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HomeMy WebLinkAboutCC - January 17, 20231685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV Regular City Council Meeting — Tuesday, January 17, 2023 Call to Order — 7:00 p.m. Pledge of Allegiance Resident Forum Agenda Approval Approval of Minutes (1/3/23 Regular) Consent Items 2. Approve Payment of Claims — Finance 3. Approve 2023 Used Vehicle Sales License —Administration 4. Initiate the Replacement of the 2004 Toro Groundsmaster 561 — Engineering 5. Accept Petition/Waive Public Hearing/Order & Approve Feasibility Report/Order & Adopt Assessment Roll/23-21/2101/2103 —140`h Lane NW/WM - Engineering 6. Acknowledge 90 Day Extension From Applicant for Legacy at Petersen Farms PUD/Preliminary Plat Applications — Planning 7. Approve Andover Fire Relief Association By-laws/Minutes —Administration 8. Approve 2023 Tobacco License —Administration 9. Receive December 2022 City Investment Reports —Administration 10. Approve Debt Service Payments - Finance Discussion Items 11. Anoka County Sheriff s Office Monthly Report — Sheriff 12. Appeal Hearing — Cannabinoid License Denial — Administration 13. Hold Public Hearing/Order Plans & Specs/21-39/Tulip St. NW & 1615 Ave. NW Reconstruction — Engineering 14. Hold Public Hearing/Order Plans & Specs/23-17/2023 Full Depth Reclamation — Engineering 15. Consider a Conditional Use Permit (CUP) for a Drive-Thru Window — PIN 34-32-24-31-0154; 2184 Bunker Lake Blvd NW — Andover Station 2016, LLP (Applicant) — Planning 16. Consider a Conditional Use Permit (CUP) for a Drive-Thru Window — PIN 34-32-24-32-0027; 2248 Bunker Lake Blvd NW — Andover Station 2016, LLP (Applicant) - Planning Staff Items 17. Administrator's Report —Administration Mayor/Council Input Adjournment Elm M) Mok 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and City Council CC: Jim Dickinson, City Administrator FROM: Michelle Hartner, Deputy City Clej SUBJECT: Approval of Minutes DATE: January 17, 2023 INTRODUCTION The following minutes were provided by TimeSaver, reviewed by Administration, and submitted for City Council approval: January 3, 2023 Regular DISCUSSION The minutes are attached for your review. ACTION REQUIRED The City Council is requested to approve the above minutes. Respectfully submitted, Michelle Hartner Deputy City Clerk Attach: Minutes 29 30 Rhonda Ganske, 2159 153rd Lane NW, came forward to discuss the stormwater management of 31 Nightingale Villas and the effect on her property. She stated she has not received an answer 32 regarding her request to remove the emergency overflow directed onto her property. Ms. Ganske 33 said the development will cause flooding onto her property. She stated this is in violation of Section 34 5 of the City's Stormwater Management Plan and City Code 12.14.11. Ms. Ganske stated the 35 decisions of the City Council have made it more difficult for her property to be developed and it 36 may decrease the value of her property. Ms. Ganske requested the City be responsible for any 37 damage to her property as a result of the City's decision. She is concerned about the privacy fence 38 due to stormwater drainage. Ms. Ganske asked for a decision from the City Council regarding her 39 requests. 40 Regular Andover City Council Meeting Minutes — January 3, 2023 Page 2 1 City Administrator Dickinson stated a response has been provided through discussion and dialogue 2 of the City Council. He explained the decision does meet Code and stormwater standards. He 3 noted changing the decision puts the City in violation of standards. Mr. Dickinson explained Ms. 4 Ganske's property would be developed at the same standards and water gets to go where it used to 5 go pre -development or reduced. He stated the City can send a letter to Ms. Ganske detailing the 6 decision. Mr. Dickinson explained the stormwater plan has been analyzed by the City and the 7 Coon Creek Watershed and the design is appropriate. 8 9 Mayor Bukkila explained Ms. Ganske will get a response in the near future. 10 11 AGENDA APPROVAL 12 13 Motion by Nelson, Seconded by Barthel, to approve the Agenda as presented. Motion carries 14 unanimously. 15 16 APPROVAL OF MINUTES 17 18 December 20, 2022 Regular Meeting Minutes 19 20 Councilmember Nelson requested a correction to the minutes on page 7, line 28 change "drive" to 21 "driven". 22 23 Motion by Barthel, Seconded by Nelson, to approve the December 20, 2022 Regular Meeting 24 Minutes as amended. Motion carries unanimously. 25 26 CONSENT ITEMS 27 28 Item 2 Approve Payment of Claims 29 Item 3 Approve Cannabinoid License/ 14029 Round Lake Blvd. NW 30 Item 4 Accept Feasibility Report/Order Public Hearing/23-17/2023 Full Depth Reclamation 31 (See Resolution R001-23) 32 Item 5 Consider Resolution for 2023 CDBG Application and Project Water Connections (See 33 Resolution R002-23) 34 Item 6 Consider Resolution for 2023 CDBG Application and Project Water Feasibility Study 35 (See Resolution R003-23) 36 37 Motion by Nelson, Seconded by Butler, to approve the Consent Agenda as read. Motion carries 38 unanimously. Regular Andover City Council Meeting Minutes — January 3, 2023 Page 3 1 APPROVE OFFICIAL DEPOSITORIES AND BANKS 2 3 Each year the City Council is required by State law to approve a resolution designating the City's 4 official depositories, supplemental depositories of investments and designating an individual as 5 the approval authority for collateral transactions. City Administrator Dickinson stated the Andover 6 offices of Wells Fargo and US Bank are the City's official depositories. He identified Wells Fargo 7 Investment Services Inc. and Wells Fargo Institutional Trust; US. Bank Institutional Trust; the 8 Minnesota Municipal Money Market Fund (4M); Premier Bank of Andover; Northland Securities; 9 Comerica Securities Inc.; and Raymond James as additional depositories for 2023 for investment 10 and cash management purposes only. Mr. Dickinson identified the City Administrator or Finance 11 Director are the approval authority for the release and acceptance of all collateral with the 12 authorized institutions. 13 14 Motion by Butler, Seconded by Nelson, to approve Resolution No. R004-23 Designating 15 Depositories of City Funds and Supplemental Depositories of City Funds for Investment Purposes 16 Only and Designating the Approval Authority. Motion carries unanimously. 17 18 DELEGATION OF BUSINESS ADMINISTRA TOR — ELECTRONIC FUNDS TRANSFERS 19 20 The City Council is requested to consider a resolution delegating the Finance Manager as the 21 designated business administrator for electronic funds transfers. City Administrator Dickinson 22 explained this item is a new requirement to pay some vendor claims by electronic funds transfers 23 instead of paper checks to comply with State Statute. He noted the City has not yet used electronic 24 funds transfers for vendor payments but does not for debt service payments. 25 26 Motion by Nelson, Seconded by Barthel, to approve Resolution No. R005-23 approving the City's 27 Finance Manager as the designated business administrator for electronic fund transfers. Motion 28 carries unanimously. 29 30 DESIGNATE OFFICIAL NEWSPAPER 31 32 The City Council is requested to designate the official newspaper of the City where publication 33 of official notices is made. City Administrator Dickinson presented a proposal from the Anoka 34 County Union. He noted the cost is the same as 2022. 35 36 Motion by Barthel, Seconded by Nelson, to designate the Anoka County Union as the City's 37 official newspaper. Motion carries unanimously. 38 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 Regular Andover City Council Meeting Minutes — January 3, 2023 Page 4 APPOINT VICE -MA YOR City Administrator Dickinson stated Mayor Bukkila nominated Councilmember Barthel as Vice - Mayor. Motion by Butler, Seconded by Nelson, to appoint Councilmember Barthel as Vice -Mayor. Motion carries unanimously. APPOINT COMMITTEES AND COMMISSIONS AND SET WORKSHOP DATES The City Council is requested to appoint standing Committees and Commission members for 2023 based on the Mayor's recommendations. Mayor Bukkila presented supplemental documents for this item. Mayor Bukkila recommended the following appointments for 2023: Special Committees Public Works Committee: Eliminated for 2023 and items will come before the entire City Council. Critical Infrastructure Planning Committee: Mayor Bukkila and Councilmember Engelhardt Newsletter Committee: Councilmember Butler (Chair) & Councilmember Nelson Standing Committee Finance & Personnel Committee: Entire Council City Appointed Representatives in 2023 Fire Relief Association: Councilmember Barthel & Finance Manager Lee Brezinka Anoka County Fire Protection Council: Councilmember Barthel and Mayor Bukkila as alternate Anoka -Hennepin Community Education Advisory Board: Councilmember Nelson QCTV Commission: Councilmember Barthel & City Administrator Jim Dickinson Lower Rum River Watershed Management Organization: Resident Val Holthus Anoka County Joint Law Enforcement Council: Mayor Bukkila & City Administrator Jim Dickinson as alternate North Metro Mayors Board of Directors: Mayor Bukkila & City Administrator Jim Dickinson Motion by Nelson, Seconded by Butler, to appoint Committees and Commissions as presented. Mayor Bukkila explained the Public Works Committee became irrelevant around three years ago Regular Andover City Council Meeting Minutes —January 3, 2023 Page 5 1 when the City realized the condition of streets and infrastructure. She stated it is important the 2 entire Council be aware of the City's infrastructure. Mayor Bukkila stated the goal of the Critical 3 Infrastructure Planning Committee is formalize a process to review infrastructure and systems with 4 interdependencies. 6 Motion carries unanimously. 8 SCHEDULE ADVISORY COMMISSIONINTERVIEWS 10 The City Council is requested to schedule interview dates for Advisory Commission applicants. 11 City Administrator Dickinson stated the City received 16 applicants. He noted there are 2 openings 12 on the Park and Recreation Commission, 3 openings on the Planning and Zoning Commission, 13 and 2 openings on the Nature Preserve Advisory Commission. He recommended two evenings for 14 interviews. 15 16 Motion by Nelson, Seconded by Engelhardt, to schedule Advisory Commission interviews on 17 January 18`h and 19`h, beginning at 6:00 p.m. Motion carries unanimously. 18 19 SELECT 2023 LOCAL BOARD OF APPEAL AND EQ UALIZA TION DA TES 20 21 The City Council is requested to select potential dates for holding the 2023 Local Board of Appeal 22 and Equalization. The Council reached consensus to request April 17`h as first choice, April 24th 23 as second choice and May 2, 2023 as a continuation if necessary at 7:00 p.m. as dates for the Local 24 Board of Appeal and Equalization. 25 26 ADMINISTRATOR'S REPORT 27 28 City Staff updated the Council on the administration and city department activities, legislative 29 updates, updates on development/CIP projects, and meeting reminders/community events. 30 31 (Administration) Mr. Dickinson stated the City is working on year-end activities. Staff are 32 scheduling compliance training. He noted the State Legislature is in session and he has been in 33 contact with by State Legislators regarding the Red Oak neighborhood. Mr. Dickinson explained 34 group homes are being discussed by the State and the City may be involved in the process. He 35 stated some cannabinoid license applications have been denied and may be appealed to the City 36 Council. Mr. Dickinson noted Engineering is working on construction projects. The City ended 37 the year on 103 new single-family home permits and 4 large commercial projects. Mr. Dickinson 38 stated January is the busiest month of the year for the Community Center. Public Works is busy 39 with snowplowing. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Regular Andover City Council Meeting Minutes —January 3, 2023 Page 6 Councilmember Nelson asked if it is a requirement for snowplow drivers to have 8 hours of rest. Mr. Dickinson stated it is a Federal requirement. MAYORICOUNCIL INPUT (Newly Elected Mayor and Councilmembers) Councilmember Nelson welcomed Councilmember Engelhardt and congratulated Councilmember Barthel and Mayor Bukkila. (Sheriff James Stuart Retirement) Councilmember Nelson stated he and Mr. Dickinson attended the retirement party of Sheriff James Stuart. He wished him a happy retirement. (Winter Weather) Mayor Bukkila encouraged residents to drive safely, help their neighbors, and shovel out fire hydrants. ADJOURNMENT Motion by Barthel, Seconded by Nelson, to adjourn. Motion carries unanimously. The meeting adjourned at 7:47 p.m. Respectfully submitted, Shari Kunza, Recording Secretary TimeSaver Off Site Secretarial, Inc. Regular Andover City Council Meeting Minutes —January 3, 2023 Page 7 REGULAR ANDOVER CITY COUNCIL MEETING MINUTES — JANUARY 3, 2023 TABLE OF CONTENTS PLEDGE OF ALLEGIANCE......................................................................................................... 1 SWEARING IN OF NEW MAYOR AND COUNCILMEMBERS.............................................. 1 RESIDENTFORUM...................................................................................................................... 1 AGENDA APPROVAL.................................................................................................................. 2 APPROVAL OF MINUTES........................................................................................................... 2 CONSENTITEMS......................................................................................................................... 2 Item 2 Approve Payment of Claims............................................................................................ 2 Item 3 Approve Cannabinoid License/14029 Round Lake Blvd. NW ....................................... 2 Item 4 Accept Feasibility Report/Order Public Hearing/23-17/2023 Full Depth Reclamation (R001-23)......................................................................................................................... 2 Item 5 Consider Resolution for 2023 CDBG Application and Project Water Connections (11002-23)......................................................................................................................... 2 Item 6 Consider Resolution for 2023 CDBG Application and Project Water Feasibility Study (R003 -23)......................................................................................................................... 2 APPROVE OFFICIAL DEPOSITORIES AND BANKS (11004-23) ............................................ 3 DELEGATION OF BUSINESS ADMINISTRATOR — ELECTRONIC FUNDS TRANSFERS (R005-23)......................................................................................................................... 3 DESIGNATE OFFICIAL NEWSPAPER...................................................................................... 3 APPOINT VICE-MAYOR............................................................................................................. 4 APPOINT COMMITTEES AND COMMISSIONS AND SET WORKSHOP DATES ............... 4 SCHEDULE ADVISORY COMMISSION INTERVIEWS.......................................................... 4 SELECT 2023 LOCAL BOARD OF APPEAL AND EQUALIZATION DATES ....................... 5 ADMINISTRATOR'S REPORT.................................................................................................... 5 (Administration).............................................................................................................................. 5 (Newly Elected Mayor and Councilmembers)............................................................................... 6 (Sheriff James Stuart Retirement)................................................................................................... 6 (Winter Weather)............................................................................................................................ 6 AC I T Y 0 F N D6 06 VVE9 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers CC: Jim Dickinson, City Administrator FROM: Lee Brezinka, Finance Manager SUBJECT: Payment of Claims DATE: January 17, 2023 Attached are disbursement edit lists for claims related to the on-going business of the City of Andover. DISCUSSION Claims totaling $373,348.69 on disbursement edit list #1-3 from 12/30/2022 to 01/13/23 have been issued and released. Claims totaling $1,189,936.61 on disbursement edit list #4 dated 01/17/2023 will be issued and released upon approval. BUDGET IMPACT The edit lists consist of routine payments with expenses being charged to various department budgets and projects. ACTION REQUESTED The Andover City Council is requested to approve total claims in the amount of $1,563,285.30. Please note that Council Meeting minutes will be used as documented approval. Respectfully submitted, Lee Brezinka Attachments: Check Proof Lists Accounts Payable To Be Paid Proof List 4V1 User: LBrezinka Printed: 12/30/2022 - 10:58AM Batch: 00428.12.2022 Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type Account Number Description Reference Across the Street Productions AcrStPro TNV11942 8/8/2022 4,500.00 0.00 12/30/2022 21480 expense 010142200-61315 Continuing Education Scherger - Train the Trainer INV 11942 Total: 4,500.00 Across the Street Productio 4,500.00 All Test& Inspection Inc. AllTesti OH22-13660 12/19/2022 960.00 0.00 12/30/2022 520048200-63100 R & M Labor - General Annual Inspection OH22-13660 Total: 960.00 All Test & Inspection Inc. T 960.00 Amazon Capital Services AmazonBu PO # Close PO Line # No 0 No 0 1CXY-9M39-H9ND 12/10/2022 36.99 0.00 12/30/2022 No 0 010145000-61020 Supplies - Operating Duplex Metal Wall Plate ICXY-9M39-H9ND Total: 36.99 1WWF-YJJT-7CPX 12/9/2022 26.18 0.00 12/30/2022 No 0 010145000-61020 Supplies - Operating Black Metal Wall Plate AP -To Be Paid Proof List (12/30/2022 - 10:58 AND Page 1 *** means this invoice number is a duplicate. Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference 1 WWF-YJJT-7CPX Total: 26.18 Amazon Capital Services T 63.17 Andersen, Inc., Earl F. AnderEar 0131563 -IN 12/12/2022 170.10 0.00 12/30/2022 No 0 0101-43300-61030 Supplies - Signs 3 way LED flasher 0131563 -IN Total: 170.10 Andersen, Inc., Earl F. Tot 170.10 Archkey Technologies ArchkeyT 81789130022 12/22/2022 634.60 0.00 12/30/2022 No 0 2130-44300-63105 R & M Labor - Building Bleacher speakers 81789130022 Total: 634.60 Archkey Technologies Tota 634.60 Capital One Trade Credit - Frattallone's Cap-Frat A88495/1 11/28/2022 228.93 0.00 12/30/2022 No 0 0101143200-61125 R & M Supplies - Streets Ice melt / gloves A88495/J Total: 228.93 A88771/J 11/29/2022 10.99 0.00 12/30/2022 No 0 6100-48800-61115 R & M Supplies - Vehicle #4881-1 bulb A88771/JTotal: 10.99 A89181/J 12/1/2022 14.48 0.00 12/30/2022 No 0 0101113300-61105 R& M Supplies - General socket adapter AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 2 *** means this invoice number is a duplicate Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number 5100-48100-62200 Rentals Description Reference mat rental - Oct 4133704059 Total: 133.89 A8918 ] /J Total: 14.48 4136471902 11/4/2022 A89271/J 12/1/2022 8.48 0.00 12/30/2022 No 0 0101-43300-61105 R & M Supplies - General socket adapter A89271/J Total: 8.48 133.89 A90658/J 12/7/2022 254.97 0.00 12/30/2022 No 0 0101-42200-61020 Supplies - Operating 5100-48100-62200 Rentals shovels A90658/J Total: 254.97 A92174/1 12/13/2022 32.47 0.00 12/30/2022 No 0 0101115000-61020 Supplies - Operating Misc parts A921745 Total: 32.47 A93924/J 12/19/2022 84.99 0.00 12/30/2022 No 0 0101-43200-61105 R & M Supplies -General Shovel A93924/J Total: K99 Capital One Trade Credit- 635.31 Cintas Corp CintasGK 4133704059 10/7/2022 133.89 0.00 12/30/2022 No 5100-48100-62200 Rentals mat rental - Oct 4133704059 Total: 133.89 4136471902 11/4/2022 133.89 0.00 12/30/2022 No 5100-48100-62200 Rentals mat rental - Nov 4136471902 Total: 133.89 4139269089 12/2/2022 157.63 0.00 12/30/2022 No 5100-48100-62200 Rentals mat rental -Dee AP -To Be Paid Proof List (12/30/2022 -10:58 AM) Page 3 *** means this invoice number is a duplicate. 0 it 0 Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Account Number 4140660773 12/16/2022 Description p - Reference Close PO Line # 4139269089 Total: 157.63 4140660773 12/16/2022 46.62 0.00 12/30/2022 No 0 010141910-62200 Rentals mat rental - Dec 4140660773 Total: 46.62 Cintas Corp Total: 472.03 City of St. Paul StPaulCi IN51974 11/22/2022 6,025.06 0.00 12/30/2022 No 0 010143100-61125 R & M Supplies - Streets Asphalt Mix INS 1974 Total: 6,025.06 IN52044 11/28/2022 4,921.88 0.00 12/30/2022 No 0 010143100-61125 R & M Supplies - Streets Asphalt Mix - Aug / Sep IN52044 Total: 4,921.88 IN52185 12/8/2022 2,715.52 0.00 12/30/2022 No 0 0 10 143100-61125 R & M Supplies - Streets Asphalt Mix - Oct IN52185 Total: 2,715.52 City of St. Paul Total: 13,662.46 Corval Constructors, Inc CorvalCo 880279 12/15/2022 455.01 0.00 12/30/2022 No 0 2130-44000-63105 R & M Labor - Building water heater leaks 880279 Total: 455.01 Corval Constructors, Inc To 455.01 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 4 ... means this invoice number is a duplicate. Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference Division 16 Electric, LLC Divisil6 7110 12/22/2022 212.11 0.00 12/30/2022 No 0 0101-45000-63100 R & M Labor - General Crooked Lake Elem Rink Lighting 7110 Total: 212.11 7112 12/22/2022 287.50 0.00 12/30/2022 No 0 0101-45000-63100 R & M Labor - General Hawkridge Warming Trailer Hookup 7112 Total: 287.50 7115 12/22/2022 327.98 0.00 12/30/2022 No 0 213044000-63105 R & M Labor- Building Relocate thermostat 7115 Total: 327.98 7116 12/22/2022 555.37 0.00 12/30/2022 No 0 213044400-63105 R & M Labor - Building Field House LED lighting replacement 7116 Total: 555.37 7117 12/22/2022 115.00 0.00 12/30/2022 No 0 213044300-63105 R & N1 Labor - Building Test Cat 5 cable 7117 Total: 115.00 7118 1222/2022 230.00 0.00 12/30/2022 No 0 213044300-63105 R & M Labor - Building Replace Balast West Ice Rink 7118 Total: 230.00 Division 16 Electric, LLC 1,727.96 ECM Publishers, Inc. ECM 925951 12/23/2022 108.90 0.00 12/30/2022 No 0 010141300-63025 Publishing Ord 545 summary 925951 Total: 108.90 AP -To Be Paid Proof List (12/30/2022 - 10:58 ANI) Page 5 s** means this invoice number is a duplicate Invoice Number Invoice Date Amount Quantity Payment Date Task Label Account Number Description 925953 12/23/2022 7200-00000-24214 Deposits Pay - CUP 925953 Total: ECM Publishers, Inc. Tota Egan Service EganSery MNT0000021850 12/28/2022 0101-43400-62300 Equipment Maintenance Contr MNT0000021850 Total: Egan Service Total: 90.75 0.00 12/30/2022 22-41B Noodles & Co 90.75 199.65 568.63 0.00 12/30/2022 Monthly Inspections 568.63 568.63 Gametime Gametime PJI-0199847 12/10/2022 1,502.80 0.00 12/30/2022 0101-45000-61105 R & M Supplies - General Coil spring / molded bolt guard PJI-0199847 Total: 1,502.80 Gametime Total: 1,502.80 Grainger Grainger 9549974336 12/20/2022 5100-48100-61005 Supplies - General 9549974336 Total: Grainger Total: Hakanson Anderson Assoc., 29.94 0.00 12/30/2022 glass syringe 29.94 29.94 Type PO # Close PO Line # Reference expense No 0 No 0 No 0 No 0 AP -To Be Paid Proof List (12/30/2022 -10:58 AM) Page 6 '** means this invoice number is a duplicate. Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference Hakanson 49925 12/16/2022 432.00 0.00 12/30/2022 2145B expense No 0 4140-00000-24203 Deposits Pay - Project Nov 22 Services 49925 Total: 432.00 Hakanson Anderson Assoc 432.00 Henry Schein, Inc HenSchei 30197754 12/7/2022 282.04 0.00 12/30/2022 No 0 010142200-61020 Supplies - Operating CI -006482 Total: 02 Resus Pack 30197754 Total: 282.04 31326748 12/13/2022 53.50 0.00 12/30/2022 No 0 010142200-61020 Supplies - Operating 13943 2/16/2021 Oximeter Pulse Fingertip 0.00 12/30/2022 No 0 31326748 Total: 53.50 Service Policy Adj on Labor Henry Schein, Inc. Total: 335.54 Hope Haven, Inc HopeHave CI -006482 11/30/2022 3,022.02 0.00 12/30/2022 No 0 010143200-61105 R & M Supplies - General Painted Lathe CI -006482 Total: 3,022.02 Hope Haven, Inc. Total: 3,022.02 Hydraulics Plus & Consulting HydraPlu 13943 2/16/2021 -205.00 0.00 12/30/2022 No 0 610048800-63135 R & M Labor - Vehicles Service Policy Adj on Labor AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 7 *** means this invoice number is a duplicate. Invoice Number Invoice Date Account Number Amount Quantity Payment Date Task Label Type PO # Close PO Line # Description Reference 13943 Total: -205.00 53852 Total: 380.00 *** 16118 12/21/2022 123.18 0.00 12/30/2022 No 0 610048800-61115 R & M Supplies - Vehicle #173 - cylinder *** 16118 12/21/2022 294.00 0.00 12/30/2022 No 0 6100-48800-63135 R & M Labor - Vehicles 0101-42200-61020 Supplies - Operating #173 - cylinder 16118 Total: 417.18 Jefferson Fire & Safety In T Hydraulics Plus & Consult 212.18 Ideal Advertising, Inc IDEAL 53852 12/13/2022 380.00 0.00 12/30/2022 No 0 0101-42200-61305 Uniforms Knit Hats 53852 Total: 380.00 Ideal Advertising, Inc Tota 380.00 Jefferson Fire & Safety In JEFFER fN147470 12/16/2022 517.92 0.00 12/30/2022 No 0 0101-42200-61020 Supplies - Operating Gloves IN 147470 Total: 517.92 Jefferson Fire & Safety In T 517.92 KLM Engineering, Inc. KLMEngin 9356 12/18/2022 5,252.50 0.00 12/30/2022 21-250 expense No 0 2510-46500-63005 Professional Services Tower Painting 9356 Total: 5,252.50 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 8 *** means this invoice number is a duplicate Invoice Number Account Number Kraabel, Brian KraabeBr Invoice Date Amount Quantity Payment Date Task Label Description KLM Engineering, Inc. To Dec 22 12/1/2022 7100-00000-21218 Retiree Insurance Payable Dec 22 Total: Kraabel, Brian Total: Macqueen Emergency Group MacgEmer P09906 12/28/2022 0101-42200-61020 Supplies - Operating P09906 Total: Macqueen Emergency Gro Mailing Solutions MailSolu 38352 12/28/2022 0101-41210-61405 Postage 38352 Total: Mailing Solutions Total: OPUS 21 OPUS21 5,252.50 1,922.10 1,922.10 1,922.10 708.38 708.38 708.38 280.10 280.10 280.10 0.00 12/30/2022 Part B / Drug Plan 0.00 12/30/2022 Hose Hard Suction Hose 0.00 12/30/2022 Newsletter Type PO # Reference Close PO Line # No No No 0 A 0 *** 221175 12/19/2022 1,998.67 0.00 12/30/2022 No 0 510OA8100-63010 Contractual Services Nov 22 Services *** 221175 12/19/2022 2,242.75 0.00 12/30/2022 No 0 5200118200-63010 Contractual Services Nov 22 Services AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 9 *** means this invoice number is a duplicate Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference ***221175 12/19/2022 3,143.49 0.00 12/30/2022 530048300-63010 Contractual Services 3253-299374 Nov 22 Services *** 221175 12/19/2022 2,182.80 0.00 12/30/2022 010143600-63010 Contractual Services 610048800-61115 Nov 22 Services 10.27 221175 Total: 9,567.71 O'Reilly Auto Parts Total: OPUS 21 Total: 9,567.71 O'Reilly Auto Parts OReiAuto 3253-299262 12/21/2022 610048800-61115 R & M Supplies - Vehicle 7.91 3253-299262 Total: 3253-299374 12/21/2022 610048800-61115 R & M Supplies - Vehicle 16.71 3253-299374 Total: 3253-299410 12/21/2022 610048800-61115 R & M Supplies - Vehicle 10.27 3253-299410 Total: 34.89 O'Reilly Auto Parts Total: Royal Tire Inc RoyalTi *** 301-194501 12/19/2022 610048800-61115 R & M Supplies - Vehicle *** 301-194501 12/19/2022 610048800-63135 R & M Labor - Vehicles 301-194501 Total 7.91 0.00 12/30/2022 Hyd Filter 7.91 16.71 0.00 12/30/2022 Brake Adaptor / Line 16.71 10.27 0.00 12/30/2022 #76 - Brake Line/union 10.27 34.89 71.38 0.00 12/30/2022 #23-210 Tire repair 28.00 0.00 12/30/2022 #23-210 Tire repair 99.38 No 0 No 0 No 0 No 0 No 0 No 0 No 0 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 10 **' means this invoice number is a duplicate. Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference Royal Tire Inc Total: 99.38 S & S Industrial Supply S&Sind 327316 12/20/2022 74.92 0.00 12/30/2022 6100-48800-61020 Supplies - Operating Bolts/Nuts 327316 Total: 74.92 S & S Industrial Supply To 74.92 Safe -Fast, Inc. SafeFast INV266009 8/31/2022 1,514.80 0.00 12/30/2022 0101-43100-61005 Supplies - General Safety Vests / Shirts INV266009 Total: 1,514.80 Safe -Fast, Inc, Total: 1,514.80 Satellite Shelters, Inc SATELL No 0 No 0 INV625492 12/8/2022 2,350.00 0.00 12/30/2022 No 0 0101-45000-62200 Rentals Warming House Delivery / Strap INV625492 Total: 2,350.00 Satellite Shelters, Inc. Tara 2,350.00 Total Mechanical Services, Inc To MechS 54909 12/19/2022 315.00 0.00 12/30/2022 No 0 2130-44300-63105 R & M Labor - Building Brine Sample AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 11 *** means this invoice number is a duplicate Invoice Number Invoice Date Amount Quantity Payment Date Task Label Type PO # Close PO Line # Account Number Description Reference 54909 Total: 315.00 Total Mechanical Services, 315.00 Uhl Company UhlCompa 48712 12/13/2022 4,050.95 0.00 12/30/2022 No 0 2130-44300-63105 R & M Labor - Building 0.00 Arid lee Unit 48712 Total: 4,050.95 0101-41200-62030 Telephone Uhl Company Total: 4,050.95 US Bank Equipment Finance 11/13-12/12/22 USBankEq *** 9922825999 12/12/2022 489844266 12/17/2022 186.79 0.00 12/30/2022 No 0 0101-41930-62200 Rentals No PW Copier 489844266 Total: 186.79 US Bank Equipment Finan 186.79 11/13-12/12/22 Verizon Wireless Verizon *** 9922825999 12/12/2022 62.52 0.00 12/30/2022 No 0 0101-41200-62030 Telephone 11/13-12/12/22 *** 9922825999 12/12/2022 162.26 0.00 12/30/2022 No 0 0101-42300-62030 Telephone 11/13-12/12/22 *** 9922825999 12/12/2022 212.85 0.00 12/30/2022 No 0 2130-44000-62030 Telephone 11/13-12/12/22 *** 9922825999 12/12/2022 76.56 0.00 12/30/2022 No 0 0101-41500-62030 Telephone 11/13-12/12/22 *** 9922825999 12/12/2022 291.50 0.00 12/30/2022 No 0 0101-41600-62030 Telephone 11/13-12/12/22 *** 9922825999 12/12/2022 57.52 0.00 12/30/2022 No 0 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 12 *** means this invoice number is a duplicate Invoice Number Invoice Date Account Number 0101111400-62030 Telephone 0.00 *** 9922825999 1 010141910-62030 Telephone Dec 22 ""** 9922825999 1 0101-42200-62030 Telephone *** 9922825999 1 0101111420-62030 Telephone 0.00 *** 9922825999 1 0101-45000-62030 Telephone Dec 22 *** 9922825999 1 5200-48200-62030 Telephone *** 9922825999 1 0101-43300-62030 Telephone *** 9922825999 1 0101-43100-62030 Telephone *** 9922825999 1 6100-48800-62030 Telephone *** 9922825999 1 510048100-62030 Telephone 9922825999 Total: 2/12/2022 2/12/2022 2/12/2022 2/12/2022 2/12/2022 2/12/2022 2/12/2022 2/12/2022 2/12/2022 Verizon Wireless Total: Walters Recycling & Refuse Inc WalterRR *** 0006608976 12/10/2022 010141920-62020 Refuse Collection *** 0006608976 12/10/2022 010141920-62020 Refuse Collection *** 0006608976 12/10/2022 010141920-62020 Refuse Collection *** 0006608976 12/10/2022 010141910-62020 Refuse Collection 0006608976 Total: AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) **' means this invoice number is a duplicate. Amount Quantity Payment Date 3,445.70 3,445.70 70.52 0.00 12/30/2022 Description Dec 22 22.55 11/13-12/12/22 46.12 0.00 12/30/2022 17.55 0.00 12/30/2022 11/13-12/12/22 853.95 Dec 22 0.00 12/30/2022 12/30/2022 11/13-12/12/22 88.30 0.00 12/30/2022 11/13-12/12/22 490.91 0.00 12/30/2022 11/13-12/12/22 204.49 0.00 12/30/2022 11/13-12/12/22 81.13 0.00 12/30/2022 11/13-12/12/22 376.14 0.00 12/30/2022 11/13-12/12/22 130.61 0.00 12/30/2022 11/13-12/12/22 310.84 0.00 12/30/2022 11/13-12/12/22 3,445.70 3,445.70 70.52 0.00 12/30/2022 Dec 22 22.55 0.00 12/30/2022 Dec 22 17.55 0.00 12/30/2022 Dec 22 99.45 0.00 12/30/2022 Dec 22 210.07 Task Label Type PO # Close PO Line # Reference No No No No No No No No No No No No No Page 13 0 0 0 0 0 0 0 0 0 0 D 0 0 Invoice Number Invoice Date Amount Quantity Payment Date Task Label Account Number Description Ziegler, Inc. Ziegler SI000269224 12/14/2022 520048200-63100 R & M Labor - General SI000269224 Total: Ziegler, Inc. Total: Report Total: 651.12 0.00 12/30/2022 LS #10 Water Leak 651.12 651.12 66,709.23 Type PO # Close PO Line # Reference expense No 0 Expense No 0 Expense No 0 No 0 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 14 *** means this invoice number is a duplicate. Walters Recycling & Refus 210.07 WSB & Associates, Inc. WSB R-017448-000-19 12/21/2022 309.00 0.00 12/30/2022 21-180 2510-46500-63005 Professional Services AMI R-017448-000-19 Total: 309.00 R-020924-000-05 12/21/2022 3,203.00 0.00 12/30/2022 22-390 5100-48100-63005 Professional Services Biological Water Treatment Study R-020924-000-05 Total: 3,203.00 R-021090-000-3 12/21/2022 2,051.50 0.00 12/30/2022 22-430 4120-49300-63005 Professional Services LF #1 R-021090-000-3 Total: 2,051.50 WSB & Associates, Inc. To 5,563.50 Ziegler, Inc. Ziegler SI000269224 12/14/2022 520048200-63100 R & M Labor - General SI000269224 Total: Ziegler, Inc. Total: Report Total: 651.12 0.00 12/30/2022 LS #10 Water Leak 651.12 651.12 66,709.23 Type PO # Close PO Line # Reference expense No 0 Expense No 0 Expense No 0 No 0 AP -To Be Paid Proof List (12/30/2022 - 10:58 AM) Page 14 *** means this invoice number is a duplicate. Accounts Payable Computer Check Proof List by Vendor CA NDOVET-IR User: Brend01/122 Printed: 01/12/200 23 - 11:59AM Batch: 00433.12.2022 Invoice No Description Amount Payment Date Acct Number Reference Vendor: Connex I Connexus Energy Check Sequence: 1 ACH Enabled: False Public Works 1,233.56 12/31/2022 010141930-62005 - 386026-159276 Langseth Park 7.82 12/31/2022 010145000-62005 386026-174273 Hidden Creek North Park 15.64 12/31/2022 010145000-62005 386026-174280 Fox Meadows Park 40.78 12/31/2022 010145000-62005 386026-310245 Nordeens Park 7.18 12/31/2022 0101-45000-62005 - 386026-175703 Prairie Knoll Park 79.54 12/31/2022 010145000-62005 386026-175813 Creekview Crossing Park 7.82 12/31/2022 010145000-62005 386026-175877 County Rd Intersect Lights 2,648.94 12/31/2022 010143500-62005 386026-176059 Subdivision Interior Street Lt 10,496.00 12/31/2022 0101-43600-62005 386026-176201 Tower#1 26.72 12/31/2022 5100-48100-62005 386026-178452 Fire Station 42 304.13 12/31/2022 010141920-62005 386026-178835 Lift Station#1 139.87 12/31/2022 520048200-62005 386026-178836 Pumphouse#2 198.22 12/31/2022 5100-48100-62005 386026-201125 Round Lake &136th -Signal 20.74 12/31/2022 0101-43400-62005 386026-201283 Round Lake & 136th - Signal 24.66 12/31/2022 0101-00000-13201 386026-201283 Round Lake & 135th - Signal 19.72 12/31/2022 0101-43400-62005 386026-201284 Round Lake &135th -Signal 23.64 12/31/2022 0101-00000-13201 386026-201284 County Road 9 & 116 -Signal 39.40 12/31/2022 0101-43400-62005 386026-201749 County Road 9 & 116 - Signal 19.01 12/31/2022 0101-00000-13201 386026-201749 Round Lake & 138th - Signal 65.39 12/31/2022 010143400-62005 386026-201751 Pumphouse#1 59.87 12/31/2022 510048100-62005 386026-201767 Round Lake & 140th - Signal 53.74 12/31/2022 010143400-62005 386026-201777 North Woods West Park 13.50 12/31/2022 010145000-62005 386026-201868 Hanson&138th Lane 19.51 12/31/2022 530048300-62005 386026-202678 Bunker & Hanson - Signal 84.25 12/31/2022 010143400-62005 386026-203068 Paraphrase #3 53.97 12/31/2022 510048100-62005 386026-203069 Round Lake& 161 st -Signal 76.09 12/31/2022 0101-43400-62005 386026-230276 Hawkridge Park -Security Light 39.14 12/31/2022 0101-45000-62005 386026-230286 Sunshine Park 319.62 12/31/2022 0101-45000-62005 386026-230685 City Hall - Light 1,279.57 12/31/2022 010141910-62005 386026-231135 Pumphouse#4 215.44 12/31/2022 510048100-62005 386026-231280 City Hall Garage 18.42 12/31/2022 0101-41960-62005 386026-231281 AP -Computer Check Proof List by Vendor (01/12/2023 - 11:59 AM) Page I Invoice No Description Amount Payment Date Acct Number Reference Tower#2 139.15 12/31/2022 5100-48100-62005 386026-231282 Pumphouse#5 1,533.81 12/31/2022 5100-48100-62005 386026-237118 Hidden Creek E Pk -Sec Lightl 7.82 12/31/2022 0101-45000-62005 386026-238967 Pleasant Oaks -Security Light 7.82 12/312022 0101-45000-62005 386026-238968 Pumphouse #6 1,016.14 12/31/2022 510048100-62005 386026-245409 Kelsey/Rd Lk Pk -Security Light 7.82 12/31/2022 010145000-62005 386026-246004 Red Oaks W Pk -Security Light 7.82 12/31/2022 0101-45000-62005 386026-246005 Lift Station #2 61.67 12/31/2022 520048200-62005 386026-250066 Lift Station #3 74.05 12/31/2022 5200-48200-62005 386026-250421 Northwood EPk-Security Light 7.82 12/31/2022 0101-45000-62005 386026-250587 Bunker Lake & Heather St - Signal 40.17 12/31/2022 010143400-62005 386026-251490 Bunker Lake & Rose St - Signal 45.58 12/31/2022 010143400-62005 386026-251491 Bunker Lake & Jay St - Signal 48.82 12/312022 010143400-62005 386026-251653 Bunker Lake & Crosstown - Signal 53.50 12/31/2022 0101-43400-62005 386026-251654 Lift Station #4 220.60 12/31/2022 5200-48200-62005 386026-251905 Pumphouse #7 979.59 12/31/2022 5100-48100-62005 386026-255064 13551 Jay Street - Lights 196.22 12/31/2022 2110-00000-11310 386026-255962 Martin & Commercial - Lights 276.94 12/312022 2110-00000-11310 386026-255963 Pine Hills Park 7.82 12/31/2022 010145000-62005 386026-256788 Hidden Creek North Park 13.50 12/31/2022 0101-45000-62005 386026-261455 Shadowbrook East Park 21.32 12/31/2022 010145000-62005 386026-267140 City Hall Park Lighting 21.32 12/31/2022 0101-45000-62005 386026-268970 1600 Crosstown Blvd - Signal 72.60 12/31/2022 010143400-62005 386026-269010 2139 Bunker Lake - Signal 64.98 12/31/2022 0101-00000-11310 386026-269011 Terrace Park -Security Lights 7.82 12/31/2022 0101-45000-62005 386026-270409 Eveland Field -Security Lights 7.82 12/31/2022 0101-45000-62005 386026-270410 Wild his Park -Security Lights 21.32 12/31/2022 0101-45000-62005 386026-270411 Strootman Park -Security Lights 14.60 12/31/2022 0101-45000-62005 386026-270412 Water Treatment Plant 6,243.06 12/31/2022 510048100-62005 386026-271472 Sunshine Park - Electric 44.03 12/312022 010145000-62005 386026-273153 Pumphouse #8 117.52 12/31/2022 5100-48100-62005 386026-273808 15700 7th Ave - Signal 49.17 12/31/2022 010143400-62005 386026-275108 Lift Station 46 57.94 12/31/2022 520048200-62005 386026-275284 Prairie Knoll Park 343.32 12/312022 0101-45000-62005 386026-275569 Lift Station #7 28.27 12/31/2022 5200-48200-62005 386026-276742 TImber Trail Park Security Lights 9.25 12/31/2022 0101-45000-62005 386026-277955 Fire Station #3 801.89 12/31/2022 010141920-62005 386026-279236 Community Center 17,241.42 12/312022 2130-44000-62005 386026-281212 Lift Station 48 63.47 12/31/2022 520048200-62005 386026-281840 13914 Prairie Road - Signal 62.75 12/31/2022 0101-43400-62005 386026-282927 Andover Blvd & Hanson - Signal 71.64 12/31/2022 010143400-62005 386026-284894 Fire Station#1 653.98 12/312022 010141920-62005 386026-68989 Lift Station #5 38.97 12/31/2022 5200-48200-62005 386026-273019 AP -Computer Check Proof List by Vendor (01/12/2023 - 11:59 AM) Page 2 Invoice No Description Amount Payment Date Acct Number Reference Community Center Concession Stand 533.24 12/31/2022 2130-44100-62005 386026-281212 Signal 15390 Hanson Blvd 33.56 12/31/2022 0101-43400-62005 386026-287969 1157 Andover Blvd - Well #9 238.89 12/31/2022 5100-48100-62005 386026-286880 Signal 15698 Rd Lk Blvd 68.64 12/31/2022 010143400-62005 386026-290712 Lift Station #9 66.96 12/31/2022 5200-48200-62005 386026-287602 Country Oaks Park 5.00 12/31/2022 0101-45000-62005 386026-289790 14298 Round Lake - Signal 53.98 12/312022 0101-43400-62005 386026-279219 Andover Station North Ballild 188.27 12/31/2022 0101-45000-62005 386026-292904 Andover St Ballfield Lights 25.71 12/31/2022 010145000-62005 386026-292904 Andover St N Ballfield Lights 38.57 12/31/2022 010143500-62005 386026-292034 Electric Service 15.65 12/31/2022 010143500-62005 386026-230276 Wayside Horn - 1000 Crosstown Blvd. 20.70 12/31/2022 010143400-62005 386026-299229 Control Valve Vault 21.55 12/312022 510048100-62005 386026-201816 Signal - Crosstown & Andover Blvd. 39.45 12/31/2022 0101-43400-62005 386026-266238 Andover Station - Lights 249.75 12/31/2022 2110-00000-11310 386026-295855 1019 Andover Blvd - Wayside Hum 22.27 12/312022 0101-43400-62005 386026-297583 Crooked Lake Boat Shelter 16.15 12/312022 010145000-62005 386026-298796 Signal - 13976 Hanson Blvd. NW 53.86 12/31/2022 0101-43400-62005 386026-298781 Oak Bluff Park -Security Light 21.32 12/31/2022 010145000-62005 386026-299378 Bus Sign - 1721 Bunker Lk Blvd 19.99 12/31/2022 2110-00000-11310 386026-299532 Bus Sign - 13980 Hanson Blvd 44.13 12/31/2022 2110-00000-11310 386026-299533 ASN Street Lights 231.55 12/31/2022 2110-00000-11310 386026-299989 Siren #5 - 2748 161st Ave NW 5.00 12/31/2022 0101-42400-62005 386026-300397 Siren #12 - Bunker & Marigold St. NW 5.00 12/312022 0101-42400-62005 386026-300398 Siren #10 - 145th & Vintage St. NW 5.00 12/31/2022 0101-42400-62005 386026-300399 Siren #11 - 138th Lane & Drake St. NW 5.00 12/31/2022 0101-42400-62005 386026-300400 Siren #6 - 16050 Constance Blvd. NW 5.00 12/31/2022 0101-42400-62005 386026-300401 Siren #8 - 1685 Crosstown Blvd. NW 5.00 12/31/2022 0101-42400-62005 386026-300402 Siren #2 - 174th & Round Lake Blvd. NW 5.00 12/31/2022 0101-42400-62005 386026-300403 Siren #9 - 139th & Crosstown Blvd. NW 5.00 12/31/2022 010142400-62005 386026-300404 Siren #7 - Andover Blvd. & Prairie Road 5.00 12/31/2022 0101-42400-62005 386026-300405 Siren #1 - 176th & Ward Lake Drive NW 5.00 12/31/2022 010142400-62005 386026-300406 Siren #3 - 16860 Roanoke St. NW 5.00 12/312022 010142400-62005 386026-300407 Siren #4 - 158th & Dakota St. NW 5.00 12/312022 0101-42400-62005 386026-300408 Hawkridge Park - Service #2 37.53 12/312022 010145000-62005 386026-301889 Chesterton Commons Pk -Security 7.82 12/31/2022 010145000-62005 386026-301899 Country Oaks W Pk -Security 7.82 12/31/2022 0101-45000-62005 386026-301901 CH Campus Outdoor Hockey Rinks 40.53 12/312022 0101-45000-62005 386026-302015 Hills Bunker Lk W Pk See Light 21.32 12/31/2022 0101-45000-62005 386026-294591 13711 Cmsstovm Blvd NW 47.62 12/31/2022 211046500-62005 386026-303295 Sports Complex -3535161st Ave 153.55 12/31/2022 010145000-62005 386026-304108 Timber Trails Park 21.55 12/31/2022 0101-45000-62005 386026-308418 Round Lake & 136th 3.92 12/31/2022 0101-43500-62005 386026-201283 AP -Computer Check Proof List by Vendor (01/12/2023 - 11:59 AM) Page 3 Invoice No Description Amount Payment Date Acct Number Reference Round Lake & 135th 3.92 12/31/2022 0101-43500-62005 386026-201284 County Road 9 & 116 17.61 12/31/2022 010143500-62005 386026-201749 Round Lake & 138th 12.52 12/31/2022 0101-43500-62005 386026-201751 Bunker & Hanson 15.65 12/31/2022 0101113500-62005 386026-203068 Round Lake 140th 15.65 12/312022 0101-43500-62005 386026-201777 Bunker Lake & Heather 18.79 1221/2022 0101-43500-62005 386026-251490 Bunker Lake & Rose St 12.52 12/31/2022 0101-43500-62005 386026-251491 Banker Lake &Jay 25.05 12/31/2022 0101-43500-62005 386026-251653 Signal Bunker & Crosstown 25.05 12/31/2022 0101-43500-62005 386026-251654 Signal Andover & Crosstown 25.05 12/31/2022 0101-43500-62005 386026-266238 Signal -14298 Round Lake 12.52 12/31/2022 0101-43500-62005 386026-279219 Signal 15390 Hanson Blvd 15.65 12/31/2022 010143500-62005 386026-287969 Signal 15698 Round Lake Blvd 15.65 12/312022 0101-43500-62005 386026-290712 Signal 13976 Hanson BLvd 15.65 12/31/2022 010143500-62005 386026-298781 Shady Knoll Pk -Security Light 7.82 12/31/2022 0101-45000-62005 386026-304218 Altitude Control Vault 19.99 12/312022 510048100-62005 386026-303716 EDA Reader Board 16.38 12/31/2022 211046500-62005 386026-303870 Recycling Center 54.97 12/31/2022 010146000-62005 386026-304690 15700 7th St. - Traffic Signal 15.65 12/31/2022 010143500-62005 386026-275108 Signal & Lights - 16119 Hanson 85.21 12/31/2022 010143400-62005 386026-305951 Crooked Lk Elementary Rink 41.50 12/31/2022 0101-45000-62005 386026-306807 Wash Station -Public Works 15.07 12/31/2022 0101-41930-62005 386026-308646 Andover Lions Park - Irrig 13.50 12/312022 010145000-62005 386026-310295 580 Bunker Lk Blvd -Tunnel Lts 47.97 12/312022 010143500-62005 386026-310043 961 Bunker Lk Blvd - Signal 69.12 12/31/2022 0101-43400-62005 386026-310044 2542138th Ave NW(4-Plex) 24.19 12/31/2022 452049300-62005 386026-73286 Siren #13-2139172nd Ln NW 5.00 12/31/2022 010142400-62005 386026-314308 Lift Station #10 230.04 12/312022 520048200-62005 386626-315803 1990 Veterans Mem Blvd 131.30 12/31/2022 010141940-62005 386026-316035 Siren #14 (located at FS #2) 5.00 12/312022 0101-42400-62005 386026-178835 1848 Veterans Mem Blvd 24.43 12/31/2022 0101-41930-62005 386026-317168 Vehicle Maintenance & Wash Bay 1,159.82 12/31/2022 6100-48800-62005 386026-314654 21 Bunker Lk Blvd - Sign 17.46 12/31/2022 2110-46500-62005 386026-303872 13300 Hanson Blvd - Sign 17.95 12/312022 211046500-62005 386026-318046 2556138th Ave(4-Plex) 34.77 12/31/2022 4520-49300-62005 386026-73288 2527 Bunker Lk Blvd #4 13.50 12/31/2022 452049300-62005 386026-201798 2607 Bunker Lk Blvd (4-Plex) 35.00 12/31/2022 452049300-62005 386026-73280 2542138th Ave#3 28.39 12/31/2022 452049300-62005 386026-201858 2556138th Ave #4 13.50 12/31/2022 452049300-62005 386026-201862 2503138th Ave 34.77 12/31/2022 4520-49300-62005 386026-201843 Lift Station#11 318.97 12/312022 520048200-62005 386026-321586 2513 Bunker Lk Blvd 22.75 12/31/2022 4520-49300-62005 386026-201795 2556138th Ave#2 13.50 12/31/2022 4520-49300-62005 386026-201860 AP -Computer Check Proof List by Vendor (01/12/2023 - 11:59 AM) Page 4 Invoice No Description Amount Payment Date - Acct Number Reference 1594 Andover Blvd 15.65 12/31/2022 0101-43500-62005 Check Total: 5,761.47 Total for Check Run: 59,393.79 Total of Number of Checks: 2 386026-284894 ACH Enabled: False AP -Computer Check Proof List by Vendor (01/12/2023 -11:59 AM) Page 5 Check Total: 53,632.32 Vendor: Menards Menards Inc Check Sequence: 2 82120 Pro Marking Paint 79.98 12/31/2022 0101-45000-61020 82199 Graffiti Remover & Washers 63.33 12/31/2022 0101-45000-61020 82543 Spring Water 33.60 12/31/2022 0101-42200-61020 82977 Misc. Supplies 87.35 12/31/2022 0101-45000-61020 83442 Returned Trigger Torch Kit -34.99 12/31/2022 0101-45000-61020 83780 Concrete Sealer Sprayer & Step Ladder 391.81 12/31/2022 0101-43100-61020 83879 Urinal Repair Kit 135.92 12/31/2022 2130-44000-61020 83881 Return Flush Repair Plug -22.98 12/31/2022 0101-45000-61020 83895 Misc. Hardware 19.45 12/31/2022 0101-45000-61020 83966 Misc. Supplies 68.68 12/31/2022 0101-43100-61020 84124 Misc. Supplies 72.96 12/31/2022 0101-43100-61020 84205 Prolong Cartridge Filter 10.29 12/31/2022 0101-45000-61020 85050 Twin Loop & Lag Screw Eyes 21.19 12/31/2022 2130-44000-61020 85114 Pothole Patch 31.98 12/31/2022 0101-43100-61125 85236 Windshield Wash 143.28 12/31/2022 6100-48800-61115 85268 Led Lights, Ext Pole & Misc. Supplies 2,969.08 12/31/2022 0101145000-65300 85305 Misc. Supplies 224.51 12/31/2022 0101-43100-61020 85442 Ice Melt 636.51 12/31/2022 0101-43200-61125 85444 Spring Water & 4 Cylee Premix 136.08 12/31/2022 0101-42200-61020 85514 Clear Aspen Board & CDLS Cell Wht 56.83 12/31/2022 010143100-61020 85578 Toaster/Cups/Towels/Broom & Pan 338.96 12/31/2022 0101-42200-61020 85823 Air Filtcrs 186.32 12/31/2022 2130-44000-61020 85942 DuckTape/Grout Sponge & Stain Remover 74.53 12/31/2022 510048100-61005 86256 Hose Clamp/Adapters/Tape 36.80 12/31/2022 0101-43200-61105 Check Total: 5,761.47 Total for Check Run: 59,393.79 Total of Number of Checks: 2 386026-284894 ACH Enabled: False AP -Computer Check Proof List by Vendor (01/12/2023 -11:59 AM) Page 5 Accounts Payable Computer Check Proof List by Vendor Ace Solid Waste, Inc. ND[]ER User: B=ndaF Check Sequence: I ACH Enabled: False 8616497TO67 Printed: 01/12/2023 - 4:51PM 1,263.49 01/13/2023 Batch: 00409.01.2023"'V3 8616497TO67 January 2023 Commercial Waste Invoice No Description Amount Payment Date Acct Number Reference Vendor: AceSolid Ace Solid Waste, Inc. Check Sequence: I ACH Enabled: False 8616497TO67 January 2023 Commercial Waste 1,263.49 01/13/2023 2130-44000-62020 8616497TO67 January 2023 Commercial Waste 420.00 01/13/2023 2130-44100-62020 8620300TO67 01/23 Rental Property Garbage Service 164.66 01/13/2023 4520-49300-62020 8621356TO67 01/23 Rental Property Garbage Service 160.32 01/13/2023 452049300-62020 Check Total: Vendor: ActFleet Action Fleet, LLC 15628 Parts to Repair Unit #4829 15628 Labor to Repair Unit #4829 Check Total: Vendor: AFLAC AFLAC 283427 December 2022 Premium Check Total: Vendor: AlexAir Alex Air Apparatus, Inc. 6328 MSA Quick Connect Hookup to Containment Sy Vendor: AmazonBu I1MJ-RRIG-DDLP Vendor: AnkC008 261 Check Total: Amazon Capital Services Folding Training Table Check Total: Anoka Co Fire Protect. Council 2023 Membership Dues Check Total: 2,008.47 606.26 95.00 701.26 397.08 397.08 684.71 684.71 169.98 169.98 700.00 700.00 Check Sequence: 2 12/31/2022 6100-48800-61115 12/31/2022 610048800-63135 Check Sequence: 3 12/31/2022 0101-00000-21209 Check Sequence:4 01/13/2023 0101-42200-61020 Check Sequence: 5 01/13/2023 213044300-61020 Check Sequence: 6 01/13/2023 010142200-61320 ACH Enabled: False ACH Enabled: False ACH Enabled: False ACH Enabled: False ACH Enabled: False AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 1 Invoice No Description Amount Payment Date Acct Number Reference Vendor: AnkCol3 Anoka Co License Center Check Sequence: 7 ACH Enabled: False 2023-2024 2 Year License Tab Renewal (2023-2024) 41.25 01/13/2023 610048800-61415 Check Total: 41.25 Vendor: AnkCol4 Anoka Co Recorder Check Sequence: 8 ACH Enabled: False 520- Recording Fees - 22-60999 276.00 12/31/2022 4140-49300-63215 Check Total: 276.00 Vendor: AnkCoO1 Anoka Cc Treasurer Check Sequence: 9 ACH Enabled: False ELEC12302201 12/30/2022 Joint Powers Agreement 585.92 12/31/2022 0101-41310-63010 Check Total: 585.92 Vendor: ApexFac Apex Facility Solutions, LLC. Check Sequence: 10 ACH Enabled: False 1430001-002 Replace Dehum Unit (lee Arena) 1,377.23 01/13/2023 2130-44300-63105 Check Total: 1,377.23 Vendor: ASCAP ASCAP Check Sequence: 11 ACH Enabled: False 500578884 2023 License Fee 420.00 01/13/2023 2130-44300-61320 Check Total: 420.00 Vendor: AspenMil Aspen Mills Check Sequence: 12 ACH Enabled: False 306245 Uniform for Neil Karg 198.00 12/31/2022 0101-42200-61305 306528 Badge Custom Andover Fire Lifesaver Award 1,640.00 12/31/2022 0101-42200-61305 Check Total: 1,838.00 Vendor: AssurSec Assured Security Check Sequence: 13 ACH Enabled: False 225139 Repair Door B - Replace Nett Controller 556.00 12/31/2022 6100-48800-63105 225299 Repair Cold Storage Door & Door A 304.00 01/13/2023 610048800-63105 Check Total: 860.00 Vendor: Astlefor Astleford International Trucks Check Sequence: 14 ACH Enabled: False OIP89068 Switch Electronic Plow Light for Unit #205 329.62 12/31/2022 610048800-61115 OIP89069 Switch Electronic Plow Light for Unit #205 57.56 12/31/2022 610048800-61115 01PS9704 Relay BRK Booster 24.69 01/13/2023 610048800-61115 O1S6979.02 Parts to Repair Unit #205 333.04 12/31/2022 6100-48800-61115 0156979.02 Labor to Repair Unit #205 2,548.00 12/312022 610048800-63135 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 2 Invoice No Description Amount Payment Date Acct Number Reference 11078651-4 Vehicle Maint Bldg Check Total: 3,292.91 6100-48800-62015 11078651-4 11078654-8 Cold Storage Vendor: BA Sheil BA Shields - C & C Designs LTD 11078654-8 11369721-3 Check Sequence: 15 ACH Enabled: False B654915 11369721 BA Shield - MSA GI Custom 2,722.50 01/13/2023 0101-42200-61020 4520-49300-62015 11369722 11527322-9 2513 Bunker Lk Blvd (Duplex) Check Total: 2,722.50 4520-49300-62015 11527322 11530729-0 Lift Station #11 Vendor: BamRealE BAM Real Estate 11530729 5825952-4 Check Sequence: 16 ACH Enabled: False 12-2022 5825952 December 2022 Management 1,063.50 12/31/2022 4520-49300-63010 5100-48100-62015 5840270 12-2022 Prairie Knoll Park December 2022 Maintenance 133.74 12/31/2022 4520-49300-63105 5841153-9 Fire Station#1 1,180.06 12/31/2022 Check Total: 1,197.24 5841451-7 Fire Station #2 1,151.88 12/31/2022 Vendor: Bolton Bolton & Menk, Inc. Fire Station#3 1,147.28 Check Sequence: 17 ACH Enabled: False 0303344 Pumphouse #4 City Growth Options Input 1,648.00 12/31/2022 0101-49100-63005 5883191-8 Sunshine Park 0303344 12/31/2022 City Growth Options Input 1,648.00 12/31/2022 4110-49300-63005 137.30 12/31/2022 0303344 5893307 City Growth Options Input 1,648.00 12/31/2022 4120-49300-63005 5100-48100-62015 5907226 5927939-8 Pumphouse #7 Check Total: 4,944.00 5100-48100-62015 5927939 5945463-7 Well #3 Vendor: Centerpt CenterPoint Energy 5945463 5950580-0 Check Sequence: 18 ACH Enabled: False 11078651-4 Vehicle Maint Bldg 3,665.07 12/31/2022 6100-48800-62015 11078651-4 11078654-8 Cold Storage 653.58 12/31/2022 0101-41940-62015 11078654-8 11369721-3 2621 BunkerLkBlvd MAIN(4-plex) 10.16 12/31/2022 4520-49300-62015 11369721 11369722-1 2607 BunkerLkBlvd MAIN(4-plex) 287.85 12/31/2022 4520-49300-62015 11369722 11527322-9 2513 Bunker Lk Blvd (Duplex) 84.37 12/31/2022 4520-49300-62015 11527322 11530729-0 Lift Station #11 43.67 12/31/2022 5200-48200-62015 11530729 5825952-4 Equipment Building 310.56 12/31/2022 0101-41950-62015 5825952 5840270-2 Water Treatment Plant 3,621.51 12/31/2022 5100-48100-62015 5840270 5840341-1 Prairie Knoll Park 51.67 12/31/2022 0101-41990-62015 5840341 5841153-9 Fire Station#1 1,180.06 12/31/2022 0101-41920-62015 5841153 5841451-7 Fire Station #2 1,151.88 12/31/2022 0101-41920-62015 5841451 5852601-3 Fire Station#3 1,147.28 12/31/2022 0101-41920-62015 5852601 5864630-8 Pumphouse #4 142.06 12/31/2022 5100-48100-62015 5864630 5883191-8 Sunshine Park 249.93 12/31/2022 0101-41970-62015 5883191 5893307-8 Well #1 137.30 12/31/2022 5100-48100-62015 5893307 5907226-4 Pumphouse #6 65.83 12/31/2022 5100-48100-62015 5907226 5927939-8 Pumphouse #7 108.31 12/31/2022 5100-48100-62015 5927939 5945463-7 Well #3 101.78 12/31/2022 5100-48100-62015 5945463 5950580-0 City Hall/Senior Center 1,243.30 12/31/2022 0101-41910-62015 5950580 6122874-8 Lift Station #4 16.80 12/31/2022 520048200-62015 6122874 6402167055-5 Lift Station#10 29.87 12/31/2022 520048200-62015 6402167055 6402417246-8 2527 BunkerLkBlvd MAIN(4-plex) 10.33 12/31/2022 452049300-62015 6402417246 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 3 Invoice No Description Amount Payment Date Acct Number Reference 6402418666-6 2527 Bunker LkBlvd #4 (4-plex) 15.85 12/31/2022 452049300-62015 6402418666 6402474382-1 2556 138th Ave MAIN (4-plex) 322.04 12/31/2022 4520-49300-62015 6402474382 6402630849-0 2542138th Ave #3(4-plex) 79.96 12/31/2022 4520-49300-62015 6402630849 6402901726-2 2542138th Ave #2 (4-plex) 55.65 12/31/2022 4520-49300-62015 6402901726-2 7575198-2 ASN Ballfields 289.85 12/31/2022 0101-41980-62015 7575198 7725077-7 Lift Station#1 17.92 12/31/2022 5200-48200-62015 7725077 8743371-0 Warming House 95.25 12/31/2022 0101-45000-62015 8743371 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 4 Check Total: 15,189.69 Vendor: CintasOK Cintas Corp Check Sequence: 19 ACH Enabled: False 4133704029 Floor Mat Rental 38.25 12/31/2022 0101-41930-62200 4137177686 Floor Mat Rental 84.91 12/31/2022 0101-41920-62200 4138677265 Uniform Cleaning & Shop Towels 137.74 12/31/2022 6100-48800-61020 4138677423 Uniform Cleaning 120.31 12/31/2022 0101-43100-61020 4138677423 Uniform Cleaning 17.19 12/31/2022 0101113300-61020 4138677423 Uniform Cleaning 68.72 12/31/2022 0101-45000-61020 4138677423 Uniform Cleaning 17.20 12/31/2022 5100-48100-61020 4138677423 Unifomr Cleaning 34.36 12/31/2022 5200-48200-61020 4139961284 Floor Mat Rental 100.76 12/31/2022 0101-41920-62200 4139961364 Uniform Cleaning & Shop Towels 160.11 12/31/2022 6100-48800-61020 4141370531 Uniform Cleaning & Shop Towels 160.11 12/31/2022 6100-48800-61020 4141370618 Uniform Cleaning 153.57 12/31/2022 0101-43100-61020 4141370618 Uniform Cleaning 21.95 12/31/2022 0101-43300-61020 4141370618 Uniform Cleaning 87.72 12/31/2022 0101-45000-61020 4141370618 Uniform Cleaning 21.95 12/31/2022 5100-48100-61020 4141370618 Uniform Cleaning 43.86 12/31/2022 5200-48200-61020 4141931839 Uniform Cleaning 153.56 12/31/2022 0101-43100-61020 4141931839 Uniform Cleaning 21.95 12/31/2022 0101-43300-61020 4141931839 Uniform Cleaning 87.72 12/31/2022 0101-45000-61020 4141931839 Uniform Cleaning 21.95 12/31/2022 5100-48100-61020 4141931839 Uniform Cleaning 43.86 12/31/2022 5200-48200-61020 4141931846 Floor Mat Rental 46.62 12/31/2022 0101-41910-62200 4141931847 Uniform Cleaning & Shop Towels 111.64 12/31/2022 6100-48800-61020 4141931865 Floor Mat Rental 44.44 12/31/2022 0101-41930-62200 4142735354 Floor Mat Rental 100.76 01/13/2023 0101-41920-62200 4142735401 Uniform Cleaning & Shop Towels 160.11 01/13/2023 6100-48800-61020 4142735467 Uniform Cleaning 153.57 01/132023 0101-43100-61020 4142735467 Uniform Cleaning 21.95 01/13/2023 0101-43300-61020 4142735467 Uniform Cleaning 87.72 01/13/2023 0101-45000-61020 4142735467 Uniform Cleaning 21.95 01/13/2023 5100-48100-61020 4142735467 Uniform Cleaning 43.86 01/13/2023 5200-48200-61020 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 4 Invoice No Description Amount Payment Date Acct Number Reference Check Total: 46.00 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 5 Check Total: 2,390.37 Vendor: CintasCo Cintas Corporation Check Sequence: 20 ACH Enabled: False 5138401251 Service First Aid Cabinet 28.40 12/31/2022 2130-44000-61020 Check Total: 28.40 Vendor: Comcast5 Comcast Check Sequence: 21 ACH Enabled: False 8772107890001086 Fire Station #2 44.77 12/31/2022 0101-41920-62030 763-421-9426 8772107890001086 Fire Station#3 71.03 12/31/2022 0101-41920-62030 763-434-6173 8772107890001086 Public Works 19.46 12/31/2022 010111930-62030 763-755-8118 8772107890001086 Public Works 77.83 12/31/2022 5100-48100-62030 763-755-8118 8772107890001086 Water Treatment Plant 123.55 12/31/2022 5100118100-62030 763-862-8874 8772107890001086 Community Center 198.82 12/31/2022 2130-44000-62030 763-755-2129 8772107890001086 Sunshine Park 44.77 12/31/2022 010141970-62030 763-755-9189 8772107890001086 City Hall 147.40 12/31/2022 010141910-62030 763-755-5100 8772107890001086 