds the request would not have a detrimental effect upon the health, safety, and general welfare of the City of Andover; and WHEREAS, the Planning Commission recommends to the City Council approval of the conditional use permit as requested; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning Commission and the conditional use permit for commercial animal training subject to the following conditions: I. The shared parking lot meets the 16 space minimum number of stalls as required by City Code. 2. All parking spaces shall be marked with yellow or white paint. 3. Training is limited to domestic canines found not to be potentially dangerous. 4. The entire operation is contained within the enclosure. Adopted by the City Council of the City of Andover on this 17th day of April, 2012. CITY OF ANDOVER -1� ATTEST: �.alnerDepu Mi ha el R. Ga c e, Mayor chelle ty City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 039 -12 MOTION by Council member Knight to adopt the following: A RESOLUTION ACCEPTING BIDS AND AWARDING CONTRACT FOR THE IMPROVEMENT OF PROJECT NOS. 12 -02A Ivywood Estates, 12 -02B Johnsons Oakmount Terrace, 12 -02C 147th Avenue NW Reconstruction, 12 -08 2012 Curb, Sidewalk & Ped. Ramp Repairs, and 12 -13 Sunshine Park Parking Lot Expansion , WHEREAS, pursuant to advertisement for bids as set out in Council Resolution No. 021 -12 dated March 6, 2012, bids were received, opened and tabulated according to law with results as follows: Contractor Base Bid+ Alt. 1 Base Bid + Alt 2 Rum River Contracting Co. $677,629.02 $678,362.02 Hardrives, Inc. $776,518.11 $782,949.20 ASTECH Corp. $821,369.50 $828,291.00 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby accept the bids as shown to indicate Rum River Contracting, Inc. as being the apparent low bidder. BE IT FURTHER RESOLVED TO HEREBY direct the Mayor and City Clerk to enter into a contract with Rum River Contracting, Inc. in the amount of $677,629.02. (Base Bid &Alternate #1) for construction of the improvements; and direct the City Clerk to return to all bidders the deposits made with their bids, except that the deposit of the successful bidder and the next two lowest bidders shall be retained until the contract has been executed and bond requirements met. MOTION seconded by Council member Bukkila and adopted by the City Council at a regular meeting this 17th day of April 2012 , with Council members Knight, Bukkila, Gamache, Howard, Trude voting in favor of the resolution, and Council members none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER Q ATTEST: 7 Mi ael R. Gam e - Mayor L J F Mic elle Hartner— Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 038 -12 MOTION by Councilmember Knight to adopt the following: A RESOLUTION ACCEPTING A CONTRIBUTION MADE TO THE CITY OF ANDOVER TO BE INSTALLED AT SOPHIE'S PARK. WHEREAS, any contributions that are to be made to the City of Andover must be accepted by the City Council; and WHEREAS, the contribution from Russ and Carol Schmeichel of a basketball pole, hoop and backboard valued at $200 will be installed at Sophie's Park. WHEREAS, the contribution from Russ and Carol Schmeichel of a Little Free Library valued at $375 will be installed at Sophie's Park. NOW, THEREFORE BE IT RESOLVED by the City Council to hereby accept the contributions, which is to be installed at Sophie's Park. © MOTION seconded by Councilmember. Bukkila and adopted by the City Council at a regular meeting this 17th day of April, 2012, with Councilmembers Knight, Bukkila, Gamache, Howard, Trude voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: Vic elle Hartner - Deputy City Clerk CITY OF ANDOVER ichael R. Ga the - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 037 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 11 -40, 133RD AVENUE NW RECONSTRUCTION . WHEREAS, pursuant to Resolution No. 027 -12 , adopted by the City Council on the 6' day of March , 2012 , the City Engineer has prepared final plans and specifications for Project No. 11 -40 WHEREAS, such final plans and specifications were presented to the City Council for their review on the 3`d day of April 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 am , April 27, 2012 at the Andover City Hall. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 3`d day of April 2012 , with Councilmembers Trude, Bukkila, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: i : �r I © chael R. amache - Mayor *IWelle Hart , ner— Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 036 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE NW RECONSTRUCTION_. WHEREAS, pursuant to Resolution No. 028 -12 , adopted by the City Council on the 6th day of March , 2012 , the City Engineer has prepared final plans and specifications for Project No. 11 -10 WHEREAS, such final plans and specifications were presented to the City Council for their review on the 3`d day of April 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 a.m. , May 11, 2012 at the Andover City Hall. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 3rd day of April 2012 , with Councilmembers Trude, Bukkila, Knight Gamache Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mjefiael R. Ga ache - Mayor Lhdi 0 Midhelle Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RESOLUTION NO. R035 -12 A RESOLUTION ESTABLISHING PRECINCTS AND POLLING PLACES WHEREAS, the legislature of the State of Minnesota has been redistricted; and WHEREAS, the voting precincts in the City must be reestablished after the legislature has been redistricted; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Anoka County, State of Minnesota that: 1. The City be divided into ten voting precincts effective with the August 14, 2012 State Primary Election, and 2. That the boundaries of the precincts are hereby established pursuant to Minnesota Statute 204B.14, subdivision 3d, and 3. That the polling places of the precincts are hereby established pursuant to Minnesota Statute 204B.16, and 4. That such boundaries and polling places shall be as follows: Precinct 1 All that area south of 18151 Avenue (CSAH 58) from Round Lake Boulevard (CSAH9) west along 157th Avenue (CSAH 20) to County Road 7, north to 1591h Avenue NW and west to the Rum River. Polling Place: Hope Lutheran Church 16180 Round Lake Boulevard NW Precinct 2 All that area west of Round Lake Boulevard (CSAH 9) to the Rum River, south of 157th Avenue and north of Bunker Lake Boulevard (CSAH 116). Polling Place: Grace Lutheran Church 13655 Round Lake Boulevard NW Precinct 3 All that area south of South Coon Creek Drive east of Round Lake Boulevard (CSAH 9) to Coon Creek north of Bunker Lake Boulevard (CSAH 116); and all that area north of 133`d Avenue east of Round Lake Boulevard to Crosstown Boulevard (CSAH 18) and south of Bunker Lake Boulevard. © Polling Place: Riverdale Assembly of God Church 3210 Bunker Lake Boulevard NW © Precinct 4 All that area west of Hanson Boulevard (CSAH 78) , north of Bunker Lake Boulevard (CSAH 116) and south of Andover Boulevard west to Crosstown Boulevard (CSAH 18), and all that area south and east of Coon Creek, west of Crosstown Boulevard and north of Bunker Lake Blvd. Polling Place: Crooked Lake Elementary School 2939 Bunker Lake Boulevard NW Precinct 5 All that area east of Round Lake Boulevard (CSAH 9) to Verdin Street, south of 168th Lane and north of 161St Avenue, and all that area east of Round Lake Boulevard to Hanson Boulevard (CSAH 78) north and west of Crosstown Boulevard (CSAH 18) and north of Coon Creek, west to South Coon Creek Drive and north of South Coon Creek Drive west of Coon Creek to Round Lake Boulevard. Polling Place: Andover Christian Church 16045 Nightingale Street NW Precinct 6 All that area south of 181" Avenue (CSAH 58) between Round Lake Boulevard (CSAH 9) and easterly city limits, north of 161" Avenue (CSAH 20); east of Verdin Street and north of 168th Lane west of Verdin Street. © Polling Place: Prairie Oak Community Church 1657 -161St Avenue NW Precinct 7 All that area south of 161' Avenue (CSAH 20) to Crosstown Boulevard (CSAH 18), west of University Avenue to Hanson Boulevard (CSAH 78). Polling Place: Andover Community Center 15200 Hanson Boulevard NW Precinct 8 All that area south of Crosstown Boulevard (CSAH 18) to Andover Boulevard, west of University Avenue to Crosstown Boulevard. Polling Place: Andover Community Center 15200 Hanson Boulevard NW Precinct 9 All that area lying west of University Avenue to the railroad tracks, south of Andover Boulevard and north of 133d Polling Place: Bunker Hills Activity Center 550 Bunker Lake Boulevard NW ❑i Precinct 10 All that area lying west of the railroad tracks, north of 133`d Avenue, east © of Crosstown Boulevard (CSAH 18), and south of Bunker Lake Boulevard (CSAH 116). All that area south of Andover Boulevard east of Hanson Boulevard (CSAH 78) to the railroad tracks north of Bunker Lake Boulevard. Polling Place: Andover Elementary School 14950 Hanson Boulevard NW Adopted by the City Council of the City of Andover this 20a' day of March, 2012. Attest: A" (J" MYchelle Y Y artner -De ut City Clerk P [at] [41 CITY OF ANDOVER chael R. Gamache - Mayor © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R034 -12 A RESOLUTION MODIFYING CITY OF ANDOVER RESOLUTION NUMBER 003- 12, A RESOLUTION DESIGNATING DEPOSITORIES OF CITY FUNDS AND SUPPLEMENTAL DEPOSITORIES OF CITY FUNDS FOR INVESTMENT PURPOSES ONLY. WHEREAS, Minnesota Statutes, Section 118A sets forth the procedures for the deposit of public funds which include requiring the Andover City Council to annually designate the official depositories for City funds and manage the collateral pledged to such funds; and WHEREAS, other financial institutions are, from time to time, able to pay the City of Andover interest rates on deposits that are greater than can be obtained from the official depositories; and WHEREAS, Klein Bank can provide services to the City of Andover comparable to the City's current supplemental depositories; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that Klein Bank be added as a supplemental depository for investment and cash management purposes only. Adopted by the Andover City Council on the 20th day of March 2012. CITY OF ANDOVER ATTEST: M' ael R. Gamache - Mayor 0 Hartner W—De"putyjCity Clerk H Da] CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 033 -12 A RESOLUTION DESIGNATING NO PARKING ALONG BOTH SIDES OF 147TH AVENUE NW FROM 7TH AVENUE NW (CSAH 7) TO 300 FEET EAST OF GUARANI STREET NW, PROJECT NO. 12 -2c. WHEREAS, no parking will be allowed along both sides of 147th Avenue NW from 7th Avenue NW (CSAH 7) to 300 feet east of Guarani Street NW, Project 12 -2c ; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to designate the no parking zone. Adopted by the City Council of the City of Andover this 20th day of March 2012. IM] x ha I R. th Ga e - Mayor CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 032 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION DECLARING ADEQUACY OF PETITIONS AND ORDERING PREPARATION OF A FEASIBILITY REPORT FOR THE IMPROVEMENT OF WATER MAIN SERVICE STUBS AND /OR SANITARY SEWER STUBS , FOR PROJECT NO. 11 -10, SOUTH COON CREEK DRIVE RECONSTRUCTION FOR THE FOLLOWING PROPERTIES: • 2424 South Coon Creek Drive NW (water and sewer service) • 2453 South Coon Creek Drive NW (water service only) • 2579 South Coon Creek Drive NW (water service only) • 2648 South Coon Creek Drive NW (water service only) • 2780 South Coon Creek Drive NW (water service only) • 2824 South Coon Creek Drive NW (water service only) • 2990 South Coon Creek Drive NW (water service only) • 3060 South Coon Creek Drive NW (water service only) • 3150 South Coon Creek Drive NW (water service only) +� PID 29- 32 -24 -41 -0003 (water service only) WHEREAS, the City Council has received signed petitions from the above property owners requesting the construction of water main service stubs; and WHEREAS, the City Council has received a signed petition from 2424 South Coon Creek Drive NW also requesting the construction of a sanitary sewer service stub; and WHEREAS, it may be financially beneficial to said property owners to construct sewer and water service improvements with the reconstruction of South Coon Creek Drive NW; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The petition is hereby declared to be 100% of owners of property affected, thereby making the petition unanimous. 2. The petitioners have all agreed to waive the public hearing for the improvements. 3. Escrow amount for feasibility report is 0 4. The proposed improvements are hereby referred to the City Engineer and he is instructed to provide the City Council with a feasibility report. MOTION seconded by Councilmember Howard and adopted by the © City Council at a regular meeting this 20th day of March , 2012, with Councilmembers Bukkila, Howard, Trude, Knight, Gamache voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: N /Ijjj lic elle Hartner — Deputy City Clerk H x CITY OF ANDOVER Migfiael R. Gam e - Mayor © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 031 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 11 -43, 140TH LANE NW WATER MAIN IMPROVEMENTS. , WHEREAS, pursuant to Resolution No. 014 -12 , adopted by the City Council on the 6th day of February , 2012 , the City Engineer has prepared final plans and specifications for Project No. 11 -43 WHEREAS, such final plans and specifications were presented to the City Council for their review on the 20th day of March 2012. NOW, THEREFORE, BE IT RESOLVED by th&City Council of the City of Andover to hereby approve the Final Plans and Specifications. © BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 2:00 p.m. , Tuesday, April 24,2012 at the Andover City Hall. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 20th day of March 2012 , with Councilmembers Bukkila, Howard, Trude, Knight, Gamache voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: P ichael R. Gamache - Mayor Cam-, © icl elle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. R030 -12 A RESOLUTION DESIGNATING CITY OF ANDOVER 2012 BOARD OF APPEAL AND EQUALIZATION BOARD. WHEREAS, Minnesota Statutes sets forth the process and procedures for municipalities to conduct an annual Board of Appeal and Equalization within their respective municipality; and WHEREAS, the City of Andover has designated the Anoka County Assessor as the City Assessor; and WHEREAS, The Anoka County Assessor, pursuant to statute, shall fix a day and time when the board or the board of equalization shall meet in the assessment districts of Anoka county. Notwithstanding any law or city charter to the contrary, a city board of equalization shall be referred to as a board of appeal and equalization. On or before February 15 of each year the assessor shall give written notice of the time to the city or town clerk. The meetings must be held between April 1 and May 31 each year. The clerk shall give published and posted notice of the meeting at least ten days before the date of the meeting; and © WHEREAS, the Anoka County Assessor has designated April 12, 2012 at 7:00 p.m. at the Andover City Hall as the date for properties within the City of Andover; and WHEREAS, the City of Andover City Council desires to designate the City of Andover Board of Appeal and Equalization; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that the City's Board of Appeal and Equalization contains the following voting members: Mayor Mike Gamache Councilmember Sheri Bukkila Councilmember Tony Howard Councilmember Mike Knight Councilmember Julie Trade City Administrator /City Clerk Jim Dickinson Adopted by the Andover City Council on the 6th day of March 2012. CITY OF ANDOVER ..- l' ATTEST: ,/y%s'� ichael R. mache - Mayor Mi helle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 029 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NOS. 12 -2b, JOHNSON'S OAKMOUNT TERRACE & 12 -2c. 147TH AVENUE NW. 2012 STREET RECONSTRUCTION WHEREAS, pursuant to Resolution No. 008 -12 , adopted by the City Council on the 17th day of January , 2012 , the City Engineer has prepared final plans and specifications for Project No. 12 -2b & 12 -2c . WHEREAS, such final plans and specifications were presented to the City Council for their review on the 6th day of March 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 a.m., Friday, March 30, 2012 at the Andover City Hall. MOTION seconded by Councilmember Howard and adopted by the 5City Council at a regular meeting this 6th day of March 2012 , with Councilmembers Trude, Bukkila, Knight Gamache Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: chael R. Ga ache - Mayor 'YLL. Mi helle Hartner — Deputy City Clerk X H U CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 028 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF - PROJECT NO. 11-10, SOUTH COON CREEK DRIVE NW RECONSTRUCTION AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 011 -12 of the City Council adopted on the 6th day of February , 2012, fixed a date for a public hearing; and WHEREAS, pursuant to the required published and mailed notice such hearing was held on the 6th day of March , 2012; and WHEREAS, all persons desiring to be heard were given such opportunity for same; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby order improvement Project No. 11 -10 . MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 6th day of March 2012, with Councilmembers Trude, Bukkila, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers against, whereupon said resolution was declared passed. ATTEST: Mi helle Hartner — Deputy City Clerk none CITY OF ANDOVER chael R. ache - Mayor voting © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 027 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF _PROJECT NO. 11-40, 133RD AVENUE NW RECONSTRUCTION AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 010 -12 of the City Council adopted on the 6th day of February , 2012, fixed a date for a public hearing; and WHEREAS, pursuant to the required published and mailed notice such hearing was held on the 6th day of March , 2012; and WHEREAS, all persons desiring to be heard were given such opportunity for same; and © NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby order improvement Project No. 11 -40 . MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of March 2012, with Councilmembers Trude, Bukkila, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: M' ael R. Gam e - Mayor Mi elle Hartner— Deputy City Clerk © EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF ANDOVER, MINNESOTA X HELD: March 6, 2012 RES. NO. R026 -12 Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Andover, Anoka County, Minnesota, was duly called and held at the City Hall in said City on March 6, 2012, at 7:00 P.M., for the purpose of awarding the sale of, $585,000 General Obligation Equipment Certificates, Series 2012A. The following members were present: and the following were absent: Member Trude introduced the following resolution and moved its adoption. RESOLUTION ACCEPTING PROPOSAL ON SALE OF $585,000 GENERAL OBLIGATION EQUIPMENT CERTIFICATES, SERIES 2012A PROVIDING FOR THEIR ISSUANCE AND LEVYING A TAX FOR THE PAYMENT THEREOF A. WHEREAS, the City of Andover, Minnesota (the "City ") has heretofore determined and declared that it is necessary and expedient to issue $585,000 General Obligation Equipment Certificates, Series 2012A (the "Certificates" or individually, a "Certificate "), pursuant to Minnesota Statutes, Chapter 475 and Minnesota Statutes, Section 412.301, to finance the acquisition of capital equipment for the City (the 'Equipment "); and B. WHEREAS, each item of equipment to be financed by the Certificates has an expected useful life at least as long as the term of the Certificates; and C. WHEREAS, the principal amount of the Certificates to be issued does not exceed one - quarter of one percent (0.25 %) of the market value of the City ($ times 25% is $ ); and D. WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ('Ehlers "), as its independent financial advisor for the sale of the Certificates and was therefore authorized to sell the Certificates by private negotiation in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9) and proposals to purchase the Certificates have been solicited by Ehlers; and 4513465v1 F. WHEREAS, the proposals set forth on Exhibit A attached hereto were received by the Deputy City Clerk, or designee, at the offices of Ehlers at 10:00 a.m. on February 23, 2012 pursuant to the Terms of Proposal established for the Bonds; and G. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - entry form as hereinafter provided; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of Cronin & Company, Inc., Minneapolis, Minnesota (the "Purchaser "), to purchase the Certificates, in accordance with the terms of proposal at the rates of interest hereinafter set forth, and to pay therefor the sum of $ plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the Certificates are hereby awarded to said purchaser. The Manager is directed to retain the deposit of said purchaser and to forthwith return to the others making proposals their good faith checks or drafts. 2. Terms of Certificates. (a) Title; Original Issue Date; Denominations; Maturities. The Certificates shall be dated March 22, 2012, as the date of original issue and shall be issued forthwith on or after such date in fully registered form, shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the "Authorized Denominations "), and shall mature, without option of prepayment, on February 1 in the years and amounts as follows: Year Amount 2016 $ 50,000 2017 535,000 As may be requested by the Purchaser, one or more term bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Certificate(s). For purposes of complying with Minnesota Statutes, Section 475.54, Subdivision 1, the maturity schedule for the Bonds has been combined with the maturity schedule of the City's outstanding $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B, as permitted by Minnesota Statutes, Section 475.54, Subdivision 2. (b) Book Entry Only System. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the "Depository") will act as securities depository for the Certificates, and to this end: 4513465v1 © (i) The Certificates shall be initially issued and, so long as they remain in book entry form only (the "Book Entry Only Period "), shall at all times be in the form of a separate single fully registered Certificate for each maturity of the Certificates; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Certificate shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Certificate. (ii) Upon initial issuance, ownership of the Certificates shall be registered in a bond register maintained by the Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee "). (iii) With respect to the Certificates neither the City nor the Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Certificates as securities depository (the "Participant ") or the person for which a Participant holds an interest in the Certificates shown on the books and records of the Participant (the "Beneficial Owner "). Without limiting the immediately preceding sentence, neither the City, nor the Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Certificates, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Certificates, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any © other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Certificates, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Certificates (the "Holder "). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Certificates are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Registrar may treat as and deem the Depository to be the absolute owner of the Certificates for the purpose of payment of the principal of and premium, if any, and interest on the Certificates, for the purpose of giving notices of redemption and other matters with respect to the Certificates, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Certificates, and for all purpose whatsoever. The Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Certificates only to or upon the Holder or the Holders of the Certificates as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Certificates to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. 3 4513465v1 © (vi) So long as any Certificate is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Certificate and all notices with respect to such Certificate shall be made and given, respectively, by the Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Certificates (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Certificates, collectively hereinafter referred to as the "Letter of Representations "). (vii) All transfers of beneficial ownership interests in each Certificate issued in book -entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Certificates. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Registrar may establish a special record date for such consent or other action. The City or the Registrar shall, to the extent © possible, give the Depository notice of such special record date not less than 15 calendar days in advance of such special record date to the extent possible. (ix) Any successor Registrar in its written acceptance of its duties under this Resolution and any paying agency /registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (c) Termination of Book- Entry OnlyS sue. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: (i) The Depository may determine to discontinue providing its services with respect to the Certificates at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Certificate if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is © willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the 4513465v1 © Certificate that the Beneficial Owners be able to obtain certificates for the Certificates, the Certificates shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Certificates shall designate at that time, in accordance with paragraph 10. