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HomeMy WebLinkAboutItem 06.g Date: April 6, 2020 Item No. AMES ARENA & LAKEVILLE NORTH HIGH SCHOOL PARKING IMPROVEMENTS JOINT POWERS AGREEMENT WITH LAKEVILLE AREA SCHOOLS, AWARD OF CONSTRUCTION CONTRACT AND AMEND FUNDING/BUDGETS Proposed Action Staff recommends adoption of the following motion: Move to approve 1) Joint Powers Agreement with Lakeville Area Schools for Ames Arena and Lakeville North High School Overflow Parking Lot Improvements, City Project 19-13; 2) award of contract to Friedges Contracting; and 3) resolution authorizing project funding and 2020 budget amendments and fund transfers. Overview The City and Lakeville Area Schools (ISD 194) are partnering to construct improvements to Ames Arena’s parking lot and Lakeville North High School’s overflow parking lot. The project will create about 144 new parking spaces, generating a new total parking capacity of about 343 parking spaces. Improvements include a) reconstruction/expansion of existing parking lots; and b) construction of stormwater management facilities. The Joint Powers Agreement establishes City and ISD 194 project responsibilities and cost participation. On Friday, February 28, 2020, at 10:00 a.m. the City received five bids for City Project 19-13 ranging from a low bid of $982,070.25 submitted by Friedges Contracting Co., LLC to a high bid of $1,163,832.30. The engineer’s estimate of the construction cost was $1,380,536.85. The total estimated project cost is $1,106,174; funding sources are named in the attached Project Financing. Primary Issues to Consider (See attached) • Project Financing Supporting Information • Joint Powers Agreement • Bid Tabulation and Agreement with Friedges Contracting Co., LLC • Resolution Authorizing Funding Financial Impact: $1,106,174 Budgeted: Y☒ N☐ Source: Multiple Sources Related Documents: Lakeville 5-year Capital Improvement Plan (2020-2024); and Lakeville Arenas Resolution No. 20-3 Envision Lakeville Community Values: Good Value for Public Services Report Completed by: Zach Johnson, City Engineer Primary Issues to Consider Project Financing Proposed improvements include: a) reconstructing/expanding both the existing Ames Arena parking lot and Lakeville North High School’s overflow parking lot; and b) constructing stormwater management facilities. The City’s estimated total project cost is $1,106,174. Anticipated funding sources are shown below. Funding Sources Cost type Amount City of Lakeville - Bonds* General construction $ 712,070 Stormwater Infrastructure Fund Stormwater $ 165,000 Street Light Operating Fund Lighting $ 52,500 ISD 194 Lighting $ 52,500 Total construction contract $ 982,070 Ames Arena - Operations Engineering contract $ 75,000 City of Lakeville - Bonds* Other costs $ 49,104 Total estimated project cost $ 1,106,174 *Bonds to be repaid with property taxes. In addition to the project costs above, relevant cost recovery information is noted below. 1. Lakeville Arenas will make a payment to the City of Lakeville for debt issuance costs. 2. The City has agreements with the Lakeville Hockey Association (LHA) and the Heritage Figure Skating Club (HFSC), which commit $70,000 and $10,000 in annual contributions, respectively, for capital improvements for ten years. 3. Lakeville Arenas will make semi-annual payments to the City of Lakeville for interest on the debt or any amount that exceeds the annual $80,000 in expected contributions as well as any shortfall in payment due to lack of payment by LHA or HFSC. CITY OF LAKEVILLE RESOLUTION NO. 20- RESOLUTION AWARDING CONTRACT FOR AMES ARENA PARKING LOT IMPROVMENTS AN D LAKEVILLE NORTH HIGH SCHOOL’S OVERFLOW PARKING LOT IMPROVEMENTS WHEREAS, the City of Lakeville received sealed bids on Friday, February 28th, 2020, at 10:00 a.m. for Ames Arena and Lakeville North High School’s Overflow Parking Lot Improvements, City Project 19-13; and WHEREAS, the lowest responsible bid was from Friedges Contracting Co., LLC. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lakeville, Minnesota: Hereby awards the contract to the lowest responsible bidder that meets all the bid requirements, Friedges Contracting Co., LLC, with a bid in the amount of $982,070.25. The construction is proposed to be completed as specified in the contract documents. ADOPTED by the Lakeville City Council this 6th day of April 2020. ______________________________ Douglas P. Anderson, Mayor _________________________________ Charlene Friedges, City Clerk CITY OF LAKEVILLE RESOLUTION NO. 20- RESOLUTION AUTHORIZING FUNDING FOR AMES ARENA PARKING LOT IMPROVMENTS AND LAKEVILLE NORTH HIGH SCHOOL’S OVERFLOW PARKING LOT IMPROVEMENTS WHEREAS, Ames Arena parking lot improvements and Lakeville North High School’s overflow parking lot improvements, City Project 19-13, is programmed in the adopted Lakeville 5-year Capital Improvement Plan (2020-2024). NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Lakeville, Minnesota: The estimated project cost is $1,106,174 and anticipated funding sources are listed below. City staff is hereby authorized to amend the 2020 budgets and make the appropriate transfers between funds with respect to the project funding sources up to 10% above the estimated costs. Funding transfers may include loans between funds to cover engineering and other costs incurred on the project in advance of receiving other funding. Funding Sources Cost type Amount City of Lakeville - Bonds* General construction $ 712,070 Stormwater Infrastructure Fund Stormwater $ 165,000 Street Light Operating Fund Lighting $ 52,500 ISD 194 Lighting $ 52,500 Total construction contract $ 982,070 Ames Arena- Operations Engineering contract $ 75,000 City of Lakeville - Bonds* Other costs $ 49,104 Total estimated project cost $ 1,106,174 *Bonds to be repaid with property taxes. ADOPTED by the Lakeville City Council this 6th day of April 2020. ______________________________ Douglas P. Anderson, Mayor _________________________________ Charlene Friedges, City Clerk 1 201867v6 JOINT POWERS AGREEMENT AGREEMENT made this April 6, 2020, by and between, the CITY OF LAKEVILLE, a Minnesota municipal corporation ("City”) and INDEPENDENT SCHOOL DISTRICT NO. 194 ("District"), collectively the (“Parties”). WHEREAS, the City owns property located at 19900 Ipava Avenue, Lakeville, Minnesota, 55044, which is legally described in Exhibit A attached hereto (“City Property”) which is leased to Lakeville Arenas for the operation of the Lakeville Ames Arena; and WHEREAS, the District owns property located at 19600 Ipava Avenue, Lakeville, Minnesota, 55044, which is legally described in Exhibit B attached hereto (“District Property High School”) that abuts the City Property. The District owns and operates the property for Lakeville North High School, together with a stadium, sport fields and parking areas (“High School”); and WHEREAS, the District owns property located at 19875 Dodd Boulevard, Lakeville, Minnesota, 55044, which is legally described in Exhibit B attached hereto (“District Property Elementary School”) that abuts the City Property. The District owns and operates the property for Lake Marion Elementary School, together with sport fields and parking areas (“Elementary School”); and WHEREAS, pursuant to City Improvement Project 19-13 (“Project”) the Parties desire to: (i) improve and expand the parking area located on the District Property High School, north of the City Property, in the area depicted in Exhibit C (“High School Parking Area”) to expand the number of parking spaces from 122 to about 185 as depicted in Exhibit C; and (ii) improve and expand the parking area located on the City Property and the District Property Elementary School, east of the City Property, in the area depicted in Exhibit C (“Ames Parking Area”) to expand the number of parking spaces from 77 to about 158 as depicted in Exhibit C; and WHEREAS, the Parties intend that High School and Ames Parking Areas will be used by the City, its tenant Lakeville Arenas and the High School; and WHEREAS, the Parties desire to set forth the terms related to the improvement of the High School Parking Area located on the District Property High School, and improvement of the Ames Parking Area located on the City Property and District Property Elementary School, and use of the expanded Parking Areas; and WHEREAS, Minn. Stat. § 471.59 authorizes two or more governmental units to enter into agreements to jointly or cooperatively exercise any power common to the contracting parties or any similar power. 2 201867v6 NOW, THEREFORE, the Parties agree as follows: 1. CITY RESPONSIBILITIES. The City will be responsible for: A. Design engineering, including all aspects of the Project (public involvement, agency involvement, preliminary/final design, asbuilts), surveying, mapping, construction engineering, construction inspection, all related materials testing and construction administration. B. The City and District approved the plans and specifications prior to advertising for bids. The City advertised for bids for the construction of the Project in accordance with applicable state laws and provided the District with an analysis of the bids received. The City will award the contract for construction to the lowest responsive and responsible bidder in accordance with state law. 2. DISTRICT RESPONSIBILITIES. The District will be responsible for: A. Relocating and reestablishing the football practice field, including markings and goal posts, and discus areas, including concrete pads and lines. B. Clearing trees located along Ipava Avenue (between the High School Parking Area driveways), except that which is identified in the plans and contract for the Project. C. Any aesthetic elements, including but not limited to landscaping and irrigation, except that which is identified in the plans and contract for the Project. 3. COSTS. A. The City will administer the contract and act as the paying agent for all payments to the Contractor. Payments to the Contractor will be made as the project work progresses and when certified by the City Engineer. The City will request payment of the District’s share of the Project costs on a monthly basis. Upon presentation of an itemized claim by the City to the District, the District shall reimburse the City for its share of the costs incurred under this Agreement within 35 days from the presentation of the claim. If any portion of an itemized claim is questioned by the District, the remainder of the claim shall be promptly paid, and accompanied by a written explanation of the amounts in question. Payment of any amounts in dispute will be made following good faith negotiation and documentation of actual costs incurred in carrying out the work. B. The City will be responsible for the costs of engineering. C. The City will be responsible for the costs of Construction items, by contract, except for the Project element listed below: 3 201867v6 i. Lighting shall be shared in the amount of 50% by the City and 50% by the District. D. The District will be responsible for all costs for the District responsibilities identified in Paragraph 2 and all internal District costs related to the Project. 4. MAINTENANCE. A. The City will be responsible for the maintenance, repairs and improvements of the Ames Parking Area infrastructure and stormwater management infrastructure constructed with the Project located on the City Property and within District Property Elementary School after completion of the Project. B. The City will be responsible for the maintenance, repairs and improvements to any aesthetic element constructed with the Project within the City Property after completion of the Project, including but not limited to, landscaping, irrigation, fences and private utilities. C. The City will be responsible for operations and maintenance, including electrical power, of the lighting constructed with the Project within the Ames Parking Area located on City Property and within District Property Elementary School. D. The District will be responsible for the maintenance, repairs and improvements of the infrastructure constructed with the Project within the High School Parking Area, and the stormwater management basin constructed with the Project located within the District Property High School, after completion of the Project, except for the following. i. Snow removal operations within the High School Parking Area will be the responsibility of the City. E. The District will be responsible for the maintenance, repairs and improvements to any aesthetic element constructed with the Project within the District Property High School Parking and District Property Elementary School after completion of the Project, including but not limited to, landscaping, irrigation, trails, fences and private utilities (including electric power necessary for the operation and maintenance of lighting). F. The District will be responsible for operations and maintenance, including electrical power, of the lighting constructed with the Project within the High School Parking Area. 5. OWNERSHIP AND USE. A. The District will continue to own the property located within the District Property High School and District Property Elementary School Areas. 