Andover Station N Ballfields 44.77 12/31/2022 0101-41980-62030 763-767-2547 8772107890001086 Public Works - Intemet 189.90 12/31/2022 0101-41930-62030 8772107890001086 City.Hall- Intemet 189.90 12/31/2022 0101-41910-62030 Check Total: 1,152.20 Vendor: CompMine Compass Minerals America Check Sequence: 22 ACH Enabled: False 1100294 Bulk Coarse Street Salt 4,247.57 12/31/2022 0101-43200-61125 Check Total: 4,247.57 Vendor: CoonRapi City of Coon Rapids Check Sequence: 23 ACH Enabled: False 13847 Traffic Signal - 133rd & Crosstown 35.33 12/31/2022 0101-43400-62005 - 13847 Traffic, Signal - 133rd & Hanson 26.33 12/31/2022 0101-43400-62005 Check Total: 61.66 Vendor: CoreMain Core & Main LP Check Sequence: 24 ACH Enabled: False R478393 AMI - Adv Metering Infrastmct 7,500.00 12/31/2022 2510-46500-63005 R899263 Meters 2,516.43 12/31/2022 5100-48100-61035 Check Total: 10,016.43 Vendor: ComFord Cornerstone Ford Check Sequence: 25 ACH Enabled: False 16380601/1 Labor to Repair Unit #17-137 46.00 12/31/2022 6100-48800-63135 Check Total: 46.00 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 5 Invoice No Description Amount Payment Date Acct Number Reference Vendor: CorvalCo Corval Constructors, Inc 12/31/2022 4140-49300-63025 Check Sequence: 26 ACH Enabled: False 880464 11/22 Qrly Billing for PM Contract 725.00 12/31/2022 2130-44000-62300 21.00 880464 11/22 Qrly Billing for PM Contract 436.00 12/31/2022 5100-48100-62300 01/13/2023 5300-48300-63025 Check Total: 1,161.00 21.00 01/13/2023 0101-41600-63025 Vendor: Cotten Cottens" Inc 49.40 01/13/2023 Check Sequence: 27 ACH Enabled: False 585057 Hose End Fittings 64.26 01/13/2023 6100-48800-61115 2023 Budget 585058 Incandescent SLD for Unit #203 & Stock 46.78 01/13/2023 610048800-61115 20.00 01/132023 Check Total: 111.04 2023 Budget 20.00 01/13/2023 Vendor: DehnOil Dchn Oil Company 2023 Budget 20.00 Check Sequence: 28 ACH Enabled: False 96834 Unleaded Fuel 2,358.75 12/31/2022 610048800-61045 96835 Diesel Fuel 10,237.50 12/31/2022 6100-48800-61050 Check Total: 12,596.25 Vendor: DeptLabo Department of Labor & Industry Check Sequence: 29 ACH Enabled: False DEC0030042022 December 2022 Surcharge Report 1,947.39 12/31/2022 0101-00000-23201 DEC0030042022 December 2022 Surcharge Report -37.06 12/31/2022 0101-41400-58100 Check Total: 1,910.33 Vendor: Divisi16 Division 16 Electric, LLC Check Sequence: 30 ACH Enabled: False 7107 Replace Exit Signs @ WTP 691.80 12/31/2022 5100-48100-63105 7108 Water Treatment Conduit Between Floors 483.05 12/31/2022 510048100-63105 7130 Labor to Retrofit Fixture in CH Electric Ran 270.00 12/31/2022 0101-41910-63105 Check Total: 1,444.85 Vendor: ECM ECM Publishers, Inc. Check Sequence: 31 ACH Enabled: False 925950 Jan 17 PH Improvements 145.20 12/31/2022 4140-49300-63025 925952 Ordinance No. 544 Summary 21.70 01/13/2023 510048100-63025 925952 Ordinance No. 544 Summary 21.00 01/13/2023 520048200-63025 925952 Ordinance No. 544 Summary 21.00 01/13/2023 5300-48300-63025 925952 Ordinance No. 544 Summary 21.00 01/13/2023 0101-41600-63025 927864 2023 Budget 49.40 01/13/2023 010141400-63025 927864 2023 Budget 20.00 01/13/2023 2110-46500-63025 927864 2023 Budget 20.00 01/13/2023 2130-44000-63025 927864 2023 Budget 20.00 01/132023 414049300-63025 927864 2023 Budget 20.00 01/13/2023 5100-48100-63025 927864 2023 Budget 20.00 01/13/2023 520048200-63025 927864 2023 Budget 20.00 01/132023 5300-48300-63025 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 0 Invoice No Description Amount Payment Date Acct Number Reference AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 7 Check Total: 399.30 Vendor: EklundCa Carter Eklund Check Sequence: 32 ACH Enabled: False 2022 Soccer Coach 38.50 12/31/2022 2130-44400-63005 Check Total: 38.50 Vendor: EvergRec Evergreen Recycling LLC Check Sequence: 33 ACH Enabled: False 2973b 2022 Mattress Recycling 1,220.00 12/31/2022 0101-46000-63010 Check Total: 1,220.00 Vendor: FacMotor Factory Motor Parts Company Check Sequence: 34 ACH Enabled: False 128-Z12877 Batteries for Unit #08-135 267.14 12/31/2022 610048800-61115 Check Total: 267.14 Vendor: Ferguson Ferguson Waterworks #2518 Check Sequence: 35 ACH Enabled: False 0506066 12 FLGXFLG Spool 36" Long 2,616.88 12/31/2022 5100-48100-61120 Check Total: 2,616.88 Vendor: FletPrid FleetPride Truck & Trailer Parts Check Sequence: 36 ACH Enabled: False 104542410 End Yoke & U -Joint for Stock 81.14 12/31/2022 6100-48800-61115 Check Total: 81.14 Vendor: ForceAm Force America Distributing LLC Check Sequence: 37 ACH Enabled: False 001-1692541 Misc. Parts 488.65 12/31/2022 610048800-61115 001-1693037 Cable, Female M12,3 Postion Male WP, 2M 91.76 12/31/2022 6100-48800-61115 001-1693453 Counterbalance Valve- Adjustment Screw 123.66 12/31/2022 6100-48800-61115 001-1695071 Joystick& Rubber Boot for Stock 307.04 12/312022 610048800-61115 Check Total: 1,011.11 Vendor: GopherSt Gopher State One -Call Inc Check Sequence: 38 ACH Enabled: False 2120182 December 2022 Billable Locates 76.95 12/31/2022 5100-48100-63040 2120182 December 2022 Billable Locates 76.95 12/31/2022 5200-48200-63040 Check Total: 153.90 Vendor: MESABI H & L Mesabi, Inc. Check Sequence: 39 ACH Enabled: False 11090 Carbide Blades 740.00 12/31/2022 6100-48800-61115 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 7 Invoice No Description Amount Payment Date Acct Number Reference Check Total: 740.00 Vendor: Hakanson HakansonAndersonAssoc., - Check Sequence: 40 ACH Enabled: False 49991 Crosstown Blvd Trail - Xeon to 159th 315.00 12/31/2022 4170-49300-63005 Check Total: 315.00 Vendor: Hawkins2 Hawkins Inc Check Sequence: 41 ACH Enabled: False 6367912 Chemicals for Water Treatment Plant 5,744.24 12/31/2022 5100-48100-61040 Check Total: 5,744.24 Vendor: HIthPDen Health Partners Check Sequence: 42 ACH Enabled: False 118358298 February 2023 Premium 247.00 01/13/2023 620048900-63005 118358298 February 2023 Premium 1,216.12 01/13/2023 7100-00000-21218 118358298 February 2023 Premium 4,589.13 01/13/2023 0101-00000-21208 118358298 February 2023 Premium 69,023.07 01/13/2023 0101-00000-21206 Check Total: 75,075.32 Vendor: HigbPtNw High Point Networks Check Sequence: 43 ACH Enabled: False 217700 Disaster Recovery & Backup Service 3,064.00 01/13/2023 0101-41420-62305 217700 Disaster Recovery & Backup Service 251.00 01/13/2023 2130-44000-62305 217700 Disaster Recovery & Backup Service 503.00 01/13/2023 5100-48100-62305 217700 Disaster Recovery & Backup Service 503.00 01/13/2023 5200-48200-62305 217700 Disaster Recovery & Backup Service 251.00 01/13/2023 5300-48300-62305 Check Total: 4,572.00 Vendor: HydroKle Hydro Rican Check Sequence: 44 ACH Enabled: False 081494 Traffic Control for Cleaning & Televising 2,750.00 12/31/2022 251046500-63010 Check Total 2,750.00 Vendor: Indelco Indelco Plastics Corp. Check Sequence: 45 ACH Enabled: False INV370878 Injection Quill 667.73 12/31/2022 510048100-61120 Check Total: 667.73 Vendor: InnovOff Innovative Office Solutions, LLC Check Sequence: 46 ACH Enabled: False IN4053141 Towels, Liners, Cleaner & Batteries 1,396.57 12/31/2022 213044000-61020 SCN-118603 Credit for Tissue Back In September 2022 -386.16 12/31/2022 213044000-61020 SCN-118604 Credit for Tissue Back In September 2022 -128.72 12/31/2022 2130-44000-61020 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PNI) Page 8 Invoice No Description Amount Payment Date Acct Number Reference Check Total: 881.69 Vendor: Insight Insight Public Sector Check Sequence: 47 ACH Enabled: False 1101013726 HPE Aruba Central Subscription License 1,572.48 01/13/2023 0101-41420-62305 Check Total 1,572.48 Vendor: InstrRes Instrumental Research, Inc Check Sequence: 48 ACH Enabled: False 4602 December 2022 Total Coliform Testing 200.00 12/31/2022 5100-48100-63005 4602 December 2022 Water Treatment Study 725.00 12/31/2022 5100-48100-63005 Check Total: 925.00 Vendor: JacksLoe Jack's Lock & Safe Check Sequence: 49 ACH Enabled: False 3385 Service Call to Repair Some Locks 222.50 12/31/2022 2130-44300-63105 Check Total: 222.50 Vendor: JohnCont Johnson Controls, Inc Check Sequence: 50 ACH Enabled: False 1-125022602978 Repair Roof Top Units 2,356.23 12/31/2022 2130-44400-63105 Check Total: 2,356.23 Vendor: JRAdvanc JR's Advanced Recyclers Check Sequence: 51 ACH Enabled: False 109185 Recycling Appliances, Electrontics & Bulbs 150.00 12/31/2022 010146000-63010 109186 Recycling Appliances, Electronics & Bulbs 161.60 12/31/2022 0101-46000-63010 Check Total: 311.60 Vendor: LMNCIT League of Minnesota Cities Check Sequence: 52 ACH Enabled: False 7744 2022 Deductible 2,500.00 12/31/2022 620048900-62105 Check Total: 2,500.00 Vendor: LegChris Legacy Christian Academy Check Sequence: 53 ACH Enabled: False 00038002 Withdrawal of IUP Application 30.00 01/13/2023 0101-41500-52275 00038002 Withdrawal oflUPApplication 100.00 01/13/2023 0101-41300-54155 00038002 Withdrawal of IUP Application 350.00 01/13/2023 010141500-52150 Check Total: 480.00 Vendor: LepageSo Lepage & Sons Check Sequence: 54 ACH Enabled: False 180645 Trash Removal for Parks Department 560.90 12/31/2022 010145000-62020 181265 Trash Removal for Parks Department 620.75 12/31/2022 0101-45000-62020 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 9 Invoice No Description Amount Payment Date Acct Number Reference 183546 Trash Removal for Parks Department 602.90 12/31/2022 0101-45000-62020 187087 Trash Removal for Parks Department 589.56 12/31/2022 0101-45000-62020 189065 Trash Removal for Parks Department 581.78 12/31/2022 0101-45000-62020 193576 Trash Removal for Parks Department 640.11 12/31/2022 010145000-62020 Check Total: 3,596.00 Vendor: LubrTeeb Lube -Tech Check Sequence: 55 ACH Enabled: False 3095076 Mob DTE 10 Excel 46 608.32 12/312022 610048800-61115 Check Total: 608.32 Vendor: MacgEmer Macqueen Emergency Group Check Sequence: 56 ACH Enabled: False P08197 Mud Flaps for Unit #4881 104.04 12/31/2022 610048800-61115 P10048 MSA Facepiece 1,310.28 12/31/2022 010142200-61020 P10118 Uniforms FH Cairns 398.44 12/31/2022 0101-42200-61305 P10265 Uniforms- Structural Boots with Grip Sole 1,157.55 12/31/2022 010142200-61305 Check Total: 2,970.31 Vendor: MargKitc Margie's Kitchen & Cocktail LLC Check Sequence: 57 ACH Enabled: False 000042 Fire Department Banquet 1,688.54 01/13/2023 0101-42200-61310 Check Total: 1,688.54 Vendor: Mcnards Mcnards Inc Check Sequence: 58 ACH Enabled: False 82553 Heavy Dudy 32 Gal Can 57.34 12/31/2022 610048800-61020 83689 80V 730CFM Blower 249.99 12/31/2022 010141910-61205 83745 AC2 Green Treated Wood 164.24 12/31/2022 010141920-61120 83908 Hose Repair & 3 -Wire Plug 5.28 12/31/2022 0101-41920-61120 84197 Ice Melt & Peak OFT NA Orange 22.29 12/31/2022 010141910-61120 84197 Ice Melt & Peak OET NA Orange 50.00 12/31/2022 010141920-61120 84583 Bulbs 17.94 12/312022 010141910-61120 85090 Misc. Supplies 41.82 12/31/2022 010141930-61120 85671 Ice Melt 35.96 12/31/2022 010141920-61120 85681 Bulbs 83.80 12/312022 010141910-61120 85681 Bulbs 12.99 12/31/2022 010141920-61120 85822 Damprid HI -Cap Absorber & Mr. Clean 26.00 12/31/2022 010141920-61120 86321 Microwave 129.00 12/31/2022 0101-41930-61120 86514 3 -Button Mini Transmitter 29.73 01/132023 2130-44300-61020 86703 Toilet Plunger 8.40 01/132023 010141920-61120 Check Total: 934.78 AP -Computer Check Proof List by Vendor (01/12/2023- 4:51 PW Page 10 Invoice No Description Amount Payment Date Acct Number Reference Vendor: MetroCit Metro Cities Check Sequence: 59 ACH Enabled: False 1315 2023 Metro Cities Membership Dues 9,607.00 01/13/2023 0101-41100-61320 Check Total: 9,607.00 Vendor: MetArea Metropolitan Area Management Check Sequence: 60 ACH Enabled: False 2023 2023 Membership Dues 45.00 01/13/2023 0101-41200-61320 Check Total: 45.00 Vendor: MetCounE Metropolitan Council Environmental Services Check Sequence: 61 ACH Enabled: False Dec 2022 December 2022 SAC Report 7,455.00 12/31/2022 0101-00000-23201 Dec 2022 December 2022 SAC Report -74.55 12/31/2022 0101-41400-58100 Check Total: 7,380.45 Vendor: Minn3tPa Minneapolis/St. Paul Business Check Sequence: 62 ACH Enabled: False 0508477886 2023 Membership Dues 115.00 01/13/2023 0101-41200-61320 Check Total: 115.00 Vendor: MNDOPS Minnesota Dept of Public Safety Check Sequence: 63 ACH Enabled: False 0200400272022 Right -to -Know - Emergency Planning 25.00 01/13/2023 5100-48100-61040 Check Total: 25.00 Vendor: MNS[FrCh Minnesota State Fire Chiefs Association Check Sequence: 64 ACH Enabled: False 5365 2023 Membership Dues 880.00 01/13/2023 0101-7220061320 Check Total: 880.00 Vendor: MnUnempl Minnesota Unemployment Ins. Check Sequence: 65 ACH Enabled: False 07983653 20224th Qtr Unemployment Benefits 308.29 12/31/2022 6200-48900-60510 Check Total: 308.29 Vendor: MTIDist MTI Distributing Inc Check Sequence: 66 ACH Enabled: False 1372754-00 Spring Extension for Unit #564 50.99 01/13/2023 6100-48800-61115 Check Total: 50.99 Vendor: NoStSign North Star Signs & Engraving Check Sequence: 67 ACH Enabled: False 25399 Name Plate for Rick Engelhardt 18.50 01/13/2023 0101111100-61005 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 11 Invoice No Description Amount Payment Date Acct Number Reference Check Total: Vendor: NussTrck Nuss Truck & Equipment 4735198P Oil & Fuel Filters for Stock 965.00 Check Sequence: 69 309.00 01/13/2023 6100-48800-61115 Check Total: 18.50 I Check Sequence: 71 ACH Enabled: False Vendor: NoStTowi North Star Towing, Inc. 46.30 12/31/2022 Check Sequence: 68 86973 Tow Unit#205 395.00 12/31/2022 610048800-63135 86974 Tow Unit #08408 270.00 12/312022 6100-48800-63135 87361 Tow Unit#525 140.00 12/31/2022 610048800-63135 88097 Tow Unit#17-587 160.00 12/31/2022 6100-48800-63135 Check Total: Vendor: NussTrck Nuss Truck & Equipment 4735198P Oil & Fuel Filters for Stock 965.00 Check Sequence: 69 309.00 01/13/2023 6100-48800-61115 Check Total: 1,015.79 ACH Enabled: False ACH Enabled: False ACH Enabled: False Vendor: OReiAuto Check Total: 309.00 I Check Sequence: 71 ACH Enabled: False Vendor: ODP Bus ODP Business Solutions, LLC 46.30 12/31/2022 Check Sequence: 70 282759685001 CH Office Supplies 16.31 12/31/2022 0101-42300-61005 282759685001 CH Office Supplies 13.05 12/31/2022 0101-41500-61005 282759685001 CH Office Supplies 9.79 12/312022 0101-41600-61005 282759685001 CH Office Supplies 6.53 12/312022 0101-41230-61005 282759685001 CH Office Supplies 3.26 12/31/2022 0101-41300-61005 282759685001 CH Office Supplies 6.52 12/31/2022 0101-41400-61005 282759685001 CH Office Supplies 9.79 12/31/2022 0101-41200-61005 282759685001 Copy Paper 889.95 12/31/2022 0101-41420-61005 284347581001 CH Office Supplies 8.55 12/312022 0101-42300-61005 284347581001 CH Office Supplies 6.84 12/31/2022 0101-41500-61005 284347581001 CH Office Supplies 5.13 12/31/2022 010141600-61005 284347581001 CH Office Supplies 3.42 12/31/2022 0101-41230-61005 284347581001 CH Office Supplies 1.71 12/31/2022 0101-41300-61005 284347581001 CH Office Supplies 3.42 12/31/2022 0101-41400-61005 284347581001 CH Office Supplies 5.13 12/31/2022 0101-41200-61005 284347581001 Calendar for Kameron 26.39 12/31/2022 0101-41600-61005 Check Total: 1,015.79 ACH Enabled: False ACH Enabled: False ACH Enabled: False Vendor: OReiAuto O'Reilly Auto Parts I Check Sequence: 71 ACH Enabled: False 3253-299462 Hyd FIlter 46.30 12/31/2022 610048800-61115 3253-299661 Tool 11.99 12/31/2022 6100-48800-61205 3253-300953 Fuel Caps for Unit #78 & Stock 25.82 12/312022 610048800-61115 3253-302043 Shop Tool 39.99 01/13/2023 610048800-61205 3253-302043 Wiper Blades 32.23 01/132023 610048800-61115 3253-302046 Wiper Blade 5.25 01/13/2023 6100-48800-61020 3253-302152 Winter Blades 19.88 01/13/2023 610048800-61020 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PW Page 12 Invoice No Description Amount Payment Date Acct Number Reference 3253-303257 Rocker Switch for Unit #18-610 6.49 01/13/2023 6100-48800-61020 Check Total: 187.95 Vendor: OtisElev Otis Elevator Company Check Sequence: 72 ACH Enabled: False CL21189001 Service Sports Complex Elevator 1,233.00 12/31/2022 2130-44000-63105 Check Total: 1,233.00 Vendor: OxySvcCo Oxygen Service Company Check Sequence: 73 ACH Enabled: False 0008589736 Replace Tool that is Unsafe 236.00 12/312022 610048800-61205 0008591067 Cylinder Retest Charge 25.00 12/312022 610048800-63005 0008591296 3/4" Chuck for Unit #381 221.82 12/31/2022 6100-48800-61115 0008591307 Filled Gas Cylinder 201.00 12/31/2022 6100-48800-61020 Check Total: 683.82 Vendor: PartsAll PartsAlliance North Check Sequence: 74 ACH Enabled: False 007P47168 Fan Drive for Unit 4204 1,507.25 01/132023 6100-48800-61115 Check Total: 1,507.25 Vendor: PmtivSc Scott Protivinsky Check Sequence: 75 ACH Enabled: False 2022 2022 Medical Reimbursement 617.22 12/31/2022 7100-00000-21218 Check Total: 617.22 Vendor: RepSvices Republic Services #899 Check Sequence: 76 ACH Enabled: False 0894-006025886 December 2022 Shredding Service 646.98 12/312022 0101-46000-63010 Check Total: 646.98 Vendor: SafeFast Safe -Fast, Inc. Check Sequence: 77 ACH Enabled: False INV269970 Winter Parkas & Hookies 465.13 12/31/2022 0101-43200-61020 Check Total: 465.13 Vendor: SafetySi Safety Signs Check Sequence: 78 ACH Enabled: False 224272E Tower #2 Recond & Painting 180.00 12/312022 251046500-62200 Check Total: 180.00 Vendor: SATELL Satellite Shelters, Inc. Check Sequence: 79 ACH Enabled: False INV632077 Trailer Rental @ Hawkridge Park 550.00 01/13/2023 0101-45000-62200 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 13 Invoice No Description Amount Payment Date Acct Number Reference 550.00 Check Total: Vendor: SESACIN( SESAC Inc. 66382/719971 2023 Music License ACH Enabled: False Check Total: Vendor: Slothlns Sloth Inspections, Inc. Dec 2022 1,104.00 2022 Electrical Inspections Check Total: Vendor: SOTAClea SOTA Clean LLC 1173 False Monthly Cleaning Service 1173 0101-42300-63005 Monthly Cleaning Service 1173 2,741.25 Monthly Cleaning Service 1173 Monthly Cleaning Service Check Total: Vendor: StarTri2 Star Tribune 10962115 0101-41910-63010 12/25/22 - 01/22/23 IPad Subscription 1,284.01 Check Total: Vendor: SupSolut Supply Solutions LLC 39736 12/31/2022 Bath Tissue, M Fold Towels & White Towels 39737 Bath Tissue, M Fold Towels & White Towels 39738 6100-48800-63010 Bath Tissue, M Fold Towels &White Towels 39739 3,776.50 Bath Tissue & White Towels 39741 Bath Tissue/White Towels & M Fold Towels Check Total: Vendor: Timesave Timesaver M27855 0101-41200-61320 City Council Meetings M27855 26.42 Planning Commission Meeting M27855 Parks & Recreation Meeting Check Total: Vendor: TitanMac Titan Machinery 17954531 GP Parts for Plow Unit #11-111A 550.00 Check Sequence: 80 ACH Enabled: False 1,104.00 01/13/2023 2130-44300-61320 1,104.00 Check Sequence: 81 ACH Enabled: False 2,741.25 12/31/2022 0101-42300-63005 2,741.25 Check Sequence: 82 ACH Enabled: False 1,548.37 12/31/2022 0101-41910-63010 1,284.01 12/31/2022 0101-41930-63010 566.47 12/31/2022 0101-41920-63010 377.65 12/31/2022 6100-48800-63010 3,776.50 Check Sequence: 83 ACH Enabled: False 26.42 01/13/2023 0101-41200-61320 26.42 Check Sequence: 84 ACH Enabled: False 457.07 12/31/2022 0101-41930-61025 228.54 12/312022 6100-48800-61025 228.91 12/31/2022 0101-41910-61025 135.01 12/31/2022 0101-41920-61025 285.34 12/31/2022 0101-41920-61025 1334.87 Check Sequence: 85 ACH Enabled: False 454.00 12/312022 0101-41100-63005 454.00 12/31/2022 0101-41500-63005 154.00 12/312022 0101-45000-63005 1,062.00 Check Sequence: 86 ACH Enabled: False 1,052.75 01/13/2023 6100-48800-61115 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 14 Invoice No Description Amount Payment Date Acct Number Reference Check Total: Vendor: TotMechS Total Mechanical Services, Inc S4943 NH3 Odor in Engine Room S4970 Ammonia Refrigeration Oil Check Total: Vendor: Towmaste Towmaster 455424 Freight for Bumper Check Total: Vendor: TmstlnU Tmst in Us Workplace Drug & Alcohol Testing 96706 TIU Onsite Collections Check Total: Vendor: TCFilter Twin City Filter Service, Inc. 0733235 -IN Filters for WTP 1,052.75 193.00 662.25 855.25 10.73 10.73 395.00 395.00 136.94 Check Sequence: 87 12/31/2022 2130-44300-63105 12/31/2022 2130-44300-61020 Check Sequence: 88 12/31/2022 610048800-61020 Check Sequence: 89 01/13/2023 010141230-63005 Check Sequence: 90 12/31/2022 510048100-61120 ACH Enabled: False ACH Enabled: False ACH Enabled: False ACH Enabled: False Check Total: 9,397.50 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 15 Check Total: 136.94 Vendor: USBank U.S. Bank Check Sequence: 91 ACH Enabled: False 6766558 Taxable GO Abatement Bonds 2012C 550.00 01/13/2023 340547000-66350 6766704 GO Water Revenue Refunding Bonds 2016B 500.00 01/13/2023 510048100-66350 6766874 Go Capital Improve Plan Bonds, 2018A 550.00 01/13/2023 3304-47000-66350 6767318 Street & Equipment Bonds, Series 2021A 500.00 01/13/2023 370347000-66350 Check Total: 2,100.00 Vendor: UhlCompa Uhl Company Check Sequence: 92 ACH Enabled: False 70602 2022 Preventative Maintenance Contract 1,200.00 12/31/2022 510048100-62300 70602 2022 Preventative Maintenance Contract 65.00 12/31/2022 010141990-62300 70602 2022 Preventative Maintenance Contract 250.00 12/31/2022 0101-41980-62300 70602 2022 Preventative Maintenance Contract 250.00 12/31/2022 0101-41970-62300 70602 2022 Preventative Maintenance Contract 1,200.00 12/31/2022 0101-41910-62300 70602 2022 Preventative Maintenance Contract 1,200.00 12/31/2022 010141920-62300 70602 2022 Preventative Maintenance Contract 1,200.00 12/31/2022 0101-41930-62300 70602 2022 Preventative Maintenance Contract 1,200.00 12/31/2022 610048800-62300 70603 2022 Preventative Maintenance Contract 2,832.50 12/31/2022 610048800-62305 Check Total: 9,397.50 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 15 Invoice No Description Amount Payment Date Acct Number Reference Vendor: Uline Uline Check Sequence: 93 ACH Enabled: False 158072504 275 Gallon IBC Tank & Pallet W/Drain 1,908.98 12/31/2022 0101-46000-63010 Check Total: 1,908.98 Vendor: VelasaSp Velma Sports, Inc Check Sequence: 94 ACH Enabled: False 10442 Sparx Sharpener, Vacuum & Honing Stone 2,784.81 12/31/2022 2130-44200-61020 Check Total: 2,784,81 Vendor: Verizon Verizon Wireless Check Sequence: 95 ACH Enabled: False 9924325859 Storm Water Pump 25.02 01/13/2023 530048300-62030 Check Total 25.02 Vendor: VoyantCo, Voyant Communications Check Sequence: 96 ACH Enabled: False 0030943230101 Phone Service @City Hall 671.71 12/31/2022 010141910-62030 0030943230101 Phone Service @ Fire Stations 105.00 12/31/2022 010141920-62030 0030943230101 Phone Service @ Public Works 216.00 12/31/2022 010141930-62030 0030943230101 Phone Service @ Comm Ctr 102.00 12/31/2022 2130-44000-62030 0030943230101 Phone Service @WTP 44.00 12/312022 510048100-62030 Check Total: 1,138.71 Vendor: WalterRR Walters Recycling & Refuse Inc Check Sequence: 97 ACH Enabled: False 0006673793 December 2022 Recycling Center 825.00 12/31/2022 0101-46000-63010 0006702965 Jan 2023 Garbage & Recycling Service 70.52 01/13/2023 010141920-62020 0006702965 Jan 2023 Garbage & Recycling Service 22.55 01/132023 0101-41920-62020 0006702965 Jan 2023 Garbage & Recycling Service 17.55 01/13/2023 0101-41920-62020 0006702965 Jan 2023 Garbage & Recycling Service 99.45 01/13/2023 010141910-62020 Check Total: 1,035.07 _ Vendor: WasMgmt2 Waste Management - Blaine Check Sequence: 98 ACH Enabled: False 9355232-0500-0 PW Garbage Disposal 245.65 12/31/2022 0101-41930-62020 9355232-0500-0 PW Garbage Disposal 193.93 12/31/2022 010145000-62020 9355232-0500-0 PW Garbage Disposal 853.29 12/31/2022 0101-46000-62020 Check Total: 1,292.87 Vendor: WHSecuri WH Security Check Sequence: 99 ACH Enabled: False 150-1681-3487 Security System @ Sunshine Park 33.95 01/13/2023 010141970-63010 150-1682-7288 Security System @ Andover Station North 52.95 01/13/2023 010141980-63010 150-1693-9665 Security System @ Fire Station #1 67.90 01/132023 010141920-63010 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 16 Invoice No Description Amount Payment Date Acct Number Reference 150-1694-3764 Security System @ City Hall 67.90 01/13/2023 0101-41910-63010 150-1694-6826 Security System @ Public Works 67.90 01/13/2023 0101111930-63010 150-1694-9717 Security System @ Vehicle Maintenance 67.90 01/13/2023 6100-48800-63010 150-1697-0765 Security System @ Fire Station #3 77.90 01/13/2023 0101-41920-63010 Check Total: 436.40 Vendor: WinterEq Winter Equipment Company, Inc. Check Sequence: 100 ACH Enabled: False IV54245 Plow Guard Maxx Straight 6 inch 567.18 12/31/2022 0101-43200-61105 Check Total: 567.18 Total for Check Run: 247,245.67 Total of Number of Checks: 100 AP -Computer Check Proof List by Vendor (01/12/2023 - 4:51 PM) Page 17 Accounts Payable Computer Check Proof List by Vendor User: BmndaF Printed: 01/12/2023 - 5:48PM Batch: 00417.01.2023 Invoice No Description Amount Payment Date Acct Number Reference Vendor: ActFleet Action Fleet, LLC Check Sequence: I ACH Enabled: False I5648 2022 Sierra 3500 HD Emergency Equip Install 13,587.71 12/31/2022 4215-49300-65400 Check Total: 13,587.71 Vendor: AnkC001 Anoka Co Treasurer Check Sequence:2 ACH Enabled: False S230103A/130856 20231st Qtr Law Enforcement Contract 836,828.75 01/17/2022 0101-42100-63010 Check Total 836,828.75 Vendor: HydroKle Hydro Klean Check Sequence: 3 ACH Enabled: False 081449 Televising Sanitary Sewer & Cleaning 29,964.00 12/31/2022 2510-46500-63010 Check Total: 29,964.00 Vendor: MetCounR Metro Council Wastewater Check Sequence: 4 ACH Enabled: False 0001150200 February 2023 Sewer Services 136,544.15 01/17/2022 5200-48200-63230 Check Total: 136,544.15 Vendor: DNRWater MN DNR Eco -Waters Check Sequence: 5 ACH Enabled: False 1987-6059 2022 Water Usage & Summer Surcharge 21,433.71 12/31/2022 5100-48100-63050 Check Total: 21,433.71 Vendor: NorthwAs Northwest Asphalt Check Sequence: 6 ACH Enabled: False Pymt N5 - Final 2022 Street Reconstruction 83,179.34 12/31/2022 470349300-63010 Check Total: 83,179.34 Vendor: SkylSalt Skyline Salt Solutions Check Sequence: 7 ACH Enabled: False 1310 Bulk Treated Salt 8,256.43 12/31/2022 0101-43200-61125 1330 Bulk Treated Salt 10,968.84 12/31/2022 0101-43200-61125 1505 Bulk Treated Salt 16,620.94 12/31/2022 0101-43200-61125 AP -Computer Check Proof List by Vendor (01/12/2023 - 5:48 PM) Page 1 Invoice No Description Amount Payment Date Acct Number 1520 Bulk Treated Salt 13,692.84 12/31/2022 010143200-61125 1555 Bulk Treated Salt 5,69L89 01/17/2022 0101-43200-61125 1588 Bulk Treated Salt 2,856.44 01/17/2022 0101-43200-61125 Check Total: 58,087.38 Vendor: Ziegler Ziegler, Inc. Check Sequence:8 51000270972 Parts to Repair Unit #204 7,526.57 12/31/2022 610048800-61115 51000270972 Labor to Repair Unit#204 2,785.00 12/312022 6100-48800-63135 Check Total: 10,311.57 Total for Check Run: 1,189,936.61 Total of Number of Checks: 8 Reference ACH Enabled: False AP -Computer Check Proof List by Vendor (01/12/2023 - 5:48 PM) Page 2 C I T Y 0 F^ kNDOVE 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 . (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and City Council CC: Jim Dickinson, City FROM: Michelle Harmer, Deputy City Clerk SUBJECT: Approve 2023 Used Vehicle Sales Business License DATE: January 17, 2023 INTRODUCTION Used Vehicle Sales Business licenses expired on December 31, 2022. DISCUSSION The following have applied for renewal of their Used Vehicle Sales License and paid the appropriate fee. Round Lake Auto Sales LLC — 16191 Round Lake Boulevard, Suite D ACTION REQUIRED The City Council is requested to approve the above license for the period January 18, 2023 through December 31, 2023. (^ Respectfully submitted, l l*A ° "---� Michelle Harmer Deputy City Clerk Attach: License application 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV Used Vehicle Sales Business License Renewal Application Required Documents: • Completed Application Form • Vehicle Sales License Fee: $105.00 • Copy of State Dealers License • State Workers Compensation Form • State Verification of Property Lease Form Person Applying For License: First Name 1y�Middle Name Business Name _ Business Address Home Address Home Phone Email Address _ Business Phone 961 Last Name eca L e I (We) agree to operate such business in accordance with the laws of Minnesota and the ordinances of the City of Andover. Information in this application is classified as public data and will be provided to the public upon request. Licenses expire on December 31" of each year. Lack of payment of annual licensing fee shall be cause for revocation of license. 12- l - zz Signature Date STATE O F MINNESOTA Dealer License Certificate DEALER NUMBER: Name: Address: Additional Location: DLR39290 ROUND LAKE AUTO SALES LLC 16191 ROUND LK BLVD NW STE D ANDOVER MN 55304 Owners/Officers FRANK JUNIOR COENEN EXPIRATION: Dealer Type: 30 -Jun -2023 Used ANL]56W^- 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Council Members CC: Jim Dickinson, City Adminis FROM: David D. Berkowitz, Director of Public Works/City Engineer SUBJECT: Initiate the Replacement of the 2004 Toro Groundsmaster 561 - Engineering DATE: January 17, 2023 INTRODUCTION The City Council is requested to initiate the replacement of the 2004 Toro Groundsmaster 561. DISCUSSION As part of the 2023 - 2027 Capital Improvement Plan, Public Works Department has a replacement identified for the 2004 Toro Groundsmaster for the year 2024. The unit is primarily used for sweeping sidewalks and snow removal around the City Campus. During snow events this type of equipment is use 3 to 5 times a day. Due to multiple breakdowns and limited or obsolete replacement parts staff is recommending moving the purchase of this piece of equipment to 2023 so it can be utilized for the remainder of this snow removal season. BUDGETIMPACT The cost to replacement unit 561 is $60,000 and funding for the replacement will be from funds carried forward from 2022 Park Operating Budget. ACTION REQUIRED The City Council is requested to approve moving forward with the replacement of the 2004 Toro Groundsmaster 561 and declaring unit 561 as surplus or to be salvaged for parts for the other compatible units. Respectfully submitted, C- -'Z2�. David D. Berkowitz 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Council Members CC: Jim Dickinson, City Administrat FROM: David Berkowitz, City Engineer/Direc of Public Works r SUBJECT: Accept Petition/Waive Public Hearing/Order & Approve Feasibility Report/Order & Adopt Assessment Roll/23-21/2101/2103 —140`h Lane NW/WM - Engineering DATE: January 17, 2023 INTRODUCTION The City has received a petition from the property owners of 2101/2103 — 140`h Lane NW requesting to hook up to City water main, Project 23-21. DISCUSSION Property owner has petitioned to hook up to City water and would like to expedite the process so that the water connection can be made as the existing well is failing. Water main was extended through this area in 2012 under City Project #11-43. Community Block Grant funding covered the cost of the lateral improvement with no charge or assessment to the benefiting properties. The costs remaining to hook up to City water are water area and water connection charges. The feasibility cost is as follows: Water Area Charge: 0.37 acres X $5,389.00/acre = $1,993.93 Water Connection Charge: 1 unit X $5,883.00/unit = $5,883.00 Total Assessment $7,876.93 Note: In the fixture if this duplex is subdivided or has two separate owners an additional connection charge will be required and another water line connection into the structure will be required along with a separation of the water systems within the structure. BUDGETIMPACT The water connection and area charge will be assessed to the property owner over 5 years at 4.5% interest. Lateral costs have been previously covered through the Community Block Grant Program. ACTION REQUIRED The City Council is requested to approve the resolution declaring adequacy of petition, waiving the public hearing, order and approve feasibility report and order and adopt the assessment roll for the improvement of water main, Project 23-21, 2101/2103 — 140`h Lane NW. Respectfully submitted David Berkowitz, PE Attachments: Resolution, Petition & Special Assessment Roll cc: Lanae & Kurt Dallmann, 2820 - 135`h Ave. NW, Andover (Email) CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. MOTION by Council member to adopt the following: A RESOLUTION DECLARING ADEQUACY OF PETITION, WAIVING PUBLIC HEARING, ORDER & APPROVE FEASIBILITY REPORT, ORDERING ASSESSMENT ROLL AND ADOPTING ASSESSMENT FOR WATER MAIN _PROJECT NO. 23-21 FOR 2101/2103 —140TH LANE NW. WHEREAS, the City Council has received a petition, dated January 6, 2023 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 ANDOVER, MINNESOTA: 1. The City Council of the City of Andover hereby accepts petition, waives public hearing, orders assessment roll and adopts assessment. 2. 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. 3. Such 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 first Monday in January, 2024 and shall bear interest at the rate of 4_5 percent per annum from the date of the adoption of this assessment resolution. To the first installment shall be added interest on the entire assessment from the date of this resolution until December 31, 2023. To each subsequent installment when due shall be added interest for one year on all unpaid installments. 4. The owners may pay the whole of the assessment on such property on February 17, 2023. If not paid at that time, the assessment shall accrue interest. MOTION seconded by Council member and adopted by the City Council at a regular meeting this 17th day of January. 2023, with Council members and Council members said resolution was declared passed. ATTEST: Michelle Hartner— Deputy City Clerk voting in favor of the resolution, voting against, whereupon CITY OF ANDOVER Sheri Bukkila - Mayor 33 -al 1/6/23 Andover City Engineer 1685 Crosstown Blvd NW Andover, MN 55304 Re: Municipal Improvements Dear City Engineer: We do hereby petition for improvements of 1 water main connection,with the costs of the improvements to be assessed against my benefiting property, located at 2101/2103 140" Ln NW Andover, MN 55304 Said petition is unanimous and the public hearing may be waived. We would prefer to be assessed $over a 5year period. �,�Y Property Owners LaRae & Kurt Dallmann 2820 135" Ave NW Andover, MN 55304 cell -612-709-1839 Kurt 612-979-8338 LaRae CITY OF ANDOVER Special Assessment Roll DATE: January 17, 2023 PROJECT: 2023-21 2101/2103 - 140th Lane NW PIN: LOT: BLOCK: Address: 2101/2103 -140th Lane NW $ 7,876.93 1,094.57 $ 8,971.50 NOTE: The lateral costs have been previously covered through the Community Development Block Grant program. Water Total Lateral Area Connection $ 7,876.93 $ - $ 1,993.93 $ 5,883.00 Interest Rate: 4.50% Number of Payments: 5 Annual Payment: $ 1,794.30 2024 2025 2026 2027 2028 Principal $ 1,439.84 $ 1,504.63 $ 1,572.34 $ 1,643.09 $ 1,717.03 Interest 354.46 289.67 221.96 151.21 77.27 Total $ 1,794.30 $ 1,794.30 $ 1,794.30 $ 1,794.30 $ 1,794.30 Principal Balance: $ 6,437.09 $ 4,932.46 $ 3,360.12 $ 1,717.03 $ $ 7,876.93 1,094.57 $ 8,971.50 NOTE: The lateral costs have been previously covered through the Community Development Block Grant program. 6 0 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • W W W.ANDOVERMN.GOV TO: Honorable Mayor and City Co ilmembers CC: Jim Dickinson, City Administrat FROM: Joe Janish, Community Development ector Z SUBJECT: Acknowledge 90 Day Extension From Applicant for Legacy at Petersen Farms PUD/Preliminary Plat Applications — Planning DATE: January 17, 2023 At the December 20, 2022 City Council meeting direction was provided to obtain an extension to the applications submitted related to Legacy at Petersen Farms. Following the December 20, 2022 City Council meeting the applicant did provide a 90 -day extension allowing adequate time to review the development. This will mean the City Council will need to take action on the applications for the development by May 5, 2023, unless another extension is provided by the applicant. CITY COUNCIL ACTION This item is informational only and no formal action is required by the City Council at this time. CC: • Jason Osberg, Metrowide Development, 15356 Yukon St. NW, Andover, MN 55304 • Keith Petersen, 3084 Kahlberg Ct NE, St. Michael, MN 55376 • Darren Lazan, Landform Professional Services, LLC —Electronic only • Kevin Shay, Landform Professional Services, LLC —Electronic only 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 . (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers CC: Jim Dickinson, City Administrat FROM: Lee Brezinka, Finance Manager SUBJECT: Approve Andover Firefighters Relief Association By -Law Changes DATE: January 17, 2023 (D INTRODUCTION In 2022, the Andover Firefighters Relief Association went through a review of their by-laws. The recommended changes include voting members to positions on the Board of Trustees and distribution of a monthly fund update. The Board of Trustees and the Relief members have voted and approved the changes. BUDGET IMPACT There is no budget impact related to the new by-law changes. ACTION REQUESTED The Andover City Council is requested to approve the changes to the Andover Firefighters Relief Association By -Laws that have been approved by the Board of Trustees and the Relief members. Respectfully submitted, Ywe Lee Brezink Attachment: Andover Firefighters Relief Association By -Laws with Changes BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE I MEMBERSHIP Section 1 — An Restrictions Any regular active or probationary member of the Andover Fire Department who is under 72.5 years of age shall be eligible to apply for membership. Section 2 — Application Membership occurs upon completion of Firefighter Certification Level 1. Section 3 - Severance Resignation or expulsion from the Andover Fire Department shall terminate the membership of the member so resigning, being expelled or removed. Section 4 — Fraudulent Activity Any member who shall, in the opinion of a majority of the Board of Trustees, fraudulently claim benefits from, or defraud or attempt to defraud the Association in any way. The individual shall be suspended from membership by the Board, and be subject to criminal prosecution. ARTICLE II BOARD of TRUSTEES Section 1 — Board Make - The Board of Trustees shall consist of the following: a President, a Vice -President, a Secretary, a Treasurer, and two (2) general trustees, each of whom shall be elected from the membership of this Association for a term as specified in this Article, or until a successor has been elected and qualified, at a special or annual meeting of the Association. In addition, there shall be three statutory ex officio members; consisting of the Chief of the Andover Fire Department, one elected municipal official, and one elected or appointed municipal official who are annually designated as representatives by the Andover City Council. Bylaw Page 1 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Section 2 — Election of the Board Each year during the Annual meeting of the membership, there shall be the election of any expiring board positions. As their respective terms of office expire, and at an annual meeting, the President, Vice President, Secretary, Treasurer and the two general trustees shall be elected for a term of three years. Membership shall elect a nominee to the specific open position on the board. If a vacancy occurs during the term of office, the remaining members of the Board of Trustees shall elect a member of the Association to serve for the unexpired term of the vacant position. Section 3 — Annual Meeting of Board Within two weeks after the annual meeting of the membership (ner Article IV. Section 1), at which the election for board members occurs, the board will conduct a meeting. During this meeting there will be an official handoff of projects in process and guidance from previous board members. This meeting will also assign leadership roles for special projects such as the annual calendar and the Fun Fest booth, along with any other projects that may be planned or in progress. Section 4 - Fiscal It shall be the duty of the Board of Trustees to prepare modes and plans for the safe and profitable investment of the un -appropriated funds of the Association, and whenever Bylaw Page 2 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. loans or investments are made, to investigate and pass on the securities offered and to attend to the drawing and execution of the necessary papers. The Board of Trustees shall order an audit of the books and accounts of the Secretary and the Treasurer annually, according to the law, and shall submit a written report of the condition of the association to the members at the annual meeting. Section 5 - Investments The investment of the funds of the Association shall be in the exclusive control of the Board of Trustees, in conformance with state statutes and subject to the approval of the Andover City Council. Section 6 — Special Meetings Three or more members of the Board of Trustees shall cause the President to call a Special Meeting of the Board of Trustees upon receipt of written notice of meeting and subject of meeting. Upon receipt of written notice the President shall call a special meeting within 10 calendar days and provide at least 3 calendar day's written notice. The agenda for the Special meeting shall be limited to the written request for the special meeting. Section 7 — Fiduciary Responsibility The members of the Board of Trustees shall act as trustees with a fiduciary obligation to the State of Minnesota, to the City of Andover, and to the members of the Association. Bylaw Page 3 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE III DUTIES of OFFICERS Section 1 - President It shall be the duty of the President to attend and preside at all meetings of the Association and the Board of Trustees. He/she shall enforce the due observance of the Articles of Incorporation and the By -Laws and see that the officers properly perform the duties assigned to them. He/she shall sign checks issued by the Treasurer and all papers requiring his/her signature. He/she shall be a member of all committees except the Aid Committee and shall exercise careful supervision over the affairs of the Association. He/she shall receive such salary as may be fixed from time to time by the Board of Trustees, subject to approval of the Association, and payable from the Special Fund or General Fund of the Association. Section 2 — Vice President It shall be the duty of the Vice -President to perform all of the duties of the President in the absence of the President. In addition, the Vice -President shall preside over the Aid Committee. Section 3 - SecretarX It shall be the duty of the Secretary to keep a true and accurate record of the proceedings of all meetings of the Association and of the Board of Trustees. He/she shall keep a correct record of all amendments, alterations, and additions to the Articles of Incorporation or the By -Laws in a separate book from the minute books of the Association. He/she shall cause due notice of all special meetings of the Association and the Board of Trustees to be given. He/she shall receive all cash monies due the Association and pay the same over to the Treasurer, taking a receipt for the same. Upon failure to do so, he/she may be impeached and expelled from the Association. He/she shall keep a roll of membership with the date of joining, resignation, discharge, dues and assessments paid and relief or pensions furnished. His/her books shall, at all times, be open to inspection by the Board of Trustees. He/she shall, prior to entering upon the duties of his/her office, give a bond in such amount and with such sureties as may be required and approved by the Board of Trustees, conditioned upon the faithful discharge of his/her trusts and the full performance of the duties of all reports and statements required by law. He/she shall receive such salary as may be fixed from time to time by Bylaw Page 4 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE III (cont.) the Board of Trustees, subject to approval of the Association, and payable from the Special or General Fund of the Association. Section 4 - Treasurer It shall be the duty of the Treasurer to receive all monies belonging to the Association. He/she shall keep separate and distinct accounts of the General and Special Funds, and shall prepare and present to the Board of Trustees a full and detailed statement of the assets and liabilities of each fund separately prior to the annual meeting of the Association. He/she shall invest funds held by him/her as authorized by the Board of Trustees. Failing in his/her obligations, he/she may be impeached and expelled from the Association. He/she shall deliver to his/her successor in office, or any committee appointed by the Board of Trustees to receive the same, all monies, books, papers, etc., pertaining to his/her office immediately upon the expiration of his/her term of office, resignation, or upon his/her expulsion. He/she shall, prior to entering upon the duties of his/her office, give a bond in such amount and with such sureties as may be required and approved by the Board of Trustees, conditioned upon the faithful discharge of his/her trust and the faithful performance of the duties of his/her office. Jointly with the Secretary, he/she shall prepare and file all reports and statements required by law. He/she shall receive such salary as may be fixed by the Board of Trustees from time to time, subject to approval of the Association, and payable from the Special or General Fund of the Association. Section 5 — Aid Committee There shall be an Aid Committee, composed of the Vice -President and two other members of the Association, who may or may not be members of the Board of Trustees, appointed by the President. The Vice -President shall be the chairperson of this committee, whose duty shall be to see that assistance is rendered to each sick or disabled member, and to the survivors of any deceased member. Bylaw Page 5 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE IV MEMBERSHIP MEETINGS Section 1 — Membership Meetings The Annual Meeting of the Association, for the election of trustees, and all other business shall be held during the month of January of each year. Section 2 — Special Meetings of Membership Special meetings of the Association may be called by the President, and at least two members of the Board of Trustees, or upon written request of six or more members of the Association. Members shall be notified by the Secretary of such special meetings, and the subject of the meeting shall be stated in such notice, and such special meetings shall be limited to those items stated in the special meeting notice. Section 2.5 Upon receipt of a special meeting request, the President shall call the special meeting within 30 calendar days and provide at least 10 calendar day's written notice to all members. Section 3 - Quorum A majority of the Board of Trustees then in office, and Forty percent (40%) of the members of the Association shall constitute a quorum for the transaction of business at the Annual meeting or any Special meeting. Section 4 — Parliamentary Procedure All meetings shall be conducted according to the current edition of Robert's Rules of Order, Bylaw Page 6 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE IV (cont.) ORDER OF BUSINESS 1. Call to order 2. Roll 3. Reading of minutes of previous meeting 4. Reading of reports and minutes of Board of Trustees' meetings 5. Reports of officers 6. Propositions for memberships 7. Reports of special committees 8. Balloting for members 9. Unfinished business 10. Election of trustees (annual meeting) 11. New business 12. Adjournment ARTICLE V GENERAL FUNDS & FUND DISBURSMENTS Section 1 — General Fund Revenue All funds received by this Association shall be kept in the General Fund of the Association on the books of the Treasurer and may be disbursed for any purpose reasonably related to the welfare of the Association or its members. All money belonging to this Association shall be deposited to the credit of the association in such banks, trust companies, savings and loan associations or other depositories as the Board of Trustees may designate. Section 2 — General Fund Disbursements No money or funds of the General Fund of the Association shall be disbursed for any purpose not herein provided for, unless authorized by the favorable vote of a majority of Board or if over $250 then a majority of the members present at a regular or special meeting of the Association. Bylaw Page 7 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE V (cont.) Section 3 — Special Fund Revenue All money belonging to this Association shall be deposited to the credit of the association in such banks, trust companies, savings and loan associations or other depositories as the Board of Trustees may designate. Section 4 —Special Fund Disbursements No money or refunds of the Special Fund of the Association shall be disbursed except for those purposes specifically authorized by state statutes and approved by a majority of the Board of Directors. Section 5 — Signatures Required All disbursement of GENERAL or SPECIAL FUNDS of this Association shall be made by checks drawn by the Treasurer and countersigned by one of two Board of Trustee members as designated by the Board of Trustees. Except when issued for salaries, pensions, and other fixed charges, the amount of which has previously been determined and authorized by the Board of Trustees. Section 6 - Reports All reports and resolutions shall be submitted in writing and no report from a committee shall be accepted unless it is the report of a majority of said committee, provided, however, that a minority shall be permitted to present its views in writing. Bylaw Page 8 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE VI APPLICATION FOR BENEFITS Section 1 — Applications General All applications for relief or pension benefits shall be made in writing on forms furnished by the Secretary. Section 2 — DisabilitLpplications All applications for disability benefits shall be submitted to the Board of Trustees at a regular or special meeting of the Board. The application shall be accompanied by a certificate from the attending physician or surgeon setting forth the nature of the illness or injury, the cause and duration thereof, the length of time the applicant has been unable to perform his/her duties as a firefighter, and an estimate of the future time during which the applicant will be unable to perform his/her duties as a firefighter. Section 3 — Pension Applications All applications for pensions shall be submitted to the Board of Trustees in accordance with Article XI, Section 3, Clause (c). Applications shall be verified by an oath of the applicant and shall state the age of the applicant, the period of service in and the date of retirement from the Andover Fire Department, the length of time he/she has been a member of the Association, and such other information as the Board of Trustees may require. Section - Ap- Ap rp oval No benefits or pensions shall be paid until the application therefore has been approved by a majority vote of the Board of Trustees. Decisions of the Board shall be final as to the payment of such benefits or pensions. No person receiving a pension shall be paid any other benefits by the Association. Bylaw Page 9 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE VII SICK AND DISABILITY BENEFITS Section 1 — Response Related If a member of this Association shall become disabled due to an Andover Fire Department related event, to the extent that a physician or surgeon acceptable to the Board of Trustees shall certify that such disability will permanently prevent said member from performing his/her duties in the Andover Fire Department, the Association shall, upon approval of the Board of Trustees, pay the balance of the member's account to the member after 100 days of disability. Application for disability benefits must be made prior to departure from the Andover Fire Department. If a member who has received such a disability pension should subsequently recover and return to active duty in the Andover Fire Department, any amount paid to him/her, as a disability pension shall be deducted from his/her retirement pension accrued at the time of such disability. Section 2 — Temporary Disability In the event of an Andover Fire Department incident or training event, the member's time with the Association shall be continuous. Section 3 —Non Fire Department Related Disability In the event a member becomes temporarily or permanently disabled due to activity or events outside the Andover Fire Department, vested pension benefits will not be paid until the member reaches age 50. Bylaw Page 10 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE VIII SERVICE PENSION & DEATH BENEFITS Section 1 — Service Pensions Clause (a). Eligibility requirements. To be eligible to receive a service pension a member must meet all of the following requirements: Item (i). Be at least 50 years of age; Item (ii). Have retired from the Fire Department of the Municipality of Andover, Minnesota; Item (iii). Have completed at least five years (which years need not be continuous) of active service with such department before retirement; and Item (iv). Have been a member in good standing of the Association at least five years; or have been a member of the Andover Fire Department prior to the formation of the Association in which case time as active members of the Fire Department prior to the date the Association was formed shall count as time as active members of the Association. Clause (b). Service pension. Each member meeting the requirements of clause (a) shall be entitled to a defined contribution lump sum service pension as authorized by Minnesota Statutes, Section 424A.02, subd. 4. An individual account for each member shall be established. To each individual member's account shall be credited a right to an equal share of; (1). Any amounts of State Fire aid received by the Association; (2). Any amounts of municipal contributions to the Association from tax levies or other available revenue sources; (3). Any amounts transferred from the General Fund; and Bylaw Page 11 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE VIII (cont.) (4). Any amounts equal to the share of the assets of the Special Fund to the credit of: (a) any former member who terminated active service with the Fire Department of the City of Andover prior to meeting the minimum service requirement provided for in clause (a) and has not returned to active service with the Fire Department for a period of at least five years or (b). any retired member who retired prior to obtaining a full non -forfeitable interest in the amounts credited to the individual member account pursuant to clause (b); (5). Any interest or investment income less an equal share of administrative expenses, and a proportionate share of investment expenses, earned on the assets of the Special Fund. At the time of retirement, a member meeting the qualifications of clause (a) shall be entitled to the portion of the assets of the Special Fund to his/her credit which is nonforfeitable according to the following table based on the number of years to his/her credit: Completed years Nonforfeitable portion of of Service annual or pro rata service pension amount 5 40% 6 52% 7 64% 8 76% 9 88% 10 and thereafter 100% Bylaw Page 12 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Clause (c). Deferred service pension. A member of the Association who meets all of the requirements of clause (a) except for an item (i), the minimum age requirement, who separates from active service prior to reaching the age of 50 years shall be entitled to a deferred service pension to commence upon his/her reaching the age of 50 years and upon his/her making a valid written application therefore to the Association. The Association shall pay interest on the fully vested and partially vested deferred lump sum service pension during the period of deferral. Each deferred member's account shall be credited with the gains or losses at the rate actually earned by the Association on the investment of Special Fund assets less an equal share of administrative expenses, and a proportionate share of investment expenses. Interest shall be compounded annually based on calendar year balances. The deferred service pension shall be governed by state and federal law, the Articles of Incorporation, and the Bylaws applicable on the date on which the member separated from active service in the Fire Department and the Association. Clause (d). The Association may at the written request of the applicable retiring member or, following the death of the active member, at the written request of the deceased member's surviving spouse, directly transfer the eligible member's lump sum pension or the death, funeral, or survivor benefit attributable to the member, whichever applies, to the requesting person's account of their choice. Section 2 — Death Benefits Clause (a). Upon the death of any member of the Association who is in good standing at the time of his/her death, the Association shall pay the beneficiary so designated by the member or if none were designated, to the estate of such deceased member the balance of the member's account as of the date of death. Clause (b). Upon the payment by the Association of a lump sum survivor benefit or funeral benefit to a survivor of a deceased active volunteer firefighter or of a deceased deferred volunteer firefighter, the Association may pay a supplemental survivor benefit to the survivor of the deceased active or deferred volunteer firefighter from the Special Fund of the Association. The amount of the supplemental survivor benefit is Twenty percent (20%) of the survivor benefit or funeral benefit, but not to exceed $2,000. Bylaw Page 13 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE VIII (cont.) Section 3 For purposes of computing benefits payable under Articles VIII and IX, a "year of service" shall be defined as a period of twelve full months of active duty in the Andover Fire Department, beginning on the anniversary of the date when the individual became a member of said Fire Department. If a member's period of active service is not continuous, parts of years may be added together to compute full years. ARTICLE IX AMMENDMENTS Section 1 The By-laws of this Association may be amended at any regular or special meeting thereof by a favorable vote of 2/3 of the membership present and voting, provided that a quorum is present, and provided further that notice of any proposed amendment or amendments shall be given by reading the same at a regular or special meeting not more than 31 days next preceding that upon which such amendment or amendments are acted upon, and that a notice be electronically delivered to each member at his/her last known email address and posted at all AFD stations, not less than 10 days prior to such meeting; and provided further, that if such amendment or amendments shall change the amount of benefits or pensions, approval of the Andover City Council must be obtained before such change may take effect. Bylaw Page 14 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. ARTICLE X SPECIAL FUND INCOME & ALLOCATIONS Section 1 - Allocations All funds received by this Association from any Fire State Aid moneys, any tax sources, and all funds or property donated, given, granted or devised by any person which is specified for use for the support of the Special Fund, and any interest or investment return earned upon the assets of the Special Fund, shall be kept in a Special Fund on the books of the Secretary and the Treasurer and shall not be disbursed for any purpose except those authorized by law. Section 2 — Member Accounts Clause (a) Each member shall have an account maintained by the Association Treasurer. Each member will be credited with a proportionate share of State contributed aid, City contributions, and any other contributions each year. All earnings and forfeitures for the year will be credited and/or debited to each member's account based upon the member's account balance at December 31' of each year. An account calculation policy approved by the Board of Trustees shall be used as the basis for calculating each member's share. A statement of account will be made to each member upon completion of the year end audit. A monthly fund report will also be provided to the membership for the purpose of demonstrating the performance of the fund. The monthly report is not an individual statement of account. Clause (b) After satisfying the requirements for a service pension, a member, deferred member, eligible survivor or the estate of a deceased member, may apply for the balance of a member's account. Application on a retirement benefit form supplied by the Secretary of the Association, must be presented to the Secretary at least 30 days prior to the requested date of retirement determination. Bylaw Page 15 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Clause (c) Upon receipt of an application by the Secretary or Treasurer for retirement benefits by an eligible member, the Board of Trustees shall meet within 5 business days, or as soon as a meeting can be arranged, to order an immediate audit. The recalculated balance shall determine the basis for the applicant's retirement account balance. Payment will be made within 30 business days. Clause (d) The Association will conduct an audit of the Special Fund as required by State law as of December 3151 of each year. In addition, the Board of Trustees may conduct an audit as of June 30'b if requested for the disbursement of pension(s). An application for benefits must be received by May 3 V for the June 30' audit to be performed. The results of the audit closest following the application will be used upon request of the applicant for pension at no charge to the applicant. Any eligible member(s), individually or collectively, may choose to apply for benefits outside of June 30' and December 31't and the member(s) shall be responsible for the fees for an additional audit. The costs will be divided equally between multiple applicants per audit. ARTICLE XI MILITARY SERVICE Section 1 - Authorization Subject to limitations stated in this Article, a firefighter who is absent from firefighting service due to service in the uniformed services as defined in United States Code, title 38, section 4303(13), shall obtain service credit for the period of uniformed service, not to exceed five years, unless a longer period is required under United States Code, title 38, section 4312 and subject to the limitations set forth below. Section 2 - Limitations Clause (a). To be eligible for service credit or an investment return allocation as though an active member under this section, the firefighter must return to firefighting service with coverage by this Association or its successor upon discharge from service in the uniformed service within the time frame required in United States Code, title 38, section 4312(e). Bylaw Page 16 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Clause (b). An allocation of any Fire State Aid, any municipal contributions, any transfers from the General Fund, and any investment return is not authorized if the firefighter separates from uniformed service with a dishonorable or bad conduct discharge or under other than honorable conditions. Investment allocation is not authorized if the firefighter fails to provide notice to the fire department that the individual is leaving to provide service in the uniformed service, unless it is not feasible to provide that notice due to the emergency nature of the situation. Bylaw Page 17 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Appendix A Individual Pension Account Calculation Policy Rev E I ALLOCATIONS ARE BASED UPON THE FOLLOWING CALCULATIONS: A. Funds from Current year 1. Donations, Dues, and transfers from the General Fund 2. Contributions from State Aid to Firetowns (comes in fall) 3. City Contribution per Active Member on Relief Association Roll, of the previous year. (comes after January) B. Funds from Investments 1. Income Earned on Investments. 