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Certificates will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose. The Certificates shall provide funds to finance the Equipment. The total cost of the Equipment, which shall include all costs enumerated in Minnesota Statutes, Section 475.65, is estimated to be at least equal to the amount of the Certificates. 4. Interest. The Certificates shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per © annum set forth opposite the maturity years as follows: Maturity Interest Year Rate 2016 2.00% 2017 2.00 5. No Redemption. The Certificates shall not be subject to redemption and prepayment prior to their stated maturity dates. 6. Registrar. U.S. Bank National Association, in St. Paul, Minnesota, is appointed to act as registrar and transfer agent with respect to the Certificates (the "Registrar "), and shall do so unless and until a successor Registrar is duly appointed, all pursuant to any contract the City and Registrar shall execute which is consistent herewith. The Registrar shall also serve as paying agent unless and until a successor paying agent is duly appointed. Principal and interest on the Certificates shall be paid to the registered holders (or record holders) of the Certificates in the manner set forth in the form of Certificate and paragraph 12. 7. Form of Certificate. The Certificates, together with the Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: 4513465v1 H UNITED STATES OF AMERICA STATE OF MINNESOTA ANOKA COUNTY CITY OF ANDOVER Im GENERAL OBLIGATION EQUIPMENT CERTIFICATE, SERIES 2012A DATE OF INTEREST RATE MATURITY DATE ORIGINAL ISSUE CUSIP % February 1, March 22, 2012 REGISTERED OWNER PRINCIPAL AMOUNT: CEDE & CO. DOLLARS KNOW ALL PERSONS BY THESE PRESENTS that the City of Andover, Anoka County, Minnesota (the "Issuer "), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, without option of prepayment, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, at the rate per annum specified above (calculated on the basis of a 360 -day year of twelve 30 -day months) until the principal sum is paid or has been provided for. This Certificate will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Certificate are payable upon presentation and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the "Registrar "), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Certificate will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Certificate is registered (the "Holder ") on the registration books of the Issuer maintained by the Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the 'Regular Record Date "). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date ") fixed by the Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Holders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Certificate are payable in lawful money of the United States of America. So long as this Certificate is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Certificate and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution. Until termination of the book -entry only system pursuant to the Resolution, Certificates may only be registered in the name of the Depository or its Nominee. 45134650 © No Optional Redemption. The Certificates of this issue (the "Certificates ") shall not be subject to redemption and prepayment prior to their stated maturity dates. H Issuance; Purpose; General Obli ag tion. This Certificate is one of an issue in the total principal amount of $585,000, all of like date of original issue and tenor, except as to number, maturity, interest rate and denomination issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council on March 6, 2012 (the "Resolution "), for the purpose of providing money to finance the purchase of various items of capital equipment for the Issuer. This Certificate is payable out of the General Obligation Equipment Certificates, Series 2012A Fund of the Issuer. This Certificate constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Certificates are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Certificates of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Registrar. Copies of the Resolution are on file in the principal office of the Registrar. Transfer. This Certificate is transferable by the Holder in person or by the Holder's attorney duly authorized in writing at the principal office of the Registrar upon presentation and surrender hereof to the Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Registrar. Thereupon the Issuer shall execute and the Registrar shall authenticate and deliver, in exchange for this Certificate, one or more new fully registered Certificates in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Certificate, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Certificate and any legal or unusual costs regarding transfers and lost Certificates. Treatment of Registered Owners. The Issuer and Registrar may treat the person in whose name this Certificate is registered as the owner hereof for the purpose of receiving payment as herein provided and for all other purposes, whether or not this Certificate shall be overdue, and neither the Issuer nor the Registrar shall be affected by notice to the contrary. Authentication. This Certificate shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Registrar. 4513465v1 © Qualified Tax-Exempt Obli ag tion. This Certificate has been designated by the Issuer as a "qualified tax - exempt obligation" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. 141W IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Certificate, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Certificate, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. 4513465v1 © IN WITNESS WHEREOF, the City of Andover, Anoka County, Minnesota, by its City Council has caused this Certificate to be executed on its behalf by the facsimile signatures of its Mayor and its Deputy City Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. u u Date of Registration: REGISTRAR'S CERTIFICATE OF AUTHENTICATION This Certificate is one of the Certificates described in the Resolution mentioned within. U.S. BANK NATIONAL ASSOCIATION St. Paul, Minnesota Registrar Lo Authorized Signature Registrable by: U.S. BANK NATIONAL ASSOCIATION Payable at: U.S. BANK NATIONAL ASSOCIATION CITY OF ANDOVER ANOKA COUNTY, MINNESOTA /s/ Facsimile Mayor /s/ Facsimile Deputy City Clerk 9 4513465v1 \J I°1 \�J ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Certificate, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Cust) (Minor) under the Uniform (State) Transfers to Minors Act Additional abbreviations may also be used though not in the above list. 4513465v1 10 ® ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Certificate and does hereby irrevocably constitute and appoint attorney to transfer the Certificate on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Certificate in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). Q The Registrar will not effect transfer of this Certificate unless the information concerning the transferee requested below is provided. u Name and Address: (Include information for all joint owners if the Certificate is held by joint account.) 11 4513465vl Q 8. Execution. The Certificates shall be in typewritten form, shall be executed on behalf of the City by the signatures of its Mayor and Clerk and be sealed with the seal of the City; provided, as permitted by law, both signatures may be photocopied facsimiles and the corporate seal has been omitted. In the event of disability or resignation or other absence of either officer, the Certificates may be signed by the manual or facsimile signature of the officer who may act on behalf of the absent or disabled officer. In case either officer whose signature or facsimile of whose signature shall appear on the Certificates shall cease to be such officer before the delivery of the Certificates, the signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. E 9. Authentication. No Certificate shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Certificate, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Registrar. Certificates of Authentication on different Certificates need not be signed by the same person. The Registrar shall authenticate the signatures of officers of the City on each Certificate by execution of the Certificate of Authentication on the Certificate and by inserting as the date of registration in the space provided the date on which the Certificate is authenticated, except that for purposes of delivering the original Certificates to the Purchaser, the Registrar shall insert as a date of registration the date of original issue of March 22, 2012. The Certificate of Authentication so executed on each Certificate shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Registrar a certificate register in which, subject to such reasonable regulations as the Registrar may prescribe, the Registrar shall provide for the registration of Certificates and the registration of transfers of Certificates entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Certificate at the principal office of the Registrar, the City shall execute (if necessary), and the Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Certificates of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Certificate may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Certificates may be exchanged for Certificates of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Certificates to be exchanged at the principal office of the Registrar. Whenever any Certificates are so surrendered for exchange, the City shall execute (if necessary), and the Registrar shall authenticate, insert the date of registration of, and deliver the Certificates which the Holder making the exchange is entitled to receive. All Certificates surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Registrar and thereafter disposed of as directed by the City. 45134650 12 All Certificates delivered in exchange for or upon transfer of Certificates shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Certificates surrendered for such exchange or transfer. Every Certificate presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Certificate and any legal or unusual costs regarding transfers and lost Certificates. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Registrar, including regulations which permit the Registrar to close its transfer books between record dates and payment dates. The Deputy City Clerk, or other authorized official of the City, is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange. Each Certificate delivered upon transfer of or in exchange for or in lieu of any other Certificate shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Certificate. 12. Interest Payment; Record Date. Interest on any Certificate shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Certificate is registered (the "Holder ") on the registration books of the City maintained by the Registrar and at the address appearing thereon at the close of business on the fifteenth (15th) day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date ") fixed by the Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Registrar to the Holders not less than ten (10) days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Registrar may treat the person in whose name any Certificate is registered as the owner of such Certificate for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12 above with respect to payment and record date) on such Certificate and for all other purposes whatsoever whether or not such Certificate shall be overdue, and neither the City nor the Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Certificates when so prepared and executed shall be delivered by the Assistant Finance Director to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 0 15. Fund and Accounts. There is hereby created a special fund to be designated the "General Obligation Equipment Certificates, Series 2012A Fund" (the "Fund ") to be 13 4513465v1 E administered and maintained by the Assistant Finance Director as a bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The Fund shall be maintained in the manner herein specified until all of the Certificates and the interest thereon have been fully paid. There shall be maintained in the Fund the following separate accounts: (i) Capital Account. To the Capital Account there shall be credited the proceeds of the sale of the Certificates, less any amount paid for the Certificates in excess of the minimum bid. From the Capital Account there shall be paid all costs and expenses of the acquisition of the equipment, including all costs incurred and to be incurred of the kind authorized in Minnesota Statutes, Section 475.65; and the moneys in the Capital Account shall be used for no other purpose except as otherwise provided by law; provided that the proceeds of the Certificates may also be used to the extent necessary to pay interest on the Certificates due prior to the anticipated date of commencement of the collection of taxes herein levied. (ii) Debt Service Account. There are hereby irrevocably appropriated and pledged to, and there shall be credited to, the Debt Service Account: (a) all funds paid for the Certificates in excess of the minimum bid; (b) all taxes herein and hereafter levied for the payment of the Certificates; (c) all funds remaining in the Capital Account after the payment of all costs of acquisition of the Equipment; (d) all investment earnings on funds held in the Debt Service Account; and (e) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The Debt Service Account shall be used solely to pay the principal and interest of the Certificates and any other general obligation certificates of the City hereafter issued by the City and made payable from said account as provided by law. 4513465v1 No portion of the proceeds of the Certificates shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (i) for a reasonable temporary period until such proceeds are needed for the purpose for which the Certificates were issued and (ii) in addition to the above in an amount not greater than the lesser of five percent (5 %) of the proceeds of the Certificates or $100,000. To this effect, any proceeds of the Certificates and any sums from time to time held in the Capital Account or Debt Service Account (or any other City account which will be used to pay principal or interest to become due on the certificates payable therefrom) in excess of amounts which under then - applicable federal arbitrage regulations may be invested without regard to yield shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments after taking into account any applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. Money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Certificates to be "federally guaranteed" within the meaning of Section 149(b) of the Internal Revenue Code of 1986, as amended (the "Code "). 14 16. Tax Levy; Coverage Test. To provide moneys for payment of the principal and interest on the Certificates there is hereby levied upon all of the taxable property in the City a direct annual ad valorem tax which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Year of Tax Lev v Year of Tax Collection Amount 2012 -2015 2013 -2016 (See attached schedule) The tax levies are such that if collected in full they, together with other revenues herein pledged for the payment of the Certificates, will produce at least five percent (5 %) in excess of the amount needed to meet when due the principal and interest payments on the Certificates. The tax levies shall be irrepealable so long as any of the Certificates are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. 17. Defeasance. When all Certificates have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Certificates shall cease. The City may discharge its obligations with respect to any Certificates which are due on any date by irrevocably depositing with the Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Certificate should not be paid when due, it may nevertheless be discharged by depositing with the Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also at any time discharge its obligations with respect to any Certificates, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, subject to sale and /or reinvestment, to pay all amounts to become due thereon to maturity. 18. General Obligation Pledge. For the prompt and full payment of the principal and interest on the Certificates, as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Debt Service Account is ever insufficient to pay all principal and interest then due on the Certificates and any other certificates payable therefrom, the deficiency shall be promptly paid out of any other funds of the City which are available for such purpose, and such other funds may be reimbursed with or without interest from the Debt Service Account when a sufficient balance is available therein. 19. Certificate of Registration and Tax Levy. A certified copy of this resolution is hereby directed to be filed with the County Auditor of Anoka County, Minnesota, together with such other information the County Auditor shall require and there shall be obtained from the County Auditor a certificate that the Certificates have been entered in the County Auditor's bond register, and that the tax levy required by law has been made. ® 20. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the 15 4513465vl issuance of the Certificates, certified copies of all proceedings and records of the City relating to the Certificates and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Certificates as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 21. Compliance with Reimbursement Regulations. The provisions of this paragraph are intended to establish and provide for the City's compliance with United States Treasury Regulations Section 1.150 -2 (the "Reimbursement Regulations ") applicable to the "reimbursement proceeds" of the Certificates, being those portions thereof which will be used by the City to reimburse itself for any expenditure which the City paid or will have paid prior to the Closing Date (a "Reimbursement Expenditure "). The City hereby certifies and /or covenants as follows: (a) Not later than sixty (60) days after the date of payment of a Reimbursement Expenditure, the City (or person designated to do so on behalf of the City) has made or will have made a written declaration of the City's official intent (a "Declaration ") which effectively (i) states the City's reasonable expectation to reimburse itself for the payment of the Reimbursement Expenditure out of the proceeds of a subsequent borrowing; (ii) gives a general and functional description of the property, project or program to which the Declaration relates and for which the Reimbursement Expenditure is paid, or identifies a specific fund or account of the City and the general functional purpose thereof from which the Reimbursement Expenditure was to be paid (collectively the "Project "); and (iii) states the maximum principal amount of debt expected to be issued by the City for the purpose of financing the Project; provided, however, that no such Declaration shall necessarily have been made with respect to: (i) "preliminary expenditures" for the Project, defined in the Reimbursement Regulations to include engineering or architectural, surveying and soil testing expenses and similar prefatory costs, which in the aggregate do not exceed 20% of the "issue price" of the Certificates, and (ii) a de minimis amount of Reimbursement Expenditures not in excess of the lesser of $100,000 or 5% of the proceeds of the Certificates. (b) Each Reimbursement Expenditure is a capital expenditure or a cost of issuance of the Certificates or any of the other types of expenditures described in Section 1.150- 2(d)(3) of the Reimbursement Regulations. (c) The "reimbursement allocation" described in the Reimbursement Regulations for each Reimbursement Expenditure shall and will be made forthwith following (but not prior to) the issuance of the Certificates and in all events within the period ending on the date which is the later of three years after payment of the Reimbursement Expenditure or one year after the date on which the Project to which the Reimbursement Expenditure relates is first placed in service. (d) Each such reimbursement allocation will be made in a writing that evidences the City's use of Certificate proceeds to reimburse the Reimbursement Expenditure and, if made 16 4513465v1 within 30 days after the Certificates are issued, shall be treated as made on the day the Certificates are issued. Provided, however, that the City may take action contrary to any of the foregoing covenants in this paragraph 21 upon receipt of an opinion of its Bond Counsel for the Certificates stating in effect that such action will not impair the tax - exempt status of the Certificates. 22. Negative Covenant as to Use of Proceeds and Equipment. The City hereby covenants not to use the proceeds of the Certificates or the equipment financed thereby, or to cause or permit them to be used, or to enter into any deferred payment arrangements for the cost of the equipment, in such a manner as to cause the Certificates to be "private activity bonds" within the meaning of Sections 103 and 141 through 150 of the Code. 23. Tax - Exempt Status of the Certificates; Rebate. The City shall comply with requirements necessary under the Code to establish and maintain the exclusion from gross income under Section 103 of the Code of the interest on the Certificates, including without limitation (i) requirements relating to temporary periods for investments, (ii) limitations on amounts invested at a yield greater than the yield on the Certificates, and (iii) the rebate of excess investment earnings to the United States if the Certificates (together with other obligations reasonably expected to be issued and outstanding at one time in this calendar year) exceed the small- issuer exception amount of $5,000,000. For purposes of qualifying for the exception to the federal arbitrage rebate requirements for governmental units issuing $5,000,000 or less of bonds, the City hereby finds, determines and 10 declares that (i) the Certificates are issued by a governmental unit with general taxing powers, (ii) no Certificate is a private activity bond, (iii) ninety -five percent (95 %) or more of the net proceeds of the Certificates are to be used for local governmental activities of the City (or of a governmental unit the jurisdiction of which is entirely within the jurisdiction of the City), and (iv) the aggregate face amount of all tax - exempt bonds (other than private activity bonds) issued by the City (and all subordinate entities thereof, and all entities treated as one issuer with the City) during the calendar year in which the Certificates are issued and outstanding at one time is not reasonably expected to exceed $5,000,000, all within the meaning of Section 148(f)(4)(D) of the Code. E 24. Designation of Qualified Tax-Exempt Obligations-, Issuance Limit. In order to qualify the Certificates as "qualified tax - exempt obligations" within the meaning of Section 265(b)(3) of the Code, the City hereby makes the following factual statements and representations: (a) the Certificates are issued after August 7, 1986; (b) the Certificates are not "private activity bonds" as defined in Section 141 of the Code; (c) the City hereby designates the Certificates as "qualified tax - exempt obligations" for purposes of Section 265(b)(3) of the Code; 17 4513465v1 (d) the reasonably anticipated amount of tax - exempt obligations (other than private activity bonds, treating qualified 501(c)(3) bonds as not being private activity bonds) which will be issued by the City (and all entities treated as one issuer with the City, and all subordinate entities whose obligations are treated as issued by the City) during this calendar year 2012 will not exceed $10,000,000; and (e) not more than $10,000,000 of obligations issued by the City during this calendar year 2012 have been designated for purposes of Section 265(b)(3) of the Code. The City shall use its best efforts to comply with any federal procedural requirements which may apply in order to effectuate the designation made by this paragraph. 25. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking ") hereinafter described to: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board (the "MSRB ") by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds in not more than ten (10) business days after the occurrence of the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking, in not more than ten (10) business days following such amendment. (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers ") are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 26. Payment of Issuance Ex enses. The City authorizes the Purchaser to forward the amount of Certificate proceeds allocable to the payment of issuance expenses to K1einBank, in Chaska, Minnesota, on the closing date for further distribution as directed by the City's financial advisor, Ehlers. 18 45134650 27. Severability. If any section, paragraph or provision of this resolution shall be held a' to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 28. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. The motion for the adoption of the foregoing resolution was duly seconded by Member Knight and, after a full discussion thereof and upon vote being taken thereon, the following voted in favor thereof: Ell x Gamache, Bukkila, Knight and the following voted against the same: None Whereupon said resolution was declared duly passed and adopted. 19 4513465v1 N STATE OF MINNESOTA COUNTY OF ANOKA CITY OF ANDOVER I, the undersigned, being the duly qualified Deputy City Clerk of the City of Andover, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City, duly called and held on the date therein indicated, insofar as such minutes relate to considering proposals for and authorizing the issuance of, $585,000 General Obligation Equipment Certificates, Series 2012A of said City. WITNESS my hand this day of March, 2012. 