4 201867v6 B. The District shall convey to the City, at no cost, before construction of the Project begins, all necessary permanent and temporary easements, on all District- controlled property for Project purposes. C. The Parties agree to enter into the Easement Agreement attached hereto as Exhibit D, which provides for the following easements to be granted by the District: i. A non-exclusive permanent parking and access easement for the portion of the Ames Parking Area constructed with the Project and located within the District Property Elementary School, and the parking areas within the District Property High School; ii. A permanent Drainage and Utility Easement for the stormwater management infrastructure constructed with the Project and located within the District Property Elementary School; and iii. A temporary construction easement for construction of the Project. D. The Parties agree to enter into a Stormwater Management/Best Management Practice Facilities (“BMP”) and Easement Agreement for the on-site stormwater management/BMP facilities constructed with the Project on District Property High School substantially in the form attached hereto as Exhibit E. 6. CHANGE ORDERS AND SUPPLEMENTAL AGREEMENTS. Any change order or supplemental agreement that affect Project cost participation must be approved by the Parties prior to execution of work. For the purposes of this section, City’s appointed representative is Zach Johnson, City Engineer, and District’s appointed representative is Beth Louden, Director of Facilities and Plant Planning, or their successors. The Parties will endeavor to provide timely approval of change orders and supplemental agreements so as not to delay the Project. 7. AMENDMENTS. Any amendments to this Agreement will be effective only after approval by all governing bodies and execution of a written amendment document by duly authorized officials of each body. 8. EFFECTIVE DATES. This Agreement will be effective upon execution by duly authorized officials of each governing body and shall continue in effect until all work to be carried out in accordance with this Agreement has been completed. Except for on- going maintenance activities, including those (but not limited to) identified in Paragraph 4, absent an amendment, in no event will this Agreement continue in effect after July 31, 2021. 9. FINAL ACCEPTANCE. Final acceptance of the Project must be approved by both parties. 5 201867v6 10. INDEMNIFICATION AND INSURANCE. Each party to this Agreement shall be solely liable for the acts of its officers, employees or agents and the results thereof to the extent authorized by law and shall not be responsible for the acts of the other parties, their officers, employees or agents. The provisions of the Municipal Tort Claims Act, Minn. Stat. Ch. 466 and other applicable laws govern liability of the City and the District. Each Party warrants that they are able to comply with the aforementioned indemnity requirements through an insurance or self-insurance program and that each has minimum coverage consistent with liability limits contained in Minn. Stat. Ch. 466. In the event of any claims or actions filed against either party, nothing in this Agreement shall be construed to allow a claimant to obtain separate judgments or separate liability caps from the individual Parties. In order to insure a unified defense against any third party liability claim arising from the work of the Project, the City agrees to require all contractors or subcontractors hired to do any of the work contemplated by this Agreement to maintain commercial general liability insurance in amounts consistent with minimum limits of coverage established under Minn. Stat. § 466.04 during the term of such activity. All such insurance policies shall name City and District as additional insureds. City agrees to promptly provide the District copies of any insurance policy related to this Agreement upon their request. 11. AUDITS. Pursuant to Minnesota Statutes Sec 16 C. 05, Subd. 5, any books, records, documents, and accounting procedures and practices of the City and District relevant to the Agreement are subject to examination by the City or District and either the Legislative Auditor or the State Auditor as appropriate. The Parties agree to maintain these records for a period of six years from the date of performance of all services covered under this Agreement. The City will be financially responsible for the cost of the audit. 12. GOVERNMENT DATA PRACTICES. The Parties must comply with the Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, as it applies to all data provided by each Party under this Agreement, and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by any Party under this Agreement. The civil remedies of Minn. Stat. § 13.08 apply to the release of the data referred to in this clause by any Party. If any Party receives a request to release data referred to in this Clause that was received by the Party receiving the request from another Party, the Party receiving the request to release the data must immediately notify the Party from whom the data originated. The originating Party and the Party receiving the request to release the data will consult with each other concerning the release of the data to the requesting party before the data is released. 