2. Less Expenses of the Special Fund C. Administrative Expenses of the Special Fund II ALLOCATIONS ARE MADE ON THE FOLLOWING BASIS: A. Allocations are made as of Dec. 31" of the Current year. B. Total of funds from Sec I, A are divided by the number of active, suspended, and leave of absence members on the Relief Association roll. Money is calculated on a prorated monthly basis, and a month constitutes 30 days. 1. Members who are or have been on leave of absence or suspension shall have their allocation pro -rated as of Dec 3151 of the current year. The pro -rated allocation shall be added to their individual accounts 2. A new total consisting of the remainder of funds available after prorating in section II,B.1. above, shall be divided by the number of active members and added to the accounts of the active members. C. Income from investments shall be allocated to each member's account proportional to the previous year's balance in that account according to the following procedure: 1. The administrative expenses shall be divided equally between the active, and deferred accounts. Bylaw Page 18 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. 2. The total funds allocated as of Dec 3151 of the previous year, less the total allocated to frozen accounts, shall be divided into the income, less income generating expenses from Sec I,B to arrive at an amount per allocation dollar. 3. The balance in the member's account as of Dec 31" of the previous year shall be multiplied by the figure calculated in sec II,C.2. to arrive at the individual's income allocation. 4. The income allocation shall be added to the member's account balance. III ELIGIBLE PERSONS FOR FULL OR PARTIAL ALLOCATION: A. Must be active, suspended or on leave of absence of the current year. B. Must not have quit, be permanently disabled or retired on Dec 31", of the current year. IV FORFEITED ACCOUNTS SHALL BE DIVIDED AS FOLLOWS: After satisfying state waiting requirements, the amount allocated for each year in the account shall be divided by the number of active members, and credited to their respective accounts. Bylaw Page 19 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. Attachments Attachment A - Board of Trustees - Stipend Amount $1600 - Treasurer $1000 - Secretary $650 - President Attachment B — Flower Policv Flowers will be sent to all firefighters upon the birth of a child. In the event of a hospital stay of at least 2 nights. Upon the death in the family of: Spouse, parents, step parents, in-laws, children, step or adopted children, grandchildren. In lieu of flowers send check to charity designated by family. Dollar amount of $75.00 to $100.00 will be spent on flowers or plants. All other requests for flowers will be paid for by passing the hat. Attachment C - Scholarship Policy The Andover Fire Relief Association will sponsor three (3) $750.00 scholarships for graduates from Andover High School. The criteria used to determine the scholarship recipients will be: 1. Desire of the candidate to enter into a Fire, Law Enforcement, EMS, or Health Care field. 2. History of volunteering in the community 3. GPA of 3.0 or higher Bylaw Page 20 January 2023 BY-LAWS of the ANDOVER FIREFIGHTERS' RELIEF ASSOCIATION INC. 4. A participant in a sport or club Andover High School staff will determine the recipients based on the criteria outlined above. Attachment D -Appreciation of Service Awards. 10-14 Years - Certificate 15-19 Years - Plaque 20+ Years - Firefighter Axe Bylaw Page 21 January 2023 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and City Council CC: Jim Dickinson, City Administrator. FROM: Michelle Hartner, Deputy City Clerk SUBJECT: Approve 2023 Tobacco License DATE: January 17, 2023 INTRODUCTION Tobacco licenses expired on December 31, 2022. DISCUSSION The following have applied for renewal of their license, paid the appropriate fees, and been approved by the Sheriff s Office: Hanson Tobacco LLC — 1574 154`h Avenue, Suite 107 ACTION REQUIRED The City Council is requested to approve the above licenses for the period January 18, 2023 through December 31, 2023. Respectfully (subbmiittted, sp� Michelle Hartner Deputy City Clerk Attach: License Application b PLO 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 . WWW.ANDOVERMN.GOV THIS APPLICATION MUST BE. COMPLETED BY' IF BY A NATURAL PERSON, BY SUCH PERSON; IF BY A CORPORATION OR LLC, BY AN OFFICER OF THE CORPORATION OR LLC; IF BY A PARTNERSHIP, BY ONE OF THE PARTNERS; IF BY AN UNINCORPORATED ASSOCIATION, BY THE MANAGER OR MANAGING OFFICER OF THE ASSOCIATION. IF THERE HAS BEEN A CHANGE IN OWNERSHIP, YOU MUST APPLY AS A NEW LICENSE. TOBACCO LICENSE RENEWAL APPLICATION INDIVIDUAL COMPLETING RENEWAL APPLICATION: This individual must be the business owner or a corporate officer. Rpr5S FULL NAME (First, Middle, Last) DATE OF BIRTH . _ .. . .. A r_ HOME ADDRESS q I r a ATE ZIP MAILING ADDRESS (IF DIFFERENT FROM ABOVE) CITY STATE ZIP PHONE NUMBER: (- . „ ALTERNATE NUMBER:, n _ Aw EMAIL ADDRESS: _ DRIVER'S LICENSE #: . -I _ CAPIRATION DATE: -' I ISTATE OF ISSUANCE PERSONAL HISTORY INFORMATION: Personal History Information must be completed by the above named individual. If you have resided at the above address for less than ten (10) years, please list previous addresses Have you ever been denied a license to conduct a similar or like activity or had such a license suspended, revoked or canceled in any City or State, including Andover: Yes ❑ No K (if yes you must provide details; description, date and location) Attach additional sheets as necessary. At any time, haveou been convicted of any felony, crime or violation of a federal or state law or local ordinance other than a misdemeanor trafficviolation? Yes n No DN (if yes you must provide details; date of offense, type of offense and location of offense) Attach additional sheets as necessary. 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV BUSINESS INFORMATION: N �oN Tb B3 )cco Uc Cco 1'1-c BUSINESS ADDRESS/PHYSICAL LOCATION OF LICENSED PREMISE CITY STATE ZIP MAILING ADDRESS (IF DIFFERENT FROM ABOVE) CITY STATE ZIP LICENSE CONTACT INFORMATION: List t individual that will serve as the City Contact person for the license application and license related questions. A -CC s CH®l�o/v Ir !'Y AJ (yw MAILING ADDRESS (IF DIFFERENT FROM ABOVE) CITY STATE ZIP I.,. n _ 11 / , / PHONE NUMBER: ALTERNATE NUMBER: ( 1 EMAIL ADDRESS: - BUSINESS LOCATION CONTACT INFORMATION: List the individual that will serve as the Business Location Contact person, i.e. Store Manager. BUSINESS ADDRESS CITY STATE ZIP MAILING ADDRESS (IF DIFFERENT FROM ABOVE) CITY STATE ZIP PHONE NUMBER: -1 EMAIL ADDRESS: ALTERNATE NUMBER: ( ) 1666 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 66304 • (763) 766.6100 FAX (763) 766,8023 . WWW.ANbOVERMN COV ONLY FULLY COMPLETED APPLICATIONS ARE ACCEPTED. PAYMENT AND ALL REQUIRED DOCUMENTATION IS REQUIRED AT TIME OF APPLICATION SUBMITTAL. CHECKLIST OF REQ [RED DOCUMENTATION: LI License Application Packet, fully completed. ❑ Payment$260.00 Photocopy of Current Minnesota Driver's License, Minnesota State Issued Identification Card or other Government Issued Identiflcatlon as evidence that applicant Is at least eighteen (18) years of age: Cl Workers Compensation Form (State requirement) L•7 Tax Clearance Form (State requirement) 0 Tennessen Warning Form (State requlremeht) 171 Minnesota Department of Revenue License Application (State requirement) I agree to waive my constitutional rights against search and seizure and will freely permit peace officers to Inspect my premises and agree to the forfeiture of my license if found to have violated the provisions of the ordinance providing for the granting of this license, I do hereby swear that the answers in this application are true and correct to the best of my knowledge. I do authorize the City of Andover, Its agents and employees to obtain any necessary Information and to conduct an Investigation, including background checks, as deemed necessary by the City of Andover Into the truth of the statements set forth In this application and the qualifications for said license. I do understand that providing false Information shall be grounds for denial of my license, I fully understand that It Is my responsibility to be familiar with and abide by the requirements of the City, which is detailed In the pertinent section of the Andover City Code, which is available on the City website at yw,andavermn.aov or upon request from the City Clerk and to be familiar with and abide by the laws of the State of Minnesota relating to this licensure, I further understand that the Information supplied within this application Is classified as public data and will be plpvlded to the public upon request. Signature: Approved: Denied: Date: 4- ` A 0i 641 - LlceYjse;F� '.�;$�50.OQ c License.#. of 4 Q�tJ� `: Actlon,by..Clty Cpunpi�; s',T Approved Denied •:Pate: 1q, I jql� 1 0 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers FROM: Jim Dickinson, City Administrator SUBJECT: Receive December 2022 City Investment Reports DATE: January 17, 2023 INTRODUCTION Summary reporting of the City Investment portfolio to the Governing body is a recommended financial practice and often viewed positively by rating agencies. Furthermore, the City of Andover Investment Policy recommends the Finance Director presents to the City Council at least quarterly the type of investments held by the City. DISCUSSION Attached is the Investment Maturities Summary for December 2022, the December 2022 Investment Detail Report, and the December 2022 Money Market Funds Report. These attachments are intended to provide a status report on the December 2022 investments. ACTION REQUESTED Council requested to review and receive the December 2022 Investment Reports. e ly submitted, Jim .ckinson Investment Maturities - December 2022 Investment Type Credit Rating % of Total Money market funds (WF) N/A 10.97% MN Municipal Money Value 1 Market Fund (4M) N/A 2.76% Certificates of deposit FDIC 17.98% Local governments A/Al/A2 0.09% AAAA 1/AA2/AA3 12.08% 5,633,880 AAA 11.14% State governments A/Al/A2 0.00% 8,011,573 AA/AAI/AA2/AA3 1.54% 318,902 AAA 1.36% U.S. agencies AAA 42.07% Total investments 1,019,863 100.00% Deposits Total cash and investments Investment Maturities (in Years) Fair Less Than More Than Value 1 1 - 5 6-10 10 $ 7,278,475 $ 7,278,475 $ $ $ 1,833,198 1,833,198 - 11,923,674 6,289,794 5,633,880 59,896 59,896 - - 8,011,573 1,971,256 5,721,414 318,902 7,392,273 1,361,112 5,358,423 672,738 1,019,863 - 1,019,863 905,046 442,168 462,878 - 27,904,965 13,182,619 14,186,318 536,028 $ 66,328,963 $ 32,418,519 $ '32,382,776 $ 1,527,668 $ 2,616,811 $ 68,945,774 December 2022 Investment Detail Description Number CreditCusip Rating/F DIC # Type Purchase Price Carrying Cost Maturity Amount Interest Current Ma Rate Value Date Acquired Coupon Date Maturityl Due Date Wells Fargo Bank Meridian Bank 949763W93 3511 CD 245,000.00 245,000.00 245,000.00 2.150% 244,767.25 maturity 07/15/22 none 58958PJF2 57777 CD 245,000.00 245,000.00 245,000.00 0.250% 244,463.45 maturity 01/21/22 none _01/17/23 01/20/23 First Svgs Bank 33621LFB4 29961 CD 245,000.00 245,000.00 245,000.00 2.150% 244,691.30 maturity 07/22/22 none 01/23/23 Wood America Bank 981059CCO 24920 CD 245,000.00 245,000.00 245,000.00 2.150% 244,691.30 maturity 07/22/22 none 01/23/23 Pacific Western Bk 69506YSM2 24045 CD 245,000.00 245,1X10.00 245.000.00 1.000% 244,421.80 maturity 04/27/22 none 01/27/23 Academy Bank NA 0040DOBJ3 19600 CD 245,000.00 245,000.00 245,000.00 0.150% 244,193.95 semi-annual 07/28/21 01/28/22 01/30/23 _ Bank Hapoalim BM NY 06251A2T6 33686 CD 245,000.00 245,000.00 245,000.00 0.150% 243,738.25 semi-annual 07/1/21 08/16/21 02/16/23 Guthre County State Bank 40341PAZ1 226 CD 245,000.00 245,000.00 245,000.00 0.950% 243,049.80 maturity 03/31/22 none 03/31/23 Equity Bank Kansas 29461MAC6 25858 CD 245,000.00 245,000.00 245,000.00 1.150% 242,746.00 maturity 04/20/22 none 04/20/23 Mauho Bank USA _ Bank Baroda NY Branch FlagstarBank FSB Fifth Third Bank _ Bank of the Sierra Stenon Financial Northern Bank & Trust State Bank of India Capstar Bank _ Envision Bank Industrial &Com Bk Synovus Bank Morgan Stanley Bank NA Saha National Bank BMW_ Bank North America _ _ Third Federal S&L 60688M7G3 06063HNG4 33847E41.8 316777X73 21843 CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 2.350% 243,632.90 maturity_ 07/20/22 none _ none 04/20/23 33681 CD 245,000.00 1.550% 242,942.00 maturity 04/27/22 04/25/23 32541 CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 0.150% 240,901.15 semi-annual 05/28/21 06/23/22 11/28/21 none 06/29/21 05/30/23 6672 CD 245,000.00 245,000.00 245,000.00 245,000.00 2.450% 242,824.40 maturity semi-annual 06/23/23 064860LHO 22597 CD 245,000.00 245,000.00 0.200% 240,087.75 12/29/20 06/29/23 85528WDY6 33758 CD 2.800% 242,861.15 maturity 07/20/22 none 07/20/23 664760DJ4 18266 CD 245,000.00 245,000.00 245,000.00 4.600% 245,343.00 maturity 12/21/22 none 07/21/23 856285WF4 682l CD 245,000.00 245,000.00 245,000.00 0.250% 239,502.20 semi-annual 072121 07/22/22 07/28/21 08/20/21 02/25122 01/21/22 none 01/28/22 02/20/22 08/25122 09/29/22 07/21/23 07/24/23 07/28/23 08/18/23 08/25123 09/29/23 14069HAW1 58823 CD 245,000.00 245,000.00 245,000.00 2.600% 242,535.30 maturity 29415LBZ3 90270 24387 CD 245,000.00 245,000.00 245,000.00 245,000.00 0.200% 239,215.55 0.250% 238,593.25 1.000% 239,570.80 1.250% 239,414.00 4.700% 245,198.45 semi-annual semi-annual 45581ECP4 CD 245,000.00 245,000.00 87164DSR2 61773TDD2 873 _32992 26876 CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 semi-annual CD 245,000.00 245,000.00 semi-annual 03/31/22 78658RKX8 CD 245,000.00 245,000.00 245,000.00 maturity semi-annual 12119/22 none 11/20/23 05580AXY5 35141 CD 245,000.00 0.300% 235,246.55 12/11/20 06/11/21 12/11/23 88413QCV8 30012 CD 245,000.00 245,000.00 245,000.00 0.250% 234,832.50 semi-annual 12/21/20 06/21/21 12/21/23 Peoples Security Bank & Trust 712303AQ9 7514 CD 245,000.00 245,000.00 245,000.00 2.650% 240,330.30 3.000% 59,896.20 semi-annual semi-annual 06/24/22 08/28/16 12/24/22 02/15/17 12/26/23 02/15/23 Kaufman TX 486206KR5 A3 local 61,821.00 61,821.00 60,000.00 Saint ony MN 78726OR75 AA local 216,076.00 216,076.00 200,000.00 4.000% 200,136.00 semi-annual 12/11/20 none 02/0123 Berl Lea MN 01278BZ87 AA- local 108,038.00 108,038.00 100,000.00 4.000% 100,061.00 0.500% 183,123.90 semi-annual 1211120 none 02/0123 Saint Joseph MN 790739YY6 AA- local 190,000.00 190,000.00 190,000.00 semi-annual semi-annual 11/1220 06/0121 12/0123 _ Alexandria MN ISD #M6 015131L06 AA1 local 279,760.50 279,760.50 270,000.00 3.000%, 269,667.90 01/21/15 none 02/01/23 Snohomish Cly Wl 833086CX7 AA1 local 299,604.00 299,604.00 300,000.00 0.450% 288,822.00 semi-annual 12/0121 06/01/22 12/01/23 Monroe Woodbury NY 611441PH3 AA2 AA2 local local 182,928.60 235,428.00 182,928.60 180,000.00 1.000% 177,832.80 semiannual 12/2220 12/0121 06/0123 Bangor ME 0600954R4 235,428.00 240,000.00 2.850% 236,774.40 semi-annual 11121/18 none 11/0123 Monroe WI 611407KM8 AA3 local 230,789.00 230,769.00 225,000.00 1.500% 224,174.25 semi-annual 102720 none 03/0123 Ilegheny Cnty Pennsylvania 01728WHO AA3 local 291,204.00 291,204.00 300,000.00 0.694% 290,664.00 semiannual 07/1122 11/01/20 11/0123 _ Mora MN ISD #332 616395FH7 AAA local 105,906.00 105,906.00 100,000.00 3.000% 99,991.00 semi-annual 12/1120 none 02/0123 Saint Michael MN 792767QH1 _ AAA AAA AAA_ AAA_ AAA local local local local 105,906.00 105,906.00 100,000.00 3.000% 99,991.00 semi-annual 12/11/20 none 02/0123 Polk Cnty lA 731197Y78 302,913.00 302,913.00 300,000.00 3.000% 298,116.00 semi-annual 05/1722 12/01/22 06/0123 _ _ Chandler AZ Brooks Cnty, TX ISD Zero Cpn 158B43YJ5 300,000.00 188,230.00 300,000.00 300,000.00 0.600% 294,438.00 semiannual 12/0121 01/01/22 07/0123 114385FS1 188.230.00 180,01X1.00 174,724.20 maturity 1126/19 none 08/1523 Hurst -Euless -Bedford Tx ISD 447819DZ3 local 108,811.01 106,611.00 100,000.00 2.825%1 98,961.00 semiannual 11/1720 none 08/1523 6,289,794.35 CD Description Cusip Number Credit Rating/F DIC # Type Purchase Price Carrying Cost Maturity Amount Interest Rate Current Market Value Interest Paid Date Acquired Coupon Date Maturity 1 Due Date Harris CntyTexas Georgia State Texas St _ _ Fed Farm Credit Bank 414005SC3 AAA_ AAA local 300,960.00 300,960.00 300,000.00 2.473% 294,891.00 199,748.00 semi-annual semi-annual 04/12/22 04/01/13 10101/23 3733842QB 882723YM5 state 204,444.00 204,444.00 200,000.00 2.780% 12/13/16 none 02/01/23 _ AAA AAA_ AAA AAA_ AAA state 250,639.90 _ 250,639.90 998,790.00 300,000.00 245,000.00 2.732% 0.120% 0.220% 0.125% 242,420.15 _ 998,940.00 297,531.00 297,375.00 semi-annual semi-annual 07/19/19 02/08121 none 07/12/21 08/01/23 01/12123 3133EMML3 US 998,790.00 1,000,000.00 Fed Horne Ln Mtg Corp Med Term Note Fed Home Ln Bank 3134GXFB5 3130ALRG1 3133EMVP4 US 300,000.00 300,000.00 semi-annual semi-annual 12114/20 04/28/21 06/14121 09/17121 03/14/23 03/17/23 US 299,817.00 299,817.00 300,000.00 Fed Farm Credit Bank US 299,811.00 299,811.00 300,000.00 0.125% 296,145.00 semi-annual D4/28/21 10/13/21 04/13/23 Fed Home Ln Mlg Corp 3137FAEQ8 AAA US 992,270.00 992,270.00 1,000,000.00 0.375% 987,470.00 semiannual 12120/21 10/20/20 04/20/23 _ Fed Home Ln Mtg Corp 3137FAER6 AAA US 301,452.00 301,452.00 300,000.00 0.375% 295,851.00 semiannual 12/10/20 11/05/20 05/05/23 Fed Nal Mtg Assn 3135GD4Q3 AAA US 600,908.00 600,906.00 600,000.00 0.250% 589,992.00 semi-annual D4/05/21 11/22/20 05/22/23 _ Fed Farm Credit Bank 3133ENDK3 _ AAA US 498,155.00 498,155.00 500,000.00 0.350% 491,105.00 semi-annual 01/05/22 12/08/21 06108/23 Fed Fa CrCredit Bank 3133EMKG6 3137FAES4 3134GXHH0 AAA AAA_ AAA_ AAA AAA AAA AAA AAA AAA US 300,000.00 300,000.00 300,000.00 400,000.00 0.200% 0.250% 293,568.00 391,744.00 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 12115/20 06/15/21 06/15/23 Fed Home Ln Mtg Corp Fed Home Ln Mtg Carp Med Term Note Fed Nal Mtg Assn US 398,596.00 398,596.00 300,000.00 1,301,322.00 12/14/21 12/26/20 06/26/23 06/30123 07/10/23 US 300,000.00 300,000.00 0.220% 0.250% 3.000% 3.050% 0.250% 0.1251/6 0.250% 0.280% 0.200% 0.125% 0.550% 0.310% 0.250% 0.280% 293,160.00 1,269,515.00 12/30/20 06/30/21 3135G05G4 3133ENA83 US 1,301,322.00 1,300,000.00 200,000.00 07/10/20 01/10/21 Federal Farm Credit Bank Federal Home Loan Bank Fed Home Ln Mtg Corp Fed Home Ln Bank Fed Home Ln Mtg Corp Fed Fan Credit Bank Fed Farm Credit Bank Fed Home Ln Mtg Corp Fed Farm Credit Bank Fed Farm Credit Bank Fed Home Ln Bank Fed Nal Mfg Assn Beal Bank USA US 500,120.99 500,120.99 500,000.00 600,456.00 399,224.00 600,567.00 300,000.00 495,770.00 494,485.00 582,528.00 387,060.00 581,946.00 07/13/22 01/11/23 07/11/23 07/28/23 08/24/23 09/08/23 09/08/23 09/14/23 10/02/23 10/16/23 3130ASHV4 US 500.000.00 500,000.00 600,000.00 400,000.00 600,000.00 300,000.00 1,300,000.00 06/28/22 12110/20 08/13/21 07/22/21 09/16/20 07/22/21 09/16/21 01/05/22 06/30/21 12/29/20 12/29/20 12128/22 3137EAEV7 US 600,456.00 02124/21 03/08/21 03108/21 03/14/21 3130AJXD6 US 399,224.00 semi-annual semi-annual 3137EAEW5 US 600,567.00 3133EL6U3 US 300,000.00 290,370.00 1,254,461.00 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 3133EMBS0 3137EAEY1 _AAA AAA AAA AAA AAA AAA AAA US 1,298,751.00 US 1,294,003.00 1,298,751.00 1,294,003.00 497,895.00 300,000.00 300,000.00 300,000.00 245,000.00 04/02/21 1,300,000.00 1,253,837.00 480,530.00 286,806.00 285,951.00 286,479.00 23,306,846.15 04/16/21 3133ENEX4 US 497,895.00 500,000.00 300,000.00 300,000.00 300,000.00 05/24/22 11/24/23 12/29/23 3133EMN81 313DAKJP2 US 300,000.00 12/29/21 US 300,000.00 US 300,000.00 06/29/21 12/29/23 3135GABNO 06/29/21 12/29/23 07371 DCT2 57833 CD 245,000.00 245,000.00 2.750% 240,269.05 semi-annual 07120/22 01120/23 01/17/24 Apple Bank for Savings 03784JSL9 16068 CD 245,000.00 245,000.00 245,000.00 0.600% 234,854.55 semi-annual 01/21/22 07/21122 01/22/24 Nano Banc Haven Savings Bank Ally Bank Barclays Bank OoeanFirst Bank American Expr Nal Bank Capital One Bank USA NA Capital One NA Mega Bank Sallie Mae Bank/Salt Lake Synchrony Bank_ 630DBMAG6 58590 CD 245,000.00 245,000.00 245,000.00 0.200% 2.750% 1.300% 233,820.65 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 07/23/21 01123/22 01/23/24 41939HB04 30039 CD 245,000.00 245,000.00 245,000.00 239,994.65 08/10/22 02110/23 02/09/24 02D07GNS8 57803 CD 245,000.00 245,000.00 245,000.00 235,851.70 02/24/22 08/24/22 02/23/24 06740KNV5 57203 CD 245,000.00 245,000.00 245,000.00 245,000.00 1.350% 1.450% 236,074.65 02/23/22 08/23/22 02/23/24 67523TAFO 28359 CD 245,000.00 245,000.00 236,084.45 03/08/22 09/08/22 03/08/24 02589ABX9 27471 CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 1.950% 2.550% 2.550% 237,081.60 03/30/22 09/30/22 04/01/24 14042TFR3 33954 CD 245,000.00 245,000.00 238,492.80 04127/22 10/27/22 04/29124 14042RQV6 4297 CD 245,000.00 245,000.00 238,492.80 04/27/22 10/27/22 04/29124 58517JAH5 58401 CD 245,000.00 245,000.00 245,000.00 0.250% 0.550% 0.5500/6 231,294.70 04/29/21 10/29/21 04/29124 795450785 58177 CD 245,000.00 230,309.80 07/14/21 09/03/21 01114/22 07/15/24 09/03/24 87165HC32 27314 CD 245,000.00 245,000.00 245,000.00 229,133.80 03/03/22 Pacl6cPremierBlk 694780GQ7 32172 CD 245,000.00 245,000.00 245,000.00 3.4500% 240,411.15 semi-annual 09/09/22 03/09/23 09/09/24 _ Morgan Stanley Pvt Bank 61768U4C8 34221 CD 245,000.00 245,000.00 245,000.00 2.700% 236,875.80 semiannual 04/29122 10/29/22 10/29/24 3,392,264.65 local 442,168.15 state 13,182,619.00 US Less Than l Year Description Cusip Number Credit Rating/F DIC # Type Purchase Price Carrying Cost Maturity Amount Interest Rate Current Market Value Date Acquired Coupon Date Maturityl Due Date Signature Bank Dallas Capital Bank Fourth Capital Bank _ Eaglemark Savings Bank 82669GF02 _57053 20727 59101 _CD CD CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 4.500% 0.700% 0.600% 1.700% 244,534.50 226,845.50 226,377.55 230,469.05 semi-annual 12/23/22 06/23/23 12/23/24 234553CZ6 245,0_00.00 245,000.00 semi-annual 12/30/21 06/30/22 12/30/24 35115LAE1 245,000.00 245,000.00 quarterly semi-annual 12/29/21 03/29/22 12/30/24 27D04PCL5 34313 CD 245,000.00 245,000.00 245,000.00 03/02/22 09/02/22 03/03/25 BMO Harris Bank NA Discover Bank Toyota Financial Sgs Bk 056DOXCVO 16571 CD 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 245,000.00 0.700% 2.800% 0.700% 4.500% 4.150% 224,042.70 quarterly 04/28/21 07/28/21 04/28/25 04/28/25 08/19/25 254673670 CD 245,000.00 235,391.10 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 04/27/22 10/27/22 89235MLH2 _5649 57542_ 588 33503 CD 245,000.00 221,573.10 08/19/21 12/15/22 12/28/22 02119/22 Manuf d Traders Trust Co 564759RN0 91330ADYO CD 245,000.00 245,000.00 244,483.05 06/15/23 06/28/23 12/15/25 12129/25 Unity Bank CD 244,000.00 244,000.00 244,000.00 241,120.80 Everett MA _ Midland Texas 299839E48 AA+ local 317,883.00 317,883.00 300,000.00 3.000% 285,834.00 01/25/22 07/15/22 01/15/26 5977494R8 W local 354,452.60 354,452.60 370,000.00 0.613% 354,123.30 08/19/22 03/01/21 03/01/24 Kennebunkport Maine 489299AV9 052397RE8 _ AA1 AA1 _ AA2 AA2 AA2 AA2_ local local 250,000.00 359,971.20 282,489.00 250,000.00 359,971.20 282,489.00 29,767.20 455,000.00 300,348.00 287,969.70 301,506.00 301,848.00 327,798.25 159,000.00 497,725.00 294,867.00 83,255.20 256,190.00 289,172.40 251,055.00 250,000.00 360,000.00 3.250% 2.124% 0.464% 2.625% 0.850% 4.000% 5.0001/6289,309.20 0.800% 2.363% 3.350% 3.041% 2.430% 2.951% 2.306% 4.000% 1.971% 3.500% 244,667.50 330,339.60 283,041.00 28,738.50 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual maturity semi-annual 07/14/22 10/01/19 10/01/24 Austin TX Plymouth -Canton MI Sch Dst Duluth MN Duluth MN Eau Claire lM 10/02/19 09/27/22 12/05/12 11/03/21 03/01/20 09/01/26 729429OZ6 local 300,000.00 11/01/21 05/01/24 264438ZL9 local 29,767.20 30,000.00 08/01/13 02/01/25 264439DA5 local 455,000.00 455,000.00 420,096.95 08/01/22 02/01/25 04/01/25 09/01/25 11/01/25 11/01/25 10/01/26 11/01/27 04/15/24 278444QS6 local 300,348.00 300,000.00 296,115.00 268,428.00 10/05/22 71103122 09/15120 12/19119 04/01/23 Milwaukee Co VA 6022456F4 _ AA2 _ AA2 AA2 AA2 AA2 AA3 AA3 AA3 _AA3 AA3 local 287,989.70 285,000.00 03101/23 11/01/20 05/01/20 New York NY Opelika AL South Milwaukee WI Will County IL Cmnty Zero Coupon Connecticut State Monroe Cty PA Birmingham AL Burlington VT Manchester New Hampshire _ Florence AL Hubbard Cnty MN_ Canutillo TX ISD 64966QLG3 683489ZD3 838855ZV9 969078QM9 20772KGN3 610767TPO 090888870 122062G89 local local local local local local local local 301,506.00 300,000.00 301,848.00 300,000.00 281,178.00 327,798.25 325,000.00 308,171.50 01/25/19 08/25/09 06/23/22 07/27/22 10/03/19 01/30/20 04/01/19 159,000.00 497,725.00 294,867.00 500,000.00 500,000.00 392,590.00 490,495.00 288,021.00 76,966.40 232,435.00 278,057.40 226,860.00 none 10/15/19 300,000.00 semiannual semiannual semi-annual 12/15/19 none 05101/20 12/15/24 03/01/25 11/01/25 83,255.20 80,000.00 256,190.00 289,172.40 250,000.00 _ 562333OV9 local 285,000.00 semiannual 07/14/22 01/01/23 07/01/26 08/01/26 339873UU3 AA3 local 251,055.00 250,000.00 semiannual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 03/19/20 08/01/20 443348DKO AA3 AAA local 341,643.65 341,643.65 365.000.00 345,947.00 10/18/22 04/01/15 10/01/27 138735YA7 local 200,600.00 200,600.00 200,000.00 0.836% 1.250% 0.640% 4.000% 0.750% 4.500% 0.650% 1.270% 2.700% 2.960% 191,756.00 289,254.00 280,647.00 07/29120 05126/21 09/29/22 08/15/20 02/15/24 _ Charleston SC Arlington Cnty VA Hennepin Cnty MN Ramsey Cnty MN 160357XC8 041431VF1 AAA AAA local local 307,836.00 280,479.00 307,836.00 280,479.00 300,000.00 300,000.00 400,000.00 300,000.00 175,000.00 09/01/21 08/01/21 03/01/24 08/01/24 425507MF4 AAA AAA AAA local 405,312.00 405,312.00 396,100.00 09/01/22 12/01/22 12/01/24 751622SS1 79174OU92 local local 295,845.00 180,005.00 295,845.00 180,005.00 277,557.00 174,751.50 01/18/22 02/01/21 02/01/25 Saint Louis Park MN Suffolk VA 09/07/22 08/01/23 02/01/25 86481ACU6 AAA local 150,000.00 150,000.00 150,000.00 250,000.00 300,000.00 138,597.00 10/05/21 02/01/22 02/01/25 Lewisville TX 528815KR3 AAA local 251,825.00 251,825.00 233,550.00 12/14/21 02/15/22 02/15/25 Alpine Utah Sch Dist 021087YH8 AAA_ local 300,078.00 300,078.00 287,367.00 semi-annual 04/19/22 09/15/22 03/15/25 Columbus OH Asheville NC Charlotte NC Minnesota State 199492W70 AAA AAA_ AAA AAA local local 293,235.00 293,235.00 300,000.00 288,651.00 semi-annual 09/16/22 10/01/22 04/01/25 044033RWO 229,369.50 229,369.5_0 298,317.00 377,189.10 225,000.00 1.430 ,031.75 semi-annual 05/04/20 12/01/20 06/01/25 161035JQ4 local 298,317.00 300,000.00 1.790% 280,431.00 semi-annual semi-annual 08/28/19 12/01/19 06/01/25 60412AZM8 local 377,189.10 370,000.00 4.000% 364,831.10 08/23/22 02/01/23 08/01/25 Mcl imney TX 58178CEN3 AAA local 302,502.00 302,502.00 300,000.00 1.000% 272,658.00 semi-annual 07/14/21 02/15122 08/15/25 Madison WI 55844RXA7 AAA local 403,360.00 403,360.00 400,000.00 4.000% 395,084.00 semi-annual 10/08122 04/01113 10/01/25 5,633,879.50 CD DescriDescriptionCredit Number Number RatinglF DIC # Type Purchase Price Carrying Cost Maturity Amount Interest Rate Current Market Value Interest Paid Date Acquired Coupon Date Maturity) Due Date Andover Massachusetts Bellevue WA Minneapolis MN Minneapolis MN Spl Sch Dist#1 Ice Deposit- National Sports Center Oregon Sl 034286FF6 AAA AAA local 281,388.00 281,388.00 300,000.00 230,000.00 1.330% 274,269.00 210,728.30 semi-annual semi-annual semi-annual semi-annual maturity semi-annual 07/20/22 11101122 11/01/25 0793654E9 local 212,901.80 212,901.80 1.247% 09113/22 06/01122 12/01/25 60375BJN7 AAA local 300,000.00 300,000.00 300,000.00 300,000.00 250,000.00 1.100% 1.150% 271,176.00 11/18/21 06/01/22 12/01/25 6037893UO AAA local 268,815.00 268,815.00 271,983.00 04/22/19 none 12/15/25 none 68609TWC8 _ AA1 foal 250,000.00 250,000.00 250,000.00 02106/08 none 01/01/26 state 254,082.50 254,082.50 250,000.00 0.795% 238,355.00 12111/20 11101/20 05/01/24 _ Wisconsin State 97705MDW2 AA1 state 201,126.00 201,126.00 200,000.00 1.800% 192,818.00 semi-annual 02107/20 none 05/01/24 Rhode Island State 762223MG7 AA2 state 319,545.00 319,545.00 300,000.00 3.000% 292,878.00 semi-annual 10/21/21 08/01/22 08/01/24 Maine State 56052AG75 AA2 state 300,747.00 300,747.00 300,000.00 4.000°A 295,812.00 semi-annual 09/20/22 12101/22 06/01/25 Texas St Trensprtn Cmssn 882830AT9 _AAA AAA state 109,051.80 109,051.80 110,000.00 0.6170/6 102,858.80 semi-annual 11/18/21 10/01/20 10/01/24 _ Utah Sl 917542QV7 state 378,508.26 378,508.28 367,033.33 3.539% 360,019.32 semi-annual 03/09/20 01/01/11 07/01/25 Fed Farm Credit Bank _ _ Fed Home Ln Bank Fed Nall Mtg Assn Fed Farm Credit Bank 3133ENLF5 AAA _ AAA _ AAA_ AAA AAA _ AAA AAA AAA AAA AAA AAA7 _ AAA AAA AAA AAA AAA US 499,700.00 499,700.00 500,000.00 0.900% 480,875.00 semi-annual 01/18/22 07/18/22 01/18/24 3130AQFK4 31356OV34 _US US US 400,000.00 316,302.00 496,695.00 299,844.00 400,000.00 400,000.00 0.760% 2.500% 1.180% 382,324.00 semi-annual 01119/22 07119/22 01/19/24 316,302.00 300,000.00 292,800.00 semi-annual 08/31/21 02/17/22 06/16/22 08/05/19 02/05/24 02/09/24 03/08/24 03108124 06/10/24 06/14124 06/14/24 06/14/24 06/25/24 3133ENNJ5 3130AOXE5 496,695.00 500,000.00 481,430.00 294,594.00 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 08/09/22 09/08/14 03IO8123 12/10/22 12114/14 12/14/22 12/14/22 02/25/22 01/08/23 _ Fed Home Ln Bank _ Federal Home Loan Bank Federal Farm Credit Bank Fed Home Ln Bank Federal Home Loan Bank Federal Home Loan Bank _ Fed Home Ln Bank Federal Home Loan Bank Federal Farm Credit Bank _ Federal Farm Credit Bank _ _ Fed Farm Credit Bank Fed Home Ln Bank US 299,844.00 295,395.00 494,626.94 297,390.00 298,008.00 300,000.00 3.250% 3.375% 2.625% 2.875% 3130AT3H8 3133ENYH7 US 295,395.00 494,626.94 297,390.00 298,008.00 299,282.00 300,000.00 499,568.01 500,693.13 499,710.00 300,000.00 300,000.00 294,939.00 485,935.00 293,070.00 12107/22 07/14/22 06/16/22 08/31/22 08/31/22 08/26/21 07/13/22 07/15/22 US 500,000.00 300,000.00 300,000.00 300,000.00 3130A1XJ2 US 3130ASHK8 US 3.1259/. 292,305.00 294,237.00 3130AT4D6 US US _ US 299,262.00 300,000.00 499,568.01 3.375% 0.400% 3.000% 3.150% 3.250% 0.420% 3130ANSM3 3130ASME6 300,000.00 500,000.00 500,000.00 500,000.00 300,000.00 280,584.00 487,235.00 488,845.00 489,090.00 279,042.00 07/08/24 3133ENA91 500,693.13 01115/23 07/15/24 3133ENC73 499,710.00 300,000.00 07/26/22 08/26/20 01126/23_ 02/26/21 07/26/24 3133EL502 08/26/24 3130AQV75 US US 400,000.00 499,840.00 400,000.00 499,840.00 400,000.00 1.400% 377,840.00 semi-annual 02/28/22 08/28/22 08/28/24 Federal Home Loan Bank Federal Home Loan Bank 3130AFBCO AAA 500,000.00 3.250% 488,515.00 semi-annual semi-annual semi-annual semi-annual 08/19/22 03/13/19 09/13/24 3130AT6G7 W US 299,907.00 299,907.00 300,000.00 300,000.00 3.500% 4.500% 294,663.00 299,652.00 09/01/22 03/13/23 09/13/24 Federal Home Loan Bank Fed Natl Mtg Assn 3130ATT31 AAA US 299,319.00 299,319.00 11/01/22 04/03/23 10/03/24 3135GOW66 AAA US 499,020.00 499,020.00 500,000.00 1.625% 474,995.00 02/17/22 04/15/20 10/15/24 Fed Home Ln Bank 3130AQG64 AAA US 400,000.00 400,000.00 400,000.00 1.000% 373,652.00 semi-annual semi-annual semi-annual 01/18122 07/18/22 10/18/24 Federal Home Loan Mortgage Corp Fed Nail Mtg Assn Fed Home Ln Bank Fed Home Ln Bank Fed Home Ln Bank _ Fed Home Ln Bank Fed Farm Credit Bank Federal Home Loan Bank 3134GX5Y6 AAA US 499,750.00 499,750.00 500,000.00 4.650% 499,955.00 11/15/22 05/15/23 11115/24 3135G06E8 _ AAA US 196,422.00 196,422.00 200,000.00 0.420% 184,024.00 12/15/21 05/18/21 11118/24 3130APR80 AAA US 498,995.00 498,995.00 500,000.00 0.750% 465,115.00 semi-annual semi-annual 11/12/21 06/13/22 12113/24 3130AQF40 AAA US 473,768.19 473,768.19 500,000.00 1.000% 466,790.00 07114/22 06/20/22 12/20/24 3130AQGT4 3130AQMRI AAA US 496,170.00 496,170.00 500,000.00 1.100% 464,360.00 semi-annual semi-annual semi-annual semi-annual semi-annual semi-annual 01/20122 07/13/22 01113/25 01127/25 AAA US 491,850.00 491,850.00 500,000.00 1.250% 465,515.00 02/24/22 07/27/22 3133ENMQO AAA AAA _ AAA AAA US 400,000.00 400,000.00 400,000.00 1.310% 373,032.00 393,728.00 459,370.00 02/04/22 08/03/22 02/03/25 03/14/25 04/22/25 313DATDL8 US 398,896.00 398,896.00 400,000.00 3.750% 0.625°A 1.000% 09/16/22 03/14/23 Fed Nall Mtg Assn 3135G03U5 US 467,397.20 467,397.20 500,000.00 300,000.00 07/13122 10/72/20 Fed Home Ln Bank 313OAPVB8 US 300,000.00 300,000.00 275,238.00 12/10/21 05/22122 05/22/25 Federal Home Loan Bank 3130ASTV1 AAA US 500,000.00 500,000.00 500,000.00 3.550% 488,935.00 semi-annual 08/04/22 01/15123 07/25/25 Federal Home Loan Bank 3130ASZ93 AAA US 500,000.00 500,000.00 500,000.00 4.000% 490,920.00 semi-annual 08/30/22 02/28/23 08/28/25 11,079,837.00 local 1,482,741.12 state Cusip Description Number Credit RatinglF DIC # Type Purchase Price Carrying Cost Maturity Amount Interest Rate Current Market Value Interest Paid Date Coupon Acquired Date Maturity I Due Date Fed Home Ln Mtg Corp 3137EAEX3 AAA_ AAA US US 291,732.00 121,500.00 291,732.00 121,500.00 300,000.00 0.375% 6.750% 269,964.00 106,151.00 semi-annual semi-annual 12/15/21 03/23/21 09/23/25 Tennessee Valley Auth Ser E 880591CJ9 100,000.00 03/19/09 none 11/01/25 Federal Home Loan Bank 3130AUCL6 AAA US 300,000.00 300,000.00 300,000.00 300,000.00 300,000.00 5.000% 299,298.00 semi-annual semi-annual semi-annual 12/30/22 06/29/23 07/29/22 01/28123 12/29/25 Federal Home Loan Bank 3130ASPD5 AAA US 300,000.00 300,000.00 4.0006/6 291,852.00 265,449.00 01/28/26 Fed Home Ln Bank 3130ANSG6 AAA US 300,000.00 300,000.00 0.875_% 08/26/21 02/25122 06/25/26 2.600% 1.586% 32,382,775.62 152,024.20 166,878.00 Waterloo IA 941647UR8 AA2 _ AA3 local 173,216.40 173,216.40 170,000.00 semiannual D9/13/19 06/01/25 06/01/28 Allegheny Cnty PA 01728VVN7 local 204,746.00 204,746.00 200,000.00 semi-annual 08/20/20 11/01/20 11101/28 St Paul MN 792882CA8 AAA local 240,000.00 240,000.00 240,000.00 2.4006k 214,195.20 semiannual 12/11/19 05/01/20 05/01128 Anoka-Hennepin MN _ISD #11 0363032RS Vestevia Hills AL 925479RY5 AAA local 323,613.50 323,613.50 350,000.00 2.550% 302,981.00 semi-annual semi-annual semi-annual semi-annual semi-annual 01/25/19 none 07/16/20 02/01/21 02/01/30 02/01132 _ AAA _ AAA AAA AAA_ local 202,566.00 202,566.00 200,000.00 1.8709/6 155,562.00 Fed Farm Credit Bank 31331VLC8 Fed Home Ln Mtg Corp Med Term Note 3134GWUM6 Fed Home Ln Bank 3130AGT21 US 106,030.45 199,500.00 106,030.45 199,500.00 300,000.00 100,000.00 5.250% 0.750% 2.640% 104,910.00 02/26/10 none D4/21/28 US 200,000.00 163,500.00 267,618.00 1,527,668.40 10/07/20 03/29/21 09/29/28 07/26/29 US 300,000.00 300,000.00 07/26/19 01/26/20 57,217,290.17 14,186,318.00 US 1- 5 Years 991,640.40 local 536,028.00 US 6 - 10 Years INVESTMENT SCHEDULE - Money Market Funds December 31, 2022 Description Current Market value YTD Interest Wells Fargo 1 Wells Fargo Government Money Market Fund 1 $7,278,475.301 $39,692.45 4M I 14M 1,554,498.621 10,497.18 4M PLUS 1 14M Plus 278,699.201 8,003.83 Grand Total Money Market Funds 1 $9,111,673.12 1 $58;193:46 Updated: 111112023 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 . (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers CC: Jim Dickinson, City Administrfor FROM: Lee Brezinka, Finance Manager SUBJECT: Approve Debt Service Payments DATE: January 17, 2023 INTRODUCTION Attached are debt service payments to be paid on January 27, 2023. DISCUSSION Debt service payments totaling $4,559,870.01 are due on February 1, 2023. These are scheduled debt service payments. BUDGETIMPACT These are scheduled debt service payments. ACTION REQUESTED The Andover City Council is requested to approve total payments in the amount of $4,559,870.01. Please note that Council Meeting minutes will be used as documented approval. Re spectfully submitted, 951 Lee Brezinka Attachment CITY OF ANDOVER Debt Service Payment Schedule - February 1, 2023 Principal Interest Total General Obligation Revenue Bonds 2009A G.O. Water Revenue Bonds $ 80,000.00 $ 3,446.25 $ 83,446.25 2016B G.O. Water Revenue Refunding Bonds 690,000.00 6,900.00 696,900.00 FINAL Abatement Bonds 2012C G.O. Abatement Bonds 960,000.00 129,740.63 1,089,740.63 2019A G.O. Abatement Bonds 570,000.00 275,575.00 845,575.00 Certificates of Indebtedness 2020A G.O. Equipment Certificate 330,000.00 13,500.00 343,500.00 2021A G.O. Equipment Certificate 150,000.00 6,300.00 156,300.00 Capital Improvement Bonds 2018A G.O. Capital Improvement Plan Bonds 290,000.00 170,628.13 460,628.13 Street Reconstruction Bonds 2021A GO Street Reconstruction Bonds 825,000.00 58,780.00 883,780.00 $ 3,895,000.00 $ 664,870.01 $ 4,559,870.01 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: CC: FROM: SUBJECT: DATE: Mayor and Councilmembers Jim Dickinson, City Admini Commander Paul Lenzmeier - Anoka J Sheriff's Office Anoka County Sheriffs Office Monthly Report - Sheriff January 17, 2023 755-51 INTRODUCTION Commander Paul Lenzmeier from the Anoka County Sheriff's Office will be present to provide the Council and the citizens of Andover with an update on law enforcement activities within the City. DISCUSSION To be verbally presented. ACTION REQUIRED For Council information. Respectfully submitted, Commander Paul Lenzmeier Anoka County Sheriff's Office PATROL DIVISION CITY OF ANDOVER -JANUARY -DECEMBER 2022 OFFENSE JAN FEB MAR APR MAY JUN lUL AUG SEP OCT NOV DEC YTD 2022 YTD 2021 Call for Service 1,122 895 963 957 1,142 3 1 28 32 3 2 1,181 0 27 1 1,169 1 37 0 1,146 1 24 3 1,091 1 22 0 1,098 0 16 0 1,098 0 17 4 984 1 21 0 5 12,846 13,114 Burglaries 2 0 1 11 21 Thefts 34 28 42 328 294 Crim Sex 0 0 3 16 14 Assault 2 1 3 6 2 1 1 3 2 5 6 37 32 Dam to Property 4 6 5 11 6 9 9 1 3 3 4 7 0 67 98 Harass Comm 1 1 0 0 2 0 0 0 0 0 0 0 4 4 PI Accidents 30 3 4 4 7 8 10 14 8 5 5 6 84 67 PD Accidents 52 45 30 41 31 42 30 29 45 47 58 65 515 456 Medical 154 86 91 92 101 110 89 107 92 116 153 138 1,329 1551 Animal Complaint 18 12 28 31 53 81 46 31 40 40 47 35 462 625 Alarms 40 38 35 40 31 38 38 50 44 31 38 29 452 432 Felony Arrests 6 1 1 8 0 4 7 4 3 5 2 5 46 74 GM Arrests 3 0 5 2 4 4 4 1 4 10 6 1 44 24 Misd Arrests 10 15 32 13 16 17 26 19 12 15 14 12 201 156 DUI Arrests 4 5 3 2 3 4 6 4 4 1 9 3 2 49 60 Domestic Arrest 4 2 3 1 4 3 3 2 2 3 2 3 32 41 Warrant Arrest 10 8 7 4 5 7 1 1 3 5 5 4 60 81 tops 171 199 157 153 179 269 247 250 315 249 62 236 60 191rrests 54 898 884 t 51 70 29 51 54 79 139 100 145 DUI Offenses: Day of Week: Sunday Monday Tuesday Wednesday Thursday Friday Saturday 14000 1:04 AM Time: 12:51 AM 12000 Patrol Division Monthly Report Page 16 City of Andover Calls for Service 14000 17,846 13,114 12000 10000 8000 6000 140 4000 20009841098 Current Last YTD YTD Month Month 2022 2021 Patrol Division Monthly Report Page 16 PATROL DIVISION CITY OF ANDOVER CSO'S ACTIVITY -JANUARY -DECEMBER 2022 OFFENSE JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC YTD 2022 YTD 2021 Call for Service 75 71 47 52 81 4 6 6 77 114 163 181 119 140 121 4 6 11 23 8 13 6 1,241 996 Accident Assist 7 6 100 95 Vehicle Lock Out 13 7 3 4 10 3 6 16 11 11 9 17 110 123 Extra Patrol 22 12 16 34 4 33 8 4 7 7 18 17 182 1,891 House Check 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Business Check 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Animal Complaints 12 7 13 16 33 28 22 34 33 29 42 12 281 285 Traffic Assist 1 5 1 0 4 6 1 0 4 1 1 0 0 23 31 Aids: Agency 24 29 15 25 13 17 24 20 0 0 0 0 167 432 Aids: Public 38 36 22 21 21 32 38 74 96 61 57 64 560 363 Paper Service 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Inspections 0 0 0 0 0 0 0 0 0 0 0 0 0 0 Ordinance Viol 2 5 4 5 1 0 10 4 10 2 1 5 49 110 Patrol Division Monthly Report Page 17 City of Andover - 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DISCUSSION• Andover City Code Title 3 Chapter 9 is attached as is the denial summary. 01 E-Cig & Tobacco, LLC, doing business as CBD RS at 13650 Hanson Blvd. NW, #104, Andover, MN has appealed the City's denial for a license to sell cannabinoid products in the City of Andover as allowed by Andover City Code Title 3 Chapter 9. See attached appeal from E-Cig & Tobacco, LLC's legal counsel Hellmuth & Johnson. The City's denial is based on 3-9-3-K Location and Proximity restrictions of being within one thousand (1,000) feet. The business address is restricted by 3-9-3-K (1) childcare establishment located within a commercial zone, and 3-9-3-K (3) any alcohol or drug treatment facility. Upon review of E-Cig & Tobacco, LLC's legal counsel's appeal, City Administration and the City Attorney have done further review of Andover City Code Title 3 Chapter 9 and may offer code clarification amendments for City Council's consideration. REQUESTED ACTION: The City Council is asked to review the attached appeal, receive a brief presentation from City Administration and receive a brief presentation from E-Cig & Tobacco, LLC's legal counsel. The Council will be asked to either uphold City staff s denial or provide an alternative direction on how to proceed with the Cannabinoid License for E-Cig & Tobacco, LLC, doing business as CBD RS. ally submitted, Attachments: - Andover City Code Title 3 Chapter 9 - Cannabinoid License denial summary - Appeal from E-Cig & Tobacco, LLC's legal counsel Hellmuth & Johnson CANNABINOID PRODUCTS SECTION: 3-9-1: Findings and Purpose 3-9-2: Definitions 3-9-3: Retail License 3-9-4: Responsibility of Licensee 3-9-5: Sales of Cannabinoids Derived from Hemp 3-9-6: Testing Requirements 3-9-7: Labeling Requirements 3-9-8: Additional Requirements for Edible Cannabinoid Products 3-9-9: Prohibited Sales 3-9-10: Adulterated or Misbranded Products 3-9-11: Signage 3-9-12: Age Verification 3-9-13: Hours of Sales 3-9-14: Compliance Checks and Inspections 3-9-15: Underage Persons 3-9-16: Penalties; Revocation or Suspension of License 3-9-1: FINDINGS AND PURPOSE: The City Council makes the following findings regarding the need to regulate, license, and inspect establishments that sell certain cannabinoid products and regulate possession of cannabinoid products by minors: A. By enacting 2022 Session Law Chapter 98, Article 13, the Minnesota Legislature amended Minn. Stat. § 151.72 to allow for the sale of certain cannabinoid products. B. This new law does not prohibit municipalities from licensing the sale of cannabinoid products derived from hemp locally. C. The Minnesota Legislature recognized the danger of cannabis use among youth by prohibiting the sale of any product containing cannabinoid or tetrahydrocannabinol (THC) extracted or otherwise derived from hemp to those under the age of 21 and requiring that edible cannabinoid products be packaged without appeal to children and in child -resistant packaging or containers. D. Due to the passage of this new law by the Minnesota Legislature, the City Council believes the following rules, regulations, and standards for licensing the sale of cannabinoid products, and possession of cannabinoid products by minors, are necessary to promote and protect the public health, safety, and general welfare of the residents of Andover. The purpose of this ordinance is to establish licensing, sale and possession regulations for the sale and possession of cannabinoid products derived from hemp as provided in Minn. Stat. § 151.72. 3-9-2: DEFINITIONS: The following words and terms, when used in this chapter, shall have the following meanings unless the context clearly indicates otherwise: _► oil _: 1• N PRODUCT: Any product containing nonintoxicating cannabinoids extracted from hemp, including an edible cannabinoid product, that is sold for human or animal consumption. CERTIFIED HEMP: The definition for the same provided in Minn. Stat. § 151.72, Subd. 1(b), as may be amended. CITY: The City of Andover, Minnesota. COMPLIANCE CHECK: The system the City uses to investigate and ensure that those authorized to sell cannabinoid products are following and complying with the requirements of this ordinance and state laws. Compliance checks involve the use of compliance check minors, as authorized by this Chapter, who purchase or attempt to purchase cannabinoid products. Compliance checks may also be conducted by the City or other units of government for educational, research, and training purposes or for investigating or enforcing federal, state, or local laws and regulations relating to cannabinoid products. COMPLIANCE CHECK MINORS: Any person at least 17 years of age, but under the age of 21 years. DELIVERY SALE: The sale of any cannabinoid products to any person for personal consumption and not for resale when the sale is conducted by any means other than an in-person, over-the-counter sales transaction in a licensed Retail Establishment. Delivery sale includes, but is not limited to, the sale of any cannabinoid products when the sale is conducted by telephone, other voice transmission, mail, the internet, or app -based service. Delivery sale includes delivery by licensees or third parties by any means, including curbside pick-up. EDIBLE CANNABINOID PRODUCT: Any product that is intended to be eaten or consumed as a beverage by humans, contains a cannabinoid in connection with food ingredients, and is not a drug. HEMP OR INDUSTRIAL HEMP: The definition for the same provided in Minn. Stat. § 18K.02, Subd. 3, as may be amended. LABEL: The definition for the same provided in Minn. Stat. § 151.01, Subd. 18, as may be amended. LABELING: The definition for the same provided in Minn. Stat. § 151.72, Subd. 1(f), as may be amended. LICENSE: A retail license issued by the City of Andover, authorizing the holder to sell cannabinoid products. MATRIX BARCODE: The definition for the same provided in Minn. Stat. § 151.72, Subd. 1(g), as may be amended. MINOR: Any person under the age of 21 years. MOVEABLE PLACE OF BUSINESS: Any form of business that is operated out of a kiosk, truck, van, automobile or other type of vehicle or transportable shelter and that is not a fixed address or other permanent type of structure licensed for over- the-counter sales transactions. NON -INTOXICATING CANNABINOID: Substances extracted from certified hemp plants that do not produce intoxicating effects when consumed by any route of administration. OPERATOR: The person in legal possession and control of a location by reason of ownership, lease, contract or agreement, for the sale of cannabinoid products at retail. RETAIL ESTABLISHMENT: Any fixed place of business where cannabinoid products may be available for sale to the general public after obtaining a license from the City. For the purposes of this Chapter. Retail Establishments shall be limited to those establishments only open to customers 21 years of age and older. Retail Establishment for purposes of this ordinance does not include exclusive liquor stores or residences. SALE: Any transfer of goods for money, trade, barter, or other consideration. SELF-SERVICE DISPLAYS: Open displays of cannabinoid products in any manner where any person shall have access to the cannabinoid products without the assistance or intervention of the licensee or the licensee's employee. VENDING MACHINE: Any mechanical, electrical, or electronic or other type of device which dispenses cannabinoid products upon the insertion of money, tokens, or other form of payment directly into the machine by the person seeking to purchase cannabinoid products. 3-9-3: RETAIL LICENSE: A. No person shall directly or indirectly keep for retail sale or sell at retail any cannabinoid product in the City unless a license therefore shall first have been obtained. B. Only Retail Establishments, as identified in this Chapter, shall be eligible to receive a license. C. An application for a license to sell cannabinoid products shall be made on a form provided by the City. The application shall contain the full name of the applicant, the applicant's residential and business addresses and telephone numbers, the name of the business for which the license is sought, the location of the building and the part intended to be used by the applicant under such license, the kind or nature of business, and any additional information the City deems necessary. Upon the filing of such application with the City Clerk, and investigation as the City deems necessary, it shall be presented to the City Council for consideration, and if granted by the City Council, a license shall be issued by the City Clerk upon payment of the required fee. D. The fees for licenses under this Chapter shall be determined by the City Council. Each such license shall expire on December 31 of each year. Licenses shall not be transferable from one person or entity to another, nor shall they be transferable from one premises to another premises. E. Every license issued under this Chapter shall be kept conspicuously posted about the place for which the license is issued and shall be exhibited to any person upon request. F. The renewal of a license issued under this Chapter shall be made in the same manner as the original application. The request for a renewal shall be made at least 30 days but no more than 60 days before the expiration of the current license. G. No license will be approved unless the premises proposed to be licensed complies with all applicable zoning requirements. H. If a license is mistakenly issued or renewed to a person, the City will revoke the license upon the discovery that the person was ineligible for the license under this ordinance. The City will provide the license holder with notice of the revocation, along with information on the right to appeal. The following shall be grounds for denying the issuance or renewal of a license under this Chapter: (1) The applicant is under the age of 21 years; (2) The applicant has been convicted within the past five years of any violation of a federal, state, or local law, ordinance provision, or other regulation relating to cannabinoid products; (3) The applicant has had a license to sell cannabinoid products suspended or revoked within the preceding 24 months of the date of application; (4) The applicant fails to provide any information required on the application, or provides false or misleading information; (5) The applicant is prohibited by federal, state, or other local law, ordinance, or regulation from holding such a license; (6) The business for which the license is requested is a moveable place of business. Only fixed -location Retail Establishments that are not excluded under the definition for Retail Establishments in this ordinance are eligible to be licensed. (7) The applicant has failed to pay any required application or licensing fees to the City. J. There shall be no more than three (3) licenses issued in any one (1) year. Retail Establishments renewing a current license shall have priority over new Retail Establishments requesting a new license provided: (1) The renewing Retail Establishment complies with the requirements for renewal under this Chapter; and (2) There have been no violations under this Chapter by the renewing Retail Establishment. K. Location and Proximity restrictions. No license shall be issued to any Retail Establishment located within a residential zone district. Additionally, no license shall be issued if the proposed location is within one thousand (1,000) feet of one or more of the following locations: (1) Any school, church with a daycare or childcare establishment located within a commercial zone, with the distance computed by direct measurement in a straight line from the nearest legal parcel line of the land used for the school, church or childcare establishment to the nearest external portion of the building in which the licensed Retail Establishment is proposed to be located. (2) Any other Retail Establishment licensed pursuant to this Chapter, with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which one (1) Retail Establishment is located to the nearest external portion of the building in which the other Retail Establishment is proposed to be located. In the event that the City receives two (2) or more applications for a license with proposed locations within one thousand (1,000) feet of each other, the City shall act upon only the first complete application received and shall not issue a license to subsequent applications proposing to be located within one thousand (1,000) feet. (3) Any alcohol or drug treatment facility, with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which the alcohol or drug treatment facility is located to the nearest external portion of the building where the Retail Establishment is proposed to be located. 