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2024 05-21 CC Packet
CITY OF GEM LAKE Heritage Hall 4200 Otter Lake Road | Gem Lake, MN 55110 651-747-2790/92 | 651-747-2795 (fax) E-mail city@gemlakemn.org City Council Meeting – May 21, 2024 Call to Order of City Council Meeting By Mayor Artig-Swomley at 7:_____ p.m. Call of Roll Artig-Swomley Cacioppo Hynes-Amlee Johnson Lindner Approve Agenda and Minutes • Accept the Agenda for the May 21, 2024, City Council Meeting • Approve the Minutes from April 16, 2024, City Council Meeting • Approve the Minutes from April 16, 2024, Closed Session City Council Meeting • Accept the Minutes from the May 14, 2024, Planning Commission Meeting Special Presentations/Public Hearings • White Bear Montessori School Conduit Debt Agreement Public Hearing Consent Agenda • Resolution #2024-007 May 2024 Donation to White Bear Lake Area Food Shelf • Resolution #2024-008 May 2024 Dov Nathanson Scholarship • Resolution #2024-009 May 2024 James Marier Scholarship • Garden Overlay Interim Use Permit – Bryan Hansen County Road E Property • Claims Committee Reports • Planning Commission Old Business • Newsletter Updates / Topics / Suggestions • FY25 Water System Funding Update • Acting City Clerk Performance Review / Pay Discussion Summary (per MN Stat 13D.03; 13D.05) • Gem Lake Trail Reseeding / Tree Planting Discussion • Heritage Hall Irrigation Quotes New Business • BS&A Add-On Quote – Cloud Timesheets • Videographer Services for City Council Meetings Quote / Discussion • Ordinance No. 68 and 115 Tobacco Approval • Ordinance No. 60 and 117 Charitable Gambling Approval • Fee Schedule Updates due to Ordinance Revisions • City Council Direct Deposit Discussion o Paper Check or Direct Deposit o Paper Stub or Emailed Stub • Future Charitable Gambling Donations o White Bear Lake Emergency Food Shelf Community Outreach to Other Cities and Government Bodies Presentations from the Public, 2 minutes maximum Open Items for Council Members to Bring Up Future Council Meetings • Next City Council Meeting, Tuesday, June 18, 2024 o Attendance Inquiry • Next City Council Workshop, Monday, June 10, 2024 - CANCELED Adjournment – The meeting adjourned at ________ City of Gem Lake City Council Meeting Minutes April 16, 2024 1 | Page City of Gem Lake City Council Meeting – April 16, 2024 Meeting Minutes Mayor Gretchen Artig-Swomley called the meeting to order at 7:00 p.m. Councilmembers Len Cacioppo, Jim Lindner, Ben Johnson, and Laurel Amlee were present. Also present: City Attorney Kevin Beck, City Treasurer Tom Kelly, City Engineer Justin Gese, SEH Project Planner and Community Development David Krueger, Acting City Clerk Melissa Lawrence, and Gem Lake residents Jim and JoAnne Wilson and Jon Reigstad. April 16, 2024, Agenda A motion was introduced by Councilmember Linder to accept the agenda, seconded by Councilmember Cacioppo. Voice vote taken, all voted yes, motion passes, agenda accepted. Minutes A motion was introduced by Councilmember Lindner, seconded by Councilmember Amlee to approve the March 20, 2024, City Council Meeting Minutes. Voice vote taken, 4 in favor, Councilmember Cacioppo abstained because he was not present at the March meeting, motion carried. Special Presentations/Public Hearings None Consent Agenda Resolution #2024-006 April 2024 Donation to White Bear Lake Area Food Shelf Monthly Financial Reports(s) Claims All items on the consent agenda were reviewed by the Council. Councilmember Lindner introduced a motion to approve all the items listed on the consent agenda as is, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. Committee Reports None Old Business Newsletter Updates / Topics / Suggestions Mayor Artig-Swomley presented ideas for the next edition of the City Newsletter to include pieces such as the results of the city clean-up day, the progress on the city funding requests, scholarship recipients, memorials to Kathy Robins and Larry Kuehn and an MS4 requirement story. Municipal Water Funding Request – David Krueger, SEH Project Planner and Community Development David Krueger, SEH Project Planner and Community Development gave the Council and those in attendance an update on the City’s municipal water funding request. Gem Lake was recently awarded $959,757 in federal funding through support from Congresswoman Betty McCollum which is roughly 14% of the total estimated project cost. The original request was for $5,488,000, which is 80% of the estimated project cost. The funds are very competitive, and many projects receive less than the initial request. Mr. Krueger shared some additional funding strategies available. A Bonding bill request was submitted in June of 2023 and is currently being considered by the legislature. The original request was for full funding of $6,860,000 and outcomes are typically known by the end of May. Mr. Krueger suggests reapplying for Community Project Funding in the amount of $4,528,243, which if awarded, the combined federal amount would be 80% of the estimated project cost, which is the maximum. If Minnesota bonding bill funds are awarded, they will be part of the required non-federal match. City of Gem Lake City Council Meeting Minutes April 16, 2024 2 | Page Mr. Krueger suggested the city await the next steps from the Environmental Protection Agency (EPA) staff assigned to oversee funding. This will allow the city time to find out the results of the Minnesota bonding bill and whether a funding gap remains. Also suggested was that the city apply for another round of earmarks expected to open very soon. Mr. Krueger is seeking permission from the Council to apply for another round when it opens. Councilmember Lindner introduced a motion to give SEH permission to apply for all sources of funding available when it becomes available, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. White Bear Montessori School Conduit Debt Update A public hearing will be scheduled for the May City Council meeting on May 21. White Bear Montessori Schools attorney is putting together a notice that they will send to the White Bear Press for publication on April 24. City Engineer Justin Gese asked that any future communication regarding the project be shared with the City of Vadnais Heights as the building is on Vadnais Heights city water. Mr. Gese has shared everything he knows about the project with Vadnais Heights to inform them. City Clerk Compensation Study Results The City contracted MRA to complete a compensation study for the Administrative Assistant / City Clerk role, who recently completed one for White Bear Township. The job matches used were Administrative Assistant II (Senior), Secretary/Administrative Assistant – Experienced, Administrative Assistant (Experienced) and Administrative Services – Intermediate (Business Support). While these job matches covered the Administrative Assistant role, the mayor didn’t feel like it captured the City Clerk role, so more information was requested before the meeting from MRA. White Bear Townships market data from last year was used to help develop a table that could be used as an incentive through the clerk certification process. See attached documents that explain the market base salary and incentive table or the Administrative Assistant / City Clerk role. Gem Lake Travel and Reimbursement Policy Review While this topic is considered new business, the mayor wanted to discuss it before the next topic on the agenda as it relates to it. Mayor Artig-Swomley feels that the current policy in place is a good one and no major changes need to be made. The one section that is being revised is on meals. Changes were made to the allowance for meals to now be based on the U.S. General Services Administration Minneapolis / St. Paul rates. The allowance changes for breakfast went from $12.00 to $18.00, lunch remained the same at $20.00, and dinner went from $25.00 to $36.00. Councilmember Johnson shared that this allowance per meal is better than what the state currently allows those working in his department. Councilmember Lindner introduced a motion to approve the suggested changes to the meal section of the Travel and Reimbursement Policy, seconded by Councilmember Johnson. Voice vote taken, all in favor, motion carried. 2024 Minnesota Municipal Clerks Institute (MMCI) – Year 1 – May 6 – 10 Acting City Clerk Melissa Lawrence will be attending her first year at the Clerks Academy held in St. Cloud, Minnesota. Mrs. Lawrence has already secured a hotel room for Sunday, May 5, 2024 – Thursday, May 9, 2024. Training will take place at the Holiday Inn & Suites, St. Cloud and training is being delivered through St. Cloud State University. Mrs. Lawrence applied for a grant to be used towards the registration fee for the Institute and was awarded $100.00. The total for registration minus the grant came to $460.00 and the hotel stay for the duration of the event is estimated to be $615.20, which includes tax that the city will be exempt from. New Business Fee Schedule Updates Slight updates were made to the 2024 adopted fee schedule. Peddlers, Solicitors and Transient Merchants license fees were updated as well as removing one (1) contractor’s license and fee of one (1). Administrative offenses were added for Alcohol and Tobacco Sales to follow White Bear Lakes fines. City of Gem Lake City Council Meeting Minutes April 16, 2024 3 | Page Councilmember Lindner introduced a motion to approve the fee schedule updates, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. Gem Lake Villas – Seeking Permission to Place Bird Houses and Duck Houses on Public Land On Tuesday, April 16, 2024, the City Council discussed a request brought to them by members of the HOA Board and Architectural Control Committee (ACC), Jim and JoAnne Wilson, to put up a couple small bird houses on city property and a couple duck houses near the pond on city property. For residents to put personal items on city property the City must first give permission to do so. Councilmember Johnson asked if the HOA and ACC would be the ones to maintain these bird and duck houses, and the response was yes. Councilmember Lindner introduced a motion to approve the placement of bird and duck houses on the public land with maintenance handled through the HOA and ACC, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. Gem Lake Trail Reseeding / Tree Planting White Bear Township Public Works is working on getting the city some quotes for reseeding and tree planting along the north and west areas of the Villas on the public land. At this time, no quotes have been received and the Council would like to table the discussion for the May and or June meeting. Councilmember Lindner introduced a motion to table the discussion on reseeding and tree planting until the city obtains quotes to review, seconded by Mayor Artig-Swomley. Voice vote taken, all in favor, motion carried. Heritage Hall Maintenance Spring Window Cleaning Quote Acting City Clerk Melissa Lawrence requested a quote from Squeegee Magic for inside and outside window cleaning. The Council doesn’t recall the windows ever being professionally cleaned. The spring cleaning would include all windows inside and outside and all interior windows for a total of $378.23. Councilmember Lindner introduced a motion to approve the spring window cleaning quote in the amount of $378.23, seconded by Councilmember Amlee. Voice vote taken, all in favor, motion carried. Fall Window Cleaning Quote Acting City Clerk Melissa Lawrence requested a quote from Squeegee Magic for outside window cleaning. The fall cleaning would include all windows outside for a total of $200.70. Councilmember Lindner introduced a motion to approve the fall window cleaning quote in the amount of $200.70, seconded by Councilmember Amlee. Voice vote taken, all in favor, motion carried. Holiday Lights Quote Acting City Clerk Melissa Lawrence requested a quote from Squeegee Magic for holiday lights. The holiday lights would include lights being placed on the front of the building and around the two entry poles for a total of $812.50. The lights on the side of the building were requested to be removed by the Council and they were deemed unnecessary. Councilmember Lindner introduced a motion to approve the holiday lights quote in the amount of $812.50, seconded by Councilmember Amlee. Voice vote taken, all in favor, motion carried. Janitorial service Quotes The city received two quotes for janitorial services of Heritage Hall. The city’s current contracted janitorial service just hasn’t seemed up to par lately, so Acting City Clerk Melissa Lawrence requested quotes from Team Clean and Coverall. Team Clean is based out of Minneapolis, MN City of Gem Lake City Council Meeting Minutes April 16, 2024 4 | Page and includes many weekly and monthly services at a quoted price of $800.00 per month. Coverall is based out of Bloomington, MN and includes many weekly and monthly services at a quoted price of $320.00 per month. White Bear Township currently uses Coverall as their janitorial service and has had no complaints. Councilmember Lindner introduced a motion to approve the quote from Coverall in the amount of $320 per month, seconded by Councilmember Johnson. Voice vote taken, all in favor, motion carried. Service Window Quote To make the main office more secure, a quote was requested from Polar Glass & Mirror to replace the existing in-swing service window with a more secure one-piece tempered glass with a pass thru service window. The quote was for a total of $960.00. Councilmember Lindner introduced a motion to approve the quote in the amount of $960.00, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. Clerk’s Office Door Keypad Quote In another attempt to make the office more secure, a quote was requested from White Bear Locksmith to install a digital keypad lock on the door leading into the office and one for the mayor’s office. The quote was for a total of $1,605.00. Councilmember Lindner introduced a motion to approve the quote in the amount of $1,605.00, seconded by Councilmember Cacioppo. Voice vote taken, all in favor, motion carried. Future Charitable Gambling Donations White Bear Lake Emergency Food Shelf Mayor Artig-Swomley suggested that the Council make a donation in May in the amount of $1,500.00 to the White Bear Lake Emergency Food Shelf. Councilmember Lindner introduced a motion to request a donation in the amount of $1,500.00 for the White Bear Lake Emergency Food Shelf, seconded by Councilmember Cacioppo. Voice vote taken, all voted yes, motion carried. Community Outreach to Other Cities and Government Bodies The joint clean-up day with White Bear Township is scheduled for May 18. The Council is very appreciative of their willingness to let the city be a part of the event for a low cost of $10.00 per Gem Lake resident participation. Acting City Clerk Melissa Lawrence will provide the Township Public Works with an updated list of all Gem Lake residents. City Attorney Kevin Beck shared with the Council his progress on the letter that was sent to White Bear Lake regarding the increased debt service fee. To summarize, The City doesn’t think it should be responsible for this debt, White Bear Lake’s lawyer believes Gem Lake is wrong and the failure to make any payments toward it is causing White Bear Lake to move it to their Council for further action. Gem Lake was never asked for feedback regarding the construction plan and was not given an opportunity to dispute it. Mr. Beck will have an update at the May Council meeting. City Attorney Kevin Beck shared with the Council that there has still been no progress with Vadnais Heights as they are still not settled with the DNR, should hopefully have more information to share at the May Council meeting. Mayor Artig-Swomley shared with the Council about a recent accident that took place along Labore Road and Little Fox Lane. Vadnais Heights culvert was damaged, Ramsey County’s stop sign was knocked down and Gem Lake’s street sign was knocked down. City of Gem Lake City Council Meeting Minutes April 16, 2024 5 | Page Councilmember Johnson shared that the County Road E corridor team will be meeting with the contractor they have chosen some time in May to discuss a lot of the behind-the-scenes action and will hope to have more to report on at the June Council meeting. Councilmember Lindner shared that the Minnesota Pollution Control Agency (MPCA) has said the city has satisfied all the environmental requirements allegedly violated on the city’s MS4 report and no further action is needed. Presentations from the Public, 2 Minutes Maximum Resident Jim Wilson was curious about the signs being replaced at the entrances of the Gem Lake Trail regarding dog waste and if they could be reused elsewhere in the Villas. The ideal location would be in the northern area near the cul-de-sac and one over by the mailboxes. The city doesn’t see any issue with that but would like Public Works to handle the installation to ensure the proper processes are being followed. Resident Jon Reigstad was curious about the water funding situation and where the city is at with those plans. Mayor Artig-Swomley shared that no decision has been made or will be made without obtaining the public’s feedback and that the city is only in the funding phase working to obtain funds to make it possible for the municipal water plan to even have a chance or being an option. Residents shouldn’t expect any immediate action and it could be a couple more years before any action is taken. Future Council Meetings City Council, Tuesday, May 21, 2024. City Council Workshop, Monday, May 13, 2024, is CANCELED. Attendance Inquiry At this time all Councilmembers in attendance will be at the May meeting. Adjournment Being there no further business, following a motion from Councilmember Lindner, seconded by Councilmember Cacioppo, the meeting adjourned at 8:16 p.m. Respectfully submitted, Melissa Lawrence City of Gem Lake Planning Commission Meeting Minutes May 14, 2024 1 | Page City of Gem Lake Planning Commission Meeting – May 14, 2024 Meeting Minutes Planning Commission Chair Joshua Patrick called the meeting to order at 7:00 p.m. Commission Members Art Pratt, Derek Wippich were present. Not present were Don Cummings and Stephanie Farrell. Also present: City Planner Evan Monson, Graduate Community Planner CJ Sycks, City Attorney Kevin Beck, and Acting City Clerk Melissa Lawrence. May 14, 2024 A motion was made by Commissioner Pratt to accept the agenda, seconded by Commissioner Wippich. Voice vote taken, all voted yes, motion carried, agenda accepted. Minutes A motion was made by Commissioner Pratt to approve the March 12, 2024, Planning Commission Meeting minutes, seconded by Commission Chair Patrick. Voice vote taken, 2 in favor, Commissioner Wippich abstained because he was not present at the March Council meeting, motion carried, minutes are approved. Public Hearings None Old Business None New Business Ordinance No. 68 and 115 Tobacco Discussion City Planner Evan Monson presented the Commission with a draft revision of Ordinance No. 68 Tobacco that included the incorporation of Ordinance No. 115 Penalties for Violation of Tobacco Ordinance. Ordinance No. 68 was adopted in 1998. The 2010 amendment, Ordinance No. 115, has been incorporated into Ordinance No. 68 and has been reformatted to be consistent with other city ordinances. This ordinance regulates the sale, distribution, possession, and use of tobacco and tobacco related devices, and the penalties for violation. In 2019, the former President signed legislation to change the minimum age for tobacco and nicotine sales and use from 18 years old to 21 years old. The legislation is referred to as “Tobacco 21” or “T21”. In August 2020, Minnesota strengthened T21 by allowing local governments to conduct compliance checks. The proposed Ordinance No. 68, including the T21 State legislation and changes, are listed in Table 1 of the TKDA May 14, 2024, Gem Lake Planning Commission Memorandum attached. The Commission discussed the suggested ordinance revisions and would like to forward the document along to the City Council for approval based on the edits made by the City Planner and staff with the reference of “minor(s)” being removed all together and the suggestions of City Lawyer Kevin Beck. Commissioner Pratt introduced a motion, seconded by Commissioner Wippich. Voice vote taken, all in favor, motion carried. Ordinance No. 09, 65, and 116 Liquor Discussion City Planner Evan Monson suggested that the Commission table the discussion on the liquor ordinances until the June meeting to give himself and Graduate Community Planner CJ Sycks a chance to make the requested additional changes and consolidation of the existing liquor ordinances by the Acting City Clerk Melissa Lawrence. Commissioner Pratt introduced a motion to table the discussion on liquor ordinances, seconded by Commissioner Wippich. Voice vote taken, all in favor, motion carried. City of Gem Lake Planning Commission Meeting Minutes May 14, 2024 2 | Page Ordinance No. 60 and 117 Charitable Gambling Discussion City Planner Evan Monson presented the Commission with a draft version of Ordinance No. 60 Charitable Gambling that included the incorporation of Ordinance No. 117 Increase of Charitable Giving. Ordinance No. 60 was adopted in 1991. The 2010 amendment, Ordinance No. 117, has been incorporated into Ordinance No. 60 and has been reformatted to be consistent with other city ordinances. The amendments are shown in the proposed Ordinance. This ordinance regulates the operation and sale of gambling devices in on-sale liquor establishments. The Commission discussed the suggested ordinance revisions / incorporations and would like to forward the document along to the City Council for approval based on the edits made by the City Planner. Commissioner Wippich introduced a motion, seconded by Commissioner Pratt. Voice vote taken, all in favor, motion carried. Fee Schedule Suggested Changes Acting City Clerk Melissa Lawrence summarized to the Commission the reason for fee schedule updates. While at the time this was added to the agenda it was to incorporate fees listed within the ordinances discussed during the meeting, but Mrs. Lawrence spoke to Ms. Sycks prior to the meeting earlier in the day about the suggested changes and provided her with an updated fee schedule. The changes suggested by TKDA staff regarding fees was no longer relevant as the City looks to the City of White Bear Lake for administrative offenses pertaining to liquor and tobacco as they are the ones to issue the penalties and conduct the compliance checks. The one suggested change by TKDA staff that was kept was the change to the investigation fee for a new on-sale liquor license, which was changed to actual cost. All ordinances discussed earlier will include a reference to the most recent fee schedule for fees. The Commission discussed the suggested fee schedule updates and would like to forward the document along to the City Council for approval based on the edits made by the City Planner. Commissioner Pratt introduced a motion, seconded by Commissioner Wippich. Voice vote taken, all in favor, motion carried. Open Items for Commission Members to Bring Up Graduate Community Planner CJ Sycks asked if the Commission had any other ordinances that they would like to go over throughout the year. Commission Chair Patrick stated that he would like to see Ordinance No. 124B Hunting & Discharge of Weapons to be reviewed at a future meeting. Mr. Patrick would like to look at adding language regarding archery turkey hunting within the city. Mr. Patrick shared that at this time the state only allows one (1) bearded turkey to be taken in the spring. Future Meetings City Council Meeting, Tuesday, May 21, 2024, at Heritage Hall, and Planning Commission Meeting, Tuesday, June 11, 2024 at Heritage Hall. Attendance Inquiry Commissioner Chair Patrick surveyed the Commission to see if any of the members would have any issues attending the June 11, 2024, meeting. At this time those in attendance will all be at the next meeting. Adjournment Being there no further business, following a motion from Commissioner Pratt, seconded by Commissioner Wippich, the meeting adjourned at 7:40 p.m. Respectfully submitted, Melissa Lawrence 132758402v2 UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF RAMSEY CITY OF GEM LAKE, MINNESOTA Educational Facilities Revenue Note, Series 2024 (White Bear Montessori School, Inc. Project) Dated: June ___, 2024 $3,000,000 FOR VALUE RECEIVED the City of Gem Lake, Minnesota, (the “City”) hereby promises to pay to the order of Premier Bank, a Minnesota corporation, in White Bear Lake, Minnesota, its successors or registered assigns (the “Lender”), from the source and in the manner hereinafter provided, the principal sum of THREE MILLION DOLLARS ($3,000,000), or so much thereof as has been advanced and remains unpaid from time to time (the “Principal Balance”), with interest thereon from the date hereof until paid or otherwise discharged as set forth in Paragraph 1 below, in any coin or currency which at the time or times of payment is legal tender for the payment of public or private debts in the United States of America, in accordance with the terms hereinafter set forth. 1. Commencing on the date of this Note and continuing through [May 31], 2029 interest shall accrue on the outstanding Principal Balance at the initial rate of 6.20% per annum (the “Initial Rate”). On [June 1] of each of 2029, 2034, 2039, and 2044 (each an “Adjustment Date”) through [December 1], 2045 (the “Final Maturity Date”), the interest rate on this Note will be adjusted to a rate per annum equal to the sum of: (i) the Wall Street Journal Prime Rate in effect as of each Adjustment Date (the “Index”) minus (ii) 200 basis points (the “Adjusted Rate”). Such adjustment to the interest rate shall be made and become effective as of the Adjustment Date and the interest rate as adjusted shall remain in effect through and including the day immediately preceding each Adjustment Date and the Final Maturity Date. Notwithstanding anything herein to the contrary, the Adjusted Rate shall not be lower than 4.00% per annum. If the Index becomes unavailable during the term of this Note, Lender may designate a substitute comparable index in its sole discretion. Interest on this Note shall be payable in monthly installments on the [1st] day of each month commencing on [July 1], 2024, and continuing through and including [January 1], 2026. Principal and interest on this Note shall be payable in monthly installments on the 1st day of each month commencing [February 1], 2026 and continuing thereafter until the Final Maturity Date in such amounts as are required to amortize the Principal Balance, together with accrued interest thereon at the interest rate then in effect, over the remaining term of the Note measured from [February 1], 2026. Payments shall be applied first to amounts which are neither principal nor interest, next to interest due on the Principal Balance, and, thereafter, to reduction of the Principal Balance. Interest shall be computed on the basis of a [360 day year, actual days elapsed]. 132758402v2 2 Upon an “Event of Default” as defined in the Loan Agreement and the exercise by the Lender of certain rights thereunder, this Note shall bear a default rate of interest that is 5% per annum over the interest rate otherwise applicable hereto, as provided in Section 6.7 of the Loan Agreement. This Note is subject to acceleration of maturity upon an “Event of Default” as defined in the Loan Agreement. 2. In any event, the payments hereunder shall be sufficient to pay all principal and interest due, as such principal and interest becomes due, and to pay any premium or service charge, at maturity, upon prepayment, or otherwise. 3. Principal and interest and premium, if any, due hereunder shall be payable at the principal office of the Lender, or at such other place as the Lender may designate in writing. 4. This Note is issued by the City to provide funds pursuant to a Loan Agreement dated as of the date hereof (the “Loan Agreement”) by and between the City and White Bear Montessori School, Inc., a Minnesota nonprofit corporation and 501(c)(3) organization (the “Borrower”), for financing in part, the construction of an addition to, and improvement of, certain school facilities of the Borrower, located on the campus of the Borrower at 1201 East County Road E in the City. This Note is further issued pursuant to and in full compliance with the Constitution and laws of the State of Minnesota, particularly Minnesota Statutes, Section 469.152 to 469.165, and pursuant to a resolution of the City Council of the City duly adopted on May 21, 2024 (the “Resolution”). 5. This Note is secured by a Pledge Agreement dated as of the date hereof between the City and the Lender (the “Pledge Agreement”) and is further secured by certain other assignments, security agreements, guaranties, financing statements, and other instruments evidencing or securing the Loan as may be required by the Lender. 6. The City, for itself, its successors and assigns, hereby waives demand, presentment, protest and notice of dishonor; and to the extent permitted by law, the Lender may extend interest and/or principal of or any service charge or premium due on this Note, including the Final Maturity Date, or release any part or parts of the property and interest subject to the Mortgage or to any other security document from the same, all without notice to or consent of any party liable hereon or thereon and without releasing any such party from such liability and whether or not as a result thereof the interest on the Note is no longer exempt from the federal or state income tax. In no event, however, may the Final Maturity Date of the Note be extended beyond 30 years from the date hereof. 7. This Note is subject to prepayment in immediately available funds on any date at the option of the Borrower, in whole or in part as provided in Section 5.1 of the Loan Agreement. The prepayment price is equal to the outstanding principal amount of this Note to be prepaid plus accrued interest, without penalty or premium for prepayments in an amount up to 20% of the outstanding Principal Balance as of January 1 of each year. Any prepayment by the Borrower in excess of 20% of the outstanding Principal Balance as of January 1 each year will be subject to a prepayment premium equal to the percentages set forth below applied to the prepaid amounts of the Principal Balance of this Note, or the entire outstanding Principal Balance in the event such amount is prepaid in full: 132758402v2 3 (a) five percent (5%) as of any date prior to the 1st anniversary of this note and the 1st anniversary of an Adjustment Date; (b) four percent (4%) as of any date after the 1st anniversary and prior to or on the 2nd anniversary of this Note and after the 1st anniversary and prior to the 2nd anniversary of an Adjustment Date; (c) three percent (3%) as of any date after the 2nd anniversary and prior to or on the 3rd anniversary of this Note and after the 2nd anniversary and prior to or on the 3rd anniversary of an Adjustment Date; (d) two percent (2%) as of any date after the 3rd anniversary and prior to or on the 4th anniversary of this Note and after the 3rd year anniversary and prior to or on the 4th anniversary of tan Adjustment Date; and (e) one percent (1%) as of any date after the 4th anniversary of this Note and prior to an Adjustment Date and after the 4th year anniversary of an Adjustment Date and prior to an Adjustment Date. In the event of any partial prepayment of this Note, the Lender shall apply any such prepayment first against amounts which are neither principal nor interest, including any collection costs, late fees or prepayment or termination fees, then against the accrued interest on the Principal Balance and then against the outstanding principal amount of this Note in the inverse order of maturities. The monthly payments due under Paragraph 3 hereof, shall continue to be due and payable in full until the entire Principal Balance and accrued interest due on this Note have been paid. However, the Note shall be reamortized by the Lender upon the request of the Borrower if the Borrower is in compliance with all terms of the Loan Agreement. 8. Upon a Determination of Taxability, as defined in the Loan Agreement, this Note shall convert to a taxable obligation and the interest rate for interest accruing from the Date of Taxability, as defined in the Loan Agreement, shall be adjusted to an interest rate per annum equal to the Index as adjusted on each Adjusted Date (the “Taxable Rate”), provided, however, in no event shall the Taxable Rate be less than 6.00% per annum. Any interest accruing from the Date of Taxability which is retroactively due as a result of the interest rate adjustment shall be payable on the 1st day of the following month along with regularly scheduled principal payment and interest accruing from the previous payment date at the Taxable Rate. 9. As provided in the Resolution and subject to certain limitations set forth therein, this Note is only transferable upon the books of the City at the office of the City Clerk, by the Lender in person or by its agent duly authorized in writing, at the Lender’s expense, upon surrender hereof together with a written instrument of transfer satisfactory to the City Clerk, duly executed by the Lender or its duly authorized agent. Upon such transfer the City Clerk will note the date of registration and the name and address of the new registered owner in the registration blank appearing below. The City may deem and treat the person in whose name the Note is last registered upon the books of the City with such registration noted on the Note, as the absolute owner hereof, whether or not overdue, for the purpose of receiving payment of or on the account of the Principal Balance, redemption price or interest and for all other purposes, and all such 132758402v2 4 payments so made to the Lender or upon his order shall be valid and effective to satisfy and discharge the liability upon the Note to the extent of the sum or sums so paid, and the City shall not be affected by any notice to the contrary. 10. All of the agreements, conditions, covenants, provisions and stipulations contained in the Resolution, the Loan Agreement, and the Pledge Agreement are hereby made a part of this Note to the same extent and with the same force and effect as if they were fully set forth herein. 11. This Note and interest thereon and any service charge or premium, if any, due hereunder are payable solely from the revenues and proceeds derived from the Loan Agreement and any security agreements related hereto and do not constitute a debt of the City within the meaning of any constitutional or statutory limitation, are not payable from or a charge upon any funds other than the revenues and proceeds pledged to the payment thereof, and do not give rise to a pecuniary liability of the City or any of its officers, agents or employees, and no Holder of this Note shall ever have the right to compel any exercise of the taxing power of the City to pay this Note or the interest thereon, or to enforce payment thereof against any property of the City, and this Note does not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, and the agreement of the City to perform or cause the performance of the covenants and other provisions herein referred to shall be subject at all times to the availability of revenues or other funds furnished for such purpose in accordance with the Loan Agreement, sufficient to pay all costs of such performance or the enforcement thereof. 12. If an Event of Default (as that term is defined in the Loan Agreement) shall occur, then the Lender shall have the right and option, among other things, to declare the Principal Balance and accrued interest thereon immediately due and payable, whereupon the same, plus any premiums or service charges, shall be due and payable, but solely from sums made available under the Loan Agreement and any security agreements related hereto. Failure to exercise such option at any time shall not constitute a waiver of the right to exercise the same at any subsequent time. 13. The remedies of the Lender, as provided herein and in any security agreements related hereto, the Loan Agreement, and the Pledge Agreement, are not exclusive and shall be cumulative and concurrent and may be pursued singly, successively or together, at the sole discretion of the Lender, and may be exercised as often as occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no event be construed as a waiver or release thereof. 14. The Lender shall not be deemed, by any act of omission or commission, to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the Lender and, then only to the extent specifically set forth in the writing. A waiver with reference to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event. 15. This Note has been issued without registration under state or federal or other securities laws, pursuant to an exemption for such issuance; and accordingly this Note may not be assigned or transferred in whole or part, nor may a participation interest in this Note be given 132758402v2 5 pursuant to any participation agreement, except to another “accredited investor” or “financial institution” in accordance with an applicable exemption from such registration requirements and with full and accurate disclosure of all material facts to the prospective purchaser(s) or transferee(s). 16. This Note is a “qualified tax-exempt obligation” under Section 265(b) of the Internal Revenue Code of 1986, as amended. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts and things required to exist to happen and to be performed precedent to or in the issuance of this Note do exist, have happened and have been performed in regular and due form as required by law. 132758402v2 S-1 IN WITNESS WHEREOF, the City has caused this Note to be duly executed in its name by the manual signatures of the Mayor and City Clerk, the seal of the City having been intentionally omitted as permitted by law, and has caused this Note to be dated as of the date first above written. CITY OF GEM LAKE, MINNESOTA By ____________________________________ Its Mayor And By ________________________________ Its City Clerk 132758402v2 S-2 PROVISIONS AS TO REGISTRATION The ownership of the unpaid Principal Balance of this Note and the interest accruing thereon is registered on the books of the City of Gem Lake, Minnesota in the name of the holder last noted below. Date of Registration Name and Address Registered Owner Signature of City Clerk , 2024 Premier Bank 2151 3rd Street White Bear Lake, MN 55110 132757226v2 PLEDGE AGREEMENT This Pledge Agreement is made as of June __, 2024 between the City of Gem Lake, Minnesota, a municipal corporation (the “Issuer”), and Premier Bank, a Minnesota corporation (the “Lender”). Recitals WHEREAS, White Bear Montessori School, Inc., a Minnesota nonprofit corporation (the “Borrower”) and the Issuer have entered into a Loan Agreement (the “Loan Agreement”) of even date herewith, pursuant to which the Issuer will lend to the Borrower the proceeds of the $3,000,000 Educational Facilities Revenue Note, Series 2024 (White Bear Montessori School, Inc. Project) (the “Note”); and WHEREAS, the Note is to be payable from and secured by the loan repayments to be made by the Borrower under the Loan Agreement; and the Lender, as a condition to the purchase of the Note, has required the execution of this Pledge Agreement. NOW THEREFORE, as an inducement to the Lender to purchase the Note, and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency whereof are hereby acknowledged, the parties hereby agree as follows: 1. In order to secure the due and punctual payment of the Note and all other sums due the Lender under the Loan Agreement, the Issuer does hereby pledge and assign to the Lender all of the Issuer’s right, title and interest in and to the Loan Agreement, subject to the Issuer’s rights under the provisions of Section 7.9 thereof. 2. [Intentionally omitted.] 3. The Issuer hereby authorizes the Lender to exercise, whether or not a default exists under the Note or an Event of Default has occurred under the Loan Agreement, either in the Issuer’s name or the Lender’s name, any and all rights or remedies available to the Issuer under the Loan Agreement. The Issuer agrees, on request of the Lender, to execute and deliver to the Lender such other documents or instruments as shall be deemed necessary or appropriate by the Lender at any time to confirm or perfect the security interest hereby granted. The Issuer hereby appoints the Lender its attorney-in-fact to execute on behalf of the Issuer, and in its name, any and all such assignments, financing statements or other documents or instruments which the Lender may deem necessary or appropriate to perfect, protect or enforce the security interest hereby granted. 4. The Issuer will not: (a) exercise or attempt to exercise any remedies under the Loan Agreement, except as permitted by Sections 6.2 and 7.9 of the Loan Agreement, or terminate, modify or accept a surrender of the same, or by affirmative act, consent to the creation or existence of any security interest or other lien in the Loan Agreement to secure payment of any other indebtedness; or 132757226v2 2 (b) receive or collect or permit the receipt or collection of any payments, receipts, rentals, profits or other moneys under the Loan Agreement (except as allowed under Section 7.9 thereof) or assign, transfer or hypothecate (other than to the Lender hereunder) any of the same then due or to accrue in the future. 