4513465x1 De uty City Clerk 20 ►._J ►.J E STATE OF MINNESOTA COUNTY OF ANOKA COUNTY AUDITOR'S CERTIFICATE AS TO TAX LEVY AND REGISTRATION I, the undersigned, being the duly qualified and acting County Auditor of Anoka County, Minnesota, DO HEREBY CERTIFY that on the date hereof, there was filed in my office a certified copy of a resolution adopted on March 6, 2012, by the City Council of the City of Andover, Minnesota, authorizing the issuance of $585,000 General Obligation Equipment Certificates, Series 2012A (the "Obligations ") and levying a tax for the payment thereof, together with full information regarding the Obligations for which the tax was levied; and said Obligations have been entered in my Register and the tax levy required by law has been made. (SEAL) 4513465vl WITNESS my hand and the seal of the County Auditor this day of 2012. County Auditor © SIGNATURE AND NONLITIGATION CERTIFICATE We, the undersigned, being respectively the duly qualified and acting Mayor and Deputy City Clerk of the City of Andover, Anoka County, Minnesota, DO HEREBY CERTIFY that we did, in our official capacities as such officers, sign our own proper names by facsimile signature, attested by the manual signature of a person or persons authorized on behalf of U. S. Bank National Association in St. Paul, Minnesota, duly designated by the City Council as Registrar and authenticating agent ( "Registrar ") on the City's $585,000 General Obligation Equipment Certificates, Series 2012A (the "Certificates "), dated March 22, 2012, as the date of original issue, and numbered from R -1 upward, each in the denomination equal to the total principal amount for the Certificates due on the specified maturity date therefor. The Certificates mature on February 1 in the years and amounts and bear interest until paid or discharged as follows: Interest Year Amount Rate 2016 $ 50,000 2.00% 2017 535,000 2.00 WE FURTHER CERTIFY that the signature of Lee Brezinka affixed hereto is the true and proper signature of the qualified and acting Assistant Finance Director of the City. WE FURTHER CERTIFY that we are now and were on the date of signing the Certificates, the duly qualified and acting officers therein indicated, and duly authorized to execute the same, and that U.S. Bank National Association in St. Paul, Minnesota, has been duly authorized to act as agent of the City for purposes of authenticating the Certificates by one or more persons signing certificates on behalf of the Registrar, and we hereby ratify, confirm, and adopt our facsimile signatures on the Certificates as the true and proper signatures for the execution thereof. WE FURTHER CERTIFY that the Certificates have been in all respects duly executed for delivery pursuant to authority conferred upon us as such officers; and no obligations other than those above described have been issued pursuant to such authority, and that none of the proceedings or records which have been certified to the purchasers of the Certificates or the attorneys approving the same have been in any manner repealed, amended or changed, and that there has been no change in the financial condition of the City, or of the facts affecting the Certificates. WE FURTHER CERTIFY that the Official Statement prepared for the issuance of the Certificates as of its date and the date hereof, did not and does not contain any untrue statement of material fact or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. WE FURTHER CERTIFY that there is no litigation pending or, to our knowledge, threatened questioning the organization or boundaries of the City, or the right of any of us to our respective offices, or in any manner questioning our right and power to execute and deliver the 4513465x1 © Certificates, or otherwise questioning the validity of the Certificates or the levy of taxes for the payment of the Certificates and the interest thereon. X H 4513465v1 ® Dated: March 22, 2012 E J [] 4513465v1 CITY OF ANDOVER, MINNESOTA May r ep ty City Clerk Assistant Finance Director © ASSISTANT FINANCE DIRECTOR'S RECEIPT X I, the undersigned, being the duly qualified and acting Assistant Finance Director of the City of Andover, Minnesota, do hereby certify and acknowledge that on the date hereof, I received from Cronin & Company, Inc., in Minneapolis, Minnesota, the purchaser of $585,000 General Obligation Equipment Certificates, Series 2012A, dated March 22, 2012, as the date of original issue, $ , the purchase price thereof, no interest having accrued to the date hereof and the Certificates were thereupon delivered to the purchaser. 4513465v1 Dated: March 22, 2012 H H C 4513465vl CITY OF ANDOVER, MINNESOTA. Assistant Finance Director © CERTIFICATE OF REGISTRAR AND AUTHENTICATING AGENT I, , do hereby certify that I am a , duly appointed and acting as such, of U.S. Bank National Association, in St. Paul, Minnesota (the "Registrar "). Pursuant to authorization and direction of the City of Andover, Minnesota (the "City"), certain of the authorized officers listed on the attached Exhibit A have this day authenticated each of the certificates of the $585,000 General Obligation Equipment Certificates, Series 2012A (the "Certificates "), being fully registered form in denominations equal to the total principal amount of the Certificates due on the specified maturity dates therefor and bearing the numbers of R -1 and upward and have caused each Certificate to be registered in the name of a "person" as defined in Section 1 -201 of the Uniform Commercial Code, all in accordance with the provisions of the resolution adopted by the City Council on March 6, 2012 (the "Resolution "). 2. The authorized officers who have signed the certificates have been duly authorized to sign said Certificates on behalf of the Registrar acting as authenticating agent. To the best of our knowledge the provisions of any bond registrar's agreement to be entered into between the City and the Registrar will not conflict with the provisions of the Resolution with respect to the duties and responsibilities of the Registrar set forth therein. 10 4. The CUSIP (Committee of Uniform Securities Identification Procedure) number of the Certificate with the latest maturity is: 034313 ZC3. C Dated: March 22, 2012. 4513465v1 U.S. BANK NATIONAL ASSOCIATION By Authorized Officer © CERTIFICATE OF PURCHASER I, do hereby certify that I am the duly qualified and acting of Cronin & Company, Inc., in Minneapolis, Minnesota (the "Purchaser "), and as such officer I do hereby further certify as follows: 1. The Purchaser is purchasing on the date hereof $585,000 General Obligation Equipment Certificates, Series 2012A (the "Certificates ") of the City of Andover, Minnesota (the "Issuer "). 2. The Purchaser hereby represents and certifies that each maturity of the Certificates has been the subject of a bona fide initial offering to the public (excluding bond houses, brokers, or similar person or organizations acting in the capacity of underwriters or wholesalers) and that the reasonably expected reoffering price of the Certificates to the public is $585,000, excluding accrued interest. Calculations of the issue price for each maturity are as shown on Exhibit A. 3. At least 10% of the principal amount of each maturity of the Certificates was sold to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers) at not greater than the respective initial reoffering prices set forth on Exhibit A, except for the Certificates maturing in the years _, and 4. At the time the Purchaser agreed to purchase the Certificates, based upon the then prevailing market conditions, the Purchaser reasonably expected that at least 10% of the principal amount of each maturity of the Certificates would be sold to the public (excluding bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters or wholesalers) at the yield or price and rate indicated on Exhibit A, and the Purchaser had no reason to believe that any of the Certificates would be sold to the public (excluding bond houses, brokers or other persons or organizations acting in the capacity as underwriters or wholesalers) at prices greater than such offering prices or yields lower than such offering yields, as the case may be, and that the initial offering price of each maturity of the Certificates to the public (excluding bond houses, brokers, or other persons or organizations acting in the capacity as underwriters or wholesalers) represented their fair market value. 5. This certificate is given as a representation of the Purchaser, and may be relied upon by the Issuer. Dated: March 22, 2012. CRONIN & COMPANY, INC. By Its 10 4513465v1 E Maturity 2016 2017 SUBTOTAL PLUS ACCRUED* INTEREST ISSUE PRICE" (AGGREGATE) EXHIBIT A Sale Price* (Exclusive of Accrued Interest) $ -0- Assuming deliveries to customers on the date of delivery to the Purchaser by the Issuer. *# Issue Price is the price to customers, and includes accrued interest. This Exhibit A assumes the use of a typical cost formula for customers such as par or a percent of par, l�us accrued interest. 4513465v1 © CONSULTANTS CERTIFICATION The undersigned, being duly authorized to execute this Certification on behalf of Ehlers & Associates, Inc. (the "Consultants "), hereby certifies that the following information is true and correct to the best of our knowledge in reliance upon certain information provided to us by the City of Andover, Minnesota (the "Issuer ") and by Cronin & Company, Inc., the original purchaser of $585,000 General Obligation Equipment Certificates, Series 2012A, dated March 22, 2012 (the "Certificates "). This Certificate is being furnished to Briggs and Morgan, P.A. for the exclusive purpose of completing and filing on a timely basis I.R.S. Informational Statement (Form 8038 -G) for the Issuer: 1. the Issuer's federal employer identification number (EIN) is: 41- ; 2. the weighted average maturity based on the issue price of each maturity of the Certificates and from their date of issue (not based on the face amount of the Certificates or from their dated date) is years; and 3. the yield on the Certificates to maturity, based on the information supplied by the Purchaser in the Certificate of Purchaser is %.. Q Dated: March 22, 2012. EHLERS &ASSOCIATES, INC. By Its 4513465v1 a NONARBITRAGE CERTIFICATE The undersigned are the duly qualified and acting Mayor, Assistant Finance Director, and Deputy City Clerk of the City of Andover, Anoka County, Minnesota (the "City "), charged, either alone or with others, with the responsibility of issuing the City's $585,000 General Obligation Equipment Certificates, Series 2012A, dated March 22, 2012, as the date of original issue (the "Certificates "). This Certificate is being executed in accordance with the income tax regulations relating to arbitrage bonds (the "Regulations ") and may be relied upon as a certification under Section 1.148- 2(b)(2) of the Regulations under Section 148 of the Internal Revenue Code of 1986, as amended (the "Code "). The undersigned, having made an investigation of the facts, circumstances and estimates pertaining to and in connection with the Certificates, hereby certify and reasonably expect as follows with respect to the Certificates: 1. Purpose. The proceeds of the Certificates will be used to finance the acquisition of capital equipment for the City (the "Equipment "). As of the date hereof, all of the representations and statements of fact contained in the resolution adopted by the City Council on March 6, 2012 (the "Resolution "), relating to the Certificates are true and correct, and nothing has occurred between the date of adoption of the Resolution and the date hereof to cause any expectation or covenant stated in the Resolution to become unlikely or impossible of occurrence or performance, unreasonable or otherwise invalid. 2. Only Issue. No tax exempt obligations of the City will be sold within 15 days of © the Certificates pursuant to a common plan of financing with the Certificates (or will have substantially the same claim as the Certificates will have to be paid out of substantially the same source of funds). H 3. Proceeds and Uses. The Certificates were delivered and paid for on the date of this Certificate. The total sale proceeds received of the Certificates (i.e., the issue price of the Certificates or the offering price of the Certificates to the public) is ($585,000), which together with accrued interest ( -0 -) and earnings thereon estimated to amount to $ -0 -, do not exceed the total of- (i) $ the estimated total financeable costs of the Project; (ii) $ , the expenses anticipated to be incurred in connection with the issuance of the Certificates, including Underwriting Compensation as defined below; and (iii) Service Account. of unused discount to be deposited in the Debt Underwriting Compensation is the difference between the amount paid by the underwriter in purchasing the Certificates from the City and the issue price or reoffering price of the Certificates to the public. 4513465v1 4. Governmental Purposes; No Over - Issuance. The stated purposes of the Certificates are governmental purposes within the meaning of applicable law and regulations. The Sale Proceeds of the Certificates (i.e., the issue price of the Certificates less accrued interest), less any amounts used to pay issuance expenses, together with estimated earnings thereon, will not exceed the estimated dollar cost of acquiring the Equipment less all other funds to be expended for paying such costs. 5. Fund and Accounts. The Certificates are payable from the City's General Obligation Equipment Certificates, Series 2012A Fund (the "Fund "), which Fund contains the following accounts: a Capital Account (for the acquisition of the equipment) and a Debt Service Account (for payment of debt service on the Certificates). 6. Capital Account: Time Test; Due Diligence Test: Exnenditure Test. (a) Costs of Acquisition and Issuance. The costs of acquiring the Equipment and issuing the Certificates will be paid from the Capital Account in the Fund. The City reasonably expects to satisfy the time test, the due diligence test and the expenditure test as set forth below: (i) Time Test. Substantial binding contracts or commitments for acquiring the Equipment obligating the expenditure of not less than $ (five percent (5 %) of the Net Sale Proceeds (defined herein) of the Certificates) have heretofore been entered into or made or will be entered into or made within six (6) months from the date hereof. Net Sale Proceeds is the issue price of the Certificates less the accrued interest and less any bond proceeds deposited in any reserve fund or account. All such contracts are, or will be, binding obligations of the City. (ii) Due Diligence Test. The acquisition of the Equipment and the allocation of the Net Sale Proceeds of the Certificates to expenditures has proceeded and will continue to proceed with due diligence to completion. The Equipment is estimated to be purchased by , 20_. (iii) Expenditure Test. Any contract or commitment for the acquisition of the Equipment heretofore or hereafter executed has provided or will provide for the acquisition of the Equipment in less than three (3) years from the date hereof; and proceeds of the Certificates in an amount equal to at least eighty -five percent (85 %) of the Net Sale Proceeds of the Certificates will be spent in paying the cost of the acquisition of the Equipment within three (3) years from the date hereof. (b) Costs of Issuance, Transfer. The costs of issuing the Certificates will be incurred and paid within three (3) years from the date hereof Any moneys remaining in the Capital Account after acquisition of the Equipment and payment of the costs of issuing the Certificates will be transferred to the Debt Service Account unless transferred to the fund of any other purchaser as authorized by law. (c) Investments. The City shall not invest amounts in the Capital Account at a yield materially higher than the yield on the Certificates or in obligations exempt from federal income taxation under Section 103(a) of the Code if and to the extent moneys remain therein after the earlier of (i) acquisition of the Project is complete or, (ii) three (3) years from the date hereof. 2 45134650 7. Debt Service Account: Funding: Investment Covenants. The principal and interest on the Certificates are payable from the Debt Service Account. The City has covenanted that any sums from time to time held in the Capital Account and the Debt Service Account (or any other account of the City which will be used to pay debt service on the Certificates in excess of amounts which under then applicable federal arbitrage regulations may be invested without regard to yield (after taking into account all temporary periods) shall not be invested at a yield in excess of the applicable yield restrictions imposed by said arbitrage regulations on such investments. Other than the Debt Service Account, there is no other fund or account of cash or securities which the City has set aside and expects to invest or maintain at a yield greater than the yield on the Certificates for the purpose of paying debt service on the Certificates. 8. Debt Service Account: Bona Fide Debt Service Fund; Minor Portion; Temporary Periods; Yield. The Debt Service Account serves two functions: (i) a bona fide debt service fund (within the meaning of Section 1.148 -1(b) of the Regulations) which is used primarily to achieve a proper matching of revenues and principal and interest payments within each Bond Year and is depleted at least once a Bond Year except for a reasonable carryover amount not exceeding the greater of the earnings on the Debt Service Account for the immediately preceding Bond Year or one - twelfth of principal and interest payments on the Certificates for the immediately preceding Bond Year, and (ii) a sinking fund (within the meaning of Section 1.148 - I (c)(2) of the Regulations), and each such function shall be treated for the purposes hereof as if it occurred in a separate account. Amounts deposited in the Debt Service Account which are to be used not be used to pay debt service on the Certificates within twelve months of their receipt by the City (or which are a reasonable carryover amount with respect thereto) will be invested without regard to yield for a temporary period not longer than thirteen months. Receipts in the Debt Service Account which will not be used to pay debt service on the Certificates within thirteen months of their receipt will be invested without regard to yield to the extent they do not exceed the "minor portion" of $ , which is an amount equal to the lesser of $100,000 or five percent of the Sale Proceeds of the Certificates. Sale Proceeds of the Certificates are the issue price of the Certificates less accrued interest. All receipts in the Debt Service Account may be invested without regard to yield for a temporary period of thirty days from receipt, and investment earnings on such sums may be invested without regard to yield for a longer temporary period of one year from receipt. Amounts not entitled to a temporary period or within said minor portion will not be invested at a yield which is materially higher than the yield on the Certificates, or will be invested without regard to yield in tax - exempt bonds as defined in Section 150(a)(6) of the Code, being obligations the interest on which is excluded from gross income under Section 103(a) of the Code. 9. Yield Determination; Materially Higher. The yield on the Certificates is based on the issue price of the Certificates being the initial offering price to the public (excluding bond houses and brokers) as shown in the Certificate of Purchaser, at which a substantial amount (at least 10 %) of each maturity of the Certificates was sold, except as otherwise set forth in the Certificate of Purchaser. On the date hereof, the yield of the Certificates has been calculated to be %; this yield on the Certificates will be recalculated if and as required by 3 4513465x1 ® the Code or the Regulations. A "materially higher" yield is defined at Section 1.148- 2(d)(2) of the Regulations and is generally one - eighth of one percent (0.125 %). EJ 10. Rebate. The City is a "small City" not subject to the rebate requirement imposed by Section 148(f) of the Code by reason of issuing (together with all subordinate entities thereof, and all entities thereof, and all entities treated as one with the City) less than $5,000,000 of tax - exempt governmental obligations during the calendar year as provided in Section 148(f)(4)(D) of the Code. 11. Intentional Acts. The City shall not intentionally use any portion of the proceeds of the Certificates directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments except to the extent such investments would not have caused the Certificates to be arbitrage bonds if reasonably expected on the date hereof. 12. Basis For Expectations. The facts and estimates on which the foregoing expectations are based are (a) the documents included in the "Transcript" prepared for the Closing, (b) all estimates heretofore furnished the City with respect to the Equipment, (c) all contracts, if any, heretofore executed for the acquisition of the Equipment, (d) all expenditures which were heretofore made by the City for the acquisition of the Equipment and which are to be reimbursed out of the proceeds of the Certificates, and (e) such other facts and estimates, if any, as may be set forth in an Exhibit A attached hereto. 13. Not Abusive Transaction. No "abusive arbitrage device" within the meaning of Section 1.148 -10 of the Regulations is used in connection with the Certificates. No action relating to the Certificates has the effect of (i) enabling the City to exploit the difference between tax - exempt and taxable interest rates to obtain a material financial advantage and (ii) overburdening the tax- exempt bond market. 14. Reimbursement Expenditures. $ of the proceeds of the Bonds will be used to reimburse the City for reimbursement expenditures. The official intent declaration of the City was dated 15. Monitoring of f Expenditures and Investments. (a) The City will monitor the expenditure of bond proceeds and the use of the facilities financed with proceeds of the Bonds in order to assure that the Bonds continue to qualify as "qualified bonds" within the meaning of Section 141(e) or Section 145 of the Code, and the City will consult with Bond Counsel as necessary to determine whether, and to what extent, if as a result of any change in the use or purpose of the financed facilities any remedial action is required under Sections 1.141 -12, 1.142 -2 and/or 1.145 -2 of the Income Tax Regulations. (b) The City will monitor the investment of bond proceeds to assure compliance with Section 148 of the Code, and the City will consult with Bond Counsel periodically with regard to arbitrage issues and compliance. 45134650 ® 16. Familiarity; Conclusion. We are generally familiar with the requirements of the Regulations, and nothing has been called to our attention to cause us to believe that the proceeds of the Certificates will be used in a manner which would cause the Certificates to be arbitrage bonds within the meaning of Section 148 of the Code. H 17. No Other Facts. To the best of the knowledge and belief of the undersigned, there are no other facts, estimates or circumstances which would materially change the foregoing facts and conclusions. 4513465v1 ® Dated: March 22, 2012. CITY OF ANDOVER, MINNESOTA May rml Cij H 4513465v1 &`' y e -• De uty City Clerk Z�z 75J Assistant Finance Director CONTINUING DISCLOSURE UNDERTAKING This Continuing Disclosure Undertaking (the "Disclosure Undertaking ") is executed and delivered by the City of Andover, Minnesota (the "Issuer "), in connection with the issuance of $585,000 General Obligation Equipment Certificates, Series 2012A (the 'Bonds "). The Bonds are being issued pursuant to a Resolution adopted on March 6, 2012 (the "Resolution "). Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Undertaking. This Disclosure Undertaking is being executed and delivered by the Issuer for the benefit of the Owners and in order to assist the Participating Underwriters in complying with SEC Rule 150- 12(b)(5). SECTION 2. Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Undertaking unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Report" shall mean any annual financial information provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Undertaking. "Audited Financial Statements" shall mean the financial statements of the Issuer audited annually by an independent certified public accounting firm, prepared pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, modified by governmental accounting standards promulgated by the Government Accounting Standards Board. "Dissemination Agent" shall mean such party from time to time designated in writing by the Issuer to act as information dissemination agent and which has filed with the Issuer a written acceptance of such designation. "Fiscal Year" shall be the fiscal year of the Issuer. "Governing Body" shall, with respect to the Bonds, have the meaning given that term in Minnesota Statutes, Section 475.5 1, Subdivision 9. "MSRB" shall mean the Municipal Securities Rulemaking Board. "Occurrence(s)" shall mean any of the events listed in Section 5 of this Disclosure Undertaking. "Official Statement" shall be the Official Statement dated 2012, prepared in connection with the Bonds. "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds. "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. 