3-9-4: RESPONSIBILITY OF LICENSEE: All licensees under this Chapter shall be responsible for the actions of their employees in regard to the sale of cannabinoid products on the licensed premises, and the sale of such item by an employee shall be considered a sale by the license holder. All licensees shall comply with the provisions of this Chapter and all state and federal laws and regulations. 3-9-5: SALES OF CANNABINOIDS DERIVED FROM HEMP: In accordance with Minn. Stat. § 151.72, Subd.3, as may be amended: A. A product containing nonintoxicating cannabinoids, including an edible cannabinoid product, may be sold for human or animal consumption only if all of the requirements of this section are met, provided that a product sold for human or animal consumption does not contain more than 0.3 percent of any tetrahydrocannabinol and an edible cannabinoid product does not contain more than five milligrams of any tetrahydrocannabinol in a single serving, or more than a total of 50 milligrams of any tetrahydrocannabinol per package. B. No other substance extracted or otherwise derived from hemp may be sold for human consumption if the substance is intended: (1) For external or internal use in the diagnosis, cure, mitigation, treatment, or prevention of disease in humans or animals; or (2) To affect the structure or any function of the bodies of humans or other animals. C. No product containing any cannabinoid or tetrahydrocannabinol extracted or otherwise derived from hemp may be sold to any individual who is under the age of 21. D. Products that meet the requirements of this section are not controlled substances under Minn. Stat.§ 152.02. 3-9-6: TESTING REQUIREMENTS: All testing must comply with the requirements set forth in Minn. Stat. § 151.72, Subd. 4, as may be amended. 3-9-7: LABELING REQUIREMENTS: All labeling must comply with the requirements set forth in Minn. Stat. § 151.72, Subd. 5, as may be amended. 3-9-8: ADDITIONAL REQUIREMENTS FOR EDIBLE CANNABINOID PRODUCTS: In accordance with Minn. Stat. § 151.72, Subd. 5a, as may be amended: A. An edible cannabinoid product must not: (1) Bear the likeness or contain cartoon -like characteristics of a real or fictional person, animal, or fruit that appeals to children; (2) Be modeled after a brand of products primarily consumed by or marketed to children; (3) Be made by applying an extracted or concentrated hemp - derived cannabinoid to a commercially available candy or snack food item; (4) Contain an ingredient, other than a hemp -derived cannabinoid, that is not approved by the United States Food and Drug Administration for use in food; (5) Be packaged in a way that resembles the trademarked, characteristic, or product -specialized packaging of any commercially available food product; or (6) Be packaged in a container that includes a statement, artwork, or design that could reasonably mislead any person to believe that the package contains anything other than an edible cannabinoid product. B. An edible cannabinoid product must be prepackaged in packaging or a container that is child -resistant, tamper -evident, and opaque or placed in packaging or a container that is child -resistant, tamper - evident, and opaque at the final point of sale to a customer. The requirement that packaging be child -resistant does not apply to an edible cannabinoid product that is intended to be consumed as a beverage and which contains no more than a trace amount of any tetrahydrocannabinol. C. If an edible cannabinoid product is intended for more than a single use or contains multiple servings, each serving must be indicated by scoring, wrapping, or other indicators designating the individual serving size. D. A label containing at least the following information must be affixed to the packaging or container of all edible cannabinoid products sold to consumers: (1) The serving size; (2) The cannabinoid profile per serving and in total; (3) A list of ingredients, including identification of any major food allergens declared by name; and (4) The following statement: "Keep this product out of reach of children." E. An edible cannabinoid product must not contain more than five milligrams of any tetrahydrocannabinol in a single serving, or more than a total of 50 milligrams of any tetrahydrocannabinol per package. 3-9-9: PROHIBITED SALES: A. Samples Prohibited. Sampling of cannabinoid products within any Retail Establishment licensed under this ordinance is prohibited. No person shall distribute samples of any cannabinoid products free of charge or at a nominal cost. The distribution of cannabinoid products as a free donation is prohibited. B. Coupon and Price Promotion. No person shall accept or redeem any coupon, price promotion, or other instrument or mechanism, whether in paper, digital, electronic, mobile, or any other form, that provides any cannabinoid products to a consumer at no cost or at a price that is less than the non -discounted, standard price listed by a retailer on the item or on any related shelving, posting, advertising, or display at the location where the item is sold or offered for sale, including all applicable taxes. C. Prohibition Against Retail Sales of Cannabinoid Products by Vending Machines. No person will sell or dispense cannabinoid products through use of a vending machine. D. Delivery Sales. All sales of cannabinoid products must be conducted in person, in a licensed Retail Establishment under this ordinance, in over-the-counter sales transactions. 3-9-10: ADULTERATED OR MISBRANDED PRODUCTS: A cannabinoid product shall be considered adulterated or misbranded under the provisions set forth in Minn. Stat. §151.72, Subd. 6, as may be amended. 3-9-11: SIGNAGE: At each location where cannabinoid products are sold, the licensee shall display a sign in plain view to provide public notice that selling any of these products to any person under the age of 21 is illegal and subject to penalties. The notice shall be placed in a conspicuous location in the licensed establishment and shall be readily visible to any person who is purchasing or attempting to purchase these products. The sign shall provide notice that all persons responsible for selling these products must verify, by means of photographic identification containing the bearer's date of birth, the age of any person under 30 years of age. 3-9-12: AGE VERIFICATION: At each location where edible cannabinoid products are sold, the licensee shall verify, by means of government -issued photographic identification containing the bearer's date of birth, that the purchaser or person attempting to make the purchase is at least 21 years of age. Verification is not required if the purchaser or person attempting to make the purchase is 30 years of age or older. It shall not constitute a defense to a violation of this Section that the person appeared to be 30 years of age or older. 3-9-13: HOURS OF SALES: No sales of cannabinoid products will be allowed at the licensed premises after 10:00 p.m. and before 8:00 a.m. daily. 3-9-14: COMPLIANCE CHECKS AND INSPECTIONS: All licensed premises shall be open to inspection by the City police or other authorized City official during regular business hours. From time to time, but at least once per year, the City shall conduct compliance checks by engaging, with the written consent of their parents or guardians, compliance check minors to enter the licensed premise to attempt to purchase cannabinoid products. Compliance check minors used for the purpose of compliance checks shall he supervised by City law enforcement officers. Compliance check minors used for compliance checks shall not be guilty of unlawful possession of cannabinoid products when such items are obtained as a part of the compliance check. No compliance check minor used in compliance checks shall attempt to use a false identification misrepresenting the minor's age, and all compliance check minors lawfully engaged in a compliance check shall answer all questions about the minor's age asked by the licensee or his/her employee and shall produce any identification, if any exists, for which he/she is asked. Nothing in this section shall prohibit compliance checks authorized by state or federal laws for educational, research, or training purposes, or required for the enforcement of a particular state or federal law or regulation. 3-9-15: UNDERAGE PERSONS: A. Illegal sales. It shall be a violation of this Chapter for any person to sell or otherwise provide any cannabinoid products to any minor. B. Illegal possession. It shall be a violation of this Chapter for any minor to have in his/her possession any cannabinoid product. This subdivision shall not apply to compliance check minors lawfully involved in a compliance check. C. Illegal procurement. It shall be a violation of this Chapter for any minor to purchase or attempt to purchase or otherwise obtain any cannabinoid product, and it shall be a violation of this ordinance for any person to purchase or otherwise obtain such items on behalf of a minor. It shall further be a violation for any person to coerce or attempt to coerce a minor to illegally purchase or otherwise obtain or use any cannabinoid product. This subdivision shall not apply to compliance check minors lawfully involved in a compliance check. D. Use of false identification. It shall be a violation of this Chapter for any minor to attempt to disguise his/her true age by the use of a false form of identification, whether the identification is that of another person or one on which the age of the person has been modified or tampered with to represent an age older than the actual age of the person. 3-9-16: PENALTIES; REVOCATION OR SUSPENSION OF LICENSE: A violation of any provision of this Chapter shall constitute a misdemeanor, unless otherwise specified by other federal or state laws or regulations. A violation of any provision of this Chapter shall be cause for consideration of immediate revocation or suspension of the license by the City Council. Any fee paid to the City for a license shall be forfeited upon revocation or suspension of the license. BUSINESS INFORMATION: %- S - cS �-,_ dna- d-) or STREET NUMBER & NAME TYPE OF BUSINESS CONDUCTED AT LOCATION: (iCJ E'�JLI-1. C� VV l� IU IS THE BUSINESS LOCATED WITHIN ANY OF THE LOCATION RESTRICTIONS: No: Yes: ZIP If the business is located within a location restriction the application is denied and the business owner has the right to appeal the denial in writing within twenty (20) days of receiving notice of rejection, a public hearing before the City Council. /C�- / ? as CANNABINOID APPLICATION REVIEW CITY CODE CANNABINOID LOCATION AND PROXIMITY RESTRICTIONS: No license shall be issued to any Retail Establishment located within a residential zone district. Additionally, no license shall be issued if the proposed location is within one thousand (1,000) feet of one or more of the following locations: (1) Any school, church with a daycare or childcare establishment located within a commercial zone, with the distance computed by direct measurement in a straight line from the nearest legal parcel line of the land used for the school, church or childcare establishment to the nearest external portion of the building in which the licensed Retail Establishment is proposed to be located. (2) Any other Retail Establishment licensed pursuant to this Chapter, with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which one (1) Retail Establishment is located to the nearest external portion of the building in which the other Retail Establishment is proposed to be located. In the event that the City receives two (2) or more applications for a license with proposed locations within one thousand (1,000) feet of each other, the City shall act upon only the first complete application received and shall not issue a license to subsequent applications proposing to be located within one thousand (1,000) feet. (3) Any alcohol or drug treatment facility, with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which the alcohol or drug treatment facility is located to the nearest external portion of the building where the Retail Establishment is proposed to be located. HELLMUTH JOHNSON January 6, 2023 City of Andover c/o Jim Dickinson, City Administrator 1685 Crosstown Boulevard NW Andover, MN 55304 j.dickinson@andovermn.gov Re: Appeal License Application Denial for CBD RS Our File No.: 32900.0002 Dear Mr. Dickinson: WRITER'S DIRECT DIAL NO.: (952) 746.2187 E-MAIL: CMOSS@HJLAWFIRM.COM VIA U.S. MAIL AND E- MAIL I represent E-Cig & Tobacco, LLC, doing business as CBD RS, at 13650 Hanson Blvd. NW, #104, Andover, Minnesota. Please accept this letter as a formal appeal of the December 19, 2022, denial of my client's application for a license to sell compliant cannabinoids products ("Cannabinoid License") under the Andover City Code (the "Code") Chapter 9, Section 3-9-3 ("Ordinance"). We ask that you forward this letter to the members of the City Council, as well as schedule a public hearing before the City Council for this appeal to be heard. We respectfully request this matter be brought before the City Council as soon as practicable. Because of this issue, a small business which has been operating since 2019 and employs four employees has closed. CBD RS has legal support for why it should be allowed to continue to sell cannabinoid products at its store. In addition, we also welcome this opportunity to demonstrate CBD RS is the type of small business that Andover should want selling these products. CBD RS invites you and city council members to its store. We are confident the City will see the value CBD RS brings to Andover and why it should receive a Cannabinoid License. 1. INTRODUCTION On December 19, 2022, the City of Andover issued a letter to CBD RS, stating that its application to sell compliant cannabinoid products was denied. (A copy of this letter is attached as Exhibit A.) In this letter, you cite to the City Code's geographic restrictions as the reason for this denial. This denial was inappropriate because CBD RS is entitled to an exemption from these restrictions due to its preexisting nonconforming use. Please note that this letter is further intended to educate the City Council regarding the state of Minnesota's cannabinoid laws and how cities may regulate businesses selling these products. Before I discuss this regulation, I want to provide some background on my client. 8050 Wt4+street, Edina, MN 55439 hjlawfirm.com Office: 4 05 Fax: 952-941-2337 ON YOUR SIDE. AT YOUR SIDE. Andover City Council January 6, 2023 Page 2 a. CBD RS Is a Strong Corporate Citizen of Andover and Brings Value to Community. CBD RS is an upstanding corporate citizen, which has operated in the City of Andover since 2019. CBD RS received its Certificate of Occupancy on November 25, 2019, and has remained a proud citizen of Andover ever since. Indeed, my client's roots in Andover are strong. Steban Kabalan, one of CBD RS' owners, lived in Andover at the time he opened the store because he wanted to invest in his community. CBD RS leased its storefront in The Shops at Andover, which includes 12,821 square feet. CBD RS signed a five-year lease from 2019 through February of 2025, believing it would be successful the full five years. Once my client received the City's December 19th letter, it closed its doors. CBD RS had employed two full time and two part time employees — all of whom have lost work due to the City's denial of its application. CBD RS has attempted to provide temporary financial support to these employees by offering hours at the owners' other retail locations, but this is only a short-term solution. CBD RS remains closed to this day. CBD RS risks losing its employees if they do not re -open soon, which is extremely problematic in the tight labor market. b. CBD RS Is an Outstanding, Professional Business. CBD RS sells various products to consumers and focuses on health. After building out the store, CBD RS met with various officials prior to opening at City offices. During this discussion, CBD RS advised the Deputy City Clerk they intend to sell CBD products and other related compliant cannabinoids. The Deputy City Clerk instructed CBD RS to obtain a tobacco license, even though they have never sold nor intended to sell tobacco products. Nonetheless, they obtained and maintained this license to ensure they remain in compliance with the city official's instructions. That meeting lead to CBD RS obtaining a Commercial Certificate of Occupancy from the City of Andover on November 25, 2019. (A picture of the certificate is attached as Exhibit B.). Joel Libor, the Director of Property Management for Klodt, Inc. who manages the building where CBD RS is located, stated in the attached letter that the owners of CBD RS "take great pride in his store as well as the building. We've never had any problems with Steban or the patrons who visit his store." Further, CBD RS has always kept the store "looking as good as it did the day he opened." (A copy of Mr. Libor's message is attached as Exhibit C.) As the Council can see from the below photos, and from a visit to this store, CBD RS is a professional, clean establishment. CBD RS has never sold tobacco products but has a health focus to the product it sells. The staff is trained to remain in compliance with Minnesota's cannabinoid statutes. It takes every precaution to ensure its products are compliant with Minnesota law as to packaging requirements and content requirements. Further, it ensures no one under the age of 21 is allowed in its store. CBD RS is unable to shift its focus and sell tobacco products if the City of Andover denies this appeal. In the period before CBD RS opened, its owners worked closely with its landlord as well. CBD RS's lease itself provides "[t]his lease is contingent upon Tenant obtaining the necessary approvals to 6846882.3 Andover City Council January 6, 2023 Page 3 conduct its business from the City of Andover." Lease § 1.7. (A copy of CBD RS's lease is attached as Exhibit D.) If CBD RS did not obtain approval from the City, the lease would be void. Additionally, the lease expressly prohibits CBD RS from selling tobacco products. Lease 1.11. The Lease provides that "Tenant may not sell any vaping for tobacco products, drug paraphernalia or tobacco products of any kind or any ancillary products for the aforementioned products." Id. c. CBD RS Is the Ideal Candidate for a Cannabinoid License. In sum, CBD RS is the perfect candidate for Andover to issue a Cannabinoid license. CBD RS is an upstanding corporate citizen for Andover and has deep roots within the City. Since it opened in 2019, CBD RS is an inviting and welcoming retailer. Its staff is trained to comply with Minnesota's laws regarding cannabinoid sales and the store does not sell tobacco products. As you can see from the below photographs of the CBD RS shop, the store has a hospitable atmosphere and caters to all types of customers. Its employees are trained on the different types of products sold and satisfies a unique but popular need for Andover's citizens. 4 c=u Andover City Council January 6, 2023 Page 4 d. Minnesota Hemp Legislation There is a common misconception that tetrahydrocannabinol ("THC") products were made legal in Minnesota on July 1, 2022. This is incorrect as hemp -derived cannabinoids, including THC, have been sold legally across Minnesota since 2019. Hemp products have been legal under federal law since the passing of the 2018 U.S. Farm Bill (21 U.S. Code 802(16)(B)) and legal under Minnesota state law since 2019 (Minn. stat. 152.01, subd. 9).1 Under these laws, cannabinoids, such as cannabidiol ("CBD") and THC, derived from the hemp cannabis plant were excluded from control substance laws and have been sold legal since then (Minn. Stat. 151.72). On July 1, 2022, the revised Minnesota Statute 151.72 ("Hemp Law") went into effect. The most significant change to the law was it allowed cannabinoids to be legally sold in edible products, like gummies and beverages. It also contained the first consumer protection laws for hemp -derived products, including an age restriction on sales, child resistant packaging, and maximum dosages (must be under 0.3% THE for a maximum of 5 mg/serving, 50 mg/package). Following the legislature's action, many cities and counties across the state began implementing ordinances to regulate the sale of hemp derived THC products. In a city council meeting, the City considered various factors for the creation of a licensing ordinance. During that meeting, the council considered various issues and were advised "it is easier to pull back in the future if desired, than it would be to make stronger.i2 Several municipalities swiftly took action to enact regulations on the sale of such products. This action, however, came several years after many businesses began selling cannabinoid products such as CBD and Delta 8. CBD RS is one such business. CBD RS began operations in 2019, selling several products including cannabinoid products and health supplements. e. Andover's Cannabis Ordinance On September 20, 2022, nearly three years after CBD RS began operating, Andover's City Council enacted Title 3, Chapter 9 of the City Code. Under this code, no person may "sell at retail any cannabinoid product in the City unless a license therefore shall first have been obtained." Code § 3- 9-3(A). This Ordinance has enacted a series of geographical restrictions on the issuance of a license which apply to "retail establishments." Code § 3-9-3. Despite limiting licenses to retail establishments that require someone to be +21 years to even be in the store, the City restricted licenses from being granted to retailers within 1,000 feet from: t The term "cannabis" is taken from the scientific name Cannabis sativa L. Hemp and marijuana are both in the cannabis family. Hemp plants contain a low level of 0.3% Delta -9 THC. Marijuana plants contain more than 0.3% Delta -9 THC. Products derived from hemp cannabis plants are legal under Minnesota and federal controlled substance laws. Products derived from marijuana cannabis plants are illegal under Minnesota and federal law. This law was amended under the 2019 Minnesota Health and Human Services amendment. Minn. Sess. Law 1st Sp. Sess. Ch. 9 (S.F. 12). 'Regular Andover City Council Meeting Minutes — September 20, 2022, p. 8. 6846882.3 Andover City Council January 6, 2023 Page 5 1) a school, church with a daycare or childcare establishment within the commercial zone; 2) another Cannabinoid License retailer; or 3) any alcohol or drug treatment facility.3 Code § 3-9-3(K). CBD RS received a letter from Michelle Harmer, Deputy City Clerk, on December 19, 2022, stating that CBD RS was within 1,000 feet of a school, church with a daycare or childcare establishment within a commercial zone4 and within 1,000 feet of an alcohol or drug treatment facility.5 The letter also stated, "If you are selling cannabinoid products, you will be issued a citation and a code violation could render suspension or revocation of your tobacco license." As described in more detail below, this statement was an incorrect recital of city code. 2. ANALYSIS Cities in Minnesota have authority to pass zoning ordinances which apply to businesses and residents within the city limits. When those ordinances are zoning ordinance — affecting the use of land within the city — a city must follow various statutory provisions in passing such ordinances because of the severe and potentially drastic impact on a resident or business's use of their land. Such requirements include a notice and hearing requirement and a requirement that the municipality recognize legal, preexisting nonconforming uses. Andover passed zoning restrictions as part of its cannabinoid licensing ordinance that severely restricts the use of land as related to the sale of cannabinoid products. This ordinance is controlled by these safeguards under Minnesota statute for prior uses. CBD RS has been selling cannabinoid products as defined under Andover's ordinance since 2019. As such, it has a preexisting nonconforming use allowing it to continue to sell these products. Furthermore, the plain reading of Andover's City Code section regarding cannabinoid products only affects CBD RS's sale of nonintoxicating cannabinoid products. If the City intended to require a license when selling intoxicating cannabinoids, such as THC, this ordinance does not comply with that intention. 3 Andover's liquor ordinances do not have any restrictions related to alcohol and drug treatment facilities or childcare facilities. Rather, businesses cannot obtain liquor licenses if they are within 300 feet of a public/private school or religious institution. Code § 3-1A-2 (3.2 malt liquor). Code § 3-113-2(f) (intoxicating liquor). Andover's tobacco licensing ordinance does not include a geographic limit. Code § 3-2-7. ' CBD RS is approximately 896 feet from UP Explorers Childcare. s Nystrom & Associates are approximately 465 feet from CBD RS, but their website for Andover office does not list alcohol or drug abuse treatment as one of the services provided at that location. 6846882.3 Andover City Council January 6, 2023 Page 6 a. City's Denial of a Cannabinoid License for CBD RS was improper. i. CBD RS Was Denied a Cannabinoid License Due to a Zoning Provision. Andover's cannabinoid licensing ordinance is a zoning ordinance in practice. The Minnesota Supreme Court recently established the test to determine whether an ordinance is a zoning ordinance, or an ordinance under the city's general police powers. City of Waconia v. Dock, 961 N.W.2d 220, 230 (Minn. 2021). This test first asks whether the ordinance regulates the subjects identified in Minn. Stat. § 462.357, e.g. the use of land and structures for trade. The second prong is whether the ordinance serves a zoning purpose. This purpose is determined by the effect of the ordinance; where the ordinance allows and prohibits certain uses; and what uses the ordinance permits or prohibits. Andover's City Code Title 3 Chapter 9 is a zoning ordinance under this Waconia v. Dock test. The first element is satisfied, because the Ordinance regulates the use of buildings and land for trade, and sets standards and procedures regulating these uses. This Ordinance specifically applies to only "retail establishments" The second element is also met: the Ordinance falls under the purpose of a zoning ordinance. First, the Ordinance expressly permits or prohibits a business from selling cannabinoid products without a license based on geographical rules. Specifically, the ordinance prevents such businesses within 1,000 feet of various establishments and such retail establishments must not be in a "residential zone district." Additionally, the Ordinance sets out to regulate the actual use of property. Title 3 Chapter 9 establishes certain rules on the actual sale of cannabinoid products such as testing (3-9-6), labeling (3-9-7), packaging (3-9-8), sales practices (3-9-9), signage (3-9-11), and hours of operation (3-9-13). Each of these rules show that the City has endeavored to control the actual use of a business' structure. Finally, the City Council Minutes support that this is a zoning ordinance. At the September 20, 2022, Council meeting, Mayor Bukkila commented, when addressing whether city parks would be included in the list of "buffer zones" around retailers, that "if parks were included, there could be an argument that the City is zoning this out." City Council Meeting Minutes (Sept. 20, 2022), p. 9. The minutes reflect the Council considered this licensing ordinance to be a zoning in nature. ii. CBD RS's Use of the Property Was a Legal, Non -conforming Use that Allows It to Continue to Sell Cannabinoid Products. Under Minnesota law, cities are empowered to enact ordinances restricting the use of property. Minn. Stat. § 462.357. Cities may use ordinances to "regulate ... the uses of buildings and structures for trade.... and the uses of land for trade ... and may establish standards and procedures regulating such uses." Id. Minnesota statutes, however, also provide that "any nonconformity, including the lawful use or occupation of land or premises existing at the time of the adoption of an additional control under this chapter, may be continued." Id. Subd. 1 e. Further, zoning ordinances must meet various notice and hearing requirements before they can be enacted. 6846882.3 Andover City Council January 6, 2023 Page 7 Because Title 3 Chapter 9 is a zoning ordinance, the City is required to follow statutory and constitutional rules in enacting these ordinances. These include a public hearing and notice as well as allowing legal nonconforming uses, or "grandfather clauses." Minn. Stat. § 462.357, subds. le & 3. Minnesota has long required municipalities to permit existing nonconforming uses due to the owner's existing vested property interests in the regulated property. Hawkins v. Talbot, 80 N.W.2d 863, 865 (Minn. 1957). The League of Minnesota Cities' guidance confirms the statute's allowance of non -conformation: Nonconformities that legally existed prior to the adoption of an ordinance prohibiting the use can continue, even though the use is illegal under a current zoning. Besides remaining in effect, legal nonconformities also escape requirements subsequently enacted, such as new setbacks. The state statute on legal nonconformities supersedes any conflicting language in a zoning ordinance. League of Minnesota Cities Information Memo: Research Information Memo Zoning Guide for Cities, p. 49, Oct. 9, 2020. CBD RS has operated in its present location legally selling cannabinoid products since November 2019, nearly three years before the City enacted the Ordinance. This business always has been in compliance with Minnesota laws and has been an upstanding citizen of Andover since then. CBD RS has a preexisting nonconforming use of the property to sell legal cannabinoid products.6, it was not required to apply for a license; however, in an abundance of caution, they requested and submitted its application. The denial of this application violates its right to a maintain its legal nonconforming use. b. Andover's Cannabinoid Ordinance Has Potential Facial Flaws. i. Under Plain Reading of the Ordinance, CBD RS, Nor any Other Retailer, Does Not Require a Cannabinoid License to Sell THC Products. The plain reading of Chapter 3 Title 9 reflects a license is not required to sell THC products; therefore, the City's December 19th letter incorrectly stated selling any cannabinoid products without a license was a code violation. 'Because CBD RS may use the property for its legal and pre-existing non -conforming use, CBD RS reserves the argument that it does not require a Cannabinoid License to continue to sell legal cannabinoid products. CBD RS applied for the Cannabinoid License out of respect for the City of Andover and an abundance of caution. CBD RS did not want to make this appeal from a position of allegations it is in violation of the Ordinance. CBD RS, however, reserves its rights and arguments that it does not require such license. 6846882.3 Andover City Council January 6, 2023 Page 8 The City Code provides: 3-9-3: RETAIL LICENSE: A. No person shall directly or indirectly keep for retail sale or sell at retail any cannabinoid product in the City unless a license therefore shall first have been obtained. Code § 3-9-3. The Code further provides specific definitions which "when used in this chapter, shall have the [specified] meanings." Id. § 3-9-2. Code section 3-9-2 defines the following terms: PRODUCT: Any product containing nonintoxicating cannabinoids extracted from hemp, including an edible cannabinoid product, that is sold for human or animal consumption. "Non -intoxicating cannabinoid" is further defined: NON -INTOXICATING CANNABINOID: Substances extracted from certified hemp plants that do not produce intoxicating effects when consumed by any route of administration. Id. Under Minnesota's canons of construction, which apply to city ordinances, "general words are construed to be restricted in their meaning by preceding particular words." Minn. Stat. § 645.08. By including the term "non -intoxicating," into the definition of "cannabinoid product,", the intoxicating cannabinoids are excluded from the definition. The plain reading of the ordinance is that a Cannabinoid License is required only for the sale of non -intoxicating cannabinoids. CBD RS sold a variety of products, including compliant intoxicating THC products as well as nonintoxicating CBD products and other wellness products. The CBD products are nonintoxicating cannabinoid products would be subject to the Ordinance. CBD RS's THC cannabinoid products are, therefore, not controlled by the Ordinance and do not require a license. Various definitions of the Ordinance are directly imported from the Minnesota statute legislating the sale of edible cannabinoid products. Minn. Stat. § 151.72. These include substantially the same definitions for "edible cannabinoid product," "hemp or industrial hemp," "label," "labeling," "matrix barcode," and "nonintoxicating cannabinoid." Other definitions are unique to Andover's ordinance, such as "cannabinoid product," "city," and "compliance check." Under Minnesota's cannons of 7 Standafer v. First Nat. Bank of Minneapolis, 52 N.W.2d 718, 720 (1952). 6846882.3 Andover City Council January 6, 2023 Page 9 construction, "[e]very law shall be construed, if possible, to give effect to all its provisions." Minn. Stat. § 645.16. Inclusion of this definition shows a clear intent to exclude from the licensing requirement, cannabinoid products which are intoxicating. While the City Council may understand that the ordinance had a separate intention, the plain meaning of this ordinance, when considered with the canons of constructions, is manifest. ii. Revisiting the Cannabinoid License Ordinance. Representing a number of retailers in this space, we have reviewed a significant number of proposed and final THC licensing ordinances passed by various cities. We have been graciously allowed to discuss ordinances and licensing directly with municipalities and provide information to key officers regarding these products so passed ordinances match multiplicities' goals and intentions in the law surrounding these products. Others have matched their THC licenses to their tobacco ordinances. Notably, Mayor Bukkila commented on the not having the Ordinance be overly restrictive. At the September 20, 2022 Council meeting, the meeting minutes reflect that she would "caution against going further than the regulations against alcohol and tobacco sales." City Council Meeting Minutes (Sept. 20, 2022), p. 9. As the current ordinance shows, this word of caution was not followed. Andover's cannabinoid ordinance is much more restrictive than the alcohol and tobacco ordinances. Beyond just looking at Andover's tobacco or alcohol ordinances, we stand ready to provide any additional information which may be helpful in the City evaluating and regulating these products. 3. We look forward to discussing this matter further with the City Council at an upcoming hearing. As noted, CBD RS welcomes an opportunity for the city councilmembers or staff to visit its retail store to learn about the business and the products it sells. We understand that this hearing will likely take place at the City Council's upcoming January 17, 2023, meeting. We look forward to the opportunity to discuss the important matter then. Very truly yours, HELLMUTH & JOHNSON Carol R. M. Moss Attorney at Law CRM/jel Enc. cc: CBD RS (with encs.) 6846882.3 CANNABINOID APPLICATION REVEIW CITY CODE CANNABINOID LOCATION AND PROXIMITY RESTRICTIONS: No license shall be issued to any Retail Establishment located within a residential zone district. Additionally, no license shall be issued if the proposed location is within one thousand (1.000) feet of one or more of the following locations: (1) Any school, church with a daycare or childcare establishment located within a commercial zone, with the distance computed by direct measurement in a straight line from the nearest legal parcel line of the land used for the school, church or childcare establishment to the nearest external portion of the building in which the licensed Retail Establishment is proposed to be located. (2) Any other Retail Establishment licensed pursuant to this Chapter. with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which one (1) Retail Establishment is located to the nearest external portion of the building in which the other Retail Establishment is proposed to be located. In the event that the City receives two (2) or more applications for a license with proposed locations within one thousand (1.000) feet of each other, the City shall act upon only the first complete application received and shall not issue a license to subsequent applications proposing to be located within one thousand (1 Mo) feet. (3) Any alcohol or drug treatment facility. with the distance computed by direct measurement in a straight line from the nearest external portion of the building in which the alcohol or drug treatment facility is located to the nearest external portion of the building where the Retail Establishment is proposed to be located. EXHIBIT v FBUSINESS INFORMATION: ("6.b 1<Q BUSINESS NAME flndmdual a Company) J36�Z ttov1scY) 8►uc� k)ci # i0aidc(,ty 1hn STREET NUMBER & NAME CITY STATE Tv PF OF BUSINESS CONDUCTED AT LOCATION �` �LiCi]yi Lt�70 IS THE BUSINESS LOCATED WITHIN ANY OF THE LOCATION RESTRICTIONS: im Yes: �L Explai If the business is located within a location restriction the application is denied and the business owner has the right to appeal the denial in writing within twenty (20) days of receiving notice of rejection, a public hearing before the City Council. D6 O AN t 1 1 qVE 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA $5304 • (763) 755.6100 FAX (763) 755.8923 • WWWANDOVERMN.GOV December 19, 2022 REMINDER: At their September 20, 2022 meeting, the Andover City Council adopted City Code Title 3, Chapter 9 Cannabinoid Products, which places restrictions on the sale of such products. The City Code can be viewed on the City website, www.andovcrmn .eon. Among other compliance requirements, any business where cannabinoid products may be available for sale must first obtain a license from the City. If sou are sellim., cannahinoid r()ducts. � ou «ill be ivowd a citation and a code violation could render suspension or revocalinn of dour tobacco license. Sincerely, Michelle Hartner Deputy City Clerk 7' NDOV OF A- % CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (7631 955-5100 FAX (763) )55.8923. WWW ANDOVERMN. GOV CI'�llww^— CERTIFICATE OF OCCUPANCY CBD RS Th!s certificate is issued Pursuant to the requirements of Section 1300.0220 of the Minnesota State Building Code certifying that at the time of issuance this structure was in compliance with the various ordinances of 'ie City of Andover regulating building construction or use. For the fallowing: BUILDING ADDR 13650 HANSON BLVD. NW - STE. 104 BUILDING PERN 2019-02672 OCCUPANCY GROUP: IRC -1 LAND USE ZONE: GENERAL BUSINESS TYPE OF CONSTRUCTION: V -B BUILDING OFFICIAL: DATE OF ISSUANCE: 11/25/2019 POST THIS INA CONSPICUOUS PLACE EXHIBIT v Jacob E. Lanthier From: Joel Libor <jlibor@klodt.com> Sent: Wednesday, January 4, 2023 8:38 AM To: Jacob E. Lanthier Subject: Re: CBD RS Statement for City Council I met and began working with Steban Kebalan in November of 2019 when he leased space in The shops of Andover. Steban wanted new retail space to open his store. Steban has always kept his space looking as good as it did the day he opened. He has always paid his rent, common area charges and taxes on time. As you can tell from visiting his store, Steban takes great pride in his store as well as the building. We've never had any problems with Steban or the patrons who visit his store. Joel Libor Director of Property Management Klodt, Inc. 50 Groveland Terrace, Minneapolis, MN 55403 612-374-8294 EXHIBIT v LANDLORD CONSENT 1NIS LANDLORD CONSENT (this "Consent") is made and entered into as of this1'jv� day of .2019. by HK Andover, LLC ("Landlord"), for the benefit of Northeast Bank ("Lender") - RECITALS A. Landlord is the landlord of the Property described as 1.1650 I lanson Boulevard, Suite 104, Andover, MN 55304 (the "Property"), which is leased to E Cig & Tobacco, LLC ("Tenant') pursuant to lease agreement dated August 7. 2019 (the "Lease"): and B. Lender has agreed to make a loan to Tenant (the "Loan"), secured in part by a security interest in the Collateral more particularly described on Exhibit A attached hereto and made a pan hereof which now or hereafter may be located on or about the Property (the "Collateral"); and C. lender requires Landlord's consent and agreement as set forth herein as a condition to making the loan to Tenant. NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord agrees as follows: I. Subordination. Landlord subordinates to the rights of Lender under the loan documents securing the Loan, all rights, security interests or liens upon or with respect to any of the Collateral, whether arising under the Lease, provided by applicable law or otherwise, and any and all right of distraint, or execution against the Collateral for any rent or other sums due or to become due to Landlord. 2. Right of Entry. Lender may enter the Property at any time to remove and/or dispose of the Collateral in the exercise of its rights and remedies against Tenant and the Collateral. Lender agrees to repair any damage caused by Lender's removal of the Collateral _. Estoppel. Landlord certifies to Lender and agrees as follows: (a) the Lease is valid and enforceable according to its terms and has not been modified either orally or in writing: and (b) to the best of Landlord's knowledge, neither Landlord nor Tenant is in default under the Lease. nor has any event occurred which, with the passage of'time, the giving of notice, or both, would constitute an event of default or default under the Lease. 4. Notice of Default and Opportunity to Cure Landlord agrees that in the event of any claimed breach or default by Tenant which would entitle Landlord to terminate the Lease. Landlord shall notify Lender of such claimed breach or default by certified mail, return receipt requested, or Federal Express or other reputable overnight courier. at the following address: 77 Broadway St NE, Minneapolis, MN 55413. Upon receipt of said notice, Lender shall thereupon have 60 days to cure said default (but in no event shall Lender be required to cure any such default). 5. Holdover. Landlord agrees that the Collateral may remain upon the Property (without Lender being deemed to be taking possession of the Property) for a reasonable period of time after the receipt by Lender of written notice by Landlord directing removal thereof and Landlord's receipt of written notice from Lender that it will pursue its rights to the Collateral, provided that (i) Lender shall be liable for rent at the rental provided under the Lease prorated on a per diem basis for the period of time from Lender's receipt of Landlord's written notice until Lender removes the Collateral if Lender has decided to pursue its rights to the Collateral (or, if the Lease is not then in effect, at a rental to be agreed upon by Lender and Landlord). and (ii) Lender's payment of rent for such period shall not result in Lender incurring any other obligations of Tenant under the Lease. 6. No Marshaling of Assets. Landlord waives any and all right to require Lender to marshal any property or assets of Tenant. Landlord agrees that, as between Landlord and Lender.. the Collateral shall remain personal property, notwithstanding the manner of attachment, and will not become part of the Property. EXHIBIT v 7. Continued Effectiveness. The effectiveness of this Consent and Lender's rights hereunder shall not be of iceted by and shall extend to any amendment or modification of the Assignment and the other loan documents evidencing or securing the Loan, including, without limitation, any change in the manner or time of payment, any renewal or extension of the term thereof; or any increase in the indebtedness due thereunder. R. Applicable Law. This Consent shall be governed by and shall be construed and enforced in accordance with the internal laws of the State of Minnesota without regard to conflicts of law principles. This Consent shall be binding upon the parties hereto and their respective heirs, successors and assigns, and may not be modified, amended or altered except by writing signed by each of the parties hereto. IN WITNESS WHEREOF, Landlord has caused this Consent to be made, executed and delivered the day and year first above written for the benefit of Tenant and Lender. LANDLORD: HR Andover. LLC By: D Print Name: P it-�GL Its: Vs: L (;, TENANT: E Cig & Tobacco, LLC Print Name: Its:-��—--- 50 GROVELAND TERRAGI-. SUITE A MINNEAPOLIS, :MINNESOTA 55400-1100 Phone 612/374-1770 Fax: 6I2i374-7814 November 12, 2019 Steban Kabalan E Cig & Tobacco, LLC 4658 85h Avenue N Brooklyn Park, 55443 RE: Lease Agreement Shops @ Andover Steban: In accordance with Section 1.7.2 and Article 3 of the above referenced lease, the Commencement Date is 30 days after the Delivery Date or the date Tenant opens for business, whichever occurs first. As defined in the Lease Agreement, "Should the Delivery Date not occur by September 1, 2019 then the first day of the month following the Substantial Completion of the improvement work outlined in this lease shall be the Delivery Date." Therefore, November 1, 2019 is the Delivery Date. Based upon your latest information to us, your opening date is scheduled for early December. Therefore, 30 days after your Delivery Date is December 1, 2019, making this your commencement date. Attached is a rent schedule for the term of the lease based upon the Lease Commencement Date of December 1, 2019. Rent is due on the 1St of the month. Additionally, you have notified Landlord of the change to your DBA for this location. It is our understanding you will be doing business as CBD Rs. If you have any questions, please do not hesitate to contact me at 612-374-8284 or PfoleY.rr)k1odt.com. S. Kabalan November 12, 2019 Page 2 Sincerely, HK ANDOVER, LLC Paula Foley Vice President RENTSCHEDULE CBD Rs Monthly Rent Annual Rent 12/l/19-2/29/20 $0 3/1/20— 11/30/20 $2,346.67 $28,160.04 12/1/20 —11/30/21 $2,453.33 $29,439.96 12/1/21 — 11/30/22 $2,560.00 $30,720.00 12/1/22 —11/30/23 $2,880.00 $34,560.00 12/1/23 —11/30/24 $3,200.00 $38,400.00 12/1/24 — 2/28/25 $3,200.00 SHOPPING CENTER LEASE BETWEEN HK ANDOVER, LLC LANDLORD m E CIG & TOBACCO, LLC. TENANT DOCS -45151959-v5 1. BASIC LEASE TERMS 1.1 Lease Date: August 7, 2019 1.2 Landlord: HK Andover, LLC, a Minnesota limited liability company 1.3 Tenant: E-Cig & Tobacco, LLC 1.3.1 Legal Entity E Cig & Tobacco, LLC, Minnesota limited liability company, dba CBD Rx. 1.4 Guarantor: Steban Kabalan & Zeina Kabalan 1.4.1 Legal Entity Individuals residing in Minnesota 1.5 Shopping Center The Building and surrounding property, including shared parking and access drives, located at 13650 Hanson Boulevard, Andover, Minnesota 1.6 Premises: 1.6.1 Address 13650 Hanson Boulevard, Suite 104, Andover, MN 55304 1.6.2 Rentable Square Footage Approximately 1,280 square feet. Landlord will deliver the Premises as described on Exhibit D and H hereto. 1.6.3 Building Square Footage Approximately 12,821 square feet 1.6.4 Tenant's Share 1.7 Term (Section 3): Percentage 10% 1.7.1 Delivery Date (Sections 2.2, 3.1.2, and 3.1.3) 2 DOCS -#5151959-v5 Five years, beginning on the Commencement Date. This Lease is contingent upon Tenant obtaining the necessary approvals to conduct its business from the City of Andover. Tenant shall have thirty (30) days from the date of the mutual execution of this Lease, to obtain such approvals, and Tenant will notify Landlord in writing of such approvals, if Tenant is not successful in obtaining such approvals, this Lease will become null and void. Landlord will endeavor to deliver the Premises to Tenant on or before September 1, 2019, with substantially all of Landlord's Work (described in Exhibit D and H attached hereto) completed. "Substantial Completion" shall mean when Landlord has sufficiently completed all of the work outlined in this Lease to the Premises such that Tenant can W. D(KS-85151959-v5 conduct normal business operations from the Premises. 1.7.2 Commencement Date Thirty (30) days after the Delivery Date or the date Tenant opens for business, whichever occurs first. Should the Delivery Date not occur by September 1, 2019, then the 1st day of the month following the Substantial Completion of the improvement work outlined in this Lease, shall be the Delivery Date. Each twelve-month period beginning on the first day of the calendar month that is on or immediately following the Commencement Date is a "Lease Year". Tenant will not be obligated to pay Base rent for the first three (3) months of the Term of this Lease. 1.7.3 Termination Date The expiration of the 63rd month after the Commencement Date. 1.7.4 Option So long as Tenant is not in default of any terms or conditions of the Lease, Tenant shall be granted one (1) Renewal Tema of five (5) years upon the same terms and conditions except Base Rent which shall be determined below in Section 1.8.2. Tenant shall exercise its Renewal Term by giving Landlord written notice of such exercise not less than 180 days prior to the expiration of the Term. Rent (Section 4) 1.8.1 Base Rent 3 LEASE PER ANNUAL MONTHY MONTHS SQUARE BASE BASE FOOT RENT RENT RENT Months 1- 0 0 0 3 Months 4- $22.00 $28,160.0 $2,346.67 12 0 Months 13 $23.00 $29,440.0 $2,453.33 -24 0 Months 25 $24.00 $30,720.0 $2,560.00 -36 0 Months $27.00 $34,560.0 $2,880.00 17-48 0 Months 49 $30.00 $38,400.0 $3,200.00 -63 0 1.8.2 Renewal Term Rent Tenant shall have the option to renew this Lease for an additional five (5) year term by giving Landlord written notice The Base Rent for the first lease year of the renewal option will be $31.00 per square foot and subsequently increased annually by 2% each year. 1.8.3 Prepaid Rent None 1.8.4 2019 Budgeted Operating Budgeted Operating Expenses for 2019 are $5.93 per Expenses and Real Estate Taxes (Section square foot. Budgeted Real Estate Taxes for 2019 are 4.3) $4.58 per square foot. 1.9 Tenant Improvement Allowance Landlord will deliver the Premises as outlined in (Section 11): Exhibit D and H, at Landlord's sole cost. See section 11.3, below. 1.10 Security Deposit (Section 5): An amount equal to $3,467.74 shall be paid to Landlord at Lease execution. 1.11 Use (Section 6): The Premises is to be used for (a) the retail sale of Cannabidiol, otherwise known as CBD oil, lotions, oils, pain relief products, salves, dog products with CBD,including electric devices for CBD products and vaping specific for CBD product use and for no other use whatsoever, unless approved by Landlord. Tenant may not sell any vaping for tobacco products, drug paraphernalia or tobacco products of any kind or any ancillary products for the aforementioned products. While conducting business in the Shopping Center, Tenant will maintain, all licenses, permits, registrations, background checks, and/or any and all other requirements, of any applicable local, state and/or federal law and regulations, related to Tenant's Permitted Use. Tenant has complied with, and shall continue to comply with, any and all requirements set forth in local, state and/or federal law and regulations including, without limitation, for the sale of any cannabidiol (otherwise known as "CBD") related products. Landlord retains the right to review and approve all products. Notwithstanding anything in this Lease to the contrary, Tenant shall not use the Premises for any use specified in Exhibit E hereto. DOCS -95151959-0 1.12 Signage Tenant shall be able to erect signage, at its sole cost and expense, on the exterior front of the Premises in accordance with Landlord's Signage Criteria and approval and all applicable governmental codes. Tenant shall also be permitted to install signage on the current Shopping Center pylon/monument sign on one standard -sized panel per side, stating Tenant's name. The installation of the signage shall be at Tenant's sole cost. 1.13 Parking: 1.14 Landlord's Broker: 1.15 Landlord's Address for Notices: 1.16 Tenant's Address for Notices: 1.17 Additional Exhibits: 5 DOCS.#5151959-v5 Non-exclusive shared use of parking on the Shopping Center. Jeff Hagen & Laura Moore Platinum Properties Group, Inc. 500 Lake Street, Suite 208 Excelsior, N 4 55331 HK Andover, LLC Klodt Incorporated Attn: Paula Foley 50 Groveland Terrace Minneapolis, MN 55403 (612)374-1770 pfoley@klodt.com 13650 Hanson Blvd, #104 Andover, MN 55304 Exhibit A — Premises Exhibit B — Rules and Regulations Exhibit C -- Landlord's Signage Criteria Exhibit D — Landlord's Work Exhibit E -- Existing Exclusive Uses Exhibit F — Contractor Rules Exhibit G — Guarantee Exhibit H — Tenant Improvements 2. PREMISES 2.1 Premises: Landlord leases to Tenant the premises described in Section 1.5 and Exhibit A (the "Premises"). The structure in which the Premises is located is referred to as the "Building", and the Shopping Center on which the Building is located, including all structures, parking lots, and other improvements is referred to as the "Shopping Center". The square footage of the Premises and the Building as set forth in Section 1.5, above, and on any floor plan attached hereto, is approximate only. Nonetheless, the parties stipulate and agree that the amount of Base Rent, the Tenant's Percentage Share of Expenses, and other charges hereunder represent fair and adequate consideration for Tenant's use and enjoyment of the Premises, and that neither Landlord nor Tenant shall have a right to any adjustment of said charges regardless of the results of any subsequent measurement of the Premises, the Building or the Shopping Center, unless Landlord shall materially alter the Building or Shopping Center at which time Tenant's proportionate share shall be modified. 2.2 Condition of the Premises: By taking possession of the Premises, Tenant shall be deemed to conclusively acknowledge that the Premises are in good order and satisfactory condition, subject only to the completion of the Landlord's Work, if any. Tenant acknowledges that the Premises are being leased "AS IS," and that, other than as specifically set forth in Section 2.3, below, Landlord has made no promise to alter, remodel, repair or improve the Premises, the Building or the Shopping Center. It is the Tenant's burden to investigate the Premises for its fitness or adequacy for Tenant's intended use. No representation, express or implied, respecting any matter or thing relating to the Premises, Building, Property or this Lease (including, without limitation, the condition of the Premises, the Building, or the Shopping Center) have been made to Tenant by Landlord or its Broker, other than as may be contained in this Lease. 2.3 Landlord's Work: If Landlord has agreed to perform or construct any improvements in the Premises, such improvements are described in Exhibit D (the "Landlords Work") and Exhibit H, ("Tenant Improvements"). Landlord will endeavor to complete Landlord's Work and Tenant Improvements by the Delivery Date. Landlord will construct or perform the improvements described in Exhibit D and H in a good and workmanlike manner, using materials and finishes consistent with standard improvements in the Building. Landlord's Work will be substantially completed prior to delivering possession of the Premises to Tenant. Prior to taking possession of the Premises, Tenant will inspect the Premises to satisfy itself that the Landlord's Work has been substantially completed, subject only to minor "punch list" items. By taking possession of the Premises Tenant shall be deemed to be conclusively acknowledging that Landlord's Work has been completed as set forth herein, subject only any "punch list" items identified in writing by Tenant. i 2.4 Entry on Premises: Landlord shall at any and all reasonable times have the right to enter the Premises upon reasonable prior notice to Tenant, inspect the same, supply any service to be provided by Landlord to Tenant hereunder, to post a' for lease" or similar sign (but only in the final six (6) months of the Term or during an uncured default), to show said Premises to prospective purchasers, lenders, tenants, or other invitees of Landlord, to post notices of non - responsibility, and to reinforce, alter, improve or repair the Premises and any portion of the Building or Property. Landlord shall have the right to use any and all reasonable means to gain access to the Premises in an emergency without liability to Tenant. 