5. The Issuer expressly covenants and agrees that the Lender shall be entitled to receive all payments under the Loan Agreement (except any payments due the Issuer under Section 7.9 thereof), and hereby authorizes and directs the Borrower to make such payments directly to the Lender. The Lender covenants and agrees that all payments received by the Lender pursuant to the Loan Agreement shall be applied as provided in the Loan Agreement. 6. The Lender agrees to advance the purchase price of the Note directly to the Borrower as provided in the Note and the Loan Agreement. In accordance with Section 7.9 of the Loan Agreement the Lender hereby assumes the Issuer’s and Lender’s obligations to the Borrower thereunder except for the Issuer’s obligations in connection with its representations in Section 2.1 of the Loan Agreement which are not being assumed. 7. If an Event of Default (as defined in the Loan Agreement) shall occur, and not cured within an applicable cure period, and be continuing, the Lender may exercise any one or more or all, and in any order, of the remedies hereinafter set forth, in addition to any other remedy at law or in equity or specified in the Loan Agreement, it being expressly understood that no remedy herein conferred is intended to be exclusive of any other remedy or remedies; but each and every remedy shall be cumulative and shall be in addition to every other remedy given herein or now or hereafter existing at law or in equity or by statute: (a) The Lender may, without prior notice of any kind declare the principal of and interest accrued and any premium (as described in the Loan Agreement) on the Note immediately due and payable. (b) The Lender may exercise any rights and remedies and options of a secured party under the Uniform Commercial Code as adopted in the State of Minnesota and any and all rights available to it under the Loan Agreement, the Mortgage (as defined in the Loan Agreement), and the Security Agreement (as defined in the Loan Agreement) securing payment of the Note. 8. Whenever any of the parties hereto is referred to, such reference shall be deemed to include the successors and assigns of such party; and all the covenants, promises and agreements in this Pledge Agreement contained by or on behalf of the Issuer or the Lender shall bind and inure to the benefit of the respective successors and assigns of such parties whether so expressed or not. 9. The unenforceability or invalidity of any provision or provisions of this Pledge Agreement shall not render any other provision or provisions herein contained unenforceable or invalid. 10. This Pledge Agreement shall in all respects be construed in accordance with and governed by the laws of the State of Minnesota. This Pledge Agreement may not be amended or modified except in writing signed by the Issuer and the Lender. 132757226v2 3 11. This Pledge Agreement may be executed, acknowledged and delivered in any number of counterparts and each of such counterparts shall constitute an original but all of which together shall constitute one agreement. 12. The terms used in this Pledge Agreement which are defined in the Loan Agreement shall have the meanings specified therein, unless the context of this Pledge Agreement otherwise requires, or unless such terms are otherwise defined herein. 13. No obligation of the Issuer hereunder shall constitute or give rise to a pecuniary liability of the Issuer or a charge against its general credit or taxing powers, but shall be payable solely out of the proceeds and the revenues derived under the Loan Agreement. 132757226v2 S-1 IN WITNESS WHEREOF, the Issuer and the Lender have caused this Pledge Agreement to be duly executed as of the day and year first above written. CITY OF GEM LAKE, MINNESOTA By______________________________ Mayor By______________________________ City Clerk Signature page to Pledge Agreement 132757226v2 S-2 Premier Bank By ____________________________________ President – White Bear Lake Signature page to Pledge Agreement 132755433v2 Extract of Minutes of a Meeting of the City Council of the City of Gem Lake Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Gem Lake was duly held in the City of Gem Lake, Minnesota, on Tuesday, May 21, 2024, at 7:00 o’clock P.M. The following members were present: and the following were absent: During said meeting _________ introduced the following resolution and moved its adoption: RESOLUTION NO. _______ RESOLUTION APPROVING THE ISSUANCE AND SALE OF EDUCATIONAL FACILITIES REVENUE NOTES AND AUTHORIZING THE EXECUTION OF DOCUMENTS RELATING THERETO (WHITE BEAR MONTESSORI SCHOOL, INC. PROJECT) WHEREAS, (a) The purpose of Minnesota Statutes, Sections 469.152 to 469.165, as amended (the “Act”), as found and determined by the legislature, is to promote the welfare of the state by the active attraction and encouragement and development of economically sound industry and commerce to prevent so far as possible the emergence of obligated and marginal lands and areas of chronic unemployment; (b) The City of Gem Lake, Minnesota (the “City”) desires to facilitate the selective development of the community, retain and improve the tax base and help to provide the range of services and employment opportunities required by the population, including educational services to its youth; and the Project, as defined below, will assist the City in achieving those objectives and will enhance the image and reputation of the community; (c) White Bear Montessori School, Inc., a Minnesota nonprofit corporation (the “Borrower”), and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), has proposed that the City undertake a program to finance the Project through the issuance of revenue notes or other obligations, in one or more series (the “Notes”), pursuant to the Act and in an aggregate principal amount not to exceed $3,500,000; 132755433v2 2 (d) The “Project” consists of: (i) financing, in part, the construction of an addition to, and improvements of, certain of the Borrower’s school facilities located at 1201 East County Road E, on the campus of the Borrower in the City and (ii) financing the costs of issuing the Notes. The Project is owned, operated, and managed by the Borrower; (e) The City has been advised by representatives of the Borrower that conventional, commercial financing to pay the capital cost of the Project is available only on a limited basis and at such high costs of borrowing that the economic feasibility of operating the Project would be significantly reduced; (f) Based on representations of the Borrower, no public official of the City has either a direct or indirect financial interest in the Project nor will any public official either directly or indirectly benefit financially from the Project; (g) The Notes, as and when issued, will not constitute a charge, lien or encumbrance upon any property of the City and will not be a charge against the general credit or taxing powers of the City; (h) As required by the Act and Section 147(f) of the Code, a notice of public hearing was published in the City’s official newspaper and newspaper of general circulation, for a public hearing on the proposed issuance of the Notes by the City and the proposal of the Borrower to undertake and finance the Project; (i) As required by the Act and Section 147(f) of the Code, the City Council has on this same date held a public hearing on the issuance of the Notes by the City and the proposal by the Borrower to undertake and refinance the Project, at which hearing all those appearing who desired to speak were heard and written comments were accepted. BE IT RESOLVED by the City Council of the City of Gem Lake, Minnesota (the “City”), as follows: SECTION 1. LEGAL AUTHORIZATION AND FINDINGS. 1.1 Findings. The City hereby finds, determines and declares as follows: (a) The City is a municipal corporation and a political subdivision of the State of Minnesota and is authorized under the Act to assist the project referred to herein, and to issue and sell the Notes, as hereinafter defined, for the purpose, in the manner, and upon the terms and conditions set forth in the Act and in this Resolution. (b) The issuance and sale of the Notes by the City, pursuant to the Act, is in the best interest of the City, and the City hereby determines to issue the Notes and to sell the Notes to Premier Bank, White Bear Lake, Minnesota, or another bank in Minnesota (the “Lender”). The City will loan the proceeds of the Notes (the “Loan”) to the Borrower in order to finance the Project. (c) Pursuant to a Loan Agreement (the “Loan Agreement”) to be entered into between the City and the Borrower, the Borrower has agreed to repay the Notes in 132755433v2 3 specified amounts and at specified times sufficient to pay in full when due the principal of, premium, if any, and interest on the Notes. In addition, the Loan Agreement contains provisions relating to the maintenance and operation of the Project, indemnification, insurance, and other agreements and covenants which are required or permitted by the Act and which the City and the Borrower deem necessary or desirable for their financing of the Project. A draft of the Loan Agreement has been submitted to the City Council. (d) Pursuant to a Pledge Agreement (the “Pledge Agreement”) to be entered into between the City and the Lender, the City has pledged and granted a security interest in all of its rights, title, and interest in the Loan Agreement to the Lender (except for certain rights of indemnification and to reimbursement for certain costs and expenses). A draft of the Pledge Agreement has been submitted to the City Council. (e) Payments due under the Loan Agreement and Notes shall also be secured pursuant to a Security Agreement (the “Security Agreement”) given by the Borrower to the Lender by granting a security interest in the property described therein. A draft of the Security Agreement has been submitted to the City Council. (f) As additional security, the Borrower will grant to the Lender a Mortgage, Security Agreement, Assignment of Leases and Rents, and Fixture Financing Statement (the “Mortgage”),granting a first mortgage lien on the Borrower’s facility. A draft of the Mortgage has been submitted to the City Council. (g) The Notes will be a special, limited obligation of the City. The Notes shall not be payable from or charged upon any funds other than the revenues pledged to the payment thereof, nor shall the City be subject to any liability thereon. No holder of the Notes shall ever have the right to compel any exercise of the taxing power of the City to pay the Notes or the interest thereon, nor to enforce payment thereof against any property of the City. The Notes shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation. (h) On the basis of information available to the City it appears, and the City hereby finds, that the Project constitutes properties, real and personal, used or useful in connection with an educational facility within the meaning of the Act; that the Project furthers the purposes stated in the Act; that the availability of the financing under the Act and the willingness of the City to furnish such financing will be a substantial inducement to the Borrower to undertake the Project, and that the effect of the Project, if undertaken, will be to assist in the prevention of the emergence of blighted and marginal land, to help prevent chronic unemployment, to help the surrounding area retain and eventually improve the tax base, to provide the range of service and employment opportunities required by the population, to help prevent the movement of talented and educated persons out of the state and to areas within the State where their services may not be as effectively used, and to promote more intensive development and use of land within the City and surrounding communities, and to provide available adequate educational services to residents of the State at a reasonable cost. 132755433v2 4 (i) It is desirable, feasible, and consistent with the objects and purposes of the Act to issue the Notes, for the purpose of refinancing the costs of the Project. SECTION 2. THE NOTES. 2.1 Authorized Amount and Form of Notes. The Notes are hereby approved and shall be issued pursuant to this Resolution in substantially the form submitted to the City Council with such appropriate variations, omissions and insertions as are necessary and appropriate and are permitted or required by this Resolution, and in accordance with the further provisions hereof; and the total aggregate principal amount of the Notes that may be outstanding hereunder is expressly limited to $3,500,000, unless a duplicate Note is issued pursuant to Section 2.7. The Notes shall bear interest at a rate or rates as set forth therein. 2.2 The Notes. The Notes shall be dated as of the date of delivery to the Lender, shall be payable at the times and in the manner, shall bear interest at the rate, and shall be subject to such other terms and conditions as are set forth therein. 2.3 Execution. The Notes shall be executed on behalf of the City by the signatures of its Mayor and the City Clerk and shall be sealed with the seal of the City; provided that the seal may be intentionally omitted as provided by law. In case any officer whose signature shall appear on the Notes shall cease to be such officer before the delivery of the Notes, such signature shall nevertheless be valid and sufficient for all purposes, the same as if had remained in office until delivery. In the event of the absence or disability of the Mayor or the City Clerk such officers of the City as, in the opinion of the City Attorney, may act in their behalf, shall without further act or authorization of the City Council execute and deliver the Notes. 2.4 Delivery of Initial Notes. Before delivery of the Notes there shall be filed with the Lender (except to the extent waived by the Lender) the following items: (1) an executed copy of each of the following documents: (a) the Loan Agreement; (b) the Pledge Agreement; (c) the Security Agreement; and (d) the Mortgage. (2) an opinion of Counsel for the Borrower as prescribed by the Lender and Bond Counsel; (3) the opinion of Bond Counsel as to the validity and tax exempt status of the Notes; (4) evidence that the Borrower is an organization described in Section 501(c)(3) of the Code and is exempt from income taxation under Section 501(c)(3) of the Code; and 132755433v2 5 (5) such other documents and opinions as Bond Counsel may reasonably require for purposes of rendering its opinion required in subsection (3) above or that the Lender may reasonably require for the closing. 2.5 Disposition of Proceeds of the Notes. Upon delivery of the Notes to Lender, the Lender shall, on behalf of the City, disburse the proceeds of the Notes for financing the Project in accordance with the terms of the Loan Agreement. 2.6 Registration of Transfer. The City will cause to be kept at the office of the City Clerk a Note Register in which, subject to such reasonable regulations as it may prescribe, the City shall provide for the registration of transfers of ownership of the Notes. The Notes shall be initially registered in the name of the Lender and shall be transferable upon the Notes Register by the Lender in person or by its agent duly authorized in writing, upon surrender of the Notes together with a written instrument of transfer satisfactory to the City Clerk, duly executed by the Lender or its duly authorized agent. The following form of assignment shall be sufficient for said purpose. For value received ___________ hereby sells, assigns and transfers unto ________________ the within Note of the City of Gem Lake, Minnesota, and does hereby irrevocably constitute and appoint ___________________ attorney to transfer said Note on the books of said City with full power of substitution in the premises. The undersigned certifies that the transfer is made in accordance with the provisions of Section 2.9 of the Resolution authorizing the issuance of the Notes. Dated: Registered Owner Upon such transfer the City Clerk shall note the date of registration and the name and address of the new Lender in the applicable Note Register and in the registration blank appearing on the Notes. 2.7 Mutilated, Lost or Destroyed Note. In case the Notes issued hereunder shall become mutilated or be destroyed or lost, the City shall, if not then prohibited by law, cause to be executed and delivered, a new Note of like outstanding principal amount, number and tenor in exchange and substitution for and upon cancellation of such mutilated Note, or in lieu of and in substitution for such Note destroyed or lost, upon the Lender’s paying the reasonable expenses and charges of the City in connection therewith, and in the case of a Note destroyed or lost, the filing with the City of evidence satisfactory to the City with indemnity satisfactory to it. If the mutilated, destroyed or lost Note has already matured or been called for redemption in accordance with its terms it shall not be necessary to issue a new Note prior to payment. 2.8 Ownership of Note. The City may deem and treat the person in whose name the Notes is last registered in the Notes Register and by notation on the Notes whether or not such Note shall be overdue, as the absolute owner of such Note for the purpose of receiving payment 132755433v2 6 of or on account of the principal balance, redemption price or interest and for all other purposes whatsoever, and the City shall not be affected by any notice to the contrary. 2.9 Limitation on Note Transfers. The Notes will be issued to an “accredited investor” and without registration under state or other securities laws, pursuant to an exemption for such issuance; and accordingly the Notes may not be assigned or transferred in whole or part, nor may a participation interest in the Notes be given pursuant to any participation agreement, except to another “accredited investor” or “financial institution” in accordance with an applicable exemption from such registration requirements and with full and accurate disclosure of all material facts to the prospective purchaser(s) or transferee(s). 2.10 Issuance of a New Note. Subject to the provisions of Section 2.9, the City shall, at the request and expense of the Lender, issue a new note, in aggregate outstanding principal amount equal to that of the Notes surrendered, and of like tenor except as to number, principal amount, and the amount of the periodic installments payable thereunder, and registered in the name of the Lender or such transferee as may be designated by the Lender. SECTION 3. GENERAL COVENANTS. 3.1 Payment of Principal and Interest. The City covenants that it will promptly pay or cause to be paid the principal of and interest on the Notes at the place, on the dates, solely from the source and in the manner provided herein and in the Notes. The principal and interest are payable solely from and secured by revenues and proceeds derived from the Loan Agreement and the Pledge Agreement, which revenues and proceeds are hereby specifically pledged to the payment thereof in the manner and to the extent specified in the Notes, the Loan Agreement, and the Pledge Agreement; and nothing in the Notes or in this Resolution shall be considered as assigning, pledging, or otherwise encumbering any other funds or assets of the City. 3.2 Performance of and Authority for Covenants. The City covenants that it will faithfully perform at all times any and all covenants, undertakings, stipulations and provisions contained in this Resolution, in the Notes executed, authenticated and delivered hereunder and in all proceedings of the City Council pertaining thereto; that it is duly authorized under the Constitution and laws of the State of Minnesota including particularly and without limitation the Act, to issue the Notes authorized hereby, pledge the revenues and assign the Loan Agreement in the manner and to the extent set forth in this Resolution, the Notes, the Loan Agreement, and the Pledge Agreement that all action on its part for the issuance of the Notes and for the execution and delivery thereof has been duly and effectively taken; and that the Notes in the hands of the Lender is and will be a valid and enforceable special limited obligation of the City according to the terms thereof. 3.3 Enforcement and Performance of Covenants. The City agrees to enforce all covenants and obligations of the Borrower under the Loan Agreement, upon request of the Lender and being indemnified to the satisfaction of the City for all expenses and claims arising therefrom, and to perform all covenants and other provisions pertaining to the City contained in the Notes and the Loan Agreement and subject to Section 3.4. 132755433v2 7 3.4 Nature of Security. Notwithstanding anything contained in the Notes, the Loan Agreement, the Pledge Agreement, the Mortgage, the Security Agreement, or any other document referred to in Section 2.4 to the contrary, under the provisions of the Act the Notes may not be payable from or be a charge upon any funds of the City other than the revenues and proceeds pledged to the payment thereof, nor shall the City be subject to any liability thereon, nor shall the Notes otherwise contribute or give rise to a pecuniary liability of the City or, to the extent permitted by law, any of the City’s officers, employees and agents. No holder of the Notes shall ever have the right to compel any exercise of the taxing power of the City to pay the Notes or the interest thereon, or to enforce payment thereof against any property of the City other than the revenues pledged under the Pledge Agreement; and the Notes shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City; and the Notes shall not constitute a debt of the City within the meaning of any constitutional or statutory limitation; but nothing in the Act impairs the rights of the Lender to enforce the covenants made for the security thereof as provided in this Resolution, the Loan Agreement, the Pledge Agreement, the Mortgage, and the Security Agreement, and in the Act, and by authority of the Act the City has made the covenants and agreements herein for the benefit of the Lender; provided that in any event, the agreement of the City to perform or enforce the covenants and other provisions contained in the Notes, the Loan Agreement, the Pledge Agreement, the Mortgage, and the Security Agreement, shall be subject at all times to the availability of revenues under the Loan Agreement sufficient to pay all costs of such performance or the enforcement thereof, and the City shall not be subject to any personal or pecuniary liability thereon. 3.5 Qualified Tax Exempt Obligation. In order to qualify the Notes as “qualified tax- exempt obligations” within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), the City hereby makes the following factual statements and representations; (a) the Notes are not treated as a “private activity bond” under Section 265(b)(3) of the Code; (b) the City hereby designates the Notes as qualified tax-exempt obligations for purposes of Section 265(b)(3) of the Code; (c) the reasonably anticipated amount of tax-exempt obligations (other than obligations described in clause (ii) of Section 265(b)(3)(C) of the Code) which will be issued by the City (and all entities whose obligations will be aggregated with those of the City) during the calendar year 2024 will not exceed $10,000,000; (d) not more than $10,000,000 of obligations issued by the City during the calendar year 2024 have been designated for purposes of Section 265(b)(3) of the Code; and (e) the aggregate face amount of the Notes does not exceed $10,000,000. 132755433v2 8 SECTION 4. MISCELLANEOUS. 4.1 Severability. If any provision of this Resolution shall be held or deemed to be or shall, in fact, be inoperative or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or in all jurisdictions or in all cases because it conflicts with any provisions of any constitution or statute or rule or public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in question inoperative or unenforceable in any other case or circumstance, or of rendering any other provision or provisions herein contained invalid, inoperative, or unenforceable to any extent whatever. The invalidity of any one or more phrases, sentences, clauses or paragraphs in this Resolution contained shall not affect the remaining portions of this Resolution or any part thereof. 4.2 Authentication of Transcript. The officers of the City are directed to furnish to Bond Counsel certified copies of this Resolution and all documents referred to herein, and affidavits or certificates as to all other matters which are reasonably necessary to evidence the validity of the Notes. All such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute recitals of the City as to the correctness of all statements contained therein. 4.3 Authorization to Execute Agreements. The forms of the proposed Loan Agreement and the Pledge Agreement are hereby approved in substantially the form presented to the City Council, together with such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by Bond Counsel prior to the execution of the documents. The Mayor and the City Clerk of the City are authorized to execute the Loan Agreement and the Pledge Agreement and such other documents as Bond Counsel consider appropriate in connection with the issuance of the Notes, in the name of and on behalf of the City. In the event of the absence or disability of the Mayor or the City Clerk such officers of the City as, in the opinion of the City Attorney, may act on their behalf, shall without further act or authorization of the City Council do all things and execute all instruments and documents required to be done or executed by such absent or disabled officers. The execution of any instrument by the appropriate officer or officers of the City herein authorized shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. 132755433v2 9 Adopted by the City Council of the City of Gem Lake, Minnesota, this 21st day of May, 2024. _______________________________________ Mayor ATTEST: City Clerk The motion for the adoption of the foregoing resolution was duly seconded by Member ________________________, and after full discussion thereof and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: whereupon said resolution was declared duly passed and adopted. 132755433v2 10 STATE OF MINNESOTA COUNTY OF RAMSEY CITY OF GEM LAKE I, the undersigned, being the duly qualified and acting City Clerk of the City of Gem Lake, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council duly called and held on the date therein indicated, insofar as such minutes relate to a resolution authorizing the issuance of educational facilities revenue notes. WITNESS my hand this ____ day of _______________, 2024. _______________________________________ City Clerk 132759067v2 LOAN AGREEMENT BETWEEN CITY OF GEM LAKE, MINNESOTA AND WHITE BEAR MONTESSORI SCHOOL, INC. Dated as of June ___, 2024 Except for certain reserved rights, the interest of the City of Gem Lake, Minnesota in this Loan Agreement has been pledged and assigned to Premier Bank pursuant to a Pledge Agreement of even date herewith. This instrument was drafted by: Taft Stettinius & Hollister LLP (CJC) 2200 IDS Center 80 South 8th Street Minneapolis, Minnesota 55402 132759067v2 TABLE OF CONTENTS Page -i- ARTICLE I DEFINITIONS, EXHIBITS AND RULES OF INTERPRETATION ............ 1 Section 1.1 Definitions............................................................................................ 1 Section 1.2 Rules of Interpretation ......................................................................... 4 ARTICLE II REPRESENTATIONS .................................................................................... 5 Section 2.1 Representations by the Issuer............................................................... 5 Section 2.2 Representations by the Borrower ......................................................... 5 ARTICLE III THE LOAN ...................................................................................................... 8 Section 3.1 Amount and Source of Loan ................................................................ 8 Section 3.2 Documents Required Prior to Closing and Disbursement of the Loan ..................................................................................................... 8 Section 3.3 Disbursement of the Loan .................................................................... 8 Section 3.4 Repayment ........................................................................................... 9 Section 3.5 Fee Payments ....................................................................................... 9 Section 3.6 Borrower's Obligations Unconditional ................................................ 9 ARTICLE IV BORROWER'S COVENANTS ..................................................................... 10 Section 4.1 Indemnity ........................................................................................... 10 Section 4.2 Continuing Existence and Qualification; Transfer ............................ 10 Section 4.3 Reports to Governmental Agencies ................................................... 11 Section 4.4 Security for the Loan ......................................................................... 11 Section 4.5 Preservation of Tax Exemption ......................................................... 11 Section 4.6 Lease or Sale of Facility .................................................................... 14 Section 4.7 Facility Operation and Maintenance Expenses; Issuance .................. 15 Section 4.8 Notification of Changes ..................................................................... 15 Section 4.9 Financial Covenants ........................................................................... 15 Section 4.10 Access ................................................................................................ 16 Section 4.11 Access to Books and Inspection ........................................................ 16 Section 4.12 IRS Audit Expenses ........................................................................... 16 Section 4.13 Matters Related to Management Contracts ........................................ 16 ARTICLE V PREPAYMENT OF LOAN ........................................................................... 17 Section 5.1 Prepayment at Option of Borrower .................................................... 17 ARTICLE VI EVENTS OF DEFAULT AND REMEDIES ................................................ 18 Section 6.1 Events of Default ............................................................................... 18 Section 6.2 Remedies ............................................................................................ 19 Section 6.3 Disposition of Funds .......................................................................... 20 Section 6.4 Manner of Exercise ............................................................................ 20 Section 6.5 Attorneys' Fees and Expenses ............................................................ 20 Section 6.6 Effect of Waiver ................................................................................. 20 Section 6.7 Default Rate ....................................................................................... 20 ARTICLE VII GENERAL ..................................................................................................... 21 Section 7.1 Notices ............................................................................................... 21 132759067v2 TABLE OF CONTENTS (continued) Page -ii- Section 7.2 Binding Effect .................................................................................... 21 Section 7.3 Severability ........................................................................................ 21 Section 7.4 Amendments, Changes and Modifications ........................................ 21 Section 7.5 Execution Counterparts ...................................................................... 21 Section 7.6 Limitation of Issuer's Liability ........................................................... 21 Section 7.7 Issuer's Attorneys' Fees and Costs ..................................................... 22 Section 7.8 Release ............................................................................................... 22 Section 7.9 Pledge and Assignment by Issuer and Survival of Obligations ......... 22 Section 7.10 Required Approvals ........................................................................... 23 Section 7.11 Termination Upon Retirement of Note .............................................. 23 Section 7.12 Expenses of Lender ............................................................................ 23 Section 7.13 Entire Agreement ............................................................................... 24 Section 7.14 Further Assurances............................................................................. 24 Section 7.15 Non-Responsibility ............................................................................ 24 EXHIBIT A FORM OF COMPLIANCE CERTIFICATE ........................................................ A-1 132759067v2 THIS LOAN AGREEMENT dated as of June ___, 2024, between the City of Gem Lake, Minnesota, a municipal corporation (the "Issuer"), and White Bear Montessori School, Inc., a Minnesota nonprofit corporation (the "Borrower"). WITNESSES that the Issuer and the Borrower each in consideration of the representations, covenants and agreements of the other as set forth herein, mutually represent, covenant and agree as follows: ARTICLE I DEFINITIONS, EXHIBITS AND RULES OF INTERPRETATION Section 1.1 Definitions. In this Agreement the following terms have the following respective meanings unless the context hereof clearly requires otherwise: Act: collectively, Minnesota Statutes, Sections 469.152 to 469.165, as amended; Agreement: this Loan Agreement between the Issuer and the Borrower as the same may from time to time be amended or supplemented as herein provided; Bond Counsel: the firm of Taft Stettinius & Hollister LLP, of Minneapolis, Minnesota, or any other nationally recognized bond counsel representing the Issuer, and any opinion of Bond Counsel shall be a written opinion signed by such Bond Counsel; Borrower: White Bear Montessori School, Inc., its successors and assigns, and any surviving, resulting, or transferee business entity which may assume its obligations in accordance with the provisions of this Agreement; City: the City of Gem Lake, Minnesota; Closing: the date there is physical delivery of the Note to the Lender and payment therefor; Code: the Internal Revenue Code of 1986, as amended and the temporary, final or proposed regulations promulgated thereunder; Collateral: all collateral on which a lien has been granted to the Lender by the Borrower pursuant to this Agreement and the Security Agreement; Counsel: an attorney designated by or acceptable to the Lender, duly admitted to practice law before the highest court of any state; an attorney for the Borrower or the Issuer may be eligible for appointment as Counsel; Date of Taxability: this term shall have the meaning ascribed to it in Section 4.5(2) hereof; Default Rate: has the meaning defined in Section 6.7 hereof; 132759067v2 2 Determination of Taxability: this term shall have the meaning ascribed to it in Section 4.5(2) hereof; Disbursing Agreement: the Disbursing Agreement of even date herewith between the Borrower, the Lender, and the disbursing agent named therein; Event of Default: any of the events described in Section 6.1 hereof; Exempt Organization: a governmental unit, an entity described in Section 501(c)(3) of the Code or a limited liability company that is a disregarded entity for federal income tax purposes and whose sole member (or, if different, beneficial owner for federal income tax purposes) is an entity described in Section 501(c)(3) of the Code; Facility: certain educational facilities, as expanded and improved, of the Borrower on the campus of the Borrower, located at 1201 East County Road E in the City; Fiscal Year: with respect to the Borrower, the period commencing on the first day of [July] of any year and ending on the last day of [June] of the next year or any other twelve (12) month period specified by the Borrower as its fiscal year; Independent Counsel: an attorney duly admitted to practice law before the highest court of any state and who is not a full-time employee, director or shareholder of the Issuer, the Borrower, or Lessee; Issuance Expenses: shall mean any and all costs and expenses relating to the issuance, sale and delivery of the Note, including, but not limited to, any fees of the Lender, all fees and expenses of legal counsel, financial consultants, feasibility consultants and accountants, any fee to be paid to the Issuer, the preparation and printing of this Agreement, the Mortgage, the Security Agreement, the Resolution, the Pledge Agreement, the Note and all other related documents, and all other expenses relating to the issuance, sale and delivery of the Note and any other costs which are treated as "issuance costs" within the meaning of Section 147(g) of the Code; Issuer: City of Gem Lake, Minnesota, its successors and assigns; Land: the real property and any other easements and rights described in Exhibit A to the Declaration, together with all additions thereto and substitutions therefor agreed to by Lender and Borrower; Lender: Premier Bank, a Minnesota corporation, its successors and assigns; Loan: the loan of proceeds of the Note from the Issuer to the Borrower described in Section 3.1 of this Agreement; Loan Documents: collectively, the documents listed in Section 3.2, items (1) - (6) hereof; Mortgage: Mortgage Security Agreement, Assignment of Leases and Rents, and Fixture Financing Statement of even date herewith by the Borrower in favor of the Lender; 132759067v2 3 Note: the Issuer's $3,000,000 Educational Facilities Revenue Note, Series 2024 (White Bear Montessori School, Inc. Project), as it may be amended from time to time; Pledge Agreement: the Pledge Agreement of even date herewith between the Issuer and the Lender pledging and assigning the Issuer's interest in this Agreement to the Lender to the extent provided therein; Principal Balance: so much of the principal sum on the Note as from time to time remains unpaid; Project: the construction of a 5,350 addition to, and improvement of, the Borrower’s existing Facility; Project Costs: all direct costs authorized by the Act and paid or incurred by the Borrower with respect to the Project; Resolution: the Final Note Resolution of the Issuer, adopted May 21, 2024, authorizing the issuance of the Note together with any supplement or amendment thereto; Security Agreement: the Security Agreement of even date herewith by the Borrower for the benefit of the Lender pledging and granting a security interest in the collateral described therein; State: the State of Minnesota; and Treasury Regulations: all proposed, temporary or permanent federal income tax regulations then in effect and applicable. Section 1.2 Rules of Interpretation. (1) This Agreement shall be interpreted in accordance with and governed by the laws of the State of Minnesota. (2) The words "herein" and "hereof" and words of similar import, without reference to any particular section or subdivision, refer to this Agreement as a whole rather than to any particular section or subdivision hereof. (3) References herein to any particular section or subdivision hereof are to the section or subdivision of this instrument as originally executed. (4) Where the Borrower is permitted or required to do or accomplish any act or thing hereunder, the Issuer may cause the same to be done or accomplished with the same force and effect as if done or accomplished by the Borrower. (5) The Table of Contents and titles of articles and sections herein are for convenience only and are not a part of this Agreement. 