13. INTEGRATION AND CONTINUING EFFECT. The entire and integrated agreement of the parties contained in this Agreement shall supersede all prior negotiations, representations or agreements between the Parties regarding the Project; whether written or oral. 6 201867v6 14. AUTHORIZED REPRESENTATIVES. The authorized representatives for the purpose of the administration of this Agreement are: Zach Johnson (or successor) Lakeville City Engineer 20195 Holyoke Avenue Lakeville, MN 55044 (952) 985-4500 zjohnson@lakevillemn.gov Bill Holmgren (or successor) ISD 194 Executive Director of Business Services 17630 Juniper Path, Suite A Lakeville, MN 55044 (952) 232-2000 bill.holmgren@isd194.org 15. COOPERATION. The Parties agree to cooperate and use their reasonable efforts to ensure prompt implementation of the various provisions of this Agreement and to, in good faith, undertake resolution of any disputes in an equitable and timely manner. [Remainder of page intentionally left blank] [Signature pages to follow] 7 201867v6 IN WITNESS THEREOF, the Parties have caused this Agreement to be executed by their duly authorized officials. CITY OF LAKEVILLE RECOMMENDED FOR APPROVAL: __________________________ By_________________________ City Engineer Mayor (SEAL) By________________________ City Clerk Date_______________________ 9 201867v6 EXHIBIT A TO JOINT POWERS AGREEMENT LEGAL DESCRIPTION OF CITY PROPERTY Lot 1, Block 1, Lakeville Elementary 2nd Addition, Dakota County, Minnesota, according to the recorded plat thereof. 10 201867v6 EXHIBIT B TO JOINT POWERS AGREEMENT LEGAL DESCRIPTION OF DISTRICT PROPERTY HIGH SCHOOL Lot 1, Block 1, Lakeville High School Addition, Dakota County, Minnesota, according to the recorded plat thereof. AND LEGAL DESCRIPTION OF DISTRICT PROPERTY ELEMENTARY SCHOOL Lot 2, Block 1, Lakeville Elementary 2nd Addition, Dakota County, Minnesota, according to the recorded plat thereof. 11 201867v6 EXHIBIT C TO JOINT POWERS AGREEMENT 12 201867v6 EXHIBIT D TO JOINT POWERS AGREEMENT (reserved for recording purposes) GRANT OF EASEMENTS THIS GRANT OF EASEMENTS (“Agreement”) is made on this ___ day of _____, 2020, by LAKEVILLE INDEPENDENT SCHOOL DISTRICT #194, a Minnesota political subdivision (“District”) to the CITY OF LAKEVILLE, a Minnesota municipal corporation, (“City”) its successors and assigns, forever. RECITALS WHEREAS, the District owns and operates: (i) Lakeville North High School on real property it owns in fee simple in the City of Lakeville, Dakota County, Minnesota, which is legally described on Exhibit “A” attached hereto (“High School District Property”); and (ii) Lake Marion Elementary School on real property it owns in fee simple in the City of Lakeville, Dakota County, Minnesota, which is legally described on Exhibit “A” attached hereto (“Elementary School District Property”). The High School District Property and the Elementary School District Property are collectively referred to herein as the “District Property”; and WHEREAS, the City is the fee owner of real property located in the City of Lakeville, Dakota County, Minnesota, as legally described in Exhibit “B” attached hereto and incorporated herein (“City Property”). The City currently leases the City Property to Lakeville Arenas for the operation of the Lakeville Ames Arena; and WHEREAS, the City Property, including a parking lot, abuts the southern portion of the High School District Property and the western portion of the Elementary School District Property; and WHEREAS, the City requires a non-exclusive easement for parking and access purposes over the portion of the High School District Property which is legally described in Exhibit “C-1” and depicted in Exhibit “C-2” attached hereto and incorporated herein (“High School Parking Easement Premises”) and over the Elementary School District Property which is legally described in Exhibit “D-1” and depicted in Exhibit “D-2” attached hereto and incorporated herein (“Elementary School Parking Easement Premises”) (the “High School Parking Easement Premises and the Elementary School Parking Easement Premises are collectively referred to herein as the “Parking Easement Premises”) to serve as additional public parking areas for the Lakeville Ames Arena located on City Property; and 13 201867v6 WHEREAS, the City requires a non-exclusive easement for drainage and utility purposes over the portion of the Elementary School District Property which is legally described in Exhibit “E-1” and depicted in Exhibit “E-2” attached hereto and incorporated herein (“Drainage and Utility Easement Premises”) to serve as public stormwater infrastructure; and WHEREAS, the City requires a blanket temporary construction easement over, across, on, under, and through the District Property, as legally described in Exhibit A (“Temporary Construction Easement Premises”) for construction of the parking and stormwater improvements to be constructed in accordance with City Improvement Project 19-13 (“Project”); and WHEREAS, the City and the District have entered into a Joint Powers Agreement dated, April 6, 2020, in which the City agreed to construct the parking improvements in accordance with the Project and the District agreed to grant the necessary easements for shared parking, access and construction of the parking improvements; and NOW, THEREFORE, in consideration of the sum of One and No/100 Dollars ($1.00) and other good and valuable consideration to it in hand paid by City, the receipt and sufficiency of which is hereby acknowledged by the District: 1. PERMANENT EASEMENTS. A. The District hereby grants, creates and establishes for the benefit of the City Property, the City, its employees, agents, contractors, customers, guests, tenants, licensees, invitees, successors and assigns, a non-exclusive easement for parking and access in, to, over, across and through the Parking Easement Premises. The District shall make no changes to the parking area operations through pavement marking, signing or other construction measures without prior approval from the City. Although the Parties expect the tenants, customers and invitees to be the primary users of the Parking Easement Premises, the District shall make the Parking Easement Premises available for general public use, subject to the District’s reasonable regulations of hours and general usage. B. The District hereby grants, creates and establishes for the benefit of the City Property, the City, its employees, agents, contractors, customers, guests, tenants, licensees, invitees, successors and assigns, a non-exclusive easement for drainage and utility purposes in, over, across and through the Drainage and Utility Easement Premises. The District shall make no changes to the stormwater infrastructure without prior approval from the City. C. Upon substantial completion of the Project within the Parking Easement Premises, the District shall be solely responsible for all costs of repair, maintenance, upkeep and reconstruction of the parking and existing driveway improvements within the High School Parking Easement Premises, including, but not limited to sweeping, patching, sealcoating, striping and cleaning, consistent with the District policies for school parking areas. 