City Council Monday, August 17, 2026 6:00 PM or immediately following the EDA meeting Regular Meeting (whichever is later) & Elk River City Hall Work Session Agenda ▪ Regular meeting in Council Chambers ▪ Work Session meeting in Upper Town Conference Room immediately following regular meeting 1. CALL MEETING TO ORDER 2. PLEDGE OF ALLEGIANCE 3. CONSIDER AGENDA 4. CONSENT AGENDA Considered to be routine and noncontroversial and will be approved by one motion. There will be no separate discussion of these items unless there is a request to remove the item from the consent agenda to the regular agenda. 4.1 Check Register 4.2 Agreements with Axon 4.3 193rd Avenue and Evans Street Roundabout — Property Acquisition and Easement Agreement Services 4.4 3.2 Percent Malt Liquor Off-Sale License: Kwik Trip, Inc. 4.5 Resolution 26-52: TIF 30 Assistance Agreement 4.6 Resolution 26-53: Approving a Deed to the Economic Development Authority Clarifying Ownership of Lot 1, Block 1 Northstar Business Park 4.7 Termination and Release of Lot Line Adjustments - Lot 1, Block 1 Northstar Business Park 4.8 Temporary On-Sale Liquor License: Davis-Darrow-Meyer American Legion Post 112 4.9 Separation Agreement and Release - Dickinson 4.10 Separation Agreement and Release - Smith 4.11 Resolution 26-51: Premises Permit For CharitAbleMN dba Midwest Cheer Association 5. OPEN FORUM An opportunity to provide comments and feedback regarding items not on the agenda. Information provided in Open Forum will not be discussed at this meeting; rather, the information will be referred to staff and/or scheduled for discussion at a future meeting. 6. PRESENTATIONS, AWARDS, AND RECOGNITION 6.1 City of Elk River Volunteer of the Month 6.2 Oath of Office: Police Officer Page 1 of 289 6.3 Introduce New Employees 6.4 Recognize Communications Division for 2026 MAGC Awards 6.5 Recognize Promotion of Office Mark Edlund to Patrol Sergeant 6.6 Recognize and Thank Lauren Wipper 6.7 Recognize and Thank Kevin Beadles 7. PUBLIC HEARINGS An opportunity for the public to express their opinions and raise questions pertaining to the agenda item. All comments become part of the official public record. For this reason, all comments must be made at the podium so they can be heard and recorded. Comments may also be provided in writing. There will not be deliberations, discussions, or answers to questions until the hearing is closed. It is important to be courteous and allow each presenter to comment before adding additional testimony. 7.1 Cornerstone Kia Expansion: Plat of Jabez Fourth Addition and Conditional Use Permit, Mississippi Highlands LLC - 17094 Vance St NW 7.2 Interim Use Permit: Residential Occupation (Hair Salon), Stacey Cleveland - 10218 187th Ave NW 7.3 Resolution 26-54: Easement Vacation: Stormwater Pipe Relocation, Crystal Distribution Inc (CDI) — 17560 Tyler St NW 7.4 Conditional Use Permit: Overhead Doors to Support Light Manufacturing, Crystal Distribution Inc (CDI) - 17560 Tyler St NW 7.5 Resolution 26-55: Northbound Liquor - Property Tax Abatement Bond 8. GENERAL BUSINESS Items in which the information is presented by city staff or consultants, then deliberation and action occur. General Business items are not opportunities to receive or provide public input. However, the presiding officer may, at its sole discretion, solicit public feedback. 8.1 Call Special Council Meeting 8.2 Hearing on Potential Tobacco License Revocation: Star One, LLC 9. MOTION TO ADJOURN REGULAR MEETING 10. WORK SESSION Work Sessions are less formal meetings to encourage dialog. Official action or votes are not typically taken. At the conclusion of a discussion, a simple consensus provides staff direction for execution of the item. This portion of the agenda is audio recorded but not video recorded or broadcast. Work Sessions are open to the public; however, visitors who wish to provide input must be invited by the presiding officer, assume a seat at the discussion table and provide their full name and address for the official record. 10.1 Fire Chief Recruitment 11. MOTION TO ADJOURN The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 2 of 28912. INFORMATION 12.1 July Financial Reports The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 3 of 289 Request for Action To Item Number City Council 4.1 Meeting Date Prepared By August 17, 2026 Amy Stangler, Accounting Clerk Item Description Reviewed by Check Register Lori Stich Joe Stremcha Cal Portner Justin Dunford Action Requested Approve, by motion, the check register for the period ending August 17, 2026. Background/Discussion The details for the period ending August 17, 2026, are attached to this request for action. Total for All Funds $1,539,571.39 Financial Impact N/A Mission/Policy/Goal N/A Attachments 1. 4.2 at1 Check Register 2. 4.2 at2 Check Register The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 4 of 289Page 5 of 289Page 6 of 289Page 7 of 289Page 8 of 289Page 9 of 289Page 10 of 289Page 11 of 289Page 12 of 289Page 13 of 289Page 14 of 289Page 15 of 289Page 16 of 289Page 17 of 289Page 18 of 289Page 19 of 289Page 20 of 289Page 21 of 289Page 22 of 289Page 23 of 289Page 24 of 289Page 25 of 289Page 26 of 289Page 27 of 289Page 28 of 289Page 29 of 289Page 30 of 289Page 31 of 289Page 32 of 289Page 33 of 289Page 34 of 289Page 35 of 289Page 36 of 289Page 37 of 289Page 38 of 289Page 39 of 289Page 40 of 289Page 41 of 289Page 42 of 289Page 43 of 289Page 44 of 289Page 45 of 289Page 46 of 289Page 47 of 289Page 48 of 289 Request for Action To Item Number City Council 4.2 Meeting Date Prepared By August 17, 2026 Lindsay Brandner, Senior Administrative Assistant Item Description Reviewed by Agreements with Axon David Kuhnly Cal Portner Justin Dunford Action Requested Execute, by motion, two agreements between the City of Elk River and Axon Enterprises, Inc. Background/Discussion The first Axon Agreement is to replace the camera system in the interview rooms that are at the end of their life cycle and are no longer supported by Axon. The camera system is needed to remain compliant with law enforcement standards surrounding the collection of investigatory interviews. The second Axon Agreement is a required transfer of the police department's licenses from the Basic model to the Pro model. The Axon platform now requires the Pro license and has discontinued the Basic license; the Pro model is required to continue using the software. The Council discussed the camera upgrades at its Regular Meeting Work Session on July 6, 2026. Financial Impact Fees are listed in the agreement. Mission/Policy/Goal Explain how this meets the city's mission, current policies and/or council goals Attachments 1. Axon License Adjustment Agreement 2. Axon Interview Rooms Agreement The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 49 of 289 Axon Enterprise, Inc. Q-887876-46224KP 17800 N 85th St Scottsdale, Arizona 85255 Issued: 07/21/2026 United States VAT: 86-0741227 Quote Expiration: 07/31/2026 Domestic:(800) 978-2737 Estimated Contract Start Date: 08/01/2026 International: +1.800.978.2737 Account Number: 110486 Payment Terms: N30 Mode of Delivery: AUTO-GND Credit/Debit Amount: $0.00 SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Elk River Police Dept. - MN Elk River Police Dept. - MN 13077 Orono Pkwy NW 13077 Orono Pkwy NW Kevin Pirehpour Darren McKernan Elk River, Elk River Phone: Phone: (763) 635-1202 MN MN Email: kpirehpour@axon.com Email: dmckernan@elkrivermn.gov 55330-5600 55330-5600 Fax: Fax: (763) 6351250 USA USA Email: Quote Summary Discount Summary $660.04 Program Length 44 Months Average Savings Per Year TOTAL COST $14,292.80 TOTAL SAVINGS $2,420.16 ESTIMATED TOTAL W/ TAX $14,292.80 Page 1 Q-887876-46224KP Page 50 of 289Payment Summary Date Subtotal Tax Total Aug 2026 $2,598.68 $0.00 $2,598.68 Mar 2027 $3,898.04 $0.00 $3,898.04 Mar 2028 $3,898.04 $0.00 $3,898.04 Mar 2029 $3,898.04 $0.00 $3,898.04 Total $14,292.80 $0.00 $14,292.80 Page 2 Q-887876-46224KP Page 51 of 289 Quote Unbundled Price: $16,712.96 Quote List Price: $16,712.96 Quote Subtotal: $14,292.80 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total A la Carte Software ProLicense Pro License Bundle 8 44 $47.48 $40.60 $14,292.80 $0.00 $14,292.80 Total $14,292.80 $0.00 $14,292.80 Delivery Schedule Software Bundle Item Description QTY Estimated Start Date Estimated End Date Pro License Bundle 73683 Axon Evidence - Storage - 10GB A La Carte 24 08/01/2026 03/31/2030 Pro License Bundle 73746 Axon Evidence - ECOM License - Pro 8 08/01/2026 03/31/2030 Page 3 Q-887876-46224KP Page 52 of 289Shipping Locations Location Number Street City State Zip Country 1 13077 Orono Pkwy NW Elk River MN 55330-5600 USA Payment Details Aug 2026 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 1 ProLicense Pro License Bundle 8 $2,598.68 $0.00 $2,598.68 Total $2,598.68 $0.00 $2,598.68 Mar 2027 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 2 ProLicense Pro License Bundle 8 $3,898.04 $0.00 $3,898.04 Total $3,898.04 $0.00 $3,898.04 Mar 2028 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 3 ProLicense Pro License Bundle 8 $3,898.04 $0.00 $3,898.04 Total $3,898.04 $0.00 $3,898.04 Mar 2029 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 4 ProLicense Pro License Bundle 8 $3,898.04 $0.00 $3,898.04 Total $3,898.04 $0.00 $3,898.04 Page 4 Q-887876-46224KP Page 53 of 289Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing. Standard Terms and Conditions Axon Enterprise Inc. Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at https://www.axon.com/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. Page 5 Q-887876-46224KP Page 54 of 289 Exceptions to Standard Terms and Conditions Rewrite Estimates Estimated Amounts and Contract Terminations. Any amounts stated as due under existing or terminated contracts — including contract transfer balances carried forward to new or pending contracts — are estimates based on payments received as of the calculation date. These estimates may be adjusted if new contracts are not executed on the anticipated dates or if expected payments are not made. Refresh Shipment Timing Technology Assurance Plan (TAP) Refresh Prior to Renewal. For Customers with expiring agreements that include TAP refresh rights, Axon may, in its discretion, ship refresh hardware under the existing contract while renewal or replacement agreements are in progress. Any such shipments will be deemed made under the terms of the existing contract until the new contract is fully executed, after which any applicable updates, fees, or adjustments will apply. Shipment Timing Shipment Variance. Estimated shipment dates are provided for planning purposes only and are not guarantees. Axon may ship hardware before or after the estimated shipment date, and failure to meet an estimated shipment date will not, by itself, constitute a breach, provided Axon uses commercially reasonable efforts to meet estimated shipment dates. \s1\ \d1\ Signature Date Signed 7/21/2026 Page 6 Q-887876-46224KP Page 55 of 289 Page 7 Q-887876-46224KP Page 56 of 289 Axon Enterprise, Inc. Q-871422-46224KP 17800 N 85th St Scottsdale, Arizona 85255 Issued: 07/21/2026 United States VAT: 86-0741227 Quote Expiration: 09/28/2026 Domestic:(800) 978-2737 Estimated Contract Start Date: 01/01/2027 International: +1.800.978.2737 Account Number: 110486 Payment Terms: N30 Mode of Delivery: AUTO-GND Credit/Debit Amount: $0.00 SHIP TO BILL TO SALES REPRESENTATIVE PRIMARY CONTACT Elk River Police Dept. - MN Elk River Police Dept. - MN 13077 Orono Pkwy NW 13077 Orono Pkwy NW Kevin Pirehpour Joseph Gacke Elk River, Elk River Phone: Phone: 7636351203 MN MN Email: kpirehpour@axon.com Email: jgacke@elkrivermn.gov 55330-5600 55330-5600 Fax: Fax: USA USA Email: Quote Summary Discount Summary $1,415.35 Program Length 120 Months Average Savings Per Year TOTAL COST $127,381.68 TOTAL SAVINGS $14,153.52 ESTIMATED TOTAL W/ TAX $127,381.68 Page 1 Q-871422-46224KP Page 57 of 289Payment Summary Date Subtotal Tax Total Jan 2027 $12,738.15 $0.00 $12,738.15 Jan 2028 $12,738.17 $0.00 $12,738.17 Jan 2029 $12,738.17 $0.00 $12,738.17 Jan 2030 $12,738.17 $0.00 $12,738.17 Jan 2031 $12,738.17 $0.00 $12,738.17 Jan 2032 $12,738.17 $0.00 $12,738.17 Jan 2033 $12,738.17 $0.00 $12,738.17 Jan 2034 $12,738.17 $0.00 $12,738.17 Jan 2035 $12,738.17 $0.00 $12,738.17 Jan 2036 $12,738.17 $0.00 $12,738.17 Total $127,381.68 $0.00 $127,381.68 Page 2 Q-871422-46224KP Page 58 of 289 Quote Unbundled Price: $141,535.20 Quote List Price: $141,535.20 Quote Subtotal: $127,381.68 Pricing All deliverables are detailed in Delivery Schedules section lower in proposal Item Description Qty Term Unbundled List Price Net Price Subtotal Tax Total A la Carte Hardware 50265 Axon Interview - IO Red LED 4 1 $35.00 $31.50 $126.00 $0.00 $126.00 74056 Axon Interview - Touch Panel Wall Mount 3 1 $64.00 $57.60 $172.80 $0.00 $172.80 50433 Axon Interview - IO Push Button 4 1 $78.00 $70.20 $280.80 $0.00 $280.80 50258 Axon Interview - IO Module Cabinet 2 1 $445.00 $400.50 $801.00 $0.00 $801.00 50267 Axon Interview - IO Module 2 1 $788.00 $709.20 $1,418.40 $0.00 $1,418.40 50118 Axon Interview - Mic - Wired (Standard Mic) 2 1 $209.00 $188.10 $376.20 $0.00 $376.20 50298 Axon Interview - Camera - Overt Dome 2 1 $985.00 $886.50 $1,773.00 $0.00 $1,773.00 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 1 $1,338.00 $1,204.20 $2,408.40 $0.00 $2,408.40 50322 Axon Interview - Touch Panel Pro 3 1 $2,532.00 $2,278.80 $6,836.40 $0.00 $6,836.40 50295 Axon Interview - Server - Pro 2 1 $5,413.00 $4,871.70 $9,743.40 $0.00 $9,743.40 A la Carte Software 50041 Axon Interview - Streaming Server License - Per Server 2 1 $1,750.00 $1,575.00 $3,150.00 $0.00 $3,150.00 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 1 $1,500.00 $1,350.00 $4,050.00 $0.00 $4,050.00 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 120 $36.83 $33.15 $7,955.28 $0.00 $7,955.28 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 120 $31.50 $28.35 $10,206.00 $0.00 $10,206.00 50045 Axon Evidence - Storage - Interview Room Unlimited 4 120 $124.80 $112.32 $53,913.60 $0.00 $53,913.60 A la Carte Services 50431 Axon Interview - Installation - IO Additional LED 2 1 $500.00 $450.00 $900.00 $0.00 $900.00 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 1 $1,000.00 $900.00 $1,800.00 $0.00 $1,800.00 50432 Axon Interview - Installation - IO Push Button 4 1 $500.00 $450.00 $1,800.00 $0.00 $1,800.00 85170 Axon Interview - Installation - Standard (Per Room) 4 1 $5,000.00 $4,500.00 $18,000.00 $0.00 $18,000.00 A la Carte Warranties 101648 Axon Interview - Ext Warranty - 5 Years 4 1 $464.00 $417.60 $1,670.40 $0.00 $1,670.40 Total $127,381.68 $0.00 $127,381.68 Delivery Schedule Hardware Bundle Item Description QTY Shipping Location Estimated Delivery Date A la Carte 50118 Axon Interview - Mic - Wired (Standard Mic) 2 1 12/01/2026 A la Carte 50258 Axon Interview - IO Module Cabinet 2 1 12/01/2026 A la Carte 50265 Axon Interview - IO Red LED 4 1 12/01/2026 A la Carte 50267 Axon Interview - IO Module 2 1 12/01/2026 A la Carte 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 1 12/01/2026 A la Carte 50295 Axon Interview - Server - Pro 2 1 12/01/2026 A la Carte 50298 Axon Interview - Camera - Overt Dome 2 1 12/01/2026 Page 3 Q-871422-46224KP Page 59 of 289Hardware Bundle Item Description QTY Shipping Location Estimated Delivery Date A la Carte 50322 Axon Interview - Touch Panel Pro 3 1 12/01/2026 A la Carte 50433 Axon Interview - IO Push Button 4 1 12/01/2026 A la Carte 74056 Axon Interview - Touch Panel Wall Mount 3 1 12/01/2026 Software Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 01/01/2027 12/31/2036 A la Carte 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 01/01/2027 12/31/2036 A la Carte 50041 Axon Interview - Streaming Server License - Per Server 2 01/01/2027 12/31/2036 A la Carte 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 01/01/2027 12/31/2036 A la Carte 50045 Axon Evidence - Storage - Interview Room Unlimited 4 01/01/2027 12/31/2036 Services Bundle Item Description QTY A la Carte 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 A la Carte 50431 Axon Interview - Installation - IO Additional LED 2 A la Carte 50432 Axon Interview - Installation - IO Push Button 4 A la Carte 85170 Axon Interview - Installation - Standard (Per Room) 4 Warranties Bundle Item Description QTY Estimated Start Date Estimated End Date A la Carte 101648 Axon Interview - Ext Warranty - 5 Years 4 Page 4 Q-871422-46224KP Page 60 of 289Shipping Locations Location Number Street City State Zip Country 1 13077 Orono Pkwy NW Elk River MN 55330-5600 USA Payment Details Jan 2027 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 1 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 1 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 1 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 1 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 1 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 1 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.34 $0.00 $5,391.34 Annual Payment 1 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 1 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 1 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 1 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 1 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 1 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 1 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 1 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 1 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 1 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 1 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 1 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 1 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 1 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.15 $0.00 $12,738.15 Jan 2028 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 2 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 2 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 2 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 2 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 2 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 2 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 2 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 2 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 2 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 2 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 2 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 2 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 2 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 2 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 2 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 2 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 2 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Page 5 Q-871422-46224KP Page 61 of 289Jan 2028 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 2 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 2 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 2 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2029 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 3 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 3 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 3 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 3 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 3 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.52 $0.00 $795.52 Annual Payment 3 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.37 $0.00 $5,391.37 Annual Payment 3 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 3 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 3 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 3 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 3 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 3 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 3 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 3 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 3 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 3 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 3 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 3 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 3 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 3 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2030 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 4 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 4 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 4 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 4 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 4 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 4 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 4 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 4 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 4 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 4 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 4 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 4 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 4 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 4 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 4 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 4 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 4 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 4 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 4 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 4 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Page 6 Q-871422-46224KP Page 62 of 289Jan 2030 Invoice Plan Item Description Qty Subtotal Tax Total Total $12,738.17 $0.00 $12,738.17 Jan 2031 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 5 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 5 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 5 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 5 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 5 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 5 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 5 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 5 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 5 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 5 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 5 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 5 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 5 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 5 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 5 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 5 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 5 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 5 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 5 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 5 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2032 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 6 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 6 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 6 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 6 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 6 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 6 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 6 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 6 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 6 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 6 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 6 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 6 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 6 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 6 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 6 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 6 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 6 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 6 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 6 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 6 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Page 7 Q-871422-46224KP Page 63 of 289Jan 2033 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 7 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 7 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 7 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 7 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 7 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 7 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 7 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 7 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 7 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 7 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 7 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 7 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 7 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 7 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 7 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 7 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 7 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 7 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 7 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 7 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2034 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 8 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 8 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 8 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 8 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 8 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.52 $0.00 $795.52 Annual Payment 8 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.37 $0.00 $5,391.37 Annual Payment 8 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 8 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 8 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 8 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 8 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 8 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 8 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 8 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 8 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 8 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 8 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 8 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 8 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 8 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2035 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 9 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 9 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 9 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Page 8 Q-871422-46224KP Page 64 of 289Jan 2035 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 9 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 9 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 9 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 9 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 9 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 9 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 9 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 9 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 9 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 9 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 9 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 9 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 9 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 9 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 9 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 9 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 9 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Jan 2036 Invoice Plan Item Description Qty Subtotal Tax Total Annual Payment 10 101648 Axon Interview - Ext Warranty - 5 Years 4 $167.04 $0.00 $167.04 Annual Payment 10 50037 Axon Interview - Client Software - Per Touch Panel-PC 3 $405.00 $0.00 $405.00 Annual Payment 10 50039 Axon Interview - Client Software - Maint. Per Touch Panel 3 $1,020.60 $0.00 $1,020.60 Annual Payment 10 50041 Axon Interview - Streaming Server License - Per Server 2 $315.00 $0.00 $315.00 Annual Payment 10 50043 Axon Interview - Streaming Server Maintenance - Per Server 2 $795.53 $0.00 $795.53 Annual Payment 10 50045 Axon Evidence - Storage - Interview Room Unlimited 4 $5,391.36 $0.00 $5,391.36 Annual Payment 10 50118 Axon Interview - Mic - Wired (Standard Mic) 2 $37.62 $0.00 $37.62 Annual Payment 10 50258 Axon Interview - IO Module Cabinet 2 $80.10 $0.00 $80.10 Annual Payment 10 50265 Axon Interview - IO Red LED 4 $12.60 $0.00 $12.60 Annual Payment 10 50267 Axon Interview - IO Module 2 $141.84 $0.00 $141.84 Annual Payment 10 50293 Axon Interview - Camera - Overt PTZ (Pan-Tilt-Zoom) 2 $240.84 $0.00 $240.84 Annual Payment 10 50295 Axon Interview - Server - Pro 2 $974.34 $0.00 $974.34 Annual Payment 10 50298 Axon Interview - Camera - Overt Dome 2 $177.30 $0.00 $177.30 Annual Payment 10 50322 Axon Interview - Touch Panel Pro 3 $683.64 $0.00 $683.64 Annual Payment 10 50430 Axon Interview - Installation - IO Module Cabinet 1 LED 2 $180.00 $0.00 $180.00 Annual Payment 10 50431 Axon Interview - Installation - IO Additional LED 2 $90.00 $0.00 $90.00 Annual Payment 10 50432 Axon Interview - Installation - IO Push Button 4 $180.00 $0.00 $180.00 Annual Payment 10 50433 Axon Interview - IO Push Button 4 $28.08 $0.00 $28.08 Annual Payment 10 74056 Axon Interview - Touch Panel Wall Mount 3 $17.28 $0.00 $17.28 Annual Payment 10 85170 Axon Interview - Installation - Standard (Per Room) 4 $1,800.00 $0.00 $1,800.00 Total $12,738.17 $0.00 $12,738.17 Page 9 Q-871422-46224KP Page 65 of 289Tax is estimated based on rates applicable at date of quote and subject to change at time of invoicing. If a tax exemption certificate should be applied, please submit prior to invoicing. Standard Terms and Conditions Axon Enterprise Inc. Sales Terms and Conditions Axon Master Services and Purchasing Agreement: This Quote is limited to and conditional upon your acceptance of the provisions set forth herein and Axon’s Master Services and Purchasing Agreement (posted at https://www.axon.com/sales-terms-and-conditions), as well as the attached Statement of Work (SOW) for Axon Fleet and/or Axon Interview Room purchase, if applicable. In the event you and Axon have entered into a prior agreement to govern all future purchases, that agreement shall govern to the extent it includes the products and services being purchased and does not conflict with the Axon Customer Experience Improvement Program Appendix as described below. ACEIP: The Axon Customer Experience Improvement Program Appendix, which includes the sharing of de-identified segments of Agency Content with Axon to develop new products and improve your product experience (posted at www.axon.com/legal/sales-terms-and-conditions), is incorporated herein by reference. By signing below, you agree to the terms of the Axon Customer Experience Improvement Program. Acceptance of Terms: Any purchase order issued in response to this Quote is subject solely to the above referenced terms and conditions. By signing below, you represent that you are lawfully able to enter into contracts. If you are signing on behalf of an entity (including but not limited to the company, municipality, or government agency for whom you work), you represent to Axon that you have legal authority to bind that entity. If you do not have this authority, please do not sign this Quote. Page 10 Q-871422-46224KP Page 66 of 289 Exceptions to Standard Terms and Conditions Rewrite Estimates Estimated Amounts and Contract Terminations. Any amounts stated as due under existing or terminated contracts — including contract transfer balances carried forward to new or pending contracts — are estimates based on payments received as of the calculation date. These estimates may be adjusted if new contracts are not executed on the anticipated dates or if expected payments are not made. Refresh Shipment Timing Technology Assurance Plan (TAP) Refresh Prior to Renewal. For Customers with expiring agreements that include TAP refresh rights, Axon may, in its discretion, ship refresh hardware under the existing contract while renewal or replacement agreements are in progress. Any such shipments will be deemed made under the terms of the existing contract until the new contract is fully executed, after which any applicable updates, fees, or adjustments will apply. Shipment Timing Shipment Variance. Estimated shipment dates are provided for planning purposes only and are not guarantees. Axon may ship hardware before or after the estimated shipment date, and failure to meet an estimated shipment date will not, by itself, constitute a breach, provided Axon uses commercially reasonable efforts to meet estimated shipment dates. \s1\ \d1\ Signature Date Signed 7/21/2026 Page 11 Q-871422-46224KP Page 67 of 289 Page 12 Q-871422-46224KP Page 68 of 289 Request for Action To Item Number City Council 4.3 Meeting Date Prepared By August 17, 2026 Ryan Sandhoefner, Engineering Project Manager Item Description Reviewed by 193rd Avenue and Evans Street Roundabout — Justin Femrite Property Acquisition and Easement Agreement Cal Portner Services Justin Dunford Action Requested Approve, by motion, the professional service agreement with Evergreen Land Services to perform property acquisition services related to the anticipated roundabout project located at 193rd Ave/Evans St. Background/Discussion After receiving notice of award for $1,336,000 of federal funding through round two of the Carbon Reduction Program for this project, the timelines to obtain federal authorization are expedited to June 30, 2027. Property acquisition and easement agreements are one of the steps in this process. We obtained two quotes to perform these services, ranging from $27,620 to $33,000, and are recommending the low quote from Evergreen Land Services. Financial Impact This portion of the project will be covered under the local match and will be funded through our Minnesota State Aid account. The awarded grant funding will supplement the construction costs. Mission/Policy/Goal Support the growth and development of the community. Attachments 1. Evergreen Quote 2. Preliminary Roundabout Impacts The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 69 of 289 Roundabout at 193rd Avenue and Evans Street Prepared for the City of Elk River Page 70 of 289 Table of Contents: Summary of Services Company Overview .............................................................................. 