45134650 "Resolution" shall mean the resolution or resolutions adopted by the Governing Body of the Issuer providing for, and authorizing the issuance of, the Bonds. "Rule" shall mean Rule 150- 12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time or interpreted by the Securities and Exchange Commission. SECTION 3. Provision of Annual Reports. A. Beginning in connection with the Fiscal Year ending on December 31, 20__, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 20_, and by December 31 of each year thereafter, provide to the MSRB by filing at www.emma.msrb.org, together with such identifying information as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Undertaking. B. If the Issuer is unable to provide to the MSRB an Annual Report by the date required in subsection A, the Issuer shall send a notice of such delay and estimated date of delivery to the MSRB. SECTION 4. Content and Format of Annual Reports. The Issuer's Annual Report shall contain or incorporate by reference the financial information and operating data pertaining to the Issuer listed below as of the end of the preceding Fiscal Year. The Annual Report may be submitted to the MSRB as a single document or as separate documents comprising a package, and may cross - reference other information as provided in this Disclosure Undertaking. The following financial information and operating data shall be supplied: A. An update of the operating and financial data of the type of information contained in the Official Statement under the captions: Current Property Valuations; Direct Debt; Tax Levies & Collections; Population Trend; and Employment/Unemployment. B. Audited Financial Statements of the Issuer. The Audited Financial Statements of the Issuer may be submitted to the MSRB separately from the balance of the Annual Report. In the event Audited Financial Statements of the Issuer are not available on or before the date for filing the Annual Report with the MSRB as set forth in Section 3.A. above, unaudited financial statements shall be provided as part of the Annual Report. The accounting principles pursuant to which the financial statements will be prepared will be pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, as such principles are modified by the governmental accounting standards promulgated by the Government Accounting Standards Board, as in effect from time to time. If Audited Financial Statements are not provided because they are not available on or before the date for filing the Annual Report, the Issuer shall promptly provide them to the MSRB when available. SECTION 5. Reporting of Significant Events. This Section 5 shall govern the giving of ® notices of the occurrence of any of the following events with respect to the Bonds: 7 (1) Principal and interest payment delinquencies; 4513465v1 (2) (3) Non - payment related defaults, if material; Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 - TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of security holders, if material; (8) Bond calls, if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership or similar event of the Issuer; (13) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) Appointment of a successor or additional trustee or the change of name of a trustee, if material. Whenever an event listed above has occurred, the Issuer shall promptly, which may not be in excess of the ten (10) business days after the Occurrence, file a notice of such Occurrence with the MSRB, by filing at www.emma.msrb.org, together with such identifying information as prescribed by the MSRB. The Issuer agrees to provide or cause to be provided, in a timely manner, to the MSRB notice of a failure by the Issuer to provide the Annual Reports described in Section 4. SECTION 6. Termination of Reporting Obli ag tion. The Issuer's obligations under this Disclosure Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. SECTION 7. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Undertaking, and may discharge any such Agent, with or without appointing a successor Dissemination Agent. SECTION 8. Amendment, Waiver. Notwithstanding any other provision of this Disclosure Undertaking, the Issuer may amend this Disclosure Undertaking, and any provision of this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary business or operation of the Issuer has occurred, (b) such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official 3 4513465vl `J interpretation of the Rule, and (c) such amendment or waiver is supported by an opinion of counsel expert in federal securities laws to the effect that such amendment or waiver would not materially impair the interests of Owners. SECTION 9. Additional Information. Nothing in this Disclosure Undertaking shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Undertaking or any other means of communication, or including any other information in any Annual Report or notice of an Occurrence, in addition to that which is required by this Disclosure Undertaking. If the Issuer chooses to include any information in any Annual Report or notice of an Occurrence in addition to that which is specifically required by this Disclosure Undertaking, the Issuer shall have no obligation under this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. SECTION 10. Default. In the event of a failure of the Issuer to provide information required by this Disclosure Undertaking, any Owner may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations to provide information under this Disclosure Undertaking. A default under this Disclosure Undertaking shall not be deemed an Event of Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event of any failure of the Issuer to comply with this Disclosure Undertaking shall be an action to compel performance. SECTION 11. Beneficiaries. This Disclosure Undertaking shall inure solely to the benefit of the Issuer, the Participating Underwriters and Owners from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 12. Reserved Rights. The Issuer reserves the right to discontinue providing any information required under the Rule if a final determination should be made by a court of competent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction. Date: 32012. CITY OF ANDOVER, MINNESOTA 4513465v1 By `�� t✓_ , G It yor in It§ Clbrk H $585,000 GENERAL OBLIGATION EQUIPMENT CERTIFICATES, SERIES 2012A CITY OF ANDOVER ANOKA COUNTY MINNESOTA We have acted as bond counsel in connection with the issuance by the City of Andover, Anoka County, Minnesota (the "Issuer "), of its $585,000 General Obligation Equipment Certificates, Series 2012A, bearing a date of original issue of March 22, 2012 (the "Certificates "). We have examined the law and such certified proceedings and other documents as we deem necessary to render this opinion. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Certificates and we express no opinion relating thereto. As to questions of fact material to our opinion, we have relied upon the certified ® proceedings and other certifications of public officials furnished to us without undertaking to verify the same by independent investigation. Based upon such examinations, and assuming the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such documents, and the accuracy of the statements of fact contained in such documents, and based upon present Minnesota and federal laws (which excludes any pending legislation which may have a retroactive effect on or before the date hereof), regulations, rulings and decisions, it is our opinion that: (1) The proceedings show lawful authority for the issuance of the Certificates according to their terms under the Constitution and laws of the State of Minnesota now in force. (2) The Certificates are valid and binding general obligations of the Issuer and all of the taxable property within the Issuer's jurisdiction is subject to the levy of an ad valorem tax to pay the same without limitation as to rate or amount; provided that the enforceability (but not the validity) of the Certificates and the pledge of taxes for the payment of the principal and interest thereon is subject to the exercise of judicial discretion in accordance with general principles of equity, to the constitutional powers of the United States of America and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted. 4513465v1 0 Page 2 H (3) At the time of the issuance and delivery of the Certificates to the original purchaser, the interest on the Certificates is excluded from gross income for United States income tax purposes and is excluded, to the same extent, from both gross income and taxable net income for State of Minnesota income tax purposes (other than Minnesota franchise taxes measured by income and imposed on corporations and financial institutions), and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations or the Minnesota alternative minimum tax applicable to individuals, estates or trusts; it should be noted, however, that for the purpose of computing the federal alternative minimum tax imposed on corporations, such interest is taken into account in determining adjusted current earnings. The opinions set forth in the preceding sentence are subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Certificates in order that interest thereon be, or continue to be, excluded from gross income for federal income tax purposes and from both gross income and taxable net income for State of Minnesota income tax purposes. Failure to comply with certain of such requirements may cause the inclusion of interest on the Certificates in gross income and taxable net income retroactive to the date of issuance of the Certificates. We express no opinion regarding other state or federal tax consequences caused by the receipt or accrual of interest on the Certificates or arising with respect to ownership of the Certificates. 4513465v1 Dated at Saint Paul, Minnesota, this 22nd day of March, 2012. Professional Association © EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL CITY OF ANDOVER, MINNESOTA HELD: MARCH 6, 2012 RES. NO. R025 -12 Pursuant to due call and notice thereof, a regular or special meeting of the City Council of the City of Andover, Anoka County, Minnesota, was duly called and held at the City Hall on March 6, 2012, at 7:00 P.M., for the purpose, in part, of authorizing the issuance and awarding the sale of $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B. The following members were present: and the following were absent: Member Trude introduced the following resolution and moved its adoption: RESOLUTION ACCEPTING PROPOSAL ON THE SALE OF $1,570,000 TAXABLE GENERAL OBLIGATION CAPITAL IMPROVEMENT REFUNDING BONDS, SERIES 2012B, PROVIDING FOR THEIR ISSUANCE AND LEVYING A TAX FOR THE PAYMENT THEREOF A. WHEREAS, the City Council of the City of Andover, Minnesota (the "City "), has heretofore determined and declared that it is necessary and expedient to provide moneys for a crossover refunding of the City's $3,890,000 original principal amount of General Obligation Capital Improvement Bonds, Series 2004A, dated March 16, 2004 (the "Prior Bonds "), which mature on and after February 1, 2014; and B. WHEREAS, $1,555,000 aggregate principal amount of the Prior Bonds which matures on and after February 1, 2014 (the "Refunded Bonds "), is callable on February 1, 2013 (the "Call Date "), at a price of par plus accrued interest, as provided in the resolution adopted on February 17, 2004, authorizing the issuance of the Prior Bonds (the "Prior Resolution "); and C. WHEREAS, the refunding of the Refunded Bonds is consistent with covenants made with the holders thereof, and is necessary and desirable for the reduction of debt service cost to the City; and D. WHEREAS, the City Council hereby determines and declares that it is necessary and expedient to issue $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B (the "Bonds" or individually, a "Bond "), pursuant to Minnesota Statutes, Chapter 475, to provide moneys for a crossover refunding of the Refunded Bonds; and E. WHEREAS, the City has retained Ehlers & Associates, Inc., in St. Paul, Minnesota ( "Ehlers "), as its independent financial advisor for the sale of the Bonds and was therefore authorized to sell the Bonds by private negotiation in accordance with Minnesota 4514074vl ® Statutes, Section 475.60, Subdivision 2(9) and proposals to purchase the Bonds have been solicited by Ehlers; and F. WHEREAS, the proposals set forth on Exhibit A attached hereto were received by the Deputy City Clerk, or designee, at the offices of Ehlers at 10:00 a.m. on February 23, 2012 pursuant to the Terms of Proposal established for the Bonds; and G. WHEREAS, it is in the best interests of the City that the Bonds be issued in book - entry form as hereinafter provided; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Andover, Minnesota, as follows: 1. Acceptance of Proposal. The proposal of Cronin & Company, Inc., Minneapolis, Minnesota (the "Purchaser "), to purchase the Bonds, in accordance with the terms of proposal at the rates of interest hereinafter set forth, and to pay therefor the sum of $1,613,701.90, plus interest accrued to settlement, is hereby found, determined and declared to be the most favorable proposal received and is hereby accepted, and the Bonds are hereby awarded to said purchaser. The Deputy City Clerk is directed to retain the deposit of said purchaser and to forthwith return to the others making proposals their good faith checks or drafts. 2. Bond Terms. (a) Original Issue Date; Denominations; Maturities; Term Bond Option. The Bonds shall be dated March 22, 2012 as the date of original issue, shall be issued forthwith on or after such date in fully registered form, shall be numbered from R -1 upward in the denomination of $5,000 each or in any integral multiple thereof of a single maturity (the "Authorized Denominations ") and shall mature on February 1 in the years and amounts as follows: Year Amount 2013 $100,000 2014 500,000 2015 500,000 2016 470,000 As may be requested by the Purchaser, one or more term Bonds may be issued having mandatory sinking fund redemption and final maturity amounts conforming to the foregoing principal repayment schedule, and corresponding additions may be made to the provisions of the applicable Bond(s). (b) Book Entr Only S sy tem. The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York or any of its successors or its successors to its functions hereunder (the 'Depository") will act as securities depository for the Bonds, and to this end: © (i) The Bonds shall be initially issued and, so long as they remain in book entry form only (the 'Book Entry Only Period "), shall at all times be in the form of a 4514074v1 © separate single fully registered Bond for each maturity of the Bonds; and for purposes of complying with this requirement under paragraphs 5 and 10 Authorized Denominations for any Bond shall be deemed to be limited during the Book Entry Only Period to the outstanding principal amount of that Bond. U 4514074v1 (ii) Upon initial issuance, ownership of the Bonds shall be registered in a bond register maintained by the Bond Registrar (as hereinafter defined) in the name of CEDE & CO., as the nominee (it or any nominee of the existing or a successor Depository, the "Nominee "). (iii) With respect to the Bonds neither the City nor the Bond Registrar shall have any responsibility or obligation to any broker, dealer, bank, or any other financial institution for which the Depository holds Bonds as securities depository (the "Participant ") or the person for which a Participant holds an interest in the Bonds shown on the books and records of the Participant (the "Beneficial Owner "). Without limiting the immediately preceding sentence, neither the City, nor the Bond Registrar, shall have any such responsibility or obligation with respect to (A) the accuracy of the records of the Depository, the Nominee or any Participant with respect to any ownership interest in the Bonds, or (B) the delivery to any Participant, any Owner or any other person, other than the Depository, of any notice with respect to the Bonds, including any notice of redemption, or (C) the payment to any Participant, any Beneficial Owner or any other person, other than the Depository, of any amount with respect to the principal of or premium, if any, or interest on the Bonds, or (D) the consent given or other action taken by the Depository as the Registered Holder of any Bonds (the "Holder "). For purposes of securing the vote or consent of any Holder under this Resolution, the City may, however, rely upon an omnibus proxy under which the Depository assigns its consenting or voting rights to certain Participants to whose accounts the Bonds are credited on the record date identified in a listing attached to the omnibus proxy. (iv) The City and the Bond Registrar may treat as and deem the Depository to be the absolute owner of the Bonds for the purpose of payment of the principal of and premium, if any, and interest on the Bonds, for the purpose of giving notices of redemption and other matters with respect to the Bonds, for the purpose of obtaining any consent or other action to be taken by Holders for the purpose of registering transfers with respect to such Bonds, and for all purpose whatsoever. The Bond Registrar, as paying agent hereunder, shall pay all principal of and premium, if any, and interest on the Bonds only to the Holder or the Holders of the Bonds as shown on the bond register, and all such payments shall be valid and effective to fully satisfy and discharge the City's obligations with respect to the principal of and premium, if any, and interest on the Bonds to the extent of the sum or sums so paid. (v) Upon delivery by the Depository to the Bond Registrar of written notice to the effect that the Depository has determined to substitute a new Nominee in place of the existing Nominee, and subject to the transfer provisions in paragraph 10, references to the Nominee hereunder shall refer to such new Nominee. 3 (vi) So long as any Bond is registered in the name of a Nominee, all payments with respect to the principal of and premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, by the Bond Registrar or City, as the case may be, to the Depository as provided in the Letter of Representations to the Depository required by the Depository as a condition to its acting as book -entry Depository for the Bonds (said Letter of Representations, together with any replacement thereof or amendment or substitute thereto, including any standard procedures or policies referenced therein or applicable thereto respecting the procedures and other matters relating to the Depository's role as book -entry Depository for the Bonds, collectively hereinafter referred to as the "Letter of Representations "). (vii) All transfers of beneficial ownership interests in each Bond issued in book -entry form shall be limited in principal amount to Authorized Denominations and shall be effected by procedures by the Depository with the Participants for recording and transferring the ownership of beneficial interests in such Bonds. (viii) In connection with any notice or other communication to be provided to the Holders pursuant to this Resolution by the City or Bond Registrar with respect to any consent or other action to be taken by Holders, the Depository shall consider the date of receipt of notice requesting such consent or other action as the record date for such consent or other action; provided, that the City or the Bond Registrar may establish a special record date for such consent or other action. The City or the Bond Registrar shall, to the extent possible, give the Depository notice of such special record date not less than © 15 calendar days in advance of such special record date to the extent possible. H (ix) Any successor Bond Registrar in its written acceptance of its duties under this Resolution and any paying agency/bond registrar agreement, shall agree to take any actions necessary from time to time to comply with the requirements of the Letter of Representations. (x) In the case of a partial prepayment of a Bond, the Holder may, in lieu of surrendering the Bonds for a Bond of a lesser denomination, make a notation of the reduction in principal amount on the panel provided on the Bond stating the amount so redeemed. (c) Termination of Book -Entry Only System. Discontinuance of a particular Depository's services and termination of the book -entry only system may be effected as follows: 45140740 (i) The Depository may determine to discontinue providing its services with respect to the Bonds at any time by giving written notice to the City and discharging its responsibilities with respect thereto under applicable law. The City may terminate the services of the Depository with respect to the Bond if it determines that the Depository is no longer able to carry out its functions as securities depository or the continuation of the system of book -entry transfers through the Depository is not in the best interests of the City or the Beneficial Owners. 0 © (ii) Upon termination of the services of the Depository as provided in the preceding paragraph, and if no substitute securities depository is willing to undertake the functions of the Depository hereunder can be found which, in the opinion of the City, is willing and able to assume such functions upon reasonable or customary terms, or if the City determines that it is in the best interests of the City or the Beneficial Owners of the Bond that the Beneficial Owners be able to obtain certificates for the Bonds, the Bonds shall no longer be registered as being registered in the bond register in the name of the Nominee, but may be registered in whatever name or names the Holder of the Bonds shall designate at that time, in accordance with paragraph 10. To the extent that the Beneficial Owners are designated as the transferee by the Holders, in accordance with paragraph 10, the Bonds will be delivered to the Beneficial Owners. (iii) Nothing in this subparagraph (c) shall limit or restrict the provisions of paragraph 10. (d) Letter of Representations. The provisions in the Letter of Representations are incorporated herein by reference and made a part of the resolution, and if and to the extent any such provisions are inconsistent with the other provisions of this resolution, the provisions in the Letter of Representations shall control. 3. Purpose; Refunding Findings. The Bonds shall provide funds for a crossover refunding of the Refunded Bonds (the "Refunding "). It is hereby found, determined and declared that the Refunding is pursuant to Minnesota Statutes, Section 475.67, Subdivision 13, and as of the Call Date of the Bonds, shall meet the requirements of Minnesota Statutes, Section 475.67, Subdivision 12. 4. Interest. The Bonds shall bear interest payable semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, calculated on the basis of a 360 -day year of twelve 30 -day months, at the respective rates per annum set forth opposite the maturity years as follows: Maturity Year Interest Rate 2013 2.00% 2014 2.00 2015 2.00 2016 2.00 5. No Redemption. The Bonds shall not be subject to redemption and prepayment prior to their state maturity dates. 6. Bond Registrar. U.S. Bank National Association, in St. Paul, Minnesota, is appointed to act as bond registrar and transfer agent with respect to the Bonds (the "Bond Registrar "), and shall do so unless and until a successor Bond Registrar is duly appointed, all pursuant to any contract the City and Bond Registrar shall execute which is consistent herewith. © The Bond Registrar shall also serve as paying agent unless and until a successor paying agent is 45140740 H H duly appointed. Principal and interest on the Bonds shall be paid to the registered holders (or record holders) of the Bonds in the manner set forth in the form of Bond and paragraph 12. 7. Form of Bond. The Bonds, together with the Bond Registrar's Certificate of Authentication, the form of Assignment and the registration information thereon, shall be in substantially the following form: asiao7avi © UNITED STATES OF AMERICA STATE OF MINNESOTA ANOKA COUNTY CITY OF ANDOVER R- $ TAXABLE GENERAL OBLIGATION CAPITAL IMPROVEMENT REFUNDING BOND, SERIES 2012B Interest Rate Maturity Date of Original Issue CUSIP February 1, March 22, 2012 034313 REGISTERED OWNER: CEDE & CO. PRINCIPAL AMOUNT: The City of Andover, Anoka County, Minnesota (the "Issuer "), certifies that it is indebted and for value received promises to pay to the registered owner specified above, or registered assigns, in the manner hereinafter set forth, the principal amount specified above, on the maturity date specified above, without option of prior redemption, and to pay interest thereon semiannually on February 1 and August 1 of each year (each, an "Interest Payment Date "), commencing February 1, 2013, at the rate per annum specified above (calculated on the basis of © a 360 day year of twelve 30 day months) until the principal sum is paid or has been provided for. This Bond will bear interest from the most recent Interest Payment Date to which interest has been paid or, if no interest has been paid, from the date of original issue hereof. The principal of and premium, if any, on this Bond are payable upon presentation and surrender hereof at the principal office of U.S. Bank National Association, in St. Paul, Minnesota (the 'Bond Registrar "), acting as paying agent, or any successor paying agent duly appointed by the Issuer. Interest on this Bond will be paid on each Interest Payment Date by check or draft mailed to the person in whose name this Bond is registered (the "Holder" or "Bondholder ") on the registration books of the Issuer maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any interest not so timely paid shall cease to be payable to the person who is the Holder hereof as of the Regular Record Date, and shall be payable to the person who is the Holder hereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given to Bondholders not less than ten days prior to the Special Record Date. The principal of and premium, if any, and interest on this Bond are payable in lawful money of the United States of America. So long as this Bond is registered in the name of the Depository or its Nominee as provided in the Resolution hereinafter described, and as those terms are defined therein, payment of principal of, premium, if any, and interest on this Bond and notice with respect thereto shall be made as provided in the Letter of Representations, as defined in the Resolution, and surrender of this Bond shall not be required for payment of the redemption price upon a partial redemption of this Bond. Until termination of the book -entry only system pursuant to the Resolution, Bonds may © only be registered in the name of the Depository or its Nominee. 