132759067v2 4 (6) Unless the context hereof clearly requires otherwise, the singular shall include the plural and vice versa and the masculine shall include the feminine and vice versa. (7) Articles, sections, subsections and clauses mentioned by number only are those so numbered which are contained in this Agreement. (8) References to the Note as "tax exempt" or to the "tax exempt status of the Note" are to the exclusion of interest on the Note from gross income pursuant to Section 103(a) of the Code. 132759067v2 5 ARTICLE II REPRESENTATIONS Section 2.1 Representations by the Issuer. The Issuer makes the following representations as the basis for its covenants herein: (1) The Issuer is a municipal corporation pursuant to the laws of the State of Minnesota; (2) There is no pending or, to the undersigned's actual knowledge, without inquiry or investigation, threatened suit, action, or proceeding against the Issuer before any court, arbitrator, administrative agency, or other governmental authority that challenges the Issuer's execution and delivery of this Agreement, the Note, and the Pledge Agreement; (3) To the actual knowledge of the undersigned, without inquiry or investigation, the execution and delivery of this Agreement, the Note, and the Pledge Agreement will not constitute a breach of or default under any existing (a) provision of any special legislative act or charter provision relating to the establishment of the Issuer or (b) agreement, indenture, mortgage, lease or other instrument to which the Issuer is a party or by which it is bound; and (4) No proceeding of the Issuer for the issuance, execution or delivery of this Agreement, the Note, and the Pledge Agreement has been repealed, rescinded, amended or revoked and Lender is entitled to rely on the same as if the same were fully incorporated herein, including without limitation, the Resolution. Section 2.2 Representations by the Borrower. The Borrower makes the following representations as the basis for its covenants herein: (1) The Borrower is a Minnesota nonprofit corporation in good standing, is duly authorized to conduct its business in all states where its activities require such authorization, has power to enter into this Agreement, the Security Agreement, and the Mortgage and to use the Facility for the purpose set forth in this Agreement and by proper corporate action has authorized the execution and delivery of this Agreement, the Security Agreement, and the Mortgage; (2) Not more than five percent (5%) of the proceeds of the Note will be used, directly or indirectly, to finance property used in an unrelated trade or business of the Borrower determined by applying Section 513(a) of the Code or in the trade or business of any person other than an organization described in Section 501(c)(3) of the Code. There is no action, proceeding or investigation pending or threatened by the Internal Revenue Service or authorities of the State of Minnesota which, if adversely determined, might result in a modification of the status of the Borrower as an organization described in Section 501(c)(3) of the Code; (3) The execution and delivery of this Agreement, the Security Agreement, and the Mortgage, the consummation of the transactions contemplated thereby, and the fulfillment of the terms and conditions thereof do not and will not conflict with or result in a breach of any of the terms or conditions of the Borrower's articles of incorporation, its bylaws, 132759067v2 6 any restriction or any agreement or instrument to which the Borrower is now a party or by which it is bound or to which any property of the Borrower is subject, and do not and will not constitute a default under any of the foregoing or a violation of any order, decree, statute, rule or regulation of any court or of any state or federal regulatory body having jurisdiction over the Borrower or its properties, including the Facility, and do not and will not result in the creation or imposition of any lien, charge or encumbrance of any nature upon any of the property or assets of the Borrower contrary to the terms of any instrument or agreement to which the Borrower is a party or by which it is bound; (4) As of the date hereof, the use of the Facility as designed and to be operated complies, in all material respects, with all presently applicable development, pollution control, water conservation and other laws, regulations, rules and ordinances of the federal government and the State of Minnesota and the respective agencies thereof and the political subdivisions in which the Facility is located. The Borrower has obtained, or will obtain in a timely manner, all necessary and material approvals of and licenses, permits, consents and franchises from federal, state, county, municipal or other governmental authorities having jurisdiction over the Facility and to enter into, execute and perform its obligations under this Agreement, the Security Agreement, and the Mortgage, and no violation of any local ordinance, laws, regulation or requirement exists with respect to the Land; (5) The proceeds of the Note, together with any other funds to be contributed to the Project by the Borrower, or otherwise in accordance with this Agreement, will be sufficient to pay the cost of the Project in a manner suitable for use of the Facility as an educational facility, and all costs and expenses incidental thereto, and the proceeds of the Note will be used only for the purposes contemplated hereby and allowable under the Act; (6) Comparable private financing for the Project was not found by the Borrower to be reasonably available, and the Project is economically more feasible with the availability of the financing herein authorized; (7) The Borrower is not in the trade or business of selling properties such as the Facility and is undertaking the Project for investment purposes only or otherwise for use by the Borrower in its trade or business, and therefore the Borrower has no intention now or in the foreseeable future to voluntarily sell, surrender, or otherwise transfer, in whole or part, its interest in the Facility; (8) There are no actions, suits, or proceedings pending or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any property of the Borrower in any court or before any federal, state, municipal, or other governmental agency, which, if decided adversely to the Borrower would have a material adverse effect upon the Borrower or upon the business or properties of the Borrower; and the Borrower is not in default with respect to any order of any court or governmental agency; (9) The Borrower is not in default in the payment of the principal of or interest on any indebtedness for borrowed money nor in default under any instrument or agreement under and subject to which any indebtedness for borrowed money has been issued; 132759067v2 7 (10) The Borrower has filed all federal and state income tax returns which are required to be filed and has paid all taxes shown on said returns and all assessments and governmental charges received by the Borrower to the extent that they have become due; (11) To the knowledge of the Borrower, no public official of the Issuer has either a direct or indirect financial interest in this Agreement nor will any public official either directly or indirectly benefit financially from this Agreement; (12) The Borrower has approved the terms and conditions of the Note; (13) The Borrower intends the Facility to be operated as an educational facility until the date on which the entire Principal Balance of the Note has been fully paid and is no longer outstanding; (14) Each document executed by the Borrower in connection with the Loan constitutes the legal, valid and binding obligation of the Borrower, enforceable in accordance with its terms (subject, as to enforceability, to limitations resulting from bankruptcy, insolvency and other similar laws affecting creditors' rights generally); (15) The financial statements of the Borrower heretofore furnished to the Lender are complete and correct in all material respects and fairly present the financial condition of the Borrower at the date of such statements. Since the most recent set of audited financial statements delivered by the Borrower to the Lender, there have been no material adverse changes in the financial condition of the Borrower; (16) No consent, approval, order or authorization of, or registration, declaration or filing with, or notice to, any governmental authority or any third party is required in connection with the execution and delivery of this Agreement, or any of the agreements or instruments herein mentioned or related hereto to which the Borrower is a party or the carrying out or performance of any of the transactions required or contemplated hereby or thereby or, if required, such consent, approval, order or authorization has been (or, with respect to the filing of the Form 8038 with the Internal Revenue Service, will be) obtained or such registration, declaration, or filing has been or will be accomplished or such notice has been or will be given; (17) The Facility is in substantial compliance with the accessibility guidelines set forth in Title III of The Americans with Disabilities Act of 1990, as the same may be amended from time to time, and any rules and regulations promulgated thereunder (the "ADA"). ARTICLE III THE LOAN Section 3.1 Amount and Source of Loan. The Issuer has authorized the issuance of the Note in the principal amount of $3,000,000 to provide funds to the Borrower for its use in financing the Project. The Borrower agrees to acquire and construct the Facility and the Issuer, upon receipt of its administrative fee of $15,000.00, agrees to lend the Borrower, upon the other 132759067v2 8 terms and conditions set forth herein, the proceeds received from the Note by causing such sums to be advanced to the Borrower and disbursed at Closing or pursuant to this Agreement. Section 3.2 Documents Required Prior to Closing and Disbursement of the Loan. Prior to the closing and any advance of the proceeds, the Borrower shall deliver to the Lender the following: (1) The Note; (2) This Agreement; (3) The Pledge Agreement; (4) The Mortgage; (5) The Security Agreement; (6) Opinion of Counsel for the Borrower as prescribed by the Lender and Bond Counsel; (7) An opinion of Taft Stettinius & Hollister LLP, to the effect that the Issuer has duly authorized the Note and that the interest thereon is exempt from federal income taxation and subject to other conditions acceptable to the Lender; (8) 501(c)(3) determination letter from the Internal Revenue Service evidencing that the Borrower is exempt from income taxation under Section 501(c)(3) of the Code and such other documents and opinions as Bond Counsel may reasonably require for purposes of rendering its opinion required in subsection (7) above; and (9) Any certification, instrument, assignment or other document referenced in or required by any of the foregoing. Section 3.3 Disbursement of the Loan. Pursuant to this Agreement and the Act, the Issuer authorizes the Borrower to provide directly for the financing of the Project in such manner as determined by the Borrower and hereby authorizes the Lender to advance the proceeds of the Note directly to or for the benefit of the Borrower or such other parties as may be entitled to payment or reimbursement for Project Costs or Issuance Expenses. At Closing Lender will advance Note Proceeds of $__________ as follows: $________ of the Note proceeds will be disbursed for Issuance Expenses and $_____________ of the Note proceeds will be disbursed to the Borrower for costs of the Project, provided that no more than 2% of the amount actually advanced on the Note may be used to pay Issuance Expenses. The remainder of the proceeds of the Note shall be disbursed for Project Costs in accordance with the Disbursing Agreement. Section 3.4 Repayment. Subject to the prepayment provisions set forth in the Note, the Borrower agrees to repay the Loan by making all payments of principal, interest, and any premium or charge that are required to be made by the Issuer under the Note at the times and in the amounts provided therein. All payments shall be made directly to the Lender as provided in the Note for the account of the Issuer. The Borrower represents and covenants that the source of 132759067v2 9 payment of the Note is from revenues derived from its ownership of the Project and other funds of the Borrower obtained pursuant to its tax-exempt purposes. Section 3.5 Fee Payments. In addition to the repayments required by Section 3.4 hereof, the Borrower shall pay to the Issuer, as fee payments, the following amounts, in each case promptly after receipt of an appropriate invoice stating the basis and amount of the charge: all costs and expenses of the Issuer incurred in the issuance and payment of the Note and the making, administration and collection of the Loan, including (i) all costs incurred in connection with the purchase, transfer, registration, exchange or redemption of the Note, (ii) the reasonable fees and other costs incurred for services of such engineers, attorneys, management consultants, accountants and other consultants as are employed by the Issuer to make examinations and reports, provide services and render opinions required under this Agreement, and (iii) amounts advanced by the Issuer under the provisions of this Agreement and which the Borrower is obligated to repay. Section 3.6 Borrower's Obligations Unconditional. All payments required of the Borrower hereunder shall be paid without notice or demand and without setoff, counterclaim, abatement, deduction or defense. The Borrower will not suspend or discontinue any payments, and will perform and observe all of its other agreements in this Agreement, and, except as expressly permitted herein, will not terminate this Agreement for any cause, including but not limited to any acts or circumstances that may constitute failure of consideration, destruction or damage to the Facility, eviction by paramount title, commercial frustration of purpose, bankruptcy or insolvency of the Issuer or the Lender, change in the tax or other laws or administrative rulings or actions of the United States of America or of the State of Minnesota or any political subdivision thereof, or failure of the Issuer to perform and observe any agreement, whether express or implied, or any duty, liability or obligation arising out of or connected with this Agreement. ARTICLE IV BORROWER'S COVENANTS Section 4.1 Indemnity. The Borrower will, to the extent permitted by law, pay, and will protect, indemnify and save the Issuer, the Lender, and their respective officers, agents, and employees harmless from and against all liabilities, losses, damages, costs, expenses (including reasonable attorneys' fees and expenses), causes of action, suits, claims, demands and judgments of any nature arising from the following: (1) any injury to or death of any person or damage to property in or upon the Facility or growing out of or connected with the use, non-use, condition or occupancy of the Facility or a part thereof; (2) violation of any agreement or condition of this Agreement, except by the Issuer or its assignee; (3) violation of any contract, agreement or restriction by the Borrower relating to the Project; 132759067v2 10 (4) violation of any law, ordinance or regulation affecting the Facility or a part thereof or the ownership, occupancy or use thereof, or arising out of this Agreement, the Note or the transactions contemplated thereby, including any requirements imposed on the Lender as a financial institution or any disclosure or registration requirements imposed by any federal or state securities law; and (5) any statement or information relating to the expenditure of the proceeds of the Note contained in a non-arbitrage certificate or similar document furnished by the Borrower to the Issuer which, at the time made, is misleading, untrue or incorrect in any material respect. Section 4.2 Continuing Existence and Qualification; Transfer. Throughout the term of this Agreement the Borrower will remain duly qualified to do business as a nonprofit corporation in Minnesota and will continue to operate as an organization described in Section 501(c)(3) of the Code whose income is exempt from taxation under Section 501(a) of the Code, and the Borrower will maintain its corporate existence, will not dissolve or otherwise dispose of all or substantially all of their assets, and will not consolidate with or merge into another corporation or other business entity or permit any other corporation or other business entity to consolidate with or merge into it unless (1) the surviving, resulting or transferee corporation, or other business entity, as the case may be, shall be a nonprofit corporation operating under the laws of the United States, any state or the District of Columbia, and an organization described in Section 501(c)(3) of the Code (provided the Project will not constitute an unrelated trade or business within the meaning of Section 513(a) of the Code) or a governmental unit under Section 145 of the Code; (2) the surviving, resulting or transferee corporation, or other business entity, as the case may be, if other than the Borrower, assumes in writing all of the obligations of the Borrower under this Agreement, the Mortgage, and the Security Agreement, and shall deliver that instrument to the Lender, (3) the surviving, resulting or transferee corporation or other business entity, as the case may be, is duly qualified to do business in Minnesota, and (4) the Borrower first obtains the written consent of the Lender to such merger, transfer, or consolidation, which approval may be granted or withheld by the Lender in its sole and absolute discretion. At least 60 days before any proposed merger, transfer or consolidation would become effective, the Borrower shall deliver to the Lender a written request seeking the Lender's approval of such merger, transfer, or consolidation, and shall thereafter promptly furnish to the Lender such information pertaining to the proposed merger, transfer, or consolidation as the Lender shall request. If the Lender approves the proposed merger, transfer, or consolidation, the surviving, resulting or transferee corporation and other entity referred to in this Section 4.2 shall be bound by all of the covenants and agreements of the Borrower herein with respect to any further consolidation, merger, sale or transfer. Section 4.3 Reports to Governmental Agencies. The Borrower will furnish to agencies of the State of Minnesota, such periodic reports or statements as are required under the Act, or as they may otherwise reasonably require of the Issuer or the Borrower throughout the term of this Agreement in connection with the transaction contemplated herein. Copies of such reports will be provided to the Issuer and the Lender. Section 4.4 Security for the Loan. As additional security for the Lender, and to induce the Issuer to issue and deliver the Note, the Borrower agrees to execute and deliver (or cause to be executed and delivered) the documents described in Section 3.2 hereof and agrees to meet all 132759067v2 11 its obligations under such documents, which documents shall remain in effect until all payments required hereunder have been made; and the Borrower will direct Bond Counsel or the Lender to cause to be recorded and filed the Declaration, financing statements, and such other documents requested by Bond Counsel or the Lender, in such places and in such manner as Bond Counsel or the Lender deems necessary or desirable to perfect or protect the security interest of the Lender in and to the Facility and other collateral referred to in said documents. Except as otherwise may be provided in the Declaration, the Borrower will not further encumber the property pledged therein without the Lender's prior written consent. Section 4.5 Preservation of Tax Exemption. (1) The Borrower covenants and agrees that, in order to assure that the interest on the Note shall at all times be free from federal income taxation, the Borrower represents and covenants to the Issuer and the Lender that it will comply with the applicable provisions of Section 103 and Section 141 through 150 of the Code and as follows: (a) The Facility is and will continue to be owned and operated by the Borrower, and no portion of the Facility is managed by anyone other than the Borrower or a governmental entity or an organization described in Section 501(c)(3) of the Code or pursuant to a "qualified management agreement" within the meaning of all pertinent provisions of law, including all relevant provisions of the Code and regulations, rulings and revenue procedures thereunder, including Revenue Procedure 2017-13. (b) The Facility will not be used by the Borrower in an unrelated trade or business, determined by the application of Section 513(a) of the Code. (c) No more than five percent (5%) of the net proceeds of the Note is to be used for any private business use as defined in Section 141(b)(6) of the Code. (d) The payment of the principal of, or interest on, no more than five percent (5%) of the net proceeds of the Note is (under the terms of the Note or any underlying arrangement) directly or indirectly (a) secured by any interest in (i) property used or to be used for a private business use, or (ii) payments in respect of such property, or (b) to be derived from payments (whether or not to the Issuer) in respect of property, or borrowed money, used or to be used for a private business use. (e) The aggregate authorized face amount of the Note (when increased by any outstanding tax-exempt "qualified 501(c)(3) bonds" issued prior to 1997, other than "qualified hospital bonds," of the Borrower, or any organization with which the Borrower is under common management or control and is a test period beneficiary determined in accordance with Section 145(b) of the Code) does not exceed $150,000,000 or, alternatively, at least 95% of the net proceeds of the Note will be used for capital expenditures. (f) The weighted average maturity of the Note will not exceed the estimated economic life of the Facility by more than twenty percent (20%), all within the meaning of Section 147(b) of the Code. 132759067v2 12 (g) While the Note remains outstanding, no portion of the proceeds of the Note will be used to provide any airplane, skybox or other private luxury box, any facility primarily used for gambling, or a store, the principal business of which is the sale of alcoholic beverages for consumption off premises. (h) Not more than 2% of the proceeds of the Note will be used to finance Issuance Expenses. (i) The Borrower agrees it will not use the proceeds of the Note in such a manner as to cause the Note to be "arbitrage bonds" within the meaning of Section 148 of the Code and applicable Treasury Regulations. The Borrower shall: (i) maintain records identifying all "gross proceeds" and "replacement proceeds" (as defined in Section 148(f)(6)(B) of the Code attributable to the Note, the yield at which such gross proceeds are invested, any arbitrage profit derived therefrom (earnings in excess of the yield on the Note) and any earnings derived from the investment of such arbitrage profit; (ii) make, or cause to be made as of the end of each fifth bond year, the annual determinations of the amount, if any, of excess arbitrage required to be paid to the United States, unless the Borrower obtains an Opinion of Bond Counsel to the effect that such calculations need not be made (the "Rebate Amount"); (iii) pay, or cause to be paid, to the United States at least once every fifth bond year the amount, if any, which is required to be paid to the United States, including the last installment which shall be made no later than 60 days after the day on which the Note is paid in full; (iv) not invest, or permit to be invested, "gross proceeds" of the Note in any acquired non-purpose obligations so as to deflect arbitrage otherwise payable to the United States as a "prohibited payment" to a third party; and (v) if applicable, retain all records of the determination of the foregoing amounts until six (6) years after the Note has been fully paid. Unless the Opinion of Bond Counsel described in (ii) above is provided, the Borrower agrees that, in order to comply with this paragraph (i), it shall determine the Rebate Amount within 30 days after each fifth year of the anniversary of the Closing and upon payment in full of the Note; upon request, the Borrower shall furnish the Lender a certificate showing how such calculation was made. (j) The Borrower has not leased, sold, assigned, granted or conveyed and will not lease, sell, assign, grant or convey all or any portion of the Facility or any interest therein to the United States or any agency or instrumentality thereof within the meaning of Section 149(b) of the Code. 132759067v2 13 (k) In addition to the Note, no other obligations have been or will be issued under Section 103 of the Code which are sold at substantially the same time as the Note pursuant to a common plan of marketing and at substantially the same rate of interest as the Note and which are payable in whole or part by the Borrower or otherwise have with the Note any common or pooled security for the payment of debt service thereon, or which are otherwise treated as the same "issue of obligations" as the Note as described in Treasury Regulations Section 1.150-(1)(c)(1). (l) No proceeds of the Note shall be invested in investments which cause the Note to be federally guaranteed within the meaning of Section 149(b) of the Code. If at any time the moneys in such funds exceed, within the meaning of Section 149(b)(3)(B) of the Code, (i) amounts invested for an initial temporary period until the moneys are needed for the purpose for which the Note was issued, (ii) investments of a bona fide debt service fund, and (iii) investments of a reserve which meet the requirement of Section 148(d) of the Code, such excess moneys shall be invested in only those investments, which are (A) obligations issued by the United States Treasury, (B) other investments permitted under regulations, or (C) obligations which are (a) not issued by, or guaranteed by, or insured by, the United States or any agency or instrumentality thereof or (b) not federally insured deposits or accounts, all within the meaning of Section 149(b) of the Code. (m) Not otherwise use proceeds of the Note, or take or fail to take any action within its control, the effect of which would be to impair the exemption of interest on the Note from federal income taxation. (n) Maintain such written procedures as appropriate and applicable to ensure Borrower's principal responsibility for compliance with the post-issuance requirements necessary to maintain the tax-exempt status of the interest on the Note, including requirements that must be continually monitored, including (i) monitoring the investment (pending expenditure) of Note proceeds (and keep detailed records thereof) in order to assure compliance with the arbitrage requirements applicable to the Note, (ii) monitoring the expenditures of Note proceeds (and keep detailed records thereof), (iii) monitoring the use of the Facility in order to ensure that the Note continue to qualify as a qualified 501(c)(3) bond within the meaning of Section 145 of the Code, (iv) periodically consulting with Bond Counsel with respect to arbitrage issues and compliance, and (v) consulting with Bond Counsel as necessary to determine whether, and to what extent, any change in the use or purpose of the financed facility will require any remedial action under the relevant Treasury Regulations. (2) For the purpose of this Section, a "Determination of Taxability" shall mean the issuance of a statutory notice of deficiency by the Internal Revenue Service, or a ruling of the National Office or any District Office of the Internal Revenue Service, or a final decision of a court of competent jurisdiction, or a change in any applicable federal statute, which holds or provides in effect that all of the interest payable on the Note is includible, for federal income tax purposes under Section 103 of the Code, in the gross income of the Lender or any other holder or prior holder of the Note for any reason, if the period, if any, for contest or appeal of such action, ruling or decision by the Borrower or the Lender or any other interested party has expired 132759067v2 14 without any such contest or appeal having been properly instituted by the Lender, the Borrower or any other interested party. The expenses of any such contest shall be paid by the party initiating the contest, and neither the Lender nor the Borrower shall be required to contest or appeal any Determination of Taxability. The "Date of Taxability" shall mean that point in time, as specified in the determination, ruling, order, or decision, that the interest payable on the Note becomes includible in the gross income of the Lender or any other holder or prior holder of the Note, as the case may be, for federal income tax purposes. (3) If the Borrower receives a Determination of Taxability it will promptly give notice of such Determination of Taxability to the Issuer and the Lender and the Note shall convert to a taxable obligation effective as of the Date of Taxability. The interest rate for interest accruing from the Date of Taxability shall be adjusted to the "Taxable Rate" (as defined in the Note) on the date of the Determination of Taxability and the Borrower shall pay any interest accruing from the Date of Taxability which is retroactively due as a result of the interest rate adjustment on the next payment date along with regularly scheduled principal payment and interest accruing from the previous payment date at the Taxable Rate, as provided in the Note. Section 4.6 Lease or Sale of Facility. The Borrower shall not lease, sell, convey or otherwise transfer the Facility in whole or part, without first securing the written consent of the Lender provided that in no event shall such lease, transfer, assignment or sale be permitted if the effect thereof would otherwise be to impair the validity or the tax exempt status of the Note, nor shall any such transaction release the Borrower of any of its obligations under this Agreement, unless the Facility is conveyed in whole and such conveyance has been approved in writing by the Lender. The Borrower shall promptly notify the Issuer of any such sale, transfer, assignment, or lease. Section 4.7 Facility Operation and Maintenance Expenses; Insurance. The Borrower shall pay or cause to be paid all expenses of the operation and maintenance of the Facility including, but without limitation, all taxes and special assessments levied upon or with respect to the Facility and payable during the term of this Agreement. The Borrower shall keep the Facility in good working order and condition, subject to ordinary wear and tear. The Facility shall not be used for purposes which violate any Federal, State or other laws prohibiting discrimination in access or employment based on race, creed, sex, sexual orientation, handicap, ethnic origin, age or marital status. The Borrower shall purchase and maintain such insurance as will protect the Borrower against risk of loss or damage to its property and against claims which may arise from its maintenance and use of its property, including all operations conducted in connection therewith, or from any other activities of the Borrower, in amounts and with coverage not less than is reasonable and customary for an institution of learning comparable to the Borrower. Section 4.8 Notification of Changes. The Borrower covenants and agrees that it will promptly notify the Lender of: (1) any litigation which might affect the Borrower or any of its properties, where the amount in dispute, singly or in the aggregate, exceeds $50,000 and is not covered by insurance, and any proceedings materially affecting the Borrower or its properties by or before any governmental or regulatory authority; 132759067v2 15 (2) the occurrence of any Event of Default under this Agreement or under any other loan agreement, debenture, notes, purchase agreement or any other agreement providing for the borrowing of money by the Borrower or any event of which the Borrower has knowledge and which, with the passage of time or giving of notice, or both, would constitute an Event of Default under this Agreement or under such other agreements or obligations whether owing to the Lender or other lenders; and (3) any material adverse change in the operations, business, properties, assets or conditions, financial or otherwise, of the Borrower. Section 4.9 Financial Covenants. The Borrower will deliver to the Lender audited financial statements within 90 days of each Fiscal Year end. Section 4.10 Access. The Borrower grants to the Lender and to the Lender's agents access to the Facility at any reasonable time during normal business hours in order to inspect the Facility subject to prior notice and consent of Lessee pursuant to the Lease. Section 4.11 Access to Books and Inspection. The Borrower shall keep proper books of record and accounts with respect to the use and operation of the Facility, and, subject to any privacy laws applicable to Borrower or the Lessee, upon request of the Lender or the Issuer, provide any duly authorized representative of the Lender or the Issuer access during normal business hours to, and permit such representative to examine, copy or make extracts from, or audit any and all books, records and documents of the Borrower relating to the Project, or the Borrower's affairs and to inspect any of its facilities and properties. (The Lender or the Issuer shall be permitted to disclose the information contained therein to its legal counsel, its independent public accountants, any participating lenders, or in connection with any action to collect any indebtedness of the Borrower or to enforce this Agreement and the documents related hereto, or as otherwise permitted or required by law). Section 4.12 IRS or State Audit Expenses. The Borrower agrees to pay any reasonable costs incurred by the Issuer or the Lender as a result of the Issuer's, or the Lender's compliance with an audit, random or otherwise, by the Internal Revenue Service, the Minnesota Department of Revenue, the Office of the State Auditor, or any other governmental entity with respect to the Note or the Project. Section 4.13 Matters Related to Management Contracts. The manager under any management contract for the management of the Facility shall be an organization recognized as exempt under Section 501(c)(3) of the Code or such management contract shall comply with Department of Treasury Revenue Procedure 2017-13 (and any amended or successor rule) and in particular with one of the "safe harbor" limitations hereof. 132759067v2 16 ARTICLE V PREPAYMENT OF LOAN Section 5.1 Prepayment at Option of Borrower. The Borrower may, at its option, prepay the Loan, in whole or in part, on any date, by paying the principal amount to be prepaid and accrued interest thereon, with such penalty or premium then due as set forth in the Note. Any partial prepayment shall be applied in the order described in Paragraph 7 of the Note. At the date fixed for prepayment, funds shall be paid to the Lender at its registered address appearing on the Note. In the event the Borrower elects to prepay the Loan, the Borrower shall cause to be given in the name of the Issuer notice of prepayment of the Note to the Lender by first-class mail, addressed to the Lender at its registered address, not less than thirty (30) days prior to the date fixed for prepayment, provided that the Lender may waive or provide alternative reasonable requirements, and shall pay the prepayment price when due to the Lender. The Issuer hereby authorizes the Borrower to give mailed notice of prepayment and, if required by law, published notice of prepayment of the Note in the name of the Issuer, from time to time. 132759067v2 17 ARTICLE VI EVENTS OF DEFAULT AND REMEDIES Section 6.1 Events of Default. Any one or more of the following events is an Event of Default under this Agreement: (1) If the Borrower shall fail to make (a) any payments required under Section 3.4 of this Agreement on the date due as set forth in the Note, or (b) any other payment due under this Agreement on or before the date that the payment is due and such default continues for ten (10) days thereafter, following notice to Borrower. (2) If the Borrower shall fail to observe and perform any other covenant, condition or agreement on its part under this Agreement for a period of thirty (30) days after written notice, specifying such default and requesting that it be remedied, given to the Borrower by the Issuer or the Lender, unless the default does not consist of the non-payment of money and cannot reasonably be cured within thirty (30) days and the Lender shall agree in writing to an extension of such time prior to its expiration, or for such longer period as may be reasonably necessary to remedy such default provided that the Borrower is proceeding with reasonable diligence to remedy the same, and provided that such longer period does not place the Project at material risk. (3) If the Borrower shall file a petition in bankruptcy or for reorganization or for an arrangement pursuant to any present or future federal bankruptcy act or under any similar federal or state law, shall consent to the entry of an order for relief pursuant to any present or future federal bankruptcy act or under any similar federal or state law, or shall make an assignment for the benefit of its creditors or shall admit in writing its inability to pay its debts generally as they become due, or if a petition or answer proposing the entry of an order for relief of the Borrower under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged or denied within ninety (90) days after the filing thereof, or a receiver, trustee or liquidator of the Borrower of all or substantially all of the assets of the Borrower, or of the Project shall be appointed in any proceeding brought against the Borrower and shall not be discharged within ninety (90) days after such appointment or if the Borrower shall consent to or acquiesce in such appointment, or if the estate or interest of the Borrower in the Facility or a part thereof shall be levied upon or attached in any proceeding and such process shall not be vacated or discharged within ninety (90) days after such levy or attachment; or if the Borrower shall be dissolved or liquidated or shall be merged with or is acquired by another business entity in violation of Section 4.2. (4) If the articles of incorporation of the Borrower shall expire or be annulled; or if the Borrower shall be dissolved (other than administratively dissolved by the Minnesota Secretary of State, so long as the Borrower is reinstated within one year) or liquidated (other than when a new entity assumes the obligations of the Borrower under the conditions permitting such action contained in Section 4.2). (5) If any representation or warranty made by the Borrower herein, or by an officer or representative of the Borrower in any document or certificate furnished the Lender or 132759067v2 18 the Issuer in connection herewith or therewith or pursuant hereto or thereto, shall prove at any time to be, in any material respect, incorrect or misleading as of the date made. (6) If the Borrower shall default or fail to perform any covenant, condition or agreement on its part under any of the Security Agreement, the Declaration, or any other security document securing the Note, and such failure continues beyond the period set forth in such documents during which the Borrower may cure the default. (7) Any state or federal tax lien shall be filed against the Borrower and shall remain undischarged for a period of sixty (60) days. (8) All or any portion of the Land or the Facility, or the legal, equitable or any other interest therein, shall be sold, transferred, assigned, leased, further encumbered (except as permitted herein or in the Declaration) or otherwise disposed of, unless the prior written consent of the Lender is first obtained; provided that nothing in this Agreement prohibits the Borrower from entering into an agreement for sale of the Land where the Loan and all other amounts due under this Agreement and the other documents evidencing the Loan will be paid in full at the closing of the sale. Section 6.2 Remedies. Whenever any Event of Default referred to in Section 6.1 hereof shall have happened and be subsisting, any one or more of the following remedial steps to the extent permitted by law may be taken by the Issuer with the prior written consent of the Lender or by the Lender itself: (1) The Lender's obligation to advance any further amounts under the Note shall terminate. Notwithstanding anything to the contrary contained herein or in any other instrument evidencing or securing the Loan, the Lender may exercise the foregoing remedy upon the occurrence of an event that would constitute such an Event of Default but for the requirement that notice be given or that a period of grace or time elapse. (2) The Issuer, upon written direction of the Lender, or the Lender may declare all installments of the Loan (being an amount equal to that necessary to pay in full the Principal Balance plus accrued interest thereon and any premium of the Note assuming acceleration of the Note under the terms thereof and to pay all other indebtedness thereunder) to be immediately due and payable, whereupon the same shall become immediately due and payable by the Borrower. (3) [Intentionally omitted.] (4) The Issuer, upon written direction of the Lender (except as otherwise provided in Section 7.9 herein), or the Lender (in either case at no expense to the Issuer) may take whatever action at law or in equity may appear necessary or appropriate to collect the amounts then due and thereafter to become due under this Agreement, or to enforce performance and observance of any obligation, agreement or covenant of the Borrower under this Agreement. (5) The Issuer, upon written direction of the Lender, or the Lender may exercise any other remedy permitted under any other instrument evidencing or securing the Loan including, without limitation, the Mortgage and the Security Agreement. 