2-3 Appraisal Services ....................................................................................4 Acquisition Services .................................................................................5 Relocation Services ..................................................................................6 Resumes Matthew Storm .........................................................................................7 Steve Carlson ............................................................................................8 References Current Client Services ............................................................................9 Past Client Services .......................................................................... 10-11 Complete Client List ............................................................................. 12 Fees Project Fees ........................................................................................... 13 2026 Rate Sheet ..................................................................................... 14 Evergreen Land Services Company, Eagan, MN Page 1 Page 71 of 289 Company Overview Evergreen Land Services Company (ELS) specializes in all aspects of land and land rights acquisition and valuation. ELS has been providing right-of-way and land acquisition services that includes appraisal and relocation services, to governmental, public utilities and other private entities since 1972. ELS has a decade long history of successful partnering with multiple state, county and municipal agencies as well as private engineering and legal firms. ELS strives to be a valued team member in assisting clients to meet their goals and timelines. ELS provides the full spectrum of land and right-of-way services including planning, route selection, project counseling, field title investigation, valuation, acquisition, relocation, public meetings, permitting, industry education, regulatory and audit compliance and many more services. All of ELS actions, activities, processes and policies are in compliance with the Federal Uniform Act governing land and land rights acquisition. ELS team members hold all applicable licenses required by law to acquire land for right-of-way projects and appraisals. ELS is a MNDOT pre-qualified consultant in the areas of direct purchase, field title investigations, appraisal and relocation services. ELS is the designated right-of-way consultant for multiple municipalities. ELS is committed to meeting our client’s right-of-way needs in a professional and timely manner. Our goal is to provide the highest service and product through education, experience and perseverance. ELS has a reputation for completing projects on schedule, within budget and without loss of Federal or State Aid Funds. ELS’s ability to meet deadlines is well recognized by many clients who have selected ELS to assist with their projects. ELS has been through the auditing process several times with Mn/DOT and the Federal Highway Administration. Audits are necessary to receive certain funding. We have received compliments in these audits on our files, record keeping, success in our accomplishments and the meeting of budgets and schedules. ELS has found that some land acquisition and relocation projects are controversial. However, we feel an experienced and qualified staff can do a great deal to overcome the misconceptions about the program and the acquisition and relocation process. Evergreen Land Services Company, Eagan, MN Page 2 Page 72 of 289 Company Overview The ELS team consists of the following personnel: CONSULTANT TEAM ELS President, Acquisition Manager Matthew Storm, SR/WA ELS Vice President, Relocation Manager Steve Carlson Evergreen Land Services Company, Eagan, MN Page 3 Page 73 of 289 Appraisal Services Evergreen Land Services Company (ELS) offers appraisal services to our clients. ELS has a Certified General Real Property Appraiser on staff who has experience with the appraisal of partial acquisitions. ELS can provide the following appraisal formats: 1. Appraisal Report – can be used for any type of acquisition and is a typical format in the industry. The Appraisal Report format must be provided when the intended users include parties other than the client. 2. Restricted Appraisal Report – can be used for acquisitions of typical residential properties, vacant land, or for partial acquisitions involving easily supported damages to the remainder of the property. When the intended users do not include parties other than the client, a Restricted Appraisal Report may be provided. 3. Minimum Damage Assessments (MDA’s) – this format is not technically an appraisal, but is a format promoted by Mn/DOT to be used for uncomplicated acquisitions up to a value of $25,000, including simple partial acquisitions where only land or land and minor improvements are involved. In conjunction with the “Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970” (commonly known as the Uniform Act), ELS offers property owners the opportunity to accompany the appraiser on the inspection of their properties and treats the property owners with respect. Appraisals are prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP) as well as Mn/DOT or other agency regulations. Appraisal Review - ELS can also provide appraisal review services. Reviews can be via form or narrative reports depending on the client’s request and the complexity of the appraisal. Review criteria includes sound appraisal principles and USPAP conformance, as well as Mn/DOT or other agency regulations. Consultation - ELS understands the appraisal process and requirements and can provide appraisal expertise in the form of consultation for appraisal contracting or condemnation. Appraisal Fees – Fees are dependent on the client’s desired appraisal format and the complexity of the appraisal problem, but can be via an hourly rate of $115.00 plus costs or a charge per appraisal. Evergreen Land Services Company, Eagan, MN Page 4 Page 74 of 289 Acquisition Services The acquisition process typically begins with an initial meeting with the client’s staff to discuss project coordination and procedures. After receiving the appraisal of fair market value for each parcel, ELS staff will develop an acquisition file and prepare the Just Compensation Offer to be signed. ELS then meets with each individual owner to present the offer and review the appraisal, conduct negotiations with each property owner, and be available for questions from each owner regarding the acquisition file. All owners receive an information booklet explaining their rights and the acquisition process. If the owner agrees on the acquisition price, both parties execute a purchase agreement, and a closing is set up with the closing agent and the title company. If the acquisition involves easements, ELS initiates the signing of the documents and recording at the county recorder’s office. If the owner does not agree with the offer, and after an appropriate amount of time in negotiations, the client’s attorney may initiate eminent domain proceedings with requested assistance from ELS. The Acquisition Services include the following: • Meet with client’s staff to discuss project coordination, timing and procedures. • Attend any other meetings with staff as required. • Read appraisal and review appraisals for each parcel and discuss with appraiser and reviewer as necessary. • Prepare just compensation offer letter for signature on all parcels. • Prepare landowners information booklet for each parcel. • Deliver offer letter and booklet to owners and begin negotiations. • In negotiations, gather information and work towards resolving disagreements and disputes to get a purchase agreement or easement signed. • All written and oral communication will be documented in each file. • Prepare purchase agreements for all files. • Prepare easement documents for all files. • Prepare a weekly report on status of negotiations. • Work with relocation team concerning vacancy dates and other activities. • Coordinate closings and recording of instruments with the title company. • Record easement documents. • Work with the client’s attorney or title company on issues concerning marketable title. • If condemnation is necessary, provide services as directed by client’s attorney. Evergreen Land Services Company, Eagan, MN Page 5 Page 75 of 289 Relocation Services The project approach assists all the impacted residents and businesses, eligible for assistance under the Federal Guidelines, in relocating to adequate replacement accommodations as quickly as possible. In addition, ELS can assure each project is performed in accordance with the Uniform Relocation Assistance and Real Property Acquisition Act of 1970, as amended, to maximize federal participation. All impacted residential homeowners, tenants, and businesses will be treated in a just manner and receive adequate compensation under the applicable guidelines. ELS operates a cost effective and efficient program and addresses all the special needs of the individual residential homeowner, tenant and business. We make a concerted effort to find workable solutions to all problems related to the relocation program. We anticipate the usual range of difficulties, together with new challenges, with each project and have the capabilities to address all of these issues. The Relocation Services include the following: • Initial meeting with the client’s staff to discuss project coordination and procedures. • Meeting(s) with the public and occupant(s) to discuss and provide written general information on relocation benefits, documentation required, and the process applicable to each of their situations. • Determine needs and preferences for the move and replacement location for the owner and occupants. Explain relocation benefits, the process involved with relocation and documentation requirements. • Offer advisory services regarding the move, explanations of relocation benefits and procedures and other assistance as necessary. • Prepare the required general information, eligibility and 90-day vacate notices for client’s review and signature. • Assist the displaced occupants to identify and document eligible reimbursable relocation costs and confirm that the submitted costs are reasonable and necessary per the regulations. • Conduct research for comparable properties, inspect comparable properties and provide referrals to available replacement properties, as requested. • Prepare claims for relocation payment and make recommendations to the client regarding the eligibility of relocation benefits requested by the displaced occupants. • Throughout the project, address questions and concerns of the displaced occupants, and advise the occupants of their rights and obligations in the relocation process. • Throughout the project, review the project/relocation status and review any questions and concerns. • Document and close out file once all relocation benefits are issued. This list of tasks is not all-inclusive. Our activities comply with Minnesota Statutes and the Uniform Act regulations and include all steps required in the process together with additional steps as may be helpful. All written and oral communication is documented in each file and a bi-weekly status report is updated and presented to the client. Evergreen Land Services Company, Eagan, MN Page 6 Page 76 of 289 Resumes Matthew S. Storm, SR/WA. President, Evergreen Land Services Company. Matt has over 25 years’ experience in real estate and right of way acquisitions. Matt‘s background in commercial property management, leasing and land sales dovetails into his current work of property and right of way acquisitions. He is knowledgeable in both field title and courthouse title work. Matt has experience in complex acquisitions, including large individual acquisitions for government sites and numerous smaller acquisitions for road projects. Matt has managed numerous projects, including Mn/DOT projects, that included both acquisition and relocation services. Matt has attained the “SR/WA” professional designation from the International Right of Way Association. He also served as President of the Minnesota Chapter of the International Right of Way Association. He has been a presenter at Mn/DOT’s annual Right Of Way Professionals Conference. Matt holds a Minnesota and North Dakota Real Estate Brokers license and has a Minnesota Notary License. Specialties/Expertise: Professional Associations: - Project Management - SR/WA Designation from - Title Work International Right of Way Assoc. - Field Title - Past President of IRWA local Chapter 20 - Negotiations - Past IRWA Chapter 20 Professional Development Chair - Document Preparation Licenses: - Real Estate Broker – MN - Real Estate Broker - ND - Minnesota Notary Sampling of Project Experience • Elm Creek Interceptor, Metropolitan Council • Northern Lights Expansion, Northern Natural Gas • Northwest Sewer, City of Inver Grove Heights • CSAH 15 Road Project, Washington County • Flagstaff Ave. Road Project, City of Farmington • Lowry Avenue Road Project, Hennepin County • Clear Lake Drive Road Project, Waseca County • Highway 62 Crosstown, MN/DOT • Highway 70, Pine County, MN/DOT • Portland Avenue, City of Richfield • City of Edina – 50th and France • CapX 2020 Transmission line • City of City of Brooklyn Center – Former Knox site acquisition • Otter Tail County Road 9 & 38 Improvement Project • Cottonwood County CSAH 7 • Xcel Energy Huntley-Wilmarth Transmission line Evergreen Land Services Company, Eagan, MN Page 7 Page 77 of 289 Steven Carlson. Vice President, Evergreen Land Services Company. Steven (Steve) is the Relocation Manager for Evergreen Land Services. He is the expert that handles all relocation projects, including residential, commercial and industrial relocations. Steve works closely with the displacee and the client to ensure that all paperwork is completed, that all regulations are followed, and the relocation is successful. Steve also has experience in direct acquisitions (negotiations). However, ELS maintains separation of duties so that Steve does not negotiate and perform relocation work on the same parcel. Steve has been a presenter numerous times at Mn/DOT’s annual Right of Way Professionals Conference and is on the organizing/planning committee for the conference. Steve holds a Minnesota Real Estate License as well as a Minnesota Notary License. Specialties/Expertise: Professional Associations: - Relocation Specialist - Economic Development Association - Negotiations of Minnesota (EDAM) - Document Preparation - Committee Member for Mn/Dot Annual - Bachelor of Science, UWRF Right-of-Way conference - “BUY THE FARM” procedures as needed with the CAPX2020 Project Licenses: - Real Estate Salesperson – MN - Minnesota Notary Sampling of Project Experience • Great River Energy CAPX2020. Working on buying, selling and relocating “BUY THE FARM” properties. • CSAH 15 Road Project, Washington County • Lowry Avenue Road Project, Hennepin County • Robert Street Improvements, West St. Paul • Highway 62 Crosstown, MN/DOT • Richfield Parkway Connection 66th Street, Richfield • Northwest Sewer Project, City of Inver Grove Heights • Clear Lake Drive Road Project, Waseca County Evergreen Land Services Company, Eagan, MN Page 8 Page 78 of 289 References Current Client Services: Steele County: CSAH 48 & 49 Contact: Paul Sponholz, Assistant County Engineer Telephone: 507-444-7672 • Purchase of a single family home. • Relocation of single family home. County of Sherburne: County Roads 20 & 73 Contact: Scott Herider, Right of Way Agent Telephone: 763-765-3303 Contact: David Roedel, County Engineer Appraisal and Acquisition • 68 parcel project City of Red Wing: Sturgeon Lake Road: Contact: Jay Owens, City Engineer Telephone: 651-385-3625 • Appraisal and Acquisition • 5 parcel project Belgrade Township: Kerns Drive Contact: Mary Milbrath, Supervisor Telephone: 507-779-1466 • Box Culvert Replacement • Appraisal and Acquisition • 5 parcel Project City of Virginia: Public Safety Facility Contact: John Sullivan, Community Development Planner Telephone: 218-748-7500 • Acquisition and Relocation • 39 parcel Project Evergreen Land Services Company, Eagan, MN Page 9 Page 79 of 289 References Past Client Services Hennepin County: City of Richfield 66th Street Reconstruction Contact: Eric Drager, P.E. Telephone: 612-348-4182 • 19 Total Take Appraisals • 12 Single Family Relocations Weber Parkway Contact: Brian Gust Telephone: 612-596-0321 • 70 MDA Valuation Reports Osseo Road Contact: Brian Gust • 22 Appraisal Reports Sibley County: County Road 160 Reconstruction Contact: Tim Becker, Public Works Director Telephone: 507-237-4115 • Appraisals • 5 parcels of residential and agricultural land Xcel Energy: Various Powerline Projects Contact: Chris Rogers, Senior Land Rights Agent Telephone: 612-330-6078 • Acquisition and Appraisals Huntley to Wilmarth Transmission Line • 170 parcels of new acquisitions Mn/Dot – District 2 - Duluth: Trunk Highway 70 Contact: Roberta Dwyer, Administrator Telephone: 218-725-2781 • 40 Parcels Field Title and Acquisition Trunk Highway 23 Contact: Roberta Dwyer, Administrator Telephone: 218-725-2781 • 50 Parcels Field Title and Acquisition Steele County: Evergreen Land Services Company, Eagan, MN Page 10 Page 80 of 289 CSAH 48 & 49 Contact: Paul Sponholz, Assistant County Engineer Telephone: 507-444-7672 • Purchase of a single family home. • Relocation of single family home. County of Sherburne: County Roads 20 & 73 Contact: Scott Herider, Right of Way Agent Telephone: 763-765-3303 Contact: David Roedel, County Engineer Appraisal and Acquisition • 68 parcel project City of Red Wing: Sturgeon Lake Road: Contact: Jay Owens, City Engineer Telephone: 651-385-3625 • Appraisal and Acquisition • 5 parcel project Belgrade Township: Kerns Drive Contact: Mary Milbrath, Supervisor Telephone: 507-779-1466 • Box Culvert Replacement • Appraisal and Acquisition • 5 parcel Project City of Virginia: Public Safety Facility Contact: John Sullivan, Community Development Planner Telephone: 218-748-7500 • Acquisition and Relocation • 39 parcel Project Evergreen Land Services Company, Eagan, MN Page 11 Page 81 of 289 References Complete Client List MUNICIPALITIES Austin Appleton Arden Hills Blaine Brooklyn Center Brooklyn Park City of Brooklyn Center Columbia Heights Coon Rapids Cottage Grove Crystal Duluth Eagan Elk River Elko New Market Edina Faribault Farmington Fridley Golden Valley Hugo Inver Grove Heights Jordan Lexington Lino Lakes Long Lake Mahtomedi Mankato Maple Grove Maplewood Mendota Heights Minneapolis Minnetonka Minnetrista Monticello Mound Mounds View New Brighton New Hope Newport Oak Grove Oakdale Otsego Plymouth Prior Lake Ramsey Richfield Roseville Rosemount Savage Shakopee Shoreview Shorewood Sleepy Eye South St. Paul St. Anthony St. Cloud St. Louis Park St. Paul St. Peter Vadnais Heights Wadena West St. Paul Winona Woodbury Worthington Fargo, ND Grand Forks, ND COUNTIES & TOWNSHIPS Anoka County Carver County Chisago County Columbus Township Dakota County Hassen Township Hennepin County Nicollet County Otter Tail County Ramsey County Scott County St. Louis County Sibley County Stearns County Steele County Vermillion Township Washington County Waseca County UTILITIES, PUBLIC ENTITIES, ENGINEERING PARTNERS, ETC. Amoco Oil Company Blandin Paper Company Bolton & Menk Canadian Pacific Railway Dakota County Electric Duluth ISD Enbridge enXco Midwest Farmington ISD Great River Energy Integrys Koch Industries Lakehead Pipe Line Company Met Council Metro Transit Commission Minnesota Pipeline Company Minnesota Power MN Dept. of Transportation MN Energy Resources MN Parks & Trail Council New Prague ISD Nexus Energy Solutions North Central Public Service Northern Minnesota Utilities Northern Natural Gas NuStar Energy Prior Lake/Savage ISD Prior Lk./Spring Lk.Watershed Qwest Ryan Companies SEH Southern MN Municipal Power Washington County ISD Sprint SRF City of Burnsville TKDA Ultieg Union Carbide Corporation US Army Corps of Engineers Valley Creek Watershed District Viking Pipeline Company Western Gas Utilities, Inc Xcel Energy Widseth Smith Nolting Evergreen Land Services Company, Eagan, MN Page 12 Page 82 of 289 Fees Number of Parcels Number of Hourly Work Division or Task Hours Per Total Or Specific Charge Parcel Parcel Team Meeting One meeting N/A N/C N/C Land Only Appraisals 4 $3,500.00 ea. $14,000.00 MDA Valuations 4 $900.00 ea. $3,600.00 Project Management 4 2.0 $115.00 $920.00 Preparation of Parcel File, Offer Letter 4 2.0 $100.00 $ 800.00 and Easement Documents Offers and Negotiations 4 25 $100.00 $10,000.00 Recording Documents 4 1.0 $100.00 $ 400.00 Expenses: Mileage, meals, etc. $ 1,500.00 TOTAL With MDA Valuations $17,220.00 With Appraisals $ 27,620.00 *The appraisal will be in narrative “Appraisal Report” format (per USPAP) and conform to the yellow book standard. This cost estimate does not include Eminent Domain support or testimony by the appraiser. Please contact me at 651-882-0200 if you have any questions or concerns. Sincerely, Matthew Storm, SR/WA President Accepted by: Date: City of Elk River New Roundabout at 193rd Avenue and Evans Street. Evergreen Land Services Company, Eagan, MN Page 13 Page 83 of 289 2026 RATE SCHEDULE Acquisition Services Acquisition Manager $115.00 per hour Acquisition Agent $100.00 per hour Appraisal Services Appraisal Manager $115.00 per hour Appraiser $100.00 per hour Appraisal Per Appraisal Appraisals are usually charged on a per appraisal basis, but appraiser can also bill for work on an hourly basis. Relocation Services Relocation Manager $115.00 per hour Relocation Consultant $100.00 per hour Title Services Title Company or Law Firm $4500.00 per parcel Expenses Vehicle mileage allowance (IRS Rate) $0.76 per mile/IRS Rate Per Diem & Misc. Costs Meals $45.00/day Hotel Actual costs Miscellaneous costs consist of such items as maps, copies of documents, expendable material, recording fees, subcontractor or other costs required to complete projects. Evergreen Land Services Company, Eagan, MN Page 14 Page 84 of 289193RD AVENUE ROUNDABOUT Proposed Easement Figure City of Elk River JULY 2026 R VALVOLINE INSTANT OIL CHANGE R PID: 75-00566-0230 CITY OF ELK RIVER PID: 75-00566-0220 0 50 100 SCALE FEET LEGEND: EVANS STREET PROPOSED EASEMENT TEMPORARY EASEMENT CITY OF ELK RIVER PID: 75-00566-0110 7/23/2026 5:04:26 PM 5:04:26 7/23/2026 193RD AVENUE US HWY 169 US HWY PERMANENT EASEMENT PERMANENT EASEMENT PERMANENT EASEMENT SPEEDWAY ISD 728 PID: 75-00558-0105 PID: 75-00810-0105 SRRT HILLSIDE, LLC. PID: 75-810-0020 H:\ELKR\26X144589000\CAD\C3D\FIGR_Temp ESMTS_2026-06-24.dwg H:\ELKR\26X144589000\CAD\C3D\FIGR_Temp Page 85 of 289 Request for Action To Item Number City Council 4.4 Meeting Date Prepared By August 17, 2026 Jolene Richter, Deputy Clerk Item Description Reviewed by 3.2 Percent Malt Liquor Off-Sale License: Kwik Trip, Cal Portner Inc. Justin Dunford Action Requested Approve, by motion, a 3.2 percent malt liquor off-sale license to Kwik Trip, LLC. License valid August 18, 2026, through June 30, 2027. Background/Discussion Kwik Trip LLC requests a 3.2 percent malt liquor off-sale license for their location at 13566 185th Ave NW. Financial Impact N/A Mission/Policy/Goal The City of Elk River Mission Statement Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 86 of 289 Request for Action To Item Number City Council 4.5 Meeting Date Prepared By August 17, 2026 Brent O'Neil, Economic Development Director Item Description Reviewed by Resolution 26-52: TIF 30 Assistance Agreement Brent O'Neil Cal Portner Justin Dunford Action Requested Approve, by motion, Resolution 26-52 approving the revised version of the Tax Increment Financing (TIF) 30 Assistance Agreement. Background/Discussion The City Council held a public hearing on May 4, 2026, to consider TIF for the expansion of Crystal Distribution, Inc. (CDI). CDI intends to add approximately 40,000 sf of industrial production space to its location at 17560 Tyler St. NW. The TIF agreement, as previously approved, provided $400,000 in incentive to the company, primarily to offset a portion of the land purchase cost. The EDA was assigned the task of relocating several hundred feet of storm sewer, for which the EDA would be reimbursed through TIF as well. As the project scope has evolved, it has been determined that the most efficient way to deliver the project is for CDI to take responsibility for all site development tasks. The revised TIF agreement assigns the relocation of the storm sewer to CDI. With no responsibility assigned to the city or EDA, the distribution of TIF has been modified so that the incentive to CDI has been increased by $273,000. Previously, a similar amount would have been directed to the EDA through an interfund loan. This agreement retains a provision that the EDA may be reimbursed up to $91,000 for an initial price concession it made on the land sale. This is subject to TIF dollars being available after CDI has been reimbursed for the amount in this agreement. Financial Impact The TIF agreement will allow $673,000 to be reimbursed to CDI, $91,000 to the EDA, with 5% annual TIF receipts to be withheld by the city for administrative costs. Mission/Policy/Goal Support industrial growth. Attachments 1. Resolution 26-52: CDI Development Agreement The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 87 of 2892. CDI TIF Development Agreement Page 88 of 289 City of Elk River City Council Resolution 26-52 A Resolution of the City Council of the City of Elk River a TIF assistance agreement with O’Brien Holdings, LLC BE IT RESOLVED BY the City Council (the “Council”) of the City of Elk River, Minnesota (the “City”) as follows: Section 1. Recitals. 1.01. The City of Elk River, Minnesota (the “City”) has approved the establishment of its Tax Increment Financing District No. 30 (an economic development district) (the “TIF District”), within the Municipal Development District No. 1 (the “Development Project”) and has adopted a tax increment financing plan therefor for the purpose of financing certain public improvements within the Development Project. 1.02. To facilitate development of certain property in the TIF District, The Economic Development Authority for the City of Elk River, Minnesota (the “Authority”) proposes to enter into a Purchase Agreement (the “Purchase Agreement”) with O’Brien Holdings, LLC, a Minnesota limited liability company, or an affiliate thereof or entity related thereto (the “Developer”), under which the Authority will convey to the Developer certain property described in Exhibit A attached hereto (the “Development Property”) in order for the Developer to construct an approximately 40,000 square foot expansion of the Developer’s manufacturing facility to be owned by Developer and operated by Crystal Distribution, Inc. (the “Development”). In addition, the Developer, the Authority and the City will enter into a TIF Assistance Agreement (the “TIF Assistance Agreement”) providing certain tax increment financing assistance to the Development. 1.03. The Authority proposes to sell the Development Property to the Developer at the price of $609,000. The purchase price for the Development Property will be paid from cash in the amount of $518,000, and a Purchase Price Note (the “Purchase Price Note”) from the Developer in the amount of $91,000 which will be repaid on a subordinate basis from available tax increment generated by property within the TIF District in accordance with the TIF Assistance Agreement. In addition, the City proposes to reimburse the Developer for certain public development costs in the amount not to exceed $673,000 through the issuance of a pay as you go tax increment financing note (the “TIF Note”), subject to the terms and conditions set forth in the TIF Page 89 of 289Assistance Agreement. 