14 201867v6 D. Upon substantial completion of the stormwater infrastructure improvements included in the Project within the Drainage and Utility Easement Premises, the City shall be solely responsible for all costs of repair, maintenance, upkeep and reconstruction of the stormwater infrastructure improvements within the Drainage and Utility Easement Premises, including, but not limited to maintenance and cleaning. E. Upon substantial completion of the Project by the City, subject to the limitations and immunities in Minnesota statutes Chapter 466, the District shall indemnify and hold the City harmless from and against all liability, actions, claims, demands, costs, damages, or expense of any kind which may be brought or made against the City relating to accidents, injuries, loss, or damage of or to any person or property occurring on or about the Parking Easement Premises and Drainage and Utility Easement Premises. Such indemnity shall not apply to the extent of any loss or claim due to or arising from the negligent or willful acts or omissions of the City, its officials, employees, or agents. F. The District shall, at all times during the term of this Agreement maintain comprehensive general liability insurance coverage of the Parking Easement Premises and Drainage and Utility Easement Premises in amounts equivalent, at a minimum, to the municipal liability limits in effect at any given time under Minnesota State Law. [Presently, under Minnesota Statutes, Section 466.04, the municipal liability limits in effect for 2019 are $500,000 per person and $1,500,000 per occurrence; limits are double for the release of hazardous substances]. In the event that the statutory municipal limits of liability under state law are increased, the amounts of coverage shall increase to the limits of municipal liability. The City shall be named as an additional insured, by endorsement, on all such policies. The policies and Certificate of Insurance shall contain a provision that coverage afforded under the policies shall not be cancelled without at least thirty (30) days’ advanced written notice to the City, or ten (10) days’ notice for non-payment of premium. 2. TEMPORARY CONSTRUCTION EASEMENT. A. The District hereby grants to the City, its successor and assigns, a temporary construction easement in, to, over, across, on under and through the Temporary Construction Easement Premises to have and to hold the same, unto the City, its contractors, agents, servants and assigns, commencing upon execution of this document and expiring two years from the date of final acceptance of the Project by the City together with the right of ingress to and egress from the Temporary Construction Easement Premises, for the purpose of constructing, inspecting, and repairing, the parking and stormwater facility improvements pursuant to the Project, at the will of the City, its successors and assigns. The City, its agents and assigns, will restore the described Temporary Construction Easement Premises to a condition as nearly equal as possible to that which existed prior to construction, subject to the improvements approved for the Project pursuant to the JPA. 15 201867v6 B. Subject to the liability limits provided under Minn. Stat. Ch. 466, the City will indemnify and hold harmless the District from any and all claims, including attorney fees and costs, arising out of the City’s construction of the parking lot improvements, except to the extent caused by the negligence or willful misconduct of the District, its officials, employees, agents or contractors. C. The District hereby grants the uses herein specified without divesting itself of the right to use and enjoy the Temporary Construction Easement Premises, subject only to the right of the City to use the same for the purposes herein expressed. 3. MISCELLANEOUS PROVISIONS. A. This Agreement shall be a covenant running with the land and shall be binding upon and inure to the benefit of the owners from time to time of the City Property. B. The invalidity of any portion of this Agreement shall not impair in any manner the validity, enforceability or effect of the rest of this Agreement. C. This Agreement may be executed in two or more counterparts each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. D. This Agreement shall be construed in accordance with the laws of the State of Minnesota. 4. WARRANTY OF TITLE. The District, for itself, its successors and assigns, does covenant with the City, its successors and assigns, that it is well seized in fee title of the District Property; that it has the sole right to grant and convey the easements described herein to the City; that there are no unrecorded interests in any of the easement premises described herein; and that it will indemnify and hold the City harmless for any breach of the foregoing covenants. IN TESTIMONY WHEREOF, the parties have executed this Agreement this day hereinabove first written. 16 201867v6 GRANTOR: LAKEVILLE INDEPENDENT SCHOOL DISTRICT #194 By: And: STATE OF MINNESOTA ) ) ss. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this ___ day of _______ 2020, by _________ the __________________ of Lakeville Independent School District #194, a Minnesota political subdivision. ___________________________________ NOTARY PUBLIC 17 201867v6 CITY OF LAKEVILLE By: Douglas P. Anderson, Mayor By: Charlene Friedges, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF DAKOTA ) The foregoing instrument was acknowledged before me this 6th day of April 2020, by Douglas P. Anderson and by Charlene Friedges, respectively the Mayor and City Clerk of the City of Lakeville, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. __________________________________ Notary Public THIS INSTRUMENT WAS DRAFTED BY: CAMPBELL KNUTSON Professional Association Grand Oaks Office Center I 860 Blue Gentian Road, Suite 290 Eagan, MN 55121 Telephone: 651-452-5000 AMP 18 201867v6 EXHIBIT “A” LEGAL DESCRIPTION OF DISTRICT PROPERTY LEGAL DESCRIPTION OF HIGH SCHOOL DISTRICT PROPERTY Lot 1, Block 1, Lakeville High School Addition, Dakota County, Minnesota, according to the recorded plat thereof; And LEGAL DESCRIPTION OF ELEMENTARY SCHOOL DISTRICT PROPERTY Lot 2, Block 1, Lakeville Elementary 2nd Addition, Dakota County, Minnesota, according to the recorded plat thereof. 19 201867v6 EXHIBIT “B” LEGAL DESCRIPTION OF CITY PROPERTY Lot 1, Block 1, Lakeville Elementary 2nd Addition, Dakota County, Minnesota, according to the recorded plat thereof. 20 201867v6 EXHIBIT “C-1” LEGAL DESCRIPTION OF HIGH SCHOOL PARKING EASEMENT PREMISES A perpetual easement for parking lot purposes over, under and across that part of Lot 1, Block 1, LAKEVILLE HIGH SCHOOL ADDITION, according to the recorded plat thereof, Dakota County, Minnesota, described as follows: Beginning at the most southwesterly corner of said Lot 1; thence on an assumed bearing of North 89 degrees 55 minutes 39 seconds East along the south line of said Lot 1, a distance of 139.57 feet; thence North 00 degrees 00 minutes 00 seconds West, a distance of 609.58 feet; thence North 90 degrees 00 minutes 00 seconds West, a distance of 21.00 feet; thence North 00 degrees 00 minutes 00 seconds West, a distance of 18.56 feet; thence North 45 degrees 00 minutes 00 seconds West, a distance of 17.95 feet; thence North 90 degrees 00 minutes 00 seconds West, a distance of 123.54 feet; thence South 66 degrees 50 minutes 04 seconds West, a distance of 77.58 feet to the westerly line of said Lot 1; thence South 23 degrees 24 minutes 22 seconds East along said westerly line, a distance of 30.89 feet; thence North 67 degrees 07 minutes 40 seconds East, a distance of 39.75 feet; thence North 90 degrees 00 minutes 00 seconds East, a distance of 56.33 feet; thence South 00 degrees 00 minutes 00 seconds East, a distance of 189.60 feet; thence South 89 degrees 59 minutes 58 seconds East, a distance of 21.00 feet; thence South 00 degrees 00 minutes 00 seconds East, a distance of 394.10 feet; thence South 45 degrees 45 minutes 24 seconds West, a distance of 15.57 feet; thence South 89 degrees 55 minutes 39 seconds West, a distance of 25.36 feet to said westerly line; thence southerly along said westerly line to the point of beginning. 21 201867v6 EXHIBIT “C-2” DEPICTION OF HIGH SCHOOL PARKING EASEMENT PREMISES 22 201867v6 EXHIBIT “D-1” LEGAL DESCRIPTION OF ELEMENTARY SCHOOL PARKING EASEMENT PREMISES A perpetual easement for parking lot purposes over, under and across that part of Lot 2, Block 1, LAKEVILLE ELEMENTARY 2ND ADDITION, according to the recorded plat thereof, Dakota County, Minnesota, described as follows: Commencing at the most southwesterly corner of said Lot 2; thence North 00 degrees 00 minutes 21 seconds East along the westerly line of said Lot 2, a distance of 377.33 feet to the point of beginning of the easement to be described; thence North 90 degrees 00 minutes 00 seconds East, a distance of 54.89 feet; thence North 00 degrees 00 minutes 00 seconds East, a distance of 200.34 feet; thence North 90 degrees 00 minutes 00 seconds West, a distance of 129.89 feet to the westerly line of said Lot 2; thence southerly, easterly and southerly along the westerly line of said Lot 2 to said point of beginning. 23 201867v6 EXHIBIT “D-2” DEPICTION OF ELEMENTARY SCHOOL PARKING EASEMENT PREMISES 24 201867v6 EXHIBIT “E-1” LEGAL DESCRIPTION OF DRAINAGE AND UTILITY EASEMENT PREMISES A perpetual easement for drainage and utility purposes over, under and across that part of Lot 2, Block 1, LAKEVILLE ELEMENTARY 2ND ADDITION, according to the recorded plat thereof, Dakota County, Minnesota, described as follows: Commencing at the most southwesterly corner of said Lot 2; thence North 00 degrees 00 minutes 21 seconds East along the westerly line of said Lot 2, a distance of 353.33 feet to the point of beginning of the easement to be described; thence continuing North 00 degrees 00 minutes 21 seconds East along said westerly line, a distance of 48.00 feet; thence North 90 degrees 00 minutes 00 seconds East, a distance of 66.89 feet; thence North 00 degrees 00 minutes 00 seconds West, a distance of 109.87 feet; thence North 90 degrees 00 minutes 00 seconds East, a distance of 111.08 feet; thence North 34 degrees 35 minutes 00 seconds East, a distance of 173.82 feet; thence South 55 degrees 25 minutes 00 seconds East, a distance of 24.00 feet; thence South 34 degrees 35 minutes 00 seconds West, a distance of 177.82 feet; thence South 45 degrees 04 minutes 05 seconds East, a distance of 70.02 feet; thence South 00 degrees 52 minutes 53 seconds East, a distance of 91.50 feet to the intersection with a line bearing South 90 degrees 00 minutes 00 seconds East from said point of beginning; thence North 90 degrees 00 minutes 00 seconds West, a distance of 246.44 feet to said point of beginning. 