132759067v2 19 (6) In addition to the remedies set forth in this Agreement, upon the occurrence of any Event of Default and thereafter while the same be continuing, the Borrower hereby irrevocably authorizes the Lender to set off all sums owing by the Borrower to the Lender against all deposits and credits of the Borrower with, and any and all claims of the Borrower against, the Lender. Section 6.3 Disposition of Funds. Notwithstanding anything to the contrary contained in this Agreement, any amounts collected pursuant to action taken under Section 6.2 hereof, except for any amounts collected solely for the benefit of the Issuer under any of the provisions set forth in Section 7.9, shall, after deducting (a) all reasonable expenses incurred in collecting the same and (b) then accrued interest on the Note, the remainder of such amounts, if any, be applied as a prepayment of the Note in accordance with Section 5.1. Section 6.4 Manner of Exercise. No remedy herein conferred upon or reserved to the Issuer or the Lender is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity by statute. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver thereof, but any such right and power may be exercised from time to time and as often as may be deemed expedient. In order to entitle the Issuer or the Lender to exercise any remedy reserved to either of them in this Article, it shall not be necessary to give any notice, other than such notice as may be herein expressly required. Section 6.5 Attorneys' Fees and Expenses. In the event the Borrower should default under any of the provisions of this Agreement and the Issuer or the Lender should employ attorneys or incur other expenses for the collection of amounts due hereunder or the enforcement of performance of any obligation or agreement on the part of the Borrower, the Borrower will on demand pay to the Issuer or the Lender the reasonable fees and costs of such attorneys and such other expenses so incurred. Section 6.6 Effect of Waiver. In the event any agreement contained in this Agreement should be breached by either party and thereafter waived by the other party, such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach hereunder. The Lender shall not be deemed, by any act of omission or commission, to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the Lender and, then only to the extent specifically set forth in the writing. A waiver with reference to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event. Section 6.7 Default Rate. Following an Event of Default hereunder, and for so long as such Event of Default shall continue, the obligations of the Borrower hereunder shall bear interest at an annual rate equal to 5% per annum over the interest rate on the Note that would otherwise be applicable (the "Default Rate"), for so long as such Event of Default continues. 132759067v2 20 ARTICLE VII GENERAL Section 7.1 Notices. All notices, certificates or other communications hereunder shall be sufficiently given and shall be deemed given when hand delivered or received by certified or registered United States mail, return receipt requested, postage prepaid, with proper address as indicated below. The Issuer, the Borrower, and the Lender may, by written notice given by each to the others, designate any address or addresses to which notices, certificates or other communications to them shall be sent when required as contemplated by this Agreement. Until otherwise provided by the respective parties, all notices, certificates and communications to each of them shall be addressed as follows: To the Issuer: City of Gem Lake, Minnesota 4200 Otter Lake Road Gem Lake, MN 55110 Attn: City Clerk To the Borrower: White Bear Montessori School, Inc. 1201 East County Road E White Bear Lake, MN 55110 Attn: Head of School To the Lender: Premier Bank 2151 3rd Street White Bear Lake, MN 55110 Attn: President – White Bear Lake Section 7.2 Binding Effect. This Agreement shall inure to the benefit of and shall be binding upon the Issuer and the Borrower and their respective successors and assigns. Section 7.3 Severability. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 7.4 Amendments, Changes and Modifications. Except as otherwise provided in this Agreement or in the Resolution, subsequent to the Closing date and before the Note are satisfied and discharged in accordance with their terms, this Agreement may not be effectively amended, changed, modified, altered, or terminated without the prior written consent of the Lender. Section 7.5 Execution Counterparts. This Agreement may be simultaneously executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 7.6 Limitation of Issuer's Liability. It is understood and agreed by the Borrower and the Lender that no covenant of the Issuer herein shall give rise to a pecuniary liability of the Issuer or a charge against its general credit, or taxing powers. It is further 132759067v2 21 understood and agreed by the Borrower and the Lender that the Issuer shall incur no pecuniary liability hereunder, and shall not be liable for any expenses related hereto, including administrative expenses and fees and disbursements of the Issuer's attorney, Bond Counsel and fiscal consultant retained in connection therewith, all of which expenses the Borrower agrees to pay. Section 7.7 Issuer's Attorneys' Fees and Costs. If, notwithstanding the provisions of Section 7.6 hereof, the Issuer incurs any expense, or suffers any losses, claims or damages, or incurs any liabilities in connection with the transaction contemplated by this Agreement, the Borrower will indemnify and hold harmless the Issuer from the same and will reimburse the Issuer for any reasonable legal or other expenses incurred by the Issuer in relation thereto. The Borrower shall also reimburse the Issuer for all other costs and expenses, including without limitation reasonable attorneys' fees, paid or incurred by the Issuer in connection with (i) the discussion, negotiation, preparation, approval, execution and delivery of this Agreement, the Note, the Pledge Agreement and the documents and instruments related hereto or thereto; (ii) any amendments or modifications hereto or to the Note, the Pledge Agreement and any document, instrument or agreement related hereto or thereto, and the discussion, negotiation, preparation, approval, execution and delivery of any and all documents necessary or desirable to effect such amendments or modifications; and (iii) the enforcement by the Issuer during the term hereof or thereafter of any of the rights or remedies of the Issuer hereunder or under the Note, the Pledge Agreement or any document, instrument or agreement related hereto or thereto, including, without limitation, costs and expenses of collection in the Event of Default, whether or not suit is filed with respect thereto. Section 7.8 Release. The Borrower hereby acknowledges and agrees that the Issuer shall not be liable to the Borrower, and hereby releases and discharges the Issuer from any liability, for any and all losses, costs, expenses (including attorneys' fees), damages, judgments, claims and causes of action, paid, incurred or sustained by the Borrower as a result of or relating to any action, or failure or refusal to act, on the part of the Lender with respect to this Agreement or the documents and transactions related hereto or contemplated hereby, including, without limitation, the exercise by the Lender of any of its rights or remedies pursuant to Article VI, the Note, the Pledge Agreement, the Mortgage, the Security Agreement, or any collateral security documents. The Borrower's release of the Issuer pursuant to the preceding sentence does not extend to the Lender following the assignment of the Issuer's rights to the Lender pursuant to the Pledge Agreement. Section 7.9 Pledge and Assignment by Issuer and Survival of Obligations. The Issuer may pledge and assign its rights under this Agreement and any related documents to the Lender to secure payment of the principal of and interest and premium, if any, on the Note, conditioned upon the Lender's assumption of the Issuer's and Lender's obligations to the Borrower hereunder, except for the Issuer's obligations in connection with its representations in Section 2.1 hereof, which are not being assumed, but any such assignment shall not operate to limit or otherwise affect the following provisions hereof to the extent that they run to the Issuer from the Borrower to which extent they shall survive any such assignment: 132759067v2 22 Section 3.5 Section 6.5 Section 4.1 Section 7.6 Section 4.3 Section 7.7 Section 4.11 Section 7.8 Section 4.12 Upon any such pledge and assignment, the provisions immediately above running to the Issuer from the Borrower for the Issuer's benefit shall run jointly and severally to the Issuer and the Lender (if appropriate), provided that the Issuer shall have the right to enforce any retained rights without the approval of the Lender but only upon prior written notice to the Lender and if the Lender is not enforcing such rights in a manner to protect the Issuer or is otherwise taking action with respect thereto that brings adverse consequences to the Issuer. The obligations of the Borrower running to the Issuer and the Lender for the purpose of preserving the tax exempt status of the Note or otherwise for the Issuer's benefit under the foregoing Sections shall survive repayment of the Note and interest thereon. All other agreements, representations and warranties made in this Agreement shall survive the execution of this Agreement and the making of the Loan, and shall continue until the Lender receives payment in full of all indebtedness of the Borrower incurred under this Agreement. Section 7.10 Required Approvals. Consents and approvals required by this Agreement to be obtained from the Borrower or the Issuer shall be in writing and shall not be unreasonably withheld or delayed. Section 7.11 Termination Upon Retirement of Note. At any time when no Principal Balance on the Note remains outstanding, and arrangements satisfactory to the Lender and the Issuer have been made for the discharge of all other accrued and contingent liabilities, if any, under this Agreement, this Agreement shall terminate, except as otherwise expressly provided in Section 7.9 or otherwise herein or in a separate writing signed by the Borrower, the Issuer, and the Lender. Section 7.12 Expenses of Lender. The Borrower shall pay or reimburse the Lender for any and all costs and expenses, including, without limitation, reasonable attorneys' fees, paid or incurred by the Lender in connection with (i) review, negotiation, preparation, and approval of this Agreement and any other document or agreement related hereto or thereto or the transactions contemplated hereby; (ii) the review, negotiation, preparation, and approval of any amendments, modifications or extensions to any of the foregoing documents, instruments or agreements, and the preparation and consummation of any and all documents necessary or desirable to effect such amendments, modifications or extensions; (iii) any appraisals, environmental assessments, surveys, or other reports relating to the Land which the Lender is authorized to seek, order or prepare pursuant to this Agreement or any other instrument evidencing or securing the Loan or is required to seek, order or prepare pursuant either to applicable laws or regulations or the Lender's policies or procedures generally applicable to commercial mortgage loans by the Lender; (iv) any reasonable fees or costs charged to the Lender by an architect or other design or inspection professional engaged by the Lender to, among other things, inspect the construction of any approved improvements to the Land, or verify compliance thereof with applicable building and zoning laws; (v) all title insurance premiums, filing and recording fees and mortgage registration tax paid or payable in connection with the consummation of the transaction contemplated 132759067v2 23 hereby; and (vi) the enforcement by the Lender during the term hereof or thereafter of any of the rights or remedies of the Lender under any of the foregoing documents, instruments or agreements or under applicable law, whether or not suit is filed with respect thereto (attorneys' fees and costs are limited to reasonable fees and costs). Section 7.13 Entire Agreement. This Agreement contains the entire agreement of the parties with respect to the subject matter of this Agreement and supersedes any and all prior letters, proposals, contracts and understandings between the parties with respect to the same, including, but not limited to, any proposal or commitment letter, and such letters, proposals, contracts and understandings are hereby terminated. Section 7.14 Further Assurances. At any time and from time to time, upon request by the Lender, the Borrower will make, execute and deliver or cause to be made, executed and delivered, to the Lender, any and all other further instruments, certificates and other documents as may, in the reasonable opinion of the Lender, be necessary or desirable in order to effectuate, complete, secure, or perfect, or to continue and preserve, the obligations of the Borrower hereunder and under any of the other documents related to the Loan. Upon any failure by the Borrower so to do after ten (10) days written notice from the Lender, the Lender may make, execute and record any and all such instruments, certificates and documents for and in the name of the Borrower at the Borrower's expense and the Borrower hereby irrevocably appoints the Lender its agent and attorney-in-fact of the Borrower so to do. The Borrower hereby understands, acknowledges and agrees that the Lender may prepare and file such UCC financing statements or similar instruments as may be necessary to perfect the Lender's security interest in any real or personal property pledged by the Borrower as security for the Loan. Section 7.15 Non-Responsibility. Neither the Issuer nor the Lender assumes liability for the sufficiency of Loan proceeds to complete the Project. 132759067v2 S-1 IN WITNESS WHEREOF, the Issuer and the Borrower have caused this Agreement to be executed in their respective names all as of the date first above written. CITY OF GEM LAKE, MINNESOTA By ____________________________________ Mayor By ____________________________________ City Clerk Loan Agreement between the City of Gem Lake, Minnesota and White Bear Montessori School, Inc. 132759067v2 S-2 White Bear Montessori School, Inc. By ____________________________________ Its ___________________________________ Loan Agreement between the City of Gem Lake, Minnesota and White Bear Montessori School, Inc. CITY OF GEM LAKE Heritage Hall 4200 Otter Lake Road | Gem Lake, MN 55110 651-747-2790/92 | 651-747-2795 (fax) E-mail city@gemlakemn.org May 21, 2024 Mr. Kevin McKinnon Minnesota Department of Employment and Economic Development Suite 1200 Great Northern Building 180 E 5th Street St. Paul, MN 55101-1351 Re: City of Gem Lake, Minnesota – Educational Facilities Revenue Note (White Bear Montessori School Project) Series 2024 - DEED Application Dear Mr. McKinnon: Attached hereto in duplicate is the application of the City of Gem Lake, Minnesota (the “City”), for approval of the above-referenced project (the “Project”) including a copy of the Resolution approving the issuance of the Note adopted by the City’s City Council. As indicated in the attached Resolution, we believe that this Project fully meets the public purpose requirements of Minnesota Statutes, Sections 469.152 to 469.165 (the “Act”). The White Bear Montessori School, Inc., Minnesota, a Minnesota nonprofit corporation, provides educational services for children 0 – 6 years old. The City Council desires to help promote development of educational facilities and believes that the financing of the Project by the issuance of revenue notes or other obligations will accomplish that objective. Reference is made to the Resolution for a more definitive statement of the public purposes served by the financing. The Project does not contain any property to be sold or affixed or consumed in the production of property for sale, and does not include any housing facility to be rented or used as a permanent residence. The City has complied with the notice and hearing requirements of Minnesota Statutes, Section 469.154, subdivision 4, and agrees it will comply with the reporting requirements set forth in Minnesota Statutes, Section 469.154, subdivisions 5 and 7. The public hearing was held on May 21, 2024, at the City Hall/Heritage Hall in the City of Gem Lake, Minnesota, a draft copy of the enclosed application with all attachments was available for public inspection and all interested parties were afforded an opportunity to express their views. The City will undertake to encourage that the employment opportunities made available by the Project will, if feasible, be offered to individuals who are unemployed or who are economically disadvantaged. This will be done by the Borrower by posting open positions on its website, on indeed.com, on Minnesota Career Force job site, and on the job board at the Montessori Center of Minnesota. We respectfully request prompt approval by the Minnesota Department of Employment and Economic Development of the Project under the provisions of the Act. Sincerely, CITY OF GEM LAKE, MINNESOTA ______________________________________________ Mayor 132813404v2 SECURITY AGREEMENT June __, 2024 WHITE BEAR MONTESSORI SCHOOL, INC., a Minnesota nonprofit corporation (the “Debtor”), whose address is 1201 East County Road E, Gem Lake, Minnesota 55110, and PREMIER BANK, a Minnesota corporation, whose address is 2151 3rd Street, White Bear Lake, Minnesota 55110 (the “Secured Party"), agree as follows: The Debtor hereby grants to the Secured Party a first position security interest in the property described below together with any additions and accessions thereto, replacements thereof, and all insurance, condemnation and other products or proceeds thereof, to secure prompt payment when due of all amounts owed by the Debtor to the Secured Party whether now existing or hereafter existing, including all amounts owed pursuant to that certain Loan Agreement, dated June ___, 2024 (the “Loan Agreement”), between the City of Gem Lake, Minnesota (the “Issuer”) and the Debtor and the $3,000,000 City of Gem Lake, Minnesota Educational Facilities Revenue Note, Series 2024 (White Bear Montessori School, Inc. Project), dated June ___, 2024 (the “Note”), together with all other liabilities of the Debtor to the Secured Party (primary, secondary, direct, contingent, sole, joint, or several) due or to become due or which June be hereafter contracted or acquired and the performance of all of the terms and conditions of this Security Agreement: All assets of the Debtor, including, but not limited to: (a) all fixtures, equipment, vehicles and personal property of every kind and nature whatsoever now owned or hereafter owned, including all extensions, additions, improvements, betterments, renewals and replacements of any of the foregoing; (b) all Accounts, Chattel Paper, Commercial Tort or other claims, and General Intangibles; (c) all inventory now owned or hereafter owned; and (d) all insurance, condemnation and other products or proceeds of the foregoing. The above-described property hereinafter referred to as the "Collateral". DEBTOR HEREBY AGREES, WARRANTS AND COVENANTS THAT: 1. The Collateral will be kept in the State of Minnesota. The Debtor will not remove the Collateral from the State of Minnesota without the prior written consent of the Secured Party. The Secured Party June examine and inspect the Collateral at any time, wherever located; provided, that, so long as no Event of Default (as defined in the Loan Agreement) has occurred and is outstanding, all such examinations shall take place during Debtor's ordinary business hours following two (2) business days prior written notice to Debtor. 2. The Collateral is for business use and is specifically to be used in operation of the Debtor's business. 3. The Collateral shall not be attached to real estate (except for any Collateral that is attached to real estate on the date hereof) without the Secured Party's prior written consent. If any of the Collateral is or is to become a fixture, the Debtor agrees to furnish the Secured Party 132813404v2 2 with a statement signed by all persons who have or claim an interest in the real estate concerned, which statement shall provide that the signer consents to the security interest created hereby and disclaims any interest in the Collateral as fixtures. 4. Except as set forth on Exhibit A attached hereto, the Debtor is the owner of the Collateral, free and clear of all liens, security interests or encumbrances, and the Debtor will defend the Collateral against all claims and demands of all persons at any time claiming the same or any interest therein. 5. The Debtor will keep the Collateral in good order and repair, and will not waste or destroy the Collateral and will not sell or offer to sell or otherwise transfer (except for the sale of worn, obsolete or surplus assets or except as permitted in the Loan Agreement) or encumber the Collateral without the prior written consent of the Secured Party; except for: (a) Liens in favor of the Secured Party; (b) Liens existing on the date of this Agreement and disclosed on Exhibit A attached hereto; (c) Liens securing purchase money indebtedness incurred for the replacement of Debtor's computers; (d) Deposits or pledges to secure payment of workers' compensation, unemployment insurance, old age pensions or other social security obligations, in the ordinary course of business of the Debtor; (e) Liens for taxes, fees, assessments and governmental charges not delinquent or to the extent that payments therefor shall not at the time be required to be made; (f) Liens of carriers, warehousemen, mechanics and materialmen, and other like Liens arising in the ordinary course of business, for sums not due or to the extent that payment therefor shall not at the time be required to be made; and (g) Deposits to secure the performance of bids, trade contracts, leases, statutory obligations and other obligations of a like nature incurred in the ordinary course of business. 6. Except as shown on Exhibit A, no financing statement covering the Collateral is on file in any public office other than the financing statements filed by or at the direction of the Secured Party and at the request of the Secured Party, the Debtor hereby authorizes the Secured Party to file one or more financing statements pursuant to the Uniform Commercial Code in form satisfactory to the Secured Party for filing in all public offices wherever filing is deemed necessary or desirable by the Secured Party. 7. The Debtor will keep the Collateral insured at all times against loss by fire and other hazards concerning which, in the commercially reasonable judgment of the Secured Party, insurance protection is necessary, in a company or companies satisfactory to the Secured Party and in amounts sufficient to protect the Secured Party against loss or damage to the 132813404v2 3 Collateral and will pay the premiums therefor. Copies of such policy or policies of insurance will be delivered to and held by the Secured Party, together with loss payable clauses in favor of the Secured Party as its interest June appear, in form satisfactory to the Secured Party. Following the occurrence and during the continuance of an Event of Default, the Secured Party June act as attorney-in-fact for the Debtor in obtaining, adjusting, settling and canceling such insurance and endorsing any drafts. 8. At its option, upon default of the Debtor to do so, the Secured Party June discharge taxes, liens, or security interests or other encumbrances placed on the Collateral, June pay for insurance on the Collateral, and June pay for the maintenance and preservation of the Collateral. The Debtor agrees to reimburse the Secured Party on demand for any payment made, or any expense incurred by the Secured Party pursuant to the foregoing authorization. 9. Until the occurrence of an Event of Default (as defined in the Loan Agreement), the Debtor June retain possession of the Collateral and use the same in any lawful manner not inconsistent with the agreements herein or with the terms and conditions of any policy of insurance thereon. 10. Upon the occurrence of an Event of Default, the Secured Party shall have the right, at its option and without demand or notice, in addition to all other rights and remedies available in law and equity, to exercise all of the rights and remedies of a Secured Party under the Uniform Commercial Code or any other applicable law. The Debtor agrees that upon an Event of Default, the Debtor will make the Collateral available to the Secured Party at a place to be designated by the Secured Party which is reasonably convenient. The Debtor further agrees to pay all costs and expenses of the Secured Party, including reasonable attorney's fees, in collection of any amount due from the Borrower or the Debtor to the Secured Party herein or for the enforcement hereof. If any notice of sale, disposition or other intended action by the Secured Party is required by law to be given to the Debtor, such notice shall be deemed reasonably and properly given if mailed, at least ten (10) days before such sale, disposition or other intended action, to the Debtor at the address set forth above. 11. Waiver of any default hereunder by the Secured Party shall not be a waiver of any other default or of the same default on a later occasion. No delay or failure by the Secured Party to exercise any right or remedy shall be a waiver of any such right or remedy and no single or partial exercise by the Secured Party of any right or remedy shall preclude other or further exercise thereof or the exercise of any other right or remedy at any time. 12. This Agreement and the security interest in the Collateral created hereby shall terminate when the Borrower has repaid the Secured Party the amount due on the Note and all other indebtedness and liability from the Borrower or the Debtor to the Secured Party whether now existing or hereafter existing. 13. No waiver by the Secured Party of any default shall be effective unless in writing nor operate as a waiver of any other default or of the same default on a future occasion. 132813404v2 4 14. The Secured Party is hereby appointed the Debtor's attorney-in-fact to do all things and acts necessary to perfect and to continue to perfect the security interest in the Collateral and, following the occurrence and during the continuance of an Event of Default, to exercise its rights with respect to the Collateral. [Signature page follows.] 132813404v2 S-1 IN WITNESS WHEREOF, the parties have signed this Agreement on the date first above written. SECURED PARTY: PREMIER BANK, By: ____________________________________ Its: President – White Bear Lake Signature page to Security Agreement 132813404v2 S-2 DEBTOR: WHITE BEAR MONTESSORI SCHOOL, INC. By: ____________________________________ Its: Head of School Signature page to Security Agreement 132813404v2 A-1 Exhibit A Existing Security Interests [UPDATE] 132777076v2 SPACE ABOVE THIS LINE FOR RECORDER’S USE This Mortgage contains after-acquired property provisions and constitutes a fixture financing statement under Minnesota Statutes, Section 336.9-502. The Maximum Principal Indebtedness Secured by the Mortgage is $3,000,000. MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENT BY WHITE BEAR MONTESSORI SCHOOL, INC. IN FAVOR OF PREMIER BANK AS MORTGAGEE Dated as of June ___, 2024 This instrument was drafted by: Taft Stettinius & Hollister LLP (CJC) 80 South 8th Street, Suite 2200 Minneapolis, Minnesota 55402 132777076v2 TABLE OF CONTENTS Page -i- ARTICLE I COVENANTS OF THE MORTGAGOR ........................................................ 4 Section 1.1 Payment of Utility Charges, Taxes and Assessments .......................... 4 Section 1.2 Liens ..................................................................................................... 4 Section 1.3 Care of Property ................................................................................... 4 Section 1.4 Right of the Mortgagee to Enter .......................................................... 5 Section 1.5 Subrogation .......................................................................................... 5 Section 1.6 Right of the Mortgagee to Perform ...................................................... 5 Section 1.7 Limited Assumption............................................................................. 5 Section 1.8 Loan Agreement................................................................................... 5 Section 1.9 Miscellaneous Rights of the Mortgagee .............................................. 5 Section 1.10 Assignment of Rents ............................................................................ 6 Section 1.11 Further Assurances............................................................................... 6 Section 1.12 Expenses .............................................................................................. 6 Section 1.13 Books and Records .............................................................................. 7 Section 1.14 Final Maturity Date .............................................................................. 7 Section 1.15 Hazardous Materials ............................................................................ 7 Section 1.16 Removal of Personal Property ............................................................. 8 Section 1.17 Release of Real Property; Granting of Easements ............................... 8 ARTICLE II INSURANCE, CONDEMNATION, USE OF PROCEEDS ........................... 9 Section 2.1 Insurance .............................................................................................. 9 Section 2.2 Condemnation ...................................................................................... 9 Section 2.3 Mortgagor to Repair, Replace, Rebuild or Restore ............................ 10 Section 2.4 Use of Proceeds to Prepay Loan and Note ......................................... 10 ARTICLE III DEFAULT ..................................................................................................... 11 Section 3.1 Event of Default Defined ................................................................... 11 Section 3.2 Remedies ............................................................................................ 12 Section 3.3 Purchase of Mortgaged Property ....................................................... 12 Section 3.4 Appointment of Receiver ................................................................... 12 Section 3.5 Proceeds ............................................................................................. 13 Section 3.6 Proceedings Discontinued .................................................................. 13 ARTICLE IV MISCELLANEOUS ...................................................................................... 14 Section 4.1 No Implied Waiver ............................................................................ 14 Section 4.2 Remedies Cumulative ........................................................................ 14 Section 4.3 Successors and Assigns...................................................................... 14 Section 4.4 Notices ............................................................................................... 14 Section 4.5 Headings ............................................................................................ 14 Section 4.6 Indemnity ........................................................................................... 14 EXHIBIT A Legal Description ......................................................................................... A-1 EXHIBIT B Permitted Encumbrances ............................................................................. B-1 132777076v2 MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENT THIS MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FINANCING STATEMENT, (the “Mortgage”) dated as of the ____ day of June, 2024 made and given by White Bear Montessori School, Inc., a Minnesota nonprofit corporation (the “Mortgagor”) in favor of Premier Bank, a Minnesota Corporation, (the “Mortgagee” or “Lender”); WITNESSETH: WHEREAS, the City of Gem Lake, Minnesota, (the “Issuer”) has issued its Educational Facilities Revenue Note (White Bear Montessori School, Inc. Project) (the “Note”), with a final maturity date of [December 1], 2045 and bearing interest and maturing as provided therein and the Lender has purchased the Note from the Issuer; and WHEREAS, the Issuer will loan the proceeds of the Note to the Mortgagor pursuant to a Loan Agreement dated as of the date hereof, between the Issuer and the Mortgagor (the “Loan Agreement”) for the purpose of financing the construction of an addition to, and improvements of, the Borrower’s existing school facility located at 1201 East County Road E, Gem Lake, Minnesota on the property legally described on Exhibit A attached hereto (the “Project”) and the Issuer’s interest in the Loan Agreement, except for certain reserved rights, has been assigned to the Lender; and WHEREAS, pursuant to the Loan Agreement, the Mortgagor has covenanted, among other things, to make loan repayments sufficient to pay amortized installments of principal and interest on the Note when due; and WHEREAS, the Issuer and the Lender have required, as a condition for the issuance of the Note by the Issuer and for the purchase and acceptance of the Note by the Lender, that the Mortgagor secure the Note by this Mortgage. NOW, THEREFORE, THIS MORTGAGE FURTHER WITNESSETH, that in consideration of the aggregate sum of $3,000,000 (or so much thereof as from time to time remains unpaid under the Loan Agreement) made available to the Mortgagor by the Mortgagee through the purchase of the Note and other good and lawful consideration, the receipt and sufficiency of which is hereby acknowledged, and to secure, and as security for the payment of the principal of and interest on the Note by the Issuer and Mortgagor to the Mortgagee and the performance and observance by the Mortgagor of all of the other covenants, agreements, representations, warranties and conditions herein or contained in the Loan Agreement and the Note, the Mortgagor does hereby grant, bargain, sell, convey, assign, transfer, pledge, set over and confirm and grant a lien and security interest unto the Mortgagee, its successors and assigns, forever, the Mortgagee’s interest in the real property described in Exhibit A attached hereto and made a part hereof (the “Land”), Together with (i) all of the buildings, structures and other improvements now standing or at any time hereafter constructed or placed upon the Land; (ii) all lighting, heating, ventilating, 132777076v2 2 air-conditioning, sprinkling and plumbing fixtures, water and power systems, engines and machinery, boilers, furnaces, oil burners, elevators and motors, communication systems, dynamos, transformers, electrical equipment and all other fixtures of every description located in or on, or used, or intended to be used in connection with the Land or any building now or hereafter located thereon (excluding, however, fixtures owned by tenants occupying space in any building now or hereafter located on the Land); (iii) all hereditaments, easements, appurtenances, riparian rights, rents, issues, profits, insurance proceeds, condemnation awards, mineral rights and water rights now or hereafter belonging or in any way pertaining to the Land or to any building now or hereafter located thereon and all the estates, rights and interests of the Mortgagor in the Land; (iv) all building materials for the improvements on the Land, furniture, furnishings, maintenance equipment and all other personal property now or hereafter located in, or on, or used, or intended to be used in connection with the Land or any building now or hereafter located thereon (excluding personal property owned by tenants or members occupying space in any building now or hereafter located on the Land and excluding any personal property released as provided herein); and (v) all replacements, additions and proceeds of all of the foregoing (all of the foregoing, together with the Land, are hereinafter referred to as the “Mortgaged Property”); and the filing of this Mortgage shall constitute the filing of a financing statement in the office wherein it is filed and a carbon, photographic or other reproduction of this document may also be filed as a financing statement: Name and Address of Debtor and Record Owner of the Mortgaged Property: White Bear Montessori School, Inc. 1201 East County Road E White Bear Lake, MN 55110 Attention: Head of School Names and Addresses of Secured Party: Premier Bank, 2151 3rd Street White Bear Lake, MN 55110 Attn: President – White Bear Lake Description of the Types (or items) of property covered by this financing statement: See above Description of real estate to which all or a part of the collateral is attached or upon which it is located: See Exhibit “A” attached hereto. Some of the above described collateral is or is to become fixtures upon the real estate described on Exhibit “A”, and this financing statement is to be filed for record in the public real estate records. TO HAVE AND TO HOLD the Mortgaged Property unto the Mortgagee forever. PROVIDED, NEVERTHELESS, that if the Mortgagor, by making all payments required of it under the Loan Agreement hereinafter referred to, shall cause and permit to be paid the principal sum of Three Million Dollars ($3,000,000), with interest at the rate set forth in the 132777076v2 3 Note, and any other sums due and owing under the Note, and shall also pay or cause to be paid all other sums, with interest thereon, as may be advanced by the Mortgagee in accordance with this Mortgage either to protect the lien of this Mortgage, or by way of additional loan or for any other purpose, and shall also keep and perform all and singular the covenants herein, and the Loan Agreement, required on the part of the Mortgagor to be kept and performed, then this Mortgage shall be null and void, in which event the Mortgagee will execute and deliver to the Mortgagor in form suitable for recording a full satisfaction of this Mortgage; otherwise this Mortgage shall remain in full force and effect. The Mortgagor represents, warrants and covenants to and with the Mortgagee that it is lawfully seized of the Mortgaged Property in fee simple and has the right and lawful authority to mortgage the same as provided herein; that the Mortgaged Property is free from all liens and encumbrances except Permitted Encumbrances; that all buildings, structures and other improvements now or hereafter located on the Land are, or will be, located entirely within the boundaries of the Land; and that the Mortgagor will warrant and defend the title to the Mortgaged Property against all claims and demands whatsoever not specifically excepted herein. The Mortgagor further represents, warrants and covenants that the Loan Agreement and this Mortgage have been validly executed and delivered and are valid and enforceable obligations of the Mortgagor in accordance with the terms thereof and hereof; and that this Mortgage does not, nor does the Loan Agreement, nor does the performance or observance by the Mortgagor of any of the covenants, agreements or matters or things in this Mortgage, or the Loan Agreement provided for, contravene or result in the violation of or default under any covenant in any indenture or agreement affecting the Mortgagor or the Mortgaged Property. 132777076v2 4 ARTICLE I COVENANTS OF THE MORTGAGOR The Mortgagor further covenants and agrees as follows: Section 1.1 Payment of Utility Charges, Taxes and Assessments. Mortgagor shall, before any penalty attaches thereto, pay or cause to be paid all charges made for electricity, gas, heat, water, or sewer furnished or used in connection with the Mortgaged Property, and all taxes, assessments, levies and encumbrances of every nature heretofore or hereafter assessed against the Mortgaged Property and upon demand will furnish the Mortgagee receipted bills evidencing such payment. Nothing in this section shall require the payment or discharge of any obligation imposed upon the Mortgagor so long as the Mortgagor shall in good faith and at its own expense contest the same or the validity thereof by appropriate legal proceeding which shall operate to prevent the collection thereof or other realization thereon and the sale or forfeiture of the Mortgaged Property or any part thereof to satisfy the same; provided that during such contest the Mortgagor shall, at the option of the Mortgagee, provide security satisfactory to the Mortgagee, assuring the discharge of the Mortgagor’s obligation under said section and of any additional charge, penalty or expense arising from or incurred as a result of such contest; and provided further, that if at any time payment of any obligation imposed upon the Mortgagor by said section shall become necessary to prevent the delivery of a tax deed conveying the Mortgaged Property or any portion thereof because of nonpayment, then Mortgagor shall pay the same in sufficient time to prevent the delivery of such tax deed. Section 1.2 Liens. Except for (i) liens and encumbrances listed on Exhibit B hereto, (ii) purchase money security interests in furniture, equipment, or other personal property and (iii) security interests in equipment hereafter acquired (the “Permitted Encumbrances”) or any other liens consented to in writing by the Mortgagee, the Mortgagor will keep the Mortgaged Property free from all liens and encumbrances of every nature heretofore or hereafter arising which might or could be prior to or equal to the security interest of this Mortgage; and upon written demand of the Mortgagee, the Mortgagor will pay and procure the release of any such lien or encumbrance. Section 1.3 Care of Property. The Mortgagor will take good care of the Mortgaged Property, and will maintain the same in good repair and condition, ordinary depreciation excepted, and will commit or permit no waste and will not construct any new buildings, structures or other improvements on the Land nor add to or alter the design or structural character of any building, structure or other improvement now or hereafter erected upon the Land if, in the reasonable opinion of the Mortgagee, it would impair or lessen the value of the Mortgaged Property, and will not remove or permit removal of any buildings, structures or other improvements or fixtures of any kind from the Land nor do any act that would impair or lessen the value of the Mortgaged Property. The Mortgagor will promptly comply with all present and future laws, ordinances, rules and regulations of any governmental authority affecting the Mortgaged Property. 