1.04. The City hereby finds that the execution of the TIF Assistance Agreement and performance of the City’s obligations thereunder are in the best interest of the City and its residents. 1.05. The City Council previously approved a form of the TIF Assistance Agreement on May 4, 2026 after a duly noticed public hearing; provided, however, the parties have renegotiated certain terms of the TIF Assistance Agreement, and accordingly, the TIF Assistance Agreement has been re-submitted to the City Council for its approval. Section 2. Agreement Approved. 2.01 The Council approves the TIF Assistance Agreement in substantially the form presented to the Council, together with any related documents necessary in connection therewith, including without limitation all documents, exhibits, certifications, or consents referenced in or attached to the TIF Assistance Agreement including the assessment agreement and the TIF Note (the “Development Documents”). 2.02. The Council hereby authorizes the Mayor and City Clerk, in their discretion and at such time, if any, as they may deem appropriate, to execute the Development Documents on behalf of the City, and to carry out, on behalf of the City, the City’s obligations thereunder when all conditions precedent thereto have been satisfied. The Development Documents shall be in substantially the form on file with the City and the approval hereby given to the Development Documents includes approval of such additional details therein as may be necessary and appropriate and such modifications thereof, deletions therefrom and additions thereto as may be necessary and appropriate and approved by legal counsel to the City and by the officers authorized herein to execute said documents prior to their execution; and said officers are hereby authorized to approve said changes on behalf of the City. The execution of any instrument by the appropriate officers of the City herein authorized shall be conclusive evidence of the approval of such document in accordance with the terms hereof. This resolution shall not constitute an offer and the Development Documents shall not be effective until the date of execution thereof as provided herein. 2.03. In the event of absence or disability of the officers, any of the documents authorized by this resolution to be executed may be executed without further act or authorization of the Council by any duly designated acting official, or by such other officer or officers of the Council as, in the opinion of the City Attorney, may act on their behalf. Upon execution and delivery of the Development Documents, the Page 90 of 289officers and employees of the Council are hereby authorized and directed to take or cause to be taken such actions as may be necessary on behalf of the Council to implement the Development Documents, including without limitation the issuance of tax increment revenue obligations thereunder when all conditions precedent thereto have been satisfied and reserving funds for the payment thereof in the applicable tax increment accounts and the crediting of tax increments to the payment of the Purchase Price Note when all conditions precedent thereto have been satisfied. Section 3. Effective Date. This resolution shall be effective upon approval. Passed and adopted this 17th day of August 2026. Mike Beyer, Acting Mayor ATTEST: Justin Dunford, City Clerk Page 91 of 289 TIF ASSISTANCE AGREEMENT By and Between CITY OF ELK RIVER, MINNESOTA, THE ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF ELK RIVER, and O’BRIEN HOLDINGS, LLC Dated as of: _________ __, 2026 This document was drafted by: Kutak Rock LLP (GAF) 60 South Sixth Street, Suite 3400 Minneapolis, MN 55402 Telephone: (612) 334-5000 4922-1031-7209.8 Page 92 of 289 TABLE OF CONTENTS PREAMBLE .......................................................................................................................................1 ARTICLE I Definitions Section 1.1. Definitions .....................................................................................................................3 ARTICLE II Representations and Warranties Section 2.1. Representations and Warranties by the City .................................................................7 Section 2.2. Representations and Warranties by the Developer ........................................................7 ARTICLE III Conveyance of Property; TIF Assistance Section 3.1. Conveyance of the Authority Property .........................................................................10 Section 3.2. Purchase Price; Provisions for Payment; and Fees .......................................................10 Section 3.3. Compliance with Environmental Requirements ...........................................................10 Section 3.4. Reimbursement of Public Development Costs; Issuance of TIF Note .........................11 Section 3.5. Restrictions on Use in Economic Development TIF District .......................................12 Section 3.6. Business Subsidy Agreement ........................................................................................13 Section 3.7. Payment of Administrative Costs .................................................................................14 Section 3.8. Utility Relocation ..........................................................................................................14 Section 3.9. Lot Line Adjustment for Development Property ..........................................................18 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements ...................................................................19 Section 4.2. Construction Plans .......................................................................................................19 Section 4.3. Commencement and Completion of Construction ......................................................20 Section 4.4. Certificate of Completion ............................................................................................20 Section 4.5. Records and Reports ....................................................................................................21 ARTICLE V Insurance Section 5.1. Insurance .....................................................................................................................22 Section 5.2. Subordination ..............................................................................................................23 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes ..............................................................................24 Section 6.2. Review of Taxes ..........................................................................................................24 Section 6.3 Assessment Agreement ...............................................................................................25 ARTICLE VII 4922-1031-7209.8 Page 93 of 289 Financing Section 7.1. Financing .....................................................................................................................26 Section 7.2. City’s Option to Cure Default on Mortgage ................................................................26 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development ..............................................................................27 Section 8.2. Prohibition Against Developer’s Transfer of Property and Assignment of Agreement ...........................................................................................27 Section 8.3. Release and Indemnification Covenants .....................................................................28 Section 8.4 Change in Use of Minimum Improvements ................................................................28 ARTICLE IX Events of Default Section 9.1. Events of Default Defined ............................................................................................30 Section 9.2. Remedies on Default .....................................................................................................30 Section 9.3. No Remedy Exclusive ...................................................................................................31 Section 9.4. No Additional Waiver Implied by One Waiver ............................................................31 Section 9.5 Conveyance Subject to Right of Re-entry ....................................................................31 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; City Representatives Not Individually Liable ...........................33 Section 10.2. Equal Employment Opportunity .................................................................................33 Section 10.3. Restrictions on Use ......................................................................................................33 Section 10.4. Provisions Not Merged With Deed .............................................................................33 Section 10.5. Titles of Articles and Sections .....................................................................................33 Section 10.6. Notices and Demands ..................................................................................................33 Section 10.7. Counterparts ................................................................................................................34 Section 10.8. Recording ....................................................................................................................34 Section 10.9. Amendment .................................................................................................................34 Section 10.10. Reserved ......................................................................................................................34 Section 10.11. Termination .................................................................................................................34 Section 10.12. Choice of Law and Venue. ..........................................................................................34 Section 10.13. Interpretation; Concurrence. ........................................................................................34 Section 10.14. Government Data. .......................................................................................................34 Section10.15. Recording ................................................................................................................... 34 EXHIBIT A Description of Development Property EXHIBIT B Form of Purchase Price Note EXHIBIT C Certificate of Completion EXHIBIT D Form of TIF Note EXHIBIT E Assessment Agreement EXHIBIT F Form of Letter of Credit 4922-1031-7209.8 Page 94 of 289 TIF ASSISTANCE AGREEMENT THIS TIF ASSISTANCE AGREEMENT, made as of the __ day of ________, 2026, by and between the CITY OF ELK RIVER, MINNESOTA a municipal corporation and political subdivision under the laws of the State of Minnesota (the “City”), THE ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF ELK RIVER, a public body corporate and politic and political subdivision organized and existing under the laws of the State of Minnesota (the “Authority”) and O’BRIEN HOLDINGS, LLC, a Minnesota limited liability company (the “Developer”). WITNESSETH: WHEREAS, the City has undertaken a program to, among, other purposes, encourage new development in areas of a city that are already built up in order to provide employment opportunities, improve the tax base, to improve the general economy of the state, provide impetus for commercial development and increase employment, and in connection therewith, has established Municipal Development District No. 1 (the “Development Project”) pursuant to Minnesota Statutes, Sections 469.124 through 469.133, as amended (the “City Development District Act”), and adopted a development plan for the Development Project; and WHEREAS, the Authority was created pursuant to Minnesota Statutes, Sections 469.090 to 469.1081 (the “Act”) and has undertaken a program to promote economic development and to promote the development of land which is underutilized within the City, and in connection therewith, created a development project known as the EDA Development District (the “EDA Development District’); and WHEREAS, the Authority has acquired certain property described in Exhibit A (the “Authority Property”) within the Development Project, and intends to convey the Authority Property to the Developer for development of certain improvements described herein; and WHEREAS, City has approved a Tax Increment Financing Plan and a Modification to the Tax Increment Financing Plan (collectively, the “TIF Plan”) for Tax Increment Financing District No. 30 (an economic development district) (the “TIF District”), within the Development Project, pursuant to Minnesota Statutes, Sections 469.174 to 469.1794, as amended (the “TIF Act”); and WHEREAS, the Authority intends to convey the Authority Property to the Developer for the purposes of constructing an approximately 40,000 square foot expansion to the Developer’s manufacturing building on the Authority Property (the “Minimum Improvements”) to be owned by the Developer and operated by the Tenant (as defined herein) in accordance with the terms hereof; and WHEREAS, the Developer has also requested financial assistance in the form of the Land Write Down (as defined herein) from the Authority to finance the acquisition of the Authority Property from the Authority as more particularly set forth in this Agreement; and WHEREAS, the City and the Authority believe that the development of the Development Property pursuant to this Agreement and the fulfillment generally of this Agreement are in the vital and best interests of the City and the Authority, and the health, safety, morals, and welfare of the residents of the City, and in accord with the public purposes and provisions of the applicable State and local laws and requirements under which the Development Project has been undertaken and is being assisted; and WHEREAS, the Purchase Price Note (as hereinafter defined) and the TIF Note (as hereinafter defined) constitute a business subsidy within the meaning of Minnesota Statutes, Sections 116J.993 through 116J.995, as amended (the “Business Subsidy Act”), and the City has adopted criteria for awarding business subsidies 1 4922-1031-7209.8 Page 95 of 289 that comply with the Business Subsidy Act, after a public hearing for which notice was published in compliance with the Business Subsidy Act; and WHEREAS, on April 20, 2026, the City Council of the City held a duly noticed public hearing on the business subsidy provided as represented by the TIF Note and the Board of Commissioners of the Authority held a duly noticed public hearing on the business subsidy represented by the Land Write Down, and this Agreement constitutes a subsidy agreement under the Business Subsidy Act; NOW, THEREFORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the others as follows: 2 4922-1031-7209.8 Page 96 of 289 ARTICLE I Definitions Section 1.1. Definitions. In this Agreement, unless a different meaning clearly appears from the context: “Affiliate” means with respect to any entity (a) any corporation, partnership, limited liability company or other business entity or person controlling, controlled by, or under common control with the entity, and (b) any successor to such party by merger, acquisition, reorganization, or similar transaction involving all or substantially all of the assets of such party (or such Affiliate). For the purpose hereof the words “controlling”, “controlled by,” and “under common control with” shall mean, with respect to any corporation, partnership, limited liability company, or other business entity, the ownership of fifty percent or more of the voting interests in such entity or possession, directly or indirectly, of the power to direct or cause the direction of management policies of such entity, whether through ownership of voting securities or by contract or otherwise. “Agreement” means this TIF Assistance Agreement, as the same may be from time to time modified, amended, or supplemented. “Assessment Agreement” means the agreement, in substantially the form of the agreement contained in Exhibit E attached hereto and made a part of this Agreement, between the Developer and the City and including the attached certification by the assessor for the County, entered into pursuant to Article VI of this Agreement. “Authority” means The Economic Development Authority for the City of Elk River, a public body corporate and politic and political subdivision organized and existing under the laws of the State of Minnesota. “Authority Property” has the meaning described in Exhibit A attached hereto. “Board” means the Board of Commissioners of the Authority. “Business Subsidy Act” means Minnesota Statutes, Sections 116J.993 to 116J.995, as amended. “Certificate of Completion” means the certification in the form set forth in Exhibit C and provided to the Developer pursuant to Section 4.4 of this Agreement. “City” means the City of Elk River, Minnesota. “City Pledged Tax Increment” means on each Payment Date following the payment in full of the TIF Note, the Tax Increment attributable to the Development Property and paid to the City by Sherburne County in the six months preceding the Payment Date which shall be used to pay the Purchase Price Note. “City Representative” means the City Administrator of the City, or any person designated by the City Administrator to act as the City Representative for the purposes of this Agreement. “Closing Date” or “Closing” means the date that the Authority will convey title to the Authority Property to the Developer in accordance with the Purchase Agreement. “Construction Documents” shall mean the following documents, all of which shall be in form and substance acceptable to City, such acceptance not to be unreasonably withheld, delayed or conditioned: (a) 3 4922-1031-7209.8 Page 97 of 289 evidence satisfactory to City showing that the Minimum Improvements conform to applicable zoning, subdivision and building code laws and ordinances; (b) a copy of the executed agreement, if any, between Developer and an architect for architectural services for the Minimum Improvements, if any, and (c) a copy of the executed general contractor’s contract, if any, for construction of the Minimum Improvements. “Construction Plans” means the plans, specifications, drawings and related documents on the construction work to be performed by or on behalf of the Developer on the Development Property which a) shall be as detailed as the plans, specifications, drawings, and related documents which are submitted to the appropriate building officials of the City, and (b) shall include at least the following for each building: (1) site plan; (2) foundation plan; (3) basement plans; (4) floor plan for each floor; (5) cross sections of each (length and width); (6) elevations (all sides); (7) landscape plan; and (8) such other plans or supplements to the foregoing plans as the City may reasonably request to allow it to ascertain the nature and quality of the proposed construction work. “County” means the County of Sherburne, Minnesota. “Deed” means the Quit Claim Deed in the form attached to the Purchase Agreement, to be executed by the Authority conveying the Authority Property to the Developer. “Developer” means O’Brien Holdings, LLC, a Minnesota limited liability company, or its permitted successors and assigns. “Development Plan” means the City’s Development Plan for the Development Project, as amended through the date of this Agreement. “Development Project” means Municipal Development District No.1, previously established by the City. “Development Property” means the real property described in Exhibit A of this Agreement. “Event of Default” means an action by the Developer listed in Section 9.1 of this Agreement. “Final Payment Date” means the earliest of (a) the date on which the entire principal on the TIF Note and the Purchase Price Note have been paid in full; (b) February 1, 2037; or (c) the Payment Date following the final collection of Tax Increments prior to the decertification of the TIF District in accordance with applicable law; “Land Write Down” means the reduction of the purchase price from fair market value provided to the Developer by the Authority pursuant to the terms of Section 3.2 hereof; “Minimum Improvements” means the construction by the Developer on the Development Property of an approximately 40,000 square foot expansion of the Developer’s manufacturing facility to be owned by Developer and operated by the Tenant. “Minimum Market Value” means the agreed minimum market value of the Development Property and the Minimum Improvements for calculation of real property taxes as determined by the assessor for the County as of January 1, 2027 and as further set forth in the Assessment Agreement. “Mortgage” means any mortgage made by the Developer, which is secured, in whole or in part, by the Development Property and which is a permitted encumbrance pursuant to the provisions of Article VII of this Agreement. 4 4922-1031-7209.8 Page 98 of 289 “Payment Date” means August 1 of the year commencing on August 1, 2028 and each February 1 and August 1 thereafter to and including the Final Payment Date. “Public Development Costs” means the costs of acquisition of the Authority Property, site preparation and infrastructure costs of the Minimum Improvements, including grading, site improvements, parking improvements, remediation of soils conditions, utilities, and related street, curb, sidewalk installation. “Purchase Agreement” means the Purchase Agreement, dated _____, 2026, as may be amended from time to time between the Authority and the Developer, relating to the Authority Property. “Purchase Price Note” has the meaning provided in Section 3.2 hereof. “State” means the State of Minnesota. “Tax Increment” means that portion of the real property taxes which is paid with respect to the Development Property and which is actually remitted to the City by Sherburne County as tax increment pursuant to the Tax Increment Act and able to be retained by the City in accordance with the Tax Increment Act. The term Tax Increment does not include any amounts retained by or payable to the State auditor under Section 469.177, subdivision 11 of the Tax Increment Act. “Tax Increment Act” or “TIF Act” means the Tax Increment Financing Act, Minnesota Statutes, Sections 469.174 to 469.1794, as amended. “Tax Increment District” or “TIF District” means the City’s Tax Increment Financing District No. 30, which is qualified as an economic development district under the Tax Increment Act. “Tax Increment Plan” or “TIF Plan” means the City’s Tax Increment Financing Plan for the TIF District, as approved by the City on April 20, 2026, and as may be amended from time to time. “Tax Official” means any County assessor; County auditor, the commissioner of revenue of the State, or any State or federal district court, the tax court of the State, or the State Supreme Court. “Tenant” means Crystal Distribution Inc., a Minnesota corporation, and its authorized successors and assigns. “Termination Date” means unless this Agreement is terminated earlier in accordance with its terms, the Final Payment Date. “TIF Note” means the Taxable Tax Increment Revenue Note (Crystal Distribution Inc. Project), substantially in the form attached hereto as Exhibit D, to be delivered by the City to the Developer in accordance with Section 3.4 hereof. “TIF Note Pledged Tax Increment,” means, on each Payment Date, 95% of the Tax Increment attributable to the Development Property and paid to the City by Sherburne County in the six months preceding the Payment Date, but solely to the extent payable on such Payment Date pursuant to the TIF Note. TIF Note Pledged Tax Increment shall not include any Tax Increment if, as of any Payment Date, there is an uncured Event of Default under this Agreement. “Transfer” has the meaning set forth in Section 8.2(a) hereof. 5 4922-1031-7209.8 Page 99 of 289 “Unavoidable Delays” means delays beyond the reasonable control of the party seeking to be excused as a result thereof which are the direct result of war, terrorism, strikes, other labor troubles, prolonged adverse weather or acts of God, fire or other casualty to the Minimum Improvements, a pandemic or epidemic, litigation commenced by third parties which, by injunction or other similar judicial action, directly results in delays, acts of any federal, state, or local governmental unit (other than the City in exercising its rights under this Agreement) which directly result in delays. Unavoidable Delays shall include delays in the Developer obtaining permits or governmental approvals necessary to enable the commencement, or completion of construction, of the Minimum Improvements by the dates such approvals and construction is required under Sections 4.2, 4.3 or 9.5 of this Agreement, and which are caused by the acts or omissions of the City or Authority provided that such delays are not due to the Developer’s failure to provide the City or Authority with information required to process such permits or approvals. (The remainder of this page is left intentionally blank.) 6 4922-1031-7209.8 Page 100 of 289 ARTICLE II Representations and Warranties Section 2.1. Representations and Warranties by the City. The City makes the following representations and warranties: (a) The City is a municipal corporation and political subdivision duly organized and existing under the Constitution and the laws of the State and has the power to enter into this Agreement and carry out its obligations hereunder. (b) The Tax Increment District is an “economic development district” within the meaning of Minnesota Statutes, Section 469.174, subdivision 12, and was created, adopted and approved in accordance with the terms of the Tax Increment Act. (c) The activities of the City are undertaken to foster the development of certain real property which for a variety of reasons is presently underutilized, to create jobs in the City, County and State, create increased tax base in the City, help a current business expand and remain in the City, and to stimulate further development of the TIF District and Development Project as a whole. (d) The City makes no representation or warranty, either express or implied, as to the Development Property or its condition, or that the Development Property shall be suitable for the Developer’s purposes or needs. (e) No member of the City Council of the City, or officer of the City, has either a direct or indirect financial interest in this Agreement. Section 2.2. Representations and Warranties of the Authority. The Authority makes the following representations and warranties: (a) The Authority is a public body corporate and politic and political subdivision organized and existing under the Constitution and laws of the State and has the power to enter into this Agreement and carry out its obligations hereunder. (b) Except as provided otherwise in the Purchase Agreement, the Authority makes no representation or warranty, either express or implied, as to the Development Property or its condition, or that the Development Property shall be suitable for the Developer’s purposes or needs. (c) No member of the City Council, no other officer of the City, no member of the Board or other officer of the Authority has either a direct or indirect financial interest in this Agreement, nor will any member of the City Council, any other officer of the City, any member of the Board or any other officer of the Authority benefit financially from this Agreement within the meaning of Minnesota Statutes, Sections 412.311 and 471.87. Section 2.3. Representations and Warranties by the Developer. The Developer represents and warrants that: (a) The Developer is a limited liability company duly organized and in good standing under the laws of the State of Minnesota, is not in violation of any provisions of its organizational documents or the laws of the State, is duly authorized to transact business within the State, has power to enter into this 7 4922-1031-7209.8 Page 101 of 289 Agreement and has duly authorized the execution, delivery, and performance of this Agreement by proper action of its governing members. (b) If the Developer acquires the Authority Property in accordance with this Agreement, the Developer will construct, operate, and maintain the Minimum Improvements in accordance with the terms of this Agreement, the Development Project and all applicable local, state, and federal laws and regulations (including, but not limited to, environmental, zoning, building code, labor, and public health laws and regulations). (c) The Developer has received no actual notice or communication from any local, state, or federal official that the activities of the Developer or the City in the Development Project may be or will be in violation of any environmental law or regulation (other than those notices or communications of which the City is aware). The Developer is not actually aware of any facts the existence of which would cause it to be in violation of or give any person a valid claim under any local, state, or federal environmental law, regulation, or review procedure regarding the Development Project. (d) The Developer will make reasonable efforts to obtain, or cause the Tenant to obtain, in a timely manner, all required permits, licenses, and approvals for the Minimum Improvements, and will make reasonable efforts to meet, in a timely manner, all requirements of all applicable local, state, and federal laws and regulations which must be obtained or met before the Minimum Improvements may be lawfully constructed. (e) Neither the execution and delivery of this Agreement, the consummation of the transactions contemplated hereby, nor the fulfillment of or compliance with the terms and conditions of this Agreement is prevented, limited by, or conflicts with or results in a breach of, the terms, conditions or provisions of any corporate restriction or any evidences of indebtedness, agreement or instrument of whatever nature to which the Developer is now a party or by which it is bound, or constitutes a default under any of the foregoing. (f) Whenever any Event of Default occurs and is continuing and if the City shall employ attorneys or incur other expenses for the collection of payments due or to become due or for the enforcement of performance or observance of any obligation or agreement on the part of the Developer under this Agreement, and the City prevails in such action, the Developer agrees that it shall, within thirty (30) days of written demand by the City, pay to the City the reasonable fees of such attorneys and such other expenses so incurred by the City. (g) The proposed development by the Developer hereunder would not occur but for the tax increment financing assistance being provided by the City and the Authority hereunder. The Minimum Improvements would not be undertaken by the Developer, and in the opinion of the Developer would not be economically feasible within the reasonably foreseeable future, without the assistance and benefit to the Developer provided for in this Agreement. (h) The Developer understands that the City and the Authority may subsidize or encourage the development of other developments in the City, including properties that compete with the Development Property and the Minimum Improvements, and that such subsidies may be more favorable than the terms of this Agreement, and that neither the City nor the Authority have represented that development of the Development Property will be favored over the development of other properties. (i) The Developer is not currently in default under any business subsidy agreement with any grantor, as such terms are defined in the Business Subsidy Act. (j) To the actual knowledge of the Developer, no member of the City Council, no other officer 8 4922-1031-7209.8 Page 102 of 289 of the City, no member of the Board or other officer of the Authority has either a direct or indirect financial interest in this Agreement, nor will any member of the City Council, any other officer of the City, any member of the Board or any other officer of the Authority benefit financially from this Agreement within the meaning of Minnesota Statutes, Sections 412.311 and 471.87. (k) The Developer did not obtain a building permit for any portion of the Minimum Improvements or for any other improvements on the Authority Property not included in the calculation of the original tax capacity before the date of original approval of the TIF Plan by the City. (The remainder of this page is intentionally left blank.) 