25 201867v6 EXHIBIT “E-2” DEPICTION OF DRAINAGE AND UTILITY EASEMENT PREMISES 26 201867v6 EXHIBIT E TO JOINT POWERS AGREEMENT (reserved for recording purposes) STORMWATER MAINTENANCE AGREEMENT/ BEST MANAGEMENT PRACTICE FACILITIES AND EASEMENT AGREEMENT THIS AGREEMENT is made and entered into as of the _____ day of ________, 2020, by and between Independent School District No. 194 (the “Owner”) and the City of Lakeville, a Minnesota municipal corporation (the “City”). RECITALS A. The Owner is the fee owner of certain real property located in Dakota County, Minnesota legally described in Exhibit A attached hereto ("Property"); and B. The Owner is improving a parking area located on a portion of the Property, and has entered into a Joint Powers Agreement with the City (“JPA”) for construction of the parking improvements including necessary stormwater facilities to be owned by the Owner (“Project”); and C. The final plans for Project, hereinafter called the "Plans", which are expressly made a part hereof, as approved or to be approved by the City, provides for detention/retention of stormwater within the confines of the Property; and D. The City and the Owner agree that the health, safety, and welfare of the residents of the City of Lakeville, Minnesota, require that on-site stormwater management/BMP facilities be constructed and maintained on the Property; and E. The City requires that on-site stormwater management/BMP facilities (“Stormwater Facilities”) as shown on the Plans be constructed and adequately maintained by the Owner as a condition of final site plan approval for the property as set forth on Exhibit C attached hereto; and F. As a condition of the JPA, the Owner is required to enter into this Agreement and grant to the City an easement for access, drainage and utility over a portion of the Property (the “Easement Area”) which is legally described in Exhibit B and depicted in Exhibit B-1 attached hereto to comply with work required under the terms of this Agreement. 27 201867v6 NOW, THEREFORE, in consideration of the mutual covenants of the parties set forth herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. CONSTRUCTION OF STORMWATER IMPROVEMENTS. Owner shall construct or cause to be constructed the Stormwater Facilities in accordance with the plans and specifications identified in the Plans. 2. MAINTENANCE OF STORMWATER IMPROVEMENTS. A. The Owner shall adequately maintain the Stormwater Facilities in accordance with the Stormwater Maintenance Plan and the City engineering standards for stormwater treatment facilities attached hereto as Exhibit C. This includes all pipes, channels, and other conveyances built to convey stormwater to the facility, as well as all structures, improvements, and vegetation provided to control the quantity and quality of the stormwater. Adequate maintenance is herein defined as good working condition so that these facilities are performing their design functions. B. The Owner will perform the work necessary to keep these Stormwater Facilities in good working order as appropriate. In the event a maintenance schedule for the Stormwater Facilities (including sediment removal) is outlined on the approved plans, the schedule will be followed and comply with all federal, state, and local regulations relating to the disposal of material. 3. INSPECTION AND REPORTING. The Owner shall cause the Stormwater Facilities to be inspected and submit an inspection report annually to the City and shall be responsible for the payment of any associated costs. The purpose of the inspection is to assure safe and proper functioning of the facilities, and shall cover the entire facilities, berms, outlet structure, pond areas, access roads and buffers. Deficiencies shall be noted in the inspection report. A stormwater management/BMP facility will be considered inadequate if it is not compliant with all requirements of the approved Plans and City engineering standards set forth in Exhibit C. 4. CITY ACCESS AND MAINTENANCE RIGHTS. A. The Owner hereby grants permission to the City, its authorized agents and employees, to enter upon the Property and to inspect the stormwater management/BMP facilities whenever the City deems necessary. The City shall provide the Owner, its successors and assigns, a directive to commence with the repairs if necessary (“Maintenance Report”). B. In the event the Owner, its successors and assigns, fails to maintain the Stormwater Facilities in good working condition acceptable to the City and such failure continues for 60 days after the City gives the Owner written notice of such failure, the City may enter upon the Property and take whatever steps necessary, including excavation and the storage of materials and equipment, to correct deficiencies identified in the Maintenance Report. The City's notice shall specifically state which maintenance tasks are to be performed. The City may charge the costs, including assessing the City’s costs to the Owner’s property taxes of such 28 201867v6 repairs, to the Owner, its successors and assigns. Owners of the lots making up the Property shall be jointly and severally liable for all costs. This provision shall not be construed to allow the City to erect any structure of permanent nature on the land of the Owner outside of the Easement Area for the Stormwater Facilities. It is expressly understood and agreed that the City is under no obligation to routinely maintain or repair said Stormwater Facilities, and in no event shall this Agreement be construed to impose any such obligation on the City. In addition, Owner agrees that it is, and will be, solely responsible to address complaints and legal claims brought by any third party with regard to the maintenance and operation and the consequences there from the Stormwater Facilities. The Owner expressly agrees to defend and hold the City harmless from any such third-party claim. 5. GRANT OF EASEMENT. Owner hereby grants to the City, its successors and assigns, a permanent non-exclusive easement for the purpose of accessing and maintaining the Stormwater Facilities pursuant to the terms of this Agreement over, on, across, under and through the Easement Area. The easement shall include the rights, but not the obligation, of the City, its contractors, agents, servants, and assigns, to enter upon the Easement to construct, reconstruct, inspect, repair, and maintain said private Stormwater Facilities together with the right to grade, level, fill, drain, pave, and excavate the Easement Area, and the further right to remove trees, bushes, undergrowth, and other obstructions interfering with the location, construction, and maintenance of said private Stormwater Facilities systems. 