4514074v1 © No Optional Redemption. The Bonds of this issue (the "Bonds ") shall not be subject to redemption and prepayment prior to their stated maturity dates. E Issuance; Purpose; General Obli ag tion. This Bond is one of an issue in the total principal amount of $1,570,000, all of like date of original issue and tenor, except as to number, maturity, interest rate, and denomination, issued pursuant to and in full conformity with the Constitution and laws of the State of Minnesota and pursuant to a resolution adopted by the City Council on March 6, 2012 (the "Resolution "), for the purpose of providing funds sufficient for a crossover refunding of certain outstanding general obligation bonds of the Issuer and is payable out of the Escrow Account and the Debt Service Account established by the Issuer pursuant to the Resolution. This Bond constitutes a general obligation of the Issuer, and to provide moneys for the prompt and full payment of its principal, premium, if any, and interest when the same become due, the full faith and credit and taxing powers of the Issuer have been and are hereby irrevocably pledged. Denominations; Exchange; Resolution. The Bonds are issuable solely in fully registered form in Authorized Denominations (as defined in the Resolution) and are exchangeable for fully registered Bonds of other Authorized Denominations in equal aggregate principal amounts at the principal office of the Bond Registrar, but only in the manner and subject to the limitations provided in the Resolution. Reference is hereby made to the Resolution for a description of the rights and duties of the Bond Registrar. Copies of the Resolution are on file in the principal office of the Bond Registrar. Transfer. This Bond is transferable by the Holder in person or by the Holder's attorney duly authorized in writing at the principal office of the Bond Registrar upon presentation and surrender hereof to the Bond Registrar, all subject to the terms and conditions provided in the Resolution and to reasonable regulations of the Issuer contained in any agreement with the Bond Registrar. Thereupon the Issuer shall execute and the Bond Registrar shall authenticate and deliver, in exchange for this Bond, one or more new fully registered Bonds in the name of the transferee (but not registered in blank or to "bearer" or similar designation), of an Authorized Denomination or Denominations, in aggregate principal amount equal to the principal amount of this Bond, of the same maturity and bearing interest at the same rate. Fees upon Transfer or Loss. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of this Bond and any legal or unusual costs regarding transfers and lost Bonds. Treatment of Registered Owners. The Issuer and Bond Registrar may treat the person in whose name this Bond is registered as the owner hereof for the purpose of receiving payment as herein provided and for all other purposes, whether or not this Bond shall be overdue, and neither the Issuer nor the Bond Registrar shall be affected by notice to the contrary. Authentication. This Bond shall not be valid or become obligatory for any purpose or be entitled to any security unless the Certificate of Authentication hereon shall have been executed by the Bond Registrar. 45140740 © Taxable Interest. The interest on this Bond is included in the gross income of the owner hereof for purposes of United States income tax and, to the same extent, in both gross income and net taxable income for purposes of State of Minnesota income tax. 7 IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions and things required by the Constitution and laws of the State of Minnesota to be done, to happen and to be performed, precedent to and in the issuance of this Bond, have been done, have happened and have been performed, in regular and due form, time and manner as required by law, and that this Bond, together with all other debts of the Issuer outstanding on the date of original issue hereof and the date of its issuance and delivery to the original purchaser, does not exceed any constitutional or statutory limitation of indebtedness. IN WITNESS WHEREOF, the City of Andover, Anoka County, Minnesota, by its City Council has caused this Bond to be executed on its behalf by the facsimile signatures of its Mayor and its Deputy City Clerk, the corporate seal of the Issuer having been intentionally omitted as permitted by law. Date of Registration: Registrable by: U.S. BANK NATIONAL ASSOCIATION Payable at: U.S. BANK NATIONAL BOND REGISTRAR'S ASSOCIATION CERTIFICATE OF AUTHENTICATION CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA This Bond is one of the Bonds described in the Resolution mentioned within. /s/ Facsimile U.S. BANK NATIONAL Mayor ASSOCIATION St. Paul, Minnesota Bond Registrar /s/ Facsimile Deputy City Clerk :A Authorized Signature 45140741 a ABBREVIATIONS The following abbreviations, when used in the inscription on the face of this Bond, shall be construed as though they were written out in full according to applicable laws or regulations: TEN COM - as tenants in common TEN ENT - as tenants by the entireties JT TEN - as joint tenants with right of survivorship and not as tenants in common UTMA - as custodian for (Gust) under the (State) (Minor) Uniform Transfers to Minors Act Additional abbreviations may also be used though not in the above list. ASSIGNMENT For value received, the undersigned hereby sells, assigns and transfers unto the within Bond and does hereby irrevocably constitute and appoint attorney to transfer the Bond on the books kept for the registration thereof, with full power of substitution in the premises. Dated: Notice: The assignor's signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or any change whatever. Signature Guaranteed: Signature(s) must be guaranteed by a national bank or trust company or by a brokerage firm having a membership in one of the major stock exchanges or any other "Eligible Guarantor Institution" as defined in 17 CFR 240.17 Ad- 15(a)(2). The Bond Registrar will not effect transfer of this Bond unless the information concerning the transferee requested below is provided. Name and Address: 4514074v1 (Include information for all joint owners if the Bond is held by joint account.) 10 E 8. Execution. The Bonds shall be in typewritten form, shall be executed on behalf of the City by the signatures of its Mayor and Deputy City Clerk and be sealed with the seal of the City; provided, as permitted by law, both signatures may be photocopied facsimiles and the corporate seal has been omitted. In the event of disability or resignation or other absence of either officer, the Bonds may be signed by the manual or facsimile signature of the officer who may act on behalf of the absent or disabled officer. In case either officer whose signature or facsimile of whose signature shall appear on the Bonds shall cease to be such officer before the delivery of the Bonds, the signature or facsimile shall nevertheless be valid and sufficient for all purposes, the same as if the officer had remained in office until delivery. 9. Authentication. No Bond shall be valid or obligatory for any purpose or be entitled to any security or benefit under this resolution unless a Certificate of Authentication on such Bond, substantially in the form hereinabove set forth, shall have been duly executed by an authorized representative of the Bond Registrar. Certificates of Authentication on different Bonds need not be signed by the same person. The Bond Registrar shall authenticate the signatures of officers of the City on each Bond by execution of the Certificate of Authentication on the Bond and by inserting as the date of registration in the space provided the date on which the Bond is authenticated, except that for purposes of delivering the original Bonds to the Purchaser, the Bond Registrar shall insert as a date of registration the date of original issue March 22, 2012. The Certificate of Authentication so executed on each Bond shall be conclusive evidence that it has been authenticated and delivered under this resolution. 10. Registration; Transfer; Exchange. The City will cause to be kept at the principal office of the Bond Registrar a bond register in which, subject to such reasonable regulations as the Bond Registrar may prescribe, the Bond Registrar shall provide for the registration of Bonds and the registration of transfers of Bonds entitled to be registered or transferred as herein provided. Upon surrender for transfer of any Bond at the principal office of the Bond Registrar, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration (as provided in paragraph 9) of, and deliver, in the name of the designated transferee or transferees, one or more new Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount, having the same stated maturity and interest rate, as requested by the transferor; provided, however, that no Bond may be registered in blank or in the name of "bearer" or similar designation. At the option of the Holder, Bonds may be exchanged for Bonds of any Authorized Denomination or Denominations of a like aggregate principal amount and stated maturity, upon surrender of the Bonds to be exchanged at the principal office of the Bond Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute (if necessary), and the Bond Registrar shall authenticate, insert the date of registration of, and deliver the Bonds which the Holder making the exchange is entitled to receive. All Bonds surrendered upon any exchange or transfer provided for in this resolution shall be promptly canceled by the Bond Registrar and thereafter disposed of as directed by the City. 4514074vl 11 All Bonds delivered in exchange for or upon transfer of Bonds shall be valid general obligations of the City evidencing the same debt, and entitled to the same benefits under this resolution, as the Bonds surrendered for such exchange or transfer. Every Bond presented or surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, in form satisfactory to the Bond Registrar, duly executed by the Holder thereof or his, her or its attorney duly authorized in writing. The Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge payable in connection with the transfer or exchange of any Bond and any legal or unusual costs regarding transfers and lost Bonds. Transfers shall also be subject to reasonable regulations of the City contained in any agreement with the Bond Registrar, including regulations which permit the Bond Registrar to close its transfer books between record dates and payment dates. The Deputy City Clerk, or other authorized official of the City, is hereby authorized to negotiate and execute the terms of said agreement. 11. Rights Upon Transfer or Exchange. Each Bond delivered upon transfer of or in exchange for or in lieu of any other Bond shall carry all the rights to interest accrued and unpaid, and to accrue, which were carried by such other Bond. 12. Interest Payment; Record Date. Interest on any Bond shall be paid on each Interest Payment Date by check or draft mailed to the person in whose name the Bond is registered (the "Holder ") on the registration books of the City maintained by the Bond Registrar and at the address appearing thereon at the close of business on the fifteenth day of the calendar month next preceding such Interest Payment Date (the "Regular Record Date "). Any such interest not so timely paid shall cease to be payable to the person who is the Holder thereof as of the Regular Record Date, and shall be payable to the person who is the Holder thereof at the close of business on a date (the "Special Record Date ") fixed by the Bond Registrar whenever money becomes available for payment of the defaulted interest. Notice of the Special Record Date shall be given by the Bond Registrar to the Holders not less than ten days prior to the Special Record Date. 13. Treatment of Registered Owner. The City and Bond Registrar may treat the person in whose name any Bond is registered as the owner of such Bond for the purpose of receiving payment of principal of and premium, if any, and interest (subject to the payment provisions in paragraph 12) on, such Bond and for all other purposes whatsoever whether or not such Bond shall be overdue, and neither the City nor the Bond Registrar shall be affected by notice to the contrary. 14. Delivery; Application of Proceeds. The Bonds when so prepared and executed shall be delivered by the Deputy City Clerk to the Purchaser upon receipt of the purchase price, and the Purchaser shall not be obliged to see to the proper application thereof. 15. Fund and Accounts. There is hereby established a special fund designated the 01 $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B Fund (the "Fund "), to be administered and maintained by the Assistant Finance Director as a 12 4514074vl © bookkeeping account separate and apart from all other funds maintained in the official financial records of the City. The fund shall be maintained in the manner herein specified until all of the Bonds and the interest thereon have been fully paid. There shall be maintained in the Fund the following separate accounts: (a) Escrow Account. The Escrow Account shall be maintained as an escrow account with U.S. Bank National Association (the "Escrow Agent "), in St. Paul, Minnesota, which is a suitable financial institution within or without the State. All proceeds of the sale of the Bonds shall be received by the Escrow Agent and applied to fund the Escrow Account or to pay costs of issuing the Bonds. Proceeds of the Bonds not used to pay costs of issuance are hereby irrevocably pledged and appropriated to the Escrow Account, together with all investment earnings thereon. The Escrow Account shall be invested in securities maturing or callable at the option of the holder on such dates and bearing interest at such rates as shall be required to provide sufficient funds, together with any cash or other funds retained in the Escrow Account, (i) to pay when due the interest to accrue on the Bonds to and including the Call Date; and (ii) to pay when called for redemption on the Call Date, the principal amount of the Refunded Bonds. The Escrow Account shall be irrevocably appropriated to the payment of (i) all interest on the Bonds to and including the Call Date, and (ii) the principal of the Refunded Bonds due by reason of their call for redemption on the Call Date. The moneys in the Escrow Account shall be used solely for the purposes herein set forth and for no other purpose, except that any surplus in the Escrow Account may be remitted to the City, all in accordance with an agreement (the 'Escrow Agreement ") by and between the City and Escrow Agent, a form of which agreement is on file in the office of the Deputy City Clerk. Any moneys remitted to the City upon termination of the Escrow Agreement shall be deposited in the Debt Service Account. (b) Debt Service Account. To the Debt Service Account there is hereby pledged and irrevocably appropriated and there shall be credited: (i) any collections of all taxes heretofore or hereafter levied for the payment of the Prior Bonds and interest thereon which are not needed to pay the Prior Bonds as a result of the Refunding; (ii) any balance remitted to the City pursuant to the Escrow Agreement; (iii) all investment earnings on funds in the Debt Service Account; and (iv) any and all other moneys which are properly available and are appropriated by the governing body of the City to the Debt Service Account. The amount of any surplus remaining in the Debt Service Account when the Bonds and interest thereon are paid shall be used consistent with Minnesota Statutes, Section 475.61, Subdivision 4. The moneys in the Debt Service Account shall be used solely to pay the principal of and interest on the Bonds or any other bonds hereafter issued and made payable from the Fund. No portion of the proceeds of the Bonds shall be used directly or indirectly to acquire higher yielding investments or to replace funds which were used directly or indirectly to acquire higher yielding investments, except (a) for a reasonable temporary period until such proceeds are needed for the purpose for which the Bonds were issued, and (b) in addition to the above, in an amount not greater than the lesser of five percent of the proceeds of the Bonds or $100,000. To this effect, any proceeds of the Bonds and any sums from time to time held in the Fund (or any other City account which will be used to pay principal and interest to become due on the Bonds) in excess of amounts which under the applicable federal arbitrage regulations may be invested without regard as to yield shall not be invested in excess of the applicable yield restrictions imposed by the arbitrage regulations on such investments after taking into account any 13 4514074v1 applicable "temporary periods" or "minor portion" made available under the federal arbitrage regulations. In addition, the proceeds of the Bonds and money in the Fund shall not be invested in obligations or deposits issued by, guaranteed by or insured by the United States or any agency or instrumentality thereof if and to the extent that such investment would cause the Bonds to be "federally guaranteed" within the meaning of Section 149(b) of the federal Internal Revenue Code of 1986, as amended (the "Code "). 16. Tax Levy; Coverage Test; Cancellation of Certain Tax Levies. To provide moneys for payment of the principal and interest on the Bonds there is hereby levied upon all of the taxable property in the City a direct annual ad valorem tax which shall be spread upon the tax rolls and collected with and as part of other general property taxes in the City for the years and in the amounts as follows: Years of Tax Lev v Years of Tax Collection Amount 2012 -2014 2013 -2015 See attached schedule The tax levies are such that if collected in full they, together with estimated collections of any other revenues herein pledged for the payment of the Bonds and sums held in the Escrow Account, will produce at least five percent in excess of the amount needed to meet when due the principal and interest payments on the Bonds. The tax levies shall be irrepealable so long as any of the Bonds are outstanding and unpaid, provided that the City reserves the right and power to reduce the levies in the manner and to the extent permitted by Minnesota Statutes, Section 475.61, Subdivision 3. Upon payment of the Prior Bonds, the uncollected taxes levied in the Prior Resolution authorizing the issuance of the Prior Bonds which are not needed to pay the Prior Bonds as a result of the Refunding shall be canceled. 17. General Obligation Pledge. For the prompt and full payment of the principal of and interest on the Bonds as the same respectively become due, the full faith, credit and taxing powers of the City shall be and are hereby irrevocably pledged. If the balance in the Escrow Account or Debt Service Account is ever insufficient to pay all principal and interest then due on the Bonds payable therefrom, the deficiency shall be promptly paid out of any other accounts of the City which are available for such purpose, and such other funds may be reimbursed without interest from the Escrow Account or Debt Service Account when a sufficient balance is available therein. 18. Securities; Escrow Agent. Securities purchased from moneys in the Escrow Account shall be limited to securities set forth in Minnesota Statutes, Section 475.67, Subdivision 8, and any amendments or supplements thereto. Securities purchased from the Escrow Account shall be purchased simultaneously with the delivery of the Bonds. The City Council has investigated the facts and hereby finds and determines that the Escrow Agent is a suitable financial institution to act as escrow agent. 19. Escrow Agreement. On or prior to the delivery of the Bonds the Mayor and Deputy City Clerk shall, and are hereby authorized and directed to, execute on behalf of the City an Escrow Agreement. The Escrow Agreement is hereby approved and adopted and made a part 14 4514074v1 of this resolution, and the City covenants that it will promptly enforce all provisions thereof in the event of default thereunder by the Escrow Agent. 20. Purchase of SLGS or Open Market Securities. Ehlers, as agent for the City, is hereby authorized and directed to purchase on behalf of the Council and in its name the appropriate United States Treasury Securities, State and Local Government Series and/or open market securities as provided in paragraph 18, from the proceeds of the Bonds and, to the extent necessary, other available funds, all in accordance with the provisions of this resolution and the Escrow Agreement and to execute all such documents (including the appropriate subscription form) required to effect such purchase in accordance with the applicable U.S. Treasury Regulations. 21. Redemption of Prior Bonds. The Prior Bonds shall be redeemed and prepaid in accordance with the terms and conditions set forth in the Notice of Call for Redemption, in the form attached to the Escrow Agreement, which terms and conditions are hereby approved and incorporated herein by reference. The Notice of Call for Redemption shall be given pursuant to the Escrow Agreement. 22. Prior Bonds, Security. Until retirement of the Prior Bonds, all provisions theretofore made for the security thereof shall be observed by the City and all of its officers and agents. 23. Supplemental Resolution. The Prior Resolution is hereby supplemented to the ® extent necessary to give effect to the provisions of this resolution. 24. Defeasance. When all Bonds have been discharged as provided in this paragraph, all pledges, covenants and other rights granted by this resolution to the registered holders of the Bonds shall, to the extent permitted by law, cease. The City may discharge its obligations with respect to any Bonds which are due on any date by irrevocably depositing with the Bond Registrar on or before that date a sum sufficient for the payment thereof in full; or if any Bond should not be paid when due, it may nevertheless be discharged by depositing with the Bond Registrar a sum sufficient for the payment thereof in full with interest accrued to the date of such deposit. The City may also at any time discharge its obligations with respect to any Bonds, subject to the provisions of law now or hereafter authorizing and regulating such action, by depositing irrevocably in escrow, with a suitable banking institution qualified by law as an escrow agent for this purpose, cash or securities described in Minnesota Statutes, Section 475.67, Subdivision 8, bearing interest payable at such times and at such rates and maturing on such dates as shall be required, without regard to sale and /or reinvestment, to pay all amounts to become due thereon to maturity or, if notice of redemption as herein required has been duly provided for, to such earlier redemption date. 25. Certificate of Registration. The Deputy City Clerk is hereby directed to file a certified copy of this resolution with the County Auditor of Anoka County, Minnesota, together with such other information as the County Auditor shall require, and to obtain the County Auditor's Certificate that the Bonds have been entered in the County Auditor's Bond Register and 10 the tax levy required by law has been made. 15 4514074v1 26. Records and Certificates. The officers of the City are hereby authorized and directed to prepare and furnish to the Purchaser, and to the attorneys approving the legality of the issuance of the Bonds, certified copies of all proceedings and records of the City relating to the Bonds and to the financial condition and affairs of the City, and such other affidavits, certificates and information as are required to show the facts relating to the legality and marketability of the Bonds as the same appear from the books and records under their custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished, shall be deemed representations of the City as to the facts recited therein. 27. Taxable Status of the Bonds. The City does not qualify the Bonds as tax - exempt under the Internal Revenue'Code of 1986, as amended. It is hereby determined that the Bonds are to be issued as fully taxable obligations, and all interest received on the Bonds is to be included in the gross income of the Holder of any Bond for federal income taxation purposes and, to the same extent, in both gross income and taxable net income for state income taxation purposes. 28. Continuing Disclosure. The City is the sole obligated person with respect to the Bonds. The City hereby agrees, in accordance with the provisions of Rule 15c2 -12 (the "Rule "), promulgated by the Securities and Exchange Commission (the "Commission ") pursuant to the Securities Exchange Act of 1934, as amended, and a Continuing Disclosure Undertaking (the "Undertaking ") hereinafter described: (a) Provide or cause to be provided to the Municipal Securities Rulemaking Board 10 (the "MSRB ") by filing at www.emma.msrb.org in accordance with the Rule, certain annual financial information and operating data in accordance with the Undertaking. The City reserves the right to modify from time to time the terms of the Undertaking as provided therein. (b) Provide or cause to be provided to the MSRB notice of the occurrence of certain events with respect to the Bonds not more than ten business days after the occurrence of the event, in accordance with the Undertaking. (c) Provide or cause to be provided to the MSRB notice of a failure by the City to provide the annual financial information with respect to the City described in the Undertaking not more than ten business days following such amendment (d) The City agrees that its covenants pursuant to the Rule set forth in this paragraph and in the Undertaking is intended to be for the benefit of the Holders of the Bonds and shall be enforceable on behalf of such Holders; provided that the right to enforce the provisions of these covenants shall be limited to a right to obtain specific enforcement of the City's obligations under the covenants. The Mayor and Deputy City Clerk of the City, or any other officer of the City authorized to act in their place (the "Officers ") are hereby authorized and directed to execute on behalf of the City the Undertaking in substantially the form presented to the City Council subject to such modifications thereof or additions thereto as are (i) consistent with the requirements under the Rule, (ii) required by the Purchaser of the Bonds, and (iii) acceptable to the Officers. 