132777076v2 5 Section 1.4 Right of the Mortgagee to Enter. The Mortgagor will permit the Mortgagee and its agents to enter and to authorize others to enter upon any or all of the Mortgaged Property, at any reasonable time and from time to time, to inspect the same, and, after giving the Mortgagor reasonable notice and opportunity to perform, to perform or observe any covenants, conditions, or terms which the Mortgagor shall fail to perform, meet or comply with, or for any other purpose in connection with the protection or preservation of the Mortgagee’s security, without thereby becoming liable to the Mortgagor or any person in possession under the Mortgagor except for the Mortgagee’s negligence or willful misconduct. Section 1.5 Subrogation. If any prior lien is paid from the proceeds of the Note secured by this Mortgage, the Mortgagee shall be subrogated to the rights of the holder of such prior lien as fully as if such lien has been assigned to the Mortgagee. Section 1.6 Right of the Mortgagee to Perform. If the Mortgagor fails to pay all and singular any taxes, assessments or other similar charges heretofore or hereafter assessed against the Mortgaged Property or fails to obtain the release of any lien or encumbrance (other than Permitted Encumbrances or otherwise consented to by the Mortgagee) of any nature heretofore or hereafter arising upon the Mortgaged Property or fails to perform any other covenants and agreements contained in this Mortgage or if any action or proceeding is commenced which adversely affects or questions the title to or possession of the Mortgaged Property or the interest of the Mortgagor or Mortgagee therein, then the Mortgagee, at the Mortgagee’s option, after giving the Mortgagor reasonable notice and opportunity to perform, may perform such covenants and agreements, investigate and defend against such action or proceeding, and take such other action as the Mortgagee deems necessary to protect the Mortgagee’s interest. Any amounts disbursed by the Mortgagee pursuant to this section, including court costs and expenses and attorney’s fees, with interest thereon, shall become additional indebtedness of the Mortgagor and shall be secured by this Mortgage. Nothing contained in this paragraph shall require the Mortgagee to incur any expense or to do any act hereunder. Section 1.7 Limited Assumption. Except as provided in the Loan Agreement and except in accordance with Section 1.17, the Mortgagor shall not sell, assign, lease, convey, mortgage or otherwise encumber the legal or equitable title or both legal and equitable title to all or any portion of the Mortgaged Property without the written consent of the Mortgagee. So long as the Note is outstanding, no sale, assignment, lease, conveyance, mortgage or other encumbrance shall be made which impairs the validity of the Note or the exemption of the interest payable thereon from federal income taxation. Section 1.8 Loan Agreement. The Mortgagor shall promptly and faithfully observe all of the terms and provisions of the Loan Agreement binding upon it and will not permit any Event of Default (as defined therein) to occur thereunder. Section 1.9 Miscellaneous Rights of the Mortgagee. The Mortgagee may at any time and from time to time, without notice, release any person liable for payment of any indebtedness secured hereby, extend the time as permitted by law or agree to alter the terms of payment of any of the indebtedness, accept additional security of any kind, release any property securing the indebtedness or consent to the making of any plat or map of the Land or the creation of any easement thereon or any covenants restricting use or occupancy thereof, or alter or amend the 132777076v2 6 terms of this Mortgage in any way for the benefit of the Mortgagor. No such release, modification, addition or change shall affect the liability of any person other than the person so released for payment of any indebtedness secured hereby, nor affect the priority and first lien status of this Mortgage upon any property not released. Section 1.10 Assignment of Rents. The Mortgagor hereby bargains, sells, assigns and sets over to the Mortgagee all rents, issues and profits of the Mortgaged Property, which, whether before or after foreclosure or during the period of redemption shall accrue and be owing for the use and occupation of the Mortgaged Property or of any part thereof; provided, however, that until an Event of Default as hereinafter defined shall have occurred, the Mortgagee hereby authorizes the Mortgagor to receive all such rents, issues and profits. For the purpose aforesaid the Mortgagor does hereby constitute and appoint the Mortgagee its attorney in fact, irrevocably in its name, to receive, collect and receipt for all sums due or owing for such use and occupation, as the same may accrue. For the purpose aforesaid, upon the occurrence of an Event of Default the Mortgagee may enter and take possession of the Mortgaged Property and manage and operate the same and take any action which, in the Mortgagee’s judgment, is necessary or proper to conserve the value of the Mortgaged Property. The right to enter and take possession of the Mortgaged Property, to manage, operate and conserve the same, and to collect the rents, issues and profits thereof, shall be in addition to all other rights or remedies of the Mortgagee hereunder or afforded by law, and may be exercised concurrently therewith or independently thereof. The expense (including any receiver’s fees, attorney’s fees, costs and agent’s compensation) incurred pursuant to the powers herein contained shall be secured hereby, shall be payable by the Mortgagor upon demand. The Mortgagee shall not be liable to account to the Mortgagor for any action taken pursuant hereto other than to account for any rents actually received by the Mortgagee. Section 1.11 Further Assurances. At any time, and from time to time, upon request by the Mortgagee, the Mortgagor will make, execute and deliver or cause to be made, executed and delivered, to the Mortgagee, any and all other further instruments, certificates and other documents as may, in the reasonable opinion of the Mortgagee, be necessary or desirable in order to effectuate, complete, or perfect or to continue and preserve the obligations of the Mortgagor under the Loan Agreement and the estate and security interest granted by this Mortgage. Upon any failure by the Mortgagor so to do, the Mortgagee may make, execute and record any and all such instruments, certificates and documents for and in the name of the Mortgagor and the Mortgagor hereby irrevocably appoints the Mortgagee the agent and attorney in fact of the Mortgagor so to do. Section 1.12 Expenses. The Mortgagor will pay or reimburse the Mortgagee for all reasonable attorney’s fees, costs and expenses incurred by the Mortgagee in any proceedings involving the estate of a decedent or an insolvent, or in any action, legal proceeding or dispute of any kind in which the Mortgagee is made a party, or appears as party plaintiff or defendant, affecting the indebtedness secured hereby, this Mortgage or the interest created herein, or the Mortgaged Property, including but not limited to the exercise of the power of sale set forth in this Mortgage, any condemnation action involving the Mortgaged Property, or collection of insurance proceeds or any action to protect the security hereof; and any such amounts paid by the Mortgagee shall be added to the indebtedness secured by this Mortgage. 132777076v2 7 Section 1.13 Books and Records. The Mortgagor shall keep and maintain full, true and accurate books of accounts adequate to reflect correctly the results of the operation of the Mortgaged Property, which books and the records relating thereto shall be open to inspection by the Mortgagee or its representative during ordinary business hours. Section 1.14 Final Maturity Date. The Mortgagor shall, at the request of the Mortgagee, amend the Mortgage to reflect any change in the final maturity date of the debt secured by the Mortgage as set forth in the Mortgage if such date is either accelerated or extended as provided in the Note. However, in no case may the final maturity date be extended beyond thirty years from the date of the Note. Section 1.15 Hazardous Materials. The Mortgagor represents and warrants to the Mortgagee, its successors and assigns, that, except to the extent reasonably necessary in the ordinary course of its operations, it has not used or permitted and will not use or knowingly permit the Mortgaged Property to be used, whether directly or through contractors, agents or tenants, and to the Mortgagor’s actual knowledge without investigation or inquiry, the Mortgaged Property has not at any time been used for the generating, transporting, treating, storage, manufacture, emission of, or disposal of any dangerous, toxic or hazardous pollutants, chemicals, wastes or substances as defined in the Federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), or the Federal Resource Conservation and Recovery Act of 1976 or any other federal, state or local environmental laws, statutes, regulations, requirements and ordinances (“Hazardous Materials”); that there have been no investigations or reports involving Mortgagor or the Mortgaged Property by any governmental authority which in any way pertain to Hazardous Materials; that the operation of the Mortgaged Property has not violated and is not currently violating any federal, state or local law, regulation, ordinance or requirement governing Hazardous Materials; that the Mortgaged Property is not listed in the United States Environmental Protection Agency’s National Priorities List of Hazardous Waste Sites nor any other list, schedule, log, inventory or record of Hazardous Materials or hazardous waste sites, whether maintained by the United States Government or any state or local agency and that the building improvements do not contain any formaldehyde, urea or asbestos, except as may have been disclosed in writing to the Mortgagee by the Mortgagor at the time of execution and delivery of this Mortgage. The Mortgagor agrees to indemnify and reimburse the Mortgagee, its successors and assigns, for any breach of these representations and warranties and from any loss, damage, expense or cost arising out of or incurred by Mortgagee which is the result of a breach of, misstatement of or misrepresentation of the above covenants, representations and warranties, together with all attorneys’ fees incurred in connection with the defense of any action against the Mortgagee arising out of the above. These covenants, representations and warranties shall be deemed continuing covenants, representations and warranties for the benefit of the Mortgagee, and any successors and assigns of the Mortgagee, including any purchaser at mortgage foreclosure sale, any transferee of the title of the Mortgagee or any subsequent purchaser at a foreclosure sale and shall survive any foreclosure of this Mortgage and any acquisition of title by Mortgagee or anyone claiming, through or under this Mortgage, the title of Mortgagee. The amount of all such indemnified loss, damage, expense or cost, shall bear interest thereon at the highest rate of interest in effect on the Note and shall become so much additional indebtedness secured by this Mortgage and shall become immediately due and payable in full on demand of the Mortgagee, its successors and assigns. Said indemnity shall only apply in connection with conditions which were in existence, in whole 132777076v2 8 or in part, prior to the date on which Mortgagee acquires possession and title to the Mortgaged Property. Section 1.16 Removal of Personal Property. The Mortgagor will not, without the prior consent of the Mortgagee, remove or permit the removal or sell or otherwise surrender its right to possession of any personal property which is a part of the Mortgaged Property unless (1) the Mortgagor first determines that such item has become inadequate, obsolete, worn out, unsuitable, undesirable or unnecessary for the operation of the Mortgaged Property and that such disposition will not otherwise materially impair the operating unity or structural unity of the Mortgaged Property, and (2) if the estimated fair market value of such item exceeds $50,000, the Mortgagor substitutes for such item machinery or equipment of substantially equivalent utility to that replaced, provided that if any personal property is removed under the provisions of this Section the Mortgagor or lessee shall repair and restore any and all damage to the Mortgaged Property resulting from the removal of such items. This Mortgage shall immediately attach to and constitute a lien or security interest against any substituted item without further act or deed of the Mortgagor. Section 1.17 Release of Real Property; Granting of Easements. Except for Permitted Encumbrances, without first obtaining the written consent of the Mortgagee, which consent shall not be unreasonably withheld or delayed, the Mortgagor may not at any time or times grant to itself or others easements, licenses, rights of way and other rights or privileges in the nature of easements with respect to the Land, free from the lien of the Mortgage, nor may the Mortgagor release existing easements, licenses, rights of way and other rights or privileges with or without consideration. If the Mortgagee gives such consent, the Mortgagee will execute and deliver any instrument necessary or appropriate to confirm and grant or release any such easement, license, right of way or privilege. 132777076v2 9 ARTICLE II INSURANCE, CONDEMNATION, USE OF PROCEEDS Section 2.1 Insurance. The Mortgagor shall keep the buildings, structures, fixtures and other improvements now existing or hereafter erected on the Land insured against loss by fire, vandalism and malicious mischief, perils of extended coverage, and such other hazards, casualties and contingencies as may be reasonably specified by the Mortgagee. All insurance shall be carried in companies approved by the Mortgagee and the policies and renewals thereof shall (i) contain a waiver of defense based on coinsurance, (ii) be constantly assigned and pledged to and held by the Mortgagee as additional security for the indebtedness secured by this Mortgage, (iii) have attached thereto loss-payable clauses in favor of and in form acceptable to the Mortgagee which provide for proceeds of insurance resulting from claims per casualty thereunder to the improvements to the Land which are less than $75,000 for loss or damage covered thereby to be made payable directly to the Mortgagor, provided that Mortgagor shall use such proceeds for repair of the Mortgaged Property pursuant to Section 2.3(1) of this Mortgage and proceeds from such claims which are equal to or in excess of $75,000 to be made payable directly to the Mortgagee, and (iv) shall provide that Mortgagee shall receive thirty (30) days notice in advance of cancellation or substantial modification of the policy. In default thereof, the Mortgagee may effect such insurance and the amount paid therefor shall become immediately due and payable. In event of loss the Mortgagor will give immediate notice by mail to the Mortgagee, who may make proof of loss if not made promptly by the Mortgagor. The Mortgagor hereby authorizes the Mortgagee to settle and compromise all claims on such policies and hereby authorizes and directs each insurance company concerned to make payment for any such loss directly to the Mortgagee instead of to the Mortgagor and the Mortgagee jointly. In event of foreclosure of this Mortgage, all right, title and interest of the Mortgagor in and to any property insurance policies then in force shall pass to the purchaser at the foreclosure sale. The Mortgagor shall also maintain insurance against all liability for injury to persons or property arising from the operation of the Mortgaged Property; and the Mortgagee shall be named as additional insured. Section 2.2 Condemnation. The Mortgagor shall give the Mortgagee immediate notice of the actual or threatened commencement of any proceedings under condemnation or eminent domain affecting all or any part of the Mortgaged Property or any easement therein or appurtenance thereof. If all or any part of the Mortgaged Property is damaged, taken or acquired, either temporarily or permanently, in any condemnation proceeding, or by exercise of the right of eminent domain, the amount of any award or other payment for such taking, acquisition or damages made in consideration thereof, to the extent of the full amount of the remaining unpaid indebtedness secured by this instrument, is hereby assigned to the Mortgagee, who is empowered to collect and receive the same and to give proper receipts therefor in the name of the Mortgagor and proceeds from any such condemnation award which are equal to or in excess of $75,000 shall be paid forthwith to the Mortgagee, to be held and applied as set forth in Section 2.3 hereof; proceeds of any condemnation award which are less than $75,000 may be made payable directly to the Mortgagor. 132777076v2 10 Section 2.3 Mortgagor to Repair, Replace, Rebuild or Restore. If any principal amount of the Note is outstanding when all or any part of the Mortgaged Property is taken by eminent domain, or destroyed or damaged, unless the Mortgagor exercises its right to prepay all or a portion of the Note pursuant to Section 2.4 hereof: (1) The Mortgagor shall proceed promptly, subject to the provisions of subsection (2), to replace, repair, rebuild and restore the Mortgaged Property to substantially the same condition as existed before the taking or event causing the damage or destruction, with such changes, alterations and modifications (including substitution or addition of other property) as may be desired by the Mortgagor, and reasonably approved by the Mortgagee, and will be suitable for continued operation of the Mortgaged Property for the business purposes of the Mortgagor. (2) All proceeds of any condemnation award or property insurance claim which are equal to or in excess of $75,000 shall be paid directly to the Mortgagee. Subject to the option of Section 2.4 hereof, the Mortgagee shall apply such proceeds, less such sum, if any, required for payment of all expenses incurred in collecting the same (“Net Proceeds”), to payment of the costs of repair, replacement, rebuilding or restoration of the Mortgaged Property upon compliance with such construction and disbursement terms as the Mortgagee may deem reasonably necessary, including deposit with the Mortgagee of such funds of the Mortgagor as may be required to insure payment of all costs of rebuilding and restoration. If such deposit is not made when requested by the Mortgagee, or if any other Event of Default should occur while the Mortgagee is retaining the Net Proceeds, the Mortgagee may apply said Net Proceeds on the indebtedness of the Mortgagor under the Loan Agreement and the balance of Net Proceeds remaining after payment of all costs of any repair, rebuilding, replacement or restoration of the Mortgaged Property shall be applied against the unpaid principal balance of the Note. (3) The Mortgagor shall not, by reason of the payment of any costs of repair, rebuilding, replacement or restoration, be entitled to any reimbursement from the Issuer or any abatement or diminution of the amounts payable under Article III of the Loan Agreement. Section 2.4 Use of Proceeds to Prepay Loan and Note. In the event the Mortgagor does not elect to rebuild and restore the Mortgaged Property pursuant to Section 2.3, the Mortgagor may elect to apply the Net Proceeds of any property insurance or condemnation award to prepay the Note. Any such prepayment shall be applied against the accrued interest then due on the Note and then against the final principal amounts and any premium (as defined in the Loan Agreement) due under the Note. Any excess remaining after such application shall be returned to the Mortgagor. 132777076v2 11 ARTICLE III DEFAULT Section 3.1 Event of Default Defined. Each of the following occurrences shall constitute an Event of Default hereunder: (1) The Mortgagor shall fail to pay when due the principal sum of the Note or any interest thereon or any installment thereof; (2) The Mortgagor shall fail to pay when due any other payment due under the Loan Agreement or this Mortgage and such failure continues for ten (10) days thereafter; (3) An Event of Default (as that term is defined therein) shall occur under the Loan Agreement; (4) Except as otherwise provided in this Mortgage, the Mortgagor, without the written consent of the Mortgagee, voluntarily or by operation of law, shall transfer, sell, convey or assign all or any part of the legal or equitable title or legal and equitable title to the Mortgaged Property, or any part of the Mortgaged Property, or any of the personalty located thereon or used or intended to be used in connection therewith; (5) The Mortgagor shall otherwise fail to perform or observe any of the covenants contained in this Mortgage and such default shall remain uncured for thirty (30) days after written notice thereof to the Mortgagor specifying such default and requesting that it be remedied, unless the Mortgagee shall agree in writing to an extension of such time prior to its expiration, or for such longer period as may be reasonably necessary to remedy such default provided that the Mortgagor is proceeding with reasonable diligence to remedy the same, and provided that such longer period does not place the Mortgaged Property at material risk; (6) Any representation or warranty made by the Mortgagor in this Mortgage or in the Loan Agreement is untrue or misleading in any material respect, or any statement, certificate or report furnished hereunder or under the Loan Agreement by or on behalf of the Mortgagor is untrue or misleading in any material respect on the date as of which the facts set forth are stated or certified; (7) If (a) the Mortgagor shall file a petition in bankruptcy or for reorganization or for an arrangement pursuant to any present or future federal bankruptcy act or under any similar federal or state law, or (b) shall be adjudicated a bankrupt or insolvent, or (c) shall make an assignment for the benefit of its creditors, or (d) shall admit in writing its inability to pay its debts generally as they become due, or (e) if a petition or answer proposing the adjudication of the Mortgagor as a bankrupt or its reorganization under any present or future federal bankruptcy act or any similar federal or state law shall be filed in any court and such petition or answer shall not be discharged of denied within 90 days after the filing thereof, or (f) a receiver, trustee or liquidator of the Mortgagor or of all or substantially all of the assets of the Mortgagor or of the Mortgaged Property shall be appointed in any proceeding brought against the Mortgagor and shall not be discharged within 90 days after such appointment, or (g) if the estate or interest of 132777076v2 12 the Mortgagor in the Mortgaged Property or a part thereof shall be levied upon or attached in any proceeding and such process shall not be vacated or discharged within 90 days after such levy or attachment, or (h) if the Mortgagor shall be dissolved or liquidated. Section 3.2 Remedies. Upon the occurrence of an Event of Default or at any time thereafter until such Event of Default is cured to the satisfaction of the Mortgagee, the Mortgagee may, at its option, exercise any and all of the following rights and remedies (and any other rights and remedies available to it including, without limitation, the rights and remedies provided to the Issuer under Section 6.2 of the Loan Agreement): (1) The Mortgagee may, without notice to the Mortgagor or Issuer, declare immediately due and payable all indebtedness secured by this Mortgage, the same shall thereupon be immediately due and payable (subject to the limited liability of the Issuer on the Note as set forth therein); and (2) The Mortgagee may foreclose this Mortgage by action or advertisement, and the Mortgagor hereby authorizes the Mortgagee to do so, power being herein expressly granted to sell the Mortgaged Property at public auction without any prior hearing or notice thereof and to convey the same to the purchaser, in fee simple, pursuant to the statutes of Minnesota in such case made and provided and, out of the proceeds arising from such sale, to pay all indebtedness secured hereby with interest, and all legal costs and charges of such foreclosure and the maximum attorney’s fees permitted by law, which costs, charges and fees the Mortgagor herein agrees to pay; and (3) The Mortgagee may exercise any of the remedies made available under the Minnesota Uniform Commercial Code. In the event of a sale under the Mortgage, whether by virtue of judicial proceedings or otherwise, the Mortgaged Property may, at the option of the Mortgagee, be sold in such parcels, manner and order as the Mortgagee in its sole discretion may elect. Section 3.3 Purchase of Mortgaged Property. In case of any sale of the Mortgaged Property pursuant to any judgment or decree of any court or otherwise in connection with the enforcement of any of the terms of this Mortgage, the Mortgagee, its successors and assigns, may become the purchaser, and for the purpose of making settlement for or payment of the purchase price, shall be entitled to turn in and use the Note and any claims for interest matured and unpaid thereon, together with additions to the mortgage debt, if any, accrued in order that there may be credited as paid on the purchase price the sum then due under the Note, including principal thereof and interest and any premium thereon, and any accrued additions to the mortgage debt. Section 3.4 Appointment of Receiver. If any portion of the Mortgaged Property has been leased, after the happening of any Event of Default and during its continuance or upon the commencement of any proceedings to foreclose this Mortgage or to enforce the specific performance hereof or in aid thereof or upon the commencement of any other judicial proceeding to enforce any right of the Mortgagee, the Mortgagee shall be entitled, as a matter of right, if it shall so elect, without the giving of notice to any other party and without regard to the adequacy or inadequacy of any security for the mortgage indebtedness, forthwith either before or after 132777076v2 13 declaring the unpaid principal of the Note to be due and payable, to the appointment of a receiver or receivers. Section 3.5 Proceeds. The purchase money proceeds and avails of any sale of the Mortgaged Property or any part thereof, and the proceeds and avails of any other remedy hereunder, shall be paid to and applied as follows: (1) First, to the payment of costs and expenses of foreclosure and of such sale and of all proper expenses (including maximum attorney’s fees permitted by law), liability and advances incurred or made hereunder by the Mortgagee, and of all taxes, assessments or liens superior to the lien of this Mortgage. (2) Second, to the payment to the Mortgagee of the amount then owing or unpaid under the Note and this Mortgage for principal, interest and any premium and in case any such proceeds shall be insufficient to pay the whole amount so due, then first to final payments of principal and then to the payment of interest thereon; and (3) Third, to the payment of any excess to the Mortgagor, its successors and assigns, or to whomsoever may be lawfully entitled to receive the same. Section 3.6 Proceedings Discontinued. In case the Mortgagee shall have proceeded to enforce any right under this Mortgage by foreclosure, sale, entry or otherwise, and such proceedings shall have been discontinued or abandoned for any reason or shall have been determined adversely, then and in every such case the Mortgagor and Mortgagee shall be restored to their former positions and rights hereunder with respect to the property subject to the lien hereof. 132777076v2 14 ARTICLE IV MISCELLANEOUS Section 4.1 No Implied Waiver. Any delay by the Mortgagee in exercising or any failure by the Mortgagee to exercise any right or remedy hereunder, or afforded by law, shall not be a waiver of or preclude the exercise of any right or remedy hereunder, whether on such occasion or any future occasion. Section 4.2 Remedies Cumulative. Each remedy of the Mortgagee is distinct and cumulative to each other right or remedy under this Mortgage or afforded by law and may be exercised concurrently or independently. Section 4.3 Successors and Assigns. The covenants and agreements herein contained shall bind, and the rights hereunder shall inure to, the respective successors and assigns of the Mortgagor and the Mortgagee, including among the Mortgagor’s assigns any purchasers or transferees of the Mortgaged Property. Section 4.4 Notices. Any notice, request, demand or other communication permitted or required hereunder shall be in writing and shall be deemed duly given when hand delivered or received by certified or registered United States mail, return receipt requested, postage prepaid and addressed as follows: If to the Mortgagor: White Bear Montessori School, Inc. 1201 East County Road E White Bear Lake, MN 55110 Attention: Head of School If to the Mortgagee: Premier Bank 2151 3rd Street White Bear Lake, MN 55110 Attention: President – White Bear Lake or at such other address as either party shall notify the other of as aforesaid. Section 4.5 Headings. The headings of the sections contained herein are for convenience only and are not to be construed to be a part of or limit or affect the terms hereof. Section 4.6 Indemnity. The Mortgagor shall indemnify Mortgagee and save the Mortgagee harmless from all costs and expenses, including reasonable attorneys’ fees, incurred by Mortgagee in any proceedings or disputes of any kind in which the Mortgagee is made a party, or appears, and which affects the indebtedness secured hereby, this Mortgage, the interest created herein, or the Mortgaged Property. Proceedings and disputes shall include, but shall not be limited to, exercise of the power of sale provided for in Section 3.2(2), condemnation action involving the land and any action to protect the security provided for herein. Any amounts paid 132777076v2 15 by the Mortgagee, for which the Mortgagee is entitled to indemnity, may, at the Mortgagee’s option, be added to the indebtedness secured by this Mortgage. Section 4.7 Construction Mortgage. This Mortgage constitutes a construction mortgage as defined in Minnesota Statutes, Section 336.9-334. 132777076v2 S-1 IN WITNESS WHEREOF, the Mortgagor has caused this Mortgage to be duly executed as of the day and year first above written. White Bear Montessori School, Inc. By ____________________________________ Its Head of School STATE OF MINNESOTA ) ) SS COUNTY OF [________] ) The foregoing instrument was acknowledged before me this ____ day of ___________, 2024, by Marine McPherson, the Head of School, of White Bear Montessori School, Inc., a Minnesota nonprofit corporation, on behalf of said corporation. _______________________________________ Notary Public [Notarial Stamp] 132777076v2 A-1 EXHIBIT A Legal Description The real property situated in the Gem Lake, County of Ramsey, State of Minnesota, described as follows: [PROVIDE] 132777076v2 B-1 EXHIBIT B Permitted Encumbrances [PROVIDE] City of Gem Lake, MN Resolution No. 2024-007 May 21, 2024 A RESOLUTION AUTHORIZING THE CITY TREASURER TO DISTRIBUTE A PORTION OF THE CHARITABLE GAMBLING FUNDS TO THE WHITE BEAR LAKE AREA FOOD SHELF. WHEREAS, the City of Gem Lake participates in the distribution of charitable gambling funds received from the Country Lounge WHEREAS, the City of Gem Lake distributes these funds to local 501(c)(3) tax-exempt organizations WHEREAS, the City of Gem Lake City Council suggested a donation at their April 16, 2024 meeting in support of the White Bear Lake Area Food Shelf. NOW, THEREFORE BE IT RESOLVED, by the City of Gem Lake, Minnesota, the City Treasurer is authorized to send $1,500.00 to support the White Bear Lake Area Food Shelf for the month of April 2024. The motion for adoption of the foregoing Resolution was duly introduced by Councilmember __________ and supported by Councilmember __________, and upon vote being taken thereon, the resolution passed with a vote of _____ in favor and _____ against. ATTEST I, Melissa Lawrence, the duly qualified Acting City Clerk of the City of Gem Lake, County of Ramsey, State of Minnesota, do hereby certify that the foregoing Resolution is a true and accurate representation of action taken by the City Council of the City of Gem Lake on the date first written. May 21, 2024 Melissa Lawrence, Acting City Clerk Date City of Gem Lake, MN Resolution No. 2024-008 May 21, 2024 A RESOLUTION FUNDING THE GEM LAKE SCHOLARSHIP AND AWARDING THE SCHOLARSHIP TO WHEREAS, the City of Gem Lake participates in the distribution of charitable gambling funds received from the Country Lounge WHEREAS, the City of Gem Lake distributes these funds to local 501(c)(3) tax-exempt organizations and the City’s own Scholarship fund, WHEREAS, the City of Gem Lake created a scholarship for the year 2024, WHEREAS, the City of Gem Lake awards, Dov Nathanson said scholarship in the amount of $1,000.00, NOW, THEREFORE BE IT RESOLVED, that the City Treasurer is authorized to send the Rochester Institute of Technology a check in the amount of $1,000.00. The motion for adoption of the foregoing Resolution was duly introduced by Councilmember __________ and supported by Councilmember __________, and upon vote being taken thereon, the resolution passed with a vote of _____ in favor and _____ against. ATTEST I, Melissa Lawrence, the duly qualified Acting City Clerk of the City of Gem Lake, County of Ramsey, State of Minnesota, do hereby certify that the foregoing Resolution is a true and accurate representation of action taken by the City Council of the City of Gem Lake on the date first written. May 21, 2024 Melissa Lawrence, Acting City Clerk Date City of Gem Lake, MN Resolution No. 2024-009 May 21, 2024 A RESOLUTION FUNDING THE GEM LAKE SCHOLARSHIP AND AWARDING THE SCHOLARSHIP TO WHEREAS, the City of Gem Lake participates in the distribution of charitable gambling funds received from the Country Lounge WHEREAS, the City of Gem Lake distributes these funds to local 501(c)(3) tax-exempt organizations and the City’s own Scholarship fund, WHEREAS, the City of Gem Lake created a scholarship for the year 2024, WHEREAS, the City of Gem Lake awards, James Marier said scholarship in the amount of $1,000.00, NOW, THEREFORE BE IT RESOLVED, that the City Treasurer is authorized to send the Minnesota State University, Mankato a check in the amount of $1,000.00. The motion for adoption of the foregoing Resolution was duly introduced by Councilmember __________ and supported by Councilmember __________, and upon vote being taken thereon, the resolution passed with a vote of _____ in favor and _____ against. ATTEST I, Melissa Lawrence, the duly qualified Acting City Clerk of the City of Gem Lake, County of Ramsey, State of Minnesota, do hereby certify that the foregoing Resolution is a true and accurate representation of action taken by the City Council of the City of Gem Lake on the date first written. May 21, 2024 Melissa Lawrence, Acting City Clerk Date Gem Lake Trail and Open Space Plan for 2024-2025 From Gretchen Artig-Swomley, Mayor, Gem Lake Gem Lake owns and maintains a small trail and open space area in the southwestern area of the city, adjacent to the Gem Lake Villas development. The area was originally seeded with wildflowers and planted with numerous trees by the Villas developer approximately four years ago. For the first several years, the maintenance of some of the trees and the wildflower planting areas were the responsibility of the developer. This responsibility has now passed to the city. In 2022, a variety of additional trees were planted by the Tree Trust, as part of a settlement with Water Gremlin, stemming out of an environmental pollution event they were responsible for. The Tree Trust fulfilled their initial obligation for maintenance of the trees they planted. Some survived, others did not. On-going maintenance and improvement of this wonderful area is a priority for the City of Gem Lake. In 2023, the City Council authorized the purchase of an additional park bench on the trail, and a set of colorful and descriptive signs along the trail. These signs were intended to educate the public on wildflower plantings and how these native plants help the eco-system they exist within. The signs were developed in partnership with master gardener Dr. Kim Anderson. The project was paid for through a contribution to the city by Luther Cadillac for park and trail projects. For 2024, tree planting and possible reseeding projects are planned as follows: 1. The Tree Trust has agreed to evaluate tree planting done by them over the last few years and replace up to 12 trees that were dead or dying on the last inspection. This is projected to take place in June. However, since this is largely a volunteer organization, some flexibility is required in scheduling expectations. Pete Tholen of White Bear Township Public Works Department will coordinate this project with the Tree Trust and will be the primary point of contact. Please note that the Tree Trust has made it clear that they will only maintain any newly planted trees for the remainder of 2024. After that point, tree maintenance will be the responsibility of the city. 2. Fourteen other trees that were planted by the developer initially have died. Their locations have been marked, staked and agreed to between myself and WBT public works, with feedback from volunteer Kim Anderson. These fourteen trees are spread out along the western and northern edges of the city property. (See map) Quotes are being obtained by two companies to replace these trees. This number may go down to 12 trees, based on completion of work by the Tree Trust this summer. I suggest the quotes be evaluated at our May 21 meeting. Once a vendor has been selected, the amount can be adjusted downward without further council approval if we decide to plant two fewer trees, based on expert feedback. The tree planting will be coordinated by Pete Tholen of White Bear Township Public Works Department, who will be the primary point of contact with the tree vendors. The tree replacements will happen this summer sometime after the Tree Trust has completed their work. 3. Two additional trees will be added by the city, for a total of 14-16 city purchased trees. (In other words, in addition to any trees the Tree Trust will be willing to replace them for us.) These two new tree locations have been marked and staked and are part of the quotes being sought. The sites for the two new trees are both along the western edge of the property. The two new trees are included in the tree quotes obtained and will be part of the tree replanting project that Pete Tholen of WBT will coordinate and will be the primary point of contact for outside vendors. The sites have been agreed upon by all parties involved. 4. Prairie Restorations, a company that specializes in native plantings has met with representatives from Gem Lake to evaluate the current wildflower plantings on city property. They feel the western wildflower plantings need to be completely reseeded. This would take a phase approach, based on logistics and budget restrictions. The company suggests starting with the elimination of invasive species in the northern area, as well as an overspray of cool grasses, also in the northern area. This 2024 work would take place sometime this summer. They also suggest reseeding of both the northern and western areas, starting will a controlled burn, to be done in 2025. A quote has been obtained for the initial work. (See attached) Another quote will be obtained sometime this fall or winter covering the complete reseeding next year. This quote will be obtained in time for it to be incorporated into a preliminary budget for 2025. Pete Tholen from White Bear Township will coordinate this project and will be the primary point of contact for outside vendors. Plans for 2025 would possibly involve the following: 1. Complete reseeding of the wildflower areas if budget allows. This would involve a controlled burn. 2. Some replanting of the sandy infiltration pond in on the eastern side of the trail, if a proper permit can be obtained from the Ramsey County Watershed Organization. Attachments: A. Map showing requested tree planting locations. This map does not include the dead trees that the Tree Trust is evaluating for possible replacement. B. Tree planting / removal quotes. One of these quotes may not be available for the May Council meeting. C. A quote from Prairie Restorations to conduct work on the wildflower areas. 