6 DOCS45151959-v5 2.5 Interference with Use or Quiet Enjoyment; Damage Caused by Landlord: Landlord may erect scaffolding and other necessary structures where reasonably necessary to perform maintenance, repairs or replacements on the Shopping Center, Building or Premises, always taking reasonable steps to avoid materially blocking access to the Premises or unreasonably interfering with Tenant's use thereof. Tenant shall be entitled to a pro rata reduction in Base Rent to the extent Landlord's entry upon the Premises or work in the Shopping Center shall materially interfere with Tenant's access to or quiet enjoyment of the Premises for a continuous period in excess of three (3) business days. Landlord will be responsible for damage to personal property or injuries to persons caused by the actions of Landlord or its contractors, employees, or agents in the Premises, the Building, or the Shopping Center. Other than as set forth in this Section 3.6, Tenant hereby waives any claim for damages or for any injury or inconvenience to or interference with Tenant's business, any loss of occupancy or quiet enjoyment of the Premises, and any other loss caused by Landlord's entry onto or presence in the Premises or work on other areas of the Building or Property. 2.6 Keys: Tenant shall provide Landlord with a key for every door within the Premises, except Tenant's safes and files. 2.7 Signage: Landlord makes no representation or warranty to Tenant with respect to whether Tenant will receive necessary permits or governmental approvals to install any signage. Regardless of consent by Landlord, it will be the sole obligation of Tenant to apply for and seek any and all permits, licenses, or other governmental permission to install any signage. Subject to the foregoing, any signage described in paragraph 1. 12, above, is subject to Landlord's Signage Criteria attached as Exhibit C, Landlord's written consent, as well as the following: 2.7.1 Any signage installed by Tenant will be at Tenant's sole cost and expense, as well as in compliance with all applicable laws, codes, and regulations. 2.7.2 Tenant is solely responsible for all costs associated with the maintenance, repair, insurance, and replacement of any signage installed by Tenant. Tenant shall, at Tenant's sole cost and expense, upon the expiration or earlier termination of this Lease, remove all of Tenant's signage and restore the Shopping Center to its condition prior to installation, including, without limitation, painting, repairing, and/or resurfacing the area where the sign was installed to match the surrounding area. 2.7.3 Tenant shall have the right to place pennants, advertising matter, video monitors, banners or signs within Premises so long as such items are (a) completely within the Premises, (b) not mounted on or near a window for the purpose of being visible from the outside of the Premises, and (c) professionally prepared and are typically used by Tenant in its other stores in the state in which the Shopping Center is located. 2.7.4 Any advertising matter, video monitors, banners or other items located in Premises windows, or mounted to be visible through the Premises windows, will require Landlord's prior written consent, which may be withheld or denied in Landlord's reasonable discretion, which discretion may include prohibiting such items, restricting the duration of their display, controlling their size or appearance, or any other matter affecting such items. DOCS -#5151959-v5 2.7.5 Once Tenant has installed its sign(s) as described herein, Tenant may retain such signs during the Tenn and any renewals or extensions thereof. 2.7.6 In the event Landlord elects to remodel the Shopping Center and it is necessary to remove Tenant's storefront sign(s), Landlord may remove and reinstall such sign(s) at its sole cost. TERM AND POSSESSION 3.1 Tenn: The Term of this lease is set forth in Section 1.6. Each 12 month period during the Term (or fraction thereof) that (i) begins on the Commencement Date, or an anniversary thereof, and (ii) ends on the earlier of (A) the Termination Date or (B) the day that is the same calendar day as the Termination Date (or any subsequent 12 month period) is a "Lease Year". Landlord shall exercise reasonable diligence and good faith to deliver possession of the Premises to Tenant on the Commencement Date, subject to the following: 3.1.1 Landlord shall not be obligated to deliver possession to Tenant until Tenant has provided evidence of insurance as required in Section 13.2. Pending Tenant's compliance with the insurance obligations, Tenant shall be required to pay Base Rent and other charges as and when otherwise due under this Lease. 3.1.2 Subject to 3.13 below, if Landlord cannot deliver possession of the Premises to Tenant on the Delivery Date, this Lease shall not be void or voidable, nor shall Landlord be liable to Tenant for any loss or damage resulting from such delay, however, the Termination Date and free rent period shall be adjusted accordingly. If Landlord does not deliver possession of the Premises within 90 days of the Delivery Date, Tenant may, at its option, by written notice given no later than 10 days after the end of the 90 day period (subject to paragraph 29.15), terminate this Lease, in which case the Security Deposit will be returned to Tenant. 3.1.3 If a delay in possession is caused by any act of Tenant, including, without limitation, Tenant's failure to perform any obligation of this Lease, there shall be no reduction or abatement of Rent between the Commencement Date and the time Tenant takes possession, and any free rent period will commence and apply to such period of Tenant -caused delay. 3.1.4 If Landlord permits Tenant to occupy the Premises prior to the Commencement Date, such occupancy shall be subject to the provisions of this Lease, including, without limitation, the insurance provisions. Rent for this period shall be payable in advance, in the full amount of Rent for the Premises as specified in this Lease and shall be prorated on a daily basis of 1/30th of the monthly rent, commencing upon the date of such possession. Said early possession shall not advance the Termination Date. 3.2 Option to Renew: If there is an option set forth in Section 1.6, Tenant's timely exercise of its option rights shall extend the Termination Date as set forth in Section 1.6 (the "Renewal Term"). Each Renewal Term shall commence upon the day following the Termination Date. The last day of each Renewal Term shall also be referred to as a Termination Date. In order to exercise its option Tenant shall notify Landlord in writing at least one hundred eighty days (180) days, but no more than two hundred forty (240) days, prior to the Termination Date. Any effort DOCS -45151959-v5 by Tenant to exercise its option shall be null and void if, at the time Tenant provides notice of its exercise of the option, or at any time between the notice and the expiration of the initial Term, any of the following occur: (a) Tenant shall be in default under any term or provision of this Lease, with or without service of notice by Landlord; (b) Tenant fails to pay Rent by the day it is due, with or without service of notice of default by Landlord; (c) Landlord gives to Tenant 3 or more notices of separate Default during the Term hereof or any Renewal Term, regardless whether such Defaults are cured; (d) Tenant has sublet or assigned all or any part of its rights under this Lease; or (e) if there is more than one option, Tenant shall have failed to exercise its option right for any prior Renewal Term. All terms, covenants and conditions of this Lease shall govern the Renewal Term, except as otherwise specifically set forth herein. 3.3 Surrender of Possession: Upon the expiration or termination of this Lease Tenant shall peaceably vacate and surrender the Premises to the Landlord in the same condition in which it was received, ordinary wear and tear and acts of nature covered by insurance excepted, and shall surrender all keys to the Building and the Premises. Tenant shall remove Tenant's Property on or before the Termination Date and promptly repair all damage to the Premises caused by such removal. If Tenant abandons or surrenders the Premises, or is dispossessed by process of law or otherwise, any of Tenant's Property left on the Premises shall be deemed to be abandoned, and, at Landlord's option, title shall pass to Landlord as by a bill of sale. If Landlord elects to remove all or any part of such Tenant's Property, the cost of removal, including reasonable storage costs and the cost of repairing any damage to the Premises caused by such removal, shall be paid by Tenant. 3.4 No Implied Termination: No act or conduct of Landlord, including, without limitation, the acceptance of keys to the Premises, shall constitute an acceptance of the surrender of the Premises by Tenant before the expiration or termination of this Lease. Only a written notice from Landlord to Tenant shall constitute acceptance of the surrender of the Premises and accomplish a termination of this Lease. 3.5 Holding Over: Tenant shall have no right to retain possession of the Premises, or any part thereof, after expiration or termination of this Lease. If Tenant remains in possession of the Premises, or any part thereof, after the expiration of the Term hereof, such occupancy shall be a month-to-month tenancy upon all the terms hereof applicable to a month-to-month tenancy. Any such month-to-month tenancy will be terminable by Tenant only on no less than thirty (30) days' written notice, provided that the effective date of any such termination by Tenant will be the last day of the calendar month that is not less than thirty (30) days from the date of Tenant's notice. The monthly installment of Base Rent and Expenses shall increase to the greater of (a) market rent; or (b) one hundred and fifty percent (150%) of the monthly installment of Base Rent and Expenses payable by Tenant at the Termination Date, plus all other charges payable hereunder, calculated on a per diem basis. Any option(s) or right(s) of first refusal shall terminate upon termination or expiration of this Lease without further notice by Landlord. 4. RENT AND OTHER PAYMENTS Tenant shall pay, when due, all Base Rent, Expenses, Utilities, Taxes, and other charges as described below (collectively referred to as "Rent"), without offset or other limit, in lawful currency of the United States. The failure of Tenant to make any payment required under this Section 4 when due (after notice and opportunity to cure if specified in this Lease) shall be deemed to be a default in payment of Rent, which shall give Landlord all remedies under Minnesota law DOCS45151959-0 relating to default in payment of Rent. All payments shall be deemed "made" only when received by Landlord and shall be delivered to Landlord at the address listed in Section 1, or such other address as Landlord may from time to time designate in writing. Landlord shall not be bound by any conditional or restrictive endorsement or memorandum on any check submitted to Landlord for payment. Landlord shall permit Tenant to pay Rent by electronic funds or ACH transfer to Landlord's bank account. All payments received by Landlord shall be fust applied to outstanding late charges, Landlord's attorneys' fees, and other fees and charges owing to Landlord, and shall then be applied to Rent beginning with the oldest outstanding obligation. 4.1 Base Rent: Tenant shall pay Base Rent in the initial amount in Section 1.7, which shall be payable monthly in advance on the first day of each calendar month ("Base Rent"). The first month's Base Rent is due and payable upon execution of this Lease. If the Term begins (or ends) on other than the fust (or last) day of a calendar month, the Base Rent for the partial month shall be prorated based upon a thirty (30) day month. If the Term of this Lease contains any rental abatement period, Tenant hereby agrees that if Tenant abandons the Premises before the end of the Term, or if Tenant's right to possession is terminated by Landlord because of Tenant's default, Landlord may, at its option, and in addition to other remedies, void the rental abatement period and recover from Tenant, in addition to other damages due Landlord under this Lease, Base Rent for the entirety of the Abatement Period at a rate equivalent to two (2) times the Base Rent. 4.2 Rent Adjustments: 4.2.1 If Section 1 indicates a method for determining Base Rent increases, Base Rent shall be increased in accordance with Section 1. 4.2.2 Consumer Price Index. If Section 1 indicates that Base Rent adjustments shall be calculated based upon the Consumer Price Index, the adjustments shall be calculated as set forth in Exhibit H hereto. 4.3 Expenses: The purpose of this Section 4.3 is to ensure that Tenant bears its share of all Expenses related to the use, maintenance, ownership, repair or replacement, and insurance of the Shopping Center. Accordingly, beginning on the Commencement Date, Tenant shall pay to Landlord, Tenant's Percentage Share of Expenses related to the Shopping Center. 4.3.1 Expenses Defined. The term "Expenses" shall mean all costs and expenses of the operation, maintenance, repair or replacement, and insurance of the Shopping Center, as determined by standard accounting practices, including, by way of illustration only, and not by way of limitation, to the extent they apply to the Shopping Center: a) Insurance premiums; b) Water, sewage, and waste or refuse removal charges; C) Utilities for common areas of the Shopping Center (utilities for the Premises are addressed in Section 9, below); d) Reasonable costs incurred in the management of the Building, including a property management fee of 5%, the cost of lobby attendants or security guards, if any, management personnel and the rental cost of on-site office valued at 10 DOCS -#5151959-v5 fair market, but not including costs associated exclusively with the leasing of another unit in the Building or with the construction of leasehold improvements for another tenant in the Building; any); e) Operation, maintenance and repair of air conditioning & heating (if f) Elevator maintenance (if any); g) All operation, maintenance, replacement and repair costs relating to the common areas of the Shopping Center, including, without limitation, air conditioning systems, sidewalks, landscaping, snow removal, service areas, driveways, parking areas (including surfacing and striping parking areas), walkways, building exteriors (including painting), signs and directories, repairing and replacing roofs, walls, janitorial (if any is supplied), capital improvements and upgrades, cost of compliance with laws such as the ADA (as defined in paragraph 10.1, below), seismic laws, etc. These costs will be included based on actual expenditures, provided, however, that Expenses for capital items (as determined by GAAP) other than those described in Subsection (i), below, will be included only on an amortized basis based on the shorter of the GAAP amortization or the reasonably anticipated lifespan of the improvement; h) Costs (along with reasonable financing charges) of capital improvements made to the Shopping Center which will improve the operating efficiency of the Shopping Center which shall be amortized over the useful life of the capital improvement as determined by the real estate accounting industry; i) Real property taxes including all taxes, assessments (general and special) and other impositions or charges which may be taxed, charged, levied, assessed or imposed upon all or any portion of the Shopping Center or any portion thereof, any leasehold estate in the Premises or measured by rent from the Premises, including any increase caused by the transfer, sale encumbrance of the Shopping Center or any portion thereof. "Real property taxes" shall also include any form of assessment, levy, penalty, charge or tax (other than estate, inheritance, net income, or franchise taxes) imposed by any authority having a direct or indirect power to tax or charge, including, without limitation, any city, county, state, federal or any improvement or other district, whether such tax is: (1) determined by the value of the Shopping Center or the Rent or other sums payable under this Lease; (2) upon or with respect to any legal or equitable interest of Landlord in the Shopping Center or any part thereof, (3) upon this transaction or any document to which Tenant is a party creating a transfer in any interest in the Shopping Center; (4) in lieu of or as a direct substitute in whole or in part of or in addition to any real property taxes on the Shopping Center; (5) based on any parking spaces or parking facilities provided in the Shopping Center; or (6) in consideration for services, such as police protection, fire protection, street, sidewalk and roadway maintenance, refuse removal or other services that may be provided by any governmental or quasi - governmental agency from time to time which were formerly provided without charge or with less charge to property owners or occupants; 11 DOCS45151959-v5 j) Any other costs or expenses incurred by Landlord under this Lease and not otherwise reimbursed by tenants of the Shopping Center; k) Cross receipts taxes, whether assessed against the Landlord or assessed against the Tenant and collected by the Landlord, or both. 4.3.2 "Expenses" shall not include: (i) depreciation; (ii) interest on borrowed funds, (iii) expenses in connection with the sale of the Building or the Shopping Center or any interest in the Building or the Shopping Center, (iv) executive or employee salaries of Landlord (provided that Expenses will include pro -rated wages or salaries paid to Landlord's employees who perform actual maintenance or repairs on the Shopping Center), (v) costs of leasing to other tenants, including leasehold improvements and leasing commissions, (vi) legal and accounting fees in connection with the leasing of the Building or any legal action with another occupant, and (vii) income taxes payable by Landlord. 4.3.3 Annual Estimate and Statement of Increase. Paragraph 1.8.4, above, sets forth the estimated Expenses for the calendar year in which the first Lease Year commences. Landlord shall endeavor, as soon as practicable after the end of each calendar year during the Term, to provide a statement of the actual Expenses payable by Tenant during such prior calendar year (the "Expense Accounting Reconciliation"), but failure by Landlord to give such statement by said date shall not constitute a waiver by Landlord of its right to payment of said increases. 4.3.4 Monthly Payment of Expenses. Beginning on the Commencement Date, Tenant shall pay to Landlord, monthly in advance, one -twelfth (1/12) of the annual estimated Expenses chargeable to Tenant based upon Section 1.8.4 in the first calendar year, and on the Landlord's operating budget for each subsequent calendar year. As soon as practical following each subsequent calendar year, Landlord shall prepare an updated Expense Accounting Reconciliation for the prior calendar year which shall reflect Tenant's Share of Expenses. If the amount of Expenses paid by Tenant during the preceding relevant calendar year was less than the actual amount of Tenant's Share of Expenses, Landlord shall so notify Tenant and Tenant shall pay such amount to Landlord within 30 days of receipt of such notice. Such amount shall be deemed to have accrued during the prior calendar year and shall be due and payable from Tenant even though the Term of this Lease has expired, or this Lease has been terminated prior to Tenant's receipt of this notice. If Tenant's payments were greater than the actual amount, then such overpayment shall be credited by Landlord to all present Rent due under this Section or, if the Term has expired or the Lease has been terminated, Landlord will pay such amount to Tenant in accordance with the provisions governing refund of the Security Deposit (Section 5, below). 4.3.5 Disputes: If Tenant disputes the amount of Expenses due hereunder, Tenant shall have the right, after payment to Landlord of the amount in dispute, and after reasonable notice and at reasonable times, to audit Landlord's accounting records relating to Expenses at Landlord's accounting office. If, after such audit Tenant still disputes the amount of Expenses owed, Tenant may retain the services of a certified public accountant, who is not paid on a contingency or percentage basis, to prepare a written certification of the Expenses Tenant believes to be appropriate. Tenant agrees to pay the cost of such certification, as well as Landlord's out-of-pocket costs incurred in connection with this 12 DOCS -15151959-v5 dispute, unless Landlord agrees (or it is determined) that Landlord's original statement overstated Expenses by more than five percent (5%). If Landlord agrees with Tenant's certification, the Expenses will be adjusted accordingly. If Landlord does not agree, and if Tenant continues to dispute the amount of Expenses due hereunder, Tenant may commence an action in a court of appropriate jurisdiction to determine the correct amount of Expenses. Tenant will not have a right to conduct an audit of Landlord's records if any other tenant of the Shopping Center has conducted an audit for the time period Tenant intends to audit and Landlord furnishes to Tenant a copy of the results of such audit, which has been accepted by Landlord. No audit shall be conducted at any time that Tenant is in default of any of the terms of the Lease. Tenant's right to dispute the amount of Expenses shall continue for a period of ninety (90) days following Landlord's delivery of the Expense Accounting Reconciliation, after which the Expense Accounting Reconciliation shall be conclusively presumed to be accurate and binding on the parties hereto. 4.4 Partial Payments: Tenant shall make all payments in full. Payment or receipt of a payment of less than the amount stated in this Lease shall be deemed to be nothing more than a partial payment on that month's account. Under no circumstances shall Landlord's acceptance of a partial payment constitute accord and satisfaction, nor will Landlord's acceptance of a partial payment forfeit Landlord's right to collect the balance due on the account. Landlord may accept any partial payment check with any conditional or restrictive endorsement or memorandum without prejudice to its right to recover the balance remaining due or to pursue any other remedy available under this Lease. 4.5 Late Charges: Tenant hereby acknowledges that late payment by Tenant to Landlord of Rent or other sums due hereunder will cause Landlord to incur costs not contemplated by this Lease, the exact amount of which is extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges, additional personnel expenses, and late charges which may be imposed upon Landlord by terms of any mortgage or trust deed covering the Premises. Accordingly, if any installment of Base Rent is not received by Landlord by the fifth (5th) day of any month, regardless of the reason, or if any other installment of Rent or other sum due from Tenant shall not be received in full by Landlord or Landlord's designee on the date said amount is due, then Tenant shall pay to Landlord a late charge equal to ten percent (10%) of such installment, based upon the full amount owing for said payment, any partial payment notwithstanding. The parties agree that such late charges represent a fair and reasonable estimate of the cost that Landlord will incur with respect to such overdue amount, and that receipt of such charges do not prevent Landlord from exercising any of the other rights and remedies granted hereunder. Any payments of any kind returned for insufficient funds will be subject to an additional handling charge of $200.00, and thereafter, Landlord may require Tenant to pay all future payments of Rent or other sums due by money order or cashier's check. 4.6 Habitual Late Payment: Intentionally Deleted. 4.7 Taxes: Tenant shall pay before delinquency all taxes, assessments, license fees and public charges levied, assessed or imposed upon its business operations. Tenant shall pay, or cause to be paid, before delinquency, any and all taxes levied or assessed and which become payable 13 DOCS -45151959-v5 during the Term upon all Tenant's leasehold improvements, equipment, furniture, fixtures, inventory, merchandise, and personal property located in the Premises; except that which has been paid for by Landlord, and is the standard of the Building. In the event any or all of the Tenant's leasehold improvements, equipment, finniture, fixtures and personal property shall be assessed and taxed with the Building, Tenant shall pay to Landlord its share of such taxes within ten (10) days after delivery to Tenant by Landlord of a statement in writing, setting forth the amount of such taxes applicable to Tenant's Property. SECURITY DEPOSIT 5.1 Amount of Deposit, Landlord's Responsibilities: Tenant agrees to deposit with Landlord the Security Deposit set forth in Section 1.8 as security for Tenant's faithful performance of all its obligations under this Lease. Landlord may co -mingle Tenant's Security Deposit with its general funds, and Landlord shall not assume the responsibilities of trustee or fiduciary regarding said deposit. Tenant shall not be entitled to interest on such deposit. The Tenant hereby pledges, assigns and grants to Landlord a lien and security interest in the Security Deposit, as security for the payment and performance of Tenant's obligations under this Lease. Tenant shall not mortgage, assign, transfer, or encumber the Security Deposit without the prior written consent of Landlord and any attempt by Tenant to do so shall be void and shall not be binding upon Landlord. Each time the Base Rent is increased, Tenant shall deposit additional funds with Landlord sufficient to increase the Security Deposit to an amount which bears the same relationship to the adjusted Base Rent as the initial Security Deposit bore to the initial Base Rent. 5.2 Landlord's Use of Security Deposit: Landlord may (but shall not be required to) use, apply or retain all or any part of the Security Deposit for the payment of any Rent or any other sum in default, or for the payment of any amount which Landlord may spend or become obligated to spend by reason of Tenant's default, or to compensate Landlord for any other loss or damage which Landlord may suffer by reason of Tenant's default. Tenant hereby waives any express or implied limitations on Landlord's use of the Security Deposit. Landlord shall not be required to provide notice to Tenant prior to using or applying the Security Deposit. If Landlord so uses any of the Security Deposit, Tenant shall, within five (5) days' written notice from Landlord, deposit cash with Landlord in an amount sufficient to restore the Security Deposit to its then applicable amount. Tenant's failure to do so shall be a material breach of this Lease. 5.3 Return of Security Deposit: If Tenant shall fully and faithfully perform every provision of this Lease to be performed by it, the Security Deposit, or any balance thereof, shall be returned to Tenant (or, at Landlord's option, to the last assignee of Tenant's interest hereunder) within 30 days unless there is a need to perform an assessment and accounting of damages caused by Tenant, in which event Landlord will have up to 90 days after Tenant has vacated and surrendered possession of the Premises. 6. USE OF PREMISES AND PROPERTY FACILITIES 6.1 Use: Tenant shall use the Premises solely for the purposes set forth in Section 1.11 and for no other purpose without obtaining the prior written consent of Landlord. 6.2 Exclusives: Tenant shall not use any portion of the Premises for any use described in any list of exclusive uses if attached to this Lease. 14 DOCS45151959-v5 6.3 Prohibited Acts: Tenant shall not do or permit anything to be done in or about the Premises or bring or keep anything in the Premises that will in any way increase the premiums paid by Landlord on its insurance related to the Shopping Center or which will in any way increase the premiums for fire or casualty insurance carried by other tenants in the Shopping Center. Tenant will not perform any act or carry on any practices: that may injure the Premises or the Shopping Center; that may be illegal; that may be a nuisance or menace to other tenants in the Shopping Center; or that shall in any way interfere with the quiet enjoyment of such other tenants. Tenant shall not commit or suffer to be committed any waste in or upon the Premises. Tenant will be entitled to operate a non-commercial grade kitchen in the Premises for the use by employees of Tenant in preparing their own food for personal consumption during working hours. 6.4 Pets: Pets and/or animals of any type, other than service animals as required by law, shall not be kept on the Premises. 6.5 Parking: Tenant and its employees and customers have the right to share the use of the Shopping Center parking. Landlord reserves the right at any time to grant exclusive or non- exclusive use of parking spaces to some but not all tenants of the Shopping Center, for any reason in Landlord's sole discretion, or to terminate such rights, to promulgate rules and regulations relating to the use of the parking areas, including reasonable restrictions on parking by tenants and employees, to designate specific spaces for the use of any tenant, to make changes in the parking layout from time to time, and to establish reasonable time limits on parking. Overnight parking is prohibited and any vehicle violating this, or any other vehicle regulation adopted by Landlord is subject to removal at the owner's expense. 6.6 Compliance with Laws: Tenant, at its sole cost and expense, shall promptly comply with all laws, statutes, ordinances and governmental rules, regulations or requirements now in force or which may hereafter be in force, and with the requirements of any board of fire insurance underwriters or other similar bodies now or hereafter constituted, relating to, or affecting the condition, use or occupancy of the Premises, excluding structural changes to the Shopping Center not related to or affected by Tenant's improvements or acts. HAZARDOUS MATERIALS 7.1 Definition: "Hazardous Materials" means any substance or material which is capable of posing a risk of injury to health, safety or property, including all of those materials and substances designated as hazardous or toxic by any federal, state or local law, ordinance, rule, regulation or policy. Without limiting the generality of the foregoing, the term "Hazardous Materials" shall include all of those materials and substances defined as "Toxic Materials" in Sections 66680 through 66685 of Title 22 of the Minnesota Code of Regulations, Division 4, Chapter 30, as the same shall be amended from time to time, or any other materials requiring remediation under federal, state, or local laws, ordinances, rules, regulations, or policies, and shall include asbestos, urea formaldehyde, petroleum, petroleum products, fuel oil, waste oil, explosives, radioactive materials, medical waste, pollutants, ignitable materials, corrosive materials, and any other element, compound, mixture, solution or substance that may pose a present or potential hazard to human health or the environment or that are contained on any list that is adopted by the United States Environmental Protection Agency ("EPA"), the State of Minnesota, or any political subdivision thereof. 15 DOCS -#5151959-v5 T2 Prohibition on Use in Premises: Tenant shall not introduce any Hazardous Material in, on or adjacent to the Premises or the Shopping Center other than small quantities of materials ordinarily associated with the uses described in Section 1, such as cleaning supplies, copier supplies, etc., as to which Tenant is responsible for complying with all applicable federal, state, and local laws, ordinances, rules, regulations, or policies relating to the release, storage, use, disposal, transportation or clean-up of Hazardous Materials, including, but not limited to, the obtaining of proper permits. Tenant shall immediately notify Landlord of any release or any inquiry, test, investigation, or enforcement proceeding by or against Tenant or the Premises concerning a Hazardous Material. 7.3 Emissions: Tenant shall not discharge, emit or permit (provided, however, that outside of the Premises "permit" applies only to Tenant's owners, employees, customers, guests or invitees) to be discharged or emitted, any Hazardous Materials into the atmosphere, the ground or any body of water which is over, under or contiguous to the Shopping Center. If Tenant so releases, stores, uses, disposes of or transports any Hazardous Material, Tenant shall remediate all such contamination as required by law at its expense. 7.4 Storage: Subject to the uses permitted and prohibited to Tenant under this Lease, Tenant shall store all Hazardous Materials in appropriate leak proof containers. 7.5 Indemnity of Landlord: Tenant shall indemnify, defend and hold Landlord harmless from and against any claims, suits, causes of action, costs, fees, including reasonable attorneys' fees and costs, arising, out of or in connection with any such contamination, loss or damage to persons or property, clean-up work, inquiry or enforcement proceeding and any Hazardous Materials released, stored, used, disposed of, or transported by Tenant or its agents, employees, contractors, or invitees. Tenant's obligations under this Section shall survive the termination of this Lease. Said indemnification shall extend to any fines, liens, injunctions, loss, liability, damage, expense or claim (including reasonable attorneys' fees) resulting from: (a) Tenant's breach of the foregoing representation; or from (b) any such Hazardous Materials that were brought, or permitted to be brought, onto the Shopping Center by Tenant. Landlord shall indemnify, defend and hold Tenant harmless from and against any claims, suits, causes of action, costs, fees, including reasonable attorneys' fees and costs, arising, out of or in connection with any such contamination, loss or damage to persons or property, clean-up work, inquiry or enforcement proceeding and any Hazardous Materials released, stored, used, disposed of, or transported by Landlord or its agents, employees, contractors, or invitees. Landlord's obligations under this Section shall survive the termination of this Lease. Said indemnification shall extend to any fines, liens, injunctions, loss, liability, damage, expense or claim (including reasonable attorneys' fees) resulting from: (a) Landlord's breach of the foregoing representation; or from (b) any such Hazardous Materials that were brought, or permitted to be brought, onto the Shopping Center by Landlord. 7.6 Information: Tenant shall provide Landlord with any and all information regarding Hazardous Materials used, stored, released or observed by Tenant in the Premises, or anywhere in the Shopping Center or the Building, including, without limitation, copies of all filings and reports to governmental entities at the time they are originated, and any other information requested by the Landlord. In the event of any accident, spill or other incident involving Hazardous or Toxic Matter, Tenant shall immediately report the same to Landlord and supply Landlord with all 16 DOCS45151959-v5 information and reports with respect to the same. All information described herein shall be provided to Landlord regardless of any claim by Tenant that such information is confidential or privileged. 8. DISPOSAL OF WASTE 8.1 Refuse Disposal: Tenant shall not keep any trash, garbage, waste or other refuse on the Premises except in sanitary containers. Tenant shall regularly and frequently remove same from the Premises in accordance with any procedures, rules and regulations established by Landlord for refuse and rubbish removal. Tenant shall keep all containers or other equipment used for storage or disposal of such materials in a clean and sanitary condition. Tenant shall not keep any trash, garbage, waste, or any property of Tenant in, on or about any portion of the Building or the Shopping Center other than the Premises. 8.2 Sewage Disposal: Tenant shall properly dispose of all sanitary sewage and shall not use the sewage disposal system (a) for the disposal of anything except sanitary sewage, or (b) in excess of the amount reasonably contemplated by the uses permitted under this Lease or permitted by any governmental entity, whichever is less. Tenant shall keep the sewage disposal system free of all obstructions and in good operating condition. 8.3 Disposal of Other Waste: Tenant shall properly dispose of all other waste or other matter delivered to, stored upon, located upon or within, used on, or removed from, the Premises in such a manner that it does not, and will not, adversely affect the: (a) health or safety of persons, wherever located, whether on the Premises or elsewhere; (b) condition, use or enjoyment of the Premises or any other real or personal property, wherever located, whether on the Premises or anywhere else; or (c) Premises or any of the improvements thereto or thereon including buildings, foundations, pipes, utility lines, landscaping or parking areas. 9. SERVICES AND UTILITIES 9.1 Each space in the Building, including the Premises, will have separate service for electricity, gas, and telecommunications. Tenant will contract directly with the service provider for these services and will pay the bills directly. 9.2 Each premises in the Building will have separate HVAC unit(s) that service only such Premises. Tenant will contract and pay directly for the utilities to operate such HVAC unit(s). Landlord will perform maintenance, repairs, and replacement of HVAC units including replacement of filters at least every six (6) months, provided that all costs associated with such maintenance, repairs, and replacements will be included in Expenses as set forth in Section 4.3. 9.3 Landlord will furnish water to the Building as a whole and will bill each tenant or occupant for its share of usage, based on premises square footage or other determination as Landlord deems reasonable. Landlord may, in Landlord's discretion, install sub -meters or other measuring devices to assist Landlord in determining how water costs will be allocated. 9.4 Tenant shall be responsible for all janitorial and cleaning within the Premises. 9.5 Limitation of Landlord's Liability: Landlord shall not be liable for any losses, whether direct or consequential, arising from any interruption in any utility or service, including, 17 DOCS45151959-0 without limitation, any business interruption, hardware damage, or data loss resulting from an interruption in electrical service. The foregoing limitation shall apply regardless whether such interruption is caused by Landlord's negligence or breach of any repair or maintenance obligations expressly set forth in this Lease so long as Landlord exercises commercially reasonable efforts to remedy any such breach in accordance with Section 18.2, below. 10. REPAIRS AND MAINTENANCE 10.1 Landlord Obligations: Landlord shall maintain in good condition and repair or, when necessary, replace the roof, foundations, and all structural portions of the Building and the Shopping Center, including the exterior walls (but excluding the interior surfaces of the demising walls of the Premises), parking areas, common areas, windows and window systems, mechanical and building systems which do not service exclusively the Premises, the unexposed electrical, plumbing and sewerage systems, including those portions of the systems lying outside the Premises, gutters and down spouts, and portions of the heating, ventilating and air conditioning system which do not service exclusively the Premises (i.e., excluding supplemental cooling or heating units installed by or on behalf of Tenant, or by a prior tenant in the Premises), provided, however, that, subject to the restrictions in Section 4.3, above, the cost of all such maintenance, including, without limitation, costs associated with the Americans With Disabilities Act, as set forth in 42 U.S.C. §§12101 et seq ("ADA"), or seismic requirements of the Shopping Center, regardless whether said requirements exist as of the Lease Date or arise due to new laws, rules, or regulations enacted after the Lease Date ("New Law"), shall be considered "Expenses" for purposes of Tenant's obligation to pay Tenant's Share of Expenses. Tenant's remedies for any breach of this provision are set forth in Section 18.2 of this Lease. Structural Work For Another Tenant: Landlord shall be solely responsible for all costs associated for compliance with requirements of the ADA only to the extent that said compliance is required solely by virtue of acts of Landlord or another tenant of the Shopping Center including, without limitation, installation of improvements, change of use, or remodeling or reconfiguring portions of the Shopping Center other than the Premises, which give rise to or which cause the compliance to be required. 10.2 Tenant's Obligations: Except as provided herein, Tenant shall, at Tenant's sole cost and expense, maintain all parts of the Premises in good, clean and secure condition and repair including, without limitation, any necessary repairs with respect to: (a) carpet or other floor covering; (b) interior wall surfaces or partitions; (c) doors, locks, interior windows; (d) plumbing fixtures, electrical wiring, switches, and other special items or equipment installed by Tenant; (e) telephone and computer or data cabling that serves Tenant's equipment exclusively; (f) plumbing or plumbing fixtures, such as private showers, bathroom fixtures, or kitchen sinks, located wholly within and exclusively serving the Premises; and (g) any alterations, additions or improvements performed or caused to be performed by Tenant, including, without limitation, any repairs or maintenance required by virtue of the ADA, seismic laws, asbestos abatement laws, or any other law, ordinances, codes, or other governmental acts requiring any repairs, maintenance, or remediation in the Premises. 10.3 Repairs and Alterations Necessitated by Tenant's Acts: Subject to Landlord's obligations in Section s 10.1 and 10.2, and Landlord's obligations with respect to Landlord's Work, Tenant shall be responsible for the cost of repairs and alterations in and to the Premises, the Building, the Shopping Center, as well as any facilities and systems thereof, the need for which arises out of. (a) Tenant's use or occupancy of the Premises, including, but not limited to, any 18 DOCS -#5151959-v5 repairs or alterations required as a result of or incident to the application of any law (including, but not limited to, the ADA) to Tenant's use of the Premises; (b) the installation, removal, use or operation of Tenant's Property (as defined in this Lease) in the Premises; (c) the moving of Tenant's Property into or out of the Building; or (d) the act, omission, misuse or negligence of Tenant, it agents, contractors, employees or invitees. If the need for any cost or repair required hereunder is caused in part or in whole by the act, neglect, fault or omission of any duty by Tenant, its agents, servants, employees or invitees, Tenant shall pay to Landlord the reasonable cost of such maintenance and repairs, plus a reasonable overhead fee. 10.4 Landlord's Rights: If Tenant shall fail to perform Tenant's obligations under this provision, or under any other Section of the Lease, and continues to fail to do so after written notice from Landlord and five (5) days opportunity to cure, Landlord may at its option (but shall not be required to) enter upon the Premises after twenty four (24) hours' prior written notice to Tenant (except in the case of an emergency, in which case no notice shall be required), perform such obligations on Tenant's behalf and put the same in good order, condition and repair, and the cost thereof together with interest thereon at the maximum rate then allowable by law shall become due and payable as additional Rent together with Tenant's next installment. Landlord shall have no liability to Tenant for any damage, inconvenience, or interference with the use of the Premises by Tenant as a result of performing any such work. 11. ALTERATIONS, ADDITIONS OR IMPROVEMENTS 11.1 Landlord's Obligation: Unless specifically provided in Exhibit D to this Lease, Landlord shall have no obligation to construct or install any improvements in the Premises, nor shall Landlord be obligated to contribute to the cost or expense of any improvements, including improvements or alterations required by the ADA or any other applicable law. 11.2 Tenant's Obligation: Without the written consent of Landlord, Tenant shall not make or suffer to be made any alterations, additions or improvements to the Premises or any part thereof. Tenant shall be allowed to perform cosmetic, non-structural alterations and improvements, (such as painting by way of example) without the need to obtain Landlord's consent. If Tenant desires to make any alterations, additions or improvements in the Premises, Tenant shall first deliver a written request including, if the alterations include structural or electrical changes to the Premises, plans to Landlord for review. Landlord shall have ten (10) days to review Tenant's plans after they have been submitted to Landlord for review. Tenant shall reimburse Landlord for Landlord's out -of -pockets costs of reviewing Tenant's plans, including without limitation, contractor and reasonable attorneys' fees. All work done by Tenant with respect to any addition, alteration or improvement shall be done in a good and workmanlike manner by properly qualified and licensed personnel approved by Landlord, in writing, prior to commencement of the work, and such work shall be diligently completed. In the event Landlord consents to the making of any alterations, additions or improvements to the Premises by Tenant, these shall be made by Tenant at Tenant's sole cost and expense and must be done in accordance with all applicable laws, including, but not limited to, any work or improvements under the ADA and applicable provisions of Title 24 of the United States Code which are required incident to, as a condition of, or as a result of any alterations, improvements, or additions installed or constructed by Tenant, regardless whether such work must be conducted within or outside of the Premises. For alterations or improvements by Tenant that, in Landlord's reasonable estimation, will cost more than Twenty -Five Thousand Dollars ($25,000.00) or will involve a material risk of damage 19 DOCS -95151959-v5 to the structure of the Building, Landlord may require Tenant to obtain builder's risk insurance, in a commercially reasonable amount, naming Landlord as an additional insured. Tenant acknowledges that Landlord has made no representation or warranty regarding the ability of Tenant to obtain permits or approval to install any additions or improvements in the Premises, nor has Landlord made any representation or warranty regarding the anticipated cost of any addition or improvement, all of which Tenant agrees shall be the responsibility of Tenant to fully investigate at Tenant's sole cost and expense. 11.3 Tenant Improvement Allowance: In lieu of a Tenant Improvement allowance, Landlord will deliver the premises with all Tenant work as described in Exhibit H completed at Landlord's sole cost and expense. 11.4 Indemnity: Tenant shall keep the Premises, the Building, and the Shopping Center free and clear of any liens of any kind based on work performed by or on behalf of Tenant that Tenant has contracted for. Tenant shall indemnify, defend against and keep Landlord free and harmless from all liability, loss damage, costs, attorneys' fees and any other expenses incurred on account of claims by any person performing work or furnishing materials or supplies for Tenant or any person claiming under Tenant. For liens in excess of $10,000.00, Landlord may require, at Landlord's sole option, that Tenant shall provide to Landlord, at Tenant's sole cost and expense, a lien and completion bond in an amount equal to One Hundred Fifty Percent (150%) times any and all estimated cost of any improvements, additions, or alterations in the Premises, to insure Landlord against any liability for mechanics' and materialmen's liens and to insure completion of the work. 11.5 No Removal of Tenant Improvements and Fixtures: Any alterations, additions or improvements to the Premises, including but not limited to wall covering, paneling, and built in cabinet work, but excepting movable furniture and trade fixtures, shall on the expiration of the Term become a part of the Shopping Center and belong to the Landlord and shall be surrendered with the Premises. Upon the expiration, or sooner termination hereof, Landlord may, by written notice, require Tenant, at Tenant's sole cost and expense, forthwith and with all due diligence to remove any and/or all alterations, additions, or improvements made by Tenant and return Premises to its original condition (which may include removal of telephone and network wiring installed therein by Tenant); and Tenant shall, no later than ten (10) days after termination, and with all due diligence at its sole cost and expense, repair any damage to the Premises caused by such removal. At Tenant's written request, Landlord will notify Tenant in writing, within ten (10) business days upon request of Tenant, upon approval of Tenant's alterations whether Landlord will require their removal after the expiration of the Lease. If no response is received by Tenant from Landlord, the Landlord shall be deemed to have consented to the alterations without any requirement to remove at the expiration of the Term. 11.6 Removal of Trade Fixtures and Personal Property: All movable partitions, business and trade fixtures, machinery and equipment, communications equipment and office equipment located in the Premises and acquired by or for the account of Tenant, without expense to Landlord, which can be removed without structural damage to the Building, and all furniture, furnishings and other articles of movable personal property owned by Tenant and located in the Premises (collectively "Tenant's Property") shall be and shall remain the Property of Tenant and may be removed by Tenant at any time during the Term; provided that if any of Tenant's Property is removed, Tenant shall promptly repair any damage to the Premises or to the Building resulting from such removal. 20 DOCS45151959-v5 12. ELECTRICAL AND TELECOMMUNICATIONS WIRING 12.1 Installation and Modification: Tenant shall not alter, modify, add to or disturb any electrical or telecommunications wiring or cabling in any portion of the Building without Landlord's prior written consent. At the time of expiration or termination of this Lease or, upon written request of Tenant, at the time of giving consent to the installation of wiring, Landlord will inform Tenant in writing and within ten (10) business days upon request of Tenant, whether, upon expiration or termination of this Lease, Landlord will (a) require the removal and restoration of such wiring, or (b) allow Tenant to leave such wiring in place. If no response is received by Tenant from Landlord, the Landlord shall be deemed to allow Tenant to leave such wiring in place. 12.2 Removal of Electrical and Telecommunications Wires: Unless Landlord has elected to allow Tenant to leave wiring in place, upon expiration or termination of this Lease, Tenant shall remove all electrical and telecommunication wiring installed by Tenant and shall restore all such wiring to their condition upon completion of approved initial improvements in the Premises made prior to Tenant opening for business 13. INSURANCE 13.1 Landlord's Insurance: Throughout the Term, including any Renewal Term, Landlord shall keep and maintain fire and extended coverage (broadest form customarily available) property insurance relating to the Shopping Center and the appurtenances thereto, on an occurrence basis, in an amount not less than eighty percent (80%) of the full replacement cost of the Shopping Center together with standard form Landlord's liability insurance with coverage on an occurrence basis of not less than Two Million Dollars ($2,000,000) combined single limit for bodily injury or death and property damage. Landlord may maintain the coverage required by this section under a blanket or umbrella policy. 13.2 Tenant's Insurance: Tenant shall maintain throughout the Term, including any Renewal Term, commercial general liability insurance relating to the Premises and the appurtenances thereto, on an occurrence basis, including, but not limited to, contractual liability in connection with Tenant's indemnity of Landlord herein, with combined single limits of liability in the amount of Two Million Dollars ($2,000,000) for bodily injury or death and property damage. Tenant shall provide Landlord, as a condition to Landlord's obligation to tender possession of the Premises to Tenant, a certificate of insurance, in the form commonly referred to as the "Accord 27" form or its equivalent, evidencing said insurance and naming Landlord, or such other party as Landlord shall identify, as an additional insured. 13.3 Tenant's Personal Property Insurance: Tenant shall also maintain throughout the Term, including any Renewal Term, personal property insurance, for full replacement value, relating to all personal property of Tenant or Tenant's Parties located or kept on the Premises. Tenant shall provide Landlord, prior to the commencement of this Lease, with a certificate of insurance evidencing said insurance. 13.4 Notice of Cancellation: Each policy of insurance required of Tenant hereunder shall include a Notice of Cancellation endorsement, providing for notice to Landlord for cancellation or nonrenewal, If Tenant fails to maintain insurance as required herein then, in addition to the other rights and remedies of Landlord under this Lease, and regardless of notice to 21 DOCS -#5151959-v5 Landlord by Tenant's insurer, Landlord will have the following rights: (a) declare this Lease to be in default if Tenant fails to obtain replacement coverage after 10 days' written notice from Landlord; (b) obtain coverage on Tenant's behalf, in which case the premiums for such insurance, together with reimbursement to Landlord for Landlord's time, costs, and expenses incurred in obtaining such coverage, shall be immediately due and owing to Landlord as additional Rent; and (c) require Tenant to indemnify, defend and hold Landlord harmless of and from any claim or loss or that would have been insured had Tenant maintained the required coverage, as if Tenant was a self -insurer. 13.5 Waiver of Subrogation: To the extent not prohibited by or violative of any policy of insurance issued to Landlord or Tenant, each parry hereto waives the right to maintain a direct action against the other for damages covered by the respective insurance policies, whether or not such policies are actually in full force or effect at the time of any such claim. Such mutual waiver of subrogation shall apply only to the extent that proceeds are actually receivable under the policy or policies in question and shall not apply to any portion of any claim which is not covered by the insurer by reason of a loss deductible provisions or a denial of coverage. 14. INDEMNIFICATION AND LIMITATIONS ON LIABILITY; SECURITY 14.1 Tenant's Duty: Tenant shall indemnify, protect, defend, and hold Landlord harmless against and from any and all liability, claims, actions, or proceedings of any kind for loss or damage to property, or for any injury to or death of any person, arising out of: (a) Tenant's use and occupancy of the Premises, or any work, activity or other things allowed or suffered by Tenant to be done in, on or about the Premises, the Building or the Shopping Center; (b) any breach or default by Tenant of any of Tenant's obligations under this Lease; or (c) any theft or other negligent or wrongful act or omission by Tenant, its agents, employees, invitees or contractors (each a "Tenant Party"). Tenant shall at Tenant's expense, and by counsel selected by Landlord (subject to approval of applicable insurer(s) which have accepted coverage unconditionally and without reservation), defend Landlord in any action or proceeding arising from any such claim and shall indemnify Landlord against all costs, reasonable attorney's fees, expert witness fees and any other expenses incurred in such action or proceeding. 14.2 Landlord's Duty; Limits on Landlord's Liability: Landlord will indemnify and hold Tenant harmless of and from any and all liability, claims, actions, or proceedings of any kind for loss or damage to property, or for any injury to or death of any person, arising out of (a) an uncured breach or default by Landlord of any of Landlord's obligations under this Lease, or (b) Landlord's gross negligence or intentional conduct. As material consideration to Landlord, Tenant agrees that, except as specifically set forth in the preceding sentence, Landlord shall not be liable to Tenant for any damage to Tenant or Tenant's Property from any cause, and Tenant waives all claims against Landlord for damage to persons or property arising for any reason. 14.3 Security: Landlord does not represent or warrant that the Premises will be kept secure from intrusion by third parties. Although there are locks on the exterior doors and Landlord may elect from time to time to provide a lobby attendant during Business Hours, Tenant acknowledges that the Building is large and contains many other tenants and occupants with numerous people coming and going at all hours of the day and night, often carrying computer equipment and other valuable property. In addition, although Landlord does not permit this behavior, from time to time tenants and occupants of the Building will prop doors open or 22 DOCS -45151959-v5 otherwise circumvent locks for the convenience of their guests or invitees. For all of these reasons and others not foreseeable by Landlord, Tenant is solely responsible for the security of its Premises. 