9 4922-1031-7209.8 Page 103 of 289 ARTICLE III Acquisition and Conveyance of Property; TIF Assistance Section 3.1. Conveyance of the Authority Property. As of the date of this Agreement, the Authority owns the Authority Property described in Exhibit A. On and as of the Closing Date, (a) an administrative lot line adjustment shall have been approved by the Authority, Developer and the City to split the Authority Property from Seller’s parcel described as Lot 1, Block 1, NORTHSTAR BUSINESS PARK for the purpose of conveying the Authority Property to Developer, and combining the Authority Property with Developer’s existing property described as Lot 2, Block 1, NORTHSTAR BUSINESS PARK, as one tax parcel for real estate tax purposes (the “Lot Adjustment”) and (b) the Authority will convey title to and possession of the Authority Property to the Developer, subject to all the terms and conditions of this Agreement and the Purchase Agreement. Section 3.2. Purchase Price Note; Land Write Down. The purchase price to be paid to the Authority by the Developer in exchange for the conveyance of the Authority Property is $609,000 (the “Purchase Price”). The Purchase Price shall be paid in cash from the Developer in the amount of $518,000 and a purchase price note from the Developer in the amount of $91,000 evidencing repayment of a loan for a portion of the Purchase Price for the Authority Property (the “Purchase Price Note”) in substantially the form attached hereto as Exhibit D. On the Closing Date, the delivery of the Purchase Price Note in lieu of a cash payment for the Authority Property represents a land write down of $91,000 to the Developer (the “Land Write Down”). The Purchase Price Note shall not accrue interest. The Purchase Price Note shall be payable solely from the City Pledged Tax Increments after the payment in full of the TIF Note. On each Payment Date after the payment in full of the TIF Note, the City will credit the City Pledged Tax Increment against the principal amount of the Purchase Price Note. On the Final Payment Date, the outstanding balance of the Purchase Price Note not paid from City Pledged Tax Increment shall be forgiven by the Authority. The City and the Authority retain the right to use any other legally available City or Authority funds to prepay the principal of the Purchase Price Note on any date. Subject to Unavoidable Delays, in the event that the Certificate of Completion is not issued pursuant to Section 4.4 hereof by July 31, 2027, as a direct result of Developer’s material default of its obligations hereunder, the Developer shall pay to the Authority the full amount of the Purchase Price Note within 30 days of written request of the Authority. Section 3.3 Compliance with Environmental Requirements. (a) The City and the Authority make no representations concerning nor shall have any responsibility or obligation to undertake any cleanup or remediation on the Authority Property. The Developer agrees to remediate any environmental contamination or pollution on the Authority Property that may be required by law. (b) The City and the Authority make no warranties or representations regarding, nor do they indemnify the Developer with respect to, the existence or nonexistence on or in the vicinity of the Authority Property or anywhere within the TIF District of any toxic or hazardous substances or wastes, pollutants or contaminants (including, without limitation, asbestos, urea formaldehyde, the group of organic compounds known as polychlorinated biphenyls, petroleum products including gasoline, fuel oil, crude oil and various constituents of such products, or any hazardous substance as defined in the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), 42 U.S.C. §§ 961-9657, as amended) (collectively, the “Hazardous Substances”) and Developer waives any claims against the City and the 10 4922-1031-7209.8 Page 104 of 289 Authority for indemnification, contribution, reimbursement or other payments arising under federal and state law and the common law or relating to the environmental condition of the land comprising the Authority Property. Section 3.4. Reimbursement of Public Development Costs; Issuance of TIF Note. The City has determined that, in addition to providing the Land Write Down described in Section 3.2, in order to make development of the Minimum Improvements financially feasible, it is necessary to reimburse Developer for a portion of its Public Development Costs through the issuance of the TIF Note, subject to the terms of this Section. The total principal amount of Public Development Costs subject to reimbursement will not exceed $673,000. Public Development Costs in excess of the specified total are the responsibility of the Developer. (a) Conditions for Delivery of TIF Note. To reimburse a portion of the Public Development Costs incurred by Developer, the City shall issue the TIF Note, in a principal amount equal to the lesser of (i) $673,000; or (ii) the amount of Public Development Costs actually incurred and shall be dated as of its date of issuance subject to reduction in accordance with 3.3 hereof. The principal of the TIF Note shall be payable on a pay-as- you-go basis solely from the TIF Note Pledged Tax Increment as provided below. The City shall issue and deliver the TIF Note upon the occurrence of the following: (i) The Developer having delivered to the City evidence of Public Development Costs paid or incurred in at least the principal amount of the Note as well as one or more certificates signed by the Developer’s duly authorized representative, containing the following: (A) a statement that each cost identified in the certificate is a Public Development Cost as defined in this Agreement and that no part of such cost has been included in any previous certification; (B) reasonable evidence that each identified Public Development Cost has been paid or incurred by or on behalf of the Developer; and (C) a statement that, to the Developer’s knowledge, no uncured Event of Default by the Developer has occurred and is continuing under this Agreement; the City may, if not satisfied that the conditions described herein have been met, return any certificate with a statement of the reasons why it is not acceptable and requesting such further documentation or clarification as the City may reasonably require; (ii) Developer having received from the City a certificate of occupancy for the Minimum Improvements. (iii) Developer has provided evidence that the Assessment Agreement has been recorded against the Development Property. (b) Terms of TIF Note. The terms of the TIF Note will be substantially in the form shown in Exhibit D, which is incorporated herein by reference. The TIF Note shall not bear interest. (c) Termination of Right to TIF Note. Notwithstanding anything to the contrary in this Agreement, if the conditions for delivery of the TIF Note are not met by the date five (5) years after certification of the TIF District, the City’s obligation to deliver the TIF Note shall terminate; provided that the remainder of this Agreement shall remain in full force and effect. (d) Qualifications. The Developer understands and acknowledges that the City makes no representations or warranties regarding the amount of TIF Note Pledged Tax Increment, or that revenues pledged to the TIF Note will be sufficient to pay the principal amount of the TIF Note. The Developer further acknowledges that estimates of Tax Increment prepared by the City or its municipal advisors in connection with the TIF District or this Agreement are for the benefit of the City, and are not intended as representations on which the Developer may rely. If the Public Development Costs exceed the maximum aggregate principal amount of the TIF Note, such excess is the sole responsibility of Developer. The TIF Note shall be a special and limited obligation of the City and not a general obligation of the City, and only TIF Note Pledged Tax 11 4922-1031-7209.8 Page 105 of 289 Increments shall be used to pay the principal of the TIF Note. The Developer further acknowledges that if development of the Minimum Improvements is delayed or not completed, the effect of such delay or failure to complete may be to reduce the amount of the Tax Increment available to pay the TIF Note. The Developer acknowledges the risk factors listed in Exhibit 1 to the TIF Note. After the payment in full of the TIF Note, the City may apply Tax Increments to the payment of the Purchase Price Note. (e) Termination of Payments. The City’s obligation to make payments on the TIF Note on any Payment Date or any date thereafter shall be conditioned upon the requirement that (i) there shall not at that time be an Event of Default that has occurred and is continuing under this Agreement that has not been cured during the applicable cure period, (ii) this Agreement shall not have been terminated pursuant to Section 9.2, and (iii) a certificate of occupancy has been issued for the Minimum Improvements. Section 3.5. Restrictions on Use in Economic Development TIF District. (a) The TIF District is an economic development tax increment financing district within the meaning of the TIF Act and is subject, among other things, to the limitations of the types of uses permitted within the TIF District specified in section 469.176, subd. 4c of the TIF Act. Prior to the Termination Date, no more than 15 percent of the square footage of the Minimum Improvements may be used for a purpose other than: (i) The manufacturing or production of tangible personal property, including processing resulting in the change in condition of the property; (ii) Warehousing, storage, and distribution of tangible personal property, excluding retail sales; (iii) Research and development related to the activities listed in clause (1) or (2); or (iv) Space necessary for and related to the activities listed in clauses (1) to (3). The Developer understands and acknowledges that a violation of the above limitations on use may cause the termination of the TIF District and constitutes an Event of Default under this Agreement and the termination of the TIF Note. The Developer agrees to notify the City immediately if at any time prior to the Termination Date more than 15 percent of the Minimum Improvements are occupied by any use other than one or more of the above uses. The Developer agrees to indemnify, defend and hold harmless the City and the Authority for any damages or costs resulting from a failure to limit the Minimum Improvements to the uses allowed in an economic development tax increment financing district including but not limited to repaying the outstanding principal amount of the Land Write Down. In addition to the repayment of the outstanding principal amount of the Land Write Down, damages or costs will include a reimbursement of any tax increment the City may be required or agrees to repay as a result of any action taken under Section 469.1771 of the TIF Act for violation of said act relating to disqualification of the TIF District or any other costs associated with any compliance audit. If the City is required to reimburse tax increment to the County or any other governmental entity pursuant to Minnesota Statutes, Section 469.1771 or any other provision of the TIF Act for any reason related to action or inaction by the Developer, the Developer agrees to reimburse a similar amount to the City within 30 days’ written notice by the City to the Developer. The City may add interest on the unpaid balance at the rate authorized by Minnesota Statutes, section 549.09 beginning on the 31st day after notice to the Developer. Failure by the Developer to reimburse the City pursuant to this Section shall constitute a lien on the Development Property. (b) The limitation on the allowable uses in the TIF District specified in subsection (a)(1) above is based solely on compliance with the requirements of the TIF Act for an economic development district. In 12 4922-1031-7209.8 Page 106 of 289 addition, the City’s zoning ordinance and other land use regulations restrict the uses permissible in the TIF District and include other limitations on development. The Developer acknowledges and agrees to comply with all such regulations. (c) The City and the Authority shall have the right to make a physical inspection of the Minimum Improvements in order to ensure compliance with the terms of this Agreement and the requirements of the TIF Act with regard to economic development districts. Such inspection shall be limited to regular business hours and upon at least 24 hours’ notice by the City or Authority to the Developer. Absent probable cause regarding a violation of the TIF Act regarding allowable uses for economic development districts, such inspections shall not occur more than once within any 12-month period. Section 3.6. Business Subsidy Agreement. (a) Public Purpose. In order to satisfy the provisions of the Business Subsidy Act, the Developer and the Tenant acknowledge and agree that the amount of the “Business Subsidy” granted to the Developer under this Agreement is the Land Write Down and the TIF Note and that the Minimum Improvements is not feasible for the Developer and the Tenant to undertake without the Business Subsidy. The public purpose of the Business Subsidy is to develop manufacturing facilities in the City, help develop underutilized land in the City, increase the tax base in the City and the State, help an existing business remain and expand in the City and the State and stimulate the creation of jobs, including construction jobs. (b) Operation of Site. The Tenant shall continue its operations at the Development Property (the “Qualified Facility”) for at least 5 years after the Benefit Date (defined hereinafter). The Minimum Improvements will be a Qualified Facility as long as the Development Property is operated by the Tenant. The parties agree that the “Benefit Date” is the date that the City delivers the Certificate of Completion. (c) Job and Wage Goals. By or before the “Compliance Date”, defined as the date two years after the Benefit Date, the Tenant shall cause at least 20 full-time equivalent jobs to be located at the Development Property with an hourly wage of at least $26.19 plus $3.93 in benefits per hour. Notwithstanding anything to the contrary herein, if the wage and job goals described in this paragraph are met by the Compliance Date, those goals are deemed satisfied despite the Developer’s continuing obligations under Sections 3.6(b). The City may, after a public hearing, extend the Compliance Date by up to one year, provided that nothing in this section will be construed to limit the City’s legislative discretion regarding this matter. (d) Remedies. If the Tenant fails to meet the goals described in Section 3.6(b) and 3.6(c), the Developer shall repay to the City upon written demand from the City a “pro rata share” of the principal amount of the Land Write Down and the TIF Note with interest thereon at the implicit price deflator rate as provided in Section 116J.994, subd. 6 of the Business Subsidy Act, accrued from the Benefit Date to the date of payment. The term “pro rata share” means percentages calculated as follows: (i) if the failure relates to the number of jobs, the jobs required less the jobs created, divided by the jobs required; (ii) if the failure relates to wages, the number of jobs required less the number of jobs that meet the required wages, divided by the number of jobs required; (iii) if the failure relates to maintenance of the Development Property as a Qualified Facility in accordance with Section 3.6(b) 60 less the number of months of operation as a Qualified Facility (where any month in which the Qualified Facility is in operation for at least 15 days constitutes a month of operation), commencing on the Benefit Date and ending with the date the Qualified Facility ceases operation as reasonably determined by the City, divided by 60; and 13 4922-1031-7209.8 Page 107 of 289 (iv) if more than one of clauses (i) through (iii) apply, the sum of the applicable percentages, not to exceed 100%. Nothing in this Section shall be construed to limit the City’s remedies under Article VI hereof. In addition to the remedy described in this Section and any other remedy available to the City for failure to meet the goals stated in Section 3.6, the Tenant and the Developer agree and understand that they may not receive a business subsidy from the City or any grantor (as defined in the Business Subsidy Act) for a period of 5 years from the date of the failure or until the Developer satisfies its repayment obligation. (e) Reports. The Developer must submit to the City a written report regarding business subsidy goals and results by no later than February 1 of each year, commencing February 1, 2027 and continuing until the later of (i) the date the goals stated in Sections 3.6(b) and (c) are met; (ii) 30 days after expiration of the period described in Section 3.6(b); or (iii) if the goals are not met, the date the subsidy is repaid in accordance with Section 3.6(d). The report must comply with Section 116J.994, subdivision 7 of the Business Subsidy Act. The City will provide information to the Developer regarding the required forms. If the Developer fails to timely file any report required under this Section, the City will mail the Developer a warning within one week after the required filing date. If, after 14 days of the postmarked date of the warning, the Developer fails to provide a report, the Developer must pay to the City a penalty of $100 for each subsequent day until the report is filed. The maximum aggregate penalty payable under this Section is $1,000. (f) Parent Corporation. The Tenant does not have a parent corporation. The Developer has a parent entity which is O’Brien Family Holdings, LLC, a Minnesota limited liability company. (g) Other Assistance. In addition to the Purchase Price Note and the TIF Note being provided by the City and the Authority pursuant to this Agreement, the Developer will also receive a Job Creation Fund loan in the amount of $175,000 from the Minnesota Department of Employment and Economic Development. Section 3.7. Payment of Administrative Costs. In accordance with the City’s Tax Increment Financing Policy, the Developer will pay all reasonable Administrative Costs (as defined below) of the City and the Authority and must pay such costs to the City and the Authority within 30 days after receipt of a written invoice from the City describing the amount and nature of the costs to be reimbursed. For the purposes of this Agreement, the term “Administrative Costs” means out of pocket costs incurred by the City and the Authority, including without limitation legal, municipal advisor, and other consultant costs of the City, all attributable to or incurred in connection with the establishment of the TIF District and adoption of TIF Plan and the review, negotiation and preparation of this Agreement and the Purchase Agreement (together with any other agreements entered into between the parties hereto contemporaneously therewith) and the review and approvals of other documents and agreements in connection with the Minimum Improvements or in connection with any amendments to any of the foregoing. In addition, certain engineering, environmental advisor, legal, land use, zoning, subdivision and other costs related to the development of the Development Property are required to be paid as provided in accordance with the City’s planning, zoning, and building fee schedules. The parties acknowledge that the Developer deposited $10,000 with the City toward payment of the Administrative Costs. If such costs exceed such amount, then at any time, but not more often than monthly, the City will deliver written notice to the Developer setting forth any additional fees and expenses, together with suitable billings, receipts or other evidence of the amount and nature of the fees and expenses, and the Developer agrees to pay all fees and expenses within 30 days of the City’s written request. Notwithstanding the foregoing, the Authority shall pay its own fees and costs following execution of the Purchase Agreement in connection with the real estate closing. Section 3.8. Utility Relocation. 14 4922-1031-7209.8 Page 108 of 289 (a) Plans and Specifications. The Developer shall relocate the public stormwater utilities on the Development Property (the “Utility Improvements”) at its own cost and expense. Prior to commencing work on the Utility Improvements, the Developer must, first submit to the City engineer approval of the plans and specifications for the Utility Improvements. All plans and specifications must be prepared by a licensed registered professional engineer in accordance with all laws, statutes, regulations, rules, codes, acts, charters, ordinances, resolutions, orders, permits, judgments, decrees, injunctions, directions, policies and requirements of all governmental authorities that are applicable to the Development Property. If the plans and specifications are rejected by the City engineer, the City engineer will provide a list of why the plans and specifications are deficient and the Developer shall revise plans and specifications to correct such deficiencies and shall resubmit them for review by the City engineer pursuant to this paragraph. (b) Progress Reports. Upon request, the Developer shall submit a written progress report to the City showing work completed on the Utility Improvements for the period and estimated percentages of completion; project schedule status; pending and approved change orders, if any; permit compliance and progress report list; status report of work rejected by the City; and additional information requested by the City. (c) Access. Subject to and in accordance with the general contractor’s and Developer’s reasonable construction site safety program and procedures, the Developer will provide the City and its consultants with access at all times to the construction work relating to Utility Improvements whether it is completed or in progress; provided, however, that nothing in this Agreement will limit, restrict or inhibit the City’s access to the Development Property for purpose of conducting inspections or other activities in accordance with its regulatory authority, police powers, or otherwise to protect public health and safety. The City will notify the Developer of any work that does not comply with its requirements, the provisions of this Agreement or any applicable federal, state and local laws, ordinances, rules and regulations, and the Developer must take prompt action to remedy the noted deficiencies; provided, however, the City will not exercise any direct supervision or control of the work during construction operations. (d) Final Inspection. If the Developer requests final inspection but City determines that the Utility Improvements are not complete and ready for acceptance, the City will so notify the Developer in writing and include a reasonably detailed description of noted deficiencies. If the City issues such a rejection notice, the Developer may proceed to correct such deficiencies and request the City to perform additional inspections, which the City shall complete until such time as the City determines the Utility Improvements are complete and ready for acceptance; provided, however, that the Developer shall be responsible for any costs incurred to correct and re-inspect such nonconforming work, including additional testing and inspections, the cost of uncovering and replacement, and compensation for any inspectors or other consultants employed by the City. (e) Notice. If the City determines that the Utility Improvements are complete and ready for acceptance, the City will so notify the Developer in writing. (f) Warranty. The Developer warrants that all materials and equipment incorporated in the Utility Improvements will be of good quality and new. The Developer further warrants the Utility Improvements against poor material and faulty workmanship. The warranty period for the Utility Improvements is one year and will commence on the date City accepts the Utility Improvements. (g) Corrections. If within one year after the date of final inspection and acceptance of the Utility Improvements, any of the accepted work is found to be defective or not to be in accordance with the requirements of the plans and specifications and federal, state and local laws, ordinances, rules and regulations, the Developer shall correct it promptly upon written notice from the City. If the Developer fails to correct defective or nonconforming work within a commercially reasonable period of time, the City may, be is not 15 4922-1031-7209.8 Page 109 of 289 obligated to, proceed to correct the work; provided, however, that the Developer shall be solely responsible for any costs incurred by the City to correct such work. (h) Security. To guarantee compliance with this Section 3.8, payment of the costs of the Utility Improvements, and construction of all Utility Improvements, the Developer shall furnish the City with a cash escrow, or letter of credit, in the form attached as Exhibit F, from a bank ("Security") for $50,000. The amount of the Security was calculated based on the contractor’s estimated cost of constructing Utility Improvements. The bank shall be subject to the approval of the City Administrator. The City may draw down the Security, on five (5) business days written notice to the Developer for any violation of the terms of this Section 3.8 or without notice if the Security is allowed to lapse prior to the end of the required term. If the required public improvements are not completed at least thirty (30) days prior to the expiration of the Security, the City may also draw it down without notice. If the Security is drawn down, the proceeds shall be used to cure the default. The Security shall be maintained with the City until all amounts have been certified by the Developer's engineer, all improvements have been completed, all financial obligations to the City satisfied, the required "as constructed" plans have been received by the City, and the public improvements are accepted by the City Council. The City’s standard specifications for utility construction outline procedures for security reductions. (i) Insurance. Developer and its general contractor shall provide a copy of the requirements of Section 3.8 of this Agreement to their insurance professional for verification that the certificate of insurance is in compliance with the requirements of the Agreement. Prior to commencement of work on the Utility Improvements, Developer and its general contractor shall furnish to the City a certificate of insurance showing proof of the required insurance required under this Section. Developer and its general contractor shall take out and maintain or cause to be taken out and maintained until six (6) months after the City has accepted the Utility Improvements, such insurance as shall protect Developer and its general contractor and the City for work covered by the Contract including workers’ compensation claims and property damage, bodily and personal injury which may arise from operations under this Contract, whether such operations are by Developer and its general contractor or anyone directly or indirectly employed by either of them. The minimum amounts of insurance shall be as follows: Commercial General Liability (or in combination with an umbrella policy) $2,000,000 Each Occurrence $2,000,000 Products/Completed Operations Aggregate $2,000,000 Annual Aggregate The following coverages shall be included: Premises and Operations Bodily Injury and Property Damage Personal and Advertising Injury Blanket Contractual Liability Products and Completed Operations Liability Automobile Liability $2,000,000 Combined Single Limit – Bodily Injury & Property Damage Including Owned, Hired & Non-Owned Automobiles 16 4922-1031-7209.8 Page 110 of 289 Workers Compensation. Workers’ Compensation insurance in accordance with the statutory requirements of the State of Minnesota, including Employer’s Liability with minimum limits are as follows: $500,000 – Bodily Injury by Disease per employee $500,000 – Bodily Injury by Disease aggregate $500,000 – Bodily Injury by Accident The Developer’s and general contractor’s insurance must be “Primary and Non-Contributory”. All insurance policies (or riders) required by this Agreement shall be (i) taken out by and maintained with responsible insurance companies organized under the laws of one of the states of the United States and qualified to do business in the State of Minnesota, (ii) shall name the City, its employees and agents as additional insureds (CGL and umbrella only) by endorsement which shall be filed with the City and (iii) shall identify the name of the plat. A copy of the endorsement must be submitted with the certificate of insurance. Developer’s and general contractor’s policies and Certificate of Insurance shall contain a provision that coverage afforded under the policies shall not be cancelled without at least thirty (30) days’ advanced written notice to the City, or ten (10) days’ notice for non-payment of premium. An Umbrella or Excess Liability insurance policy may be used to supplement Developer’s or general contractor’s policy limits on a follow-form basis to satisfy the full policy limits required by this Agreement. (j) Indemnification. To the fullest extent permitted by law, Developer agrees to defend, indemnify and hold harmless the City, and its employees, officials, and agents from and against all claims, actions, damages, losses and expenses, including reasonable attorney fees, arising out of Developer’s negligence or its performance or failure to perform its obligations under this Section 3.8. Developer’s indemnification obligation shall apply to Developer’s general contractor, subcontractor(s), or anyone directly or indirectly employed or hired by Developer, or anyone for whose acts Developer may be liable. Developer agrees this indemnity obligation shall survive for one year following completion of the Utility Improvements. (k) Ownership. Upon completion of the work and construction required by this Section 3.8 and final acceptance by the City, the public improvements lying within public easements shall become City property without further notice or action. (l) Clean up. The Developer shall clean dirt and debris from streets that has resulted from construction work by the Developer, its contractors, subcontractors, their agents or assigns. (m) Timing. The Developer shall install the Utility Improvement by July 31, 2027. The Developer may, however, request an extension of time from the City. If an extension is granted, it shall be conditioned upon updating the security posted by the Developer to reflect cost increases and the extended completion date. (n) Gas Line Enchroachment. Prior to commencing construction of the Utility Improvements, (1) plans for the relocation of the stormwater utilities on the Development Property shall have been mutually approved by the Developer, the City and Northern Natural Gas Company (“Northern”), the holder of the rights to a gas line easement on and under the Development Property, and (2) Northern, the Developer and the City shall have negotiated and executed a mutually agreeable encroachment agreement allowing for the relocated stormwater utilities to encroach on the area of the gas line easement in favor of Northern or such other document or approval as required by Northern. 