244 Summ it Fa rm Ln 244 244 Su mm it F arm L n Su m mitFarm Ln County Road E E D a n ie l s F a rm R d 244 244 D a n i e l s F a r m R d Co un t y R oad E E Gem Lake Maxar, Microsoft, Esri Community Maps Contributors, County of Ramsey, Metropolitan Council, MetroGIS, © OpenStreetMap, Microsoft, Esri, TomTom, Garmin, SafeGraph, GeoTechnologies, Inc, METI/NASA, USGS, EPA, NPS, US Census Bureau, USDA, USFWS Tree Species-Copy Blue Beech Concolor Fir Eastern White Pine Hackberry Horsechestnut Hybrid Elm Ironwood Kentucky Coffeetree Mountain Ash Swamp White Oak Tamarack 5/15/2024, 8:39:40 AM 0 0.03 0.050.01 mi 0 0.04 0.080.02 km 1:2,257 ArcGIS Web AppBuilder Maxar, Microsoft | Dakota County, MN | This dataset is compiled monthly by the Hennepin County GIS Office from parcel geometry that is created and maintained by the Hennepin County Resident and Real Estate Services Survey Division and tax attributes extracted from the Hennepin County Estimate Date: WHITE BEAR TOWNSHIP, MN 55110 WHITE BEAR TOWNSHIP May-10-2024 Gem Lake - Summit Farm Tree Replacement White Bear Township, MN 55110 Pete.tholen@whitebeartownship.org (651) 747-2776 Email: Phone: EST4610013Est ID: Tree Replacement $7,758.45 ·Removal of 14 tagged trees throughout common area as designated on provided map ·Installation of the following as designated on the map o 2 - 6-8' Park Grade White Pine o 10 - 6-8' Park Grade Norway Spruce o 1 - 2-2.5" Park Grade Honeylocust ·One tree to be removed, backfilled and not replaced ·Removal of basket and burlap to the best of our ability ·Mulching of trees installed ·One year Warranty on all trees installed Estimate Total $7,758.45 Subtotal Taxes $7,758.45 $0.00 Contract Payment Summary PO #Contract # page 1 of 254016 Hudson, WI 850 Kelly Road Ericshimon@willowrivertree.com Willow River Company P.715-386-3196 www.WillowRiverTree.com |I| Contractor: Signature Date: Eric Shimon Client: Signature Date:05/15/2024 |SNGT| |mm/dd/yyyy| page 2 of 254016 Hudson, WI 850 Kelly Road Ericshimon@willowrivertree.com Willow River Company P.715-386-3196 www.WillowRiverTree.com |I| White Bear Lawn and Snow, LLC 1367 County Rd H2 E White Bear Township, MN 55110 +1 6517558390 whitebearlawnandsnow@gmail.com www.whitebearlawnandsnow.com Estimate ADDRESS Pete Tholen White Bear Township 1281 Hammond Rd Saint Paul, MN 55110 United States SHIP TO White Bear Township Villas of Gem Lake 55 Summit Farm Ln Vadnais Heights, MN 55110 ESTIMATE #DATE 1650 05/14/2024 DATE DESCRIPTION QTY RATE AMOUNT 05/14/2024 Tree Services: Villas of Gem Lake, 55 Summit Farm Ln, Vadnais Heights, MN 55110 - Remove dead & replace new, (10) Norway Spruce, 6ft B&B, as indicate on map, tagged with pink ribbon - Remove dead & replace new, (1) Northern Acclaim Honeylocust, 2in B&B, as indicate on map, tagged with pink ribbon - Plant (2) new Eastern White Pine, 6ft B&B, as indicate on map, white paint and flag of locations - Remove (1) dead tree & dirt/seed/straw, as indicate on map, tagged with pink ribbon - Dispose all dead trees - All trees will have a mulch bed ring - All trees will have burlap bag & wire basket removed - All trees are subject to a limited warranty of 12 months under normal conditions 1 13,470.00 13,470.00T SUBTOTAL 13,470.00 TAX 0.00 TOTAL $13,470.00 Accepted By Accepted Date Base Bid Alternate Bid Albrecht Company 1408 W. County Road C ♦ Roseville, MN 55113 ♦ Ph (651)-633-4510 ♦ Fax (651) 633-1675 ♦ www.albrechtcompany.com ♦ mail@albrechtcompany.com Page 1 of 2 April 9, 2024 Attn: Melissa Lawrence - City Clerk City of Gem Lake Second Update - Proposal for Lawn Irrigation System – Gem Lake City Hall 4200 Otter Lake Road Gem Lake, MN 55110 Irrigation Base Bid $6,541* Estimated quantities • ( 1 ) Hunter HPC 4 station WiFi enabled controller with ( 1 ) 3 station module • ( 1 ) Wireless rain sensor • ( 5 ) Hunter model PGV 1” remote control valves • ( 28 ) Hunter PGP Ultra 4” rotor • ( 14 ) Hunter Pro-S 4” spray head with MP Rotator nozzle • ( 10 ) lineal feet of 3” PVC sleeve installed via compaction boring • ( A/R ) 100# High density polyethylene pipe – size as required • ( A/R ) #18-12 multi conductor direct burial control wire Irrigation Alternate #1 ADD $5,380* Estimated quantities • ( 2 ) Hunter model PGV 1” remote control valves • ( 7 ) Hunter PGP Ultra 4” rotor • ( 11 ) Hunter Pro-S 4” spray head with MP Rotator nozzle • ( 25 ) lineal feet of 3” PVC sleeve installed via compaction boring • ( A/R ) 100# High density polyethylene pipe – size as required • ( A/R ) #18-12 multi conductor direct burial control wire *NOTES: • Quote is based on existing water source being in good working condition • Quote is based on using existing electrical outlet • WiFi connection to controller provided by owner • Subject to changes for irregular concealed contingencies, such as rocks and debris. • Private utilities located by others • Property line established by others • Quote is based on available water flow rate of ( 30 ) gallons per minute and static pressure of ( 70 ) p.s.i. at point of connection This proposal may be withdrawn by Albrecht Co. if not accepted within 15 days. Please feel free to call me for verification. Acceptance of proposal: The above prices, specifications and conditions are hereby accepted. You are authorized to do the work as specified. Payment will be 30% down and the balance in full upon completion. Albrecht Company’s bid does not reflect any costs for bond or on permits. A 2.9% service fee will be added to any payments made by credit card. Signature:___________________________________________ Date of acceptance:____________ Albrecht Company 1408 W. County Road C ♦ Roseville, MN 55113 ♦ Ph (651)-633-4510 ♦ Fax (651) 633-1675 ♦ www.albrechtcompany.com ♦ mail@albrechtcompany.com Page 2 of 2 Notice A. Any person or company supplying labor or materials for this improvement to your property may file a lien against your property if that person or company is not paid for the contribution. B. Under Minnesota law, you have the right to pay persons who supplied labor or materials for this improvement directly and deduct this amount from our contract price, or withhold the amounts due them from us until 120 days after completion of the improvements unless we give you a lien waiver signed by persons who supplied any labor or material for the improvement and who gave you timely notice. Additional terms and conditions We shall invoice the project upon completion unless the project exceeds one month wherein we shall invoice the project on a monthly basis for labor and material supplied and be entitled to receive progress payments. Invoices are due upon receipt. Not withstanding anything contained herein to the contrary, any material alteration, addition, or deviation from the terms and specifications contained in this contract involving extra costs will be executed only upon written request, and will become an extra charge over and above the contract price; a monthly finance charge of 1.5% shall be added to any unpaid outstanding balance. In the event that we must take legal action to recover from you the amounts due under the terms of this contract, including any additional change orders, it is agreed that you will also be liable for all costs and disbursements and reasonable attorneys’ fees incurred in collection. The warranty for workmanship specified herein is conditioned upon receipt of full payment for all materials furnished work performed. Customer: ________________________________ Date of Proposal: _____________ Customer Signature: _______________________________ Date of Acceptance: _____________ 11. ALL FIELD WIRE ABOVE GRADE OR WITHIN STRUCTURE TO BE INSTALLED IN CONDUIT PER LOCAL CODE. 9. CONTROLER SHALL BE GROUNDED PER MANUFACTURER'S SPECIFICATIONS. 4. POWER FOR THE IRRIGATION CONTROLLER, PUMP AND OTHER ELECTRICAL COMPONENTS SHALL BE PROVIDED BY OTHERS. 6.SOME IRRIGATION COMPONENTS AND PIPING ARE SHOWN IN HARDSCAPE AREAS AND OUTSIDE OF PROPERTY 1. IRRIGATION POINT OF CONNECTION SHALL BE CAPABLE OF DELIVERING A VARIABLE FLOW RATE OF 2. IF THE POINT OF CONNECTION EXCEEDS THE ABOVE PRESSURE REQUIREMENTS, A PRESSURE REGULATOR SHALL BE 5. IRRIGATION SYSTEM IS DISPLAYED SCHEMATIC IN NATURE. MINOR FIELD ADJUSTMENTS MAY BE NECESSARY TO 8. SYSTEM TO BE INSTALLED PER MANUFACTURER'S SPECIFICATIONS. 7. MAINLINE, LATERALS AND CONTROL WIRES SHALL BE INSTALLED INSIDE THE SAME TRENCH WHENEVER POSSIBLE.. INSTALLED AT THE OWNER'S EXPENSE. PRESSURE REGULATOR SHALL BE SET AT THE PRESSURE RECOMMENED ABOVE. CONTRACTOR SHALL VERIFY POWER AVAILABLE MEETS THS REQUIREMENTS OF THE COMPONENT'S MANUFACTURER. ACCOMMODATE FOR LANDSCAPING CHANGES, PLANTING BEDS OR OTHER OBSTRUCTIONS. THESE ADJUSTMENTS 20 GPM AT A CONSTANT PRESSURE OF 70 PSI DOWNSTREAM OF IRRIGATION SPECIFICATIONS 12. ALL UNDERGROUND SPLICES TO UTILIZE 3M DBY, OR KING WATER PROOF SPLICE KITS, DEPENDING ON NUMBER BACKFLOW PREVENTION DEVICE.POINT OF CONNECTION SHELL BE ABLE TO MAINTAIN THE MAXIMUM FLOW RATE AND PRESSURE FOR THE DURATION OF AN IRRIGATION CYCLE. CONTRACTOR SHALL VERIFY THESE PARAMETERS PRIOR TO CONSTRUCTION, AND NOTIFY OWNER'S REPRESENTATIVE AND IRRIGATION CONSULTANT IF THEY CANNOT BE MET. IF POWER AVAILABLE IS INADQUATE, CONTRACTOR SHALL NOTIFY THE OWNER'S REPRESENTATIVE PRIOR TO CONSTRUCTION. MAY BE MADE ONLY AFTER NOTIFYING THE OWNER'S REPRESENTATIVE. LINES TO IMPROVE ON THE READABILITY OF THE IRRIGATION PLAN. ALL COMPONENTS AND PIPING SHALL BE INSTALLED INSIDE OF THE PROPERTY LINES AND OUTSIDE OF HARDSCAPE AREAS. AND SIZE OF WIRES. ALL SPLICES SHALL BE MADE INSIDE A VALVE BOX. 13. DEPTH OF IRRIGATION PIPING 18" ON MAINLINE; 12" ON LATERALS. 14. SLEEVING UNDER PAVED AREAS SHALL BE INSTALLED AT A DEPTH OF 24". 10. ALL CONTROLLER/DECODER WIRE SHALL BE THE 2-WIRE CABLE SPECIFIED BY THE CONTROLLER MANUFACTURER. 3. AN RPZ TYPE BACKFLOW PREVENTION DEVICE SHALL BE INSTALLED IN A MANNER SATISFYING LOCAL CODES AND MANUFACTURER'S RECOMMENDATIONS. 15. CONTRACTOR’S RESPONSIBILITY TO VERIFY SCALE & ACCURACY. 16. NO SPEC PROVIDED SYMBOL MANUFACTURER/MODEL QTY Hunter MP2000 PROS-04 5 SYMBOL MANUFACTURER/MODEL QTY Hunter PGP-04 1.5 7 Hunter PGP-04 2.5 25 Hunter PGP-04 4.0 3 SYMBOL MANUFACTURER/MODEL/DESCRIPTION QTY Hunter PGV-100G 1" 1" Plastic Electric Remote Control Valve, for Residential/Light Commercial Use. Female NPT Inlet/Outlet. Globe Configuration, No Flow Control. 5 Zurn 975XL 1" Reduced Pressure Backflow device 1 Hunter P2C-400 with (01) PCM-300 Light Commercial & Residential Controller, 7-station expanded module controller, 120 VAC, Outdoor/Indoor model 1 Hunter WR-CLIK Rain Sensor, install within 1000 ft of controller, in line of sight. 22-28 VAC/VDC 100 mA power from timer transformer. Mount as noted. 1 Point of Connection 1 1/4" Location TBD 1 Irrigation Lateral Line: POLY PIPE 1"952.3 l.f. Irrigation Lateral Line: POLY PIPE 1 1/4"103.0 l.f. Irrigation Mainline: HDPE PE3608 SIDR 19 1 1/4"152.6 l.f. Pipe Sleeve: PVC Class 160 SDR 26 9.3 l.f. K G R 1.5 2.5 4.0 Valve Number Valve Flow Valve Size Valve Callout # ##" IRRIGATION SCHEDULE BASE SYMBOL MANUFACTURER/MODEL QTY Hunter MP2000 PROS-04 13 SYMBOL MANUFACTURER/MODEL QTY Hunter PGP-04 2.5 2 SYMBOL MANUFACTURER/MODEL/DESCRIPTION QTY Hunter PGV-100G 1" 1" Plastic Electric Remote Control Valve, for Residential/Light Commercial Use. Female NPT Inlet/Outlet. Globe Configuration, No Flow Control. 1 Irrigation Lateral Line: POLY PIPE 1"316.0 l.f. Irrigation Lateral Line: POLY PIPE 1 1/4"124.1 l.f. K G R 2.5 Valve Number Valve Flow Valve Size Valve Callout # ##" IRRIGATION SCHEDULE ALT KK K K K K K K K K K K K 1.5 2.5 2.5 2.52.5 2.5 2.5 2.5 2.5 2.5 2.5 2.5 1.5 1.5 2.5 2.5 2.5 1.5 1.5 1.5 1.5 K K K K K 114" 2.5 2.5 2.5 2.5 2.5 2.5 2.5 2.5 2.5 4.0 2.5 2.5 2.5 2.5 4.0 4.0 1" 1" 114" 1" 1" 114" 114" 1" 1" 1" 114" 1" 1" 114" 1" 1" ALT BASE Customer Name : Pr o j e c t N a m e : Ge m L a k e H e r i t a g e H a l l Design Date: 2 3 4 5 6 Description 1 Date REVISIONS 4/30/24 Drawing Title: Irrigation Plan Drawing Scale:1" = 30' Project Number:HLS-24-21694 Sheet Number: IR-1 NOT FOR CONSTRUCTION Ge m L a k e , M N L A N D S C A P E S U P P L Y G R O U P ..\Midwest Title Blocks\HLS_Outdoor SharedVision_logo.jpg A - The irrigation design services provided by HCSG are crafted to assist our customers during the project bidding process. These services are intended to facilitate preliminary planning and are not to be used for construction purposes. We strongly recommend that all designs, estimates, and related documents be reviewed and utilized by professionals who have the requisite experience and educational background in the field. It is important to note that Heritage Commercial Services Group (HCSG), along with our brands, affiliates, vendors, and contractors, assumes no liability for inaccuracies, omissions, errors, or any potential financial losses (including lost income or revenue) arising from the use of our products and services. Our goal is to support your project planning efforts with quality designs and estimates, while emphasizing the need for further professional review and validation. B - HCSG's irrigation design work is specifically tailored for bid preparation and is not intended for use in actual construction projects. For clients requiring detailed construction-ready drawings, our affiliate, WC3, a specialized irrigation design firm within the Heritage Landscape Supply Group, offers professional services. WC3 is equipped to create comprehensive construction drawings, which can be formally stamped and/or submitted for necessary approvals and reviews. Please be aware that HCSG is not to be considered the "Designer/Architect of Record" for any irrigation design projects. Our role is to provide initial design assistance, with the understanding that final design responsibility and verification lie with the hiring of appropriately licensed professionals for construction purposes. 0 feet60 1" = 30' 30 90 120 RECIPIENT: City of Gem Lake (Heritage Hall) 4200 Otter Lake Road Gem Lake, MN 55110 Quote #35 Sent on May 14, 2024 Total $8,338.28 Product/Service Description Qty.Unit Price Total Hunter pro spray pop up 5 $3.20 $16.00 MP Rotator 2000 5 $12.00 $60.00 Hunter PGP Ultra 35 $25.00 $875.00 Hunter pgv valve 1inch 5 $30.25 $151.25 10inch Dura Round Valve Box 5 $41.98 $209.90 Hunter Pro-c 4 station base 1 $314.00 $314.00* Hunter 3 Station Expansion Module for Pro-c 1 $83.50 $83.50* Hunter Wireless Rain Censor and Receiver 1 $155.00 $155.00 10 conductor 18 guage wire per foot 250 $0.99 $247.50* 1inch Poly 300foot roll 4 $187.20 $748.80* 1-1/4 Poly Pipe 300foot roll 1 $200.00 $200.00* Pvc sleeve 3x20 1 $81.23 $81.23* Fittings 1 $400.00 $400.00* Rain bird Flex Pipe 2 $48.05 $96.10 Labor 1 $4,200.00 $4,200.00 Equipment 1 $500.00 $500.00* A deposit of $4,169.14 will be required to begin. 1 of 2 pages Fine Line Irrigation LLC 22351 Saint Croix Trail North | Scandia, Minnesota 55073 6512027459 | finelineirrigation.mn@gmail.com | www.finelineirrigationmn.com Base *Non-taxable Base bid This quote is valid for the next 30 days, after which values may be subject to change. Total $8,338.28 2 of 2 pages Fine Line Irrigation LLC 22351 Saint Croix Trail North | Scandia, Minnesota 55073 6512027459 | finelineirrigation.mn@gmail.com | www.finelineirrigationmn.com RECIPIENT: City of Gem Lake (Heritage Hall) 4200 Otter Lake Road Gem Lake, MN 55110 Quote #36 Sent on May 14, 2024 Total $3,392.28 Product/Service Description Qty.Unit Price Total Hunter pro spray pop up 13 $3.20 $41.60 MP Rotator 2000 13 $12.00 $156.00 Hunter PGP Ultra 2 $25.00 $50.00 Hunter pgv valve 1inch 1 $30.25 $30.25 10inch Dura Round Valve Box 1 $41.98 $41.98 1inch Poly 300foot roll 2 $187.20 $374.40* 1-1/4 Poly Pipe 300foot roll 1 $200.00 $200.00* Fittings 1 $250.00 $250.00* Rain bird Flex Pipe 1 $48.05 $48.05 Labor 1 $1,400.00 $1,400.00 Equipment 1 $800.00 $800.00* A deposit of $1,696.14 will be required to begin. *Non-taxable Alternate bid This quote is valid for the next 30 days, after which values may be subject to change. Total $3,392.28 Fine Line Irrigation LLC 22351 Saint Croix Trail North | Scandia, Minnesota 55073 6512027459 | finelineirrigation.mn@gmail.com | www.finelineirrigationmn.com Alternate Change Request BS&A Software, LLC | bsasoftware.com | 855 BSASOFT b s a s o f t w a r e . c o m Customer: City of Gem Lake, Ramsey County MN Prepared By: Dan J. Burns, CPA, Account Executive Change # 1 Date Submitted 4/30/2024 Date Required 4/30/2024 Module/Area Affected Cloud Timesheets No. Changed Deliverable Reason or Description Net Change in Cost 1 Add Cloud Timesheets Module fees are charged annually and include unlimited support. $870 Total Net Changes $ 870.00 BS&A Software, LLC Customer By: __________________________________________________________ By: __________________________________________________________ Name: ______________________________________________________ Name: ______________________________________________________ Title: ________________________________________________________ Title: ________________________________________________________ Date ________________________________________________________ Date ________________________________________________________ 'RFu6Lgn (nYeORSe ,' $)(%(')( %)' Director of Business Operations Mark PueWY 4I30I2024 Tom OellX Finance Officer ,n 3URFess AGREEMENT BETWEEN LISA SENOP O LE (LS PRO, LLC) AND THE CITY OF GEM LAKE FOR LS PRO SER VICES THIS AGREEMENT, made and entered into this of , 2024, by and between the CITY of GEM LAKE, Ramsey County, Minnesota, herein referred to as "CITY," and LISA SENOPOLE d/b/a LS PRO, LLC, herein referred to as "LS PRO." WHEREAS, the CITY desires to contract with a LS PRO to cablecast and record CITY council meetings and special meetings as needed; WHEREAS, the LS PRO will provide cablecast and recording services for the CITY, primarily the CITY council meetings, held on the THIRD TUESDAY of each month; it is understood that meeting schedules may change due to Holidays and other conflicts. WHEREAS, under the terms of this agreement, the LS PRO is an independent contractor AND NOT an employee of the CITY. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows: 1. The CITY shall be responsible for providing and maintaining the equipment and facility. The CITY is responsible for establishing policies and procedures and meeting schedules. 2. For producing CITY meetings, LS PRO shall be paid at a flat rate of $150.00 per meeting, according to the attached rate schedule. Meeting’s exceeding three hours will be billed at the STANDARD HOURLY RATE, according to the attached rate schedule. All work will be rounded to the nearest quarter hour. 3. No additional services or work shall be incurred without proper written pre-authorization from the CITY and shall be paid at a flat rate of $75.00 per hour, according to the attached rate schedule. As needed, the CITY shall provide training for the LS PRO. Training will be billed at the STANDARD HOURLY RATE, according to the attached rate schedule. All work will be rounded to the nearest quarter hour. 4. Subject to the provisions of Paragraph 11, it is the intent of the parties of this Agreement that it shall become effective January 1, 2025 and terminate on December 31st 2026. The terms of this contract may be renegotiated annually between the CITY and LS PRO. 5. LS PRO shall submit an invoice to the CITY clerk via e-mail on a monthly basis. The invoice shall list meeting dates, type of meeting/services provided and actual hours worked. Invoices and receipts will be submitted to the CITY for reimbursement. Mileage will be calculated following the Federal Mileage Rate. The CITY agrees to pay invoice within 30 days of receipt. 6. LS PRO shall arrive at Heritage Hall, 4200 Otter Lake Road, at least 30 minutes before the start of each scheduled meeting to prepare for production. Upon departing, LS PRO shall shut down equipment in the production booth and secure the door to the production booth. 7. LS PRO shall be professional, accommodating, courteous and timely at all times. LS PRO shall exercise due professional care to comply with applicable federal, state, and local laws, rules, ordinances, and regulations in performing the professional services under this Agreement. 8. The CITY shall notify the VIDEOGRAPHER, via email, at least FIVE business days in advance for any special broadcast coverage requirements or changes in the meeting schedule. LS PRO shall notify the CITY at least FIVE business days in advance in event that LS PRO is not available to produce a meeting. Meetings cancelled with less than FIVE business days’ notice, will be billed at the FLAT MEETING RATE in accordance with the attached rate schedule. DRAFT 9. LS PRO is expected to respect the confidentiality of all closed meetings. Any communication, including that on social media, of said meetings is not permitted. All closed meetings/sessions and special hearings shall be recorded but not cablecast, unless directed differently by CITY attorney. LS PRO hereby understands and acknowledges that all productions completed by this agreement are governed by the Minnesota Data Practices Act, Minnesota Statutes, Chapter 13 ("the MGDPA"). Retention, distribution, or destruction of any video shall occur only with written approval of the CITY’s Data Practice Compliance Officer. LS PRO agrees to promptly respond to inquiries from the CITY concerning data requests. 10. LS PRO shall notify the CITY Clerk of any changes or issues with production equipment. LS PRO will do their best to communicate technical issues to CITY staff and implement solutions as directed. 11. This Agreement is to be considered AT WILL and without cause, either CITY or LS PRO may terminate this Agreement, effective immediately upon written notice. Either party may terminate this Agreement at any time by giving 30 days' written notice to the other party of the intent to terminate. The CITY shall not be responsible for any payment, other than for services performed, prior to termination. E-mail shall be recognized as an official means of communication alongside, certified mail. 12. If the CITY provides the LS PRO with any keys, keycards, codes etc., it is understood that the LS PRO shall be prohibited from allowing any non-official person’s access to the building for any reason whatsoever. Official persons include, but are not limited to, all CITY employees, CITY council members. Violation of these terms is grounds for IMMEDIATE TERMINATION. Upon contract termination, LS PRO shall return all keys, keycards, codes etc. to the CITY within FIVE business days. 13. LS PRO and CITY agree to waive consequential damages for claims, disputes or other matters in question arising out of or relating to this Agreement. This mutual waiver is applicable, without limitation, to all consequential damages due to either party's terminating in accordance with the AT WILL clause. 14. Any notice required by this Agreement shall be either hand delivered or sent by certified mail, return receipt requested, to the addresses for the Parties as follows: TO CITY: TO VIDEOGRAPHER: City of Gem Lake Lisa Senopole d/b/a LS PRO 4200 Otter Lake Road 7544 Borman Ct Gem Lake, MN, 55110 Inver Grove Heights, MN, 55076 IN WITNESS WHEREOF, the parties hereto have made and executed this agreement the day and year first above written. CITY MAYOR Lisa Senopole CITY Clerk-Treasurer DRAFT RATE SCHEDULE 2025 & 2026 Flat Meeting Rate $150.00 Standby/Readiness Rate* $75.00 Standard Hourly Rate $75.00 * Applies to meetings cancelled with FIVE or more business days’ notice. DR A F T Memorandum To: Gem Lake City Council Project Reference: Ordinance Updates Copies To: Melissa Lawrence, City Clerk Kevin Beck, Attorney TKDA Project No.: 21076.000 From: CJ Sycks, Planner Client No.: Evan Monson, Planner Date: May 15, 2024 SUBJECT: Discussion regarding Gem Lake Ordinances MEETING DATE: May 21, 2024 ITEMS REVIEWED: Gem Lake’s current and past ordinances regarding Gas, Electric, Liquor, Tobacco, Gambling, and Fee Schedule Overview The City Council tasked the Planning Commission with reviewing ordinances regarding Tobacco, Gas and Electric Franchises, and Gambling. These ordinances are: 1. Ordinances 57 and 118 – Electric Franchise 2. Ordinances 56 and 119 – Gas Franchise 3. Ordinances 68 and 115 – Tobacco Regulation 4. Ordinances 60 and 117 – Charitable Gambling The following section describes each Ordinance that was updated. Ordinance Updates Electric Franchise Ord. No. 57 is no longer active and has been removed from the City’s website. Ord. No. 118 replaced No. 57 in 2010 and is active until 2030. This ordinance grants Xcel Energy (and their successors) permission to operate an electric distribution system. Gas Franchise Ord. No. 56 was no longer active and has been removed from the City’s website. Ord. No. 119 replaced No. 56 in 2010 and is active until 2030. This ordinance grants Xcel Energy (and their successors) permission to operate a gas distribution system. Charitable Gambling Ord. No. 60 was adopted in 1991. The 2010 amendment, Ord. No. 117, has been incorporated into Ord. No. 60 and has been reformatted to be consistent with other city ordinances. The amendments are shown in the redlined proposed Ordinance. This ordinance regulates the operation and sale of gambling devices in on-sale liquor establishments. Tobacco Regulations Ord. No. 68 was adopted in 1998. The 2010 amendment, Ord. No. 115, has now been incorporated into Ord. No. 68 and has been reformatted to be consistent with other city ordinances. This ordinance regulates the sale, distribution, possession, and use of tobacco and tobacco related devices, and the penalties for violation. In 2019, legislation passed to change the minimum age for tobacco and nicotine sales and use from 18 years old to 21 years old. The legislation is referred to as “Tobacco 21” or “T21”. In August 2020, Minnesota strengthened Gem Lake – Ordinance Updates Gem Lake City Council May 21, 2024 Page 2 T21 by allowing local governments to conduct compliance checks. The proposed Ord. No. 68, including the T21 State legislation and changes, are listed in Table 1. Table 1: Proposed Changes to Ordinance No. 68 Current Proposed Title “Tobacco Regulation “ “Tobacco and Nicotine Regulation” Products Regulated “Tobacco, tobacco products, and tobacco related devices” “Tobacco; tobacco-related and electronic delivery devices; and nicotine and lobelia products” - Now referred to as “licensed products” for conciseness Age Minors/persons under the age of 18 Persons under the age of 21 years Definitions Now includes a definition for “Electronic Delivery Device”, “Licensed Products”, and “Nicotine or Lobelia Product” Controlled Substance (5.1.5) “Containing opium, morphine, jimson weed, bella donna, strychnos, cocaine, marijuana, or other deleterious, hallucinogenic, toxic, or otherwise controlled substances except nicotine and other substances found naturally in tobacco or added as part of an otherwise lawful manufacturing process.” No longer includes “marijuana” Self-Service Sales (6.1.1) Exemptions for Cartons or Multi-Packs Removed Fees All administrative fees and penalty amounts are listed in the ordinance All fees are now referred to “as determined by the City’s adopted Fee Schedule” Compliance Checks (8.1) 15-17 years olds can participate in compliance checks 17–20 year olds can participate in compliance checks Fee Schedule Updates Along with the Ordinance updates listed above, any fees, fines, and other charges that are currently in the Gambling, or Tobacco ordinances have been removed. The proposed ordinances now refer to the City’s adopted Fee Schedule (Ordinance 135). Having all fees within the Fee Schedule creates a more organized, transparent, and intuitive administrative process. It also requires one ordinance to be updated, rather than individually updating every ordinance that includes a fee. The fines and penalties in the Fee Schedule reflect the charges issued by the White Bear Lake Police Department, who is contracted by the City for law enforcement. The City Clerk has updated Section 11 and 12 of the Fee Schedule with this information. Planning Commission Review At the May 14th Planning Commission meeting, the Commission recommended approval by the City Council for Ordinances 60 (Charitable Gambling), 68 (Tobacco), and 135 (Fee Schedule). The commissioners reviewed a draft of updates to the City’s intoxicating (Ordinance 9 and 116) and non -intoxicating liquor ordinances (Ordinance 65). The Commission tabled this item for further review, as Staff will prepare a consolidated ordinance combining these three into one single ordinance. As with the Gambling and Tobacco ordinances, the fees for the Liquor ordinance are in the Fee Schedule. Gem Lake – Ordinance Updates Gem Lake City Council May 21, 2024 Page 3 Action For each Ordinance (60, 68, and 135), the Council has the following options: 1. Approve the Ordinance, with or without changes. 2. Deny the Ordinance. 3. Table the item for further review. Recommendation The Planning Commission recommended the Council approve of the update d Ordinance 60, 68, and 135. If the Council desires additional review or changes be made, direction regarding ordinance changes should be provided to planning staff. Attachments 1. Ordinance 60 – Charitable Gambling – DRAFT – Redlined & Clean 2. Ordinance 68 – Tobacco Regulation – DRAFT – Redlined & Clean 3. Ordinance 135 - Fee Schedule – Redlined CIS:epm:jdc City of Gem Lake, Ramsey County, Minnesota Tobacco and Nicotine Regulation Ordinance No. 68 AN ORDINANCE REGULATING THE SALE, DISTRIBUTION, POSSESSION, AND USE OF TOBACCO; TOBACCO-RELATED AND ELECTRONIC DELIVERY DEVICES; AND NICOTINE AND LIOBELIA PRODUCTS TOBACCO, TOBACCO PRODUCTS AND TOBACCO RELATED DEVICES IN THE CITY OF GEM LAKE AND TO PROVIDE PENALTIES FOR VIOLATIONS AND TO REDUCE THE ILLEGAL SALE, DISTRIBUTION, POSSESSION, AND USE OF SUCH ITEMS TO AND BY MINORSPERSONS UNDER THE AGE OF 21 YEARS. The City Council of the City of Gem Lake hereby ordains: Section 1. 1. Authority. This Ordinance is adopted pursuant to authority granted in the United States FDA Tobacco Regulations of 1996 and Minnesota Statutes along with amendments which, from time to time, may be made thereto. 2. Purpose and Intent. 1. Purpose. The purpose of this Ordinance is to recognize that the sale, distribution, possession, and use of tobacco; tobacco-related and electronic delivery devices; and nicotine and lobelia products tobacco, tobacco products, and tobacco related devices to Minors persons under the age of eighteen twenty-one (1821) years is in violation of the laws of the State of Minnesota and the United States, and to protect and promote the health, safety, and general welfare of the both the general public and minorsminors by recognizing that smoking has been shown to be the cause of several serious health problems which subsequently place a financial burden on all levels of government. 2. Intent. The intent of this Ordinance is to accomplish the purpose through regulation of the sale, distribution, possession, and use tobacco; tobacco-related and electronic delivery devices; and nicotine and lobelia products of tobacco, tobacco products, and tobacco related devices thus enforcing and furthering existing laws including, but not limited to, Minn Stat. § 144.391461. 3. Title. This Ordinance shall be known as the "Tobacco and Nicotine Regulation Ordinance” of the City of Gem Lake. Section 2. 1. Interpretation. In the interpretation and application of this Ordinance, its provisions shall be held to be minimum requirements and shall not be construed so as to fully effect its purpose and shall not be deemed a limitation or repeal of any other power established by law or Ordinance except as specifically provided herein. In the event that conflicting requirements are imposed by this Ordinance or by other Ordinances of the City of Gem Lake, the more restrictive provisions shall apply. 2. Construction of Wording. Words used in the present tense include the past and future tense; the singular includes the plural, and the plural includes the singular; the word "shall" is mandatory and the word "may" is permissive; the masculine gender includes the feminine. 3. Definitions. Except as may otherwise be provided or clearly implied by context, all terms shall be given their commonly accepted definitions. The following terms shall have definitions given to them: 1. Administrator. The City Clerk, or that Person designated by the City Clerk Council to act on his their behalf, shall administer this Ordinance. 2. Applicant. A Person who submits an application to the City for a license to sell licensed products.Tobacco, Tobacco Products, or Related Tobacco Devices. 3. Compliance Checks. “Compliance Checks” shall mean the system the City of Gem Lake uses to investigate and ensure that those authorized to sell licensed productsTobacco, Tobacco Products, and Tobacco Related D evices are in compliance with the requirements of this Ordinance. Compliance Checks shall involve the use of persons under the age of 21 years who purchase or attempt to purchase tobacco, tobacco related devices, and electronic delivery devices. Compliance Checks shall 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 licensed products. 4. Electronic Delivery Device. “Electronic Delivery Device” shall mean any product containing or delivering nicotine, lobelia, or any other substance, whether natural or synthetic, intended for human consumption through the inhalation of aerosol or vapor from the product. Electronic Delivery Device includes, but is not limited to, devices manufactured, marketed, or sold as e-cigarettes, e-cigars, e-pipes, vape pens, mods, tank systems, or under any other product name or descriptor. Electronic Delivery Device includes any component part of a product, whether or not marketed or sold separately. Electronic Delivery Device does not include any nicotine cessation product that has been authorized by the U.S. Food and Drug Administration to be marketed and for sale as “drugs,” “devices,” or “combination products,” as defined in the Federal Food, Drug, and Cosmetic Act. 3. Compliance Checks shall involve the use of Minors as authorized by this Ordinance and shall also mean the use of Minors who attempt to purchase Tobacco, Tobacco Products, or Related Tobacco Devices for educational, research, and training purposes as authorized by State and Federal laws. Compliance Checks may also be conducted by other units of government for purpose of enforcing appropriate Federal, State, or local laws and regulations relating to Tobacco, Tobacco Products, and Related Tobacco Devices. 4.5. Individually Packaged. “Individually Packaged” shall mean the practice of selling any Ttobacco or Ttobacco Pproducts wrapped individually for sale and shall include, but not be limited to, single cigarette packs, single bags or cans of loose tobacco in any form, and single cans or other packaging of snuff or chewing tobacco. 6. Licensed Premises. The real property upon which a Retail Establishment whose owner or officer, as Licensee, has been authorized under this Ordinance to sell tobacco, tobacco related devices, and electronic delivery devices. 7. Licensed Products. “Licensed Products” shall mean any tobacco; tobacco-related or electronic delivery device; or nicotine or lobelia product. 5. Tobacco, Tobacco Products, or Related Tobacco Devices. 6.8. Licensee. “Licensee” shall mean a person who has attained the age of eighteen twenty-one (1821) years, firm, corporation, or other legal entity with a fixed Retail Establishment location in the City of Gem Lake who has been granted a license by the City of Gem Lake Council for a license to sell tobacco, tobacco related devices, and electronic delivery devices Tobacco, Tobacco Products, and/or Related Tobacco Devices based upon submittal to the City of a completed application for said license and the fees associated thereto. 7.9. Loosies. “Loosies” shall mean the common term used to refer to a single or individually packaged cigarette. 8. Minor. “Minor” shall mean any natural person who has not yet reached the age of eighteen (18) years. 10. Moveable Place of Business. “Moveable Place of Business” shall mean any form of business operated out of a truck, van, automobile, or other type of vehicle or transportable shelter and not a fixed address store front or other permanent type of structure used for sales transactions. 9.11. Nicotine or Lobelia Product. “Nicotine or Lobelia Product” shall mean any product containing or delivering nicotine or lobelia intended for human consumption, or any part of such a product, that is not tobacco or an electronic delivery device as defined in this section. Nicotine or Lobelia Product does not include any nicotine cessation product that has been authorized by the U.S. Food and Drug Administration to be marketed and for sale as “drugs,” “devices,” or “combination products,” as defined in the Federal Food, Drug, and Cosmetic Act. 10.12. Person. An individual, partnership, firm, corporation, association, or other legal entity excluding the City of Gem Lake, the state or any other political subdivision or other governmental entity. 11.13. Retail Establishment. “Retail Establishment” shall mean any place of business where licensed products Tobacco, Tobacco Products, or Related Tobacco Devices are available for sale to the general public and shall include, but not be limited to: grocery stores, tobacco products shops, convenience stores, liquor stores, gasoline service stations, bars, and restaurantsgrocery stores; convenience stores; bars and lounges; restaurants; gas and service stations. 12.14. Sale. “Sale” shall mean any transfer of goods for money, trade, barter, or other consideration. 13.15. Self-Service Merchandising. “Self-Service Merchandising” shall mean open displays of licensed products Tobacco, Tobacco Products, or Tobacco related Devices in any manner where any person shall have access to said items without the assistance or intervention of the Licensee or an employee of the Licensee, said assistance or intervention entailing the actual physical exchange of licensed products Tobacco, Tobacco Products, or Tobacco related Devices between the Licensee or employee of the Licensee. 14.16. Self-Service Sales. “Self-Service Sales” shall mean any sale of licensed products Tobacco, Tobacco Products, or Tobacco Related Devices where there is not an actual physical exchange of said items between the customer and the Licensee or an employee of the Licensee. 15.17. Tobacco or Tobacco Products. “Tobacco” or “Tobacco Products” shall mean any substance or item containing tobacco leaf, including but not limited to: cigarettes; cigars; pipe tobacco; snuff; fine cut or other chewing tobacco; cheroots; stogies; perique; granulated, plug cut, crimp cut, ready-rubbed, and other smoking tobacco; snuff flowers; cavendish; shorts; plug and twist tobaccos; dipping tobaccos; refuse scraps; clippings, cuttings, and sweepings of tobacco; and other kinds and forms of tobacco leaf prepared in such manner as to be suitable for chewing, sniffing, or smoking. 16.18. Tobacco- Related Devices. “Tobacco -Related Devices” shall mean any tobacco product as well as pipes, rolling papers, or other devices intentionally designed or intended to be used in a manner which enables the chewing, sniffing, or smoking of Tobacco or Tobacco Products. 17.19. Vending Machine. “Vending Machine” shall mean any mechanical, electric or electronic, or other type of device which dispenses licensed products Tobacco, Tobacco Products, or Tobacco Related Devices upon the insertion of money, tokens, or other forms of payment directly into the machine by the person seeking to purchase licensed productsTobacco, Tobacco Products, or Tobacco Related Devices. Section 3. 1. License Required. It shall be unlawful for any Person to sell or offer for sale licensed products any Tobacco, Tobacco Products or Tobacco Related Devices without first having obtained a license to do so from the City of Gem Lake. 2. Application. An application for a license to sell licensed products Tobacco, Tobacco Products, or Tobacco Related Devices shall be made on a form provided by the City Clerk of the City of Gem Lake and shall be submitted to the City Clerk along with fees as required by this Ordinance. The application shall contain the full name of the applicant, the applicants title as part of the Retail Establishment, the name of the Retail Establishment for which the license is sought, the applicant’s residential and Retail Establishment addresses and telephone numbers, a complete list of all officers, owners, and/or shareholders of the Retail Establishment and the owners, officers and/or shareholders residential addresses and telephone numbers. 1. Moveable Place of Business. The City shall not process any application received from a Moveable Place of Business for a license in accordance with this Ordinance and said application shall be immediately returned to the Applicant with a notice that said Applicant is ineligible for a license in accordance with Section 4.1.6 of this Ordinance. 3. Procedures for Review of Application. Upon receipt of an application by the City, the Administrator shall employ the following procedures in the issuance of the license: 1. Complete Application. The City Clerk shall review all information contained in any application received to determine that same is complete and, if found incomplete, shall return the application to the Applicant with notice of the information necessary to make the Application complete. 