15. DAMAGE OR DESTRUCTION 15.1 Partial Damage: In the event of damage to the Premises, access to the Premises or the common areas of the Shopping Center, except those caused by a negligent or willful act or omission of Tenant, Landlord may, at Landlord's option, either: 15.1.1 diligently commence and execute repair of such damage at Landlord's expense, in which event this Lease shall continue in full force and effect; or 15.1.2 give written notice to Tenant within ninety (90) days after the date of occurrence of such damage of Landlord's intention not to repair such damage, in which event either party will have the right to cancel and terminate this Lease as of the date of the occurrence of the damage. In the event Landlord elects to terminate this Lease pursuant to this section, Tenant shall have the right within ten (10) days after receipt of the required notice to notify Landlord in writing of Tenant's intention to repair such damage at Tenant's expense, without reimbursement from Landlord, in which event this Lease shall continue in full force and effect, and Tenant shall diligently commence and execute such repairs. If Tenant does not give such notice within the ten (10) day period, this Lease shall be canceled and terminated as of the date of the occurrence of such damage. 15.2 Total Destruction: If the Premises are totally destroyed during the Term of this Lease from any cause whether or not covered by the insurance required under this Lease (including any destruction required by any authorized public authority), this Lease shall automatically terminate as of the date of such total destruction. 15.3 Damage Near End of the Term: If the Premises are partially destroyed or damaged during the last six (6) months of the Term of this Lease, either party to this Lease may terminate this Lease as of the date of occurrence of such damage by giving written notice to the other of such election to do so within thirty (30) days after the date of occurrence of such damage. 15.4 Tenant's Improvements and Property: Landlord shall not be required to repair or replace any alterations, improvements, or additions installed in the Premises by Tenant, any personal property owned by Tenant or Tenant's Parties, or any improvements or additions subject to reimbursement by Tenant for which full payment has not been made. 15.5 Abatement of Rent, Tenant's Remedies: If the Premises are partially destroyed or damaged, the Rent payable hereunder shall be abated in proportion to the extent to which Tenant's use of the Premises is impaired. Except for abatement of Rent, if any, or to the extent that such casualty is caused by Landlord's gross negligence or willful misconduct, Tenant shall have no claim against Landlord for any damage suffered by reason of any such damage, destruction, repair or restoration. 23 DOCS45151959-v5 16. CONDEMNATION 16.1 If the Premises or any portion thereof are taken under the power of eminent domain, or sold by Landlord to a public authority under the threat of the exercise of said power (all of which is herein referred to as "Condemnation"), this Lease shall terminate as to the part so taken as of the date the condemning authority takes title or possession, whichever occurs first. If portions of the Shopping Center necessary for reasonable access to the Premises or more than twenty-five percent of the Premises is taken by condemnation, either Landlord or Tenant may terminate this Lease, as of the date the condemning authority takes possession, by notice in writing of such election within twenty (20) days after Landlord shall have notified Tenant of the taking, or in the absence of such notice then within twenty (20) days after the condemning authority shall have taken possession. 16.2 All awards for the taking of any part of the Premises or any payment made under the threat of the exercise of compensation for diminution of value of a leasehold or for the taking of the fee or as severance damages shall be payable to Landlord; provided, however, that Tenant shall be entitled to any award for loss of or damage to Tenant's trade fixtures, loss of business, removable personal property. and any other claims it may have. 16.3 If this Lease is not terminated then it shall remain in full force and effect as to the portion of the Premises remaining, provided the Base Rent and Tenant's Percentage Share shall be reduced in proportion to the portion of the Premises or Property taken by condemnation. In the event this Lease is not so terminated then Landlord shall, at Landlord's sole cost, but only to the extent of compensation or severance damages actually received by Landlord in connection with such condemnation, restore the Premises, common areas or access to the Premises to the quality and character as existed prior to the condemnation as soon as reasonably possible and rent shall abate accordingly. 17. ASSIGNMENT AND SUBLETTING 17.1 Except as provided below, Tenant shall not mortgage, pledge, hypothecate or encumber this Lease or any interest therein. 17.2 Tenant shall not assign this Lease or sublet, or suffer any other person (the agents, employees, agents, invitees, licensees and servants of Tenant excepted) to occupy or use, the Premises, or any part thereof, or any right or privilege appurtenant thereto (a) when Tenant is in default of an obligation under this Lease, or (b) at any time without the prior written consent of Landlord, which consent shall not unreasonably be withheld or delayed. Landlord's consent to one assignment or subletting shall not be deemed to be a consent to any subsequent assignment or subletting, nor shall Landlord's consent release Tenant from any of its obligations under this Lease unless such consent expressly so provides. Any assignment, subletting, occupation or use without the consent of Landlord shall be void and, at the option of Landlord, shall terminate this Lease. Any assignment or sublease of 50% or more of the Premises through the end of the Initial Term shall terminate any option(s) or right(s) of fust refusal. 17.3 In the event Tenant desires to sublet or assign all or part of the Premises, Tenant shall provide in writing to Landlord a transfer notice ("Transfer Notice") notifying Landlord of its intent to sublet all or a part of the Premises and setting forth the terms and conditions on which 24 DOCS45151959-0 Tenant proposes to do so. The Transfer Notice shall be accompanied by a copy of the written sublease or assignment agreement signed by the proposed subtenant or assignee, together with the most recent annual and quarterly financial statements of the proposed subtenant or assignee. Tenant shall furnish to Landlord, upon Landlord's reasonable request, any other financial or other information concerning the proposed subtenant or assignee which would be of assistance in Landlord's review of the Transfer Notice. Tenant shall pay all of Landlord's reasonable out-of- pocket expenses, including reasonable attorneys' fees, incurred in connection with Landlord's review of a Transfer Notice. 17.4 Within thirty (30) days of receipt of the Transfer Notice and the other required documents, Landlord has the option, in Landlord's sole and absolute discretion, by written notice to Tenant ("Recapture Notice"), to: (a) terminate this Lease as to the portion of the Premises which is subject to the sublease or assignment agreement; or, at Landlord's option, if the portion of the Premises which is subject to the sublease comprises fifty percent (50%) or more of the total Premises square footage, terminate this entire Lease; or (b) sublet from Tenant any portion of the Premises proposed by Tenant to be sublet or assigned, for the term for which such portion is proposed to be sublet or assigned, either: (i) at the same Rent (including escalation as provided for above) as Tenant is required to pay to Landlord under this Lease for the same space, computed on a pro rata of square footage basis; or, (ii) the rent the proposed subtenant or assignee is required to pay under the sublease or assignment agreement. In addition to the foregoing, Landlord may elect at any time to assume any sublease of 50% or more of the Premises such that the sublease becomes a direct lease between such sub -tenant and Landlord; provided that if Landlord makes such an election it will be obligated to demise the portion occupied of the Premises by Tenant from the portion of the Premises occupied by the subtenant. Tenant's failure to vacate and surrender possession of the portion of the Premises subject to the Recapture Notice in sufficient time to enable the new tenant or subtenant to take occupancy within the time set forth in the Transfer Notice shall constitute a material default of this Lease giving Landlord the right, in addition to all other rights, to immediately terminate the entire Lease and recover all damages occasioned thereby, including, without limitation, any lost revenue from the proposed replacement tenant. 17.5 If Landlord declines or fails to timely deliver a Recapture Notice, Landlord shall have no further right to sublet or recapture said subject space under the particular Transfer Notice. However, any sums or other economic consideration received by Tenant as a result of any assignment or subletting, however denominated under the assignment or sublease, which exceed, in the aggregate: (a) the total sums which Tenant is obligated to pay Landlord under this Lease (prorated to reflect obligations allocable to any portion of the Premises subleased); plus (b) any real estate brokerage commissions or fees payable in connection with such assignment or subletting, shall be paid to Landlord as additional Rent under this Lease without affecting or reducing any other obligations of Tenant hereunder. 17.6 No interest of Tenant in this Lease shall be assignable by involuntary assignment through operation of law (including without limitation the transfer of this Lease by testacy or intestacy). Each of the following acts shall be considered an involuntary assignment: (a) if Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or institutes proceedings under the Bankruptcy Act in which Tenant is the bankrupt; or if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; or (b) if a writ of attachment or execution is levied on this Lease; or (c) if in any proceeding or action 25 DOCS45151959-v5 to which Tenant is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Lease, in which case this Lease shall not be treated as an asset of Tenant. 17.7 No subletting or assignment shall release Tenant of Tenant's obligations under this Lease or alter the primary liability of Tenant to pay the Rent and to perform all other obligations to be performed by Tenant hereunder. The acceptance of Rent by Landlord from any other person shall not be deemed to be a waiver by Landlord of any provision hereof. Landlord's consent to one assignment or subletting shall not be deemed to be consent to any subsequent assignment or subletting, nor shall Landlord's consent release Tenant from any of its obligations under this Lease unless such consent expressly so provides. In the event of default by an assignee or subtenant of Tenant or any successor of Tenant in the performance of any of the terms hereof, Landlord may proceed directly against Tenant without the necessity of exhausting remedies against such assignee, subtenant or successor. 17.8 In no event shall Tenant assign this Lease or sublet the Premises or any portion thereof to any then -existing tenant of the Building or Property. 17.9 Intentionally Deleted. 18. DEFAULT 18.1 By Tenant: The occurrence of any one or more of the following events shall constitute a default and breach of the Lease by Tenant. 18.1.1 Failure of Tenant to sign an estoppel certificate or a subordination agreement when required under the terms of this Lease. 18.1.2 The failure of Tenant to timely vacate and surrender possession of the Premises upon termination or expiration of Tenant's right thereto or expiration or termination of this Lease. 18.1.3 The failure by Tenant to make any payment of Rent or any other payment required to be made by Tenant to Landlord hereunder, as and when due, where such failure shall continue for a period of five (5) days after written notice thereof by Landlord to Tenant. 18.1.4 The failure of Tenant to make any payment or to perform any obligation owing to Landlord under any other agreement or contract between Landlord and Tenant, as and when such payment or performance is due. 18.1.5 Becoming insolvent; or the making by Tenant of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant of a petition to have Tenant adjudged bankrupt, or a petition or reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant's 26 DOCS -95151959-v5 assets located at the Premises or of Tenant's interest in this Lease, where such seizure is not discharged in thirty (30) days. 18.1.6 The failure of Tenant to promptly and fully observe or perform any other covenant, condition or obligation of this Lease and such failure shall continue for the period stated with respect to such obligation or, if no period is stated, a period of twenty (20) days after written notice thereof by Landlord to Tenant; provided, however, that if the nature of Tenant's default is such that more than twenty (20) days are required, in Landlord's reasonable judgment, for its cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within said twenty (20) day period and thereafter diligently prosecutes such cure to completion. 18.2 By Landlord: The failure by Landlord to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by the Landlord shall constitute a default and breach of this Lease by Landlord where such failure shall continue for a period of thirty (30) days after written notice thereof by Tenant unless said failure shall materially prevent Tenant's use and quiet enjoyment of the Premises, in which case the period shall be three (3) business days (a "Material Quiet Enjoyment Default"). By way of illustration, conditions which shall constitute a Material Quiet Enjoyment Default shall include: (a) a complete failure of electrical power caused by a malfunction of equipment which Landlord is obligated to maintain, but not by reason of conditions beyond Landlord's control, such as a so-called `rolling blackout," a general loss of power to the Shopping Center, or a malfunction of Tenant's equipment which causes the loss of electrical power; and (b) a collapse or failure of all or substantially all of the roof over the Premises, but not simply a leak which admits water in quantities small enough to be captured and contained in a bucket, drum or other vessel pending repairs. If the nature of Landlord's performance is such that it cannot reasonably be completed within said thirty (30) or two (2) business days, as applicable, then Landlord shall not be deemed to be in default if Landlord shall commence such acts within the period herein set forth and thereafter diligently prosecute such cure to completion. 19. REMEDIES IN DEFAULT 19.1 Liability of Tenant: In the event of any Default by Tenant, Landlord may at any time thereafter, with or without further notice or demand and without limiting Landlord in the exercise of a right or remedy which Landlord may have by reason of such Default now or later allowed by law, including, but not limited to: 19.1.1 If there is a Letter of Credit, exercise Landlord's rights under the Letter of Credit (provided, however, that if Landlord's rights under the Letter of Credit are not limited to the existence of a Default, this Section 19 shall not limit or restrict such rights); 19.1.2 Recover from Tenant all damages incurred by Landlord by reason of Tenant's Default including, but not limited to: the cost of recovering possession of the Premises; expenses of re -letting, including broker's commissions and necessary renovation and alteration of the Premises; the remaining unamortized value of any Tenant Improvement costs paid by Landlord and any brokerage commission paid in connection with this Lease, amortized over the life of the Initial Term; consequential damages where such damages reflect the loss of a new tenant or a financing which is caused by reason of 27 DOCS45151959-0 delay in Tenant's surrender of possession or loss of financing which is caused by Tenant's delay in execution of an estoppel certificate or subordination agreement; 19. 1.3 Terminate Tenant's right to possession of the Premises by any lawful means and with prior written notice to Tenant, in which case this Lease shall terminate, and Tenant shall immediately surrender possession of the Premises to Landlord. In such event Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's default including, but not limited to, the cost of recovering possession of the Premises; expenses of reletting, including necessary renovation and alteration of the Premises, reasonable attorney's fees, any real estate commission actually paid; and the worth at the time of award of the amount by which the unpaid Base Rent for the balance of the Term after the time of such award exceeds the amount of such rental loss for the same period that Tenant proves could be reasonably avoided; 19.1.4 Maintain Tenant's right to possession, in which case this Lease shall continue in effect whether or not Tenant shall have abandoned the Premises. In such event Landlord shall be entitled to enforce all of Landlord's rights and remedies under this Lease, including the right to recover the Rent as it becomes due hereunder; 19.1.5 If Tenant has failed to perform an affirmative duty or obligation, within twenty (20) days after written notice (or in the case of an emergency without notice), Landlord may, at its option, perform such duty or obligation on Tenant's behalf, including but not limited to the obtaining of reasonably required bonds, insurance policies or governmental licenses, permit or approvals. The costs and expenses of any such performance by Landlord shall be due and payable by Tenant upon receipt of invoice therefor. Landlord shall not be liable to Tenant or Tenant's customers for any loss of use of the Premises, inconvenience or disruption to Tenant's business activities caused by Landlord's actions in accordance with this Section 19.1.5; and 19.1.6 Pursue any other remedy now or hereafter available to Landlord under the laws or judicial decision of the State in which the Premises are located. 19.2 Liability of Landlord: 19.2.1 In the event of a Material Quiet Enjoyment Default that Landlord has not commenced to cure within three (3) business days of notice to Landlord, Tenant may effect a repair of such condition. Landlord will reimburse Tenant for the reasonable cost of such repair, provided that, in no event may Tenant offset or deduct any such amount from any payment of Rent. 19.2.2 Except as stated in paragraph 19.2.1, above, or in instances of gross negligence or willful misconduct, Landlord's liability to Tenant shall be limited to a partial or total abatement of Rent based upon the level to which Tenant's quiet enjoyment of the Premises is prevented by Landlord's default. Landlord shall not be liable to Tenant, or anyone claiming through or on behalf of Tenant, for any special, indirect or consequential damages, including, without limitation, lost profits or revenues. In no event shall any individual partner, officer, shareholder, trustee, beneficiary, director, manager, member or similar party, of either party be liable to the other patty, or anyone claiming by through or 28 DOCS 45151959-v5 under the other party for the performance of or by a party under this Lease or any amendment, modification or agreement with respect to this Lease. 19.3 Limit Based Upon Entity Status: In consideration of the benefits accruing hereunder, Tenant agrees that, in the event of any actual or alleged failure, breach or default of this Lease by Landlord, if Landlord is a partnership, an LLC, or a corporation, and except as may be otherwise allowed by law: 19.3.1 The sole and exclusive remedy shall be against the partnership, the LLC, or the corporation and its assets; 19.3.2 No partner, member, or owner of Landlord shall be sued or named as a party in any suit or action; 19.3.3 No service of process shall be made against any partner, member or owner of Landlord; 19.3.4 No partner, member or owner of Landlord shall be required to answer or otherwise plead to any service or process; 19.3.5 No judgment may be taken against any partner, member or owner of Landlord; 19.3.6 Any judgment taken against any partner, member or owner of Landlord shall be vacated and set aside at any time without hearing; 19.3.7 No writ of execution will ever be levied against the assets of any partner, member or owner of Landlord; 19.3.8 These covenants and agreements are enforceable both by Landlord and also by any partner, member or owner of Landlord. 19.3.9 Tenant agrees that each of the foregoing provisions shall be applicable to any covenant or agreement either expressly contained in this Lease or imposed by statute or at common law. 20. ESTOPPEL CERTIFICATE 20.1 Tenant shall at any time and from time to time, upon not less than ten (10) days' prior written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing: 20. 1.1 certifying that this Lease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Lease as so modified is in full force and effect), and the date to which the rental and other charges are paid in advance, if any; 20.1.2 acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the part of Landlord, or specifying such defaults if any are claimed; and 29 DOCS -45151959-v5 20.1.3 responding to any other reasonable question or request of the party seeking the certificate. 20.2 Any such statement may be relied upon by any third party identified by the party requesting such statement. 20.3 Failure to deliver this certificate to Landlord within ten (10) days shall be conclusive upon Tenant that this Lease is in full force and effect and has not been modified except as may be represented by Landlord, and that there is no default by Landlord. 21. SUBORDINATION 21.1 Without the necessity of any additional document being executed by Tenant for the purpose of effecting a subordination, and at the election of Landlord or any mortgagee or any beneficiary of a deed of trust with a lien on the Shopping Center or any ground lessor with respect to the Shopping Center, this Lease shall be subject and subordinate at all times to: (a) all ground leases or underlying leases which may now exist or hereafter be executed affecting the Shopping Center; and (b) the lien of any mortgage or deed of trust which may now exist or hereafter be executed in any amount for which the Shopping Center, the Building, any ground leases or underlying leases, or Landlord's interest or estate in any of said items is specified as security. In the event that any ground lease or underlying lease terminates for any reason or any mortgage or deed of trust is foreclosed or a conveyance in lieu of foreclosure is made for any reason, Tenant shall, notwithstanding any subordination, attom to and become the tenant of the successor in interest to Landlord, at the option of such successor in interest. 21.2 Tenant covenants and agrees to execute and deliver, within ten (10) days of written demand from Landlord, and in the form requested by Landlord, any additional documents evidencing the priority or subordination of this Lease with respect to any such ground lease or underlying leases or the lien of any such mortgage or Deed of Trust. 21.3 Upon written request of the Landlord, or any first mortgagee or first deed of trust beneficiary of Landlord, Tenant will in writing subordinate its rights hereunder to the lien of any first mortgage, or first deed of trust to any bank, insurance company or other lending institution, now or hereafter in force against the land and Building, of which the Premises are a part, and upon any Buildings hereafter placed upon the land, of which the Premises are a part, and to all advances made or hereafter to be made upon the security thereof. Landlord will use good faith efforts to cause any mortgagee or first deed of trust beneficiary to agree that so long as Tenant is not in default of its obligations under the Lease, the Lease will not be terminated and Tenant's possession of the Premises will not be disturbed by the termination or foreclose against the land or Building. 22. NOTICE Any notice shall be in writing and served either personally or sent by prepaid certified first-class mail, overnight delivery service, fax, e-mail or courier addressed as set forth in Section 1. Either party may change its address by notification to the other party. Notice by mail shall be deemed to be communicated five (5) business days from the date of mailing. Notice by overnight delivery service shall be deemed to be communicated three (3) business days from the date of shipping. Notice by fax with a follow-up telephone call, e-mail, or courier shall be deemed to be communicated one (1) business days from the date of transmittal. 30 DOCS -45151959-0 23. WAIVER No delay or omission in the exercise of any right or remedy by Landlord shall impair such right or remedy or be construed as a waiver. Landlord's consent to or approval of any act by Tenant requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Tenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of the Lease. 24. RULES AND REGULATIONS Tenant shall faithfully observe and comply with (and cause its agents, contractors, employees and invitees to comply with) the rules and regulations, indicated on Exhibit A attached hereto that Landlord shall from time to time promulgate. Landlord reserves the right from time to time to make all reasonable additions and modifications to said rules, provided that no modification can increase the amount of Rent payable by Tenant under this Lease, decrease the square footage of or access to the Premises, or materially decrease the other services or benefits available to Tenant under this Lease. The additions and modifications to those rules shall be binding upon Tenant upon delivery to Tenant. Landlord shall not be responsible to Tenant for the nonperformance of any said rules by any other tenants or occupants of the Building. 25. AUTHORITY OF TENANT; TENANT RECORDS 25.1 Corporate Authority. If Tenant is a corporation, limited liability company, partnership, or other fictitious business entity, each individual executing this Lease on behalf of Tenant represents and warrants that he is duly authorized to execute and deliver this Lease on behalf of Tenant, in accordance with the formation and operating documents of Tenant, and that this Lease is binding upon Tenant in accordance with its terms. 25.2 Sales Reports. On or before the 20th day of the second calendar month of the Lease Term, and on or before the 20th day of each calendar month thereafter to and including the calendar month following the termination of this Lease, Tenant shall deliver to Landlord a monthly estimated statement of Gross Sales during the preceding calendar month. 25.3 Audit. Intentionally Deleted. 25.4 Preservation of Records. Intentionally Deleted. 26. AGENTS It is understood and agreed that any person who executes this Lease on behalf of Landlord shall do so solely in their capacity as Landlord's Agent. Said Agent shall not be obligated to perform any of the terms, conditions or covenants to be performed by Landlord herein, nor in any way be liable hereunder. 27. BROKERS All commission agreements will be handled outside this Lease. Landlord may have an existing commission agreement in place and Landlord will be solely responsible for any commissions due 31 DOCS -45151959-v5 under such commission agreement. Tenant and Landlord shall each indemnify and hold each other harmless from any cost, expense or liability (including costs of suit and reasonable attorneys' fees) for any compensation, commission or fees claimed by any real estate broker or agent in connection with this Lease or its negotiation by reason of any act of the other. If this Lease shall be terminated because of Tenant's default hereunder, Tenant shall be liable to Landlord for all unamortized portions of any broker's commission paid by Landlord in connection with this Lease. 28. GOVERNMENT ENERGY OR UTILITY CONTROLS In the event of imposition of federal, state or local government controls, rules, regulations, or restrictions on the use or consumption of energy or other utilities at the Premises during the Term, both Landlord and Tenant shall be bound thereby. In the event of a difference in interpretation by Landlord and Tenant of any such controls, the interpretation of Landlord shall prevail, and Landlord shall have the right to enforce compliance therewith, including the right of entry into the Premises to effect compliance. 29. MISCELLANEOUS PROVISIONS 29.1 Time of Essence: Time is of the essence of each provision of this Lease 29.2 Landlord's Consent: Except where otherwise stated to the contrary, where any matter is conditioned upon consent by Landlord, (a) such consent shall not be valid unless given in writing, and (b) such consent shall not unreasonably be withheld or conditioned. 29.3 Landlord's Successors: In the event of a sale or conveyance by Landlord of the Shopping Center, the same shall operate to release Landlord from any further liability under this Lease, and in such event Landlord's successor in interest shall be solely responsible for obligations under this Lease. 29.4 Interpretation: This Lease shall be construed and interpreted in accordance with the laws of the state in which the Premises are located. When required by the context of this Lease, the singular shall include the plural, and the masculine shall include the feminine and/or neuter. "Party" shall mean Landlord or Tenant. The enforceability, invalidity or illegality of any provision shall not render the other provisions unenforceable, invalid or illegal. Any ambiguity shall not be interpreted against any party hereto. Deletions or strikeouts from the original text shall not be used in interpreting the meaning of the remaining text. 29.5 Addenda: If any provision contained in an addendum to this Lease is inconsistent with any other provision herein, the provision contained in the addendum shall control, unless otherwise provided in the addendum. 29.6 Tenant's Representations and Warranties: All representations and warranties by Tenant, as well as all agreements by Tenant to indemnify or hold Landlord harmless, shall survive the termination or expiration of this Lease. 29.7 Attorneys' Fees: In the event of any action or proceeding brought by either party against the other under this Lease the prevailing party shall be entitled to recover all costs and expenses, including reasonable attorneys' fees, incurred on account of such action or proceeding. 32 DOCS -45151959-v5 29.8 Changes Requested by Lender: Neither Landlord nor Tenant shall unreasonably withhold its consent to changes or amendments to this Lease requested by the lender on Landlord's interest, so long as these changes do not alter the basic business terms of this Lease or otherwise materially diminish any rights or materially increase any obligations of the party from whom consent to such charge or amendment is requested. 29.9 Consent: Notwithstanding anything contained in this Lease to the contrary, Tenant shall have no claim, and hereby waives the right to any claim against Landlord for money damages by reason of any refusal, withholding or delaying by Landlord of any consent, approval or statement of satisfaction, and in such event, Tenant's only remedies therefor shall be an action for specific performance, injunction or declaratory judgment to enforce any right to such consent, etc. 29.10 Counterparts: This Lease may be executed in multiple counterparts, all of which shall constitute one and the same Lease. 29.11 Cumulative Remedies: No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 29.12 Delay in Enforcement: Landlord may delay the enforcement or fail to enforce any or all of its rights under this Lease without waiving or relinquishing any or all of those rights. 29.13 Execution of Lease; No Option: The submission of this Lease to Tenant shall be for examination purposes only and does not and shall not constitute a reservation of or option for Tenant to lease, or otherwise create any interest of Tenant in the Premises or any other premises within the Building. Execution of this Lease by Tenant and its return to Landlord shall not be binding on Landlord notwithstanding any time interval, until Landlord has in fact signed and delivered this Lease to Tenant. 29.14 Furnishing of Financial Statements; Tenant's Representations: In order to induce Landlord to enter into this Lease Tenant agrees that it shall promptly furnish Landlord, from time to time, but not more than once per calendar year, upon Landlord's reasonable written request, with a copy of its most current annual financial statements reflecting Tenant's current financial condition. Tenant represents and warrants that all financial statements, records and information furnished by Tenant to Landlord in connection with this Lease are true, correct and complete in all respects. 29.15 Inability to Perform/Force Majeure: This Lease and the obligations of either party hereunder shall not be affected or impaired because either party is unable to fulfill any of its obligations hereunder or is delayed in doing so, if such inability or delay is caused by reason of strike, labor troubles, extraordinary interruption by a natural cause, such as a flood or earthquake, that by experience, prescience, or care cannot reasonably be foreseen or predicted, inability to procure materials, earthquake, failure of power, restrictive governmental law or regulations, riots, insurrection, war, unforeseen concealed conditions, unusually severe weather or other reason of a Re nature not the fault of the party so delayed, hindered or prevented from performance. In any event, this Section shall be limited to such parties' inability to perform any such act for a period of one hundred eighty (180) days. 29.16 Joint Obligation: If there are more than one Tenant the obligations hereunder imposed upon Tenants shall be joint and several. 33 DOCS -#5151959-v5 29.17 Marginal Headings: The marginal headings and titles to the Sections of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part hereof. 29.18 Name: Tenant shall not use the name of the Building or the development in which the Building is situated for any purpose other than as an address of the business to be conducted by the Tenant in the Premises. 29.19 Plats and Riders: Clauses, plats and riders, if any, signed by the Landlord and the Tenant and endorsed on or affixed to this Lease are a part hereof. 29.20 Prior Agreements: This Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Lease, and no prior agreements or understanding pertaining to any such matters shall be effective for any purpose. No provision of this Lease may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successors in interest. 29.21 Recordation: Neither Landlord nor Tenant shall record this Lease or a short form memorandum hereof without the prior written consent of the other parry. 29.22 Separability: Any provision of this Lease which shall prove to be invalid, void, or illegal shall in no way affect, impair or invalidate any other provision hereof and such other provision shall remain in full force and effect. 29.23 Successors and Assigns: The covenants and conditions herein contained, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of the parties hereto. [SIGNATURES ON FOLLOWING PAGE] 34 DOCS45151959-v5 11.1No11 HK Andover, LLC 35 DOCS -#5151959-v5 TENANT E Cig & Tobacco, LLC By: EXHIBIT"A" PREMISES A-1 DOCS -#5151959-v5 EXHIBIT "B" RULES AND REGULATIONS Rules and Regulations 1. All deliveries are to be made to designated service or receiving areas and Tenant shall request delivery trucks to approach their service or receiving areas by designated service routes and drives and shall not block the drives. Merchandise being received shall immediately be moved into the Premises. 2. Tenant and Tenant's employees, invitees, vendors and delivery and package services shall not block the rear alley of the building between the hours of 7:00 AM to 5:30 PM Monday through Friday and 8:00 AM to 12:00 Noon on Saturday. 3. No parking or storing of automobiles, motorcycles, trailers, trucks, tractor- trailers or anything else will be permitted on the property. 4. Tenant is responsible for its own janitorial service to its Premises. 5. Tenant or Landlord will provide trash/ refuse containers, with lids for their own use. No hazardous materials storage or disposal shall be conducted on the property. Tenant shall not dispose of any items in sinks or commodes that they are not intended to be used for. The Premises of Tenant, including vestibules, entrances and returns, doors, fixtures, windows and plate glass, shall be maintained in a safe, neat and clean condition. 6. Except, as otherwise permitted under this Lease, Tenant shall not permit or suffer any advertising medium to be placed on exterior walls, on the sidewalks or on the parking lot areas or light poles. No permission expressed or implied is granted to exhibit or display any banner, pennant, sign, and trade or seasonal decoration of any size, style or material within the property or outside the Premises. 7. Tenant shall not permit or suffer the use of any advertising medium which can be heard or experienced outside of the Premises or on the property, including, without limiting the generality of the foregoing, flashing lights, searchlights, loud speakers, phonographs, radios, television or videos. No radio, television, video, satellite or other communication antenna equipment device is to be mounted, attached, or secured to any part of the building, roof, exterior surface, or anywhere outside the Premises, unless Landlord has previously given its written consent. 8_ Tenant shall not permit or suffer merchandise or any kind at any time to be placed, exhibited or displayed outside its Premises, nor shall Tenant use the exterior sidewalks or exterior walkways of the property or its Premises to display, store or place any merchandise. No sale of merchandise by tent sale, truckload sale or the like shall be permitted on the parking lot or other areas within the property. 9. Tenant shall not permit or suffer any portion of the Premises to be used for lodging purposes. B-1 DOCS45151959-v5 10. Tenant shall not, in or on any part of the project: (a) Vend, peddle or solicit orders for sale or distribution of any merchandise, device, service, periodical, book, pamphlet or other matter whatsoever. (b) Exhibit any sign, placard, banner, notice or other written material. (c) Distribute any circular, booklet, handbill, placard or other material. (d) Solicit membership in any organization, group or association or contribution for any purpose. (e) Create a nuisance. (f) Use any common area for any purpose without prior approval. (g) Throw, discard or deposit any paper, glass or extraneous matter of any kind except in the designated receptacles, or create litter or hazards of any kind. (h) Deface, damage or demolish any sign, light standard or fixture, landscaping materials or other improvements within the project, or the property of customers, business invitees or employees situated within the project. 11. No dogs, cats, fowl or other animals shall be brought into or kept in or about the Premises or property without Landlords permission. 12. Tenant shall not emit any order or smell that is offensive, noxious, or that affects any other Tenant(s) or invitee to the property and the Premises. 13. Tenant and its employees, agents and invitees shall park their vehicles only in those parking areas designated by Landlord from time to time. 14. This is a no smoking building and property, thus there will be no smoking allowed in Tenant's Premises or in the building and Landlord reserves the right to limit smoking to certain areas outside the building or prohibit smoking altogether on the premises and property, at its sole discretion. 15. Tenant shall at all times assist Landlord in keeping the sidewalk free of debris, rubbish, leaves, and snow and ice. Landlord reserves the right to change these rules and regulations. B-2 DOCS -45151959-v5 EXHIBIT i°C" LANDLORD'S SIGNAGE CRITERIA A sign band has been included as a basic architectural feature in the center. The sign band has been located typically above the exterior storefront and canopy. Exceptions to this location occur where shown on the design drawings from Landlord. Approved signing may occur only within the area specified herein. Tenant shall identify its Premises by signage at its expense. Tenant shall install all signage subject to the following: A. GENERAL REQUIREMENTS. 1. One sign is allowed at each storefront elevation (i.e. -- the area directly above Tenant's main entrance door, and such area is no greater than 70% of the width of the Premises). 2. No sign, advertisement, notice, or other lettering shall be exhibited, inscribed, painted, or affixed on any part of any storefront or bulkhead except as specifically approved in writing by the Landlord. 3. All attachment devices, wiring, clips, transformers, lamps, tubes, and other mechanisms required for sign(s) shall be concealed. There are to be no exposed conduits or manufacturer's labels. 4. All signage shall connect to a common on-off control point designated and controlled by Landlord, to ensure that all signs are controlled together. B. ONLY THE FOLLOWING TYPES OF STOREFRONT SIGN(S) AND SIGN COMPONENTS AND DEVICE SHALL BE PERMITTED. Individual internally lit channel letter signs mounted on a raceway. C. INDIVIDUAL INTERNALLY ILLUMINATED SIGNS. Size: a. Maximum letter size shall be 30". Minimum letter size shall be 10". The size of signage is contingent upon approval of the City of Andover. b. Multiple rows are not to exceed 36" of total height, including space between rows. C. Minimum stroke shall be 2". C-1 DOCS -45151959-v5 d. Depth of letters shall be maximum 6". e. Total horizontal measurement of sign(s) shall not exceed 70% of the Lease space width. Total vertical measurement shall not exceed sixty percent (60%) of sign band height. f. Allowable sign area and clearances shall meet all the requirements of the local codes and ordinances. 2. Style: a. Shall be as approved by the Landlord. No logos will be permitted, unless specifically approved by the Landlord in writing. Colors and Materials: a. All colors are subject to Landlord approval. b. Neon tubing or LED lighting within letters. C. No exposed neon tube or LED lighting shall be used on exterior signage. d. .040 aluminum returns shall be dark Bronze. e. Face retainers of 1 " dark Bronze Jewelite trim cap. 4. Placement: Centered horizontally and vertically within sign band provided by Landlord 5. Mounting: Signs and/or letters will be mounted on a Building standard raceway that is painted to match the sign band color. The raceway shall be mounted directly onto the Building sign band fascia, at the elevation approved by Landlord. Pre- installed electrical boxes and conduits shall be used by Tenant for electrical feeds for their sign. No exposed cable or wiring shall be permitted. Tenant is responsible for the repair of any holes or damage made to the Building during installation or removal of Tenant's sign. If Tenant fails to complete such repairs, Landlord will repair and will bill Tenant for the cost of such repairs. D. PROCEDURE AND SCHEDULE FOR THE COMPLETION OF SIGN DRAWINGS. 1. Landlord's approval of Tenant's store layout drawings or working drawings shall not constitute approval of signs. Tenant shall submit to Landlord sign drawings and specifications. Sign drawings shall clearly show the location of each sign on C-2 DOCS -45151959-v5 each storefront or parapet elevation and indicate graphics, color, materials, and construction and attachment details. 2. Two (2) sets of sign shop drawings are to be submitted to Landlord for its written approval. Within a reasonable period after receipt of said sign shop drawings, Landlord shall return one (1) set of said sign shop drawings marked either "approved," "approved as noted," or "revise and resubmit." If said sign shop drawings are returned without Landlord's approval, the sign drawings shall be revised and resubmitted to Landlord for approval. 3. Landlord in its sole discretion, reserves the right to approve or not to approve any sign even if the aforementioned sign criteria are followed. C-3 DOCS -45151959-v5 EXHIBIT "D" LANDLORD'S WORK Landlord's Work Landlord will deliver the Premises to Tenant in "grey shell" condition, as defined below. As of the date that Landlord and Tenant agree that all of Landlord's Work and that described on Exhibit H has been properly completed, Landlord and Tenant shall execute a letter confirming the date of delivery of the Premises to Tenant. 2. Parties Obligations upon Delivery and Possession Upon delivery of possession of the Premises to Tenant, Tenant shall inspect the Premises to determine whether Landlord's Work and the work described on Exhibit H has been completed properly. 3. Detail of Landlord's Work -Scope Category Detail CONCRETE: 1. Landlord will provide a 4" concrete slab on grade and shall install Tenant's required under floor plumbing prior to such concrete installation. STRUCTURAL/ 1. Landlord will provide structural steel support for the buildings. METALS: 2. MASONRY/ 1. Landlord will provide the exterior masonry walls. EXTERIOR SHELL: 2. Landlord will provide the exterior shell, including any exterior building materials. ROOFING AND 1. Landlord will furnish and install a commercial roof system of WATERPROOFING: the type and quality installed in similar quality retail structures. 2. Landlord is to include required curbs and flashings for RTU's. 3, Additional Tenant -required penetrations through the roof must be repaired by the Landlord's base building contracted roofer to protect the roof warranty; and are to be paid by Tenant. STOREFRONT: 1. Landlord will provide all storefront glass and door systems with one (1) 3' x 7' entry door, closers, and lock cylinders with keys. 2. Landlord will provide one (1) 3' x 7' insulated hollow metal rear service door with lockset and lock protector. PERIMETER 1. Landlord will provide exterior walls, including code required WALLS: insulation and vapor barrier. 2. Landlord will provide demising walls separating the Premises from adjacent spaces, consisting of metal studs, covered with D-1 DOCS45151959-v5 D-2 DOCS -45151959-v5 gypsum board, taped and sanded (sanded to 11' above finished floor elevation). 3. INTERIOR: 1. Interior finishes are to be Tenant's responsibility. 2. FINISH CARPENTRY AND MILLWORK: FIRE 1. Landlord will provide a general coverage code required PROTECTION: sprinkler system protecting the shell with upturned heads. FIRE ALARM: 1. Landlord will furnish and install one working fire alarm system with a minimum of one (1) horn and strobe for building. 2. Landlord will provide and install a minimum of one (1) Knox Box or approved equal for building. 3. Landlord will provide one (1) remote enunciator panel and interface to building systems. NATURAL GAS: 1. Landlord will provide and install natural gas service to the Premises at designated meter locations approved by the local governing agency and the local gas provider. 2. The gas lines will be connected to the gas meters, regulators and connected to all RTUs. 3. WATER: 1. Landlord will bring domestic and fire protection water service into the building mechanical room. 2. Landlord will provide the necessary tap with shut off valve for the domestic water service. Landlord will furnish and install a minimum 1" domestic water supply line. 3. Landlord will also provide any pressure reducing valves required by the local governing agency. SANITARY 1. SEWER: 2. Landlord will provide a sanitary sewer service into Tenant space. 3. Each sewer line will have ample fall for sewer with a minimum invert elevation for flow line connection to accommodate the farthest possible location of sewer service requirement within the space. 4. Landlord will provide one SAC/WAC credit. Tenant shall be responsible for any sewer access, water access, and tap fees for Premises with requirements that exceed one SAC/WAC credit. ELECTRICAL: 1. Landlord will provide for the Leased Premises one (1) 120/208 volt 3-phase, 4 -wire 200 -amp main distribution panel with a disconnect switch and electrical meter. 2. Landlord will provide emergency lighting er code. D-2 DOCS -45151959-v5 D-3 DOCS45151959-v5 3. Landlord will provide a single house meter and service for the building. 4. Landlord will distribute required power associated with disconnects and service outlets and breakers to accommodate the HVAC RTUs, per code. HEATING AND AIR I. Landlord will provide and install a four (4) ton HVAC unit. CONDITIONING: 2. Landlord will provide and install a main trunk drop directly below the bottom cord of the existing roof trusses. 3. TELEPHONE & I. Landlord will bring telephone and cable lines to the buildings CABLE: with a minimum of 2" conduit to approved locations by the utility service providers. 2. Landlord will provide a 1" conduit stubbed in at rear of the mechanical room MPOE. 3. Tenant is responsible for any distribution of the phone lines and cable inside the space. RESTROOM: 1. Unisex restroom to code. 2. Landlord will provide Tenant with one SAC and WAC credit. D-3 DOCS45151959-v5 EXHIBIT "E" EXISTING EXCLUSIVE USES Dunkin' Donuts: The manufacture or sale of coffee, donuts, bagels, breakfast sandwiches, pastry or bakery products, except that the sale of coffee, donuts, bagels, pastry and bakery products at retail, if not manufactured on the premises, may be made in connection with the operation of supermarkets and restaurants which do not specialize in the sale of any such items; and the sale of machine dispensed or hand packed ice cream, yogurt, ices, sherbets, smoothies, frozen desserts or beverages, confectionery products, soda fountain items or other related products including sales both in bulk and individual portions, except that the foregoing shall not limit the sale by a supermarket of prepackaged ice cream, prepackaged yogurt, or soft drink; or the sale of ice cream and related products by a restaurant for consumption on Premises as a dessert incidental to their menu and not as a specialty. AT&T: Provide, offer, service and/or sell the following goods and services to the public: (i) communication products and services including, but not limited to wireless communications products and services, long and local distances products and services; (ii) cable or satellite television products and services, Internet access products and services, and (iii) any substitutes which are the technological evolution of the foregoing. Twin Cities Dental: Tenant's Exclusive Use shall be a Dental and Orthodontic Office providing general dentistry, endodontics, periodontics, pediatric dentistry, oral surgery, TMJ, implant dentistry, orthodontics (including but not limited to Invisalign), and other specialty dentistry services. Joy Garden: Chinese and Sushi restaurant. Natural Nails: Nail Salon. Sports Clips: Haircutting concepts/retailers E-1 DOCS -#51.51959-v5 EXHIBIT "IT" CONTRACTOR RULES The following are the rules and regulations for contractors working in tenant spaces shall apply, to the extent that the same do not conflict with the terms and conditions of Exhibit D ("Landlord's Work"): 1. Parking: All loading, unloading, and parking of vehicles of the contractor and its employees shall be done only in areas designated by Landlord. 2. Trash: No trash may be placed in building compactors or dumpsters. No trash may be put in the common area. All trash must be stored in the tenant space being worked on. All trash must be removed daily, after building hours. Tenant may find a suitable location for a dumpster outside of the Premises with approval by Landlord, such dumpster shall not remain more than 30 days. 3. Dust and Dirt: Tracking dirt and dust into the common area is prohibited. Contractor's employees should remove as much dirt and dust as possible before entering the common area. 4. Pathway Protection and Damage: Contractor shall take reasonable steps, such as installation of masonite floor protection, to protect the floors, walls, ceilings, lighting, etc., in the pathway used by Contractor for ingress and egress and to transport materials. Any damage to walls, floors, or ceilings must be repaired by the contractor before construction is complete. 5. Storage of Equipment: Storage of all the contractor's tools, equipment, and supplies are limited to the Premises. 6. Entry to Tenant's Space: Deliveries and all entries by contractor shall be made through the rear entrance or service entrance of the Building. If items are too large to fit through the Building's rear entrance or service entrance, contractor shall request and get the prior permission of Landlord to deliver through the front entrance. 7. Outside Work: All work is to be completed in the Premises only, with the exception of Tenant's Building sign. No work is to be performed in the common areas or other tenant spaces without the prior approval of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned. 8. Loaning of Equipment: No building equipment will be loaned to the contractor. 9. Quality of Work: Contractor work shall be performed in a thorough, first-class, and workmanlike manner and shall be in good and usable condition at the date of completion thereof. 10. Odors: Proper care must be taken when working with glues, paints, and any other materials requiring special ventilation. Such odors must not waft into the common area or other tenant spaces. 11. Welding and Penetration: All welding and slab penetration requires the prior approval of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned. F-1 DOCS45151959-0 12. Sprinklers: At no time shall the sprinkler system be shut down without the prior approval of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned. 13. Irregular Hours: Contractor shall not perform any work before or after building hours without the prior permission of Landlord. All radio and music must be kept at a low volume that cannot be heard outside the tenant space. 14. Noise. Loud noises, particularly those created by the use of jackhammers, rivet guns, and grinding equipment shall not be used during Building hours without the prior permission of Landlord. All radio and music must be kept at a low volume that cannot be heard outside the Premises. 15. Roof: Contractor shall not go on the roof without the prior written approval of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned. 16. Asbestos: All materials incorporated in the Premises shall be 100 percent free of asbestos - containing materials. 17. Electrical Room: The contractor shall not enter the electrical room without the permission of Landlord. 18. Fire Extinguisher: The contractor shall keep a fire extinguisher in the Premises at all times. Landlord may fine the contractor whatever amount is needed to repair any property damage that the contractor does not fix on its own. I have read and understand all of the above rules and regulations and agree to abide by the same. Tenant Space Contractor Printed Name Signature: F-2 DOCS -#5151959-v5 Date: EXHIBIT "G" /1,,,O �` GUARANTEE In consideration of, and as an inducement for the granting, execution and delivery of a certain Lease dated X2019 ("Lease"), by HK Andover LLC, a Minnesota limited liability company ("Landlord"), to E Cig and Tabaco, LLC, a Minnesota Limited Liability Corporation ("Tenant"), with respect to the leasing of space in the The Shops@Andover, the undersigned ("Guarantor"(whether one or more)), hereby guarantees to Landlord, its successors and assigns, the full and prompt payment of any and all sums and charges payable by Tenant, its successors and assigns, under the Lease, and hereby further guarantees the frill and timely performance and observance of all the covenants, terms, provisions, conditions and agreements of the Lease to be performed and observed by Tenant, its successors and assigns; and Guarantor hereby covenants and agrees to and with Landlord, its successors and assigns, that if default shall at any time be made by Tenant, its successors or assigns, in the payment of rent under the Lease, or if Tenant should default in the performance and observance of any of the covenants, terms, provisions, conditions or agreements contained in the Lease, Guarantor shall and will forthwith pay such rent to Landlord, its successors and assigns, and any arrears thereof, and shall and will forthwith faithfully perform and fulfill all of such covenants, terms, conditions, provisions and agreements, and will forthwith pay to Landlord all damages that may arise in consequence of any default by Tenant, its successors or assigns, under the Lease, including without limitation all reasonable attorneys' fees and disbursements incurred by Landlord or caused by any such default and/or by the enforcement of this Guaranty. If at any time the term "Guarantor" shall include more than one (1) person or entity, the obligations of all such persons and/or entities under this Guaranty shall be joint and several. THIS GUARANTY IS AN ABSOLUTE AND UNCONDITIONAL GUARANTY OF PAYMENT AND OF PERFORMANCE. It shall be enforceable against Guarantor, its successors and assigns, without the necessity for any suit or proceedings on Landlord's part of any kind or nature whatsoever against Tenant, its successors and assigns, and without the necessity of any notice of nonpayment, nonperformance or nonobservance or of any notice of acceptance of this Guaranty or of any other notice or demand, which Guarantor hereby expressly waives; and Guarantor hereby expressly agrees that the validity of this Guaranty and the obligations of Guarantor hereunder shall in no wise be terminated, affected, diminished or impaired by reason of the assertion or the failure to assert by Landlord against Tenant, or against Tenant's successors or assigns, of any of the rights or remedies reserved to Landlord pursuant to the provisions of the Lease. This Guaranty shall be a continuing Guaranty, and the liability of Guarantor hereunder shall in no way be affected, modified or diminished by reason of any assignment, renewal, modification or extension of the Lease or by reason of any modification or waiver of or change in any of the covenants, terms, provisions, conditions or agreements of the Lease by Landlord and Tenant, or by reason of any extension of time that may be granted by Landlord to Tenant, its successors or assigns, or by reason of any dealings or transactions or matter or thing occurring between Landlord and Tenant, its successors or assigns, or by reason of any bankruptcy, insolvency, reorganization, arrangement, assignment for the benefit of creditors, receivership or trusteeship affecting Tenant, whether or not notice thereof is given to Guarantor. Guarantor warrants and represents to Landlord that it has the legal right and capacity to execute this Guaranty. G-1 DOCS45151959-v5 All of Landlord's rights and remedies under the Lease or under this Guaranty are intended to be distinct, separate and cumulative, and no such right or remedy therein or herein mentioned is intended to be in exclusion of or a waiver of any other right or remedy available to Landlord. Guarantor hereby waives all right of subrogation, payment or contribution against or by Tenant. This Guaranty shall be governed by and construed in accordance with the laws of the State of Minnesota. Guarantor shall receive written notice of any default under the Lease. Notice to Guarantor shall be addressed as designated by the attached Lease, and the time of the rendition of such notice shall be when it is deposited in the United States mail, postage prepaid or when it is received, if sent by facsimile or overnight courier. IN WITNESS WHEREOF, Guarantor has executed this Guaranty the _U Yay of flUfiJs-%- .