16 4514074v1 29. Official Statement. The Official Statement relating to the Bonds prepared and distributed by Ehlers is hereby approved and the officers of the City are authorized in connection with the delivery of the Bonds to sign such certificates as may be necessary with respect to the completeness and accuracy of the Official Statement. 30. Payment of Issuance Expenses. The City authorizes the Purchaser to forward the amount of Certificate proceeds allocable to the payment of issuance expenses to K1einBank, in Chaska, Minnesota, on the closing date for further distribution as directed by the City's financial advisor, Ehlers. 31. Severability. If any section, paragraph or provision of this resolution shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph or provision shall not affect any of the remaining provisions of this resolution. 32. Headings. Headings in this resolution are included for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. The motion for the adoption of the foregoing resolution was duly seconded by member Knight and, after a full discussion thereof and upon a vote being taken thereon, the following voted in favor thereof: Gamache, Bukkila, Howard 10 and the following voted against the same: None E whereupon the resolution was declared duly passed and adopted. 45140741 17 ® STATE OF MINNESOTA COUNTY OF ANOKA CITY OF ANDOVER E I, the undersigned, being the duly qualified and acting Deputy City Clerk of the City of Andover, Minnesota, do hereby certify that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council, duly called and held on the date therein indicated, insofar as such minutes relate to providing for the issuance and sale of $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B. WITNESS my hand on March 6, 2012. De uty City Cler c 18 4514074v1 IE E STATE OF MINNESOTA COUNTY OF ANOKA COUNTY AUDITOR'S CERTIFICATE AS TO TAX LEVY AND REGISTRATION I, the undersigned, being the duly qualified and acting County Auditor of Anoka County, Minnesota, do hereby certify that on the date hereof, there was filed in my office a certified copy of a resolution adopted on March 6, 2012, by the City Council of the City of Andover, Minnesota, authorizing the issuance of $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B; together with full information regarding the Bonds for which the tax was levied; and the Bonds have been entered in this office's bond register and the tax levy required by law has been made. WITNESS my hand and the seal of the County Auditor on March , 2012. (SEAL) 45140741 County Auditor © SIGNATURE AND NONLITIGATION CERTIFICATE We, the undersigned, being respectively the duly qualified and acting Mayor and Deputy City Clerk of the City of Andover, Minnesota (the "City "), do hereby certify that we did, in our official capacities as such officers, sign our own proper names by facsimile signature, attested by the manual signature of a person or persons on behalf of U.S. Bank National Association, in St. Paul, Minnesota, duly designated by the City Council as Bond Registrar and authenticating agent (the "Registrar "), on the City's $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B (the "Bonds "), dated March 22, 2012, as the date of original issue, and numbered from R -1 upward, each in the denomination equal to the total principal amount for the Bonds due on the specified maturity date therefor. The Bonds mature on February 1 in the years and amounts and bear interest until paid or discharged as follows: Year Amount Interest Rate 2013 2014 2015 2016 WE FURTHER CERTIFY that we are now and were on the date of signing the Bonds, the duly qualified and acting officers therein indicated, and duly authorized to execute the same, and that the Registrar has been duly authorized to act as agent of the City for purposes of ® authenticating the Bonds by one or more persons signing bonds on behalf of the Registrar, and we hereby ratify, confirm, and adopt our facsimile signatures on the Bonds as the true and proper signatures for the execution thereof. WE FURTHER CERTIFY that the signature of Lee Brezinka affixed hereto is the true and proper signature of the qualified and acting Assistant Finance Director of the City. WE FURTHER CERTIFY that the Bonds have been in all respects duly executed for delivery pursuant to authority conferred upon us as such officers; and no obligations other than those above described have been issued pursuant to such authority, and that none of the proceedings or records which have been certified to the purchasers of the Bonds or the attorneys approving the same have been in any manner repealed, amended or changed, and that there has been no change in the financial condition of the City, or of the facts affecting the Bonds. WE FURTHER CERTIFY that the Official Statement prepared for the issuance of the Bonds as of its date and the date hereof, did not and does not contain any untrue statement of material fact or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. WE FURTHER CERTIFY that there is no litigation pending or, to our knowledge, threatened questioning the organization or boundaries of the City, or the right of any of us to our respective offices, or in any manner questioning our right and power to execute and deliver the Bonds, or otherwise questioning the validity of the Bonds, the levy of taxes for the payment of the Bonds and the interest thereon. 4514074vl 10 Dated: March 22, 2012. Em X 4514074v1 CITY OF ANDOVER, MINNESOTA s By Its M or BADep Itty City Clerk By ��e-4j Its Assistant Finance Director © ASSISTANT FINANCE DIRECTOR'S RECEIPT H E I, the undersigned, being the duly qualified and acting Assistant Finance Director of the City of Andover, Minnesota, do hereby certify and acknowledge that on the date hereof, I received from Cronin & Company, Inc., Minneapolis, Minnesota, the purchaser of $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B, dated March 22, 2012 as the date of original issue, $ , the purchase price thereof, no interest having accrued thereon to the date hereof, and I did thereupon deliver the Bonds to the purchaser. 45140740 Dated: March 22, 2012. E LEI 4514074v1 CITY OF ANDOVER, MINNESOTA By Its Assistant Finance Director 10 CERTIFICATE OF BOND REGISTRAR AND AUTHENTICATING AGENT The undersigned hereby certifies that I am duly appointed and acting as such officer of U.S. Bank National Association, St. Paul, Minnesota (the "Bond Registrar ") and that: 1. Pursuant to authorization by and direction of the City of Andover, Minnesota (the "City "), certain of the authorized officers listed on the attached Exhibit A have this day authenticated each of the $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B (the "Bonds "), being in fully registered form in the denominations of $5,000 or any integral multiple thereof and bearing numbers of R -1 and upward and have caused each of the Bonds to be registered in the name of a "person" as defined in Section 1 -201 of the Uniform Commercial Code, all in accordance with the provisions of the resolution adopted by the City Council on March 6, 2012 (the "Resolution "). 2. The authorized officers who have signed the Bonds have been duly authorized to sign the Bonds on behalf of the Bond Registrar acting as authenticating agent. 3. To the best of our knowledge the provisions of any bond registrar's agreement to be entered into between the City and the Bond Registrar will not conflict with the provisions of the Resolution with respect to the duties and responsibilities of the Bond Registrar set forth therein. 4. The CUSIP (Committee of Uniform Securities Identification Procedure) number aof the Bonds with the latest maturity is 034313 ZG4. E 4514074v1 Dated: March 22, 2012. U.S. BANK NATIONAL ASSOCIATION 0 Its Authorized Officer ESCROW AGREEMENT $1,570,000 TAXABLE GENERAL OBLIGATION CAPITAL IMPROVEMENT REFUNDING BONDS, SERIES 2012B AND GENERAL OBLIGATION CAPITAL IMPROVEMENT BONDS, SERIES 2004A CITY OF ANDOVER, MINNESOTA THIS AGREEMENT made as of March 22, 2012, by and between U.S. Bank National Association, in St. Paul, Minnesota (the 'Escrow Agent'), and the City of Andover, Anoka County, Minnesota (the "City "), WITNESSETH THAT: A. WHEREAS, pursuant to a resolution adopted on February 17, 2004, the City has heretofore authorized, and now has outstanding $1,885,000 aggregate principal amount of General Obligation Capital Improvement Bonds, Series 2004A, dated March 16, 2004 (the "Outstanding Prior Bonds "), maturing on February 1 in the years and amounts as follows: Outstanding Prior Bonds (inclusive) Year Amount 2013 $ 33000 to 2014 355,000 2015 380,000 2016 400,000 2017 420,000 The Outstanding Prior Bonds maturing on and after February 1, 2014, in the principal amount of $1,555,000, may be redeemed and prepaid on February 1, 2013 (the "Call Date "), at par and accrued interest; and B. WHEREAS, by the terms of a resolution adopted on March 6, 2012 (the "Refunding Resolution "), the City has called for the redemption and prepayment on the Call Date, $1,555,000 aggregate principal amount of the Outstanding Prior Bonds maturing on and after February 1, 2014 (the "Refunded Bonds ") pursuant to the Notice of Call for Redemption attached hereto as Exhibit A; and C. WHEREAS, the Refunded Bonds are to be refunded pursuant to the crossover refunding accomplished by the issuance of the Refunding Bonds defined below; and D. WHEREAS, to provide for (1) the refunding of the Refunded Bonds by the payment of the principal only thereof on the Call Date, and (2) the payment of interest due on the Refunding Bonds defined below through and including the Call Date, all in accordance with Minnesota Statutes, Section 475.67, including but not limited to Subdivision 13 thereof, the City © has pursuant to the Refunding Resolution authorized the issuance of $1,570,000 Taxable General 4514074v1 Obligation Capital Improvement Refunding Bonds, Series 2012B, dated March 22, 2012, as the date of original issue (the "Refunding Bonds "); and E. WHEREAS, under the terms of the Refunding Resolution $ of Refunding Bond proceeds and $ -0- of other available City funds (the "Escrow Account ") shall be held and invested in accordance with the terms and conditions of this Escrow Agreement as follows: $ shall simultaneously be invested in securities (the "Initial Escrowed Obligations ") as described in the report of , dated March _, 2012, attached hereto as Exhibit D (the "Accountant's Report"), which Initial Escrowed Obligations, together with the balance of cash in the amount of $ shall be used to refund the Refunded Bonds (by payment of the principal only thereof on the Call Date) and to pay interest on the Refunding Bonds through the Call Date. The Initial Escrowed Obligations (or evidence of the investment therein and constructive receipt thereof) and cash are herein called the "Escrow Deposit ", provided that the term "Escrow Deposit" may include due bills reflecting Escrowed Obligations not received by the delivery of and payment for the Refunding Bonds (the "Bond Closing ") so long as such due bills are secured by the deposit of comparable securities identified as "Substitute Securities" in the Accountant's Report, or by a cashier's check in an amount equal to either the principal and interest due on the Escrowed Obligations so due or any deficiency in principal or interest due on the Substitute Securities (the Initial Escrowed Obligations, said Substitute Securities and any other investments made hereunder, are referred to collectively as the "Escrowed Obligations "); and F. WHEREAS, it is desirable and appropriate that $ of Refunding Bonds proceeds and $ -0- of available City funds to be used to pay issuance expenses be paid by the Escrow Agent for disbursement in accordance with the schedule of disbursements (the "Issuance Expenses ") set forth in Exhibit B attached hereto and incorporated herein by reference; and NOW, THEREFORE, in consideration of the premises and of the respective agreements on the part of the Escrow Agent and City herein contained, the parties hereto hereby agree as follows: 1. Deposits. The City agrees upon delivery of and payment for the Refunding Bonds at the Bond Closing to forthwith irrevocably deposit with the Escrow Agent the Escrow Deposit, as an appropriation of the Escrowed Obligations and all payments of principal and interest thereon, in trust with the Escrow Agent for the security of the holders and owners of the Refunded Bonds and the Refunding Bonds. The City further agrees upon the Bond Closing to deposit with the Escrow Agent $ in Refunding Bonds proceeds and $ -0- in available City funds; and the City authorizes the Escrow Agent (and the Escrow Agent agrees) to disburse said moneys to pay Issuance Expenses. The City further authorizes the Escrow Agent to disburse $ in Refunding Bond proceeds received on Bond Closing and any other residual funds in the Escrow Account to the City for deposit in the Debt Service Account. 2. Acknowledgment of Deposit. Receipt of (i) the Escrow Deposit; (ii) $ in Refunding Bonds proceeds; and (iii) $ of available City funds to pay Issuance Expenses shall be acknowledged on behalf of the Escrow Agent at the Bond 2 4514074v1 Closing by execution of an Acknowledgment in the form attached hereto as Exhibit C by a duly authorized officer of the Escrow Agent. 3. Compensation; Waiver of Lien. The Escrow Agent hereby acknowledges receipt of the sum of $ as and for its full compensation for services to be performed by it as agent under this Agreement. There will be no future billings for services rendered by the Escrow Agent. The Escrow Agent expressly waives any lien upon or claim against the moneys and investments in the Escrow Account. 4. Collection and Remittance; Payment of Principal on Refunded Bonds and Interest on Refunding Bonds; Substitute Securities. The Escrow Agent will collect all remittances of interest on the Escrowed Obligations in the Escrow Account as and when such interest becomes due and payable. The Escrow Agent will cause such Escrowed Obligations to be presented for payment and converted into cash on their respective maturity or due dates in accordance with the schedule of cash payments included in the Accountant's Report, and will remit from the Escrow Account (i) to the paying agent for the Refunding Bonds, the funds required from time to time for the payment when due, on each interest payment date on or prior to the Call Date, for the interest on the Refunding Bonds, and (ii) to the paying agent for the Refunded Bonds, the funds required for the payment when called for redemption on the Call Date, the principal and premium, if any, of the Refunded Bonds. If the delivery of any Escrowed Obligations is secured at the Bond Closing by Substitute Securities and /or a cashier's check as hereinabove provided and delivery of the Initial Escrowed Obligations is not made within thirty days after the Bond Closing, the Escrow Agent shall in accordance with the terms of such security arrangement substitute the Substitute Securities and /or cashier's check for the Initial Escrowed Obligations to assure that such schedule of cash payments can be complied with. 5. Sufficiency of Escrow Deposit; Further Deposits. In reliance upon the Accountant's Report, the City represents, that the Escrow Deposit, if the principal of and interest on the Initial Escrowed Obligations are paid in accordance with their terms, is sufficient to produce cash in such amounts to enable the Escrow Agent to make full and timely payments as provided in paragraph 4. If at any time it shall appear to the Escrow Agent that the money in the Escrow Account allocable for such use hereunder will not be sufficient to make any payment due to the holders of any of the Refunding Bonds or Refunded Bonds, the Escrow Agent shall immediately notify the City. The City thereupon shall forthwith deposit in the Escrow Account from funds on hand and legally available such additional funds as may be required to meet fully the amount to become due and payable and, if necessary, levy for such purpose an ad valorem property tax on all real property in the City subject to taxation without limitation as to rate or amount. Included in the Accountant's Report is a statement that such cash and Escrowed Obligations are sufficient to comply with the requirements set forth in paragraph 4. 6. No Repeal of Refunding Resolution. The City will not repeal, revoke or amend the Refunding Resolution calling the Refunded Bonds for redemption on their redemption date of the Call Date, in accordance with the Notice of Call for Redemption attached hereto as Exhibit A. 7. Notice of Call for Redemption. The Escrow Agent shall cause the Notice of Call for Redemption attached hereto as Exhibit A to be mailed to the paying agent for the Refunded Q 4514074v1 Bonds (if other than the Escrow Agent), first class (postage prepaid) not more than sixty days and not less than thirty days prior to the date fixed for redemption and therefore to the registered owner of each Refunded Bonds at the address shown on the registration books kept by the registrar for the Refunded Bonds. 8. Title to Moneys; Trust; Remission of Remaining Moneys. It is recognized that title to the Escrowed Obligations and money held in the Escrow Account from time to time shall remain vested in the City but subject always to the prior charge and lien thereon of this Escrow Agreement and the use thereof required to be made by the provisions of this Escrow Agreement. The Escrow Agent shall hold all such money and obligations in a special trust fund and account (herein the "Escrow Account ") separate and wholly segregated from all other funds and securities of the Escrow Agent or deposited with the Escrow Agent, and shall never commingle such money or securities with other money or securities, provided that nothing herein contained shall be construed as requiring the Escrow Agent to keep the identical moneys, or any part thereof, received for the Escrow Account, on hand, but moneys of an equal amount, except to the extent such are investments permitted under this Escrow Agreement, shall always be maintained on hand as funds held by the Escrow Agent as trustee, belonging to the City, and a special account thereof evidencing such fact shall at all times be maintained on the books of the Escrow Agent, together with such investments. In the event of the Escrow Agent's failure to account for any money or obligations held by it in the Escrow Account, such money and obligations shall be and remain the property of the City, and if for any reason such money or obligations cannot be identified, all other assets of the Escrow Agent shall be impressed with a trust for the amount thereof and the City shall be entitled to a preferred claim upon such assets. All moneys remaining in the Escrow Account after payment therefrom of all sums required to be paid under this Agreement shall be promptly remitted to the City. 9. Sale and /or Reinvestment. The Escrow Agent may sell and/or reinvest all or a part of the Escrowed Obligations, or the proceeds thereof in (i) direct, non - callable United States obligations or obligations unconditionally guaranteed by the United States government, (ii) any governmental bond which bears the highest or next highest rating of Moody's Investor's Services, Standard and Poor's Corporation, or a similarly nationally recognized rating agency, or (iii) an investment contract with a bank or insurance company meeting the requirements of Minnesota Statutes, Section I I8A.05, Subd. 5, if and only if (i) such sales and/or reinvestment is approved by the City and otherwise permitted by the laws of Minnesota; (ii) an opinion of a certified public accounting firm is first obtained to the effect that such sale and /or reinvestment will not prevent the Escrow Agent from making all of the payments to the paying agent for the Refunded Bonds and the paying agent for the Refunding Bonds as required in paragraph 4; and (iii) an opinion of nationally recognized bond counsel or tax counsel recognized as having an expertise in the area of tax - exempt bonds is first obtained to the effect that such sale and/or reinvestment will not cause the interest on the Refunded Bonds or Refunding Bonds to become includible in the gross income of the owners thereof for federal income tax purposes. Any excess funds created in the Escrow Account as a result of such sale and /or reinvestment (i.e. funds not required to pay when due, principal of, the respective series of Refunded Bonds and the interest on the Refunding Bonds, as shown on the certified public accountants' opinion required in subsection 9(ii)) shall be withdrawn from the Escrow Account 4514074v1 and paid by the Escrow Agent to the City, free of any lien of this Escrow Agreement, within ten business days of receipt of the City's written request to withdraw such excess funds. 10. Annual Statement. For as long as any of the Refunded Bonds are outstanding, in January of each year until termination of this Escrow Agreement, commencing January 1, 2013, the Escrow Agent shall render a statement for the preceding year to the City, which statement shall set forth the cash on hand and Escrowed Obligations which have matured and the amounts received by the Escrow Agent by reason of such maturity, the interest earned on any of such Escrowed Obligations, a list of any investments or reinvestments made by the Escrow Agent in other Escrowed Obligations and the interest and /or principal derived therefrom, the amounts of cash paid for the interest on the Refunding Bonds and principal and premium, if any, on the Refunded Bonds as said payments became due and payable, and any other transactions of the Escrow Agent pertaining to its duties and obligations as set forth herein. 11. Trust; Safekeeping. All Escrowed Obligations, moneys and investment income deposited with or received by the Escrow Agent pursuant to this Escrow Agreement shall be subject to the trust created by this Escrow Agreement, and the Escrow Agent shall be liable for the preservation and safekeeping thereof, provided, however, that it shall not be responsible for any depreciation in value of any of the Escrowed Obligations or for the reinvestment of the same except as herein provided. 12. Duties, Obligations and Liabilities. The duties and obligations of the Escrow Agent shall be as prescribed by the provisions of this Escrow Agreement, and the Escrow Agent shall not be liable hereunder except for failure to perform its duties and obligations as specifically set forth herein or to act in good faith in the performance thereof, and no implied duties or obligations shall be incurred by the Escrow Agent other than those specified herein. The Escrow Agent may consult with counsel of its choice, and except as provided in paragraph 9, the opinion of such counsel shall be full and complete authorization and protection with respect to any action taken or not taken or suffered by it hereunder in good faith and in accordance with the opinion of such counsel. 13. Resignation; Successor. The Escrow Agent may at any time resign and be discharged of its obligations hereunder by giving to the Deputy City Clerk of the City written notice of such resignation and by refunding to the City a pro rata portion of the escrow fee set forth in paragraph 3, not less than sixty days before the date when the same is to take effect. Such resignation shall take effect upon the appointment and qualification of a successor agent. In the event of receipt of notice of such resignation, a successor shall promptly be appointed by the City, and the Deputy City Clerk of the City shall immediately give written notice thereof to the predecessor agent. If in a proper case no appointment of a successor agent is made within forty five days after the receipt by the City of notice of such resignation, the Escrow Agent or the holder of any Refunded Bond or Refunding Bond may apply to any court of competent jurisdiction to appoint a successor Escrow Agent, which appointment may be made by the court after such notice, if any, as the court may prescribe. Any successor agent appointed hereunder shall execute, acknowledge and deliver to its predecessor agent and to the Deputy City Clerk of the City a written acceptance of such appointment, and shall thereupon without any further act, deed or conveyance become fully vested with all moneys, properties, duties and obligations of its predecessor, but the predecessor shall nevertheless pay over, transfer, assign and deliver all E 45140740 © moneys, securities or other property held by it to the successor agent, shall execute, acknowledge and deliver such instruments of conveyance and do such other things as may reasonably be required to vest and confirm more fully and certainly in the successor agent all right, title and interest in and to the property held by it hereunder. Any bank into which the Escrow Agent may be merged or with which it may be consolidated or any bank resulting from any merger or consolidation to which it shall be a party or any bank to which it may sell or transfer all or substantially all of its corporate trust business shall, if the City approves, be the successor agent without the execution of any document or the performance of any further act. 14. Successors and Assigns; Beneficiaries. This Escrow Agreement shall be irrevocable and binding upon and shall inure to the benefit of the City and the Escrow Agent and their respective successors and assigns. In addition, this Escrow Agreement shall constitute a third party beneficiary contract for the benefit of the holders at any time of the Refunded Bonds and the Refunding Bonds. Said third party beneficiaries shall be entitled to enforce performance and observance by the City and the Escrow Agent of the respective agreements and covenants herein contained as fully and completely as if said third party beneficiaries were parties hereto. 