2. Investigation. Upon receipt of a complete application, the Administrator shall forward same to the City’s law enforcement agency within seven (7) days for a background investigation of the Applicant and the Retail Establishment and it’s officers and owners, said background investigation to be completed within ten (10) days at which time the results of the background check shall be provided to the Administrator. 4. Action. Upon receipt of the background investigation, the Administrator shallAdministrator shall advise the City Clerk to place consideration of the Application and approval or denial by the City of Gem Lake Council on the agenda of the next meeting of said Council. 4. 5. License Fees. No license shall be issued in accordance with this Ordinance until the appropriate fee shall be paid in full, said fees being as authorized in Minn Stat. § Minnesota Session Laws 1997, Chapter 227Chapter 461.12, Subd. 1, and as established by the City of Gem Lake Council by resolution andin the City’s adopted Fee Schedule, from time to time, amended. 1. Partial Term Fees. Fees prescribed for issuance of a license in accordance with this Ordinance shall not be prorated when an application is received at a time that would provide an initial term following approval of less than one (1) calendar year. 6. Term of License. All licenses issued under this Ordinance shall be valid for the term of one (1) calendar year commencing on the first day of January and ending on the 31st day of December. 1. Partial Term. If an original application is received and subsequently approved during a calendar year, the term of license shall not extend beyond the end of the calendar year in which the application was approved. 7. Transfers of License. All licenses issued in accordance with this Ordinance shall be valid only on the premises of the Retail Establishment for which the license was issued and only for the person to whom the license was issued. Any change in ownership of the Retail Establishment for which the license was issued shall require submittal of a new Application for license to the City and be subject to the same manner of examination and investigation as an original application. 8. License on Display. All licenses issued in accordance with this Ordinance shall be posted and prominently displayed on the premises of the licensed Retail Establishment so as to be in plain view of the general public. A sign not smaller than eight (8") inches by eight (8") inches stating in fonts greater than thirty-six (36) point that “Sales To Or Attempted Purchase Of Tobacco & Related Products By Minors Persons Under the Age of 21 years Is Prohibited By Law” shall also be prominently displayed. 9. License Renewals. The renewal of a license issued in accordance with this Ordinance shall be handled in the same manner as the original application, except that the application for renewal shall be made at least thirty (30) days and not more than sixty (60) days prior to the expiration of the current license. 10. Revocation or Suspension of License. Any license issued in accordance with this Ordinance may be revoked or suspended as provided for in Section 11.1.1 of this Ordinance. Section 4. 1. Basis for Denial of License. The following shall be grounds for denying the issuance or renewal of a license in accordance with this Ordinance; however, except as may be provided by law, the existence of any particular ground for denial does not mean that the City of Gem Lake must deny the license. If a license is mistakenly issued or renewed to a Person, it shall be immediately revoked upon the discovery that the Person was ineligible for the license under this Section. 1. MinorsPersons Under the Age of 21 Years. No license shall be issued to any Applicant under the age of eighteen twenty-one (1821) years. 2. Convicted Persons. Licenses may be denied any Applicant who has been convicted within the past five (5) years of any violation of a Federal, State, or local law, ordinance provision, or other regulation relating to licensed productsTobacco, Tobacco Products, or Tobacco Related Devices. 3. License Revocations. A license may be denied any Applicant who has had a license to sell licensed products Tobacco, Tobacco Products, or Related Tobacco Devices revoked with the twelve (12) month period preceding the effective date of receipt of Application. 4. Information. A license may be denied to any Applicant who fails to provide all information required on the Application or who provides false or misleading information on the Application or to City officials. 5. Prohibited by Others. A license shall be denied any Applicant who is prohibited by Federal, State or other local law, ordinance, or other regulation from holding such a license. 6. Moveable Place of Business. A license shall be denied any Applicant whose Retail Establishment is a Moveable Place of Business. Section 5. 1. Prohibited Sales. It shall be unlawful for any Person to sell or offer for sale any licensed products Tobacco, Tobacco Products, or Related Tobacco Devices as follows: 1. Sales To or By MinorsPersons Under the Age of 21 years. To any person or by any employee or clerk under the age of eighteen twenty-one (1821) years. 2. Vending Machines. By means of any type of vending machine unless access by Minors persons under the age of 21 years to the premises of the licensed Retail Establishment are prohibited by law and the premises of and vending machine in the licensed Retail Establishment are under the direct and constant control of the Licensee or employees of the Licensee who are over the age of eighteen 21(18) years. 3. Self-Service Sales and Merchandising. By means of self-service methods as defined in Sections 2.3.3 16 and 2.3.4 17 and whereby the customer does not need to make a verbal or written request to the Licensee or an employee of the Licensee, except as defined in Section 6.1.1. 4. Loosies. By means of Loosies as defined in Section 2.3.9.7. 5. Controlled Substances. Containing opium, morphine, jimson weed, bella donna, strychnos, cocaine, marijuana, or other deleterious, hallucinogenic, toxic, or otherwise controlled substances except nicotine and other substances found naturally in tobacco or added as part of an otherwise lawful manufacturing process. 6. Other Means. By any other means, to any person, or in any other manner or form prohibited by Federal, State, or other local law, ordinance provision, or other regulation. Section 6. 1. Self-Service Sales. It shall be unlawful for a Licensee under this Ordinance to sell or offer for sale licensed products , Tobacco, Tobacco Products, or Related Tobacco Devices by any means whereby the customer may have access to such items without having to make a verbal, written, or other request of the Licensee or an employee of the Licensee and whereby there is not a physical exchange of the licensed products,Tobacco, Tobacco Products, or Related Tobacco Devices between the customer and the Licensee or an employee of the Licensee. All licensed products,Tobacco, Tobacco Products, and Related Tobacco Devices shall be stored behind a counter, in a case, or other closed storage area not freely accessible to the general public. 1. Exemptions for Cartons or Multi-Packs. Under State law, the self-service sale of cartons and multi-packs shall be allowed until such time as the FDA regulations take full effect at which time this Section may be repealed. 2.1. Exemptions for Restricted Areas. Under State law, the self-service restrictions described in 6.1 shall not apply to facilities that cannot be entered at any time by persons under the age of 21 years.Retail Establishments where access by Minors to the premises of the licensed Retail Establishment are prohibited by law and the premises of the licensed Retail Establishment are under the direct and constant control of the Licensee or employees of the Licensee who are over the age of eighteen (18) years. 3.2. Other Exemptions. Under State law, the self-service restrictions described in 6.1 shall not apply to Retail Establishments which derive at least ninety (90%) percent of their total gross revenue from the sale of licensed products, Tobacco, Tobacco Products, and Related Tobacco Devices and where the retailer ensures that no person under the age of 21 years is present, or permitted to enter, at any time.access by Minors to the premises of the licensed Retail Establishment are prohibited by law. 2. Conversion of Premises. Licensees under this Ordinance shall, within sixty (60) days of the effective date of this Ordinance 68, but not later than the 28 th day of February in the year 1998, shall bring their licensed premises into compliance with this Section, unless otherwise directed in writing by the Administrator. Section 7. 1. Responsibility. All Licensees under this Ordinance shall be responsible for the actions of their employees in regard to the Sale sale of licensed products, Tobacco, Tobacco Products, and Related Tobacco Devices on the premises of the licensed Retail Establishment, and the sale of such an item by an employee shall be considered a sale by the Licensee. Nothing in this Ordinance shall be construed as prohibiting the City from also subjecting the employee of the Licensee to whatever penalties are appropriate under this Ordinance, State or Federal law, or other applicable law or regulation. Section 8. 1. City Compliance Checks and Inspections. From time to time, but not less than once during each term of the license, the City or its authorized agent shall conduct compliance checks by engaging persons at least 17 years of age, but under the age of 21 years, who, with the prior written consent of a parent or guardian if the person is under the age of 18 years, with the written consent of their parents or guardians, Minors over the age of fifteen (15) years but less than eighteen (18) years, to enter upon the premises of the licensed Retail Establishment and to attempt to purchase Tobacco, Tobacco Products, or Tobacco Related Devices licensed products as follows: 1. Right of Entry. All premises of licensed Retail Establishments shall be open to inspection by the City’s law enforcement agency or other authorized City official or agent of the City during regular business hours. 2. Supervision. Persons under the age of 21 yearsMinors used for the purpose of compliance checks shall be supervised by designated law enforcement officers or other authorized personnel of the City. 3. Hold Harmless. Persons under the age of 21 years Minors used for the purpose of compliance checks shall not be guilty of the unlawful purchase or attempted purchase nor the unlawful possession of Tobacco, Tobacco Products, or Related Tobacco Deviceslicensed products when such items are obtained or attempted to be obtained as part of a compliance check. 4. False Identification. No persons under the age of 21 years Minor used in a compliance check shall attempt to use a false identification misrepresenting thetheir Minor’s age and all persons under the age of 21 years Minors engaged in a compliance check shall answer all questions about the Minor’s their age asked by the Licensee or an employee of the Licensee and shall produce any identification, if any exists, for which the person under the age of 21 years Minor is asked. 2. Licensee Notification. Immediately following a compliance check performed in accordance with this Ordinance by the City or its authorized agents, the Licensee shall be notified of the results of the compliance check. 3. Inspection by Others. Nothing in this Ordinance 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. Section 9. 1. Other Illegal Acts. Unless otherwise provided for herein, the following acts shall be considered unlawful and in violation of this Ordinance: 1. Illegal Sales. It shall be unlawful for any person to sell or otherwise provide any licensed productTobacco, Tobacco Product or Related Tobacco Device to any person under the age of 21 years Minor. 2. Illegal Possession. It shall be unlawful for any person under the age of 21 years minor to have in their possession any licensed product Tobacco, Tobacco Product, or Related Tobacco Device unless such Minor person is lawfully engaged in a compliance check under this Ordinance. 3. Illegal Use. It shall be unlawful for any person under the age of 21 years Minor to smoke, chew, sniff, or otherwise use any Tobacco, Tobacco Product, or Related Tobacco Devicelicensed product. 4. Illegal Procurement. It shall be unlawful for any person under the age of 21 years Minor to purchase or attempt to purchase or otherwise obtain any Tobacco, Tobacco Product, or Tobacco Related Devicelicensed product and it shall be unlawful for any pPerson to purchase or otherwise obtain such items on behalf of a person under the age of 21 yearsMinor. Further, it shall be unlawful for any person to coerce or attempt to coerce a person under the age of 21 years Minor to illegally purchase, attempt to purchase, or otherwise obtain or use any Tobacco, Tobacco Product, or Tobacco Related Devicelicensed product. This Section shall not apply to Minors persons lawfully involved in a compliance check under this Ordinance. 5. False Identification. It shall be unlawful for any person under the age of 21 years Minor to attempt to disguise their true age by the use of any false form of identification, whether the identification is that of another person or one upon which the age of the person has been modified or tampered with to represent an age older than the actual age of the person. Section 10. 1. Violations. The following procedures shall be implemented regarding alleged violations of this Ordinance, should the City elect to proceed with an administrative violation: 1. Notification of Violation. Upon discovery of an alleged violation, the alleged violator shall be issued, either personally or by mail, a citation that sets forth the alleged violation and which shall inform the alleged violator of their right to be heard on the accusation. 2. Hearings. If a Person accused of violating this Ordinance so requests, a hearing before the City of Gem Lake Council shall be scheduled, the time and place of which shall be published and provided to the accused violator. 3. Findings. If the City of Gem Lake Council finds that a violation of this Ordinance did occur, that decision, along with the Council’s reasons for finding a violation and the penalty to be imposed under Section 11. of this Ordinance, shall be recorded in writing, a copy of which shall be provided to the accused violator. If the Council finds that no violation has occurred or finds grounds for not imposing any penalty, such findings shall be recorded and a copy provided to the acquitted accused violator. 4. Appeals. Appeals of any Findings made in accordance with Section 10.1.3. shall be filed in Ramsey County district court for the jurisdiction of the City in which the alleged violation occurred. 5. Misdemeanor Prosecution. Nothing in this Ordinance shall prohibit the City from seeking prosecution as a misdemeanor for any alleged violation of this Ordinance. If the City elects to seek misdemeanor prosecution, no administrative penalty shall be imposed. 6. Continued Violation. Each violation and every day in which a violation occurs or continues to occur shall constitute a separate violation. Section 11. 1. Administrative Penalties. Any Person who violates the provisions of this Ordinance which prescribe that certain action is unlawful and in violation of this Ordinance shall be subject to the following penalties: 1. Licensees. Any Licensee and any employee of the Licensee found to have violated this Ordinance shall be charged an administrative fine, as determined by the City’s adopted Fee Schedule,of Seventy-Five ($75.00) Dollars for a first violation of this Ordinance; Two- Hundred ($200.00) Dollars for a second offense at the same premises of the licensed Retail Establishment within a twenty-four (24) month period; and, Two-Hundred Fifty ($250.00) Dollars and a license suspension of not less than seven (7) days for each subsequent offense at the same premises of a licensed Retail Establishment within a twenty-four (24) month period. In addition, Licensees are subject to penalties as determined in Minnesota State Statute 461.12. 2. Other Individuals. Other individuals, other than persons under the age of 21 years Minors regulated by Section 11.1.3, found in violation of this Ordinance shall be charged an administrative fine, as determined by the City’s adopted Fee Schedule.of Fifty ($50.00) Dollars. 3. Minors.Persons under the age of 21 years. Persons under the age of 21 years Minors found to have violated this Ordinance shall be subject to an administrative fine , as determined by the City’s adopted Fee Scheduleof and twenty (20) hours of community service approved by the City for a first violation of this Ordinance; and, an administrative fine of forty (40) hours of community service and completion of a tobacco related education or diversion program approved by the City. 4. Misdemeanor. Nothing in this Section shall prohibit the City from seeking prosecution as a misdemeanor for any violation of this Ordinance. 2. Criminal Penalties. Any Person who violates any of the provisions of this Ordinance which prescribe that certain action is unlawful and in violation of this Ordinance shall be guilty of a misdemeanor and, upon prosecution and conviction thereof, shall be fined in an amount, not to exceed One Hundred ($100.00) Dollars or imprisonment of ten (10) days or both for a first violation of this Ordinance; and, fined in an amount not to exceed Two-Hundred Fifty ($250.00) Dollarsas established by the City’s adopted Fee Schedule, or imprisonment up to thirty (30) days or both for each subsequent violation within a twenty-four (24) month period. Each violation and every day in which a violation occurs or continues to occur shall constitute a separate violation. Section 12. 1. Exceptions and Defenses. Nothing in this Ordinance shall prevent the providing of Tobacco, Tobacco Products, or Tobacco Related Deviceslicensed products to a Minor person under the age of 21 years as part of a lawfully recognized religious, spiritual, or cultural ceremony. It shall be an affirmative defense to the violation of this Ordinance for a person to have reasonably relied upon proof of age as described by State law. Section 13. 3.1. Sepverability. It is hereby declared to be the intention of the City of Gem Lake that the provisions of this Ordinance are severable. If any provisions or the application thereof to any Person or circumstances is held to be illegal or invalid, such illegality or invalidity shall not affect other provisions of this Ordinance or the application of said provisions to any other Person not specifically included in said determination. To this end, the provisions of this Ordinance and the various applications thereto are declared to be severable. Section 13.4. 1. Enactment and Effective Date. This Ordinance shall take effect and be in force from and after is passage and publication.This Ordinance No. 68 was adopted by the City Council of the City of Gem Lake on the 23rd day of February in the year 1998 and ordered to be placed in full force and effect upon publication in the City’s legal publication, but not later than the 13 the day of March in the year 1998. Dated: ______________________________________ _______________________________________ _____________________________________ Gretchen Artig-Swomley, Mayor Melissa Lawrence, Acting City Clerk City of Gem Lake, Ramsey County, Minnesota Tobacco Regulation Ordinance No. 68 Legend The Ordinance regulating the sale, distribution, possession, and use of tobacco, tobacco products and tobacco related devices was originally enacted by the City Council as Ordinance No. 68 on 13 March 1998. Since that time, the City Council has made amendments to the Ordinance in keeping with changes in State law and the wishes of the community. The following table indicates the original Ordinance and the said amendments. Ordinance Description Enactment 68 An Ordinance regulating the sale, distribution, possession, and use of tobacco, tobacco products and tobacco related devices 13 March 1998 115 An Ordinance amending Ordinance No. 68, increasing the penalties for violations of the Ordinance. 18 May 18, 2010 68 Ordinance 68 updated to reflect 2024 federal and state legislation: - Adding “nicotine or lobelia” - Replacing “minors” and “18 years” with “persons under the age of 21 years” - Defining all tobacco and nicotine products as “licensed products” for conciseness - Referring all fines for violation to the “City’s adopted Fee Schedule”. 21 May 2024 City of Gem Lake, Ramsey County, Minnesota Tobacco and Nicotine Regulation Ordinance No. 68 AN ORDINANCE REGULATING THE SALE, DISTRIBUTION, POSSESSION, AND USE OF TOBACCO; TOBACCO-RELATED AND ELECTRONIC DELIVERY DEVICES; AND NICOTINE AND LIOBELIA PRODUCTS IN THE CITY OF GEM LAKE AND TO PROVIDE PENALTIES FOR VIOLATIONS AND TO REDUCE THE ILLEGAL SALE, DISTRIBUTION, POSSESSION, AND USE OF SUCH ITEMS TO AND BY PERSONS UNDER THE AGE OF 21 YEARS. The City Council of the City of Gem Lake hereby ordains: Section 1. 1. Authority. This Ordinance is adopted pursuant to authority granted in the United States FDA Tobacco Regulations of 1996 and Minnesota Statutes along with amendments which, from time to time, may be made thereto. 2. Purpose and Intent. 1. Purpose. The purpose of this Ordinance is to recognize that the sale, distribution, possession, and use of tobacco; tobacco-related and electronic delivery devices; and nicotine and lobelia products to persons under the age of twenty-one (21) years is in violation of the laws of the State of Minnesota and the United States, and to protect and promote the health, safety, and general welfare of the both the general public and minors by recognizing that smoking has been shown to be the cause of several serious health problems which subsequently place a financial burden on all levels of government. 2. Intent. The intent of this Ordinance is to accomplish the purpose through regulation of the sale, distribution, possession, and use tobacco; tobacco-related and electronic delivery devices; and nicotine and lobelia products thus enforcing and furthering existing laws including, but not limited to, Minn Stat. § 461. 3. Title. This Ordinance shall be known as the "Tobacco and Nicotine Regulation Ordinance” of the City of Gem Lake. Section 2. 1. Interpretation. In the interpretation and application of this Ordinance, its provisions shall be held to be minimum requirements and shall not be construed so as to fully effect its purpose and shall not be deemed a limitation or repeal of any other power established by law or Ordinance except as specifically provided herein. In the event that conflicting requirements are imposed by this Ordinance or by other Ordinances of the City of Gem Lake, the more restrictive provisions shall apply. 2. Construction of Wording. Words used in the present tense include the past and future tense; the singular includes the plural, and the plural includes the singular; the word "shall" is mandatory and the word "may" is permissive; the masculine gender includes the feminine. 3. Definitions. Except as may otherwise be provided or clearly implied by context, all terms shall be given their commonly accepted definitions. The following terms shall have definitions given to them: 1. Administrator. The City Clerk, or that Person designated by the City Council to act on their behalf, shall administer this Ordinance. 2. Applicant. A Person who submits an application to the City for a license to sell licensed products. 3. Compliance Checks. “Compliance Checks” shall mean the system the City of Gem Lake uses to investigate and ensure that those authorized to sell licensed products are in compliance with the requirements of this Ordinance. Compliance Checks shall involve the use of persons under the age of 21 years who purchase or attempt to purchase tobacco, tobacco related devices, and electronic delivery devices. Compliance Checks shall 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 licensed products. 4. Electronic Delivery Device. “Electronic Delivery Device” shall mean any product containing or delivering nicotine, lobelia, or any other substance, whether natural or synthetic, intended for human consumption through the inhalation of aerosol or vapor from the product. Electronic Delivery Device includes, but is not limited to, devices manufactured, marketed, or sold as e-cigarettes, e-cigars, e-pipes, vape pens, mods, tank systems, or under any other product name or descriptor. Electronic Delivery Device includes any component part of a product, whether or not marketed or sold separately. Electronic Delivery Device does not include any nicotine cessation product that has been authorized by the U.S. Food and Drug Administration to be marketed and for sale as “drugs,” “devices,” or “combination products,” as defined in the Federal Food, Drug, and Cosmetic Act. 5. Individually Packaged. “Individually Packaged” shall mean the practice of selling any tobacco or tobacco products wrapped individually for sale and shall include, but not be limited to, single cigarette packs, single bags or cans of loose tobacco in any form, and single cans or other packaging of snuff or chewing tobacco. 6. Licensed Premises. The real property upon which a Retail Establishment whose owner or officer, as Licensee, has been authorized under this Ordinance to sell tobacco, tobacco related devices, and electronic delivery devices. 7. Licensed Products. “Licensed Products” shall mean any tobacco; tobacco-related or electronic delivery device; or nicotine or lobelia product. 8. Licensee. “Licensee” shall mean a person who has attained the age of twenty-one (21) years, firm, corporation, or other legal entity with a fixed Retail Establishment location in the City of Gem Lake who has been granted a license by the City of Gem Lake Council for a license to sell tobacco, tobacco related devices, and electronic delivery devices based upon submittal to the City of a completed application for said license and the fees associated thereto. 9. Loosies. “Loosies” shall mean the common term used to refer to a single or individually packaged cigarette. 10. Moveable Place of Business. “Moveable Place of Business” shall mean any form of business operated out of a truck, van, automobile, or other type of vehicle or transportable shelter and not a fixed address store front or other permanent type of structure used for sales transactions. 11. Nicotine or Lobelia Product. “Nicotine or Lobelia Product” shall mean any product containing or delivering nicotine or lobelia intended for human consumption, or any part of such a product, that is not tobacco or an electronic delivery device as defined in this section. Nicotine or Lobelia Product does not include any nicotine cessation product that has been authorized by the U.S. Food and Drug Administration to be marketed and for sale as “drugs,” “devices,” or “combination products,” as defined in the Federal Food, Drug, and Cosmetic Act. 12. Person. An individual, partnership, firm, corporation, association, or other legal entity excluding the City of Gem Lake, the state or any other political subdivision or other governmental entity. 13. Retail Establishment. “Retail Establishment” shall mean any place of business where licensed products are available for sale to the general public and shall include, but not be limited to: grocery stores, tobacco products shops, convenience stores, liquor stores, gasoline service stations, bars, and restaurants. 14. Sale. “Sale” shall mean any transfer of goods for money, trade, barter, or other consideration. 15. Self-Service Merchandising. “Self-Service Merchandising” shall mean open displays of licensed products in any manner where any person shall have access to said items without the assistance or intervention of the Licensee or an employee of the Licensee, said assistance or intervention entailing the actual physical exchange of licensed products between the Licensee or employee of the Licensee. 16. Self-Service Sales. “Self-Service Sales” shall mean any sale of licensed products where there is not an actual physical exchange of said items between the customer and the Licensee or an employee of the Licensee. 17. Tobacco or Tobacco Products. “Tobacco” or “Tobacco Products” shall mean any substance or item containing tobacco leaf, including but not limited to: cigarettes; cigars; pipe tobacco; snuff; fine cut or other chewing tobacco; cheroots; stogies; perique; granulated, plug cut, crimp cut, ready-rubbed, and other smoking tobacco; snuff flowers; cavendish; shorts; plug and twist tobaccos; dipping tobaccos; refuse scraps; clippings, cuttings, and sweepings of tobacco; and other kinds and forms of tobacco leaf prepared in such manner as to be suitable for chewing, sniffing, or smoking. 18. Tobacco-Related Devices. “Tobacco-Related Devices” shall mean any tobacco product as well as pipes, rolling papers, or other devices intentionally designed or intended to be used in a manner which enables the chewing, sniffing, or smoking of Tobacco or Tobacco Products. 19. Vending Machine. “Vending Machine” shall mean any mechanical, electric or electronic, or other type of device which dispenses licensed products upon the insertion of money, tokens, or other forms of payment directly into the machine by the person seeking to purchase licensed products. Section 3. 1. License Required. It shall be unlawful for any Person to sell or offer for sale licensed products without first having obtained a license to do so from the City of Gem Lake. 2. Application. An application for a license to sell licensed products shall be made on a form provided by the City Clerk of the City of Gem Lake and shall be submitted to the City Clerk along with fees as required by this Ordinance. The application shall contain the full name of the applicant, the applicants title as part of the Retail Establishment, the name of the Retail Establishment for which the license is sought, the applicant’s residential and Retail Establishment addresses and telephone numbers, a complete list of all officers, owners, and/or shareholders of the Retail Establishment and the owners, officers and/or shareholders residential addresses and telephone numbers. 1. Moveable Place of Business. The City shall not process any application received from a Moveable Place of Business for a license in accordance with this Ordinance and said application shall be immediately returned to the Applicant with a notice that said Applicant is ineligible for a license in accordance with Section 4.1.6 of this Ordinance. 3. Procedures for Review of Application. Upon receipt of an application by the City, the Administrator shall employ the following procedures in the issuance of the license: 1. Complete Application. The City Clerk shall review all information contained in any application received to determine that same is complete and, if found incomplete, shall return the application to the Applicant with notice of the information necessary to make the Application complete. 2. Investigation. Upon receipt of a complete application, the Administrator shall forward same to the City’s law enforcement agency within seven (7) days for a background investigation of the Applicant and the Retail Establishment and it’s officers and owners, said background investigation to be completed within ten (10) days at which time the results of the background check shall be provided to the Administrator. 4. Action. Upon receipt of the background investigation, the Administrator shall advise the City Clerk to place consideration of the Application and approval or denial by the City of Gem Lake Council on the agenda of the next meeting of said Council. 5. License Fees. No license shall be issued in accordance with this Ordinance until the appropriate fee shall be paid in full, said fees being as authorized in Minn Stat. § Chapter 461.12, Subd. 1, and as established in the City’s adopted Fee Schedule, from time to time, amended. 1. Partial Term Fees. Fees prescribed for issuance of a license in accordance with this Ordinance shall not be prorated when an application is received at a time that would provide an initial term following approval of less than one (1) calendar year. 6. Term of License. All licenses issued under this Ordinance shall be valid for the term of one (1) calendar year commencing on the first day of January and ending on the 31st day of December. 1. Partial Term. If an original application is received and subsequently approved during a calendar year, the term of license shall not extend beyond the end of the calendar year in which the application was approved. 7. Transfers of License. All licenses issued in accordance with this Ordinance shall be valid only on the premises of the Retail Establishment for which the license was issued and only for the person to whom the license was issued. Any change in ownership of the Retail Establishment for which the license was issued shall require submittal of a new Application for license to the City and be subject to the same manner of examination and investigation as an original application. 8. License on Display. All licenses issued in accordance with this Ordinance shall be posted and prominently displayed on the premises of the licensed Retail Establishment so as to be in plain view of the general public. A sign not smaller than eight (8") inches by eight (8") inches stating in fonts greater than thirty-six (36) point that “Sales To Or Attempted Purchase Of Tobacco & Related Products By Persons Under the Age of 21 years Is Prohibited By Law” shall also be prominently displayed. 9. License Renewals. The renewal of a license issued in accordance with this Ordinance shall be handled in the same manner as the original application, except that the application for renewal shall be made at least thirty (30) days and not more than sixty (60) days prior to the expiration of the current license. 10. Revocation or Suspension of License. Any license issued in accordance with this Ordinance may be revoked or suspended as provided for in Section 11.1.1 of this Ordinance. Section 4. 1. Basis for Denial of License. The following shall be grounds for denying the issuance or renewal of a license in accordance with this Ordinance; however, except as may be provided by law, the existence of any particular ground for denial does not mean that the City of Gem Lake must deny the license. If a license is mistakenly issued or renewed to a Person, it shall be immediately revoked upon the discovery that the Person was ineligible for the license under this Section. 1. Persons Under the Age of 21 Years. No license shall be issued to any Applicant under the age of twenty-one (21) years. 2. Convicted Persons. Licenses may be denied any Applicant who has been convicted within the past five (5) years of any violation of a Federal, State, or local law, ordinance provision, or other regulation relating to licensed products 3. License Revocations. A license may be denied any Applicant who has had a license to sell licensed products revoked with the twelve (12) month period preceding the effective date of receipt of Application. 4. Information. A license may be denied to any Applicant who fails to provide all information required on the Application or who provides false or misleading information on the Application or to City officials. 5. Prohibited by Others. A license shall be denied any Applicant who is prohibited by Federal, State or other local law, ordinance, or other regulation from holding such a license. 6. Moveable Place of Business. A license shall be denied any Applicant whose Retail Establishment is a Moveable Place of Business. Section 5. 1. Prohibited Sales. It shall be unlawful for any Person to sell or offer for sale any licensed products as follows: 1. Sales To or By Persons Under the Age of 21 years. To any person or by any employee under the age of twenty-one (21) years. 2. Vending Machines. By means of any type of vending machine unless access by persons under the age of 21 years to the premises of the licensed Retail Establishment are prohibited by law and the premises of and vending machine in the licensed Retail Establishment are under the direct and constant control of the Licensee or employees of the Licensee who are over the age of 21 years. 3. Self-Service Sales and Merchandising. By means of self-service methods as defined in Sections 2.3.16 and 2.3.17 and whereby the customer does not need to make a verbal or written request to the Licensee or an employee of the Licensee, except as defined in Section 6.1.1. 4. Loosies. By means of Loosies as defined in Section 2.3.9. 5. Controlled Substances. Containing opium, morphine, jimson weed, bella donna, strychnos, cocaine, or other deleterious, hallucinogenic, toxic, or otherwise controlled substances except nicotine and other substances found naturally in tobacco or added as part of an otherwise lawful manufacturing process. 6. Other Means. By any other means, to any person, or in any other manner or form prohibited by Federal, State, or other local law, ordinance provision, or other regulation. Section 6. 1. Self-Service Sales. It shall be unlawful for a Licensee under this Ordinance to sell or offer for sale licensed products, by any means whereby the customer may have access to such items without having to make a verbal, written, or other request of the Licensee or an employee of the Licensee and whereby there is not a physical exchange of the licensed products, between the customer and the Licensee or an employee of the Licensee. All licensed products shall be stored behind a counter, in a case, or other closed storage area not freely accessible to the general public. 1. Exemptions for Restricted Areas. Under State law, the self-service restrictions described in 6.1 shall not apply to facilities that cannot be entered at any time by persons under the age of 21 years. 2. Other Exemptions. Under State law, the self-service restrictions described in 6.1 shall not apply to Retail Establishments which derive at least ninety (90%) percent of their gross revenue from the sale of licensed products, and where the retailer ensures that no person under the age of 21 years is present, or permitted to enter, at any time. 2. Conversion of Premises. Licensees under this Ordinance shall, within sixty (60) days of the effective date of Ordinance 68, but not later than the 28th day of February in the year 1998 , shall bring their licensed premises into compliance with this Section, unless otherwise directed in writing by the Administrator. Section 7. 1. Responsibility. All Licensees under this Ordinance shall be responsible for the actions of their employees in regard to the sale of licensed products, on the premises of the licensed Retail Establishment, and the sale of such an item by an employee shall be considered a sale by the Licensee. Nothing in this Ordinance shall be construed as prohibiting the City from also subjecting the employee of the Licensee to whatever penalties are appropriate under this Ordinance, State or Federal law, or other applicable law or regulation. Section 8. 1. City Compliance Checks and Inspections. From time to time, but not less than once during each term of the license, the City or its authorized agent shall conduct compliance checks by engaging persons at least 17 years of age, but under the age of 21 years, who, with the prior written consent of a parent or guardian if the person is under the age of 18 years, to enter upon the premises of the licensed Retail Establishment and to attempt to purchase licensed products as follows: 1. Right of Entry. All premises of licensed Retail Establishments shall be open to inspection by the City’s law enforcement agency or other authorized City official or agent of the City during regular business hours. 2. Supervision. Persons under the age of 21 years used for the purpose of compliance checks shall be supervised by designated law enforcement officers or other authorized personnel of the City. 3. Hold Harmless. Persons under the age of 21 years used for the purpose of compliance checks shall not be guilty of the unlawful purchase or attempted purchase nor the unlawful possession of licensed products when such items are obtained or attempted to be obtained as part of a compliance check. 4. False Identification. No persons under the age of 21 years used in a compliance check shall attempt to use a false identification misrepresenting their age and all persons under the age of 21 years engaged in a compliance check shall answer all questions about the their age asked by the Licensee or an employee of the Licensee and shall produce any identification, if any exists, for which the person under the age of 21 years is asked. 2. Licensee Notification. Immediately following a compliance check performed in accordance with this Ordinance by the City or its authorized agents, the Licensee shall be notified of the results of the compliance check. 3. Inspection by Others. Nothing in this Ordinance 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. Section 9. 1. Other Illegal Acts. Unless otherwise provided for herein, the following acts shall be considered unlawful and in violation of this Ordinance: 1. Illegal Sales. It shall be unlawful for any person to sell or otherwise provide any licensed product to any person under the age of 21 years. 