�k \1� By: Steban Kabalan Address: ou �NOO�C-� NDN 55��1� G-2 DOCS -45151959-v5 i Zeina b.. i Address: , � ,� Y2ii / � CO -1941 Rflp1>s - MN - 133 EXHIBIT H TENANT IMPROVEMENTS The following Tenant Improvements will be constructed by Landlord at Landlords sole cost. 1. Lay -In ceiling and grid. 2. Colored and sealed concrete floor. 3. HVAC distribution of the supply and return duct work. 4. Lay in 14 - 2 x 4 light fixtures, equaling 1 per 100 square feet, installed. 5. Sprinkler system distribution including tum down of sprinkler lines and heads, centered and capped. 6. Main electrical panel, emergency lighting and exit sign and 6 — duplex outlets, located per Tenant. 7. Paint all walls, color choice by tenant. Upon completion of all Landlord improvements as outlined in this Lease (Exhibit D and H) the Premises will be a completed, open floor plan, retail bay, ready for occupancy by Tenant. I-1 DOCS -#5151959-v5 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: CC: FROM: SUBJECT: DATE Mayor and Council Members Jim Dickinson, City David D. Berkowitz, Director of Publicks/City Engineer�'3 Hold Public Hearing/Order Plans & Specification/21-39/Tulip St. NW & 1611t Ave. NW Reconstruction — Engineering January 17, 2023 INTRODUCTION The City Council is requested to hold a public hearing and order plans and specifications for Project 21-39, Tulip St. NW & 161" Ave. NW Reconstruction. DISCUSSION Identified in the City's 2023-2027 Capital Improvement Plan is the reconstruction of Tulip Street NW from 157h Avenue NW to 161' Avenue NW, Tulip Street NW from 400' south of Valley Drive NW to Valley Drive NW, and 161St Avenue NW from Round Lake Boulevard NW to Tulip Street NW (see attached location map). The project would consist of reclaiming the existing bituminous roadway, replacing sections of deteriorated concrete curb and gutter, minor storm sewer / culvert replacements as needed, and constructing a new bituminous surface. This has been a very effective reconstruction method since the City began this process in 1996. A neighborhood informational meeting was held on October 18, 2022 with the affected residents to discuss the project and answer questions. Resident verbal comments and feedback at the neighborhood meeting identified the need for turn lanes into the Pine Hills North Park due to high traffic volumes during events. Based upon this feedback, turn lanes into the park along 161" Avenue are proposed with this project. In addition, the Anoka County Highway Department is planning on making turn lane improvements at the 161St Avenue NW / Round Lake Boulevard NW intersection. These improvements will be incorporated into the plans but will not be included into the proposed assessments. The lot sizes in the project area vary from 1 to 19 acres. Front footage of parcels along the proposed roadway improvements vary from 150' to 585', therefore the proposed method to assess each property is by the front foot as identified in the feasibility report. The estimated assessment rate is $30.95 per front foot and the total estimated assessments range from $4,642.50 to $14,432.91. Mayor and Council Members January 17, 2023 Page 2 of 2 Attached are the following: * Resolution Ordering the Improvement * Location/Assessed Property Map * Example Letter to property owners regarding estimated assessment * Public Hearing Notice * Estimated assessment payment schedule (3 Different Assessment Values) * Sign in Sheet from Neighborhood Meeting Resident Comment Sheets & Emails Note: The feasibility report was in the December 6, 2022 packet. BUDGETIMPACT The project would be funded from the City's Road & Bridge Fund (reimbursed through Municipal State Aid funds) with a portion of the total project costs for the roadway improvements assessed to the benefiting properties as identified in the City's Roadway Reconstruction Assessment Policy and discussed in the feasibility report. ACTION REQUIRED The City Council is requested to hold a public hearing and order plans and specifications for Project 21-39, Tulip St. NW & 161st Ave. NW Reconstruction. �Respectfully submitted, David D. Berkowitz Attachments: Resolution, Location/Assessed Property Map, Example Letter to property owners regarding estimated assessment,'�ublic Hearing Notice estimated Assessment Payment Schedule (3 Different Assessment ValuesrSign in Sheet'& Resident Comment Letter✓ CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. MOTION by Councilmember to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF PROJECT NO. 21-39, TULIP STREET NW & 161St AVENUE NW RECONSTRUCTION AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 088-22 of the City Council adopted on the 6th day of December , 2022, 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 , 2023; 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. 21-39 . MOTION seconded by Councilmember and adopted by the City Council at a regular meeting this 17th day of January , 2023, with Councilmembers the resolution, and Councilmembers resolution was declared passed. ATTEST: Michelle Hartner — Deputy City Clerk voting in favor of voting against, whereupon said CITY OF ANDOVER Sheri Bukkila - Mayor Y O F OVE. 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.AN DOVE RM N.GOV December 12, 2022 08-32-24-13-0006 ANDERSON, PEGGY K 17011 TULIP ST NW ANDOVER, MN 55304 Re: Project No. 21-39, Tulip Street NW & 16151 Avenue NW Reconstruction Public Hearing Notice . Dear Ms. Anderson: A feasibility report has been prepared to determine the estimated costs associated with road improvements in your area for the proposed Street Reconstruction. Improvements would include reclaiming the existing bituminous roadway, limited replacement of existing concrete curb and gutter, limited storm sewer improvements, and paving a new bituminous roadway. The project is proposed to be funded through a combination of special assessments and City funds. In accordance with the City's Assessment Manual, twenty-five percent (25%) of the total street related project costs would be assessed to the benefiting properties or specifically those properties fronting along or addressed along the roadway being improved. The remaining seventy-five percent (75%) of the street related costs will be funded through the City's Road and Bridge Fund and in turn, reimbursed through Municipal State Aid funding. Based on the proposed improvements relative to your parcel (based on front footage) and as identified in the feasibility report, your estimated assessment is $5,880.50 for street reconstruction. Enclosed is a public hearing notice for the proposed project. If you have any questions, feel free to contact me at (763) 767-5133, or Jason Law, Assistant City Engineer at (763) 767-5130. Sincerely, David D. Berkowitz, Director of Public Works/City Engineer Encl. cc: Mayor & City Council ^. v rovNDOVE 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA NOTICE OF HEARING ON IMPROVEMENTS PROJECT NO. 21-39 TULIP STREET NW & 161sT AVENUE NW RECONSTRUCTION NOTICE IS HEREBY GIVEN that the City of Andover, Anoka County, Minnesota will meet at the Andover City Hall, 1685 Crosstown Boulevard NW in the City of Andover, at the regularly scheduled City Council meeting on Tuesday, January 17, 2023 at 7:00 PM to consider construction of the following improvements: Tulip Street NW & 161stAvenue NW Reconstruction The properties to be assessed, pursuant to Minnesota Statutes Section 429, for the improvements are within the following described area: Tulip Street NW & 161St Avenue NW Reconstruction The estimated assessment rate is: $30.95 per front foot and the proposed assessments range from $4,642.50 to $14,432.91. Such persons desiring to be heard with reference to the proposed improvements will be heard at this meeting. CITY OF ANDOVER elle' Mic elle Hartner—Deputy City Clerk Publication Dates: December 16 & 23, 2022 (Anoka Union) DATE: PROJECT: PIN: LOT: BLOCK: Address: #21.39 Tulip St NW & 161st Ave NW Street Reconstruction Street Reconstruction $ 4,642.50 CIN OF ANDOVER Special Assessment Roll Interest Rate: 4.50% Number of Payments: 8 Annual Payment: $ 703.85 2024 2025 2026 2027 2028 2029 2030 2031 Principal $ 494.94 $ 517.21 $ 540.48 $ 564.81 $ 590.22 $ 616.78 $ 644.54 $ 673.52 Interest 208.91 186.64 163.37 139.04 113.63 87.07 59.31 30.33 Total $ 703.85 $ 703.85 $ 703.85 $ 703.85 $ 703.85 $ 703.85 $ 703.85 $ 703.85 Principal Balance: $ 4,147.56 $ 3,630.35 $ 3,089.87 $ 2,525.06 $ 1,934.84 $ 1,318.06 $ 673.52 $ - NOTE: 1. Interest will start accruing from the date the special assessment is adopted. TOTAL $ 4,642.50 988.30 $ 5,630.80 DATE: PROJECT: PIN: LOT: BLOCK: Address: #21.39 Tulip St NW & 161st Ave NW Street Reconstruction Street Reconstruction $ 10,213.50 CITY OF ANDOVER Special Assessment Roll Interest Rate: 4.50% Number of Payments: 8 Annual Payment: $ 1,548.47 2024 2025 2026 2027 2028 2029 2030 2031 Principal $ 1,088.86 $ 1,137.86 $ 1,189.06 $ 1,242.57 $ 1,298.49 $ 1,356.92 $ 1,417.98 $ 1,481.76 Interest 459.61 410.61 359.41 305.90 249.98 191.55 130.49 66.71 Total $ 1,548.47 $ 1,548.47 $ 1,548.47 $ 1,548.47 $ 1,548.47 $ 1,548.47 $ 1,548.47 $ 1,548.47 Principal Balance: $ 9,124.64 $ 7,986.78 $ 6,797.72 $ 5,555.15 $ 4,256.66 $ 2,899.74 $ 1,481.76 $ - NOTE: 1. Interest will start accruing from the date the special assessment is adopted. TOTAL $ 10,213.50 2,17426 $ 12,387.76 CITY OF ANDOVER Special Assessment Roll DATE: PROJECT: PIN: LOT: BLOCK: Address: #21-39 Tulip St N W & 161st Ave NW Street Reconstruction Street Reconstruction $ 14,432.91 Interest Rate: 4.50 Number of Payments: 8 Annual Payment: $ 2,188.17 Principal Balance: $ 12,894.22 $ 11,286.29 $ 9,606.00 $ 7,850.10 $ 6,015.18 $ 4,097.69 $ 2,093.92 $ NOTE: 1. Interest will start accruing from the date the special assessment is adopted. 2024 2025 2026 2027 2028 2029 2030 2031 TOTAL Principal $ 1,538.69 $ 1,607.93 $ 1,680.29 $ 1,755.90 $ 1,834.92 $ 1,917.49 $ 2,003.77 $ 2,093.92 $ 14,432.91 Interest 649.48 580.24 507.88 432.27 353.25 270.68 184.40 94.25 3,072.45 Total $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 2,188.17 $ 17,505.36 Principal Balance: $ 12,894.22 $ 11,286.29 $ 9,606.00 $ 7,850.10 $ 6,015.18 $ 4,097.69 $ 2,093.92 $ NOTE: 1. Interest will start accruing from the date the special assessment is adopted. 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 �•+ ! FAX (763) 765-8923 • WWW.ANDOVERMN.GOV v i J Tulip Street NW & 161St Avenue NW Reconstruction (C.P. 21-39) (' Neighborhood Informational Meeting V Tuesday, October 18th, 2022 5:30 p.m. — 6:30 p.m. Name Address Phone E -Mail j31c� I�Lir K,a t3Eiz i(cC9�W -�CcL �P Sr 6512 -2-z,* �l3S F3jrr NirNAb�e.�w, �.s c ,i?,Pv is �» -t,-t� � •,�G'tu� Zia -5+- N �n1 s to zZ 1/� G5�Ce7a�rr, t . -753-'y-57to I n r1 'a:I.eon, rum- 8 V' 16 51 etc i� �. t�3 71a 95(09 bYuc�i f 9C' .Cori a 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755.8923 • WWW.ANDOVERMN.GOV TULIP STREET NW & 161ST AVENUE NW RECONSTRUCTION RESIDENT SURVEY _(C. P. 21-3D Please complete and return this survey to my attention via email at J.Law@Andovermn.eov, or via US Mail: City of Andover c% Jason Law 1685 Crosstown Blvd NW Andover, MN 55304 Please check the following boxes applicable to your property. Q YES, I have an irrigation system or underground fence near the roadway. o NO, I do not have an irrigation system or underground fence near the roadway. P Name(s): Address: Phone Number:, Email Address: 1af� d-ehneI/e 61's,'er A1cJ 4 /, v-e� i63�`�dl- Z5 6p- 30 I I-/1 November 10, 2022 Dear City of Andover, This letter contains our comments regarding the reconstruction of Tulip Street NW and 1615` Avenue NW. My husband and I are long time residents of the City of Andover. We have resided at this home for almost 25 years. We are very appreciative of the reconstructive plan for these streets, the maintenance is highly needed. Our concerns include the cost to the residents when this corridor is used by many others beyond the local neighborhood traffic. Plus, we believe the financial contributions from MNDOT, since this is a state aid road, should be applied equally toward the cost of the project, not just against the City of Andover's portion. We believe the residents should not be responsible for 25 percent of the project cost. We would like the City of Andover to consider with these factors, that the assessment price for residents along the reconstruction route be limited to 10 percent of the project cost. The Tulip Street and 16151 Avenue corridor is home to a mixture of resident lots and acreage. We believe the sports fields in this corridor have large traffic impacts on these roads. When the park properties and sports facilities are in use, they produce high level traffic use of these residential routes. The recent paving and parking space allotment designated parking for 194 cars and throughout a busy day many cars may go in and out of these parking spaces and facilities. These cars must travel on this route to access the park/sports field facility. For 6 months of the year, these fields are in use 7 days a week. We believe this is a reason to reduce the amount each resident is required to contribute. In addition to the park facility and sports complex, there is higher level of traffic on this route from neighborhoods in close proximity to access the county roads and such to get out of their own neighborhood. Specifically including County Road 20, County Road 58, and Round Jake Blvd (Cty. Rd 9), this reconstructive project route has three points of entry from these county roads and higher than average traffic resulting from these junctions. In addition, it is a highly used route for many beyond the local immediate residents on this route including neighborhoods only accessible from 161s1Avenue, and neighborhoods immediately surrounding the other portions of 161' Avenue and Tulip Street. Plus, we have witnessed multiple times a year when most of Round Lake Boulevard traffic is routed through this reconstructive route because of an accident, road construction or road maintenance. This is another reason to reduce the amount each resident is required to contribute. Lastly, we are very appreciative of the fact the City of Andover is already planning for high volume traffic on this road by increasing the amount of asphalt laid down for a state aid road. Since this route is part of a state aid road, how much funding is covered for this project from the State of Minnesota? How is the State Aid funding applied toward the project cost? We believe the state aid funding contribution should be applied toward the everyone's assessment, not just the City of Andover's portion of cost. The additional funding from a state aid road is another reason to reduce the amount each resident is assessed for the cost of this project. In conclusion, for the reasons stated above, we believe assessing the local resident's 25 percent of the total reconstructive project cost is too great a sum. We strongly request you consider dropping this assessment to 10 percent for residents on this route. Thank you for your time and thoughtful consideration of this assessment. With utmost respect, fw.� l��Ml✓ r/ 0 Matt and Jennelle Eisinger 15909 Tulip St NW Andover, MN 55304 jeneisinger@comcast.net (9) 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Council Members CC: Jim Dickinson, City Administrat FROM: David D. Berkowitz, Director ofY'Wty Engineer SUBJECT: Hold Public Hearing/Order Plans & Specification//23-17/Full Depth Reclamation - Engineering DATE: January 17, 2023 INTRODUCTION The City Council is requested to hold a public hearing and order plans and specifications for Project 23-17, Full Depth Reclamation. DISCUSSION Identified in the City's 2023-2027 Capital Improvement Plan is a full depth reclamation project for streets in the east -central portion of the City as identified on the attached location map, Exhibit 1. The pavement of the streets in this area have deteriorated to the point that a full depth reclamation is the best course of action to correct this deterioration. The project would include reclaiming the existing bituminous roadway, limited concrete curb and gutter replacements, storm sewer structure repairs, paving a new bituminous surface, and replacing pedestrian curb ramps not meeting ADA standards. The water main in the project area was constructed during a timeframe where bolts on gate valves have rusted away, so those would be exposed and replaced during construction. This project is expected to extend the life of the roadway another 25+ years before a reconstruction would be considered. Within the project limits the feasibility report identifies 535 existing or potential residential units which includes 1 City Park. There are two existing parcels that are potentially subdividable within the project limits. The two parcels are in the southeast quadrant of Hanson Boulevard and Bluebird Street. One parcel has frontage along Bluebird Street, which is proposed to be assessed for 1 existing unit and an additional 6 potential units for a total of 7 units. The other property has frontage along 1501h Lane, which is proposed to be assessed for 1 existing unit and an additional 2 potential units for a total of 3 units. Refer to the attached location map, Exhibit 1 for a schematic of the potentially subdividable parcels. The estimated assessment rate for each unit is $1,540.00 An article was included in the January/February Andover Newsletter regarding the project and properties owners were notified of the project details by a letter dated December 27, 2023, in lieu of scheduling a neighborhood informational meeting. Mayor and Council Members January 17, 2023 Page 2 of 2 Attached are the following: * Resolution Ordering the Improvement * Location Map (Exhibit 1) * Potential Parcel Maps * Example Letters to property owners regarding estimated assessment * Public Hearing Notice * Estimated assessment payment schedule Note: The feasibility report was in the January 3, 2023 packet. BUDGETIMPACT The project would be funded from the City's Road & Bridge Fund with twenty-five percent (25%) of the total project costs for the roadway improvements to be assessed to the benefiting properties as identified in the City's Roadway Reconstruction Assessment Policy. All costs associated with replacement of water main valve bolts will be funded by the Trunk Water Fund. ACTION REQUIRED The City Council is requested to hold a public hearing and order plans and specifications for Project 23-17, Full Depth Reclamation. Respectfully submitted, David D. Berkowitz Attachments: Resolution, Location Map (Exhibit 1) Potential Parcel Maps, Example Letters to property owners regarding estimated assessment; Public Hearing Notice k -Estimated Assessment Payment Schedule -'� CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. MOTION by Councilmember to adopt the following: A RESOLUTION ORDERING THE IMPROVEMENT OF PROJECT NO. 23-17, FULL DEPTH RECLAMATION AND DIRECTING PREPARATION OF FINAL PLANS AND SPECIFICATIONS. WHEREAS, Resolution No. 086-22 of the City Council adopted on the 20th day of December , 2022, 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 2023; 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. 23-17 . MOTION seconded by Councilmember and adopted by the City Council at a regular meeting this 17th day of January , 2023, with Councilmembers the resolution, and Councilmembers resolution was declared passed. ATTEST: Michelle Hartner— Deputy City Clerk voting in favor of voting against, whereupon said CITY OF ANDOVER Sheri Bukkila - Mayor Potential Parcels - PID 23-32-24-33-0002 Not to Scale - Schematic / Conceptual Layout Only Date Created: December 21, 2022 Disclaimer: The provider makes no representation or warranties with respect to the reuse of this data. AI�iDOVER Potential Parcels - PID 23-32-24-32-0006 r , e r 1409.... � rte• + �, ;1'Sz1<� ;. � ' . 152:32 � k� -. - 1399 ' 15200. ] i216�`.{.. '17 1 195 J 1.42 15190 .-..,. 15187 liet - — ` 15+ Y,;1' F- , 151.79 1685 d'. , �f' V Y 1. 15170 .. 1 `•y i i '15171 1367 151631 i '+ + 15155. 15150 fx 15147-'°�il' �`. 9 15141 1513 p L. 157 15130 12 rt, 15122 G'�n y 4 �. 15093 , 15101 / , r3" .15088 "15089 15102 , 4 )11114 1507.7 - I - 1591 1139,1503 15062 15060 15064 i150�63 "4 , 1 �- , 15038 0X15037 15032 �! 1503E f f 15031 7 15'033 ,:15034 i 15035 � n p� ! ° 15024 ,� �„15021` 1502e 15023 15018 7i 15017 14950 1 1501L9 x: ' 15010 ” - 15009. 1 X004: 1 y`' - {: 15007•".'1500!; tbpi.:. r ;✓ 15(1115 15006 yt*S;'t r - i 14995 ,L'kz .14993 14999- 14995; •x11990 Vel •s 19991' e14992 'iAQ: Not to Scale - Schematic / Conceptual Layout Only Date Created: December 21, 2022 Disclaimer: The provider makes no representation or warranties with respect to the reuse of this data. 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 . (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV January 4, 2023 Re: Project No. 23-17, 2023 Full Depth Reclamation/Public Hearing Notice Dear Resident: A feasibility report has been prepared to determine the estimated costs associated with road improvements in your area for the proposed 2023 Full Depth Reclamation project. Identified in the City's 2023-2027 Capital Improvement Plan is a full depth reclamation for streets in the east -central portion of the City. Refer to the attached location maps. The roadway structure in this location is in need of replacement with numerous potholes and fatigue cracking and a full depth reclamation is the best course of action to correct the roadway structure. Full Depth Reclamation is a cost-effective alternate to a full reconstruction. The entire thickness of asphalt and a portion of the base material is uniformly pulverized and blended to provide strengthened stabilization of the roadway base prior to repaving. This is done where existing concrete curb and gutters are still in good condition, but the asphalt is too far deteriorated for a partial depth mill and overlay. Improvements would consist of grinding / reclaiming the existing bituminous surface, removing excess material, shaping the remaining gravel, and paving two lifts of bituminous to complete the project. Minor concrete curb and gutter replacement would also be included with the project. While the road is under construction, select water main valves will be exposed and replacements made to bolts that are not stainless steel as the City has experienced valve failures and leaks in water mains of similar age. It is anticipated that this project will extend the life of the roadway another 30+ years before a full reconstruction would be considered. Based on the proposed improvements relative to your parcel and as identified in the feasibility report, your estimated assessment is $1,540.00 for the street improvements. Enclosed is a public hearing notice for the proposed project. If you have any questions, feel free to contact me at (763) 767-5133, or Jason Law, Assistant City Engineer at (763) 767-5130. Sincerely, David D. Berkowitz, P Director of Public Works/City Engineer Encl. cc: Mayor & City Council 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923-• WWW.ANDOVERMN.GOV January 4, 2023 23-32-24-33-0002 HOLASEK TRUSTEE, CORINNE M 1159 ANDOVER BLVD NW ANDOVER MN, 55304 Re: Project No. 23-17, 2023 Full Depth Reclamation / Public Hearing Notice Dear Mrs. Holasek: A feasibility report has been prepared to determine the estimated costs associated with road improvements in your area for the proposed 2023 Full Depth Reclamation project. Identified in the City's 2023-2027 Capital Improvement Plan is a full depth reclamation for streets in the east -central portion of the City. Refer to the attached location maps. The roadway structure in this location is in need of replacement with numerous potholes and fatigue cracking and a full depth reclamation is the best course of action to correct the roadway structure. Full Depth Reclamation is a cost-effective alternative to a full reconstruction. The entire thickness of asphalt and a portion of the base material is uniformly pulverized and blended to provide strengthened stabilization of the roadway base prior to repaving. This is done where existing concrete curb and gutters are still in good condition, but the asphalt is too far deteriorated for a partial depth mill and overlay. A new pavement surface will be paved, and minor concrete curb and gutter replacement would also be included with the project. While the road is under construction, select water main valves will be exposed and replacements made to bolts that are not stainless steel as the City has experienced valve failures and leaks in water mains of similar age. It is anticipated that this project will extend the life of the roadway another 30+ years before a full reconstruction would be considered. Based on the proposed improvements relative to your parcel and the potential for your parcel to subdivide into 3 total units fronting the project along 150th Lane (see attached schematic map), your estimated assessment is 3 units x $1,540.00 / unit = $4,620.00 for the street improvements. Enclosed is the public hearing notice for the proposed project. If you have any questions, feel free to contact me at (763) 767-5133, or Jason Law, Assistant City Engineer at (763) 767-5130. Sincerely, David D. Berkowitz, P. N Director of Public Works/City Engineer Encl. cc: Mayor & City Council rC I T Y 0 F�... . NLbD i �. , rai►�....- 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 . WWW.ANDOVERMN.GOV January 4, 2023 23-32-24-32-0006 HOLASEK TRUSTEE, CORINNE M 1159 ANDOVER BLVD NW ANDOVER MN, 55304 Re: Project No. 23-17, 2023 Full Depth Reclamation / Public Hearing Notice Dear Mrs. Holasek: A feasibility report has been prepared to determine the estimated costs associated with road improvements in your area for the proposed 2023 Full Depth Reclamation project. Identified in the City's 2023-2027 Capital Improvement Plan is a full depth reclamation for streets in the east -central portion of the City. Refer to the attached location maps. The roadway structure in this location is in need of replacement with numerous potholes and fatigue cracking and a full depth reclamation is the best course of action to correct the roadway structure. Full Depth Reclamation is a cost-effective alternative to a full reconstruction. The entire thickness of asphalt and a portion of the base material is uniformly pulverized and blended to provide strengthened stabilization of the roadway base prior to repaving. This is done where existing concrete curb and gutters are still in good condition, but the asphalt is too far deteriorated for a partial depth mill and overlay. A new pavement surface will be paved, and minor concrete curb and gutter replacement would also be included with the project. While the road is under construction, select water main valves will be exposed and replacements made to bolts that are not stainless steel as the City has experienced valve failures and leaks,/ in water mains of similar age. It is anticipated that this project will extend the life of the roadway another 30+ years before a full reconstruction would be considered. Based on the proposed improvements relative to your parcel and the potential for your parcel to subdivide into 7 total units fronting the project along Bluebird Street (see aftached schematic map), your estimated assessment is 7 units x $1,540.00 / unit = $10,780.00 for the street improvements. Enclosed is the public hearing notice for the proposed project. If you have any questions, feel free to contact me at (763) 767-5133, or Jason Law, Assistant City Engineer at (763) 767-5130. Sincerely, David D. Berkowitz, P.E. Director of Public Works/City Engineer Encl. cc: Mayor & City Council C T T 17 O F ED0VE_ 1685 CROSSTOWN BOULEVARD N.W.. ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV CITY OF ANDOVER COUNTY OF ANOKA, STATE OF MINNESOTA NOTICE OF HEARING ON IMPROVEMENTS PROJECT NO. 23-17 2023 FULL DEPTH RECLAMATION NOTICE IS HEREBY GIVEN that the City of Andover, Anoka County, Minnesota will meet at the Andover City Hall, 1685 Crosstown Boulevard NW in the City of Andover, at the regularly scheduled City Council meeting on Tuesday, January 17, 2023 at 7:00 PM to consider construction of the following improvements: 2023 Full Depth Reclamation The properties to be assessed, pursuant to Minnesota Statutes Section 429, for the improvements are within the following described area: East- Central location of the City. The estimated assessment rate is: $1,540.00 / unit Such persons desiring to be heard with reference to the proposed improvements will be heard at this meeting. CITY OF ANDOVER Michelle Hartner— Deputy City Clerk Publication Dates: January 6 & 13, 2023 (Anoka Union) CITY OF ANDOVER Special Assessment Roll DATE: PROJECT: #23.17 Full Depth Street Reclamation PIN: LOT: BLOCK: Address: Street Reconstruction $ 1,540.00 Interest Rate: 4.50% Number of Payments: 5 Annual Payment: $ 350.80 2024 2025 2026 2027 2028 TOTAL Principal $ 281.50 $ 294.17 $ 307.41 $ 321.24 $ 335.68 $ 1,540.00 Interest 69.30 56.63 43.39 29.56 15.12 214.00 Total $ 350.80 $ 350.80 $ 350.80 $ 350.80 $ 350.80 $ 1,754.00 Principal Balance: $ 1,258.50 $ 964.33 $ 656.92 $ 335.68 $ - NOTE: 1. Interest will start accruing from the date the special assessment is adopted. 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councihnembers COPY: Jim Dickinson, City Administrator Joe Janish, Community Develop ector97 FROM: Peter Hellegers, City Planner SUBJECT: Consider a Conditional Use Permit (CUP) for a Drive-Thru Window — PID#: 34-32-24- 31-0154; 2184 Bunker Lake Boulevard — Andover Station 2016, LLP (Applicant) — Planning DATE: January 17, 2023 INTRODUCTION City Code 12-11 requires a Conditional Use Permit (CUP) for drive-in businesses or businesses with a drive-thru window in the GB: General Business Zoning District. The applicant is proposing a drive- through window for a proposed fast -casual restaurant that will be in the Andover Station development on an area guided General Commercial. Land use guidance for the adjacent properties to the north is Urban Residential Low. The land use guidance for properties to the east, south, and west is guided for General Commercial. BACKGROUND The proposed development would be located on a site that was previously planned to be a TCF Bank. In 2005 a CUP was approved for a 5 -lane drive -up window to serve the proposed bank; however, the bank was not built within one year of the approval so per City Code Section § 12-15-7-D (excerpt below): D. Time Limit on Implementing Conditional Use: If the City Council determines that no significant progress has been made in the first twelve (12) months after the approval of the Conditional Use Permit, the permit will be null and void. (Amended Ord. 8, 10-21-1970) As the previous approval was not built in the 17 years that followed that approval it did not meet the City's time limit for implementation. The current proposal is being processed as a new application and a resolution to approve this proposal is attached. A resolution to formally note that the 2005 approval did not begin within the required time would also be considered by the City Council to clear the record for the drive-through CUP. DISCUSSION The applicant is planning to build a new 2,300 square foot (appx.), one-story, fast -casual restaurant (Chipotle) on Lot 2 of Block 1 from the Andover Marketplace 2"a Addition plat. The site is generally located at the southwest comer of Bunker Lake Boulevard and Quinn Street NW. Access to the site would come from the internal access drive to the shopping center which runs west of Quinn Street. Restaurants are a permitted use in the GB: General Business District, though a CUP is required for drive- in businesses or those with a drive-through window. In addition to the CUP for the drive-through window, the Andover Review Committee (ARC) is currently reviewing the commercial site plan for the proposed restaurant site. The proposed drive-through window will be on the east side of the building with space for vehicle stacking around the east and south sides of the building. The applicant has provided an automobile stacking plan with space for 7 vehicles that can be stacked in the drive-through before backing into the parking area. The proposed user is a fast casual restaurant which does not utilize a menu board or ordering from the vehicle. Instead, the drive-through window would serve as a pick-up window for mobile orders which should limit the number of vehicles stacked in the drive-through. However, it is important for the City to consider that a CUP would run with the property and a subsequent building occupant might use the site as a traditional drive-through, so the site should be designed to ensure the site also works for a traditional drive-through. The proposed drive-through lane will be 12 feet in width and widens out to 21 feet near the drive-through window to allow space for the bypass traffic. The design includes adequate width for a bypass area within the lane which runs along the east side of the drive-through window and aids in traffic circulation around the property. The drive-through lane will be set back 16 feet from the north property line, which meets the City Code requirement. The existing trail along Bunker Lake Boulevard dips onto the property and a portion of the trail would be shifted to the north to ensure there would be 10 feet between the drive- through lane and the trail. If the Council determines that restrictions greater than what is currently required by City Code and State Statute are needed, they could be conditions of the CUP. One of the typical conditions that is included on conditional use permits is a provision from City Code, Ordinance No. 8, Section 5.03 (D), which states that if substantial progress is not made within one year from approval, the City Council may revoke the CUP. Another condition that has been used in similar CUP's for drive through restaurants is the use of landscaping to screen the headlight glare of vehicles in the drive through from nearby residential properties. Review Criteria City Code 12-15-7B provides the following general review criteria to consider when granting a CUP. In granting a Conditional Use Permit, the City Council shall consider the recommendation of the Planning and Zoning Commission and: 1. The effect of the proposed use on the health, safety, moral and general welfare of the occupants of surrounding lands. Businesses with drive-through windows are regulated by City Code as conditional uses. Adjacent uses within the development include additional commercial space. CUPS for drive-through windows have been granted for similar locations with fast food restaurants. 2. Existing and anticipated traffic conditions, including parking facilities on adjacent streets and lands. The proposed restaurant with a drive-through window is located near the intersection of two roadways which were designed to handle commercial traffic. The proposed drive-through window on the restaurant would not create traffic beyond what these streets were designed to accommodate. Access to the site would come through the existing development and would not create new access points on Quinn Street or Bunker Lake Boulevard. 3. The effect on values of property and scenic views in the surrounding area, and the effect of the proposed use on the Comprehensive Plan. Restaurants are a permitted use within the GB General Business District and the area has been guided for commercial uses in the Comprehensive Plan. There are not scenic views in the surrounding area identified in the Comprehensive Plan. Staff believes the CUP will not have a negative effect on surrounding property values. Screening / Landscaping Vehicles would enter the drive through facing northeast toward the single-family homes on the other side of Bunker Lake Boulevard and then proceed north to the drive-through window. If headlight glare were not mitigated through screening it could be a nuisance for those residential properties to the north of the site. The initial landscape plan meets City Code for the amount landscaping materials. Coniferous landscape plant material of sufficient height should be used to provide screening along the north/northeast side of the property to control headlight glare and will be required through the Commercial Site Plan. Landscaping will also need to be kept out of the sight triangles adjacent to the intersections and at access drives. The applicant has prepared a revised landscaping plan which shows landscaping at the north end of the drive-through which would be used along with a small berm. Figure 2 - Revised Grading Plan Lighting All lighting fixtures used for lighting the off-street parking at the proposed restaurant will need to be fully shielded with a total cutoff angle equal to or less than ninety degrees. Lighting/photometric plans will be reviewed by staff as part of the Commercial Site Plan review. Lighting levels will need to comply with City Code requirements: 1.0 -foot candles at the centerline of adjacent streets and 0.4 -foot candles at the property line of adjacent residential property. This will continue to be reviewed as part of the Commercial Site Plan process. Planning Commission Meeting — November 22, 2022 The Planning Commission held a public hearing on the proposed Conditional Use Permit at their meeting on November 22, 2022, and can be viewed through QCTV by following this link: http://gctv.org/city meeting/andover-planning-commission-11-22-2022/ At the conclusion of the hearing the Planning Commission recommended approval of the Conditional Use Permit as written. A copy of the minutes from the November 22nd Planning Commission meeting has been attached for the Council's reference: Public Hearing Comments — During the hearing a resident raised concern about the glare from headlights of vehicles sitting in the drive-through lane. The resident noted that there are several residential properties, including their own, located on the north side of Bunker Lake Boulevard and they currently receive headlight glare from the shopping center area. A written comment was read into the record which asked about access to the proposed restaurant site and the existing access to the shopping center from Quinn Street. The applicant was present to answer questions regarding the proposed restaurant and noted that they were the owners of the shopping center. Planning Commission Review Questions and Comments • A commissioner asked staff whether the only reason that the public hearing was required was the drive-through window; staff confirmed that was the only reason for the hearing. Another commissioner asked staff whether the landscaping was adequate for screening. Staff noted that there was not much for landscaping at the north/northeast comer of the drive-through to catch headlight glare and that comment has already been provided to the applicant through the Commercial Site Plan process. At the conclusion of the hearing the Planning Commission recommended approval of the conditional use permit amendment as written in the resolution (4-2) (VanderLaan, Volkenant). ACTION REQUESTED The City Council is requested to consider the request for a Conditional Use Permit for the drive-thru for the property at 2148 Bunker Lake Boulevard. Resp fully Submitted, Pet�l City Planner Attachments Draft Resolution of Approval Draft Resolution of Denial Draft Resolution Rescinding Previous CUP Location Map Public Hearing Comments Planning Commission Minutes — November 22, 2022 Narrative Exhibit A — Selected Plan Sheets: Site Survey, Site Plan, Exterior Elevations, Auto Stacking, Revised Landscaping Plan, Revised Grading Plan Copy: Andover Station 2016, LLP , LLC c/o Chris Moe, 2655 Cheshire Lane North, Plymouth, MN 55447 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R A RESOLUTION APPROVING THE CONDITIONAL USE PERMIT REQUEST FOR A DRIVE- THROUGH WINDOW, FOR THE PROPOSED BUSINESS LOCATED AT 2184 BUNKER LAKE BOULEVARD, LEGALLY DESCRIBED AS: Lot 2, Block 1, Andover Marketplace 2nd Addition, Anoka County, Minnesota WHEREAS the applicant is Andover Station 2016, LLP and has requested a conditional use permit for a drive-through window at the subject property, with authorization from the property owner, and; WHEREAS the Planning and Zoning Commission held a Public Hearing on November 22, 2022, pursuant to the requirements of City Code 12-15-3, pertaining to the public hearing process, and; WHEREAS the Planning and Zoning Commission has reviewed the request and has determined that said request meets the criteria of City Code, and finds the request would not have a detrimental effect on the health, safety, and general welfare, values of property and scenic views in the surrounding area, and; WHEREAS the Planning and Zoning 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 hereby agrees with the recommendation of the Planning and Zoning Commission and approves the conditional use permit for a drive-through window at 2184 Bunker Lake Boulevard (PIN: 34-32-24-31-0154), subject to the following conditions: 1. The applicant shall complete a commercial site plan review process with the City in compliance with City Code 12-15-4. 2. All other permits shall be obtained, including but not limited to Building, Department of Health, etc. 3. The applicant shall provide coniferous/evergreen landscaping to screen headlights from vehicles in the drive-through from residential properties to the north. 4. The Conditional Use Permit shall be subject to a time limit for implementation within twelve months after approval, or the permit will be null and void, as per City Code 12-15- 7D. Adopted by the City Council of the City of Andover on this _ day of 12023. CITY OF ANDOVER ATTEST: Sheri Bukkila, Mayor Michelle Hartner, Deputy City Clerk CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R A RESOLUTION DENYING THE CONDITIONAL USE PERMIT REQUEST FOR A DRIVE- THROUGH WINDOW, FOR THE PROPOSED BUSINESS LOCATED AT 2184 BUNKER LAKE BOULEVARD, LEGALLY DESCRIBED AS: Lot 2, Block 1, Andover Marketplace 21 Addition, Anoka County, Minnesota WHEREAS the applicant is Andover Station 2016, LLP and has requested a conditional use permit for a drive-through window of the subject property, with authorization from the property owner, and; WHEREAS the Planning and Zoning Commission held a Public Hearing on November 22, 2022, pursuant to the requirements of City Code 12-15-3, pertaining to the public hearing process, and; WHEREAS the Planning and Zoning Commission has reviewed the request and has determined that said request does meet the criteria of City Code, and finds the request would not have a detrimental effect on the health, safety, and general welfare of the City of Andover, and; WHEREAS the Planning and Zoning Commission recommends approval of the Conditional Use Permit request to the City Council, and; WHEREAS the City Council of the City of Andover disagrees with the Planning and Zoning Commission, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby denies the conditional use permit request for a drive-through window at 2184 Bunker Lake Boulevard (PIN: 34-32-24-31-0154); for the following reasons: 1. 2. 3. Adopted by the City Council of the City of Andover on this day of 12023. CITY OF ANDOVER ATTEST: Michelle Hartner, Deputy City Clerk Sheri Bukkila, Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R A RESOLUTION RESCINDING A PREVIOUSLY APPROVED CONDITIONAL USE PERMIT FOR A DRIVE-THROUGH ON THE PROPERTY LOCATED AT 2184 BUNKER LAKE BOULEVARD, LEGALLY DESCRIBED AS: Lot 2, Block 1, Andover Marketplace 2nd Addition, Anoka County, Minnesota WHEREAS a conditional use permit was approved for a drive-through window for a TCF bank on the described property on January 18, 2005, and; WHEREAS Andover City Code Section § 12-15-7-D states that Conditional Use Permits shall be implemented within the first twelve months following approval, and; WHEREAS the property was not developed, and no drive-through use was implemented, within twelve months of January 18, 2005, and the site remains vacant, and; WHEREAS a new application for a conditional use permit has been requested for a drive-through window at the subject property for a proposed restaurant with authorization from the property owner, and; WHEREAS upon approval of the newly proposed conditional use permit for a drive-through, the previous conditional use permit for a drive-through would be needless, and rescinding the previous approval would help to eliminate a potential source of confusion, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby rescinds the conditional use permit request for a drive-through window which was approved through Resolution No. R013-05 on January 18, 2005. Adopted by the City Council of the City of Andover on this _ day of 2023. CITY OF ANDOVER ATTEST: Michelle Hartner, Deputy City Clerk Sheri Bukkila, Mayor ANW-9^ Location Map — 2184 Bunker Lake Boulevard - (34-32-24-24-31-0154) O'k i i 4 ,ite X91 .•,• P - { 1 K 2yU s 2184 ' .fes',`. _ 1� � � f' �ti 'OT IT I 1 ! • r � a � •' T 1 r • ( 'Please note: This is not a survey. Property line locations are approximate and provided only to show a general location of the property relative to adjacent roads and properties. Peter Hellegers From: Meredith Wiens Sent: Tuesday, November 22, 2022 4:31 PM To: Peter Hellegers Subject: Traffic Concern at new Proposed Drive-thru location You don't often get email from Learn whvthis is important EXTERNAL EMAIL ALERT: This message originated from outside the City of Andover email system. Use Caution when clicking hyperlinks, downloading pictures or opening attachments. Hi Peter, Wanted to bring up a concern I have with the traffic on Quinn street, at the intersection near Festival/Top Ten Liquors/Walgreens. It currently is a 2 way stop and already can be very busy and dangerous trying to pull on to Quinn. With an added restaurant there, I anticipate the traffic increasing significantly. I'd like to suggest a consideration for a 4 way stop, or some other way to make this area safer. Thank you 1 Meredith Wiens 1406140th Ave NW Andover Meredith Wiens Regular Andover Planning and Zoning Commission Meeting Minutes —November 22, 2022 Page 2 1 PUBLIC HEARING: CONDITIONAL USE PERMIT —DRIVE THRU WINDOW — 2 PIN 34-32-24-0154, 2184BUNKERLAKE BOULE VARDNW—ANDOVER STATION 3 2016, LLP (APPLICANT) 4 5 The Planning & Zoning Commission is requested to hold a public hearing and make a 6 recommendation to the City Council on a Conditional Use Permit (CUP) for a drive thru 7 window for a proposed fast -casual restaurant. City Planner Hellegers identified the location 8 of the proposed restaurant. Mr. Hellegers stated the site plan is being reviewed by the 9 Andover Review Committee (ARC). He presented the landscape plan and staff 10 recommended additional screening to reduce headlight glare in the drive thru. 11 12 Mr. Hellegers noted the City received two comments from the public. One was regarding 13 headlight glare in the drive thru which staff has addressed. The other comment expressed 14 concern about traffic safety in the area. 15 16 Commissioner VanderLaan asked if the screening is inadequate in the drive thru, what can 17 affected residents do and who is responsible for handling it. Mr. Hellegers stated staff will 18 review the updated landscaping plan to ensure it adequately mitigates headlight glare. He 19 explained there is a one-year requirement for landscaping and if the landscape screening is 20 a condition of the Conditional Use Permit, then the property would need to maintain that 21 screening for a longer period of time. 22 23 Commissioner Volkenant asked where the access drive to the restaurant was. Mr. Hellegers 24 stated the access is the same as Festival Foods. Commissioner Volkenant stated that 25 intersection can get busy and asked if there would be any signage or traffic mitigation. Mr. 26 Hellegers stated it wasn't a concern to City staff during the review process. Commissioner 27 Volkenant stated the design could create a bottleneck at the Quinn Street entrance. Mr. 28 Hellegers stated he will revisit the design with the Engineering Department. 29 30 Motion: Chairperson Godfrey assumed a motion to open the Public Hearing at 7:20 p.m. 31 The motion carried by unanimous consent. 32 33 Don Jackson, 2182 137a` Street, came forward and stated he lives directly across the street 34 from the proposal. He appreciated the mitigation of headlights through landscaping. Mr. 35 Jackson wanted to know how tall the trees would be, how well maintained will they be. He 36 currently gets light coming in from Andover Station. He asked for data about how long 37 people will be sitting in the drive thru waiting for their food. He is concerned about noise 38 mitigation. He gets noise from Bunker Lake Road that interferes with his usage of the back 39 yard. Mr. Jackson is concerned about the traffic on Quinn and the entrance to Andover Regular Andover Planning and Zoning Commission Meeting Minutes — November 22, 2022 Page 3 1 Station. He asked if the City would install a four-way stop. Mr. Jackson asked why the 2 City wouldn't consider a small business instead of a franchise. 3 4 Chris Moe, on behalf of the property group, came forward and stated they have an 5 investment in the community and purchased the land to control the use of it. Mr. Moe stated 6 he had conversations with City staff and understands the community wanted more 7 restaurants. Mr. Moe understands Mr. Jackson's concerns; however, it is a commercially 8 zoned property. He explained the drive thru is a pickup window, not an ordering lane. 9 10 Commissioner Shafto asked what people do when their order is not ready. Mr. Moe stated 11 there are numbered stalls where people can park, and Chipotle staff will bring it out when 12 it's ready. 13 14 Commissioner VanderLaan asked for a map showing the houses on the north side of 15 Bunker. Mr. Jackson stated his house is the house directly across from the drive thru. He 16 can see into his dining room from the property. He asked them to consider not having a 17 drive thra and using numbered spaces or in store pickup. 18 19 Commissioner Hudson asked if there was a possibility of flipping the building and having 20 the cars approach the drive thru from the south. Mr. Moe stated they would need approval 21 from Festival Foods. He indicated Festival did not want additional traffic going through 22 their parking area. 23 24 Mr. Hellegers read the comment received by email. Meredith Wiens, 1406 140th Avenue 25 NW, stated she has a traffic concern at Quinn and Andover Station. She asked for a four 26 way stop to help make the intersection safer. 27 28 Motion: Chairperson Godfrey assumed a motion to close the Public Hearing at 7:34 p.m. 29 The motion carried by unanimous consent. 30 31 Commissioner Loeblein stated he can support the Conditional Use Permit. He recognized 32 that there will be light shining on someone's home no matter which way the traffic goes. 33 He encouraged the applicant to come up with an aggressive screening effort. 34 35 Commissioner VanderLaan stated she has been impacted by a new development and 36 headlights shining into her house. She understands Mr. Jackson's concerns and she has 37 been working with the City and developer on a solution. Commissioner VanderLaan stated 38 this will be creating an uncomfortable situation for those residents. She stated she will vote 39 against this use and feels the City needs to be more sensitive towards residents. Regular Andover Planning and Zoning Commission Meeting Minutes —November 22, 2022 Page 4 1 2 Chairperson Godfrey asked staff to explain the process of when the landscaping plan will 3 be reviewed and approved by the City. Mr. Hellegers explained the site plan is the current 4 plan. The ARC recommended additional screening on the north end of the drive thru. He 5 stated the Commission could add a condition for additional screening and landscaping. 6 Staff are comfortable with the language in the draft resolution. Mr. Hellegers recommended 7 coniferous plantings at least 4 feet high to mitigate headlight glare. 8 9 Commissioner Shafto stated he can support the CUP, but the head light glare needs to be 10 taken seriously regardless of a drive thru and would like the entire north side to be 11 landscaped. 12 13 Chairperson Godfrey asked how the project impacts the trail. Mr. Hellegers stated the trail 14 will be straightened out and keep a 10 -foot separation between the trail and the curb. 15 Chairperson Godfrey asked if it would diminish the usability of the trail. Mr. Hellegers 16 stated there will be no negative effect on the trail. Chairperson Godfrey asked who pays 17 for the trail adjustment. Mr. Hellegers explained it is the responsibility of the developer. 18 19 Chairperson Godfrey stated the CUP will run with the property and if Chipotle sold the 20 building, it could go from a pickup window to a full-service drive thru. Mr. Hellegers 21 confirmed she was correct. Chairperson Godfrey stated screening is important on the north 22 end and the condition will remain with the property. 23 24 Commissioner VanderLaan asked if the language should be changed to pickup window 25 instead of drive thru window. Chairperson Godfrey stated the terminology in City Code 26 refers to this usage as a drive thru window. 27 28 Motion: by Loehlein, seconded by Hudson, to recommend approval of a Conditional Use 29 Permit Amendment for a drive thru window located at PID#: 34-32-24-21-0154 - 2184 30 Bunker Lake Boulevard - Andover Station 2016, LLP. Motion carries 4 ayes, 2 nays 31 (Shafto and VanderLaan), and 1 absent (Koehler). 33 OTHER BUSINESS 34 35 City Planner Hellegers updated the Commission on actions of the City Council. 36 37 Commissioner Volkenant asked Mr. Hellegers about the additional resolution in the 38 meeting packet. Mr. Hellegers stated the resolutions brought to the Commission are options 39 for the Commission to consider. He explained the packet included approval and denial Regular Andover Planning and Zoning Commission Meeting Minutes —November 22, 2022 Page 5 1 resolutions as well as a resolution clearing the record from the previous CUP. Chairperson 2 Godfrey stated the Commission recommends an action and the City Council would approve 3 or deny the Resolution. 4 5 ADJOURNMENT 6 7 Motion: Chairperson Godfrey assumed a motion to adjourn the meeting at 7:50 p.m. 8 Motion carried by unanimous consent. 