17 4922-1031-7209.8 Page 111 of 289 Section 3.9. Lot Adjustment for the Development Property. The Authority, the City and the Developer shall cause the Lot Adjustment to be approved and completed subject to Section 30-352(b) of the City Code. The Developer shall pay the costs of the Lot Adjustment. 18 4922-1031-7209.8 Page 112 of 289 ARTICLE IV Construction of Minimum Improvements Section 4.1. Construction of Minimum Improvements. The Developer agrees that it will construct the Minimum Improvements on the Development Property, in accordance with the approved Construction Plans, and will operate and maintain, preserve and keep the Minimum Improvements or cause the Minimum Improvements to be maintained, preserved and kept with the appurtenances and every part and parcel thereof, in good repair and condition. Section 4.2 Construction Plans. (a) Before commencement of construction of the Minimum Improvements, the Developer shall submit the Construction Plans to the City, which shall be subject to approval by the City as provided in this Section 4.2. The Construction Plans shall provide for the Minimum Improvements to be constructed on the Development Property, and shall be in conformity with this Agreement, and all applicable federal, state and local laws and regulations. The City shall approve the Construction Plans in writing if: (a) the Construction Plans conform to the terms and conditions of this Agreement; (b) the Construction Plans conform to all applicable federal, state and local laws, ordinances, rules and regulations; (c) the Construction Plans are adequate for purposes of this Agreement to provide for the construction of the Minimum Improvements; and (d) no Event of Default under the terms of this Agreement has occurred and is continuing; provided, however, that any such approval of the Construction Plans pursuant to this Section 4.2 shall constitute approval for the purposes of this Agreement only and shall not be deemed to constitute approval or waiver by the City with respect to any building, zoning or other ordinances or regulation of the City, and shall not be deemed to be sufficient plans to serve as the basis for the issuance of a building permit if the Construction Plans are not as detailed or complete as the plans otherwise required for the issuance of a building permit. (b) The Construction Plans must be rejected in writing by the City, accompanied by a written statement of the City specifying the respects in which the Construction Plans submitted by the Developer fail to conform to the requirements of this Section 4.2, within ten (10) business days after submission or shall be deemed to have been approved by the City. If the City rejects the Construction Plans in whole or in part, the Developer shall submit new or corrected Construction Plans within ten (10) business days after receipt by the Developer of the written notification of the rejection and written statement of the City’s reasons for such rejection. The provisions of this Section 4.2 relating to approval, rejection and resubmission of corrected Construction Plans shall continue to apply until the Construction Plans have been approved by the City; provided, however, that in any event the Construction Plans, as modified, shall be approved prior to commencement of construction of the Minimum Improvements. Approval of the Construction Plans by the City shall not relieve the Developer of any obligation to comply with the terms and provisions of this Agreement, or the provision of applicable federal, state and local laws, ordinances and regulations, nor shall approval of the Construction Plans by the City be deemed to constitute a waiver of any Event of Default. (c) If the Developer desires to make any material modification to the scope, size or use of the Minimum Improvements or to the site plan therefor after the Construction Plans have been approved by the City, the Developer shall submit the proposed revised Construction Plans to the City for its approval. If such material change in the Construction Plans conforms to the approval criteria listed in this Section 4.2 with respect to the original Construction Plans, the revised Construction Plans shall be deemed approved by the 19 4922-1031-7209.8 Page 113 of 289 City unless rejected in writing within ten (10) business days by the City with a written statement of the City’s reasons for such rejection. If the Developer desires to make any change which does not materially modify the scope, size or use of the Minimum Improvements or the site plan therefor, the Construction Plans need not be resubmitted. (d) Approval of Construction Plans hereunder is solely for purposes of this Agreement and shall not constitute approval for any other City purpose including provision of a building permit. The Developer hereby waives any and all claims and causes of action whatsoever resulting from the review of the Construction Plans by the City and/or any changes in the Construction Plans requested by the City. Neither the City nor any employee or official of the City shall be responsible in any manner whatsoever for any defect in the Construction Plans or in any work done pursuant to the Construction Plans, including changes requested by the City. Section 4.3 Commencement and Completion of Construction. (a) Subject to Unavoidable Delays, the Developer must commence construction of the Minimum Improvements not later than ninety (90) days after the Authority Property has been conveyed to the Developer. The construction of the Minimum Improvements shall be deemed to be commenced when physical improvements have been made to the Development Property, including grading, excavation, or other physical site preparation work (in accordance with a permit issued by the City). Prior to completion of the Minimum Improvements, upon the request of the City, and subject to applicable safety rules, the Developer will provide the City reasonable access to the Development Property. “Reasonable access” means at least one site inspection per week during regular business hours. During construction of the Minimum Improvements, the Developer will deliver progress reports to the City from time to time as reasonably requested by the City. (b) Subject to Unavoidable Delays, the Developer must substantially complete construction of all Minimum Improvements by July 31, 2027. The construction of the Minimum Improvements will be considered substantially complete on the date when (i) the Developer has received a temporary or permanent certificate of occupancy issued by the City for the Minimum Improvements, as applicable, and (ii) the City has determined the Minimum Improvements have been constructed substantially in accordance with the approved Construction Plans as provided in Section 4.2. Completion shall be evidenced by a Certificate of Completion as described in Section 4.4. (c) Developer agrees for itself, its successors and assigns, and every successor in interest to the Development Property, or any part thereof, that the Developer, and such successors and assigns, shall promptly begin and diligently prosecute to completion the development of the Development Property through the construction of the Minimum Improvements thereon, and that such construction shall in any event be commenced and completed within the period specified in this Section 4.3. Subsequent to conveyance of the Authority Property to the Developer, and until construction of the Minimum Improvements has been completed, the Developer shall make reports, in such detail and at such times as may reasonably be requested by the City, as to the actual progress of the Developer with respect to such construction. (d) Subject to Unavoidable Delays, if the Developer does not substantially complete construction of the Minimum Improvements in accordance with the schedule set forth in Section 4.3 hereof, and does not substantially complete the construction within an additional ninety (90) days after receipt of written notice from the City, the Developer shall repay the principal amount of the Land Write Down in full. The Developer shall pay the Land Write Down within 30 days of written request from the City. Section 4.4 Certificate of Completion. The Developer shall notify the City when construction of the Minimum Improvements has been substantially completed. The City shall conduct any inspections of the Minimum Improvements it determines necessary in order to determine whether the Minimum Improvements have been constructed in substantial conformity with the approved Construction Plans. If the City determines 20 4922-1031-7209.8 Page 114 of 289 that the Minimum Improvements have not been constructed in substantial conformity with the approved Construction Plans, the City shall deliver a written statement to the Developer indicating in adequate detail the specific respects in which the Minimum Improvements have not been constructed in substantial conformity with the approved Construction Plans and the Developer shall have thirty (30) days to remedy such deficiencies. The City shall re-inspect the Minimum Improvements within twenty-five (25) days after receiving notice that such deficiencies have been remedied in order to determine whether the Minimum Improvements have been constructed in substantial conformity with the approved Construction Plans and this Agreement. Within twenty-five (25) days after determining that the Minimum Improvements has been constructed in substantial conformity with the approved Construction Plans, the City will furnish to the Developer a Certificate of Completion certifying the completion of the Minimum Improvements after determining that the following conditions precedent have been satisfied: (a) There shall exist no uncured Event of Default by Developer hereunder; (b) The City has issued a certificate of occupancy for the Minimum Improvements; (c) The City shall have reasonably determined that the Minimum Improvements have been substantially completed and constructed in accordance with all local, state and federal laws and regulations (including without limitation environmental, zoning, building code, and public health laws and regulations), and any applicable permits and in substantial conformity with this Agreement and the final construction plans approved by the City in connection with issuing construction permits, each as applicable; (d) The Developer shall certify to the City that all costs related to the Minimum Improvements and the development of the Development Property, including without limitation, payments to all contractors, subcontractors, and Minimum Improvements laborers, have been paid prior to the date of the request to the City. The Certificate of Completion issued for the Minimum Improvements shall conclusively satisfy and terminate the agreements and covenants of the Developer in this Agreement solely with respect to construction of the Minimum Improvements. The issuance of a Certificate of Completion under this Agreement shall not be construed to relieve the Developer of any inspection or approval required by any City department in connection with the construction, completion or occupancy of the Minimum Improvements nor shall it relieve the Developer of any other obligations under this Agreement. Section 4.5. Records and Reports. (a) The City and the Authority, through any authorized representatives, shall have the right at all reasonable times after reasonable written notice to inspect, examine and copy all books and records of Developer relating to the Minimum Improvements that are reasonably relevant to the Developer’s obligations under this Agreement. Such records shall be kept and maintained by Developer through the Termination Date. (b) Upon request, the Developer also agrees to submit to the City written reports to allow the City to remain in compliance with reporting requirements under state statutes. 21 4922-1031-7209.8 Page 115 of 289 ARTICLE V Insurance Section 5.1. Insurance. (a) The Developer will provide and maintain, or shall cause to be provided and maintained by the Tenant, at all times during the process of constructing the Minimum Improvements an All Risk Broad Form Basis Insurance Policy and, from time to time during that period, at the request of the City, furnish the City with proof of payment of premiums on policies covering the following: (i) Builder’s risk insurance, written on the so-called “Builder’s Risk -- Completed Value Basis,” in an amount equal to one hundred percent (100%) of the insurable value of the Minimum Improvements at the date of completion, and with coverage available in nonreporting form on the so- called “all risk” form of policy. The interest of the City shall be protected in accordance with a clause in form and content satisfactory to the City; (ii) Commercial general liability insurance (including operations, contingent liability, operations of subcontractors, completed operations, and contractual liability insurance) insuring Developer with limits against bodily injury and property damage of not less than $1,000,000 for each occurrence (to accomplish the above-required limits, an umbrella excess liability policy may be used). The City shall be added as an additional insured on the policy; and (iii) Workers’ compensation insurance, with statutory coverage, provided that the Developer may be self-insured with respect to all or any part of its liability for workers’ compensation. (b) Upon completion of construction of the Minimum Improvements and prior to the Termination Date, the Developer shall maintain, or cause to be maintained, at its cost and expense, and from time to time at the request of the City shall furnish proof of the payment of premiums on, insurance as follows: (i) Insurance against loss and/or damage to the Minimum Improvements under a policy or policies covering such risks as are ordinarily insured against by similar businesses. (ii) Commercial general public liability insurance, including personal injury liability (with employee exclusion deleted), against liability for injuries to persons and/or property, in the minimum amount for each occurrence and for each year of $1,000,000, and shall be endorsed to show the City and the Authority as additional insureds. (iii) Such other insurance, including workers’ compensation insurance respecting all employees of the Developer, in such amount as is customarily carried by like organizations engaged in like activities of comparable size and liability exposure; provided that the Developer may be self- insured with respect to all or any part of its liability for workers’ compensation. (c) All insurance required in Article V of this Agreement shall be taken out and maintained in responsible insurance companies selected by the Developer that are authorized under the laws of the State to assume the risks covered thereby. Upon request, the Developer will deposit annually with the City a certificate or certificates of the respective insurers stating that such insurance is in force and effect. Unless otherwise provided in this Article V of this Agreement each policy shall contain a provision that the insurer shall not cancel nor modify it in such a way as to reduce the coverage provided below the amounts required herein without giving written notice to the Developer and the City at least thirty (30) days before the cancellation or 22 4922-1031-7209.8 Page 116 of 289 modification becomes effective. In lieu of separate policies, the Developer may maintain a single policy, blanket or umbrella policies, or a combination thereof, having the coverage required herein, in which event the Developer shall deposit with the City a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Minimum Improvements. (d) The Developer agrees to notify the City immediately in the case of damage exceeding $250,000 in amount to, or destruction of, the Minimum Improvements or any portion thereof resulting from fire or other casualty. In such event the Developer will forthwith repair, reconstruct, and restore the Minimum Improvements to substantially the same or an improved condition or value as it existed prior to the event causing such damage and, to the extent necessary to accomplish such repair, reconstruction, and restoration, the Developer will apply the net proceeds of any insurance relating to such damage received by the Developer to the payment or reimbursement of the costs thereof. The Developer shall complete the repair, reconstruction, and restoration of the Minimum Improvements, regardless of whether the net proceeds of insurance received by the Developer for such purposes are sufficient to pay for the same. Any net proceeds remaining after completion of such repairs, construction, and restoration shall be the property of the Developer. (e) In lieu of the Developer’s obligation to reconstruct the Minimum Improvements as set forth in this Section, the Developer shall have the option of terminating the TIF Note and paying to the City an amount that, in the opinion of the City and its fiscal consultant, is sufficient to pay in full the outstanding principal on the Land Write Down. (f) The Developer and the City agree that all of the insurance provisions set forth in this Article V shall terminate upon the termination of this Agreement. Section 5.2. Subordination. Notwithstanding anything to the contrary contained in this Article V, the rights of the City with respect to the receipt and application of any proceeds of insurance shall, in all respects, be subject and subordinate to the rights of any lender under a Mortgage approved pursuant to Article VII of this Agreement. 23 4922-1031-7209.8 Page 117 of 289 ARTICLE VI Delinquent Taxes and Review of Taxes Section 6.1. Right to Collect Delinquent Taxes. The Developer agrees for itself, its successors, and assigns, that in addition to the obligation pursuant to statute to pay real estate taxes, it is also obligated by reason of this Agreement to pay before delinquency all real estate taxes assessed against the Development Property and the Minimum Improvements. The Developer acknowledges that this obligation creates a contractual right on behalf of the City through the Termination Date to sue the Developer or its successors and assigns to collect delinquent real estate taxes and any penalty or interest thereon and to pay over the same as a tax payment to the county auditor. In any such suit in which the City or the Authority is the prevailing party, the City and the Authority, as applicable, shall also be entitled to recover its costs, expenses, and reasonable attorney fees. Section 6.2. Review of Taxes. (a) The Developer agrees that prior to the Termination Date, it will not cause a reduction in the real property taxes paid in respect of the Development Property through: (i) willful destruction of the Minimum Improvements or any part thereof; (ii) willful refusal to reconstruct damaged or destroyed property pursuant to Section 5.1 of this Agreement, except as otherwise provided in Section 5.1(e); or (c) engaging in any other proceedings, whether legal, administrative or equitable, with any administrative body in the County or State or court of the State or federal government to reduce the market value of the Development Property below the Minimum Market Value (defined below). The Developer also agrees that it will not, prior to the Termination Date, apply for a deferral of property tax on the Development Property pursuant to any law, or transfer or permit transfer of the Development Property to any entity whose ownership or operation of the property would result in the Development Property being exempt from real estate taxes under State law. (b) Throughout the term of the Assessment Agreement, the Developer shall take no action, and suffer no circumstances to exist or action to be taken by others (to the extent the Developer may prevent the same), the effect of which would be to render the Development Property or any portion thereof to be no longer generally subject to real property taxation. The Developer agrees that prior to the termination of the Assessment Agreement: (i) It will not seek administrative review or judicial review of the applicability of any tax statute relating to the taxation of the Development Property determined by any tax official to be applicable or raise the inapplicability of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; (ii) It will not seek administrative review or judicial review of the constitutionality of any tax statute relating to the taxation of the Development Property determined by any tax official or raise the unconstitutionality of any such tax statute as a defense in any proceedings, including delinquent tax proceedings; and (iii) It will not seek any tax deferral or abatement, either presently or prospectively authorized under any State or federal law, of the taxation of the Development Property. (c) The Developer shall notify the City within 10 days of filing any petition to seek reduction in market value or property taxes on any portion of the Development Property under any State law (referred to as a “Tax Appeal”). If as of any Payment Date, any Tax Appeal is then pending, the City will continue to 24 4922-1031-7209.8 Page 118 of 289 make payments on the TIF Note, but only to the extent that the TIF Note Pledged Tax Increments relate to the property taxes paid with respect to the Minimum Market Value under the Assessment Agreement, as determined by the City in its sole discretion, and the City will withhold payment of the TIF Note in the amount of the TIF Note Pledged Tax Increments related to property taxes market value in excess of the Minimum Market Value under the Assessment Agreement, as determined by the City in its sole discretion. The City will apply any withheld amount to the extent not reduced as a result of the Tax Appeal promptly after the Tax Appeal is fully resolved and the amount of TIF Note Pledged Tax Increments, as applicable, attributable to the disputed tax payments is finalized. Section 6.3. Execution of Assessment Agreement. (a) The Developer and the City shall execute the Assessment Agreement relating to the Minimum Improvements pursuant to the provisions of Minnesota Statutes, Section 469.177, Subdivision 8, specifying the Assessor’s Minimum Market Value for calculation of real property taxes. Specifically, the Developer shall agree to a market value in the amount of $6,000,000 as of January 2, 2027. Nothing in the Assessment Agreement or this Agreement limits the discretion of the assessor for the County to assign a market value to the property in excess of such Assessor’s Minimum Market Value nor prohibits the Developer from seeking, through the exercise of legal or administrative remedies, a reduction in such market value for property tax purposes, provided however, the Developer shall not seek a reduction of such market value below the Assessor’s Minimum Market Value for any year so long as the Assessment Agreement remains in effect for that year. (2) The Assessment Agreement shall remain in effect until the earlier of (i) January 31, 2035, (ii) the date on which the TIF District expires or is otherwise terminated, or (iii) the date the TIF Note and the Purchase Price Note are fully paid, defeased or terminated in accordance with its terms. Pursuant to Minnesota Statutes, Section 469.177, Subdivision 8, the Assessment Agreement shall be filed for record in the office of the county recorder or registrar of titles of the County prior to any lien on the Development Property, including any mortgage, and such filing shall constitute notice to any subsequent encumbrancer or purchaser of the Development Property, whether voluntary or involuntary, and such Assessment Agreements shall be binding and enforceable in its entirety against any such subsequent purchaser or encumbrancer, including the holder of any mortgage. (3) The Developer agrees to pay the cost of filing such Assessment Agreement with the Sherburne County Recorder. (4) Developer agrees and acknowledges that the City is providing substantial aid and assistance in furtherance of the Minimum Improvements through reimbursement of Public Development Costs and the Purchase Price Note. (The remainder of this page is intentionally left blank.) 25 4922-1031-7209.8 Page 119 of 289 ARTICLE VII Financing Section 7.1. Financing. (a) Before conveyance of the Authority Property, the Developer shall submit to the City evidence of one or more commitments for mortgage financing which, together with committed equity for such construction, is sufficient for the construction of the Minimum Improvements. Such commitments may be submitted as short term financing, long term mortgage financing, a bridge loan with a long-term take-out financing commitment, or any combination of the foregoing. (b) If the City finds that the mortgage financing is sufficiently committed and adequate in amount to provide for the construction of the Minimum Improvements, then the City shall notify the Developer in writing of its approval. Such approval shall not be unreasonably withheld and either approval or rejection shall be given within thirty (30) days from the date when the City is provided the evidence of financing. A failure by the City to respond to such evidence of financing shall be deemed to constitute an approval hereunder. If the City rejects the evidence of financing as inadequate, it shall do so in writing specifying the basis for the rejection. In any event the Developer shall submit adequate evidence of financing within thirty (30) days after such rejection. Section 7.2. City’s Option to Cure Default on Mortgage. In the event that there occurs a default under any Mortgage authorized pursuant to Article VII of this Agreement, the Developer shall cause the City to receive copies of any notice of default received by the Developer from the holder of such Mortgage. Thereafter, the City shall have the right, but not the obligation, to cure any such default on behalf of the Developer within such cure periods as are available to the Developer under the Mortgage documents. 