15. Supplemental Agreements. For any one or more of the following purposes, the City and Escrow Agent may enter into any supplemental agreements to this Escrow Agreement as shall not adversely affect the rights of the holder or holders of the Refunded Bonds or Refunding Bonds and as shall not be inconsistent with the terms and provisions of this Escrow Agreement, without the consent of or notice to the holder or holders of the Refunded Bonds or Refunding Bonds: © (a) To cure any ambiguity or formal defect or omission in this Escrow Agreement; E (b) To grant to, or confer upon, the Escrow Agent for the benefit of the holder or holders of the Refunded Bonds or Refunding Bonds any additional rights, remedies, powers or authority that may lawfully be granted to, or conferred upon, such holder or holders; and (c) To provide additional funds, securities or properties under this Escrow Agreement. 16. Consent Otherwise to Amendments. Except as expressly provided in paragraph 15, this Escrow Agreement may not be repealed, revoked, altered or amended without the unanimous written consent of the City and the holder or holders of the Refunded Bonds and Refunding Bonds and the written consent of the Escrow Agent. 17. Headings. Headings in this Escrow Agreement are for convenience of reference only and are not a part hereof, and shall not limit or define the meaning of any provision hereof. IN WITNESS WHEREOF, the City and Escrow Agent have caused this Escrow Agreement to be executed in their respective names and have caused this Escrow Agreement to be dated as of the date above first written. 6 4514074v1 E X C 4514074v1 CITY OF ANDOVER, MINNESOTA By Its Mw6r By Its Dep ty City Clerk E E LJ 4514074v1 U.S. BANK NATIONAL ASSOCIATION ® EXHIBIT A u NOTICE OF CALL FOR REDEMPTION GENERAL OBLIGATION CAPITAL IMPROVEMENT BONDS, SERIES 2004A CITY OF ANDOVER, ANOKA COUNTY, MINNESOTA NOTICE IS HEREBY GIVEN that by order of the City Council of the City of Andover, Anoka County, Minnesota, there have been called for redemption and prepayment on February 1, 2013 those outstanding bonds of the City designated as General Obligation Capital Improvement Bonds, Series 2004A, dated March 16, 2004, having stated maturity dates in the years 2014 through 2024, totaling $1,555,000 in principal amount and having CUSIP numbers listed below: Year CUSIP No. 2014 2015 2016 2017 The bonds are being called at a price of par plus accrued interest to February 1, 2013, on which date all interest on said bonds will cease to accrue. Holders of the bonds hereby called for redemption are requested to present their bonds for payment at U.S. Bank National Association, Attention: Paying Agent Services, 60 Livingston Avenue, St. Paul, Minnesota 55107. Dated: March 6, 2012. BY ORDER OF THE CITY COUNCIL Deputy City Clerk *The City shall not be responsible for the selection of or use of the CUSIP numbers, nor is any representation made as to their correctness indicated in the notice. They are included solely for the convenience of the holders. A -1 4514074v1 EXHIBIT B ISSUANCE EXPENSES [to be supplied by Ehlers and Associates, Inc.] B -1 4514074v1 0 EXHIBIT C E ACKNOWLEDGMENT I, being duly authorized to execute this acknowledgment on behalf of U.S. Bank National Association, as Escrow Agent (the "Escrow Agent "), do hereby acknowledge that the City of Andover, Minnesota (the "City "), has this date irrevocably deposited with the Escrow Agent in trust for the security of the holders and owners of the City's outstanding General Obligation Capital Improvement Bonds, Series 2004A, dated March 16, 2004, and $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B, dated March 22, 2012, that certain Escrow Deposit required to be deposited with the Escrow Agent at the Bond Closing in accordance with the Escrow Agreement, dated March, 2012, by and between the Escrow Agent and the City; and the City has in addition deposited $ -0- to pay the Issuance Expenses set forth on Exhibit B to the Escrow Agreement. Dated March 22, 2012. U.S. BANK NATIONAL ASSOCIATION By Its C -1 4514074v1 EXHIBIT D ACCOUNTANT'S REPORT [to be supplied by D -1 4514074v1 CONTINUING DISCLOSURE UNDERTAKING This Continuing Disclosure Undertaking (the 'Disclosure Undertaking ") is executed and delivered by the City of Andover, Minnesota (the "Issuer "), in connection with the issuance of $3,890,000 General Obligation Bonds, Series 2012C and $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B (collectively, the 'Bonds "). The Bonds are being issued pursuant to Resolutions adopted on March 6, 2012 (the "Resolution "). Pursuant to the Resolution and this Undertaking, the Issuer covenants and agrees as follows: SECTION 1. Pumose of the Disclosure Undertakins. This Disclosure Undertaking is being executed and delivered by the Issuer for the benefit of the Owners and in order to assist the Participating Underwriters in complying with SEC Rule 15c2- 12(b)(5). SECTION 2. Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Undertaking unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: "Annual Report" shall mean any annual financial information provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Undertaking. "Audited Financial Statements" shall mean the financial statements of the Issuer audited annually by an independent certified public accounting firm, prepared pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, modified by governmental accounting standards promulgated by the Government Accounting Standards Board. "Dissemination Agent" shall mean such party from time to time designated in writing by the Issuer to act as information dissemination agent and which has filed with the Issuer a written acceptance of such designation. "Fiscal Year" shall be the fiscal year of the Issuer. "Governing Body" shall, with respect to the Bonds, have the meaning given that term in Minnesota Statutes, Section 475.51, Subdivision 9. "MSRB" shall mean the Municipal Securities Rulemaking Board. "Occurrence(s)" shall mean any of the events listed in Section 5 of this Disclosure Undertaking. "Official Statement" shall be the Official Statement dated 2012, prepared in connection with the Bonds. "Owners" shall mean the registered holders and, if not the same, the beneficial owners of any Bonds. O "Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with offering of the Bonds. 4514074v1 "Resolution" shall mean the resolution or resolutions adopted by the Governing Body of the Issuer providing for, and authorizing the issuance of, the Bonds. "Rule" shall mean Rule 15c2- 12(b)(5) adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as the same may be amended from time to time or interpreted by the Securities and Exchange Commission. SECTION 3. Provision of Annual Reports. A. Beginning in connection with the Fiscal Year ending on December 31, 20_, the Issuer shall, or shall cause the Dissemination Agent to, as soon as available, but in any event not later than December 31, 20_, and by December 31 of each year thereafter, provide to the MSRB by filing at www.emma.msrb.org, together with such identifying information as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Undertaking. B. If the Issuer is unable to provide to the MSRB an Annual Report by the date required in subsection A, the Issuer shall send a notice of such delay and estimated date of delivery to the MSRB. SECTION 4. Content and Format of Annual Reports. The Issuer's Annual Report shall contain or incorporate by reference the financial information and operating data pertaining to the Issuer listed below as of the end of the preceding Fiscal Year. The Annual Report may be submitted to the MSRB as a single document or as separate documents comprising a package, and may cross - reference other information as provided in this Disclosure Undertaking. The following financial information and operating data shall be supplied: A. An update of the operating and financial data of the type of information contained in the Official Statement under the captions: Current Property Valuations; Direct Debt; Tax Levies & Collections; Population Trend; and Employment/Unemployment. B. Audited Financial Statements of the Issuer. The Audited Financial Statements of the Issuer may be submitted to the MSRB separately from the balance of the Annual Report. In the event Audited Financial Statements of the Issuer are not available on or before the date for filing the Annual Report with the MSRB as set forth in Section 3.A. above, unaudited financial statements shall be provided as part of the Annual Report. The accounting principles pursuant to which the financial statements will be prepared will be pursuant to generally accepted accounting principles promulgated by the Financial Accounting Standards Board, as such principles are modified by the governmental accounting standards promulgated by the Government Accounting Standards Board, as in effect from time to time. If Audited Financial Statements are not provided because they are not available on or before the date for filing the Annual Report, the Issuer shall promptly provide them to the MSRB when available. SECTION 5. Reporting of Significant Events. This Section 5 shall govern the giving of ® notices of the occurrence of any of the following events with respect to the Bonds: ! (1) Principal and interest payment delinquencies; 4514074v1 (2) (3) Non - payment related defaults, if material; Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 - TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of security holders, if material; (8) Bond calls, if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership or similar event of the Issuer; (13) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) Appointment of a successor or additional trustee or the change of name of a trustee, if material. Whenever an event listed above has occurred, the Issuer shall promptly, which may not be in excess of the ten (10) business days after the Occurrence, file a notice of such Occurrence with the MSRB, by filing at www.emma.msrb.org, together with such identifying information as prescribed by the MSRB. The Issuer agrees to provide or cause to be provided, in a timely manner, to the MSRB notice of a failure by the Issuer to provide the Annual Reports described in Section 4. SECTION 6. Termination of Reporting Obli ation. The Issuer's obligations under this Disclosure Undertaking shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Bonds. SECTION 7. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Undertaking, and may discharge any such Agent, with or without appointing a successor Dissemination Agent. SECTION 8. Amendment, Waiver. Notwithstanding any other provision of this Disclosure Undertaking, the Issuer may amend this Disclosure Undertaking, and any provision of this Disclosure Undertaking may be waived, if (a) a change in law or change in the ordinary business or operation of the Issuer has occurred, (b) such amendment or waiver would not, in and of itself, cause the undertakings herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official 3 45140741 11 interpretation of the Rule, and (c) such amendment or waiver is supported by an opinion of counsel expert in federal securities laws to the effect that such amendment or waiver would not materially impair the interests of Owners. SECTION 9. Additional Information. Nothing in this Disclosure Undertaking shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Undertaking or any other means of communication, or including any other information in any Annual Report or notice of an Occurrence, in addition to that which is required by this Disclosure Undertaking. If the Issuer chooses to include any information in any Annual Report or notice of an Occurrence in addition to that which is specifically required by this Disclosure Undertaking, the Issuer shall have no obligation under this Disclosure Undertaking to update such information or include it in any future Annual Report or notice of an Occurrence. SECTION 10. Default. In the event of a failure of the Issuer to provide information required by this Disclosure Undertaking, any Owner may take such actions as may be necessary and appropriate, including seeking mandamus or specific performance by court order, to cause the Issuer to comply with its obligations to provide information under this Disclosure Undertaking. A default under this Disclosure Undertaking shall not be deemed an Event of Default under the Resolution, and the sole remedy under this Disclosure Undertaking in the event of any failure of the Issuer to comply with this Disclosure Undertaking shall be an action to compel performance. SECTION 11. Beneficiaries. This Disclosure Undertaking shall inure solely to the benefit of the Issuer, the Participating Underwriters and Owners from time to time of the Bonds, and shall create no rights in any other person or entity. SECTION 12. Reserved Rights. The Issuer reserves the right to discontinue providing any information required under the Rule if a final determination should be made by a court of competent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Undertaking if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction. Date: March 22, 2012. 4 4514074vl H 1A 45140740 CITY OF ANDOVER, MINNESOTA By Its Mayor - B y Its Depu y City Clerk 11 $1,570,000 TAXABLE GENERAL OBLIGATION CAPITAL IMPROVEMENT REFUNDING BONDS, SERIES 2012B CITY OF ANDOVER ANOKA COUNTY MINNESOTA We have acted as bond counsel in connection with the issuance by the City of Andover, Anoka County, Minnesota (the "Issuer "), of its $1,570,000 Taxable General Obligation Capital Improvement Refunding Bonds, Series 2012B, bearing a date of original issue of March 22, 2012 (the "Bonds "). We have examined the law and such certified proceedings and other documents as we deem necessary to render this opinion. We have not been engaged or undertaken to review the accuracy, completeness or sufficiency of the Official Statement or other offering material relating to the Bonds and we express no opinion relating thereto. As to questions of fact material to our opinion, we have relied upon the certified proceedings and other certifications of public officials furnished to us without undertaking to verify the same by independent investigation. Based upon such examinations, and assuming the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such documents, and the accuracy of the statements of fact contained in such documents, and based upon present Minnesota and federal laws (which excludes any pending legislation which may have a retroactive effect on or before the date hereof), regulations, rulings and decisions, it is our opinion that: (1) The proceedings show lawful authority for the issuance of the Bonds according to their terms under the Constitution and laws of the State of Minnesota now in force. (2) The Bonds are valid and binding general obligations of the Issuer and all of the taxable property within the Issuer's jurisdiction is subject to the levy of an ad valorem tax to pay the same without limitation as to rate or amount; provided that the enforceability (but not the validity) of the Bonds and the pledge of taxes for the payment of the principal and interest thereon is subject to the exercise of judicial discretion in accordance with general principles of equity, to the constitutional powers of the United States of America and to bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights heretofore or hereafter enacted. 4514074v1 (3) At the time of the issuance and delivery of the Bonds to the original purchaser, the interest on the Bonds is included in gross income for United States income tax purposes and is included, to the same extent, in both gross income and taxable net income for State of Minnesota income tax purposes. We express no opinion regarding other state or federal tax consequences caused by the receipt or accrual of interest on the Bonds or arising with respect to ownership of the Bonds. 45140741 Dated at Saint Paul, Minnesota, this 22nd day of March, 2012. Professional Association RESOLUTION NO. R024 -12 RESOLUTION CALLING FOR A PUBLIC HEARING BY THE CITY COUNCIL ON THE PROPOSED ADOPTION OF A MODIFICATION TO THE DEVELOPMENT PROGRAM FOR DEVELOPMENT DISTRICT NO. 1 AND THE PROPOSED ESTABLISHMENT OF TAX INCREMENT FINANCING DISTRICT NO. 1 -5 THEREIN AND THE ADOPTION OF THE TAX INCREMENT FINANCING PLAN THEREFOR. BE IT RESOLVED by the City Council (the "Council ") for the City of Andover, Minnesota (the "City "), as follows: Section 1. Public Hearing. This Council shall meet on May 1, 2012, at approximately 7:00 P.M., to hold a public hearing on the proposed adoption of a Modification to the Development Program for the Development District No. 1, the proposed establishment of Tax Increment Financing District No. 1 -5, (a housing district), and the proposed adoption of a Tax Increment Financing Plan therefor, all pursuant to and in accordance with Minnesota Statutes, Sections 469.090 to 469.1082 , and Sections 469.174 to 469.1799, inclusive, as amended, in an effort to encourage the development and redevelopment of certain designated areas within the City; and Section 2. Notice of Public Hearing, Filing of Plans. City staff is authorized and directed to work with Ehlers to prepare a Modification to the Development Program for Development District No. 1 and a Tax Increment Financing Plan for Tax Increment Financing District No. 1 -5 and to forward documents to the appropriate taxing jurisdictions including Anoka County and Independent School District No. 11. The City Administrator is authorized and directed to cause notice of the hearing, together with an appropriate map as required by law, to be published at least once in the official newspaper of the City not later than 10, nor more than 30, days prior to May 1, 2012, and to place a copy of the Plans on file in the City Administrator's office at City Hall and to make such copy available for inspection by the public. Dated: March 6, 2012. Adopted: M or CITY OF ANDOVER ANOKA COUNTY © STATE OF MINNESOTA RESOLUTION NO. R024 -12 RESOLUTION CALLING FOR A PUBLIC HEARING BY THE CITY COUNCIL ON THE PROPOSED ADOPTION OF A MODIFICATION TO THE DEVELOPMENT PROGRAM FOR DEVELOPMENT DISTRICT NO. 1 AND THE PROPOSED ESTABLISHMENT OF TAX INCREMENT FINANCING DISTRICT NO. 1 -5 THEREIN AND THE ADOPTION OF THE TAX INCREMENT FINANCING PLAN THEREFOR. BE IT RESOLVED by the City Council (the "Council ") for the City of Andover, Minnesota (the "City "), as follows: Section 1. Public Hearing. This Council shall meet on May 1, 2012, at approximately 7:00 P.M., to hold a public hearing on the proposed adoption of a Modification to the Development Program for the Development District No. 1, the proposed establishment of Tax Increment Financing District No. 1 -5, (a housing district), and the proposed adoption of a Tax Increment Financing Plan therefor, all pursuant to and in accordance with Minnesota Statutes, Sections 469.090 to 469.1082 , and Sections 469.174 to 469.1799, inclusive, as amended, in an effort to encourage the development and redevelopment of certain designated areas within the City; and Section 2. Notice of Public Hearing, Filing of Plans. City staff is authorized and directed to work with Ehlers to prepare a Modification to the Development Program for Development District No. 1 and a Tax Increment Financing Plan for Tax Increment Financing District No. 1 -5 and to forward documents to the appropriate taxing jurisdictions including Anoka County and Independent School District No. 11. The City Administrator is authorized and directed to cause notice of the hearing, together with an appropriate map as required by law, to be published at least once in the official newspaper of the City not later than 10, nor more than 30, days prior to May 1, 2012, and to place a copy of the Plans on file in the City Administrator's office at City Hall and to make such copy available for inspection by the public. Dated: March 6, 2012. Adopted: M or © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 023 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 12 -08, CURB, SIDEWALK & PEDESTRIAN RAMP REPAIRS. WHEREAS, pursuant to Resolution No. 015 -12 , adopted by the City Council on the 6th day of February 2012 , the City Engineer has prepared final plans and specifications for Project No. 12 -08 WHEREAS, such final plans and specifications were presented to the City Council for their review on the 6th day of March 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. • BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 a.m. , Friday, March 30, 2012 at the Andover City Hall. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 6th day of March 2012 , with Councilmembers Trude, Bukkila, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mic 4el R. Gam- a-c`Re - Mayor Mic elle Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 022 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 12 -13, SUNSHINE PARK PARKING LOT EXPANSION WEST SIDE PHASE 3 . WHEREAS, pursuant to Resolution No. 012 -12 , adopted by the City Council on the 6th day of February , 2012 , the City Engineer has prepared final plans and specifications for Project No. 12 -13 WHEREAS, such final plans and specifications were presented to the City Council for their review on the 6th day of March 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 a.m. , Friday, March 30 2012 at the Andover City Hall. MOTION seconded by Councilmember Bukkila and adopted by the 5City Council at a regular meeting this 6th day of March 2012 , with Councilmembers Trude, Bukkila, Knight, Gamache Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: 1 © Mg ael R. Ga the - Mayor Mid1helle Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 021 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND ORDERING ADVERTISEMENT FOR BIDS FOR PROJECT NO. 12 -02a, 2012 STREET RECONSTRUCTION (IVYWOOD ESTATES) . WHEREAS, pursuant to Resolution No. 007 -12 , adopted by the City Council on the 17th day of January , 2012 , the City Engineer has prepared final plans and specifications for Project No. 12 -02a WHEREAS, such final plans and specifications were presented to the City Council for their review on the 6th day of March 2012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. © BE IT FURTHER RESOLVED by the City Council of the City of Andover to hereby direct the City Clerk to seek public bids as required by law, with such bids to be opened at 9:00 a.m. , Friday, March 30, 2012 at the Andover City Hall. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 6th day of March 2012 , with Councilmembers Trude, Bukkila, Knight, Gamache, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: chael R. Gamache - Mayor © Mi helle Hartner— Deputy City Clerk EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF ANDOVER, MINNESOTA HELD: February 21, 2012 Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Andover, Minnesota, was duly held on Tuesday, February 21, 2012 at 7:00 p.m. Member Bukkila introduced the following resolution and moved its adoption: RESOLUTION R020 -12 APPROVING THE ISSUANCE OF GENERAL OBLIGATION EQUIPMENT CERTIFICATES, SERIES 2012A AND TAXABLE GENERAL OBLIGATION CAPITAL IMPROVEMENT REFUNDING BONDS, SERIES 2012B BE IT RESOLVED by the City Council of the City of Andover, Minnesota (the "City ") as follows: 1. The City Council hereby finds and declares that it is necessary and expedient for the City to sell and issue its fully registered general obligation bonds, in one or more series, in the total aggregate principal amount of not to exceed $2,235,000 (herein, the "Series 2012A Bonds" and the "Series 2012B Bonds ", collectively, the "Bonds "). The proceeds of the Series 2012A Bonds will be used for the acquisition of capital equipment and to pay the costs associated with the issuing of the Series 2012A Bonds. The proceeds of the Series 2012B Bonds will be used, together with any additional funds of the City which might be required, for a crossover refunding of the February 1, 2014 through 2017 maturities of the City's General Obligation Capital Improvement Bonds, Series 2004A (the "Series 2004A Bonds ") and to pay the costs associated with issuing the Series 2012B Bonds . 2. The City Council desires to proceed with the sale of the Bonds by solicitation of bids to be undertaken by Ehlers and Associates, Inc. ( "Ehlers "). The Mayor, the Administrator and the Finance Manager are hereby authorized to approve the sale of the Bonds in an aggregate principal amount of not to exceed $630,000 for the Series 2012A Bonds and in an aggregate principal amount of not to exceed $1,605,000 for the Series 2012B Bonds and to execute a bond purchase agreement for the purchase of each series of the Bonds with the lowest responsible bidder provided the total savings on the crossover of the Series 2012B Bonds (which refunds the Series 2004A Bonds) meets the 3% savings test as set forth in Minnesota Statutes 475.67, subdivision 12. 4. Upon approval of the sale of the Bonds by the Mayor, the Administrator and the Finance Manager, the City Council will take action at its next regularly scheduled meeting thereafter to adopt the necessary approving resolutions as prepared by the City's bond counsel. © 5. Ehlers is authorized to prepare an Official Statement related to the sale of the Bonds. 