9 10 11 Respectfully Submitted, 12 13 Shari Kunza, Recording Secretary 14 TimeSaver Off Site Secretarial, Inc. KidepMorn MEMORANDUM To: Peter Hellegers City of Andover From: Ark Lokensgard, P.E. Kimley-Horn and Associates, Inc. Date: November 9, 2022 Subject: Letter of Request— Andover Marketplace Conditional Use Permit - Chipotle LETTER OF REQUEST iEtIVEL NOV 0 0 2022 CITY OF ANDOVER HJ Development is proposing to construct a Chipotle restaurant (±2,300 SF) on an existing 1.32 -acre lot at the southwest quadrant of Bunker Lake Boulevard NW and Quinn Street NW in Andover, MN. The property is currently in the zoning district GB (General Business). Drive-thru/pick-up uses are permitted in this zoning designation with a conditional use permit. HJ Development is requesting a conditional use permit for a pick-up window on the 2,300 SF Chipotle restaurant building. All associated parking, utilities, landscaping, and accessory structures will be constructed as part of the project. The proposed site plan adheres to the development regulations set forth by the City of Andover and spelled out in the City's zoning code. As part of a previous submittal, two restaurants were proposed as part of this project. Since that previous submittal, the second restaurant has been removed from the plan and will be included in a separate application, further west within the Andover Marketplace development. Additionally, a preliminary plat is no longer needed. DESIGN TEAM Applicant: HJ Development ATTN: Chris Moe 2655 Cheshire Lane N Plymouth, MN 55447 952-476-9400 Property Owner: Andover Station 2016, LLP 2655 Cheshire Lane N Plymouth, MN 55447 952-476-9400 767 Eustis Street, Suite 100, St. Paul, MN 55114 651-645-4197 Kimley>>> Horn Engineer: Kimley Horn and Associates, Inc. ATTN: Arik Lokensgard, PE 767 Eustis Street, Suite 100 St. Paul, MN 55114 612-503-8547 Architect: Wilkus Architects ATTN: Dusty Austin 15 91 Ave. Hopkins, MN 55343 952-843-5048 Surveyor: Egan, Field & Nowak, Inc. ATTN: Chris Terwedo 1229 Tyler St. NE Suite 100 Minneapolis, Mn 55413 612-466-3368 Page 2 kimley-horn.com 767 Eustis Street, Suite 100, St. Paul, MN 55114 651-645-4197 -_______________. I I I I ALTA/NSPS LAND TITLE SURVEY FOR: Kimley-Horn and Associates LEGEND: -` S COON CRUX OR NW CHIEF: LH REVISIONS BENCHMPAK eA n LxlIIr�pl A nr- / SANITARY SENFR ver( A' STORM SEf.'FR ®M® 0 30 60 90 WAMRNAR j R mxD —E— UNDERGROUND B ECTRIC Teem HwW T �/ v°G5"•�1 ^` m ELECTRIC MANHgE / UNDERGROUND RBER CPTC SCALE IN FEET HM'OHOM zDml N I NO BVIOMOS O&SL4W9 F%ISTNC MNTWR LINE D I �L CJJ OR- \\ \ -' O FOUND IRON MONUMENT i rYn pS I oxNSR: MD 6B sTAnoN xois u.c 2194 BUNKER LME SLw Nw. HOOVER ux 55304 vm55 P.I.D. 34-32-24-31-01554 Q" WNCRETE SURFACE ® FOUND PK NAIL SET IRON MONUMENT MARKED C meea�ee nl1puw Iffm LICENSE NUMBER 53536 i N p ay .� ki MSD Q _ - _- `� ANmae SET PK NAIL 3N y1 I �w / C') INC PER SOF ANOOYER _® �„ 9so FpyAO rare5 rem �n y MARKEIPLACERECORD 2ND ADDI .l CZ zJnln AnnI TI/IAI�yM1'4`� ��p\(N%X%XXX"E) / 1IVV r3VVlllvly 6\�p-,6�Jp, P sga Sy°�� . ` \ RS —\ LEGEND: -` S COON CRUX OR NW CHIEF: LH REVISIONS BENCHMPAK — — SANITARY SENFR ® SNRM MPNHOM STORM SEf.'FR ®M® CAT BASIN w-- WAMRNAR 0 CAM VALVE —E— UNDERGROUND B ECTRIC RS. HwW T —W— UNDFRMOVND MLECOMMUNICAMON m ELECTRIC MANHgE —m— UNDERGROUND RBER CPTC © HM'OHOM zDml SPOT EIEVATCN MST �920� F%ISTNC MNTWR LINE © SEMAPHORE COMMUNICATM' BOX OR- TREE -' 00 BINMINWS SURFACE WNCRETE SURFACE PAM SURFACE REOEIVED OCT 18 2022 VICINITY MAP NOT TO SCALE MY OF ANDOVER S COON CRUX OR NW CHIEF: LH REVISIONS 2� SURVEYFOR: Kimley-Horn and Associates PROPERTY ADDRESS: 2184 Bunker Lake Boulevard NIN Andover Minnesota 55304 D 1�p N0. DATE DESCRIPTION Z '0� 8 4 CHECKED By. CAT BUNKER LAKE BM NW JOB NO. 40637 FILE N0. SITE _ s 4 Zt VICINITY MAP NOT TO SCALE MY OF ANDOVER FIELD BOOK I PAGE CHIEF: LH REVISIONS LAND TITLE SURVEY SURVEYFOR: Kimley-Horn and Associates PROPERTY ADDRESS: 2184 Bunker Lake Boulevard NIN Andover Minnesota 55304 D KimmALTA/NSPS YN475 Old Hlghway 8 NW, Suite 200 New Brighton, Minnesota 55112 ®'� PHONE: (612) 466-3300 WWW.EfNSURVEY.COM Egan, Pietd & Nowak, Inc. caCRIDKTQ 2022 By ELAN, ADD k NOWAK, INC. tantl surveyors since 1872 N0. DATE DESCRIPTION DRAWN BY: DI 1 2022/07 Ofi ROASM FOR CUBIT COMMENTS DRAWING NAME: 4OB3>.Ew9 CHECKED By. CAT JOB NO. 40637 FILE N0. SUAIXER LAKE BOULEVARD 1VW (COUPLE Y ROAD NO. 116) -- ,DRAINAGE G UTILITY EASEMENT PER _ _ T-" AS ANDOVER PLATS OFA. - 1 I _AS MARKETPLACE UNI PLATS OF aNDJVEP AFIDOOFMA AND -' WAIL EASEMENT P f DOL NO IPR9f16 ( AIIDJI¢R IAARXEiFLAOE PND ADOIPGH (ABSTRACT) f/ 339515 (IORRENS)= _ 1V RI(I ANG - P SETBACx _ _ .r a n .0 ♦ • .r � .r .r T ae 40 �` —S T .r .r ANDOVER STATION - CHIPOTLE TOTALPROPERTYAREA 1 57,300 BE (1.32 AC) ZONING SUMMARY MUW'NJ, GB- GENERAL BUSINESS PROPOSEDZONING GB- GENERAL BUSINESS � Tlf� �S ^ljaAPaDOC NO 45 NO 455191 .�... y�.ife1_^'<'.�ILA 'dwl�: PATIO ^��1E�;'•10 ������� TRASH ENCLO]VflE ]+ N �A`•_.' " ^'�'^ .B p r R]p � u4it.:V: 1GM1MX�6$ETBr—� I/VI p .I.. 4 .UL DIMENSICRS AND FPOY ARE TO THE FACE OF C URB ON LEM OTHERM SE 21 IT I LuLu S EASTWGSTRUCTURESRATXIH CON$TRUCTIGNUMMARETOBEMANDONED. REMOVED OR RELEGATED MNECESSARY, ALL COST SHALL BE INCLUDED IN BASE RD, Z W I / I .. G ,D .P PROPOSED rrr�r1_.�LI" j Lt_1 /.//// . " ..1 RESTAURANTA novEary LwE Jlle rROFosili wit✓. 32,300 SF PROPERLY LINE .. 24.0• J4.•+� ,y IIS irAv 1190 .. ..2 AC ---Ila. .�� Ili180 r.-.,-. -" /, y PROPERTY LI ¢/.:/ �% TF G III ... 531.W;N\ • . 4 e / � • � Yi/// 114 18.0 Teo F^ .I � / y mPARwxD SEreACK /%�./ 6 I W 0 , III n +'••�/' .l 3D MIMING SETBACK SII. R;t� /da /. .. / �� � •i/ --yll N„.. N. /F III .Rs 111, Real. I .. A,/ N • 6 ..'... , .. M f . AIX Ulf AA L ..$o-R1s.. ... 4 � � / ./J '/i/ ,i//• /4�\' / III. .'.L.. .. ' •' / i�'�/:'% s�0/0 III .../.." '• �, . / //'.T %`` E' ARP WX \1t 1j1 ° i%•. + " / j//i z/ --7 T d d pa' KEYNOTE LEGEND CONCRETESIDEWALX 'DONOTENTER'SIGN MATCXEXI.IING EOGEOF PAVEMENTIBURB..UTTER t OD ACCE951BLENRB RAMP ACCESSIBIEPARKINOSIGN ACCESSIBLE PMKING 1. 1), / © AREABTRIPED`M1H 1'SV3L®<5'YOC. RECEIVED OH STANDARD DUTY ASPHALT PAVEMENT OI IANDSBAPEAREA-SEEIANDSCAPEPIANS OCT�/ OJ STOPSIGN C 18 2022 O URIVE-T AAARN.I.GBIGN © 9312CURBAGUTTER(TYP.I GRAPHIC SCALE IN FEET CITY DO 0 10 20 40 OM DIRECnGNALTMFFICARRGw CAI 1 7 OF ANDOVER NORTH O FLAT CURS 0 LEGEND — — — � PROPERTYUNE $ELBALN LINE PROPOSFPCUROAXDGUiTER aflDPosEDSTANOARO D1nr AspxuT 9TA1 A Y h PROPOSEOCONCRETEPAUEMENT 4� PROPOSEDSTORDVATERMANAGEMFMANDA PROPOSED CONCRETE EOEWLLK PROPERTYSUMMARY ANDOVER STATION - CHIPOTLE TOTALPROPERTYAREA 1 57,300 BE (1.32 AC) ZONING SUMMARY EXISTING ZONING GB- GENERAL BUSINESS PROPOSEDZONING GB- GENERAL BUSINESS PARKING SETBACKS SIDEMEAR=20• ROAD =10' BUILDING SETBACKS FRONT=40' SIDE=39 REAR =10' BUILDING DATA SUMMARY AREAS BUILDING AREA 2300 SF(4.0%OF TOTAL PROPERTY AREA) PARKING 2. CONIRACTgi sXML REFER TOTNE ARCHITECTURAL PLANS FOR MET REQUIRED PARKING, LOT 1 18 STALLS @i STALU160 SF PROPOSED PARKING, LOT 1 47 STALLS @ 20.4 RATIO ADA STALLS REQ'D I PROVIDED. LOT 1 1 STALLS 12 STALLS SITE PLAN NOTES 6 O 1. AILWCRKN10MA1FRIALB$ILLILCGUPLr WRX ALLc11YlLWNTY B£GUunoxs MD cones M o QSN.A sTANDARos. 2. CONIRACTgi sXML REFER TOTNE ARCHITECTURAL PLANS FOR MET LOCATIONS AND DIMENSIONS OF VESTIBULES. SLOPE PANNE. SIDEWALKS. OUT J z PDA ES. TRUCK BOOMPRECISE BUILDING DIMENSIONS MD EXACT BUILDING V2ILTYENTBANCEMCAnONs 3. ALL INNER CURBED RADII AFE TO BE S' AND OUTER CU REED PAOII ARE TO BE I D 1 MUMS OTNERMSE NOTED. STWPED RANI ARE TO BE S, I/VI 0. 4 .UL DIMENSICRS AND FPOY ARE TO THE FACE OF C URB ON LEM OTHERM SE NOTED, LuLu S EASTWGSTRUCTURESRATXIH CON$TRUCTIGNUMMARETOBEMANDONED. REMOVED OR RELEGATED MNECESSARY, ALL COST SHALL BE INCLUDED IN BASE RD, Z 6. WNIRALTO0. SHAM. BE RESPONSIBLE FOR ALL RELOCATIONS. NA1ESs O y♦ DOMINANCENOTEDGN FLANBI WCWOINGBUi NOT LIMNED TO. AILMUTE$ STOMIDRVN.tGE.SIGNS.TPAFFILSIGNAL58PolE5,EFG AS REWIRED. ALL ARM SHALL BE IN ACCORDANCE WNX GOVERNING AUMORRIES REQUIREMENTS V M9 PROJECT SITE KCRK SPECIFICATIONS AND SHALL BE RE PROVED BY SUM, AM CORTIMAMBEINCLUDEDINIUMBID. N LLL T. $RE BOUN0.WY, TOPOGNMAY. UTLIW AND MAE INFORMATION TAREN.OMA SURVEY BY... OEM. OVAAL WG. DATEDOLI NOV., U) MMLEYJIORNASSUMED NO UABIUW FOR ANY ERRORS. I NACCURACIES, OR Z ONGFUCNSCONTAINEDTHEREW O 1 L TOTAL LAND AREA G 111 ACRES. U Z F 9 POCN I MONDMEM$IGNS SIVJL BE CONSTRUCTED BY OTHERS, SIGNS MEO W SHOWN FOR GRAPHICAL S I NFORMAIONAL PURPOSES ONLY, CONTRACTOR TO VERIFY SIZE LOCATION AND ANY REQUIRED PERMITS NECESB MR TXT O ` CONSTRUCTION OF THE M. I MONUM FM SUM, �l J O L. a 10. CONTRACTOD MALL REFERENCE MEN I MEP FLATS MR SITE LIGMI NO AN D F— W O fj)O ELEGTRICALPIAN. O rc J N. NO PROPOSED LANOSCMING 3UCx A$TASMERSXRUSS.ASOVEMD Z d Q LU UNDERGROUND STRUCTURES. OR OTHER OBSTRUCTIONS SHALL BE LODGEO I uJ W \ SBE Y•TIHINERVOINGORPROMSED V2IUTYEASEMEM$MDRGXTSOT.IJALESS SPECIFICALLY ACTED ON FLANS OMERNA BE. W 12 REFERENCE ARMTECTURAL FINIS FOR DU MASTER ENCLOSU RE DETNUT Q 13. REFER T°FINAL PLAT M ALTA SUNVEY FOR EXACT LOT AN D PflMFATY Z Z BWNDARYDIMENSIGNB. M. ALL MEAS ARE ROUNDED TO RIB NEAREST SQUARE MET. 13. All DIMEN510ry$ME ROUNDEDTOTXENEARESi TEMXFWT J 18. ALL PRICING STALLS TO BE IV IN VMFTH MD I W IN LENGTH UNLESS OOTIVASE W 3HEETNIIM1E1 INDICATED.. C400 � �I o m�T 2—y.RMfT- — - — _ 4- -1 _ R-,--: e.aEzrsofRrfwnirv:. llt'.p TW. I^ EXTERIOR ELEVATION 4 SCALE: 1/4•=1'-0• A-201 EO EC g T , U- 1 TW. n �,• _ _ _ _ F - Y- z 1VP. 3 EXTERIOR EL SCALE: 1/4'=T-0' A-201 ,L TATUWFRVAR.I FT ssI• 4 Q PM— l]P-P BAflTsof]rt iMMMG TVP. FIXW�ID)ROOq �, ---FM e A - 1T N P 9 ID EXTERIOR ELEVATION 1 TANWTAf.VNPfi _ _ _ _ _ � lll'-if A Tn PMWET Mfl _ Y UY-4• 5 U ttP 1 as MsNNTFMMING ]v.1• TA90RFER vP-P t .� EXTERIOR ELEVATION EXT. ELEV GENERAL NOTES I MET/1GN0%6AVYIPYFiROMRYW WIIW WCR, IXG(MI, IXOXG(81319]5-0lMFM.VL '� YM@MIFAXINPROO.WM KEYNOTE LEGEND W o W 1 FKEBRNXVBffER-fiRNgpBIXA _ 3 FACf_BIU_IX_V@1_EE_lf-9(Y➢IBICOIIRSE f3© _. Z s_ sva ._. ..... _.. __ _. a CCN)ROLJdNI3-REFpiTO NM'IIFACM1IRERS gECg113�NN0ATXNISFMBPAGNG T ] PIIFFIw91®8NL(B.40NEENLNIMINNiOPY. __ _ _ a PRONOE¢OCXING 9FNIAp AREAOF WGW.(£MNCOttWINATEFILCINGL ACCESS- _... L'O7GLWATE sxAcrlmwnaaRwmlrFrvMNrYruwWas A]rorFxwrsl3N WNWM1 TVP. FIXW�ID)ROOq �, ---FM e A - 1T N P 9 ID EXTERIOR ELEVATION 1 TANWTAf.VNPfi _ _ _ _ _ � lll'-if A Tn PMWET Mfl _ Y UY-4• 5 U ttP 1 as MsNNTFMMING ]v.1• TA90RFER vP-P t .� EXTERIOR ELEVATION EXT. ELEV GENERAL NOTES I MET/1GN0%6AVYIPYFiROMRYW WIIW WCR, IXG(MI, IXOXG(81319]5-0lMFM.VL '� YM@MIFAXINPROO.WM EXTERIOR FINISH SCHEDULE. - sF-t �•Maou✓awaoE OIENGFR']-AfNMI JEF11 a•MOWLMBwCK.atlLFf1 GI.ENIi-RY—AYRVN. ..._ .. _ ._ .. __ .. PNrvT FH METKCCPIN3 ... TO ANTCH EIf3B¢ON LIGHTING FIXTURE SCHEDULE - M,MIFACRR el OIY. M ws UWT-T10N _ EIt NOC_6_ .. { ------ WHREFXITUGM-BTNX]M01✓® F]OiRONrv( .0.IDUWH ...._ EY f BYPF F.gFluaF114YYGIrt:eWeIE XEIL ..EbIfl01iC(.. •MIDe1.Mae PNCb1 F3 3 BURFIGE WMLPAIX RASUGWWQ W%H1a1 Et i SNEA4E IIDCN4VEE.WM PAPAgBM RAE]SR58] ID WILKUS ARCHITECTS OWNER/CLIENT LOGO, NAME, AND ADDRESS P0 1.1 IF J J KEYNOTE LEGEND W o W 1 FKEBRNXVBffER-fiRNgpBIXA _ 3 FACf_BIU_IX_V@1_EE_lf-9(Y➢IBICOIIRSE 2-�TFAWILVBRg03lDAPo(9FpIIE/plWl]EONMWINMSTOPFYFONr8V3TEM _. Z s_ sva ._. ..... _.. __ _. a CCN)ROLJdNI3-REFpiTO NM'IIFACM1IRERS gECg113�NN0ATXNISFMBPAGNG DO ] PIIFFIw91®8NL(B.40NEENLNIMINNiOPY. __ _ _ a PRONOE¢OCXING 9FNIAp AREAOF WGW.(£MNCOttWINATEFILCINGL ACCESS- _... L'O7GLWATE sxAcrlmwnaaRwmlrFrvMNrYruwWas A]rorFxwrsl3N WNWM1 ..o PReFlws�oMer]AconNa — _ _._ to R.V9®PAfUPETa3YIX0 sxlmloRFw�sl�s ro wPwP ERPas¢o Y0E3 P1�IMY1®ORWf3RM!]EALaWMPA99-nN11 WMWWWTI WI¢iMTFD IM9iKNNR 11 aeTr TRAlBCN MD 8109Rra5. tz_tmauWN¢umrtlFxl-t3ax,TorM.uawnn- -. _. _- ii 8'CON�EIEBME1TBtl]MO ' 1i- FRGar PROOFWNLMLW.WI... 1B ROOFpWN WERROWWIMCOWIWNOE - 1J. F]Fa,owr_RSPFnTO MMRFALTIRERa REcow.®+ognoN FoR SPACWOREauwvm+Ts. 1a lmavnrrFLucNr-+BPMEE]pTH _ _ .m .W(YLW6WNOAWRES4 XUNBERS:CMROINARREWWBIBRBWIM MRINflRIF511ANNG zf wauuT®xaiax MECLL6aaR- II_WOR891-M]IIMOETNEB!]B'U.b b•ABWEGRAOE __.- .. _.. za EtECWCLLwam oLKOErtrLratVm]1 _ PS 'E%IFJVgIEROKIAOCERWIMt000NOGAR �. _ _ EXTERIOR FINISH SCHEDULE. - sF-t �•Maou✓awaoE OIENGFR']-AfNMI JEF11 a•MOWLMBwCK.atlLFf1 GI.ENIi-RY—AYRVN. ..._ .. _ ._ .. __ .. PNrvT FH METKCCPIN3 ... TO ANTCH EIf3B¢ON LIGHTING FIXTURE SCHEDULE - M,MIFACRR el OIY. M ws UWT-T10N _ EIt NOC_6_ .. { ------ WHREFXITUGM-BTNX]M01✓® F]OiRONrv( .0.IDUWH ...._ EY f BYPF F.gFluaF114YYGIrt:eWeIE XEIL ..EbIfl01iC(.. •MIDe1.Mae PNCb1 F3 3 BURFIGE WMLPAIX RASUGWWQ W%H1a1 Et i SNEA4E IIDCN4VEE.WM PAPAgBM RAE]SR58] ID WILKUS ARCHITECTS OWNER/CLIENT LOGO, NAME, AND ADDRESS P0 1.1 IF J J nl O N C� ~ — W o W 1991E OATS: a //� VI/� 0 z v� Z LLIZ 0 z a J m offi mo YQ w Y Z PE1ge10N: W= DO DO I !y I.i.l > W nl O N C� ~ — Ir LU LU O z `l LL 0 U PRQIECf NO:'L12fA961 oRAwwav: o.MnFwNX Gea®ar. 1991E OATS: PBUarPLAN REVEW ] _ PE1ge10N: W= H DOVER, MN A-201 120 F,�_Sl V/ If i'(; Ll'.. .i: LIT ::'T_ Vll'lj - - ----- ---- -- - BUNKER LAKE BOULEVARD NW (COUNTY ROAD NO. 116) STDRAINAOE & UPUIY EASEUEN! CCF ON FLATS =--=—'.- PLAT O SEA➢ON. _. - _ I AS AS SHOW ON PLR ES Of ANDOVER -- - -. IFAI( EA £VENT P£F OOC NO 14496icI IINDOL£FLAOF AND PULL PmN0 A00 G0N ' ( 65TTRti) 4 JJG314 (TORFEIIS) �` _ _ c ] _ -1 . ' .... _ GI L M c NN L 'P o-,�- ++Np BUILD AREA GER MASHENCLOSUM O " + # . I e M T x �PROPERRTY 240 (D / t T a. / r e.. /.. Q r r r � I RECEIVED OCT 19 2022 CITY OF ANDOVER LEGEND — — — — PROVERnunE — — SETMCKLINE PROPOSED CUPBANOGORER OPROPOSEDSTANDARDWWASPINLT PROPOSEOCONCRERPAVFMENE PROPOSED STINOGNATER MANAGEMENT AREA PROPMEOCONSRETE90EWALN PROPERTY SUMMARY ANDOVER STATION - CHIPOTLE T(]TA1 PR(1PFRTY AREA 1 51.300 SF (1.32 ACT T ZONING SUMMARY e DOC NO 455191 a a. PROPOSEDDONING GS -GENERAL BUSINESS PARKING SIDEREAR=2tl PANNING SETBACKS ROAD =10' PROPOSED PARKING. LOT 1 FRONT=4P BUILDING SETBACKS SIDE =30' .11V�LDING SElOACK-1 +rte +I BRUITY DISTANCE LOCATIONS. . 3, ALLINNER CURBED RADHARE TO TERMS COMA CURBED EACH ARE TO BE IV UNLESS OTHI M1sE NOTED STRIPED MDU ARETO Ms. 6 ALL DIMENSIONS AND EACH ME TO ME FACE OF CURB UNLESS OTHERMSE LV NOTED. W S EARTHS STRUCTURES WITHIN CONSTRUCTSM UNITS ME TO BE ABANDONED. OR R ELOCATED AS NECESSARY. ALL COST SHALL BE INCLUDED IN BASE PROPOSED RESTAURANTAII'f12.300 SF F. BREMOVED Z / 1 II N OA CONCRETESIBEWAU( / LOT . 1.32 ACZZ -WNOTEWWSIGN / © PROPERna E O ACCESURBRAMP / OE ACSESOMMSIBIEPPRKING bIGN OACGESSISIEPAR... r / OG MEN STRIPED WTH C S 045-S O.0 OMISSIONSCOMAINEOMEREIN, L 6. TOTAL LAND AREA 13 IH ACRES O Z ' i B. PYLON I MONUMENT SIGNS SHALL BE CONSTRHCMD BY OTHERS. SIG NS IRE _ Lu ..FOR GRAPHICAL 3 I NFOPAU OSML PURPOSES ONLY. CONTACTOR TO YERIFY SPE. LOCATION AND ANY REQUIRED PERMITS NECESSARY FOR THE O W CONSTRUCTION OF THE PYLON I MO"VMEMSIS". LL G Q a / .� a ��. �a •4rara �/, F. U) O W O (D / t T a. / r e.. /.. Q r r r � I RECEIVED OCT 19 2022 CITY OF ANDOVER LEGEND — — — — PROVERnunE — — SETMCKLINE PROPOSED CUPBANOGORER OPROPOSEDSTANDARDWWASPINLT PROPOSEOCONCRERPAVFMENE PROPOSED STINOGNATER MANAGEMENT AREA PROPMEOCONSRETE90EWALN PROPERTY SUMMARY ANDOVER STATION - CHIPOTLE T(]TA1 PR(1PFRTY AREA 1 51.300 SF (1.32 ACT T ZONING SUMMARY EXISTNGZONING GB- GENERALBUSINESS PROPOSEDDONING GS -GENERAL BUSINESS PARKING SIDEREAR=2tl PANNING SETBACKS ROAD =10' PROPOSED PARKING. LOT 1 FRONT=4P BUILDING SETBACKS SIDE =30' REAR =10' BUILDING DATA SUMMARY AREAS BUILDING AREA 2.3005F(4.0%OF TOTAL PROPEDIAREA) PARKING 2 CONTRACTOR SPALL HERE R TO THE ARCHITECOURAL PLANS FOR EXACT REQUIRED PARIONG, LOT 1 16 STALLS ®1 STALU150 SF PROPOSED PARKING. LOT 1 41 STALLS @ 20.4 RATIO ADA STALLS RED'D I PROVIDED. LOT 1 1 STALLS/ 2 STALLS / SITE PLAN NOTES OX STANDARDOMASPHIPLTPAVEMENT OI IANDSCAPEAREA-SEEIANDSCAPEPIANS OJ STOPSIGN O DRNE THRUWAYFINDING SIGN © %I]WRB.CURER MR.) GRAPHIC SCALE IN FEET 0 10 20 40 OM OWECTION0.TRAFFICARROW ON FIATCURB OIC S6INLLCA, LMPIALLCRYFOVHIY xEGNATOX4 1. AllCOICI 9 / 2 CONTRACTOR SPALL HERE R TO THE ARCHITECOURAL PLANS FOR EXACT LOCATIONS AND DIMENSION S OF 4£SMIUUM SLOPE PANNG. 610EWAUP. FRIT �J PORCHES. MUM DOCNS. PRECISE BURgNG DIMENSIONS AND EXA. GH.AING L BRUITY DISTANCE LOCATIONS. 3, ALLINNER CURBED RADHARE TO TERMS COMA CURBED EACH ARE TO BE IV UNLESS OTHI M1sE NOTED STRIPED MDU ARETO Ms. 6 ALL DIMENSIONS AND EACH ME TO ME FACE OF CURB UNLESS OTHERMSE LV NOTED. W S EARTHS STRUCTURES WITHIN CONSTRUCTSM UNITS ME TO BE ABANDONED. OR R ELOCATED AS NECESSARY. ALL COST SHALL BE INCLUDED IN BASE F. BREMOVED Z / KEYNOTE LEGEND N OA CONCRETESIBEWAU( / OB -WNOTEWWSIGN / © MATCH ENSUE EWE OFPAYEMENb CURB CURER O ACCESURBRAMP / OE ACSESOMMSIBIEPPRKING bIGN OACGESSISIEPAR... r / OG MEN STRIPED WTH C S 045-S O.0 OX STANDARDOMASPHIPLTPAVEMENT OI IANDSCAPEAREA-SEEIANDSCAPEPIANS OJ STOPSIGN O DRNE THRUWAYFINDING SIGN © %I]WRB.CURER MR.) GRAPHIC SCALE IN FEET 0 10 20 40 OM OWECTION0.TRAFFICARROW ON FIATCURB OIC S6INLLCA, LMPIALLCRYFOVHIY xEGNATOX4 1. AllCOICI AxDcoDESAxDo.GxA. srAxoARos. AGO O.E"A 2 CONTRACTOR SPALL HERE R TO THE ARCHITECOURAL PLANS FOR EXACT LOCATIONS AND DIMENSION S OF 4£SMIUUM SLOPE PANNG. 610EWAUP. FRIT �J PORCHES. MUM DOCNS. PRECISE BURgNG DIMENSIONS AND EXA. GH.AING L BRUITY DISTANCE LOCATIONS. 3, ALLINNER CURBED RADHARE TO TERMS COMA CURBED EACH ARE TO BE IV UNLESS OTHI M1sE NOTED STRIPED MDU ARETO Ms. 6 ALL DIMENSIONS AND EACH ME TO ME FACE OF CURB UNLESS OTHERMSE LV NOTED. W S EARTHS STRUCTURES WITHIN CONSTRUCTSM UNITS ME TO BE ABANDONED. OR R ELOCATED AS NECESSARY. ALL COST SHALL BE INCLUDED IN BASE F. BREMOVED Z S. CONTRACTOR SHALL BE RESPONSIBLE FOR ALL RELCCATICHA(UNLESS O N OTIER'MSE NOTED ON PLAMV INCLUDING BUT NOT UMITEO TO, Aµ UTURNES, 1� STRINUMAMGE.SIGNS. TRAFFIC SIGNALS S POLES. ETc. AS REQUIRED.ALL 4MRK6MVLBEIN ACDMUH EVATIGO4FANINGMRXORRIEB REQVIREMFMO ± V NIDPROIECTMTEVARK SPECIRWTON6 AND SHALL BE APPROVED BY SUCH. ALL COST SPALL M INCLUDED IN BASE BID. N1— i. SITE BOUNDARY. TOPGCMPRI, UTILITY AND ROAD I NFORMATO"TAXES FROM SURVEY BY EGAN, FIELD 6 AN UK I NC., DATED BIG SIN32 r HIMLEYMRN ASSUMES NO LIRORTY FOR ANY MHURS.IM000FACIES. OR Z OMISSIONSCOMAINEOMEREIN, L 6. TOTAL LAND AREA 13 IH ACRES O Z ' O LC B. PYLON I MONUMENT SIGNS SHALL BE CONSTRHCMD BY OTHERS. SIG NS IRE _ Lu ..FOR GRAPHICAL 3 I NFOPAU OSML PURPOSES ONLY. CONTACTOR TO YERIFY SPE. LOCATION AND ANY REQUIRED PERMITS NECESSARY FOR THE O W CONSTRUCTION OF THE PYLON I MO"VMEMSIS". LL G Q a FOR HONG NG AND REFE PENCE ARM I MEP PLANS SHE 10 CMMA TOAL P PLAN. ELECTRI11, F. U) O W O SL a HJ PROPOS FDlAND6GPINGSVLHASTREE30RSWlUOSASOVEANO UNDERGROUND STRUOR CK OR OTHER OBSTRUCTONS 6HM. BE LOMMO Z 1 d LD ww NITON BOSSING OR PROPOSED UTUn EASEMENTS AND RIGHTS OF My UNLESS SPED FKALLY NOTED ON PLANS OINERW$E \N. O /\ D. /y,. V O 12. REFERENCE ARCHITECTURAL PIANS FOR WRIPSTER ENCLOGRE DETAILS. Q IJ REFERMFWPL PLAT OR ALTA SURVEY FOR EXACT LOT AND PROPER Z BWNDARYDIMENSIQYS. Z �4 I4 ALLAREASAREROUNDEDTOTIENEREITSOUAREFMT. I6. ALL DIMENSIONS ARE ROUNOEDTOTHE NEARESTIENM FOOT J 16 ALL PANNING STALLS TOM 1b INAGSTiAND MIN LENGMUMESS OMERVASE W SHEETNUAIBEF INDICATED.d 0400 Y I I g MNDSCAPE LEGEND o ---- - - BUNKER LAKE BOULEVARD NW (COUNTY ROAD NO. 116) �- EXISTING DECIDUOUS TREE(iYP.) O v... - f M ,r � >, '"r� �, h + EIUSTING CONIFEROUS TREE (IYP.) ,. O _ ■ '- ("' ] - TA V— ...— ,II 11 _ .,I EASTING SHRUB MPJ .� 4-DBH II�IIIIIIIIIItl10/l • ■ ] RVB �i I�!� i _-` ......_ 4 -DB ) iB:PDs EDGER RYPJ i • 12 KFG ♦♦�1� APPROXIMATE MMITS OF SOD/ IRRIGATION, st E I S DBH ■ SOD ALL DISTURBED AREAS(TYP.) 1 IHL PATIO - �� ■ I �■ k -1S . 1 I■ (11111P�pYsYIIIUOSEED/ SOD EDGE (IYP.) 6 RC // C t�OL� u gS ROCK MULCH(P(P.) n e i-SSCI■ T� 9-WLC' e}1i SHREDDED[ r% /HMDWOD MULCHu PROPOSED _ ■ // /' 5 `g RESTAURANTA� w w ■ LANDSCAPE KEYNOTES O^ 32.30 0 SIF PPOTYUME OEDGER TYPJ POPE.WDHEPEPLOT ' s1.32AC r.L���/~ • / OB DOUBLE SHREDDED HARDWOOD MULCH(TYP.) m_= - I[: m- �� _ ♦/ B / © ROCK MULCH M .) R - _ I 8-DBH iAU O� �/ ♦♦� E ®_ �-dBH ',f`A�� IWW j ♦I. \ e � Qo SOD (IYPJ C�ETv—ii 3 [ REV AA< ♦ / - PIPNTMEY AD ... - B S 2 -SSG \//♦ MA .f b i. 15 KP /♦♦ `^ xss gni 8 _. H: 6 Pas ♦1 :'� \ ��gw E [ \ PDS 11 ♦ //. F are ecwuxew aNEa°wa wi iaurx i 5 - m _._ I b". � / GOJ v /♦♦O\ / j/ sw smaacema awn uouwr.xnsr €3R�5 �ax aow,asro» a�awaxm.xw� yg F $ li 56 -GVH <<> /♦♦ G i/ J wa --IwuwxxrcresnariS€ 8 - -_ 2 -HCH •, G,mrtsumucwmasvuawmua wPEaw wwwxar•'A°asr i -. -.. 13 -GLS / v ♦ 3 SIA9� °a rs+PEaaxG+Ev au. anowwxPm —x.-.,o O r p Epy ! 1.... ■� 6 BH/G ! ♦♦ i / .nu rnunwrs rxawwu,ESErEw i rS' a > ` ■, 5 -TAU (� s 4' ♦ ' ) Ea SM It _-_ ._.. ■2 11 Fps O ,'B 1♦::. 7,,. / p .roaa.�..ar°aoE .a,K�.Pov,„oo i; T� -�G v .. �/ �� Q uv vwwvuraxaau aaasrcauucr owPxerevmruxvewwu A -- -... :: [' ♦ ].SMA`-�v Q eWis awsurorw iaoaar c avmwwvrau�c 1A_GLS ♦ .! - C\ Q I ■JE 64 -GVH . ♦♦ `. ` Q ary .w°.wwExuxra,P xEcwr arnsxramw.xamn W S-DBH x ° ♦ ,' Ov 3 m Q 35 -GVH u ♦ .. B... .-. S ■ ♦♦♦ /.' sa m,wa„aluxsmPav,uu rvExuvo� wW�ruvaurt,Ewv[srtu �//�� Y .._ _� � �A}r�� C ■ / ® om vuxaaw.onwcw uaau, auexvxx¢r✓.rmwxacnaa<z V/ E ( ,t. /I'I q '. � J ■ / xw rwuwrmnux.wwlawu wa Pavmw xuaPwarw PznmPxasm O < 1 BU i�����■��■■�MEr - �xa�,WxE,Px�u oRa�Egm ' — r rac mau.s.Pwnw�, m,evsrur wP.n.acaeaw.ev F P J C' SEE L101 FOR NOTES+DETAILS Z E ® __. O / Z F -•- '/.< z F ~ 0 o O / O rc J z wa a w LANDSCAPE SUMMARY O U d Q GRAPHIC SCALE IN FEET } NORTH 0 10 20 40 SEEDING KEYNOTES 22112 TREES = 22 = 1 TREE PER 75 FT. SITE PERIMETER (1,020 L.F.) d' Q rc IM,REQUIRED 33661 SEED THMNDOT 3Y261: STORMWgTER SOUTH 8 MST SEED MIX (TYP.) + 1 TREE PER 270 SQ FT. 125 S.F.) PARKING ISLAND (2 z Q � [] PROPOSED TREES = 24 TREES =t a SHEET NUMBER n L100 1 c BUNKER LAKE BOULEVARD NW (COUNTY ROAD NO. 116) UNDOH919 •' 1//����� T TK H9 BB Il G:0.W.]9eS GH .IIR Beg ENSAIS NDAPAIB 089 G:B9>.A 4H9.11TO:BM,93 4W8� H. GAB9.Q RRABRE 1 H9I5 ,.IE.,E 19LF�1s 50 STS00 E) DR REB S ' IE:PofdIN G6J]M II U. xoVNooEIENloxFM S ' .Q.yr CMP PIPE IE: W30 N / UAAAN 6 'N" A , ME NSA3S O%9 GBNBo F/A -77. I -.E I.I '/ QG89JS9 KFC, % ALF 0m �k 6 6 I T 890.80\�/ 'v�.•� �%', 1.41 ' � r IUSTRIMTOFIMBNEDGRPTE ITOHTOSOUO STNO r j / ------ -J i, 1 / / a\ 1'I LEGEND PROPERTYUNE ---- ,n. -- --- EXISTINOCOMWR PROPOSEDGONTOVR ® PROPOMDBFORMMiNXOLE{SOUDCASTNG) • PROPoSEDSTORMMWHOLELRWBINLETCASTNG) PROPoSEDSTORMNANHOLF/CATCNBPSINPVRBINLETGASTNGI <� ® PROFYMDSORMSE RCLENDW PROPOSED FLARED END SECTION ® PROPOSED RIPPAP j PROPOSED STORM SEN£R �m PROPOSEBSTORMSEAER LI PROPOSED SPOT POINTE N PROPOSED XI6X PgHi EIEVATQY 111 ( PROPOSEOLONMINFELEVATON QLD-` PROPOSED CUTTER ELEVATION I/� IIS j PROPoSEDTOPOFWMELEVATON PROPOSED FWSH PAWMEM ELEVATION I�r RATED! FASTING ELEVATION 11/ PROPOSEDFMERGENGYOVERFLOW Oma_% PROPOSED DRAINAGE DIRECTOR i/.O.W% pROPoSEDAW SLOPE f- GRADING PLAN NOTES I. NLVARATONSADSIM PERFORMED NSP INACCORUANCEVA1XTHE CTIYOFPNDOVER. SPEGIRWTg15ANO BVILDINGPERMTREOVIRFMEHiS. 2 CONTRACTOR TO GALL COPPER STATE GALORE Q TBOD URAi LEAST TVA NORKNG DAYS PRIOR TO DACDVATOWGONSTR!.GTON FOR UTILITY LOCATIONS. S. STORMSEN'FRPUMERALLSEASPoLLOVA: XCPPFRASTMOM DPE:O.IP""W M.]s3 HDPE. M OR WEATER PER ASTM FZtlS PJC SCH. QPERAYTM0.1]86 STOOMSEWERFlTINGSSNALLBEA6FOLLONS: RCP PER A51 M CTB. JOINS FER ASTM CMI. C, B 0. PHD C HDPEPEBASTSDW WC PERASTUMM N.JUNTS PERASTMDiiI] 0, CP'JIRACT MHELOV MNF ELOCATONSANDELWATONSME SING UTUTMMDMPO MCFEANRESBIORTOTIESTARTOFSIT DINGTE DIECREPANCESDRVARLATDNS. 5, DULCIMER EXCAVATOR SHALL BE MCKFLLED IMMEDIATELY AFTER EXCAVATOR TO 17. CONTRACTOR TO PRONOE S INSULATION BY S WDE CENTEREDONSTOBM PIPE IF UBSTPAN COVERIN RORRIDENT AREAS AND LESS AN HELP OFFSET ANY STAB tt PROBLEMS DUE TO WATER SEEPAG E OR SLEEP SLOPES. W 2 MEN PLACI NO NEW LO SUR FACE MATERIAL ADLACEDM TO ST NO PAVEMENT.TiE TERM ME:88961 / ;� DRAW CONXEC1pN. CONTACTOR SXFLL BE RESPON51 BLE FOR ALL HMDONTAL AN O VERTGL CONPOL. /6. ]. CONTRACTOR SPALL EXGVATE DRAINAGE MEDICARE TO FWLOW PROPOSED STORM / SEWERALIGNMENS / & GRADES SHOM ARE FINISHED GRADES CONTRACTOR SHALL MUCH M RDE TO / .R. SIT- 9. ALL EXCESS LATERAL NNUMIROUS SURFACING COULD EM NN EMS. AABANDONED -_ TDIY ITEMS AN D OTI ER U NSTABLE MATERIALS SPALL BECOME TPE PROPERTY OF THE CORNACTOR ADD SH BEDISPOSED OF OF F TPE CONSTRUCTION SIZE. / EI. MAINTAIN A MIMMUM OF I.E% SLOPE IN BITUMINOUS PAYEMENARFAS. BRAS SLOPE IN CONCRETE PAVFMENAREAS 10. / / Z W BE c G VAIEBPA4£MENDRAINB T—ADD DUTIES, AND CU BVMERELPAVE EN LCURW MANE.FROPCURER. II. CONTRACTOR IS ONSIBLEF TRIMEADE FPAYFMENS M'GCURB PND O ED O SMOOT SLOPES GUTlERN11X SMCOTIUMFORMBLOPESTO PRONDE PO5111YE DRAINAGE M I NSTALL A DUMDUM OF -C CLASS 9 ACCREMTE BASE UNDER CU RB AND GUTTER AND SURFACE FILL RATION BASIN UXCOMPIEBOD OF. V .AND HLUNG CONTRACTOR SHALL RESTORE ALL Po \ STREETS AND DISNR BED AREAS ON SM. ALL DISTURBED AREAS SHALL BE MAEGETATED WM A MINIMUM OF � OF TOPSOIL, WINTLEIEW.W TO, VNV PRONDE0: 6,111 [F g / / 9TE80�I� _F le iinsso ' J, STi00REM OES IE890A95 A L•r -1z sD / _ea/CONNECT TO 890.80\�/ 'v�.•� �%', 1.41 ' � r IUSTRIMTOFIMBNEDGRPTE ITOHTOSOUO STNO r j / ------ -J i, 1 / / a\ 1'I LEGEND PROPERTYUNE ---- ,n. -- --- EXISTINOCOMWR PROPOSEDGONTOVR ® PROPOMDBFORMMiNXOLE{SOUDCASTNG) • PROPoSEDSTORMMWHOLELRWBINLETCASTNG) PROPoSEDSTORMNANHOLF/CATCNBPSINPVRBINLETGASTNGI <� ® PROFYMDSORMSE RCLENDW PROPOSED FLARED END SECTION ® PROPOSED RIPPAP j PROPOSED STORM SEN£R �m PROPOSEBSTORMSEAER LI PROPOSED SPOT POINTE N PROPOSED XI6X PgHi EIEVATQY 111 ( PROPOSEOLONMINFELEVATON QLD-` PROPOSED CUTTER ELEVATION I/� IIS j PROPoSEDTOPOFWMELEVATON PROPOSED FWSH PAWMEM ELEVATION I�r RATED! FASTING ELEVATION 11/ PROPOSEDFMERGENGYOVERFLOW Oma_% PROPOSED DRAINAGE DIRECTOR i/.O.W% pROPoSEDAW SLOPE f- GRADING PLAN NOTES I. NLVARATONSADSIM PERFORMED NSP INACCORUANCEVA1XTHE CTIYOFPNDOVER. SPEGIRWTg15ANO BVILDINGPERMTREOVIRFMEHiS. 2 CONTRACTOR TO GALL COPPER STATE GALORE Q TBOD URAi LEAST TVA NORKNG DAYS PRIOR TO DACDVATOWGONSTR!.GTON FOR UTILITY LOCATIONS. S. STORMSEN'FRPUMERALLSEASPoLLOVA: XCPPFRASTMOM DPE:O.IP""W M.]s3 HDPE. M OR WEATER PER ASTM FZtlS PJC SCH. QPERAYTM0.1]86 STOOMSEWERFlTINGSSNALLBEA6FOLLONS: RCP PER A51 M CTB. JOINS FER ASTM CMI. C, B 0. PHD C HDPEPEBASTSDW WC PERASTUMM N.JUNTS PERASTMDiiI] 0, CP'JIRACT MHELOV MNF ELOCATONSANDELWATONSME SING UTUTMMDMPO MCFEANRESBIORTOTIESTARTOFSIT DINGTE U a 19. ALL SPOT ELEVATION SPONOUR6 ARE TO DUMB J FLOW LINE VMESS OMERVBSE Q NOTED 15. GRADINGFORALL MCNAIJCS AND ACCESSIBLE ROUTES INCLUDING CROSSING ^ DRNENVLYS STALL CONFORM TO CUBE N ADA STATEAA ML STANDARDS. IN ND LL CASE SHALL ACCESSIBLE RAM° SLOPES EXCEED I VERTCAL TO IR RORQONAL IN NO CASE SMLLSIOEWALR CROSS SLOPES EMCEED 3%. IN NO GSE SNLLL LONONU MAL 'n fiIDEWALRSITPES .61D ME, IN AN CASE SPALL ACC ESSIBLE PARA NO STALLS OR V NSLESE%CEEDi9t0S% TARGET) I N ALL DIRECTION&SIDENM ..ED. TO I. BUILDING WOB AND GATES SHALL BE ADP COUP.. CONTRACTOR U. NOTIFY ENGINEER IMMEDIATELY IF ODA CRNERM CANNOT BE MET IN ANY LO .. PRIOR TO ANNG NOCO PNMCTOR CHARM E ORDERS WLL BE ACCEPTED FOR ADA COMPLWICE Q ISSUED Z 1& MAI WAN A MINIMLM OF &5% WTFER SLOPE TWURDS LOW POINT. DIECREPANCESDRVARLATDNS. 5, DULCIMER EXCAVATOR SHALL BE MCKFLLED IMMEDIATELY AFTER EXCAVATOR TO 17. CONTRACTOR TO PRONOE S INSULATION BY S WDE CENTEREDONSTOBM PIPE IF UBSTPAN COVERIN RORRIDENT AREAS AND LESS AN HELP OFFSET ANY STAB tt PROBLEMS DUE TO WATER SEEPAG E OR SLEEP SLOPES. W 2 MEN PLACI NO NEW LO SUR FACE MATERIAL ADLACEDM TO ST NO PAVEMENT.TiE N. RWFORPJNINVERTCONNECTOMATTHEBWLDINO SNLLLBEATELWATONOFEET N ML.FFEORL RUMESS NOMDOTRENNYM. REFERENCEMEP PIANS FOR ROCF FXCAVATON SINLL DR MOND LLED PRCMPT.Y TO AW O UNE ENDS MING OF ON STING / PAVEMENT. DRAW CONXEC1pN. CONTACTOR SXFLL BE RESPON51 BLE FOR ALL HMDONTAL AN O VERTGL CONPOL. /6. ]. CONTRACTOR SPALL EXGVATE DRAINAGE MEDICARE TO FWLOW PROPOSED STORM / SEWERALIGNMENS / & GRADES SHOM ARE FINISHED GRADES CONTRACTOR SHALL MUCH M RDE TO / SUBGRADE ELEVATION AND LEAVE STREET READY FOR SUBBISE 9. ALL EXCESS LATERAL NNUMIROUS SURFACING COULD EM NN EMS. AABANDONED / TDIY ITEMS AN D OTI ER U NSTABLE MATERIALS SPALL BECOME TPE PROPERTY OF THE CORNACTOR ADD SH BEDISPOSED OF OF F TPE CONSTRUCTION SIZE. / EI. MAINTAIN A MIMMUM OF I.E% SLOPE IN BITUMINOUS PAYEMENARFAS. BRAS SLOPE IN CONCRETE PAVFMENAREAS 10. / REFER TO THE UNITY PIAN FOR MUNNUFY SM£R MAIN, WATER SW N SERNCE LAYOUT AND ELWATONS ADD CASTING J STRUCTURE NOTATION. Z W BE c G VAIEBPA4£MENDRAINB T—ADD DUTIES, AND CU BVMERELPAVE EN LCURW MANE.FROPCURER. II. CONTRACTOR IS ONSIBLEF TRIMEADE FPAYFMENS M'GCURB PND O ED O SMOOT SLOPES GUTlERN11X SMCOTIUMFORMBLOPESTO PRONDE PO5111YE DRAINAGE M I NSTALL A DUMDUM OF -C CLASS 9 ACCREMTE BASE UNDER CU RB AND GUTTER AND ETESIDENIALON \CODE 19. UXCOMPIEBOD OF. V .AND HLUNG CONTRACTOR SHALL RESTORE ALL Po \ STREETS AND DISNR BED AREAS ON SM. ALL DISTURBED AREAS SHALL BE MAEGETATED WM A MINIMUM OF � OF TOPSOIL, U a 19. ALL SPOT ELEVATION SPONOUR6 ARE TO DUMB J FLOW LINE VMESS OMERVBSE Q NOTED 15. GRADINGFORALL MCNAIJCS AND ACCESSIBLE ROUTES INCLUDING CROSSING ^ DRNENVLYS STALL CONFORM TO CUBE N ADA STATEAA ML STANDARDS. IN ND LL CASE SHALL ACCESSIBLE RAM° SLOPES EXCEED I VERTCAL TO IR RORQONAL IN NO CASE SMLLSIOEWALR CROSS SLOPES EMCEED 3%. IN NO GSE SNLLL LONONU MAL 'n fiIDEWALRSITPES .61D ME, IN AN CASE SPALL ACC ESSIBLE PARA NO STALLS OR V NSLESE%CEEDi9t0S% TARGET) I N ALL DIRECTION&SIDENM ..ED. TO I. BUILDING WOB AND GATES SHALL BE ADP COUP.. CONTRACTOR U. NOTIFY ENGINEER IMMEDIATELY IF ODA CRNERM CANNOT BE MET IN ANY LO .. PRIOR TO ANNG NOCO PNMCTOR CHARM E ORDERS WLL BE ACCEPTED FOR ADA COMPLWICE Q ISSUED Z 1& MAI WAN A MINIMLM OF &5% WTFER SLOPE TWURDS LOW POINT. O 2 x du 17. CONTRACTOR TO PRONOE S INSULATION BY S WDE CENTEREDONSTOBM PIPE IF UBSTPAN COVERIN RORRIDENT AREAS AND LESS AN F " W 2 w > N. RWFORPJNINVERTCONNECTOMATTHEBWLDINO SNLLLBEATELWATONOFEET N ML.FFEORL RUMESS NOMDOTRENNYM. REFERENCEMEP PIANS FOR ROCF :D LL ' O NORTH � DRAW CONXEC1pN. 7 Z_ GRAPHIC SCALE IN FEET G 1020 J �W a Q U, All SOPG�CON9ECTIONS SRALL BE GIRED AND VATER MIGHT INCLUNNG Z LOEOC O B A. ALL STONY SEDER PIPE SPALL BE MR TESTED IN ACCORDANCE VATI TIE CURRENT PLUMBING CODEC-) Z EI. MAINTAIN A MIMMUM OF I.E% SLOPE IN BITUMINOUS PAYEMENARFAS. BRAS SLOPE IN CONCRETE PAVFMENAREAS 4.lN O O LLI Z W BE c G VAIEBPA4£MENDRAINB T—ADD DUTIES, AND CU BVMERELPAVE EN LCURW MANE.FROPCURER. N F O ED O W 2 x du W W 2 w > O V ' O NORTH � Q 7 Z_ GRAPHIC SCALE IN FEET G 1020 J �W a Q = SHEET NUMSEF C500 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers COPY: Jim Dickinson, City Administrat Joe Janish, Community Develo vector / FROM: Peter Hellegers, City Planner SUBJECT: Consider a Conditional Use Permit (CUP) for a Drive-Thru Window — PIN 34-32- 24-32-0027; 2248 Bunker Lake Blvd NW — Andover Station 2016, LLP (Applicant) - Planning DATE: January 17, 2023 INTRODUCTION City Code 12-11 requires a Conditional Use Permit (CUP) for a drive-in businesses or businesses with a drive-thru window in the GB: General Business Zoning District. The applicant is proposing a drive- through window for a proposed fast -casual restaurant that will be in the Andover Station development on an area guided General Commercial. Land use guidance for the properties to the north is Urban Residential Low. The land use guidance for properties to the east, south, and west is guided for General Commercial. The proposed development would be located on a site that has hosted seasonal garden centers and Christmas tree sales but had been planned as a spot for future development at the time the shopping center was platted. Water and sewer are stubbed to the property. DISCUSSION The applicant is planning to build a new 2,200 square foot (appx.), one-story, fast -casual restaurant (Noodles & Company) on Lot 2 of Block 1 from the Andover Marketplace plat. The site is generally located in the parking lot of Andover Station Shopping Center (Festival, Dollar Tree, etc.) in the space where the garden center / Christmas tree sales have been located. Access to the site would be the internal access drive to the shopping center which runs west of Quinn Street and east of Thrush Street. Restaurants are a permitted use in the GB: General Business District, though a CUP is required for drive- in businesses or those with a drive-through window. In addition to the CUP for the drive-through window, the Andover Review Committee (ARC) is currently reviewing the commercial site plan for the proposed restaurant site. As the proposed development would be in a section of the parking lot it would not disrupt much landscape area for the shopping center, but it would decrease the number of parking spaces on the specific parcel from 81 current spaces to a proposed 47 spaces (where 15 would be required by City Code). The site contains more than enough parking spaces for the proposed use and the parking spaces that were in this location are not often used. In addition, when the parking for the Chipotle restaurant, proposed for the vacant lot at the shopping center, the shopping center would see a net addition of parking spaces. Figure 1 - Locmton The proposed drive-through (`pick-up') window will be on the north side of the building with space for vehicle stacking around the east side of the building. The applicant has provided an automobile stacking plan with space for 7 vehicles that can be stacked in the drive-through before backing into the parking area. The proposed user is a fast casual restaurant which does not utilize a menu board or ordering from the vehicle. Instead, the drive-through window would serve as a pick-up window for mobile orders which should limit the number of vehicles stacked in the drive-through. However, it is important for the City to consider that a CUP would run with the property and a subsequent building occupant might use the site as a traditional drive-through, so the site should be designed to ensure the site also works for a traditional drive-through. -" FFigros 2 - Drrw-rhm _t=kz T The proposed drive-through lane will be 12 feet in width which connects to a wider access for two-way traffic in the parking lot area near the front/patio of the restaurant. The drive-through lane will be set back approximately 28 feet from the north property line, which meets the City Code requirement. The existing trail along Bunker Lake Boulevard dips onto the property but there remains sufficient space so there would be at least 20 feet between the drive-through lane and the trail. If the City Council determines that restrictions greater than what is currently required by City Code and State Statute is needed, they may recommend those conditions to the City Council as part of the CUP. One of the typical conditions that is included on conditional use permits is a provision from City Code, Ordinance No. 8, Section 5.03 (D), which states that if substantial progress is not made within one year from approval, the City Council may revoke the CUP. Another condition that has been used in similar CUP's for drive through restaurants is the use of landscaping to screen the headlight glare of vehicles in the drive through from nearby residential properties. Review Criteria City Code 12-15-713 provides the following general review criteria to consider when granting a CUP. In granting a Conditional Use Permit, the City Council shall consider the recommendation of the Planning and Zoning Commission and: 1. The effect of the proposed use on the health, safety, moral and general welfare of the occupants of surrounding lands. Businesses with drive-through windows are regulated by City Code as conditional uses. Adjacent uses within the development include additional commercial space. CUPS for drive-through windows have been granted for similar locations with fast food restaurants. 2. Existing and anticipated traffic conditions, including parking facilities on adjacent streets and lands. The proposed restaurant with a drive-through window is located in a shopping center area and adjacent to roadways which were designed to handle commercial traffic. The proposed drive- through window on the restaurant would not create traffic beyond what these streets were designed to accommodate. Access to the site would come through the existing development and would not create new access points on Thrush Street, Quinn Street, or Bunker Lake Boulevard. 3. The effect on values of property and scenic views in the surrounding area, and the effect of the proposed use on the Comprehensive Plan. Restaurants are a permitted use within the GB General Business District and the area has been guided for commercial uses in the Comprehensive Plan. There are not scenic views in the surrounding area identified in the Comprehensive Plan. With appropriate landscaping staff believes that the CUP will not have a negative effect on surrounding property values. Screening / Landscaping Vehicles would enter the drive through facing north toward the single-family homes on the other side of Bunker Lake Boulevard and then proceed west to the drive-through window. If headlight glare were not mitigated through screening it could be a nuisance for those residential properties to the north of the site. The landscape plan meets City Code for the amount landscaping materials. Coniferous landscape plant material of sufficient height should be used to provide screening along the north/northeast side of the property to control headlight glare and will be required through the Commercial Site Plan. The most recent landscape plan provides some materials to screen headlight glare. Landscaping materials will also be reviewed as part of the Commercial Site Plan. Landscaping will also need to be kept out of the sight triangles adjacent at access drives. i Goi. W"ii•u•L'iii ii•i.i• •�ii•��i1ii Fig—, e3-lmii;caping � T Lighting All lighting fixtures used for lighting the off-street parking at the proposed restaurant will need to be fully shielded with a total cutoff angle equal to or less than ninety degrees. Lighting/photometric plans will be reviewed by staff as part of the Commercial Site Plan review. Lighting levels will need to comply with City Code requirements: 1.0 -foot candles at the centerline of adjacent streets and 0.4 -foot candles at the property line of adjacent residential property. In addition, the lighting will also need to meet the minimum lighting levels for a fast-food restaurant and part of a commercial shopping center. This will continue to be reviewed as part of the Commercial Site Plan process. Planning Commission Meeting — January 10, 2023 The Planning Commission held a public hearing on the proposed Conditional Use Permit at their meeting on January 10, 2023, and can be viewed through QCTV by following this link: htto:///gctv.or�city meeting/andover-planning-commission-01-10-2023/-planning-commission-01-10-2023/ At the conclusion of the hearing the Planning Commission recommended approval of the Conditional Use Permit as written. While the minutes have not yet been prepared for this meeting, the following summary of public hearing comments and points raised by the Planning Commission is provided for the Council's reference: Public Hearing • There were no persons that came forward to speak at the public hearing other than the applicant. There was one written comment letter from Anoka County which staff provided to the Commission at the meeting. The letter noted that the right of way was sufficient, there should be no plantings or signs in the right of way which could create sight obstructions, and there could be no direct access drive to the site from Bunker Lake Boulevard. The applicant has not proposed a direct access to Bunker Lake Boulevard; access would come through the shopping center parking lot. There do not appear to be any signs, structures, or landscaping proposed in the right of way. Fig—, e3-lmii;caping � T Lighting All lighting fixtures used for lighting the off-street parking at the proposed restaurant will need to be fully shielded with a total cutoff angle equal to or less than ninety degrees. Lighting/photometric plans will be reviewed by staff as part of the Commercial Site Plan review. Lighting levels will need to comply with City Code requirements: 1.0 -foot candles at the centerline of adjacent streets and 0.4 -foot candles at the property line of adjacent residential property. In addition, the lighting will also need to meet the minimum lighting levels for a fast-food restaurant and part of a commercial shopping center. This will continue to be reviewed as part of the Commercial Site Plan process. Planning Commission Meeting — January 10, 2023 The Planning Commission held a public hearing on the proposed Conditional Use Permit at their meeting on January 10, 2023, and can be viewed through QCTV by following this link: htto:///gctv.or�city meeting/andover-planning-commission-01-10-2023/-planning-commission-01-10-2023/ At the conclusion of the hearing the Planning Commission recommended approval of the Conditional Use Permit as written. While the minutes have not yet been prepared for this meeting, the following summary of public hearing comments and points raised by the Planning Commission is provided for the Council's reference: Public Hearing • There were no persons that came forward to speak at the public hearing other than the applicant. There was one written comment letter from Anoka County which staff provided to the Commission at the meeting. The letter noted that the right of way was sufficient, there should be no plantings or signs in the right of way which could create sight obstructions, and there could be no direct access drive to the site from Bunker Lake Boulevard. The applicant has not proposed a direct access to Bunker Lake Boulevard; access would come through the shopping center parking lot. There do not appear to be any signs, structures, or landscaping proposed in the right of way. The applicant was present to answer questions regarding the proposed restaurant and noted that they were the owners of the shopping center. Planning Commission Review Ouestions and Comments • Some commissioners commented that the resolution didn't need to specify whether the screening of the drive-through was landscaping or fencing, as long as it screened the headlight glare for the properties to the north. • A commissioner asked why the building was oriented as shown on the site plan. • Another commissioner asked whether headlight glare from the drive-thru would impact east- bound traffic on Bunker Lake Boulevard. At the conclusion of the hearing the Planning Commission recommended approval of the conditional use permit as written in the resolution (7-0). ACTION REQUESTED The City Council is requested to consider the request for a Conditional Use Permit for the drive -thin for the property at 2248 Bunker Lake Boulevard. Respe ly bmitted, f Pete g City Planner Attachments Draft Resolution of Approval Draft Resolution of Denial Location Map Public Hearing Comments Exhibit A — Selected Plan Sheets: Site Survey, Site Plan, Landscaping, Exterior Elevations, Auto Stacking Copy: Andover Station 2016, LLP , LLC c/o Chris Moe, 2655 Cheshire Lane North, Plymouth, MN 55447 CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA RES. NO. R A RESOLUTION APPROVING THE CONDITIONAL USE PERMIT REQUEST FOR A DRIVE- THROUGH WINDOW, FOR THE PROPOSED BUSINESS LOCATED AT 2248 BUNKER LAKE BOULEVARD, LEGALLY DESCRIBED AS: Lot 2, Block 1, Andover Marketplace, Anoka County, Minnesota WHEREAS the applicant is Andover Station 2016, LLP and has requested a conditional use permit for a drive-through window at the subject property, with authorization from the property owner, and; WHEREAS the Planning and Zoning Commission held a Public Hearing on January 10, 2023, pursuant to the requirements of City Code 12-15-3, pertaining to the public hearing process, and; WHEREAS the Planning and Zoning Commission has reviewed the request and has determined that said request meets the criteria of City Code, and finds the request would not have a detrimental effect on the health, safety, and general welfare, values of property and scenic views in the surrounding area, and; WHEREAS the Planning and Zoning 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 hereby agrees with the recommendation of the Planning and Zoning Commission and approves the conditional use permit for a drive-through window at 2248 Bunker Lake Boulevard (PIN: 34-32-24-32-0027), subject to the following conditions: 1. The applicant shall complete a commercial site plan review process with the City in compliance with City Code 12-15-4. 2. All other permits shall be obtained, including but not limited to Building, Department of Health, etc. 3. The applicant shall provide coniferous/evergreen landscaping to screen headlights from vehicles in the drive-through from residential properties to the north. 4. The Conditional Use Permit shall be subject to a time limit for implementation within twelve months after approval, or the permit will be null and void, as per City Code 12-15-7D. Adopted by the City Council of the City of Andover on this _ day of 2023. CITY OF ANDOVER ATTEST: Michelle Harmer, Deputy City Clerk Sheri Bukkila, Mayor CITY OF ANDOVER COUNTY OF ANOKA STATE OF MINNESOTA I A RESOLUTION DENYING THE CONDITIONAL USE PERMIT REQUEST FOR A DRIVE- THROUGH WINDOW, FOR THE PROPOSED BUSINESS LOCATED AT 2248 BUNKER LAKE BOULEVARD, LEGALLY DESCRIBED AS: Lot 2, Block 1, Andover Marketplace, Anoka County, Minnesota WHEREAS the applicant is Andover Station 2016, LLP and has requested a conditional use permit for a drive-through window of the subject property, with authorization from the property owner, and; WHEREAS the Planning and Zoning Carnmission held a Public Hearing on January 10, 2023, pursuant to the requirements of City Code 12-15-3, pertaining to the public hearing process, and; WHEREAS the Planning and Zoning Commission has reviewed the request and has determined that said request does meet the criteria of City Code, and finds the request would not have a detrimental effect on 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 of the City of Andover disagrees with the Planning and Zoning Commission, and; NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Andover hereby denies the conditional use permit request for a drive-through window at 2248 Bunker Lake Boulevard (PIN: 34-32-24-32-0027); for the following reasons: 1. 2. 3. Adopted by the City Council of the City of Andover on this _ day of 2023. CITY OF ANDOVER ATTEST: Sheri Bukkila, Mayor Michelle Hartner, Deputy City Clerk r1\Imy—I'•It Location Map - 2248 Bunker Lake Blvd. (34-32-24-32-0027) Ilk i-711 L N NVI� �y } �1 1 BUNKER LAKE BLVD NW BUNKER.LAKE.BLVD.NW_ M1 r • Is s 5 I A I W, PK '.'Y Nw Date created December 27, 7072 Disclaimer. The provider makes no representation or warranties with respect to the reuse o/ this data. Anoka County AN TRANSPORTATION DIVISION Highway Peter Hellegers City of Andover 1685 Crosstown Boulevard NW Andover, MN 55304 RE: Conditional Use Permit—Andover Station Dear Peter, January 9, 2023 We are in receipt of the Notice of Public Hearing for the Conditional Use Permit (CUP) for a Drive Through Window — PIN 34-32-24-32-0027; 22XX Bunker Lake Boulevard — (Applicant: Andover Station 2016, LLP, 2655 Cheshire Lane North, Plymouth, MN 55447) located South of CSAH 116 (Bunker Lake Boulevard NW) and east of Thrush Street NW within the City of Andover, and I offer the following comments: • The existing right of way along CSAH 116 is 60 feet south of centerline which should be adequate for future reconstruction purposes. • As shown in the exhibit map, the proposed location will not introduce any new access points to CSAH 116. Anoka County does not support additional access points to CSAH 116 and requests that the right of access is dedicated to Anoka County along CSAH 116. • Anoka County would like to request the opportunity to review preliminary plat and/or Engineering construction and drainage plans. Internal site grading should not commence until the requested ACHD Engineering plan approvals are received and the applicable permits can be issued. • If there will be any utility relocation on CSAH 116, it will be required to be completed by the City/developer as a part of the ACHD Engineering Plan Review process.. • Please note that no plantings or private signs will be permitted within the county right of way and care must be exercised when locating private signs, building, structures, plantings, berms, etc. outside of the county right of way, so as not to create any new sight obstructions for this section of CSAH 116. If any work will be performed in the County Right of Way, a Permit for Work within the Count Right of Way ($150.00) must be obtained prior to the commencement of any construction. License permit bonding, methods of construction, design details, work zone traffic control, restoration requirements and follow-up inspections are typical elements of the permitting process. Contact Sue Burgmeier via phone at 763.324.3142 or via email at HighwayPermits(ar7co.anoka.mn.us for further information and to coordinate the ACHD Permit process. Thank you for the opportunity to comment. Feel free to contact me if you have any questions regarding this review. Our Passion Is Your Safe way Home 1440 Bunker Lake Boulevard N.W. a Andover, MN 55304-4005 Office: 763-324-3100 A Fax:763-324-3020 i vivrri.anokacounly.us/highway Affirmative Action / Equal Opportunity Employer Sincerely, Logan Keehr Traffic Engineering Technician xc: CSAH 116/Plats+Developments/2023 Jerry Auge, Assistant County Engineer Jorge Bernal, Traffic Engineering Manager David Zeglmeier, County Surveyor Sean Thiel, Signals Manager Sue Burgmeier, Traijc Engineering Technician Brandon Ulvenes, Engineer I LEGEND ERISTNGZONING OPERTYUNE PROPOSEDZONING - PROPERTY LINE SIDENFEAR=20' PAPKINGSEMACKS © 'DO NOT ENTER' SIGN IU r LETBACKIINE OC LATCH EASIFNG EDGE OF PAVEMENT/CUD SIDE=GO' El � r PROPOSEDCURBPNDOVriER OE ACCESSIBLE PARKING SIGN ItlPMgNC r D PR0l..ED OUT(AS. I STANDARD DVM ASPHAT PANT RECEIVED Oj LANDSCME ARTA-SEE LM NOME PLAN PROPOSED CONCRETE PA Uff OJ 6TOP SIGN J��LL 'NI,� HIV �0()�� O DRN THRU WAYFINDING SIGN © U12 CURB 6 GUTTER RYR) Sy W PROPOSED CONCRETE 6IDEWFIH �� ^R'Pq�"r� CITY ANDOVER 0 10 20 40 I I q NORTH I O FLATEURB I..�oGmlaxc sETGCK � M X I O I C7l a L / x YCLOSURE �" n PROPOSED RESTAURANT 22,200 SF LOT SO.B3 qG I IP PARgNGBBVILgNGSERiGK� ERISTNGZONING OPERTYUNE PROPOSEDZONING GB- GENERAL BUSINESS OA CONCRETE SIDEWALK SIDENFEAR=20' PAPKINGSEMACKS © 'DO NOT ENTER' SIGN v FRONTMO' OC LATCH EASIFNG EDGE OF PAVEMENT/CUD SIDE=GO' I _ OE ACCESSIBLE PARKING SIGN ItlPMgNC III I STANDARD DVM ASPHAT PANT RECEIVED Oj LANDSCME ARTA-SEE LM NOME PLAN I..�oGmlaxc sETGCK � M X I O I C7l a L / x YCLOSURE �" n PROPOSED RESTAURANT 22,200 SF LOT SO.B3 qG I IP PARgNGBBVILgNGSERiGK� PROPERTY SUMMARY ANDOVER STATION -NOODLES r.r .,^..^moo PSn fiPmRO Ar.1 ZONING SUMMARY ERISTNGZONING KEYNOTE LEGEND PROPOSEDZONING GB- GENERAL BUSINESS OA CONCRETE SIDEWALK SIDENFEAR=20' PAPKINGSEMACKS © 'DO NOT ENTER' SIGN PROPOSEDPARKING FRONTMO' OC LATCH EASIFNG EDGE OF PAVEMENT/CUD SIDE=GO' O ACCE$SQLE CURB RAMP OE ACCESSIBLE PARKING SIGN OF ACCESSIBLE FARMING OG AREA STRIPEDWTH P..I@® E'iO.G STANDARD DVM ASPHAT PANT RECEIVED Oj LANDSCME ARTA-SEE LM NOME PLAN OJ 6TOP SIGN J��LL 'NI,� HIV �0()�� O DRN THRU WAYFINDING SIGN © U12 CURB 6 GUTTER RYR) GRAPHIC SCALE IN FEET �� ^R'Pq�"r� CITY ANDOVER 0 10 20 40 I I OM GIRECT. TRAFFIC MEDIA NORTH I O FLATEURB PROPERTY SUMMARY ANDOVER STATION -NOODLES r.r .,^..^moo PSn fiPmRO Ar.1 ZONING SUMMARY ERISTNGZONING GB- GENERAL BUSINESS PROPOSEDZONING GB- GENERAL BUSINESS PARKING SIDENFEAR=20' PAPKINGSEMACKS ROAD -1V PROPOSEDPARKING FRONTMO' BUILDING SETBACKS SIDE=GO' REAR • 1V BUILDING DATA SUMMARY AREAS BUILDINGAREA 2ROOSF(B.IiO1TOT PROPERTY AREA) PARKING REOUIREDPARKING 15STALLS@1STAU_h5OSF PROPOSEDPARKING SI STALLS®14.1 RATIO ADA STALLS REO'D/PROVIDED 2STALLS /2 STALLS 1. PLL YORK AN O tATERNLS CALL CCI VAN NL CITOCCUM AGGVGTIONS AN D CODES AND0.$NA STANDARDS. 2 CONTRACTOR SHALL REFER TOTHEAMHUECTURALPDWSFOREYACT G LOPAN ONs D DIMENSIONS W V GGVI£s.$LOPE PAVING SIOEl4MRS. EST PORCHES. TRUCK DOCKS. PRECISE BUILDING Dk1FNS10NS AND MAGISUBBING URUIY ENTRANCE LOCATIONS. 3. ALL INNER SURGED RADII ARE TO BE Y AND CAERE PADA ME TO BE I UNLESS OTHFAMSE NOTED. STRIPED RADII ME TO BE O. A ALL OBENGON$ AND RABI ARE TO THE FACE OF A. 1HUSSOIMCN.E NOTED. S MIGING STRUCTURES WMIN CONSTRVERON UMRS ARE TO B E ABANDONED, REMOVED OR RELOCATED M NECESCUO. ALL COST SHALL BE I NCLUDED IN HUE BID B. CONTMCTOE SHAUL BE RESPONSIBLE FOR ALL RELMAPONS.(UN IE53 OTHFRJASE NOTED N ON PLAN, INCLVgNG BUM NOT UNITED W. ALL VGUBLEs. STERNI ORM AOE SIGNS. TMFHG SIGNALS` POLES. ETC. AS AGNRED. ALL `NEM SHAUL BE I N ACCOROOICE VAR/ GOVERNING AUTHEAD. REOUIREVFMS AND PROJECT BITE WJRKSPEES GTIONS MD SHALL HE AMAGG ED BY SUCH, ALL COST SHALL BE INCLUDED IN GSE OI B. T. SIMEWHGARY. TOPOGERFUN. URUTY W MDRD HHORFARGH 1.. 1.A M S URVEY BY EG. FIELD S NPAAA INC.. AGED I In.. g.... AIRLUM NO LAI FOR ANY ERRORS. INACCURACIES, OR OMISLONSCANTAIKEO THEREIN. e. rorALlAxoMGIsaB3 AUEs. B, PYLON/MONUMEMSIGHS SHALL BECONSTRVCTROVENER&$gNSME SHOVM FOR GMPHICAL $ NFORIATCIUL PURPM ES OMY. COM TACTOR TO VERIFY SUE, LOCATION AXDFNEO PERMITS NECESSARY FOR THE CONSTRUCTOR OF THE PYLON I MONUMONVMEMSIGN. fO, COMMCTOR SHPIL REFERENCE ARCH I MEP PUNS FOR SM LIGMINO ANO ELECTRICA "F N. NOPROPOSEDIANDSCAPNO SUCH AS TREES OR SHRUBS. MOVE AND U NOERGROUNDSTRVCTURES, OR OTHER OBSTRVCTONS SNAIL BELOCATEO VAIMNEXISTIHGO0.PROPOSE0 UNHUM EMEM FNTGAND An. OFYMV UNLESS SPECIFICALLY NGMG M PUNS OTHERNISE 12 REFERENCE MCHITECNRAL PUNS FOR QUIPSTER ENCLOSURE DETAILS. IS ARISE TO FINAL PUT OR ALTA SURVEY FOR ERUCT LOT AND PROPERTY BOUNCARYDIMENCONS. 14. ALLMEMAREROUNOEDTOTHENEAREST$GUMEFOOT. Is. ALL OWENGIONS ARE ROUNDED TO THE"ERNEST MUM FOOT. le. ALLPMWNGSTALUMREIUINWMMD13w LENMUNI INSGATEO.. Z I a LW h V/ U I U Z F Q� Q Z W LL Q N Q m F- i— LU o EL O V) O C1 Z 0:O a W wp w > O Z O Q 0 Z Z = C \ C40 BUNKER LAKE BOULEVARD NW (COUNTY ROAD NO. 116) —®- a--i--P;-s-wtG RESTAURANT 3H _► a 6 -RBC F52,200 G a . OT 1 IG .3.WBM _ ¢0.83AC 9-BHG , ■1 ■I nFIVED JAM 0 5 201.3 CITY OF ANDOVER LANDSCAPE SUMMARY REQUIRED TREES = 17 = 1 TREE PER 75 FT. SITE PERIMETER (773 L.F.) + 1 TREE PER 270 SQ FT. PARKING ISLAND (1,512 S.F.) PROPOSED TREES = 17 TREES= 7 EXISTING + 10 PROPOSED LANDSCAPELEGEND EDGER(IYP.) (I30 (PJ! INM PUBLIC RIGX! p" WAY) EXISTING DECIDUOUS TREE MP.) Q ROCKMULCHOYP.) J•.i 1.1 SOD(IYP.) EXISTING CONIFEROUS TREE (TYP.) FZl J 1'> o Lu • EXISTING SHRUB(rYP.) a EDGER(TYP.) #0■0 APPROXIMATE LIMITS OF SOD/IRRIGATION. ■� SOD ALL DISTURBED AREAS (IYP.) wSIWW#� Inmm" SEEDISODEDGE(rYP.) I i ROCKMULCH (TYP.) f: xt ( P0. PMW UNE .. au�u■u�eq usr�u■euu■P■r■a■iIII ae■■�u—mm oenueWs^■gq■—mm emu-■ If .. f —®- a--i--P;-s-wtG RESTAURANT 3H _► a 6 -RBC F52,200 G a . OT 1 IG .3.WBM _ ¢0.83AC 9-BHG , ■1 ■I nFIVED JAM 0 5 201.3 CITY OF ANDOVER LANDSCAPE SUMMARY REQUIRED TREES = 17 = 1 TREE PER 75 FT. SITE PERIMETER (773 L.F.) + 1 TREE PER 270 SQ FT. PARKING ISLAND (1,512 S.F.) PROPOSED TREES = 17 TREES= 7 EXISTING + 10 PROPOSED LANDSCAPELEGEND PLANT SCHEDULE LANDSCAPE KEYNOTES n O EDGER(IYP.) (D EXISTING DECIDUOUS TREE MP.) Q ROCKMULCHOYP.) J•.i 1.1 SOD(IYP.) EXISTING CONIFEROUS TREE (TYP.) FZl J 1'> o Lu • EXISTING SHRUB(rYP.) a EDGER(TYP.) #0■0 APPROXIMATE LIMITS OF SOD/IRRIGATION. ■� SOD ALL DISTURBED AREAS (IYP.) wSIWW#� Inmm" SEEDISODEDGE(rYP.) lui}-Jl. ROCKMULCH (TYP.) SHREDDED HARDWOOD MULCH(TYP.) PLANT SCHEDULE LANDSCAPE KEYNOTES n O EDGER(IYP.) (D DOUBLE SHREDDED HARDWOOD MULCH (IVP.) Q ROCKMULCHOYP.) OO SOD(IYP.) ORNAMENTALTREE CODE Ott BOTANICALNAME COMMON NAME CONT CAI -SIZE OALS 3 AMEIANCHIER X GRANDIFLORA'AUUMN BRILIANCEAUTUMN BRILLANCE SERVICESERRY CLUMP B&B THT. 0 SBC 3 MALUSX'SPRING SNOW SPRING SNOW CRAB APPLE BSB YCAL OVERSTORY TREE CODE QTY BOTANICALRAME COMMON NAME CONT CALSIZE OIHL 4 GLEDITSIA TMACA HOS VAR. INERMIS'IMPERIAL' IMPERIALHONEYLOGUST BSB 2.5'CA- CONIFEROUS SHRUBS CODE WY BOTAMCALNAME COMMON NAME CONT SPACING O WBM S PINUSMUGO'VNHITESUD' MUGOWHITE BUD PINE #5 CONT. 3'D.C. DECIDUOUS SHRUBS CODE QTY SOTANICALNAME COMMON NAME CONT SPACING O ANN 18 HYDRANGEAARBORESCENS'ANNABELLE' ANNABEU-E HYDRANGEA 4500NT. 4'O.C. 0 DBH 22 DIEIWUALONICERA DWARF BUSH HONEYSUCKLE #B CONT. TD.C. O GLS 29 RHUSAROMATCA'GROlOW GRO-LOW FRAGRANT SUMAC 45CONT. 4'O.C. PERENNIALS CODE QTY BOTANICALNAME COMMONNAME CONT SPACING BES 35 RUDBECIOA FULGIDA'GOLDSTURM' BLACK-EYED SUSAN #1 CONT 18'0.0. BHG 59 SCHI2ACHYRIUM SCOPPRIUM'BLUE HEAVEN' BLUE HEAVEN UTILE BLUESIEM #1 CONT 24-O.C.I. ( FFG 15 CAIAMAGROSTIS XACURFLORA'KARL FOERSTER' KARL FOERSTER FEATHER REED GRASS 9100M 3T OAL f ( #1 CONT 20'00 GRAPHIC SCALE IN FEET 0 10 20 40 � o' 4z �1 a W LL V N Z J RBC 71 ECHINACEA PURPUREA RUBY STAR RUBY STAR CONEFLOWER ..Q P U z H z MID 20 NEPETAX FAASSENII'WALKERS LOW WALKERSLOWCATMINT #1 COM 30'O.C.O O W LL F W ° (L O 0 w z0_pa W0 W w > z 0 o Lu • Q # z a = KnowwharsbelOw. Call before you dig. 0 SHEETNUMBER L100 4 NORTH ELEV awMGNw saxccaoR cAA6x4Tloxu wALMR SCALE: 1/4' = 1'4' A301 RO. xlGx veMun L 6' _ EWIMDS 60K WPE' A i.O. TOWER XIGX PA0.Vfi Y IEY S' —_ ��)/// BO.NVSS Y A IIJ' 6' mP.p SIDPJA lor.r NOTES ELEVATION KEYNOTES Empow! awMGNw saxccaoR cAA6x4Tloxu wALMR T4LUBGNUM-"G GNOPI w1M 1-1— LED SERIP OGxT-1 TO —H OUMN W I L KU S EWIMDS 60K WPE' A F+ C -! T E C T S OfS(SMOOM STK00 ENNH1: COLOR WtCH TO WXN EDVIARDS 6]]$:'01J LOW E4UPE' ��)/// IS NF.1.1 .NMYII lEM] )�ENNCOR MOCVIM HIM -COLOR: GOIDfH BUff�SPIRfAC(NUHNING BOND Aun: P.l MEIMD' ^6^�M'•^T Hrt J� PPEEM6HED MULL COLM: COPPER BROWN FINISH ✓ 4lUMUIUM WIIIGOW SYSTEM WRH INSV MEED G.,., R MENU. B0.0ME TIN" ENO=TT NODI BRIG MOR. D4NE W4CTplE SPLIt F4 WMING BOND RECEIVED � USE NO FM NU, COMMS KM 6MOE COLOR: WHTTL IOCL FC SU6 16 YNTN J CHAMFERED EWf MVMWUM WIN I161M1E04Mi5: ]'L' WILE STIE SECDMOPRE EWIESS GOON 10 pVRSEM b'BRCJBl6 ORNE N0.0 ]F0.VKE W N.;... IBD ]I J'd'NOMOW MFMLSFRVKF PI'Ofl COLOR:' MEDIUMB0.0MEfINISN' CITY OF ANDOVER -Of STILE COME EMRY DOOMS ITO' R T-0'1 WIN A SMOtL FORINT IMEMC NGFABLf 11 COPELOONlEIDOMONE111SIDEMRRWRONLY4 DONCOtOR MMUM BRONZE FINISH' FURNMKMDIWAUMOIZIEMRIORUGWFWURULCMIFDONWHSIOEOFDRWE E] tNRU WINDOW PER 1EN.IICIXiSiRURION OGCUMENTS. PRO"IDE&M OEIRH0 0l SIGNAGE N ROIN 1EL ACCESS IC A7LMONG WTtEN4M DMWINGSNGiEH1SIGN VENDOR CM0.017 S EIFSlNM.NEFERIOMUfCRMYHOMMENMFORSPKRE0U1RM.EMS. m m E0. HGx PRMPFt — _ IE'.T P _LO. TOwM H�.H PAR VOT IZY.S• T _ IO. TOWER PMNPfT iYV n 1 _ B.O�.IRUSS ur •• _ BB. ST1KiROM .0 SIOKFNN•t Y lJJ a F JluWGZ HAMRiET QIn.^ue T.VflNR6EF I MWF Ewa ZOZiVDJ EXTERIOR ELEVATIONS .� WEST ELEVATION 7 EAST ELEVATION A 2 n 1 1685 CROSSTOWN BOULEVARD N.W. • ANDOVER, MINNESOTA 55304 • (763) 755-5100 FAX (763) 755-8923 • WWW.ANDOVERMN.GOV TO: Mayor and Councilmembers FROM: Jim Dickinson, City Administrator SUBJECT: Administrator's Report DATE: January 17, 2023 Administration & Department Heads present at the meeting will provide a brief verbal update on various items of interest to the City Council and to the residents at the meeting. Listed below are a few areas of interest: 1. City Department Activities 2. Update on Development/CIP Projects 3. Meeting reminders Upon receipt of the meeting packet, if a member of the Council would like an update on a particular item, please notify me so an adequate update can be made.