26 4922-1031-7209.8 Page 120 of 289 ARTICLE VIII Prohibitions Against Assignment and Transfer; Indemnification Section 8.1. Representation as to Development. The Developer represents and agrees that its purchase of the Authority Property, and its other undertakings pursuant to this Agreement, are, and will be used, for the purpose of development of the Authority Property and not for speculation in land holding. Section 8.2. Prohibition Against Developer’s Transfer of Property and Assignment of Agreement. The Developer represents and agrees that until the Termination Date: (a) Except only by way of security for, and only for and the purpose of obtaining financing necessary to enable the Developer or any successor in interest to the Development Property, or any part thereof, to perform its obligations with respect to making the Minimum Improvements under this Agreement, and any other purpose authorized by this Agreement, the Developer has not made or created and will not make or create or suffer to be made or created any total or partial sale, assignment, conveyance, or lease, or any trust or power, or transfer in any other mode or form of or with respect to this Agreement or the Development Property or any part thereof or any interest therein, or any contract or agreement to do any of the same, to any person or entity (collectively, a “Transfer”), without the prior written approval of both the City and the Authority. The City and the Authority approve the lease with the Tenant. The term “Transfer” does not include (i) encumbrances made or granted by way of security for, and only for, the purpose of obtaining construction, interim or permanent financing necessary to enable the Developer or any successor in interest to the Development Property or to construct the Minimum Improvements or component thereof; or (ii) an assignment or other transfer to the Tenant or an Affiliate. (b) In the event the Developer desires to Transfer the Development Property or this Agreement, the City and the Authority shall be entitled to require, except as otherwise provided in this Agreement, as conditions to any such Transfer that: (i) Any proposed transferee shall have the qualifications and financial responsibility, in the reasonable judgment of the City, necessary and adequate to fulfill the obligations undertaken in this Agreement and the Purchase Price Note by the Developer. (ii) Any proposed transferee, by instrument in writing satisfactory to the City and the Authority and in form recordable among the land records, shall, for itself and its successors and assigns, and expressly for the benefit of the City and the Authority, have expressly assumed all of the obligations of the Developer under this Agreement (including the Purchase Price Note) and agreed to be subject to all the conditions and restrictions to which the Developer is subject; provided, however, that the fact that any transferee of, or any other successor in interest whatsoever to, the Development Property, or any part thereof, shall not, for whatever reason, have assumed such obligations or so agreed, and shall not (unless and only to the extent otherwise specifically provided in this Agreement or agreed to in writing by the City) deprive the City of any rights or remedies or controls with respect to the Development Property or any part thereof or the construction of the Minimum Improvements; it being the intent of the parties as expressed in this Agreement that (to the fullest extent permitted at law and in equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of, or change with respect to, ownership in the Development Property or any part thereof, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate, legally or practically, to deprive or limit the City of or with respect to any rights or remedies on controls provided in or resulting from this Agreement with respect to the 27 4922-1031-7209.8 Page 121 of 289 Minimum Improvements that the City would have had, had there been no such transfer or change. In the absence of specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer, or any other party bound in any way by this Agreement or otherwise with respect to the construction of the Minimum Improvements, from any of its obligations with respect thereto. (iii) Any and all instruments and other legal documents involved in effecting the transfer of any interest in this Agreement and the Purchase Price Note or the Development Property governed by this Article VIII, shall be in a form reasonably satisfactory to the City. (iv) The Developer and its transferees shall comply with such other conditions as the City may reasonably require in order to achieve and safeguard the purposes of the TIF Act and this Agreement. (v) The Developer agrees to pay all reasonable costs and expenses, including fees of legal counsel retained by the City, to review the documents submitted to the City in connection with any such transfer. Section 8.3. Release and Indemnification Covenants. (a) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties (defined below), and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Developer releases the Indemnified Parties from and covenants and agrees that the Indemnified Parties shall not be liable for and agrees to indemnify and hold harmless the Indemnified Parties against any loss or damage to property or any injury to or death of any person occurring at or about or resulting from any defect in the Minimum Improvements or the Development Property. As used herein, the “Indemnified Parties” means the City, the Authority and their governing body members, officers, agents including the independent contractors, consultants and legal counsel, servants and employees thereof (hereinafter, for purposes of this Section, collectively the “Indemnified Parties”). (b) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Developer agrees to protect and defend the Indemnified Parties, and further agrees to hold the aforesaid harmless from any claim, demand, suit, action or other proceeding whatsoever by any person or entity whatsoever arising or purportedly arising from this Agreement, or the transactions contemplated hereby or the acquisition, construction, installation, ownership, and operation of the Minimum Improvements. (c) Except for any willful misrepresentation or any willful or wanton misconduct of the Indemnified Parties, and except for any breach by any of the Indemnified Parties of their obligations under this Agreement, the Indemnified Parties shall not be liable for any damage or injury to the persons or property of the Developer or its officers, agents or employees or any other person who may be about the Development Property or Minimum Improvements. (d) All covenants, stipulations, promises, agreements and obligations of the City and the Authority contained herein shall be deemed to be the covenants, stipulations, promises, agreements and obligations of the City and the Authority and not of any governing body member, officer, agent or employee of the City or the Authority in the individual capacity thereof. Section 8.4. Change in Use of Minimum Improvements. The Developer agrees that it shall devote the Development Property to, and in accordance with, the uses specified in this Agreement and will continue the use of the Development Property as a facility meeting the requirements of an economic development 28 4922-1031-7209.8 Page 122 of 289 district, pursuant to the Tax Increment Act. The conversion of any portion of the Minimum Improvements to any other use shall result in the termination of the Tax Increment District and require immediate payment in full of the outstanding balance of the Purchase Price Note and the termination of the TIF Note. 29 4922-1031-7209.8 Page 123 of 289 ARTICLE IX Events of Default Section 9.1. Events of Default Defined. The following shall be “Events of Default” under this Agreement, and the term “Event of Default” shall mean, whenever it is used in this Agreement, any one or more of the following events, after the defaulting party receives sixty (60) days’ prior written notice from the non-defaulting party of the event, but only if the event has not been cured within said sixty (60) days or, if the event is by its nature incurable within sixty (60) days, the defaulting party does not, within such sixty (60) day period, provide assurances reasonably satisfactory to the party providing notice of default that it is proceeding with due diligence to cure such default and the event will be cured as soon as reasonably possible: (a) any failure by either party to this Agreement to observe or perform any material covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement, the Purchase Agreement, or the Assessment Agreement or under any other agreement entered into between the Developer, the Authority or the City in connection with development of the Development Property, including the Access Agreement; (b) any default by Developer under a Mortgage, if any, that entitles the mortgagee to foreclose the Mortgage; (c) failure by the Developer to timely pay any ad valorem real property taxes assessed with respect to the Development Property; (d) Failure by the Developer to cause the construction of the Minimum Improvements to be completed pursuant to the terms, conditions and limitations of this Agreement. (e) If the Developer or the Tenant shall; (i) file any petition in bankruptcy or for any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under the United States Bankruptcy Act of 1978, as amended or under any similar federal or state law; or (ii) make an assignment for the benefit of its creditors; or (iii) admit in writing its inability to pay its debts generally as they become due; or (iv) be adjudicated a bankrupt or insolvent; or if a petition or answer proposing the adjudication of the Developer or the Tenant, 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 or denied within 90 days after the filing thereof; or a receiver, trustee or liquidator of the Developer or the Tenant, or of the Minimum Improvements, or part thereof, shall be appointed in any proceeding brought against the Developer or the Tenant, and shall not be discharged within 90 days after such appointment, or if the Developer or the Tenant, as applicable, shall consent to or acquiesce in such appointment. Section 9.2. Remedies on Default. Whenever any Event of Default referred to in Section 9.1 of this Agreement occurs and is continuing, the non-defaulting party may exercise its rights under this Section 9.2: 30 4922-1031-7209.8 Page 124 of 289 (a) Suspend its performance under this Agreement until it receives assurances that the defaulting party will cure its default and continue its performance under this Agreement. (b) The City and the Authority may cancel and rescind or terminate this Agreement and/or the TIF Note. (c) The City and the Authority may suspend their performance under this Agreement and the TIF Note. (d) The Authority may demand that the Developer immediately repay the outstanding principal balance of the Purchase Price Note. (e) If the Event of Default constitutes a breach of the condition subsequent set forth in the Right of Re-entry the City reserves in a deed conveying the Authority Property to the Developer, the City may exercise its Right of Re-entry. (f) The Authority may demand the Land Write Down be repaid in part or in full. (g) The City and the Authority may take whatever action, including legal, equitable or administrative action, which may appear necessary or desirable to collect any payments due under this Agreement, or to enforce performance and observance of any obligation, agreement, or covenant under this Agreement. Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the City and the Authority or the Developer 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 or 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 City to exercise any remedy reserved to it, it shall not be necessary to give notice, other than such notice as may be required in this Article IX. Section 9.4. No Additional Waiver Implied by One Waiver. In the event any agreement contained in this Agreement should be breached by any party and thereafter waived by the other party(ies), such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other concurrent, previous or subsequent breach hereunder. Section 9.5. Conveyance Subject to Right of Re-entry. The City’s conveyance of the Authority Property to the Developer pursuant to the Purchase Agreement is made subject to a right of re-entry for breach of conditions subsequent in favor of the City. The condition subsequent is that, barring any Unavoidable Delays, the Developer shall have commenced, or caused to be commenced, construction of the foundation of the Minimum Improvements on the Authority Property in accordance with permits issued by the City by not later than March 31, 2027. If Developer fails to satisfy such condition subsequent, the City shall provide written notice to the Developer and the Developer shall have 30 days from receipt of the City’s notice to commence construction of the foundation of the Minimum Improvements. Failure to commence construction in such timeframe shall constitute a breach of the condition subsequent and the Developer shall re-convey the Authority Property back to the City, without cost to the City. If the Developer fails to re-convey the Authority Property to the City, the City may elect to exercise its right of reentry by commencing an action in Sherburne County District Court to establish the breach of the condition subsequent. If the City establishes a breach of the condition subsequent, title to and the right to possession of the Authority Property and title to all improvements located thereon reverts to the City, without cost to the City, and the Developer is not entitled to 31 4922-1031-7209.8 Page 125 of 289 any compensation from the City for the value of the Authority Property or any improvements the Developer has made to the Authority Property. After receipt of the executed Certificate of Release from the City, the Developer must record the Certificate of Release with the Sherburne County Recorder at its expense. (The remainder of this page is intentionally left blank.) 32 4922-1031-7209.8 Page 126 of 289 ARTICLE X Additional Provisions Section 10.1. Conflict of Interests; City Representatives Not Individually Liable. The City, Authority and the Developer, to the best of their respective knowledge, represent and agree that no member, official, or employee of the City or Authority shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any decision relating to this Agreement which affects his personal interests or the interests of any corporation, partnership, or association in which he is, directly or indirectly, interested. No member, official, or employee of the City or Authority shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or Authority or for any amount which may become due to the Developer or successor or on any obligations under the terms of this Agreement. Section 10.2. Equal Employment Opportunity. The Developer, for itself and its successors and assigns, agrees that during the construction of the Minimum Improvements provided for in this Agreement it will comply with all applicable federal, state, and local equal employment and non-discrimination laws and regulations. Section 10.3. Restrictions on Use. The Developer agrees that until the Termination Date, the Developer, and its successors and assigns, shall use the Development Property for the operation of the Minimum Improvements for uses described in the definition of such term in this Agreement, and shall not discriminate upon the basis of race, color, creed, sex or national origin in the sale, lease, or rental or in the use or occupancy of the Development Property or any improvements erected or to be erected thereon, or any part thereof. Section 10.4. Provisions Not Merged With Deed. None of the provisions of this Agreement are intended to or shall be merged by reason of any deed transferring any interest in the Development Property and any such deed shall not be deemed to affect or impair the provisions and covenants of this Agreement. Section 10.5. Titles of Articles and Sections. Any titles of the several parts, Articles, and Sections of this Agreement are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of its provisions. Section 10.6. Notices and Demands. Except as otherwise expressly provided in this Agreement, a notice, demand, or other communication under this Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally; and (a) in the case of the Developer, is addressed to or delivered personally to the Developer at 3005 Ranchview Lane N, Plymouth, MN 55447, Attn: Chief Financial Officer; or at such other address as that party may, from time to time, designate in writing and forward to the other parties as provided in this Section; and (b) in the case of the City, is addressed to or delivered personally to the City at 13065 Orono Parkway, Elk River, MN 55330, Attn: City Administrator; or at such other address as that party may, from time to time, designate in writing and forward to the other parties as provided in this Section; and (c) in the case of the Authority, is addressed to or delivered personally to the Authority at 13065 Orono Parkway, Elk River, MN 55330, Attn: Executive Director; or at such other address as that party may, from time to time, designate in writing and forward to the other parties as provided in this Section. 33 4922-1031-7209.8 Page 127 of 289 Section 10.7. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 10.8. Recording. The City may record this Agreement and any amendments thereto with the Sherburne County recorder. The Developer shall pay all costs for recording. Section 10.9. Amendment. This Agreement may be amended only by written agreement approved and executed by the City, the Authority and the Developer. Section 10.10. [Reserved.] Section 10.11. Termination. This Agreement terminates on the Termination Date. Upon termination of this Agreement, the City shall promptly execute any reasonable documents necessary to remove this Agreement from the title records of the Development Property. Notwithstanding the foregoing, the Developer’s obligations under Sections 3.3 and 8.3 shall survive termination. Section 10.12. Choice of Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. Section 10.13. Interpretation; Concurrence. The language in this Agreement shall be construed simply according to its generally understood meaning, and not strictly for or against any party and no interpretation shall be affected by which party drafted any part of this Agreement. By executing this Agreement, the parties acknowledge that they (a) enter into and execute this Agreement knowingly, voluntarily and willingly of their own volition with such consultation with legal counsel as they deem appropriate; (b) have had a sufficient amount of time to consider this Agreement’s terms and conditions, and to consult an attorney before signing this Agreement; (c) have read this Agreement, understand all of its terms, appreciate the significance of those terms and have made the decision to accept them as stated herein; and (d) have not relied upon any representation or statement not set forth herein. Section 10.14. Government Data. The Developer has been required to provide certain data to the City, the Authority, or their consultants in connection with applying for financial assistance in constructing the Minimum Improvements. It is also likely that the Developer will be required to provide additional data to the City or consultants in the course of administering the TIF District to ensure compliance with this Agreement and the TIF Act. All data provided to the City, the Authority, or their consultants is government data within the meaning of the Minnesota Statutes, Chapter 13 (the “MGDPA”). The parties recognize that some of the data provided by the Developer to the City, the Authority or their consultants may be nonpublic data as defined by the MGDPA. The parties acknowledge that the City and the Authority are subject to the MGDPA and will handle all government data in their possession in accordance with the MGDPA, notwithstanding any other agreement or understanding to the contrary. Section 10.15. Recording. The City may record this Agreement and any amendments thereto with the County recorder. The Authority shall pay all costs for recording. 34 4922-1031-7209.8 Page 128 of 289 IN WITNESS WHEREOF, the City has caused this Agreement to be duly executed in its name and behalf and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. CITY OF ELK RIVER, MINNESOTA By_________________________________ Its Acting Mayor By_________________________________ Its City Clerk STATE OF MINNESOTA ) ) SS. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this ____ day of ____________, 2026, by ___________________ and ___________________, the Acting Mayor and City Clerk of the City of Elk River, Minnesota, a municipal corporation and political subdivision, on behalf of the City. Notary Public S-1 4922-1031-7209.8 Page 129 of 289 IN WITNESS WHEREOF, the Authority has caused this Agreement to be duly executed in its name and behalf and the Developer has caused this Agreement to be duly executed in its name and behalf on or as of the date first above written. THE ECONOMIC DEVELOPMENT AUTHORITY FOR THE CITY OF ELK RIVER By_________________________________ Its President By_________________________________ Its Executive Director STATE OF MINNESOTA ) ) SS. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this ____ day of ____________, 2026, by ___________________ and ___________________, the President and Executive Director of The Economic Development Authority for the City of Elk River, a public body corporate and politic and political subdivision of the State of Minnesota, on behalf of the Authority. Notary Public S-2 4922-1031-7209.8 Page 130 of 289 O’BRIEN HOLDINGS, LLC, a Minnesota limited liability company By ________________________________________ Its ________________________________________ STATE OF MINNESOTA ) ) SS. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this _____ day of _____________, 2026 by _________________________, the ___________________________ of O’Brien Holdings, LLC, a Minnesota limited liability company, on behalf of the limited liability company. Notary Public S-3 4922-1031-7209.8 Page 131 of 289 This TIF Assistance Agreement has been reviewed and consented to by Crystal Distribution, Inc., a Minnesota corporation (the “Tenant”). The terms herein, especially as they pertain to job and wage goals to be met by the Tenant in Section 3.6(c) hereof are hereby agreed to by the Tenant. CRYSTAL DISTRIBUTION INC., a Minnesota corporation By ________________________________________ Its ________________________________________ STATE OF MINNESOTA ) ) SS. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this _____ day of _____________, 2026 by _________________________, the ___________________________ of Crystal Distribution, Inc., a Minnesota corporation, on behalf of the corporation. Notary Public S-4 4922-1031-7209.8 Page 132 of 289 EXHIBIT A Development Property The property located in the City of Elk River, Sherburne County, Minnesota legally described as: Lot 2, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, and That part of Lot 1, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, lying southerly and easterly of the following described line: Commencing at the Northeasterly corner of said Lot 1; thence southeasterly on a curve along the Southwesterly right-of-way line of Twin Lakes Road an arc distance of 196.58 feet, said curve concave to the northeast, having a radius of 880.21 and a delta angle of 12 degrees 47 minutes 45 seconds, to the point of beginning of said described line; thence southwesterly to a point on the Westerly line of said Lot 1, 477.16 feet northwesterly of the Northwest corner of Lot 2, said Block 1, NORTHSTAR BUSINESS PARK, and there terminating. Authority Property The property located in the City of Elk River, Sherburne County, Minnesota legally described as: That part of Lot 1, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, lying southerly and easterly of the following described line: Commencing at the Northeasterly corner of said Lot 1; thence southeasterly on a curve along the Southwesterly right-of-way line of Twin Lakes Road an arc distance of 196.58 feet, said curve concave to the northeast, having a radius of 880.21 and a delta angle of 12 degrees 47 minutes 45 seconds, to the point of beginning of said described line; thence southwesterly to a point on the Westerly line of said Lot 1, 477.16 feet northwesterly of the Northwest corner of Lot 2, said Block 1, NORTHSTAR BUSINESS PARK, and there terminating. A-1 4922-1031-7209.8 Page 133 of 289 EXHIBIT B FORM OF PURCHASE PRICE NOTE PURCHASE PRICE NOTE Dated ___________ ____, 2026 O’Brien Holdings, LLC (the “Developer”) hereby acknowledges itself to be indebted and, for value received, hereby promises to pay, solely from City Pledged Tax Increment, as provided herein, to The Economic Development Authority for the City of Elk River (the “Authority”) the principal sum of NINETY-ONE THOUSAND DOLLARS and 00/100 ($91,000). The principal amount of this Purchase Price Note (the “Note”) shall equal, from time to time, the principal amount stated above, as reduced to the extent that such principal shall have been paid in whole or in part pursuant to the terms hereof. This Note is issued pursuant to that certain TIF Assistance Agreement, dated as of _________ ___, 2026, as the same may be amended from time to time (the “Assistance Agreement”), by and between the Authority, the City of Elk River, Minnesota (the “City”) and the Developer. This Note does not bear interest. The Developer acknowledges that the City will provide City Pledged Tax Increment (as defined in the Assistance Agreement) to the Authority who will credit such amounts towards the payment of this Note on each Payment Date following the payment in full of the TIF Note. If, as of the termination date of the TIF District (as defined in the Assistance Agreement), the Authority has received City Pledged Tax Increment available for the payment of this Note in an amount less than the par amount of this Note, then the Authority will forgive the remaining principal amount of this Note. This Note is prepayable at any time without penalty and the Authority or the City may apply other Authority or City funds to the prepayment of this Note. IN WITNESS WHEREOF, O’Brien Holdings, LLC has caused this Note to be executed and delivered as of the date first written above. O’BRIEN HOLDINGS, LLC By: __________________________________________ Its: ___________________________________________ B-1 4922-1031-7209.8 Page 134 of 289 EXHIBIT C CERTIFICATE OF COMPLETION WHEREAS, the City of Elk River, Minnesota (the “City”), The Economic Development Authority for the City of Elk River (the “Authority”) and O’Brien Holdings, LLC, a Minnesota limited liability company (“Developer”) entered into a certain TIF Assistance Agreement dated __________, 2026 (the “Agreement”), recorded at the office of the County Recorder of Sherburne County as Document No. ________________; and WHEREAS, the Agreement contains certain covenants and restrictions set forth in Articles III and IV thereof related to constructing certain Minimum Improvements; and WHEREAS, the Developer has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the City to permit the execution and recording of this Certificate of Completion. NOW, THEREFORE, this is to certify that all construction and other physical improvements related to the Minimum Improvements specified to be done and made by the Developer have been completed and the agreements and covenants in Articles III and IV of the Agreement relating to such construction have been performed by the Developer, and this Certificate of Completion is a conclusive determination of the satisfactory termination of the covenants and conditions of Articles III and IV of the Agreement related to completion of the Minimum Improvements, but any other covenants in the Agreement shall remain in full force and effect according to their terms. 4922-1031-7209.8 C-1 Page 135 of 289 Dated: _______________, 20__. CITY OF ELK RIVER, MINNESOTA By City Representative STATE OF MINNESOTA ) ) SS. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this ____ day of _____________ 20__, by _____________________, the __________________ of the City of Elk River, Minnesota, a municipal corporation and political subdivision under the laws of the State of Minnesota, on behalf of the City. Notary Public This document was drafted by: Kutak Rock LLP (GAF) 60 South Sixth Street, Suite 3400 Minneapolis, MN 55402 (Signature page to Certificate of Completion) 4922-1031-7209.8 C-2 Page 136 of 289 EXHIBIT D FORM OF TIF NOTE UNITED STATES OF AMERICA STATE OF MINNESOTA COUNTY OF SHERBURNE CITY OF ELK RIVER No. R-1 $_____________ TAXABLE TAX INCREMENT REVENUE NOTE SERIES 20__ (CRYSTAL DISTRIBUTION INC. PROJECT) Date Rate of Original Issue 0% ___________, 20__ The City of Elk River (the “City”) for value received, certifies that it is indebted and hereby promises to pay to O’Brien Holdings, LLC, a Minnesota limited liability company (“Developer”), or registered assigns (as applicable, the “Owner”), the principal sum of $__________, solely from the sources and to the extent set forth herein. Unless defined otherwise herein, capitalized terms used herein shall have the meanings provided in the TIF Assistance Agreement between the City, The Economic Development Authority for the City of Elk River, and the Owner, dated as of _____________, 2026 (the “Agreement”), unless the context requires otherwise. This Note shall not bear interest. 1. Payments. Principal (the “Payments”) shall be paid on August 1, 2028 and each February 1 and August 1 thereafter (“Payment Dates”) to and including February 1, 2037 (the “Maturity Date”) in the amounts and from the sources set forth in Section 3 herein. Payments shall be applied to unpaid principal. TIF Note Pledged Tax Increment will not include any Tax Increment (as defined in the Agreement) if, as of any Payment Date, there is an uncured Event of Default under the Agreement. Payments are payable by mail to the address of the Owner or such other address as the Owner may designate upon sixty (60) days written notice to the City. Payments on this TIF Note are payable in any coin or currency of the United States of America which, on the Payment Date, is legal tender for the payment of public and private debts. 2. Interest. This TIF Note shall not bear interest. 3. TIF Note Pledged Tax Increment. (a) Payments on this TIF Note are payable on each Payment Date solely from and in the amount of TIF Note Pledged Tax Increment, which shall mean, 95% of the Tax Increment attributable to the Development Property and paid to the City by Sherburne County in the six months preceding the Payment Date. (b) The City shall have no obligation to pay principal of this TIF Note on each Payment Date from any source other than TIF Note Pledged Tax Increment and the failure of the City to pay the entire 4922-1031-7209.8 Page 137 of 289 amount of principal on this TIF Note on any Payment Date shall not constitute a default hereunder as long as the City pays principal hereon to the extent of TIF Note Pledged Tax Increment. The City shall have no obligation to pay any unpaid balance of principal that may remain after the final Payment on the Maturity Date. 4. Default. The City’s payment obligations shall be subject to Sections 9.1 and 9.2 of the Agreement and are further subject to the conditions that (i) no Event of Default by Developer under Section 9.1 of the Agreement shall have occurred and be continuing at the time payment is otherwise due hereunder; and (ii) the Agreement and this TIF Note shall not have been terminated in accordance with Section 9.2 of the Agreement. Any such suspended and unpaid amounts shall become payable, without interest accruing thereon in the meantime, if this TIF Note has not been terminated in accordance with Section 9.2 of the Agreement and said Event of Default shall thereafter have been cured in accordance with Section 9.2. If pursuant to the occurrence of an Event of Default under the Agreement the City elects, in accordance with the Agreement, to cancel and rescind the Agreement and/or this TIF Note, the City shall have no further obligation under this TIF Note whatsoever. Reference is hereby made to all of the provisions of the Agreement, for a fuller statement of the rights and obligations of the City to pay the principal of this TIF Note, and said provisions are hereby incorporated into this TIF Note as though set out in full herein. 5. Prepayment. The principal sum payable under this TIF shall be prepayable at any time by the City. 6. Nature of Obligation. This TIF Note is one of an issue in the total principal amount of $_________, issued to aid in financing certain public development costs and administrative costs of a Development Program undertaken by the City pursuant to Minnesota Statutes, Sections 469.124 through 469.133, as amended, and is issued pursuant to an authorizing resolution (the “Resolution”) duly adopted by the City on April 20, 2026, and pursuant to and in full conformity with the Constitution and laws of the State of Minnesota, including Minnesota Statutes, Sections 469.174 to 469.1794, as amended. This TIF Note is a limited obligation of the City which is payable solely from TIF Note Pledged Tax Increment pledged to the payment hereof under the Resolution. This TIF Note shall not be deemed to constitute a general obligation of the State of Minnesota or any political subdivision thereof, including, without limitation, the City. Neither the State of Minnesota, the City, nor any political subdivision thereof shall be obligated to pay the principal of this TIF Note or other costs incident hereto except out of TIF Note Pledged Tax Increment, and neither the full faith and credit nor the taxing power of the State of Minnesota , the City, or any political subdivision thereof is pledged to the payment of the principal of this TIF Note or other costs incident hereto. The Owner shall never have or be deemed to have the right to compel any exercise of any taxing power of the City or of any other public body, and neither the City nor any person executing or registering this Note shall be liable personally hereon by reason of the issuance or registration thereof or otherwise. THE CITY MAKES NO REPRESENTATION OR WARRANTY THAT THE TIF NOTE PLEDGED TAX INCREMENT WILL BE SUFFICIENT TO PAY THE PRINCIPAL OF THIS NOTE. There are risk factors in the amount of Tax Increments that may actually be received by the City and some of those factors are listed on the attached Exhibit 1. The Registered Owner and the Developer acknowledges these risk factors and understands and agrees that payments by the City under this Note are subject to these and other factors. 