4487133v1 EAR O n L�J 6. If the Mayor, the Administrator and the Finance Manager have not approved the sale of the bonds and executed the related documents by March 6, 2012, this resolution shall expire. The motion for the adoption of the foregoing resolution was duly seconded by Member Knight , and upon vote being taken thereon, the following voted in favor thereof Gamache, Howard and Trude And the following voted against the same: None Whereupon said resolution was declared duly passed and adopted by the City Council of the City of Andover on this 21St day of February, 2012. CITY OF ANDOVER ATTEST: . Q� i hel a Hartner, Deputy 4487133vl ael R. G che, Mayor © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 019 -12 MOTION by Councilmember Trude to adopt the following: WHEREAS, the City of Andover supports the grant application made to the Minnesota Department of Natural Resources for the Local Trail Connections Grant Program. The application is to construct about 2007 feet of paved trail for the Andover Station North Trail Connection System. The trail system is located in Section 27, Township 32, Range 24 , and WHEREAS, the City of Andover recognizes that up to seventy five (75) percent match requirement for the Local Trail Connections Grant Program, and has secured the matching funds. NOW, THEREFORE, BE IT RESOLVED, if the City of Andover is awarded a grant by the Minnesota Department of Natural Resources, the City of Andover agrees to accept the grant award, and may enter into an agreement with the State of Minnesota for the above referenced project. The City of Andover will comply with all applicable © laws, environmental requirements and regulations as stated in the grant agreement, and BE IT FURTHER RESOLVED, the City Council of the City of Andover names the fiscal agent for the City of Andover for this project as: Jim Dickinson City Administrator /Finance Director City of Andover 1685 Crosstown Boulevard NW Andover, MN 55304 BE IT FURTHER RESOLVED, the City of Andover hereby assures the Andover Station North Trail Connection will be maintained for a period of no less than 20 years. Adopted by the City Council of the City of Andover this _ 21 st day of February_, 2012. CITY OF ANDOVER 4 ATTEST:! Ivl' hael R. Gamache — Mayor Ali ielle I iartner— Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA © STATE OF MINNESOTA RES. NO. 018 -12 MOTION by Councilmember Trude to adopt the following: BE IT RESOLVED that City of Andover act as legal sponsor for the project contained in the Outdoor Recreation Application to be submitted on or before March 30 , 2012 and that Assistant Public Works Director /Park Coordinator is hereby authorized to apply to the Department of Natural Resources for funding of this project on behalf of City of Andover . BE IT FURTHER RESOLVED that City of Andover has the legal authority to apply for financial assistance, and financial capability to meet the match requirement and ensure adequate construction, operation, maintenance and replacement of the proposed project for its design life. BE IT FURTHER RESOLVED that City of Andover has not incurred any development costs described on Item 5b and has not entered into a written purchase agreement to acquire the property described on Item 5a. BE IT FURTHER RESOLVED that upon approval of its application by the • state, City of Andover may enter into an agreement with the State of Minnesota for the above - referenced project, and that City of Andover certifies that it comply with all applicable laws and regulations as stated in the grant agreement including dedicating the park property for outdoor recreation uses into perpetuity. NOW, THEREFORE BE IT RESOLVED that Assistant Public Works Director /Park Coordinator is hereby authorized to execute such agreements as are necessary to implement the project on behalf of the applicant. Adopted by the City Council of the City of Andover this 21 st day of February , 2012 I CERTIFY THAT the above resolution was adopted by the City Council of the City of Andover on February 21, 2012. CITY OF ANDOVER ATTEST: Mic ael'R. Gamache - Mayor Michelle Hartner — Deputy City Clerk E N U CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 017 -12 MOTION by Councilmember to adopt the following: A RESOLUTION APPROVING FINAL PLANS AND SPECIFICATIONS AND AUTHORIZING CONNEXUS ENERGY TO INSTALL AND MAINTAIN THE SYSTEM FOR PROJECT NO. 12 -17 SUNSHINE PARK NORTH PARKING LOT LIGHTING. WHEREAS, pursuant to Resolution No. 013 -12 , adopted by the City Council on the 6th day of February-, 2012 , Connexus Energy has prepared final plans and specifications for Project 12 -17 for Sunshine Park North Parkinq Lot Lighting WHEREAS, such final plans and specifications were presented to the City Council for their review on the 21St day of February , 2-012. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby approve the Final Plans and Specifications. MOTION seconded by Councilmember Bukkila and adopted by the City Council at a regular meeting this 21St day of February 2012 ,with Councilmembers Trude, Bukkila, Gamache, Knight, Howard voting in favor of the resolution, and Councilmembers against, whereupon said resolution was declared passed. ATTEST: *fic � 4ep�utyCity Hamne Clerk none CITY OF ANDOVER voting I ichael R. Gamache - Mayor X CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R016 -12 Council Member Kni hg t introduced the following resolution and moved its adoption: Resolution Providing for the Sale of $630,000 General Obligation Equipment Certificates, Series 2012A $1,605,000 Taxable General Obligation Capital Improvement Plan Refunding Bonds, Series 2012B A. WHEREAS, the City Council of the City of Andover, Minnesota, has heretofore determined that it is necessary and expedient to issue the City's $630,000 General Obligation Equipment Certificates, Series 2012A and $1,605,000 Taxable General Obligation Capital Improvement Plan Refunding Bonds, Series 2012B (the "Bonds "), to crossover refund the City's outstanding General Obligation Capital Improvement Bonds, Series 2004A and to finance the acquisition of various capital equipment for the City; and B. WHEREAS, the City has retained Ehlers & Associates, Inc., in Roseville, Minnesota ( "Ehlers "), as its independent financial advisor for the Bonds and is therefore authorized to solicit proposals in accordance with Minnesota Statutes, Section 475.60, Subdivision 2(9); NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover, Minnesota, as follows: 1. Authorization; Findines. The City Council hereby authorizes Ehlers to solicit proposals for the sale of the Bonds. 2. Meeting; Proposal Opening. The City Council shall meet at 7:00 p.m. on February 21, 2012, for the purpose of approving the sale of the Bonds and establishing a pricing committee. The pricing committee shall meet at 2:00 p.m. on February 23, 2012 or another date set by City staff, for the purpose of considering proposals for and awarding the sale of the Bonds. 3. Official Statement. In connection with said sale, the officers or employees of the City are hereby authorized to cooperate with Ehlers and participate in the preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon its completion. The motion for the adoption of the foregoing resolution was duly seconded by Council Member Trade and, after full discussion thereof and upon a vote being taken thereon, the following Council Members voted in favor thereof: Gamache, Bukkila, Howard and the following voted against the same: None Whereupon said resolution was declared duly passed and adopted. 0 Dated this day of February, 2012. © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 015 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 12 -8 FOR 2012 CURB, SIDEWALK & PEDESTRIAN RAMP REPAIRS. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 2012 Curb, Sidewalk & Pedestrian Ramp Repairs, Project 12 -8; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. © MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of February 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: � Z Mi ael R. Ga he -Mayor W Ie Hamner — Deputy City Clerk H H u LJ MOTION by Councilmember CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 014 -12 kkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 11 -43 FOR 140TH LANE NW WATER MAIN IMPROVEMENTS. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of 140th Lane NW Water Main Improvements, Project 11 -43; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of February 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Ga he - Mayor Michelle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 013 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 12 -17 FOR SUNSHINE PARK NORTH PARKING LOT LIGHTING. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of Sunshine Park North Parking Lot Lighting, Project 12 -17; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. ® MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of February 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: M' ael R. Gamache - Mayor Mic elle Hartner — Deputy City Clerk H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 012 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING IMPROVEMENT AND DIRECTING PREPARATION OF PLANS AND SPECIFICATIONS FOR THE IMPROVEMENT OF PROJECT NO. 12 -13 FOR SUNSHINE PARK PARKING LOT EXPANSION WEST SIDE PHASE 3. WHEREAS, the City Council is cognizant of the need for the improvements; and NOW, THEREFORE BE IT RESOLVED by the City Council to order the improvement of Sunshine Park Parking Lot Expansion West Side phase 3, Project 12 -13; and BE IT FURTHER RESOLVED by the City Council to hereby direct the Director of Public Works /City Engineer to prepare the plans and specifications for such improvement project. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of February 2012, with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ip ATTEST: '✓� Oael R. Ga the - Mayor 'Midhelle Hartner— Deputy City Clerk H CITY OF ANDOVER © COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 011 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ACCEPTING FEASIBILITY REPORT AND CALLING PUBLIC HEARING ON IMPROVEMENTS FOR SOUTH COON CREEK DRIVE NW RECONSTRUCTION, PROJECT NO. 11 -10. WHEREAS, pursuant to Resolution No. 095 -11, adopted the 6th day of December-, 2011 a Feasibility Report has been prepared by the City Engineer for the improvements: and WHEREAS, such report was received by the City Council on the 6th day of February , 2012; and WHEREAS, such reports declared the proposed assessments to be feasible for an estimated total project cost of $ $2,868,570.00 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The City Council hereby accepts the Feasibility Report for Project No. 11 -10 for the improvements. 2. The Council will consider the improvements in accordance with the reports and the assessment of abutting property for all or a portion of the improvement pursuant to Minnesota Statutes Chapter 429 at an estimated total cost of the improvement of $ 2,868,570.00 3. A public hearing shall be held on such proposed improvement on the 6th day of March , 2012 in the Council Chambers of the City Hall at 7:00 PM and the Clerk shall give mailed and published notice of such hearing and improvement as required by law. MOTION seconded by Councilmember Knight" and adopted by the City Council at a regular meeting this 6th day of February 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: M' ael R. Ga ache - Mayor i helle Hartner — Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 010 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ACCEPTING FEASIBILITY REPORT AND CALLING PUBLIC HEARING ON IMPROVEMENT FOR 133RD AVENUE NW RECONSTRUCTION, - PROJECT NO. 11 -40. WHEREAS, pursuant to Resolution No. 096 -11, adopted the 6th day of December , 2011 a Feasibility Report has been prepared by the City Engineer for the improvements: and WHEREAS, such report was received by the City Council on the 6th day of February , 2012; and WHEREAS, such reports declared the proposed assessments to be feasible for an estimated total project cost of $788,290.00. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The City Council hereby accepts the Feasibility Reports for Project No. 11 -40 for the improvements. 2. The Council will consider the improvements in accordance with the reports and the assessment of abutting property for all or a portion of the improvement pursuant to Minnesota Statutes Chapter 429 at an estimated total cost of the improvement of $788,290.00. 3. A public hearing shall be held on such proposed improvement on the 6th day of March , 2012 in the Council Chambers of the City Hall at 7:00 PM and the Clerk shall give mailed and published notice of such hearing and improvement as required by law. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 6th day of February 2012 , with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: Mi ael R. Gamac e - Mayor Mi hem Ile Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R009 -12 A RESOLUTION GRANTING THE CONDITIONAL USE PERMIT REQUEST OF NORTH PINE AGGREGATE, INC. TO STOCKPILE TIRE CHIPS ON PROPERTY LOCATED AT 16563 HANSON BOULEVARD NW LEGALLY DESCRIBED AS: THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 11 TOWNSHIP 32 RANGE 24, EXCEPT THE SOUTH 330 FEET OF THE WEST 687 FEET THEREOF; ALSO EXCEPT ROAD AND SUBJECT TO EASEMENTS OF RECORD WHEREAS, North Pine Aggregate, Inc. and Dennis W. Kuiken have requested a conditional use permit for storage of tire chips on the subject property; and WHEREAS, City Code 12 -12 requires a conditional use permit for the storage of highway construction materials; and WHEREAS, the Planning Commission held a public hearing and has reviewed the request and recommends approval of the proposed conditional use permit to the City council; and WHEREAS, the City Council finds that tire chips as a highway construction material differs in nature from other highway construction materials, such as aggregate or sand, in that tire chips are a petroleum based product potentially susceptible to combustion; and WHEREAS, the City Council finds the request would not have a short term detrimental effect upon the health, safety, morals, and general welfare of the City of Andover; and WHEREAS, the City Council finds that the risks associated with the tire chips being ignited, either through human involvement or the spreading of wild fires, increases the longer the tire chips are stored on the subject property; and NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover has received the recommendation of the Planning Commission and approves the conditional use permit on said property with the following conditions: To the extent not otherwise addressed by these conditions, the Applicants shall bring the subject property into compliance with the Fire Department Memorandum stamped received by the City of Andover December 23, 2011 by February 1, 2012 and maintain compliance throughout the time that tire chips are stored on the subject property. 2. The Applicants shall obtain a watershed permit from the Lower Rum River Watershed Management Organization. 141 © 3. The Applicants shall provide documentation of approval to cross the natural gas pipeline from Koch Industries, Inc. to include the required design of the crossing and proof of inspection. 4. All tire chips shall be removed from the subject property by July 1, 2012 and the site shall be restored to the condition that existed prior to the stockpiling of tire chips by that date. The property owner shall be required to enter into an assessment agreement with the city to cause the property owner to be fully responsible for any cost incurred by the city for removal of waste tires and tire chips if they have not been removed from the subject property by July 1, 2012. 6. The Applicants shall be required to comply with all local state and federal laws and regulations. 7. The Applicants shall comply with the fencing obligations and plans as set forth in the January 5, 2012 letter and attached Tire Storage Plan from North Pine Aggregate, Inc. 8. The Applicants shall assume all risks associated with the storage and transportation of the tire chips and agrees to indemnify and hold harmless the City from any and all resulting damages and costs. 9. As agreed upon with the Applicants, this conditional use permit shall automatically terminate as of July 1, 2012, and Applicants shall cooperate with requests by the City to assure the termination. Adopted by the City Council of the City of Andover on this 17th day of January, 2012. CITY OF ANDOVER ATTEST: Mi helle Hartner, Deputy H Michael R. Gamache, Mayor LJ H H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 008 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF PROJECT NOS. 12 -2b, JOHNSON'S OAKMOUNT TERRACE & 12 -2c. 147TH AVENUE NW. 2012 STREET RECONSTRUCTION AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 108 -11 of the City Council adopted on the 20th day of December , 2011, fixed a date for a public hearing; and WHEREAS, pursuant to the required published and mailed notice such hearing was held on the 17th day of January 2012; and WHEREAS, all persons desiring to be heard were given such opportunity for same; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby order improvement Project Nos.. 12 -2b & 12 -2c MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 17th day of January 2012, with Councilmembers Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: l Mic1helle Hartner — Deputy. City Clerk CITY OF ANDOVER ichael R. GA the - Mayor EJ Ea CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 007 -12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF PROJECT NO. 12-2a, 2012 STREET RECONSTRUCTION OVYWOOD ESTATES) AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 107 -11 of the City Council adopted on the 20th day of December , 2011, fixed a date fora public hearing; and WHEREAS, pursuant to the required published and mailed notice such hearing was held on the 17th day of January 2012; and WHEREAS, all persons desiring to be heard were given such opportunity for same; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover to hereby order improvement Project No. 12 -2a . MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 17th day of January 2012, with Councilmembers Trude, Howard, Kniqht, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed, ATTEST: is elle Hartner— Deputy City Clerk CITY OF ANDOVER Me hael R. Gamache - Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA © RES. NO. 006-12 MOTION by Councilmember Trude to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 11 -24, BUTTERNUT STREET NW. 173`d AVENUE NW & FLINTWOOD STREET NW. WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 10 years, the first of the installments to be payable on or before the first ® Monday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 17th day of January 2012 , with Councilmembers Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: ✓l�- M'chael R. Gam-ache - Mayor q'UL"U'J&4yU' © icl elle Hartner— Deputy City Clerk H E CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 005 -12 MOTION by Councilmember to adopt the following: A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE IMPROVEMENT OF PROJECT NO. 11 -2a, FLINTWOOD STREET NW. WHEREAS, pursuant to proper notice duly given as required by law, the City Council has met and heard and passed upon all objections to the proposed assessment for the improvements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount equal to or greater than the assessment levied against it. 2. Such assessment shall be payable in equal annual installments, extending over a period of 10 years, the first of the installments to be payable on or before the first Monday in January, 2013 and shall bear interest at a rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole of the assessment on such property with interest accrued to the date of payment to the City Treasurer. MOTION seconded by Councilmember Howard and adopted by the City Council at a regular meeting this 17th day of January 2012 , with Councilmembers Trude, Howard, Knight, Gamache, Bukkila voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. CITY OF ANDOVER ATTEST: s Wchael R. Gam-ache - Mayor Michelle Hartner — Deputy City Clerk © CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R004 -12 A RESOLUTION ADOPTING THE ASSESSMENT ROLL FOR THE CERTIFICATION OF THE OUTSTANDING BALANCE FROM THE DEFAULT OF A REPAYMENT AGREEMENT WITH FAIRBANKS PROPERTIES, LLC. WHEREAS, Fairbanks Properties, LLC owns property in the vicinity of Hanson Boulevard and 154th Avenue in the City of Andover and legally described as: Lot 1, Block 1, and Lot 1, Block 2 Chesterton Commons 4th Addition, Anoka County, Minnesota ( "Property "); and WHEREAS, on June 6, 2006, the City entered into a Repayment Agreement with Fairbanks Properties, LLC for intersection improvements at Hanson Boulevard and 154th Avenue in the City of Andover; and WHEREAS, on September 7, 2010, the Repayment Agreement was amended extending the term an additional two years and deferring three principal payments to the extended term; and WHEREAS, pursuant to the Amended Repayment Agreement, failure to pay any installment of principal and interest when due constitutes a default; and WHEREAS, Fairbanks Properties, LLC has failed to make an installment of principal and interest as required and is, therefore, in default; and WHEREAS, pursuant to Section 4 of the Amended Repayment Agreement, upon default, the City is authorized to certify all outstanding principal plus accrued interest to the County Auditor pursuant to Minn. Stat. §429.061, Subd. 3 for collection with real estate taxes due on the Property in the following year; and WHEREAS, the council has met, heard and passed upon all objections to the proposed assessment for the default of the Amended Repayment Agreement. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF ANDOVER, MINNESOTA: 1. Such proposed assessment, a copy of which is attached hereto and made part hereof, is hereby accepted and shall constitute the special assessment against the lands named therein, and © each tract of land therein included is hereby found to be benefited by the proposed improvement in the amount of the assessment levied against it. 2. Such assessment shall be payable in four annual installments on or before the first Monday of January, 2013 and shall bear interest at the rate of 5.5 percent per year. © 3. The owners of any property so assessed may, at any time prior to certification of the assessment to the County Auditor, pay the whole amount of the assessment on such property with interest accrued to the date of payment, except that no interest shall be charged if the entire assessment is paid by January 24, 2012. Adopted by the City Council of the City of Andover on this 17th day of January, 2012. CITY OF ANDOVER ATTEST: Midhelle Hartner — Deputy City Clerk Mi ael R. Gamache, Mayor i 0 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R003 -12 A RESOLUTION DESIGNATING DEPOSITORIES OF CITY FUNDS AND SUPPLEMENTAL DEPOSITORIES OF CITY FUNDS FOR INVESTMENT PURPOSES ONLY. WHEREAS, Minnesota Statutes sets forth the procedures for the deposit of public funds which include requiring the Andover City Council to annually designate the official depositories for City funds and manage the collateral pledged to such funds; and WHEREAS, other financial institutions are, from time to time, able to pay the City of Andover interest rates on deposits that are greater than can be obtained from the official depositories. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that the City's official depositories for 2012 are the Andover office of Wells Fargo Bank Minnesota, N.A., the Andover office of US Bank and 1St Regents Bank. BE IT FURTHER RESOLVED that Wells Fargo Investment Services Inc. and Wells Fargo Institutional Trust; US. Bank Institutional Trust; the Minnesota Municipal Money Market Fund; Village Bank; Bank of The West; Northland Securities; Comerica Securities Inc.; Morgan Stanley /Smith Barney.; RBC Dain Rauscher Inc.; UBS Financial Services Inc.; and Morgan Keegan & Company be designated as additional depositories for 2012 for investment and cash management purposes only. BE IT STILL FURTHER RESOLVED that the City Administrator of the City of Andover is hereby designated as the approval authority for the release and acceptance of all collateral to be held by the City in conjunction with City funds on deposit with authorized institutions. Adopted by the Andover City Council on the 3 d day of January 2012. CITY OF ANDOVER ATTEST: Mic el R. G .the - Mayor Michelle Hartner — Deputy City Clerk H H CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 002 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION APPROVING CHANGE ORDER #1 TO PROJECT NO. 11 -14, TOWER #1 (ROSE PARK). WHEREAS, the City of Andover has a contract for Project No. 11 -14, Tower #1 (Rose Park). with MK Painting, Inc. of Wyandotte,MI NOW THEREFORE, BE IT RESOLVED by the City Council of Andover to hereby approve the change order to Project No. 11 -14. Adopted by the City Council of the City of Andover this 3rd day of © January 2012. CITY OF ANDOVER ATTEST: � ---- Michael R. amache — Mayor Mi helle Hartner — Deputy City Clerk r CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. 001 -12 MOTION by Councilmember Bukkila to adopt the following: A RESOLUTION DECLARING ADEQUACY OF PETITION AND ORDERING PREPARATION OF A FEASIBILITY REPORT FOR THE IMPROVEMENT OF PAVING , FOR PROJECT NO. 11 -47 , IN THE AREA OF 174T" AVENUE NW /HEATHER STREET NW /173sb LANE NW. WHEREAS, the City Council has received a petition, dated _ December 9, 2011 requesting the construction of improvements; and WHEREAS, such petition has been validated to represent the signatures of more than 35% of the affected property owners requesting such improvement. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Andover that: 1. The petition is hereby declared as adequate. 2. The proposed improvement is hereby referred to the City Engineer and he is instructed to provide the City Council with a feasibility report. MOTION seconded by Councilmember Knight and adopted by the City Council at a regular meeting this 3`d day of January 2012, with Councilmembers Bukkila, Knight, Gamache, Trude, Howard voting in favor of the resolution, and Councilmembers none voting against, whereupon said resolution was declared passed. ATTEST: Mi helle Hartner— Deputy City Clerk H CITY OF ANDOVER Mi hael R. Gamache - Mayor