2. Illegal Possession. It shall be unlawful for any person under the age of 21 years to have in their possession any licensed product unless such person is lawfully engaged in a compliance check under this Ordinance. 3. Illegal Use. It shall be unlawful for any person under the age of 21 years to smoke, chew, sniff, or otherwise use any licensed product. 4. Illegal Procurement. It shall be unlawful for any person under the age of 21 years to purchase or attempt to purchase or otherwise obtain any licensed product and it shall be unlawful for any person to purchase or otherwise obtain such items on behalf of a person under the age of 21 years. Further, it shall be unlawful for any person to coerce or attempt to coerce a person under the age of 21 years to illegally purchase, attempt to purchase, or otherwise obtain or use any licensed product. This Section shall not apply to persons lawfully involved in a compliance check under this Ordinance. 5. False Identification. It shall be unlawful for any person under the age of 21 years to attempt to disguise their true age by the use of any false form of identification, whether the identification is that of another person or one upon which the age of the person has been modified or tampered with to represent an age older than the actual age of the person. Section 10. 1. Violations. The following procedures shall be implemented regarding alleged violations of this Ordinance, should the City elect to proceed with an administrative violation: 1. Notification of Violation. Upon discovery of an alleged violation, the alleged violator shall be issued, either personally or by mail, a citation that sets forth the alleged violation and which shall inform the alleged violator of their right to be heard on the accusation. 2. Hearings. If a Person accused of violating this Ordinance so requests, a hearing before the City of Gem Lake Council shall be scheduled, the time and place of which shall be published and provided to the accused violator. 3. Findings. If the City of Gem Lake Council finds that a violation of this Ordinance did occur, that decision, along with the Council’s reasons for finding a violation and the penalty to be imposed under Section 11. of this Ordinance, shall be recorded in writing, a copy of which shall be provided to the accused violator. If the Council finds that no violation has occurred or finds grounds for not imposing any penalty, such findings shall be recorded, and a copy provided to the acquitted accused violator. 4. Appeals. Appeals of any Findings made in accordance with Section 10.1.3. shall be filed in Ramsey County district court for the jurisdiction of the City in which the alleged violation occurred. 5. Misdemeanor Prosecution. Nothing in this Ordinance shall prohibit the City from seeking prosecution as a misdemeanor for any alleged violation of this Ordinance. If the City elects to seek misdemeanor prosecution, no administrative penalty shall be imposed. 6. Continued Violation. Each violation and every day in which a violation occurs or continues to occur shall constitute a separate violation. Section 11. 1. Administrative Penalties. Any Person who violates the provisions of this Ordinance which prescribe that certain action is unlawful and in violation of this Ordinance shall be subject to the following penalties: 1. Licensees. Any Licensee and any employee of the Licensee found to have violated this Ordinance shall be charged an administrative fine, as determined by the City’s adopted Fee Schedule, and a license suspension of not less than seven (7) days for each subsequent offense at the same premises of a licensed Retail Establishment within a twenty-four (24) month period. In addition, Licensees are subject to penalties as determined in Minnesota State Statute 461.12. 2. Other Individuals. Other individuals, other than persons under the age of 21 years regulated by Section 11.1.3, found in violation of this Ordinance shall be charged an administrative fine, as determined by the City’s adopted Fee Schedule. 3. Persons under the age of 21 years. Persons under the age of 21 years found to have violated this Ordinance shall be subject to an administrative fine, as determined by the City’s adopted Fee Schedule and twenty (20) hours of community service approved by the City for a first violation of this Ordinance; and, an administrative fine of forty (40) hours of community service and completion of a tobacco related education or diversion program approved by the City. 4. Misdemeanor. Nothing in this Section shall prohibit the City from seeking prosecution as a misdemeanor for any violation of this Ordinance. 2. Criminal Penalties. Any Person who violates any of the provisions of this Ordinance which prescribe that certain action is unlawful and in violation of this Ordinance shall be guilty of a misdemeanor and, upon prosecution and conviction thereof, shall be fined in an amount, as established by the City’s adopted Fee Schedule, or imprisonment up to thirty (30) days or both for each subsequent violation within a twenty-four (24) month period. Each violation and every day in which a violation occurs or continues to occur shall constitute a separate violation. Section 12. 1. Exceptions and Defenses. Nothing in this Ordinance shall prevent the providing licensed products to a person under the age of 21 years as part of a lawfully recognized religious, spiritual, or cultural ceremony. It shall be an affirmative defense to the violation of this Ordinance for a person to have reasonably relied upon proof of age as described by State law. Section 13. 1. Severability. It is hereby declared to be the intention of the City of Gem Lake that the provisions of this Ordinance are severable. If any provisions or the application thereof to any Person or circumstances is held to be illegal or invalid, such illegality or invalidity shall not affect other provisions of this Ordinance or the application of said provisions to any other Person not specifically included in said determination. To this end, the provisions of this Ordinance and the various applications thereto are declared to be severable. Section 14. 1. Effective Date. This Ordinance shall take effect and be in force from and after is passage and publication. Dated: ______________________________________ _______________________________________ _____________________________________ Gretchen Artig-Swomley, Mayor Melissa Lawrence, Acting City Clerk City of Gem Lake, Ramsey County, Minnesota Tobacco Regulation Ordinance No. 68 Legend The Ordinance regulating the sale, distribution, possession, and use of tobacco, tobacco products and tobacco related devices was originally enacted by the City Council as Ordinance No. 68 on 13 March 1998. Since that time, the City Council has made amendments to the Ordinance in keeping with changes in State law and the wishes of the community. The following table indicates the original Ordinance and the said amendments. Ordinance Description Enactment 68 An Ordinance regulating the sale, distribution, possession, and use of tobacco, tobacco products and tobacco related devices 13 March 1998 115 An Ordinance amending Ordinance No. 68, increasing the penalties for violations of the Ordinance. 18 May 2010 68 Ordinance 68 updated to reflect 2024 federal and state legislation: - Adding “nicotine or lobelia” - Replacing “minors” and “18 years” with “persons under the age of 21 years” - Defining all tobacco and nicotine products as “licensed products” for conciseness - Referring all fines for violation to the “City’s adopted Fee Schedule”. 21 May 2024 City of Gem Lake, Ramsey County, Minnesota Gambling and Operation of Gambling Devices by Charitable Organizations in 'On -Sale' Liquor Establishments Ordinance No. 60 AN ORDINANCE REPLACING ORDINANCE NO. 59 WHICH REPLACED ORDINANCE NO. 47 AND RELATED REGULATINGTO GAMBLING BY ALLOWING OPERATION AND SALE OF GAMBLING DEVICES IN ONSALE LIQUOR ESTABLISHMENTS. The City Council of the City of Gem Lake herby ordains: Section 1. 1. Title. The title of this ordinance shall be "Gambling and Operation of Gambling Devices by Charitable Organizations in 'On-Sale' Liquor Establishments." Section 2. Purpose. This ordinance is adopted for the purposes of: 1. Allowing licensed "on-sale" liquor establishments to operate gambling devices when such activity is licensed by the State of Minnesota. 2. Defining the types of lawful gambling devices that can be operated in the City of Gem Lake. 3. Describing the charitable organizations which can operate these devices. Section 3. Rules and Definitions. 1. Rules of Construction. The word "shall" is mandatory, and the word "may" is permissive. 2. Definitions of Terms. 1. Lawful Gambling Devices. Lawful gambling devices are paddlewheels, pull- tabs, raffles, and tipboardstip boards. 2. Employee. An employee is a person who is currently under the employment of the licensee and is at that time on duly or scheduled to perform labor or services and who shall be paid for said labor and services. 3. Charitable Organization. A religious, fraternal, veterans, or other nonprofit organization duly existing under the laws of the State of Minnesota and no part of the net earnings of which inuresinsures to the benefit of any private shareholder or individual. The said organization shall have been in existence for at least three (3) years, andyears and shall have at least thirty (30) active members. It must be organized to operate in the Gem Lake/White Bear Lake area with not less than sixty percent (60%) of its members Gem Lake/White Bear Lake residents. If the charitable organization is state or nationally chartered, its charter must designate the Gem Lake/White Bear Lake area as its location. Section 4. Severability. It is hereby declared to be the intention of the City Council that the several provisions of this ordinance are separable and that if any court of competent jurisdiction shall adjudge any provision of this ordinance or application thereof to be invalid, such judgement shall not affect any other provisions of this ordinance not specifically included in said judgement. Section 5. Intoxicating Liquor: Gambling Devices on Licensed Premises. 1. "On-sale" licensees may request permission of the City Council to permit qualified charitable organizations, as defined in this ordinance, to operate or sell lawful gambling devices only on the licensed premises. The licensee shall make application for permission to the City Council and shall pay therewith the specified fee as established in the City’s adopted Fee Schedule. ifIf the application is granted, the liquor license shall contain an endorsement specifying this approval, and the gambling endorsement may be considered for renewal at the same time as the City Council considers renewal of the "on-sale" license. 2. Gambling endorsements on "on-sale" licenses shall be subject to the following regulations which shall be deemed a part of the license, and failure of compliance may constitute grounds for revocation. 1. Application for gambling endorsements must be made by the liquor licensee and must state the name of the qualified charitable organization. The application must also show evidence that the qualified charitable organization is licensed by the State of Minnesota pursuant to Minnesota Statutes Chapter 349 and any appropriate rules of the State of Minnesota. 2. Use of the licensed premises shall be by means of a written lease agreement between the licensee and the charitable organization. The lease shall be for a term of at least one year, a copy shall be filed with the City Council, and a copy must also be kept on the premises and available for public inspection upon request. Leases shall be governed by the fol lowing: 1. The maximum rental fee for leased premises shall not exceed the maximum amount established by Minnesota state statutes related to charitable gambling and amended from time to time. Rental fees shall be established on an annual calendar year basis for a period of not less than twelve (12) months and shall be approved by the City Council. 2. Rental payments may not be based on a percentage of profits from gambling. 3. The charitable organization may not reimburse the licensee for any license fees or other gambling related expenses incurred by the licensee. 4. The only form of gambling that shall be permitted on the licensed premises shall be lawful gambling devices approved by the City Council. 5. Lawful gambling devices shall only be operated or sold from a booth used solely by the charitable organization, andorganization and shall neither be sold from the bar area nor sold by employees of the licensee unless said employees are (1) duly licensed by the State of Minnesota, and (2) not simultaneously employed by the licensee at the time of sale. Licensed premises with a seating capacity of 50 or less may elect to have a “bar operation” in which the licensee’s employees may sell and redeem approved games from the bar area. Any licensed premises electing to use a “bar operation” must notify the City of the change within 10 days of switching mode of operation, and thereafter apply for renewal as a “bar operation.” 6. The construction and maintenance of the booth used by the charitable organization shall be the sole responsibility of the charitable organization. 7. The lease shall contain a provision permitting the licensee to terminate the lease if the charitable organization is found guilty of any violation of state or local gambling statutes, ordinances or rules and regulations. 3. Only one charitable organization shall be permitted to operate or sell lawful gambling devices on the licensee's premises. 4. The licensee may not be reimbursed by the charitable organization for any license or permit fees, and the only compensation which the licensee may obtain from the charitable organization is the rent fixed in the lease agreement. 5. The licensee and the charitable organization must commit to a minimum of twenty (20) hours per week of operation or sale of lawful gambling devices. 6. The licensee shall be responsible for the charitable organization's conduct of operating and/or selling lawful gambling devices. The City Council may suspend the licensee's permission to allow gambling on the premises for a period of up to sixty (60) days for any violation of state or local gambling laws or regulations that occur on the premises. A second violation within a sixty (60) day suspension, and any additional violations within a twelve (12) month period, shall result in the revocation of the gambling permission, and may also be considered by the City Council as grounds for suspension or revocation of the "on -sale" liquor license. Section 6. One Time Events. Notwithstanding other provisions of this ordinance to the contrary, the City Council may permit an "on-sale" licensee to permit the holding of a single event, such as a banquet, that includes the sale of raffle tickets as part of the event activity, provi ded that such events are separate from the public areas of the licensed establishment, not open to the general public, and the raffle is conducted by a charitable organization licensed by the State of Minnesota. Section 7. Other Gambling Devices. No licensee shall keep, possess, or operate, or permit the keeping, possession, or operation of any slot machine, dice, or any gambling device or apparatus, on the licensed premises or in any room adjoining the licensed premises and shall not permit any g ambling therein, except that lawful gambling devices may be operated or sold on licensed premises when such activity is licensed by the state pursuant to Minnesota Statutes, Chapter 349, and conducted pursuant to the regul ations contained in this ordinance. Section 8. Raffles and Gambling Devices: License Required, Application. 1. No person shall directly operate a gambling device or conduct a raffle, except as authorized by statute and this ordinance and unless a license from the State of Minnesota to do so has first been obtained. Licenses for the conduct of operation of raffles o r gambling devices shall be issued only to a qualified charitable organization. Section 9. Records and Reports: Charitable Organizations. All qualified charitable organizations selling or operating gambling devices in the City of Gem Lake shall keep monthly financial records as required by Minnesota Statutes, Chapter 349, and shall submit certified copies of said records to the City no later than January 30, April 30, and October 30 for the three (3) prior calendar months. Additionally, the qualified charitable organization shall report on or before the dates above the exact purpose an d location of contributions made from the gambling proceeds. Section 10. Profits From Gambling Devices. Profits from the operation of gambling devices or the conduct of raffles shall be used solely for lawful purposes as defined in this ordinance and as authorized at a regular meeting of the organization. Not less than fifty percent (50%) of the profits fro m the operation of gambling or conduct of raffles earned by charitable organizations shall be used for lawful purposes directly benefiting the residents of the Gem Lake/White Bear Lake area. Section 11. Additional Requirements: In addition to satisfying the qualifications set forth in Minnesota Statutes, Chapter 349, the following requirementsrequirements, and qualifications must be complied with by all licensed charitable organizations who will be operating gambling devices in the City of Gem Lake: 1. Charitable Organizations shall 1. not have a gambling license in more than two establishments in the City of Gem Lake. 2. register with the State Gambling Board all equipment and supplies used in a licensed "on sale" liquor establishment. 3. not use a lawful gambling device which does not return to the players a minimum percentage of sixty percent (60%) nor a maximum percentage of eighty -five percent (85%), which percentage shall include free plays awarded. Section 12. Proceeds to City Fromfrom Gambling Devices. Any qualified charitable organization selling and/or operating gambling devices in "on-sale" liquor establishments located in the City of Gem Lake shall remit quarterly to the City two percent (2%) of its net receipts (gross receipt less prizes equals net receipts) ten percent (10%) of its net profits (gross profits less amounts expe nded for allowable expenses for allowable expenses and paid in taxes assessed on lawful gambling) from the sale or operation of gambling devices within the City of Gem Lake. The City shall place said revenue in a dedicated fund that will be used for “public needs” or will distribute the proceeds to other charitable organizations.to be disbursed by the City for (1) charitable contributions as permitted by Minn. Stat. § 349.12, subd. 7a, or (2) police, fire, and other emergency or public safety related services, equipment, and training, excluding pension obligations. Section 13. Licensee Fee: Charitable Gambling. The fee for a charitable gambling license in an "on-sale" liquor establishment shall be defined in the City of Gem Lake “Fee Schedule” which is revised from time to time. Section 14. EnactmentEffective Date. This Ordinance No. 60 was enacted and placed in full force and effect on 13 May 1991 by a unanimous vote of the Gem Lake City Council.shall take effect and be in force from and after is passage and publication. Dated: ____________________ _______________________________________ _____________________________________ Gretchen Artig-Swomley, Mayor Melissa Lawrence, Acting City Clerk ENACTED: Paul R. Emeott, Mayor ATTEST: Frederic C. Magnuson, City Clerk CITY OF GEM LAKE ORDINANCE NO. 60 LEGEND The Ordinance allowing operation and sale of gambling devices in on -sale liquor establishments was originally enacted by the City Council as Ordinance Number 60 on 13 May 1991. Since that time, the City Council has made amendments to the Ordinance in keeping with changes in State law and the wishes of the community. The following table indicates the original ordinance and the said amendments. ORDINANCE DESCRIPTION ENACTMENT 60 An ordinance allowing the operation and sale of gambling devices in on-sale liquor establishments (repealed Ordinance 59 and Ordinance 47). 13 May 1991 102 An ordinance amending Ordinance No. 60, by adding provisions to Section 5.2(b)(V) which allow “bar operation”; eliminating the requirement in Section 12 to put City revenue in a dedicated park/playground fund; and inserting the reference to the City’s fee schedule in place of a specific fee. 21 October 2008 117 An ordinance amending Ordinance No. 60, increasing the required contribution level for charitable gambling licenses. May 18, 2010 City of Gem Lake, Ramsey County, Minnesota Gambling and Operation of Gambling Devices by Charitable Organizations in 'On -Sale' Liquor Establishments Ordinance No. 60 AN ORDINANCE REGULATING GAMBLING BY ALLOWING OPERATION AND SALE OF GAMBLING DEVICES IN ONSALE LIQUOR ESTABLISHMENTS. The City Council of the City of Gem Lake herby ordains: Section 1. 1. Title. The title of this ordinance shall be "Gambling and Operation of Gambling Devices by Charitable Organizations in 'On-Sale' Liquor Establishments." Section 2. Purpose. This ordinance is adopted for the purposes of: 1. Allowing licensed "on-sale" liquor establishments to operate gambling devices when such activity is licensed by the State of Minnesota. 2. Defining the types of lawful gambling devices that can be operated in the City of Gem Lake. 3. Describing the charitable organizations which can operate these devices. Section 3. Rules and Definitions. 1. Rules of Construction. The word "shall" is mandatory, and the word "may" is permissive. 2. Definitions of Terms. 1. Lawful Gambling Devices. Lawful gambling devices are paddlewheels, pull- tabs, raffles, and tip boards. 2. Employee. An employee is a person who is currently under the employment of the licensee and is at that time on duly or scheduled to perform labor or services and who shall be paid for said labor and services. 3. Charitable Organization. A religious, fraternal, veterans, or other nonprofit organization duly existing under the laws of the State of Minnesota and no part of the net earnings of which insures to the benefit of any private shareholder or individual. The said organization shall have been in existence for at least three (3) years and shall have at least thirty (30) active members. It must be organized to operate in the Gem Lake/White Bear Lake area with not less than sixty percent (60%) of its members Gem Lake/White Bear Lake residents. If the charitable organization is state or nationally chartered, its charter must designate the Gem Lake/White Bear Lake area as its location. Section 4. Severability. It is hereby declared to be the intention of the City Council that the several provisions of this ordinance are separable and that if any court of competent jurisdiction shall adjudge any provision of this ordinance or application thereof to be invalid, such judgement shall not affect any other provisions of this ordinance not specifically included in said judgement. Section 5. Intoxicating Liquor: Gambling Devices on Licensed Premises. 1. "On-sale" licensees may request permission of the City Council to permit qualified charitable organizations, as defined in this ordinance, to operate or sell lawful gambling devices only on the licensed premises. The licensee shall make application for permission to the City Council and shall pay therewith the specified fee as established in the City’s adopted Fee Schedule. If the application is granted, the liquor license shall contain an endorsement specifying this approval, and the gambling endorsement may be considered for renewal at the same time as the City Council considers renewal of the "on-sale" license. 2. Gambling endorsements on "on-sale" licenses shall be subject to the following regulations which shall be deemed a part of the license, and failure of compliance may constitute grounds for revocation. 1. Application for gambling endorsements must be made by the liquor licensee and must state the name of the qualified charitable organization. The application must also show evidence that the qualified charitable organization is licensed by the State of Minnesota pursuant to Minnesota Statutes Chapter 349 and any appropriate rules of the State of Minnesota. 2. Use of the licensed premises shall be by means of a written lease agreement between the licensee and the charitable organization. The lease shall be for a term of at least one year, a copy shall be filed with the City Council, and a copy must also be kept on the premises and available for public inspection upon request. Leases shall be governed by the fol lowing: 1. The maximum rental fee for leased premises shall not exceed the maximum amount established by Minnesota state statutes related to charitable gambling and amended from time to time. Rental fees shall be established on an annual calendar year basis for a period of not less than twelve (12) months and shall be approved by the City Council. 2. Rental payments may not be based on a percentage of profits from gambling. 3. The charitable organization may not reimburse the licensee for any license fees or other gambling related expenses incurred by the licensee. 4. The only form of gambling that shall be permitted on the licensed premises shall be lawful gambling devices approved by the City Council. 5. Lawful gambling devices shall only be operated or sold from a booth used solely by the charitable organization and shall neither be sold from the bar area nor sold by employees of the licensee unless said employees are (1) duly licensed by the State of Minnesota, and (2) not simultaneously employed by the licensee at the time of sale. Licensed premises with a seating capacity of 50 or less may elect to have a “bar operation” in which the licensee’s employees may sell and redeem approved games from the bar area. Any licensed premises electing to use a “bar operation” must notify the City of the change within 10 days of switching mode of operation, and thereafter apply for renewal as a “bar operation.” 6. The construction and maintenance of the booth used by the charitable organization shall be the sole responsibility of the charitable organization. 7. The lease shall contain a provision permitting the licensee to terminate the lease if the charitable organization is found guilty of any violation of state or local gambling statutes, ordinances or rules and regulations. 3. Only one charitable organization shall be permitted to operate or sell lawful gambling devices on the licensee's premises. 4. The licensee may not be reimbursed by the charitable organization for any license or permit fees, and the only compensation which the licensee may obtain from the charitable organization is the rent fixed in the lease agreement. 5. The licensee and the charitable organization must commit to a minimum of twenty (20) hours per week of operation or sale of lawful gambling devices. 6. The licensee shall be responsible for the charitable organization's conduct of operating and/or selling lawful gambling devices. The City Council may suspend the licensee's permission to allow gambling on the premises for a period of up to sixty (60) days for any violation of state or local gambling laws or regulations that occur on the premises. A second violation within a sixty (60) day suspension, and any additional violations within a twelve (12) month period, shall result in the revocation of the gambling permission, and may also be considered by the City Council as grounds for suspension or revocation of the "on -sale" liquor license. Section 6. One Time Events. Notwithstanding other provisions of this ordinance to the contrary, the City Council may permit an "on-sale" licensee to permit the holding of a single event, such as a banquet, that includes the sale of raffle tickets as part of the event activity, provi ded that such events are separate from the public areas of the licensed establishment, not open to the general public, and the raffle is conducted by a charitable organization licensed by the State of Minnesota. Section 7. Other Gambling Devices. No licensee shall keep, possess, or operate, or permit the keeping, possession, or operation of any slot machine, dice, or any gambling device or apparatus, on the licensed premises or in any room adjoining the licensed premises and shall not permit any g ambling therein, except that lawful gambling devices may be operated or sold on licensed premises when such activity is licensed by the state pursuant to Minnesota Statutes, Chapter 349, and conducted pursuant to the regul ations contained in this ordinance. Section 8. Raffles and Gambling Devices: License Required, Application. 1. No person shall directly operate a gambling device or conduct a raffle, except as authorized by statute and this ordinance and unless a license from the State of Minnesota to do so has first been obtained. Licenses for the conduct of operation of raffles o r gambling devices shall be issued only to a qualified charitable organization. Section 9. Records and Reports: Charitable Organizations. All qualified charitable organizations selling or operating gambling devices in the City of Gem Lake shall keep monthly financial records as required by Minnesota Statutes, Chapter 349, and shall submit certified copies of said records to the City no later than January 30, April 30, and October 30 for the three (3) prior calendar months. Additionally, the qualified charitable organization shall report on or before the dates above the exact purpose an d location of contributions made from the gambling proceeds. Section 10. Profits From Gambling Devices. Profits from the operation of gambling devices or the conduct of raffles shall be used solely for lawful purposes as defined in this ordinance and as authorized at a regular meeting of the organization. Not less than fifty percent (50%) of the profits from the operation of gambling or conduct of raffles earned by charitable organizations shall be used for lawful purposes directly benefiting the residents of the Gem Lake/White Bear Lake area. Section 11. Additional Requirements: In addition to satisfying the qualifications set forth in Minnesota Statutes, Chapter 349, the following requirements, and qualifications must be complied with by all licensed charitable organizations who will be operating gambling devices in the City of Gem Lake: 1. Charitable Organizations shall: 1. not have a gambling license in more than two establishments in the City of Gem Lake. 2. register with the State Gambling Board all equipment and supplies used in a licensed "on sale" liquor establishment. 3. not use a lawful gambling device which does not return to the players a minimum percentage of sixty percent (60%) nor a maximum percentage of eighty -five percent (85%), which percentage shall include free plays awarded. Section 12. Proceeds to City from Gambling Devices. Any qualified charitable organization selling and/or operating gambling devices in "on-sale" liquor establishments located in the City of Gem Lake shall remit quarterly to the City ten percent (10%) of its net profits (gross profits less amounts expended for allowable expenses for allowable expenses and paid in taxes assessed on lawful gambling) from the sale or operation of gambling devices within the City of Gem Lake. The City shall place said revenue in a dedicated fund to be disbursed by the City for (1) charitable contributions as permitted by Minn. Stat. § 349.12, subd. 7a, or (2) police, fire, and other emergency or public safety related services, equipment, and training, excluding pension obligations. Section 13. Licensee Fee: Charitable Gambling. The fee for a charitable gambling license in an "on-sale" liquor establishment shall be defined in the City of Gem Lake “Fee Schedule” which is revised from time to time. Section 14. Effective Date. This Ordinance shall take effect and be in force from and after is passage and publication. Dated: ____________________ _______________________________________ _____________________________________ Gretchen Artig-Swomley, Mayor Melissa Lawrence, Acting City Clerk CITY OF GEM LAKE ORDINANCE NO. 60 LEGEND The Ordinance allowing operation and sale of gambling devices in on -sale liquor establishments was originally enacted by the City Council as Ordinance Number 60 on 13 May 1991. Since that time, the City Council has made amendments to the Ordinance in keeping with changes in State law and the wishes of the community. The following table indicates the original ordinance an d the said amendments. ORDINANCE DESCRIPTION ENACTMENT 60 An ordinance allowing the operation and sale of gambling devices in on-sale liquor establishments (repealed Ordinance 59 and Ordinance 47). 13 May 1991 102 An ordinance amending Ordinance No. 60, by adding provisions to Section 5.2(b)(V) which allow “bar operation”; eliminating the requirement in Section 12 to put City revenue in a dedicated park/playground fund; and inserting the reference to the City’s fee schedule in place of a specific fee. 21 October 2008 117 An ordinance amending Ordinance No. 60, increasing the required contribution level for charitable gambling licenses. 18 May 2010 60 Amendment 117 incorporated into Ordinance No. 60 21 May 2024 Updated January 1, 2024 7 Section 11 City Licenses Alcohol Licenses Fee Comments 3.2 Malt Liquor On-Sale $2,000.00 Annually 3.2 Malt Liquor Sunday On-Sale $200.00 Annually 3.2 Malt Liquor Off-Sale $200.00 Annually 9-Month Golf Course Liquor On-Sale $1,500.00 Annually 9-Month Golf Course Liquor Sunday On-Sale $150.00 Annually Investigation Fee for New On-Sale Liquor $750.00 Actual Cost Wine On-Sale $1,000.00 Annually Business Licenses Fee Comments Adult Use $5,000.00 Annually Adult Use Investigation of License $2,000.00 Adult Use Change of Owner/Officer $500.00 Adult Use Origination Fee $2,000.00 Business License $100.00 Annually Kennel License (Business Boarding Kennel) $300.00 Annually Pawnbroker License $5,000.00 Annually Pawnbroker License Investigation Fee $500.00/hr Minimum 1 hour Peddlers, Solicitors and Transient Merchants Annual $100.00 Peddlers, Solicitors and Transient Merchants 1-14 Days $50.00 Peddlers, Solicitors and Transient Merchants Background $50.00 Up to two people, then $20 each additional person Tobacco and Related Products Licenses Fee Comments Edible Cannabinoid Products License $125.00 Annually Edible Cannabinoid Products Application and Background $500.00 Initial Request and when a new owner is brought in Tobacco $200.00 Annually Animal Licenses Fee Comments Chicken/Fowl Keeping Up to 5 Chickens $25.00 Chicken/Fowl Keeping Up to 5 Chickens - Renewal $15.00 Annually Chicken/Fowl Keeping Up to 25 Chickens $50.00 Chicken/Fowl Keeping Up to 25 Chickens - Renewal $15.00 Annually Dog License New $10.00 Per Dog (Maximum of 3) Dog License Renewal $10.00 Annually Per Dog (Maximum of 3) Dog License Lost/Replacement Tag $5.00 Dog License Potentially Dangerous Dog Fee $120.00 Annually, Plus $10.00 Registration Fee Dog License Dangerous Dog Fee $500.00 Annually, Plus $10.00 Registration Fee Pigeon Keeping License $100.00 Annually Stable License Personal Stable – three or less animals $50.00 Annually Stable License Unlimited Stable – four or more animals $85.00 Annually Contractor Licenses (If not licensed with the State) Fee Comments Automatic Underground Sprinkler System Installer $100.00 Annually Blacktopping & Cement (City Roads) $100.00 Annually Commercial General Construction $100.00 Annually Demolition $100.00 Annually Excavating & Grading $100.00 Annually Fence $100.00 Annually Mechanical $100.00 Annually Outside Sewer & Water Installation $100.00 Annually Sign $100.00 Annually Specialty Contractor $100.00 Annually Tree/Trimming Removal $100.00 Annually Rental Licenses Fee Comments Single Family (House, Condo, Townhouse) $100.00 Annually Two-Family (Duplex) $50.00/unit Annually Miscellaneous City Licenses Fee Comments Amusement Devices $50.00 Per Device Apartment Unit License $200.00 Plus $25.00 per unit over 10. Annually Archery Hunting Permit $100.00 Plus $500.00 Escrow Assisted Living License $200.00 Annually Charitable Gambling Investigation Fee $100.00/hr Minimum 1 hour Golf Cart Permit (for use on City roads) $30.00 Annually Home Occupation Permit $100.00 Annually Nursing Home License $200.00 Annually Outdoor Entertainment Fee $5,000.00 Per event held by business with liquor license plus $5,000.00 escrow Utility Permit for Work in Right-of-Way City Area $200.00 Per Request Updated January 1, 2024 8 Section 12 Miscellaneous Administrative Offenses Fee Comments Penalties for Alcohol, Tobacco, and Nicotine Sales Purchase, Possession $50.00 Issued by White Bear Lake Police Dept. Underage Consumption $50.00 Issued by White Bear Lake Police Dept. Lending ID to Underage Person $100.00 Issued by White Bear Lake Police Dept. License Holder, First Offense $150.00 Issued by White Bear Lake Police Dept. License Holder, Second Offense Within 12 Months $275.00 Issued by White Bear Lake Police Dept. License Holder, Third Offense Within 18 Months $500.00 Issued by White Bear Lake Police Dept. Other Alcohol, Tobacco, and Nicotine Related Offenses $100.00 Issued by White Bear Lake Police Dept. Penalties for Edible Cannabinoid Products Underage Consumption $50.00 Issued by White Bear Lake Police Dept. Lending ID to Underage Person $100.00 Issued by White Bear Lake Police Dept. License Holder, First Offense $150.00 Issued by White Bear Lake Police Dept. License Holder, Second Offense Within 12 Months $275.00 Issued by White Bear Lake Police Dept. Other Edible Cannabinoid-Related Offenses $100.00 Issued by White Bear Lake Police Dept. False Alarm User Fees 3-14 False Alarms $50.00/occurrence In one (1) calendar year Jan1 – Dec 31 15 plus False Alarms $150.00/occurrence In one (1) calendar year Jan1 – Dec 31 Heritage Hall Room Rental Fees Fee Comments Heritage Hall Rental Fees – Gem Lake & WBT Residents Large Conference Room (Mon-Thur Evenings) Room Fee $25.00/hr (minimum 2 hours) Free during normal business hours Cleaning/Staffing Fee $20.00/hr (minimum 2 hours) Refundable Deposit $150.00 Large Conference Room (Fri-Sun) Room Fee $40.00/hr (minimum 2 hours) Cleaning/Staffing Fee $20.00/hr (minimum 2 hours) Refundable Deposit $150.00 Small Conference Room (Mon-Thur Evenings) Room Fee $15.00/hr (minimum 2 hours) Free during normal business hours Cleaning/Staffing Fee $20.00/hr (minimum 2 hours) Refundable Deposit $50.00 Small Conference Room (Fri-Sun) Room Fee $25.00/hr (minimum 2 hours) Cleaning/Staffing Fee $20.00/hr (minimum 2 hours) Refundable Deposit $50.00 Heritage Hall Rental Fees – Non-Residents Large Conference Room (Mon-Thur Evenings) Room Fee $50.00/hr (minimum 2 hours) $10 discount during normal business hours Cleaning/Staffing Fee $25.00/hr (minimum 2 hours) Refundable Deposit $150.00 Large Conference Room (Fri-Sun) Room Fee $75.00/hr (minimum 2 hours) Cleaning/Staffing Fee $25.00/hr (minimum 2 hours) Refundable Deposit $150.00 Small Conference Room (Mon-Thur Evenings) Room Fee $30.00/hr (minimum 2 hours) $5 discount during normal business hours Cleaning/Staffing Fee $25.00/hr (minimum 2 hours) Refundable Deposit $50.00 Small Conference Room (Fri-Sun) Room Fee $50.00/hr (minimum 2 hours) Cleaning/Staffing Fee $25.00/hr (minimum 2 hours) Refundable Deposit $50.00 Administration Fee Comments Administrative Charge $50.00 Copying Documents 1 to 100 Pages $0.25/page MN Statutes, Section 13.03 1 to 100 Pages – Double Sided $0.50/page MN Statutes, Section 13.03 Over 100 Pages Actual Cost of Data Collection & Copies MN Statutes, Section 13.03 Document Research $100.00/hr Minimum 15 minutes Mailing (Postage) and Packaging of Documents and Plans $40.00 Property Assessment and Searches Property Assessment Searches $50.00 Per Address/PIN If needed within 24 Hours $100.00 Per Address/PIN Return Check Charges $30.00 Use of City Professional Services Outside Consultants (Planner, Engineer, Attorney, etc.) Actual Cost to the City Zoning Administrator Actual Cost to the City Minimum 1 hour CITY OF GEM LAKE Heritage Hall 4200 Otter Lake Road | Gem Lake, MN 55110 651-747-2790/92 | 651-747-2795 (fax) E-mail city@gemlakemn.org City Council Meeting – June 18, 2024 Call to Order of City Council Meeting By Mayor Artig-Swomley at 7:_____ p.m. Call of Roll Artig-Swomley Cacioppo Hynes-Amlee Johnson Lindner Approve Agenda and Minutes • Accept the Agenda for the June 18, 2024, City Council Meeting • Approve the Minutes from May 21, 2024, City Council Meeting • Accept the Minutes from the June 11, 2024, Planning Commission Meeting Special Presentations/Public Hearings • 2023 Audit Presentation Consent Agenda • Resolution #2024-010 June 2024 Donation to White Bear Lake Area Food Shelf • Monthly Financial Report(s) • Claims Committee Reports • Planning Commission Old Business • Newsletter Updates / Topics / Suggestions • MPCA Report Request Discussion • Gem Lake Trail Reseeding / Tree Planting Discussion New Business • Future Charitable Gambling Donations o White Bear Lake Emergency Food Shelf Community Outreach to Other Cities and Government Bodies Presentations from the Public, 2 minutes maximum Open Items for Council Members to Bring Up Future Council Meetings • Next City Council Meeting, Tuesday, July 16, 2024 o Attendance Inquiry • Next City Council Workshop, Monday, July 8, 2024 - CANCELED Adjournment – The meeting adjourned at ________