7. Registration and Transfer. This TIF Note is issuable only as a fully registered TIF Note without coupons. As provided in the Resolution, and subject to certain limitations set forth therein, this TIF Note is transferable upon the books of the City kept for that purpose at the principal office of the City Administrator, by the Owner hereof in person or by such Owner’s attorney duly authorized in writing, upon (i) surrender of this TIF Note together with a written instrument of transfer satisfactory to the City after 4922-1031-7209.8 Page 138 of 289 approval by the City Council, duly executed by the Owner; (ii) delivery by the assignee of an executed Acknowledgment Regarding TIF Note in the form set forth as Exhibit B to this Note. Additionally, in order to assign the Note, the assignee shall surrender the same to the City either in exchange for a new fully registered note or for transfer of this Note on the registration records for the Note maintained by the City. Each permitted assignee shall take this Note subject to the foregoing conditions and subject to all provisions stated or referenced herein. IT IS HEREBY CERTIFIED AND RECITED that all acts, conditions, and things required by the Constitution and laws of the State of Minnesota to be done, to exist, to happen, and to be performed in order to make this TIF Note a valid and binding limited obligation of the City according to its terms, have been done, do exist, have happened, and have been performed in due form, time and manner as so required. IN WITNESS WHEREOF, the City Council of the City of Elk River has caused this TIF Note to be executed with the manual signatures of its Mayor and City Clerk, all as of the Date of Original Issue specified above. CITY OF ELK RIVER, MINNESOTA Mayor City Clerk 4922-1031-7209.8 Page 139 of 289 REGISTRATION PROVISIONS The ownership of the unpaid balance of the within TIF Note is registered in the bond register of the City Finance Director, in the name of the person last listed below. Date of Signature of Registration Registered Owner Finance Director _________, 20__ _____________________ Federal Tax I.D No_____________ 4922-1031-7209.8 Page 140 of 289 EXHIBIT 1 TO TAXABLE TIF NOTE RISK FACTORS Risk factors on the amount of Tax Increments that may actually be received by the City include but are not limited to the following: 1. Value of Project. If the contemplated Minimum Improvements (as defined in the TIF Agreement) constructed in the tax increment financing district is completed at a lesser level of value than originally contemplated, it will generate fewer taxes and fewer tax increments than originally contemplated. 2. Damage or Destruction. If the Minimum Improvements is damaged or destroyed after completion, its value will be reduced, and taxes and tax increments will be reduced. Repair, restoration or replacement of the Minimum Improvements may not occur, may occur after only a substantial time delay, or may involve property with a lower value than the Minimum Improvements, all of which would reduce taxes and tax increments. 3. Change in Use to Tax-Exempt. The Minimum Improvements could be acquired by a party that devotes it to a use which causes the property to be exempt from real property taxation. Taxes and tax increments would then cease. 4. Depreciation. The Minimum Improvements could decline in value due to changes in the market for such property or due to the decline in the physical condition of the property. Lower market valuation will lead to lower taxes and lower tax increments 5. Non-payment of Taxes. If the property owner does not pay property taxes, either in whole or in part, the lack of taxes received will cause a lack of tax increments. The Minnesota system of collecting delinquent property taxes is a lengthy one that could result in substantial delays in the receipt of taxes and tax increments, and there is no assurance that the full amount of delinquent taxes would be collected. Amounts distributed to taxing jurisdictions upon a sale following a tax forfeiture of the property are not tax increments. 6. Reductions in Taxes Levied. If property taxes are reduced due to decreased municipal levies, taxes and tax increments will be reduced. Reasons for such reduction could include lower local expenditures or changes in state aids to municipalities. For instance, in 2001 the Minnesota Legislature enacted an education funding reform that involved the state increasing school aid in lieu of the local general education levy (a component of school district tax levies). 7. Reductions in Tax Capacity Rates. The taxable value of real property is determined by multiplying the market value of the property by a tax capacity rate. Tax capacity rates vary by certain categories of property; for example, the tax capacity rates for residential homesteads are currently less than the tax capacity rates for commercial and industrial property. In 2001 the Minnesota Legislature enacted property tax reform that lowered various tax capacity rates to “compress” the difference between the tax capacity rates applicable to residential homestead properties and commercial and industrial properties. 8. Changes to Local Tax Rate. The local tax rate to be applied in the tax increment financing district is the lower of the current local tax rate or the original local tax rate for the tax increment financing district. In the event that the Current Local Tax Rate is higher than the Original Local Tax Rate, then the “excess” or difference that comes about after applying the lower Original Local Tax Rate instead of the 4922-1031-7209.8 Page 141 of 289 Current Local Tax Rate is considered “excess” tax increment and is distributed by Sherburne County to the other taxing jurisdictions and such amount is not available to the City as tax increment. 9. Legislation. The Minnesota Legislature has frequently modified laws affecting real property taxes, particularly as they relate to tax capacity rates and the overall level of taxes as affected by state aid to municipalities. 4922-1031-7209.8 Page 142 of 289 Exhibit 2 To Taxable TIF Note ACKNOWLEDGMENT REGARDING TIF NOTE The undersigned, _______________a ___________ (“Note Holder”), hereby certifies and acknowledges that: A. On the date hereof the Note Holder has [acquired from]/[made a loan (the “Loan”) [to/for the benefit] of] O’BRIEN HOLDINGS, LLC, a Minnesota limited liability company (the “Developer”), [secured in part by] the Taxable Tax Increment Revenue Note (Crystal Distribution Inc. Project), a pay- as-you-go tax increment revenue note in the original principal amount of $________, dated __________, 20__ of the City of Elk River, Minnesota (the “City”), a copy of which is attached hereto (the “Note”). B. The Note Holder has had the opportunity to ask questions of and receive all information and documents concerning the Note as it requested, and has had access to any additional information the Note Holder thought necessary to verify the accuracy of the information received. In determining to [acquire the Note]/[make the Loan], the Note Holder has made its own determinations and has not relied on the City or information provided by the City. C. The Note Holder represents and warrants that: 1. The Note Holder is acquiring [the Note]/[an interest in the Note as collateral for the Loan] for its own account, and without any view to resale or other distribution. 2. The Note Holder is (i) the owner of the Development Property or (ii) a financial institution or an “accredited investor” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, and as further described in Exhibit 1A hereto and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of acquiring [and holding the Note] [an interest in the Note as collateral for the Loan]. 3. The Note Holder understands that the Note is a security which has not been registered under the Securities Act of 1933, as amended, or any state securities law, and must be held until its sale is registered or an exemption from registration becomes available. 4. The Note Holder is aware of the limited payment source for the Note and interest thereon and risks associated with the sufficiency of that limited payment source. D. The Note Holder understands that the Note is payable solely from certain tax increments derived from certain properties located in a tax increment financing district, if and as received by the City. The Note Holder acknowledges that the City has made no representation or covenant, express or implied, that the revenues pledged to pay the Note will be sufficient to pay, in whole or in part, the principal due on the Note. Any amounts which have not been paid on the Note on or before the final maturity date of the Note shall no longer be payable, as if the Note had ceased to be an obligation of the City. The Note Holder understands that the Note will never represent or constitute a general obligation, debt or bonded indebtedness of the City, the State of Minnesota, or any political subdivision thereof and that no right will exist to have taxes levied by the City, the State of Minnesota or any political subdivision thereof for the payment of principal on the Note. 4922-1031-7209.8 Page 143 of 289 E. The Note Holder understands that the Note is payable solely from certain tax increments, which are taxes received on improvements made to certain property (the “Improvements”) in a tax increment financing district from the increased taxable value of the property over its base value at the time that the tax increment financing district was created, which base value is called “original net tax capacity”. There are risk factors in relying on tax increments to be received, which include, but are not limited to, the following: 1. Value of Improvements. If the contemplated Improvements constructed in the tax increment financing district are completed at a lesser level of value than originally contemplated, they will generate fewer taxes and fewer tax increments than originally contemplated. 2. Damage or Destruction. If the Improvements are damaged or destroyed after completion, their value will be reduced, and taxes and tax increments will be reduced. Repair, restoration or replacement of the Improvements may not occur, may occur after only a substantial time delay, or may involve property with a lower value than the Improvements, all of which would reduce taxes and tax increments. 3. Change in Use to Tax-Exempt. The Improvements could be acquired by a party that devotes them to a use which causes the property to be exempt from real property taxation. Taxes and tax increments would then cease. 4. Depreciation. The Improvements could decline in value due to changes in the market for such property or due to the decline in the physical condition of the property. Lower market valuation will lead to lower taxes and lower tax increments. 5. Non-payment of Taxes. If the property owner does not pay property taxes, either in whole or in part, the lack of taxes received will cause a lack of tax increments. The Minnesota system of collecting delinquent property taxes is a lengthy one that could result in substantial delays in the receipt of taxes and tax increments, and there is no assurance that the full amount of delinquent taxes would be collected. Amounts distributed to taxing jurisdictions upon a sale following a tax forfeiture of the property are not tax increments. 6. Reductions in Taxes Levied. If property taxes are reduced due to decreased municipal levies, taxes and tax increments will be reduced. Reasons for such reduction could include lower local expenditures or changes in state aids to municipalities. For instance, in 2001 the Minnesota Legislature enacted an education funding reform that involved the state increasing school aid in lieu of the local general education levy (a component of school district tax levies). 7. Reductions in Tax Capacity Rates. The taxable value of real property is determined by multiplying the market value of the property by a tax capacity rate. Tax capacity rates vary by certain categories of property; for example, the tax capacity rates for residential homesteads are currently less than the tax capacity rates for commercial and industrial property. In 2001 the Minnesota Legislature enacted property tax reform that lowered various tax capacity rates to “compress” the difference between the tax capacity rates applicable to residential homestead properties and commercial and industrial properties. 8. Changes to Local Tax Rate. The local tax rate to be applied in the tax increment financing district is the lower of the current local tax rate or the original local tax rate for the tax increment financing district. In the event that the Current Local Tax Rate is higher than the Original Local Tax Rate, then the “excess” or difference that comes about after applying the lower Original Local Tax Rate instead of the Current Local Tax Rate is considered “excess” tax increment and is 4922-1031-7209.8 Page 144 of 289 distributed by Sherburne County to the other taxing jurisdictions and such amount is not available to the City as tax increment. 9. Legislation. The Minnesota Legislature has frequently modified laws affecting real property taxes, particularly as they relate to tax capacity rates and the overall level of taxes as affected by state aid to municipalities. F. The Note Holder acknowledges that the Note was issued pursuant to a TIF Assistance Agreement between the City, The Economic Development Authority for the City of Elk River, and the Developer, dated ___________, 2026 (the “Agreement”), and that the City has the right to suspend payments under this Note and/or terminate the Note upon an Event of Default under the Agreement. G. The Note Holder acknowledges that the City makes no representation about the tax treatment of, or tax consequences from, the Note Holder’s acquisition of [the Note]/[an interest in the Note as collateral for the Loan]. WITNESS our hand this ___ day of ___________, 20__. Note Holder: _________________________ By ________________________ Name: __________________ Its ________________________ 4922-1031-7209.8 Page 145 of 289 EXHIBIT E ASSESSMENT AGREEMENT THIS AGREEMENT, dated as of this ___ day of [_______], 2026, is between the City of Elk River, Minnesota (the “City”), and O’Brien Holdings, LLC, a Minnesota limited liability company (the “Developer”). WITNESSETH WHEREAS, the Developer has acquired from the Economic Development Authority for the City of Elk River (the “Authority”) the real property legally described in Exhibit A attached hereto (the “Authority Property”). WHEREAS, on or before the date hereof the City, the Authority and the Developer have entered into a TIF Assistance Agreement dated as of [______], 2026 (the “TIF Assistance Agreement”) regarding certain real property located in the City legally described in Exhibit B attached hereto (the “Development Property”), which includes the Authority Property acquired by Developer. WHEREAS, it is contemplated that pursuant to said TIF Assistance Agreement, the Developer will construct and equip on the Authority Property an approximately 40,000 square foot expansion of the Developer’s current manufacturing facility (the “Project”) on a portion of the Development Property in accordance with construction plans approved by the City. WHEREAS, the City and the Developer desire to establish a minimum market value for the Development Property and the improvements constructed or to be constructed thereon, pursuant to Minnesota Statutes, Section 469.177. WHEREAS, the City and the County Assessor have reviewed the Construction Plans for the Project. NOW, THEREFORE, the parties to this Agreement, in consideration of the promises, covenants and agreements made by each to the other, do hereby agree as follows: 1. As of January 2, 2027, the minimum market value which shall be assigned to and assessed for the Development Property for purposes of real estate property taxation for taxes payable 2028 through 2036, both inclusive, shall be not less than $6,000,000 (the “Minimum Market Value”). It is the express intent hereof that said minimum market value shall apply with respect to the payable 2028 through the payable 2036 real property taxes, both inclusive. 2. The minimum market values herein established shall be of no further force and effect after the assessment on January 1, 2035 for taxes payable in 2036 and this Agreement shall terminate automatically on January 31, 2035; provided, however, this Agreement shall terminate on such earlier date as the TIF District (as defined in the TIF Assistance Agreement) is decertified or the TIF Note, the Purchase Price Note (as defined in the TIF Assistance Agreement) are fully paid, defeased or terminated in accordance with the terms of the Agreement (the “Termination Date”). If the Termination Date is earlier than January 31, 2035 for taxes payable in 2036, the City shall duly execute and record a release of this Agreement upon the written request and sole expense of the then holder of fee title to the Development Property. 4922-1031-7209.8 Page 146 of 289 3. This Agreement shall be recorded by the Developer with the County Recorder of Sherburne County, Minnesota. The Developer shall pay all costs of recording. 4. Neither the preambles nor provisions of this Agreement are intended to, or shall they be construed as, modifying the terms of the TIF Assistance Agreement among the City, the Authority and the Developer. 5. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties, shall be governed by and interpreted pursuant to Minnesota law, and may be executed in counterparts, each of which shall constitute an original hereof and all of which shall constitute one and the same instrument. This instrument was drafted by: Kutak Rock LLP (GAF) 60 South Sixth Street, Suite 3400 Minneapolis, Minnesota 55402 4922-1031-7209.8 Page 147 of 289 IN WITNESS WHEREOF, the City and the Developer have caused this Agreement to be executed in their names and on their behalf all as of the date set forth above. CITY OF ELK RIVER, MINNESOTA By_________________________________ Its Mayor By_________________________________ Its City Clerk STATE OF MINNESOTA ) ) SS. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this ____ day of ____________, 2026, by ___________________ and ___________________, the Mayor and City Clerk of the City of Elk River, Minnesota, a municipal corporation and political subdivision, on behalf of the City. Notary Public Signature page for Assessment Agreement 4922-1031-7209.8 Page 148 of 289 O’BRIEN HOLDINGS, LLC, a Minnesota limited liability company By Name: ___________________________________ Its: ______________________________________ STATE OF MINNESOTA ) ) ss COUNTY OF _________ ) The foregoing instrument was acknowledged before me this ____ day of _______, 2026, by ___________, the ___________ of O’Brien Holdings, LLC, a Minnesota limited liability company, on behalf of said limited liability company. Notary Public Signature page for Assessment Agreement 4922-1031-7209.8 Page 149 of 289 CERTIFICATION BY COUNTY ASSESSOR The undersigned, having reviewed the Assessment Agreement, dated as of the date first written above, by and between the City of Elk River, Minnesota and O’Brien Holdings, LLC, the plans and specifications for the Project, as defined in the foregoing Assessment Agreement, and the market value currently assigned to land upon which the improvements are to be constructed and being of the opinion that the minimum market value contained in the Assessment Agreement appears reasonable, hereby certifies as follows: The undersigned Assessor, being legally responsible for the assessment of the above-described Development Property, hereby certifies that the minimum market value as of January 1, 2027 of $6,000,000 assigned to such land and improvements is reasonable. ______________________________________ County Assessor for Sherburne County STATE OF MINNESOTA ) ) ss. COUNTY OF SHERBURNE ) This instrument was acknowledged before me on ___________, 2026, by _____________________, the County Assessor of Sherburne County. ____________________________________________ Notary Public 4922-1031-7209.8 Page 150 of 289 EXHIBIT A TO ASSESSMENT AGREEMENT Legal Description of the Authority Property The property located in the City of Elk River, Sherburne County, Minnesota legally described as: That part of Lot 1, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, lying southerly and easterly of the following described line: Commencing at the Northeasterly corner of said Lot 1; thence southeasterly on a curve along the Southwesterly right-of-way line of Twin Lakes Road an arc distance of 196.58 feet, said curve concave to the northeast, having a radius of 880.21 and a delta angle of 12 degrees 47 minutes 45 seconds, to the point of beginning of said described line; thence southwesterly to a point on the Westerly line of said Lot 1, 477.16 feet northwesterly of the Northwest corner of Lot 2, said Block 1, NORTHSTAR BUSINESS PARK, and there terminating. 4922-1031-7209.8 Page 151 of 289 EXHIBIT B TO ASSESSMENT AGREEMENT Legal Description of the Development Property Lot 2, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, and That part of Lot 1, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, lying southerly and easterly of the following described line: Commencing at the Northeasterly corner of said Lot 1; thence southeasterly on a curve along the Southwesterly right-of-way line of Twin Lakes Road an arc distance of 196.58 feet, said curve concave to the northeast, having a radius of 880.21 and a delta angle of 12 degrees 47 minutes 45 seconds, to the point of beginning of said described line; thence southwesterly to a point on the Westerly line of said Lot 1, 477.16 feet northwesterly of the Northwest corner of Lot 2, said Block 1, NORTHSTAR BUSINESS PARK, and there terminating. 4922-1031-7209.8 Page 152 of 289 EXHIBIT F FORM OF LETTER OF CREDIT [BANK LETTERHEAD] IRREVOCABLE LETTER OF CREDIT No. ___________________ Date: _________________ TO: City of Elk River 13065 Orono Parkway Elk River, Minnesota 55330 Dear Sir or Madam: We hereby issue, for the account of (Name of Developer) and in your favor, our Irrevocable Letter of Credit in the amount of $____________, available to you by your draft drawn on sight on the undersigned bank. The draft must: a) Bear the clause, "Drawn under Letter of Credit No. __________, dated ________________, 2_____, of (Name of Bank) "; b) Be signed by the City Administrator or Finance Director of the City of Elk River. c) Be presented for payment at (Address of Bank) , on or before 4:00 p.m. on ____________, 2_____. This Letter of Credit shall automatically renew for successive one-year terms unless, at least forty- five (45) days prior to the next annual renewal date (which shall be ______________ of each year), the Bank delivers written notice to the Elk River City Administrator that it intends to modify the terms of, or cancel, this Letter of Credit. Written notice is effective if sent by certified mail, postage prepaid, and deposited in the U.S. Mail, at least forty-five (45) days prior to the next annual renewal date addressed as follows: Elk River City Administrator, Elk River City Hall, 13065 Orono Parkway, Elk River, MN 55330, and is actually received by the City Administrator at least thirty (30) days prior to the renewal date. DEMAND(S) FOR PAYMENT MAY ALSO BE MADE BY FACSIMILE TRANSMISSION TO ________ OR SUCH OTHER FAX NUMBER AS (NAME OF ISSUING BANK) MAY IDENTIFY IN A WRITTEN NOTICE TO YOU. TO THE EXTENT PRESENTATION IS MADE BY FACSIMILE TRANSMISSION YOU MUST PROVIDE TELEPHONE NOTIFICATION THEREOF TO (NAME OF ISSUING BANK) AT TELEPHONE NUMBER: _________ PRIOR TO OR SIMULTANEOUSLY WITH THE SENDING OF SUCH FACSIMILE TRANSMISSION. HOWEVER, THE ABSENCE OF SUCH TELEPHONE CONFIRMATION AS DESCRIBED ABOVE DOES NOT AFFECT OUR OBLIGATION TO HONOR SUCH DRAWING, IF SUCH DRAWING IS OTHERWISE IN COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS IRREVOCABLE LETTER OF CREDIT. IF DEMAND FOR PAYMENT IS MADE BY FAX, PRESENTATION OF ORIGINAL DOCUMENTS IS NOT REQUIRED. OR 4922-1031-7209.8 Page 153 of 289 DEMAND(S) FOR PAYMENT TO BE MADE VIA EMAIL TO _______________. PRESENTATION OF ORIGINAL DOCUMENTS IS NOT REQUIRED. This Letter of Credit sets forth in full our understanding which shall not in any way be modified, amended, amplified, or limited by reference to any document, instrument, or agreement, whether or not referred to herein. This Letter of Credit is not assignable. This is not a Notation Letter of Credit. More than one draw may be made under this Letter of Credit. This Letter of Credit is issued subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590 (“ ISP98” ). This letter of Credit shall also be governed by the laws of the State of Minnesota, including the Minnesota Uniform Commercial Code, to the extent not inconsistent with ISP98. We hereby agree that a draft drawn under and in compliance with this Letter of Credit shall be duly honored upon presentation. [NAME OF BANK] BY: ____________________________________ Its ______________________________ 4922-1031-7209.8 Page 154 of 289 Request for Action To Item Number City Council 4.6 Meeting Date Prepared By August 17, 2026 Brent O'Neil, Economic Development Director Item Description Reviewed by Resolution 26-53: Approving a Deed to the Cal Portner Economic Development Authority Clarifying Justin Dunford Ownership of Lot 1, Block 1 Northstar Business Park Action Requested Approve, by motion, Resolution 26-53 issuing a quit claim deed to the Economic Development Authority for Lot 1, Block 1 North Star Business Park. Background/Discussion As part of the EDA's sale of property in North Star Business Park to O'Brien Holdings, the title commitment identified potential issues with the title. One of those issues is cloudiness over the deed history and the documented owner of record. To ensure ownership is well-established ahead of preparing final documents for the transfer of the property, this quit claim deed removes ambiguity of ownership between the City and EDA and clarifies the EDA as owner. Financial Impact N/A Mission/Policy/Goal Support industrial growth. Attachments 1. Quit Claim Deed to the EDA 2. RES 26-53: EDA Property Acquisition The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 155 of 289 (Reserved for Recording Data) QUIT CLAIM DEED eCRV number: not required STATE DEED TAX DUE HEREON: $1.65 Dated: ___________________, 2026. FOR VALUABLE CONSIDERATION, CITY OF ELK RIVER, a Minnesota municipal corporation, Grantor, hereby conveys and quitclaims to THE ECONOMIC DEVELOPMENT AUTHORITY IN AND FOR THE CITY OF ELK RIVER, a public body corporate and politic under the laws of the State of Minnesota (“EDA”), Grantee, real property in Sherburne County, Minnesota, as legally described on the attached Exhibit A and made a part hereof by reference: together with all hereditaments and appurtenances belonging thereto. The consideration for this transfer was less than $3,000.00. Check box if applicable: The Grantor certifies that the Grantor does not know of any wells on the described real property. A well disclosure certificate accompanies this document. I am familiar with the property described in this instrument and I certify that the status and number of wells on the described real property has not changed since the last previously filed well disclosure certificate. 239955v1 Page 156 of 289 CITY OF ELK RIVER By: John J. Dietz, Mayor By: Justin Dunford, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this _____________ day of _____________________, 2026, by John J. Dietz and Justin Dunford, respectively the Mayor and City Clerk for the City of Elk River, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. __________________________________________ Notary Public Check here if part or all of the land is Registered (Torrens) Tax Statements for the real property described in this instrument should be sent to: Economic Development Authority in and for the City of Elk River 13069 Orono Parkway P.O. Box 430 Elk River, MN 55330 DRAFTED BY: CAMPBELL KNUTSON, P.A. Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 Telephone: 651-452-5000 AMP/smt 239955v1 Page 157 of 289 EXHIBIT “A” Legal Description That part of Lot 1, Block 1, NORTHSTAR BUSINESS PARK, Sherburne County, Minnesota, lying northerly and westerly of the following described line: Commencing at the Northeasterly corner of said Lot 1; thence southeasterly on a curve along the Southwesterly right-of-way line of Twin Lakes Road an arc distance of 196.58 feet, said curve concave to the northeast, having a radius of 880.21 and a delta angle of 12 degrees 47 minutes 45 seconds, to the point of beginning of said described line; thence southwesterly to a point on the Westerly line of said Lot 1, 477.16 feet northwesterly of the Northwest corner of Lot 2, said Block 1, NORTHSTAR BUSINESS PARK, and there terminating. 