6. REIMBURSEMENT OF COSTS. The Owner agrees to reimburse the City for all costs incurred by the City in the enforcement of this Agreement, or any portion thereof, including court costs and reasonable attorneys' fees. 7. INDEMNIFICATION. This Agreement imposes no liability of any kind whatsoever on the City. Subject to the limitations and immunities in Minnesota Statutes Chapter 466, the Owner hereby agrees to indemnify and hold harmless the City and its agents and employees against any and all claims, demands, losses, damages, and expenses (including reasonable attorneys' fees) arising out of or resulting from the Owner or the Owner’s agents or employee's negligent or intentional acts, or any violation of any safety law, regulation or code in the performance of this Agreement, without regard to any inspection or review made or not made by the City, its agents or employees or failure by the City, its agents or employees to take any other prudent precautions. In the event the City, upon the failure of the Owner to comply with any conditions of this Agreement, performs said conditions pursuant to its authority in this Agreement, the Owner shall indemnify and hold harmless the City, its employees, agents and representatives for its own negligent acts in the performance of the Owner’s required work under this Agreement, but this indemnification shall not extend to intentional or grossly negligent acts. 8. NOTICE. All notices required under this Agreement shall either be personally delivered or be sent by certified or registered mail and addressed as follows: To the Owner: Independent School District No, 194 8670 210th Street West Lakeville, Minnesota, 55044 Attn: Superintendent 30 201867v6 CITY OF LAKEVILLE By: Douglas P. Anderson, Mayor (SEAL) And: Charlene Friedges, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF DAKOTA ) The foregoing instrument was acknowledged before me this 6th day of April 2020, by Douglas P. Anderson and by Charlene Friedges, the Mayor and City Clerk of the City of Lakeville, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. Notary Public THIS INSTRUMENT WAS DRAFTED BY: CAMPBELL KNUTSON Professional Association Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 Telephone: (651) 452-5000 AMP/smt 31 201867v6 EXHIBIT A TO STORMWATER MAINTENANCE AGREEMENT Legal Description Of The Property Lot 1, Block 1, Lakeville High School Addition, Dakota County, Minnesota, according to the recorded plat thereof. 32 201867v6 EXHIBIT B TO STORMWATER MAINTENANCE AGREEMENT Legal Description Of The Easement Area A perpetual easement for drainage and utility purposes over, under and across that part of Lot 1, Block 1, LAKEVILLE HIGH SCHOOL ADDITION, according to the recorded plat thereof, Dakota County, Minnesota, described as follows: Commencing at the most southwesterly corner of said Lot 1; thence on an assumed bearing of North 89 degrees 55 minutes 39 seconds East along the south line of said Lot 1, a distance of 138.57 feet to the point of beginning of the easement to be described; thence North 00 degrees 00 minutes 00 seconds West, a distance of 566.51 feet; thence South 89 degrees 41 minutes 39 seconds East, a distance of 22.86 feet; thence South 00 degrees 18 minutes 21 seconds West, a distance of 204.25 feet; thence South 89 degrees 41 minutes 39 seconds East, a distance of 20.00 feet; thence South 00 degrees 18 minutes 21 seconds West, a distance of 361.99 feet to the south line of said Lot 1; thence South 89 degrees 55 minutes 39 seconds West along said south line, a distance of 39.83 feet to said point of beginning. 201867v61 33 EXHIBIT B-1 DEPICTION OF DRAINAGE AND UTILITY EASEMENT AREA 201867v61 34 EXHIBIT C CITY OF LAKEVILLE ENGINEERING STANDARDS FOR STORM WATER TREATMENT FACILITIES Pond Maintenance Requirements 1. Annual inspection, maintenance reporting and certification by a professional engineer (Provided by Owner). Information must be submitted to the City annually. 2. Excavate pond to original design capacity when one half (1/2) of the wet volume of the pond is lost due to sediment deposition. 3. Remove floatable debris in and around the pond area including, but not limited to: oils, gases, debris and other pollutants. 4. Maintain landscape adjacent to the facility per original design, including but not limited to: maintenance of the buffer strip and other plant materials as per original plan design. 5. Maintenance of all erosion control measures including but not limited to: rip rap storm sewer outlets, catch basin inlets, etc. Infiltration/Rain Garden Maintenance Requirements 1. Inlet and Overflow Spillway – Remove any sediment build-up or blockage and correct any erosion. 2. Vegetation a. Maintain at least 80% surface area coverage of plants approved per plan. b. Removal of invasive plants and undesirable woody vegetation. c. Removal of dried, dead and diseased vegetation. d. Re-mulch void or disturbed/exposed areas. 3. Annual inspection and maintenance efforts must be documented and submitted to the City. Underground Infiltration System 1. Inspection of street or parking surface must be inspected for evidence of potholes, sinkholes, sediment build up, or surface ponding annually. 2. Annual inspections must be completed of pipe symmetry, pipe joint connections, and outlet structures to look for cracks, defects, misalignment, or seepage. 3. Inspection for accumulation of sediment must be done annually, maintenance should be performed when sediment accumulation occurs. 201867v61 35 4. Visual inspection for trash and debris must be conducted monthly and following rain events of 1 inch or greater in 24 hours. 5. Inspections must be performed annually to look for oil accumulation in device or immediately after a spill occurs. Maintenance must be done when a layer of oil/gasoline develops on the surface. Environmental Manhole Maintenance Requirements 1. Annual inspections, maintenance reporting and certification must be completed by a professional engineer licensed in the State of Minnesota at Owner’s expense. Information must be submitted to the City annually. 2. Maintenance must be performed once the sediment or oil depth exceeds the established requirements recommended by the manufacturer. 3. Maintenance must occur immediately after a spill takes place. Appropriate regulatory agencies must also be notified in the event of a spill. 4. Disposal of materials shall be in accordance with local, state and federal requirements as applicable.