239955v1 Page 158 of 289 City of Elk River City Council Resolution 26-53 A Resolution of the City Council of the City of Elk River Approving Conveyance of Real Property to the Economic Development Authority in and for the City of Elk River WHEREAS, the City of Elk River (“City”) and The Economic Development Authority in and for the City of Elk River (“EDA”) each own a portion of property as legally described in Exhibit A attached hereto (“Property”); WHEREAS, the EDA desires to convey a portion of the Property to an abutting property owner for expansion of an existing building and a parking lot to serve the abutting property; WHEREAS, the City desires to facilitate the EDA’s conveyance of the Property by conveying the City’s interest in the Property to the EDA by quit claim deed to clear title to the Property; WHEREAS, pursuant to Minnesota Statutes 462.356, subdivision 2, the City Council finds that the proposed conveyance of the Property to the EDA has no relationship to the City’s Comprehensive Plan; and NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Elk River, Minnesota, as follows: (i) That the City Council finds that conveyance of the Property has no relationship to the comprehensive municipal plan; (ii) The conveyance of the Property to the City is hereby approved and the Mayor and City Clerk are authorized to execute a quit claim deed to the Property and any and all other documents necessary to convey the Property to the EDA. Passed and adopted this 17th day of August 2026. Mike Beyer, Acting Mayor ATTEST: Justin Dunford, City Clerk Page 159 of 289 Request for Action To Item Number City Council 4.7 Meeting Date Prepared By August 17, 2026 Brent O'Neil, Economic Development Director Item Description Reviewed by Termination and Release of Lot Line Adjustments - Brent O'Neil Lot 1, Block 1 Northstar Business Park Cal Portner Justin Dunford Action Requested Approve, by motion, the termination and release of administrative subdivisions and lot split approvals at Lot 1, Block 1 Northstar Business Park. Background/Discussion In 2012 and 2014, the City Council approved requests to modify lot lines affecting Lot 1, Block 1 Northstar Business Park. Those actions were filed with the county recorder, but subsequent steps to complete them have not occurred, and the lot line adjustments were not finalized. This issue was identified through the title commitment research on the validity of the title. Approving this termination and release nullifies the incomplete actions of 2012 and 2014 and ensures the property boundaries and ownership align fully with the prevailing legal descriptions. Financial Impact N/A Mission/Policy/Goal Support industrial growth. Attachments 1. Termination and Release The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 160 of 289 TERMINATION AND RELEASE OF ADMINISTRATIVE SUBDIVIONS AND LOT SPLIT APPROVAL WHEREAS, the Economic Development Authority in and for the City of Elk River (“EDA”)is the fee owner of Lot 1, Block 1, Northstar Business Park, Sherburne County, Minnesota, according to the recorded plat thereof (“Property”); and WHEREAS, the City of Elk River approved an Administrative Subdivision to subdivide Lot 1, Block 1, Northstar Business Park into 2 lots by Order Granting Administrative Subdivision dated February 21, 2012 and recorded with the Office of the Sherburne County Recorder on June 19, 2012, as Document No. 751614 (“Administrative Subdivision”); and WHEREAS, the City of Elk River approved a lot split for Lot 1, Block 1, Northstar Business Park, Sherburne County, Minnesota by Order Granting Lot Split Approval dated October 20, 2014 and recorded with the Office of the Sherburne County Recorder on November 5, 2014, as Document No. 795318 (“Lot Split”); and WHEREAS, the Administrative Subdivision and Lot Split were never finalized through the required conveyancing deeds; and WHEREAS, the EDA has requested that the Administrative Subdivision and Lot Split approvals be terminated and released from the Property. NOW THEREFORE, BE IT RESOLVED, by the City of Elk River that the Administrative Subdivision and Lot Split approvals are hereby terminated and the Property is hereby released from the Administrative Subdivision and Lot Split Approvals. 239988v1 Page 161 of 289 CITY OF ELK RIVER By: John J. Dietz, Mayor By: Justin Dunford, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this _____________ day of _____________________, 2026, by John Dietz and Justin Dunford, respectively the Mayor and City Clerk for the City of Elk River, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. __________________________________________ Notary Public DRAFTED BY: CAMPBELL KNUTSON, P.A. Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 Telephone: 651-452-5000 239988v1 Page 162 of 289 Request for Action To Item Number City Council 4.8 Meeting Date Prepared By August 17, 2026 Jolene Richter, Deputy Clerk Item Description Reviewed by Temporary On-Sale Liquor License: Davis-Darrow- Cal Portner Meyer American Legion Post 112 Justin Dunford Action Requested Approve, by motion, a Temporary On-Sale Liquor License to Davis-Darrow-Meyer American Legion Post 112 for September 19, 2026, with the condition that wristband control is required for patrons 21 and older and a recommendation that alcohol should be confined to an area enclosed by a fence with secured, controlled access. Background/Discussion Davis-Darrow-Meyer American Legion Post 112 has applied for a Temporary On-Sale Liquor License for their event at the location of 525 Railroad Drive. Financial Impact N/A Mission/Policy/Goal The City of Elk River Mission Statement. Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 163 of 289 Request for Action To Item Number City Council 4.9 Meeting Date Prepared By August 17, 2026 Mike Eichten, Benefits & HR Specialist Item Description Reviewed by Separation Agreement and Release - Dickinson Cal Portner Justin Dunford Action Requested Approve, by motion, the Separation Agreement and Release with Fire Chief Mark Dickinson. Background/Discussion Mark Dickinson retired as the Fire Chief for the city on July 31, 2026. As part of the Severance Pay requirements, a release of claims must be executed. Chief Dickinson returned his signed agreement on August 3, 2026. Financial Impact As per the Severance Pay Policy. Mission/Policy/Goal The City of Elk River Mission Statement. Attachments 1. Mark Dickinson-Separation Agreement The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 164 of 289Page 165 of 289Page 166 of 289Page 167 of 289Page 168 of 289Page 169 of 289 Request for Action To Item Number City Council 4.10 Meeting Date Prepared By August 17, 2026 Mike Eichten, Benefits & HR Specialist Item Description Reviewed by Separation Agreement and Release - Smith Cal Portner Justin Dunford Action Requested Approve, by motion, the Separation Agreement and Release with Deputy Chief Jeffrey Smith. Background/Discussion Deputy Chief Smith retired from the city on July 31, 2026. As part of the Severance Pay requirements, a release of claims must be executed. Deputy Chief Smith returned his signed Agreement on August 3, 2026. Financial Impact As per the Severance Pay Policy. Mission/Policy/Goal The City of Elk River Mission Statement. Attachments 1. Jeffrey Smith-Separation Agreement The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 170 of 289Page 171 of 289Page 172 of 289Page 173 of 289Page 174 of 289Page 175 of 289 Request for Action To Item Number City Council 4.11 Meeting Date Prepared By August 17, 2026 Jolene Richter, Deputy Clerk Item Description Reviewed by Resolution 26-51: Premises Permit For Cal Portner CharitAbleMN dba Midwest Cheer Association Justin Dunford Action Requested Adopt, by motion, Resolution 26-51 approving a premises permit for CharitAbleMN dba Midwest Cheer Association Background/Discussion CharitAbleMN dba Midwest Cheer Association applied to conduct gambling at Tipsy On Main, 709 Main St NW. The Gambling Control Board requires the local unit of government where the premises are located to approve the request by resolution before the applicant can submit their application to the Gambling Control Board. Financial Impact N/A Mission/Policy/Goal The City of Elk River Mission Statement. Attachments 1. RES 26-51 Tipsy On Main Premises Permit The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 176 of 289 City of Elk River City Council Resolution 26-51 A Resolution of the City Council of the City of Elk River Approving Premises Permit WHEREAS, the City Council of the City of Elk River allows gambling licenses to be issued within the city. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Elk River, Minnesota, as follows: the request by CharitAbleMN dba Midwest Cheer Association for a premises permit at Tipsy On Main, 709 Main Street, is hereby approved. Passed and adopted this 17th day of August 2026. Mike Beyer, Acting Mayor ATTEST: Justin Dunford, City Clerk Page 177 of 289 Request for Action To Item Number City Council 6.1 Meeting Date Prepared By August 17, 2026 Jolene Richter, Deputy Clerk Item Description Reviewed by City of Elk River Volunteer of the Month Cal Portner Justin Dunford Action Requested Acting Mayor Beyer will recognize and present a plaque to the August Volunteer of the Month Award recipient. Background/Discussion Mayor Dietz established the City of Elk River Volunteer of the Month Award program to recognize Elk River residents for their volunteer contributions and commitment to community service. Financial Impact None. Mission/Policy/Goal The City of Elk River Mission Statement. Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 178 of 289 State of Minnesota County of Sherburne City of Elk River OATH OF OFFICE I, Conner Adams, do solemnly swear to support the Constitution of the United States, the Constitution of the State of Minnesota, and to discharge faithfully the duties of Police Officer of the City of Elk River, Minnesota, to the best of my judgment and ability, so help me God. ___________________________________ Conner Adams Subscribed and sworn to before me this 17th day of August, 2026. _________________________________ Mayor John Dietz Page 179 of 289 Request for Action To Item Number City Council 6.3 Meeting Date Prepared By August 17, 2026 Justin Dunford, City Clerk Item Description Reviewed by Introduce New Employees Cal Portner Justin Dunford Action Requested Introduce and welcome Wanda McCoy, City Hall Support Assistant, and James Luckhurst, Parks Maintenance Worker Background/Discussion Wanda McCoy joined us on June 29 and has been an incredible addition to the team. As our Director of First Impressions, she has provided a friendly face and attitude to residents in City Hall as well as those who call our front desk. Her administrative skills have allowed our team and other departments to receive assistance on projects and tasks. She will continue to be a tremendous resource and team member as she continues to grow into her role. Please officially welcome Wanda. James joined the city on July 20 after working as a Sentence to Serve crew leader and an Adult Detention Officer for the Benton County Sheriff's Office. He was also a member of the Army National Guard for 7 years. Please officially welcome James. Financial Impact None. Mission/Policy/Goal Together we win. Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 180 of 289 Request for Action To Item Number City Council 6.4 Meeting Date Prepared By August 17, 2026 Justin Dunford, City Clerk Item Description Reviewed by Recognize Communications Division for 2026 Cal Portner MAGC Awards Justin Dunford Action Requested Recognize and congratulate the Elk River Communications Team on their 2026 MAGC Awards Background/Discussion Every year, the Minnesota Association of Government Communicators (MAGC) holds an awards ceremony where peers recognize government communication work for excellence. There are several categories, covering creative achievement, publications, video, plans and projects, engagement, and web design. Each category has several sub-categories. There are three levels of award: Bronze, Silver, and the Northern Lights Award. The City of Elk River received three awards — one Silver Award and two Northern Lights Awards: • The 2025 Elk River Parks and Recreation Summer Program Guide received a Silver Award • The Elk River Fire Station 1 Video received a Northern Lights Award • The Elk RiverFest Website received a Northern Lights Award Financial Impact None Mission/Policy/Goal Together we win. Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 181 of 289 State of Minnesota County of Sherburne City of Elk River OATH OF OFFICE I, Mark Edlund, do solemnly swear to support the Constitution of the United States, the Constitution of the State of Minnesota, and to discharge faithfully the duties of Sergeant of the City of Elk River, Minnesota, to the best of my judgment and ability, so help me God. ___________________________________ Mark Edlund Subscribed and sworn to before me this 17th day of August, 2026. _________________________________ Mayor John Dietz Page 182 of 289 Request for Action To Item Number City Council 6.6 Meeting Date Prepared By August 17, 2026 Justin Dunford, City Clerk Item Description Reviewed by Recognize and Thank Lauren Wipper Cal Portner Justin Dunford Action Requested Recognize and thank Lauren Wipper for her 30 years of service and her upcoming retirement Background/Discussion Lauren joined the city on May 13, 1996, and has been a foundational element of the city's development over the past 30 years. She has provided a calm and guiding presence throughout her tenure, and she will be deeply missed by her colleagues. Financial Impact N/A Mission/Policy/Goal Together we win. Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 183 of 289 Request for Action To Item Number City Council 7.1 Meeting Date Prepared By August 17, 2026 Zack Carlton, Community Development Director Item Description Reviewed by Cornerstone Kia Expansion: Plat of Jabez Fourth Chris Leeseberg Addition and Conditional Use Permit, Mississippi Cal Portner Highlands LLC - 17094 Vance St NW Justin Dunford Action Requested Approve, by motion, the Preliminary Plat of Jabez Fourth Addition, subject to the following conditions: 1. Wetland boundaries identified on the plat must be updated after receiving a Notice of Decision. 2. All existing utility easements must remain in place. 3. The water main shown on the preliminary plat is inaccurately shown and must be updated. 4. If there are any proposed changes to the water service, they must be communicated to Elk River Municipal Utilities. 5. The developer is responsible for connecting Vance Street and 170th Ave. Approve, by motion, the Conditional Use permit (CUP) authorizing expansion of the automobile sales operation at 17094 Vance St NW, subject to the following conditions: 1. Staff approval of all site, civil, landscaping, and utility plans. 2. An encroachment agreement for the parking lot improvements proposed to be constructed over the drainage and utility easements must be approved by the City Council prior to the issuance of building permits. 3. All structures must remain outside existing drainage and utility easements. 4. Parking lot islands in accordance with Sec. 30-935 must be included in the final plans. 5. Submit plans demonstrating compliance with the city's landscaping standards. 6. City Council approval of a final plat for Jabez Fourth Addition. 7. The plat must be recorded prior to recording the CUP. Background/Discussion Steve Rohlf, representing Elk River Kia, has submitted two applications in support of expanding the existing Kia Dealership at 17094 Vance St NW. The first application is the preliminary plat of Jabez Second Addition, and the second is the CUP approving the dealership expansion. All parcels included in the plat are within the C-3 (Highway Commercial) zoning district and are guided for Highway Business uses under the Comprehensive Plan. The plat includes the existing auto dealership along with the former Ebner’s Bait properties. Lot 1 will house the dealership site and an expanded parking area along Highway 10, and Lot 2 is reserved for future commercial uses. The plat also dedicates a right-of-way connection between Vance St, which provides access to Kia, and 170th Ave. The developer will construct the street extension as part of their project. The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 184 of 289 Planning Commission The Planning Commission held a public hearing on July 28, 2026, regarding both of these applications. The applicant, Steve Rohlf, spoke and presented himself for questions from the Commission. There were no additional questions or comments from the Commission or the public. The Planning Commission unanimously recommended approval of both applications. Financial Impact None Mission/Policy/Goal Support the growth and development of the community. Meet changing needs - agile. Attachments 1. Planning Commission Memo dated July 28, 2026 2. Conditional Use Permit Page 185 of 289 Request for Action To Item Number Planning Commission 5.2 Meeting Date Prepared By July 28, 2026 Zack Carlton, Community Development Director Item Description Reviewed by Preliminary Plat and Conditional Use Permit: Katie Porath Cornerstone Kia Expansion, Mississippi Highlands LLC - 17094 Vance St NW Action Requested Recommend, by motion, approval of the preliminary plat for Sherburne Meadows, subject to the following conditions: 1. Wetland boundaries identified on the plat will need to be updated after receiving a Notice of Decision. 2. All existing utility easements must remain in place. 3. The watermain shown on the preliminary plat is inaccurately shown and must be updated. 4. If there are any proposed changes to the water service, they must be communicated to Elk River Municipal Utilities. 5. The developer is responsible for connecting Vance Street and 170th Ave. Recommend, by motion, approval of the Conditional Use permit (CUP) authorizing expansion of the automobile sales operation at 17094 Vance St NW, subject to the following conditions: 1. Staff approval of all site, civil, landscaping, and utility plans. 2. An encroachment agreement for the parking lot improvements proposed to be constructed over the drainage and utility easements must be approved by the city council prior to the issuance of building permits. 3. All structures must remain outside of existing drainage and utility easements. 4. Parking lot islands in accordance with Sec. 30-935 must be included in the final plans. 5. Submit plans demonstrating compliance with the city's landscaping standards. Background/Discussion Steve Rohlf, representing Elk River Kia, has submitted two applications in support of expanding the existing Kia Dealership at 17094 Vance St NW. The first application is the preliminary plat of Jabez Second Addition and the second is the CUP approving the dealership expansion. All parcels included in the plat are within the C-3 (Highway Commercial) zoning district and are guided for Highway Business uses under the Comprehensive Plan. The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 186 of 289The plat includes the existing auto dealership along with the former Ebner’s Bait properties. Lot 1 will house the dealership site and an expanded parking area along Highway 10, and lot 2 is reserved for future commercial uses. The plat also dedicates a right-of-way connection between Vance St, which provides access to Kia, and 170th Ave. The developer will construct the street extension as part of their project. Site Plan The proposed modifications to the Kia dealership include a 5,172 square foot addition on the south side of the building. This is the largest possible expansion currently under consideration, and the final plans may include a smaller change. The expansion accommodates additional parts storage and service bays. The building addition will match the existing facility with precast concrete panels that are color matched to the building. The proposed expansion also requires the dumpster enclosure to be relocated. The enclosure will need to reflect the building materials and include a gate that screens the dumpsters from view. The CUP also identifies a large parking lot expansion south of the current building and along Highway 10. The ordinance requires expansive parking areas to include raised and landscaped parking lot islands. The requirement under Sec. 30-935 is one island per 15 parking spaces. Additionally, the parking lot addition extends across existing utility easements which cannot be vacated as they protect existing trunk services that cannot be moved. The applicant will need to work with the city on an encroachment agreement prior to the issuance of building permits. Finally, with the extension of Vance Street to connect with 170th Ave, a third driveway access for the dealership is proposed. Applicable Regulations City ordinance, section 30-375, outlines the required findings for approval of a plat. 1. The proposed subdivision is consistent with the zoning regulations (article VI of this chapter) and conforms in all respects with all requirements of this Code, including the zoning regulations and this article. The subdivision meets the design standards for the C-3 zoning district and provides access and frontage on a public street. The subdivision also improves access by eliminating two dead-end streets and facilitating their connection. 2. The proposed subdivision is consistent with all applicable general and specialized city, county, and regional plans, including, but not limited to, the city's comprehensive development plan. The subdivision complies with all general and specialized plans and will not permit access to Highway 10. 3. The physical characteristics of the site, including but not limited to topography, soils, vegetation, susceptibility to erosion and siltation, susceptibility to flooding, and drainage, are suitable for the type and density of development and uses contemplated. The site had previously included a small commercial and residential operation with multiple buildings. These buildings have been removed or will be removed as part of this project. The subdivision allows the property to be dedicated to a new commercial use. A wetland delineation for the existing wetlands on the south half of the property is currently underway. Once the delineation has been approved, the wetland boundaries will need to be updated to follow the identified boundary. The final plat will need to include a drainage and utility easement around the wetlands, consistent with city ordinances. 4. The proposed subdivision makes adequate provision for water supply, storm drainage, sewage transportation, erosion control and all other services, facilities, and improvements otherwise required in this article. Page 187 of 289As noted above, the area within the proposed subdivision includes large trunk utilities that are protected by drainage and utility easements. These facilities will remain in place and must continue to be projected with the appropriate easements. Any encroachment within an easement will require an encroachment agreement, reviewed and agreed upon by the City Council and Elk River Municipal Utilities. 5. The proposed subdivision will not cause substantial environmental damage. The subdivision includes current and former commercial operations. The proposal does not impact the wetlands on the south half of the subject site and will be protected with drainage and utility easements. 6. The proposed subdivision will not conflict with easements of record or with easements established by the judgment of a court. The existing utilities within the subdivision will continue to be protected by drainage and utility easements. 7. The proposed subdivision will not have an undue and adverse impact on the reasonable development of neighboring land. There are no developable parcels adjacent to this site, and the project will not have an adverse impact on developable land further out. 8. The proposed subdivision is not premature. A subdivision is premature if any of the following exists: a) Lack of adequate stormwater drainage. b) Lack of adequate roads. c) Lack of adequate sanitary sewer systems. d) Lack of adequate off-site public improvements or support systems. The subdivision is not premature as the above conditions have been provided for. Section 30-654 outlines the required findings for approval of a conditional use permit as follows: 1. The proposed use will not endanger, injure, or detrimentally affect the use and enjoyment of other property in the immediate vicinity or the public health, safety, morals, comfort, convenience, or general welfare of the neighborhood or the city. The proposed use is an expansion of the existing automobile dealership that has existed for a number of years. The expanded uses is smaller in scale than other commercial uses in the area and will not detrimentally affect the use and enjoyment of properties in the general area. Staff do not see a need to impose specific conditions to satisfy this standard. 2. The proposed use will be consistent with the Comprehensive Plan. The Comprehensive Plan guides the property as Highway Business, which is intended to accommodate regional commercial uses serving both residents and visitors. The request is consistent with the goals and policies of the Comprehensive Plan. Staff do not see a need to impose specific conditions to satisfy this standard. 3. The proposed use will not impede the normal and orderly development and improvement of surrounding vacant property. The subject property expands an existing commercial use into an area that had previously been dedicated to commercial use. The project also connects two existing dead-end streets, improving access and circulation in the area. Finally, there are very few developable vacant properties in the vicinity of this site and the proposed use will not impede their development. Staff do not see a need to impose specific conditions to satisfy this standard. 4. The proposed use will be served adequately by and will not adversely affect essential public facilities and services, Page 188 of 289including streets, police and fire protection, drainage, refuse disposal, water and sewer systems, parks and schools; and will not create traffic congestion or interfere with traffic on adjacent and neighboring public thoroughfares. The property is fully served by existing public infrastructure, including municipal water, sanitary sewer, stormwater facilities, streets, police, and fire protection. Access will be improved with the proposed street connection, benefiting surrounding properties. Existing trunk utilities located within the project area will continue to be protected with appropriate easements and any encroachment into these areas will need to be memorialized with an encroachment agreement. Staff have included a condition requiring approval of an encroachment agreement prior to the issuance of a building permit. 5. The proposed use will not involve uses, activities, processes, materials, equipment, or conditions of operation that will be detrimental to any persons or property because of excessive traffic, noise, smoke, fumes, glare, odors, dust, or vibrations. The proposed includes a modest expansion of an existing commercial use which is operating within an established commercial area. Staff do not see a need to impose specific conditions to satisfy this standard. 6. The proposed use will not result in the destruction, loss, or damage of a natural, scenic, or historic feature of major importance. The new lot being created as part of this project, Lot 2, includes wetlands which are currently being reviewed in accordance with state standards. The conditions of approval for the plat include recognition of these natural features, but the use being reviewed as part of the CUP will not damage or impact the natural features in the area. Staff do not see a need to impose specific conditions to satisfy this standard. 7. The proposed use will fully comply with all other requirements of the City Code, including any applicable requirements and standards for the issuance of a license or permit to establish and operate the proposed use. Staff’s review identified the need to address specific code-related issues and have added conditions to ensure the final plans will comply with all requirements of the city code. Staff have included conditions to satisfy this standard. The analysis completed by city staff finds that with the recommended conditions, the project satisfies all standards required for approval of a CUP. Financial Impact None. Mission/Policy/Goal Meet changing needs — agile. Support the growth and development of the community. Attachments 1. Location Map 2. Applicant's Narrative 3. Preliminary Plat of Jabez Fourth Addition 4. Site Plans Page 189 of 289 Page 190 of 289Page 191 of 289Legal Description of Property The narrative is your opportunity to describe, promote, and sell your proposal to the Planning Commission and/or City Council before the meeting(s). Please fill in the following information explaining your request in detail (type N/A if not applicable). Describe the scope of your project (what is being proposed)? For example: we are proposing the construction of a new daycare facility or, to allow for a motor vehicle sales office with motor vehicle repairs in X-square feet of the existing building. Mayor, City Council and Planning Commission, Elk River KIA needs to expand both its’ parking and vehicle service areas. Land to the south is being added to expand parking. KIA plans to expand vehicle service in the next two as shown on the plans submitted. This is the maximum size of the expansion and may be reduce when architectural plans are submitted to city staff. The change to the parking and drives on the site are also shown on the plans submitted. The service expansion will be built using precast panels and painted in the same colors as the existing service area. The enclosed dumpster area will be relocated to a new enclosed area. Hours of Operation Service Department Hours 7 AM - 7 PM (Monday-Thursday) 7 AM - 6 PM (Friday) Number of Employees 7 Additional Service Employees - subject to change based on approvals. Number of parking stalls required by Subject to change based on approvals, see ordinance: City Ordinance Section 30- attached site plan 903 outlines these requirements. Number of existing and proposed Subject to change based on approvals, see parking stalls attached site plan If screening, not associated with As part of the proposed building addition, outdoor storage, is being proposed, an existing concrete wall trash enclosure what will it consist of? will need to be relocated. Page 192 of 289What are the proposed building No proposed plans yet, but building materials? The required building addition will be attaching to pre-cast materials vary from zoning district to concrete. zoning district. Is outdoor storage being proposed? If No yes, detail what is being stored, how much/many, and what is the proposed screening? City Ordinance Section 30- 807 outlines these requirements. Page 193 of 289 VICINITY MAP Sec. 11, Twp. 32, Rng. 26 Sherburne County, MN Page 194 of 289 VICINITY MAP Sec. 11, Twp. 32, Rng. 26 Sherburne County, MN Page 195 of 289Page 196 of 289GENERAL SITE PLAN NOTES: 1. THE SUBSURFACE UTILITY INFORMATION IN THIS PLAN IS UTILITY QUALITY LEVEL D. THIS QUALITY LEVEL WAS DETERMINED ACCORDING TO THE GUIDELINES OF CI/ASCE 38.2, ENTITLED "STANDARD GUIDELINES FOR THE COLLECTION AND DEPICTION OF EXISTING SUBSURFACE UTILITY DATA". 2. CONTRACTOR SHALL CALL GOPHER STATE ONE CALL PRIOR TO BEGINNING REMOVALS. 3. THE CONTRACTOR SHALL VERIFY ALL EXISTING CONDITIONS PRIOR TO CONSTRUCTION AND NOTIFY OWNER AND ENGINEER OF ANY DIFFERENCES BETWEEN THE FIELD AND PLAN. 4. CONTRACTOR SHALL BE RESPONSIBLE FOR PROVIDING AND MAINTAINING TRAFFIC CONTROL AND SHALL BE IN COMPLIANCE WITH THE MINNESOTA UNIFORM TRAFFIC CONTROL DEVICES MANUAL AND TEMPORARY TRAFFIC CONTROL ZONE LAYOUTS FIELD MANUAL. THE TRAFFIC CONTROL SHALL BE APPROVED BY THE CITY PRIOR TO INSTALLATION. 5. THE CONTRACTOR SHALL RECEIVE THE NECESSARY PERMISSION/PERMITS FOR ALL WORK LOCATED OUTSIDE OF THE MUNICIPAL RIGHT- OF- WAY AND PROPERTY LIMITS. 6. ALL CURB TO MEET MINNESOTA DEPARTMENT OF TRANSPORTATION SPECIFICATIONS FOR A TYPE “B618 CURB & GUTTER”, UNLESS PLANS ARE MARKED OTHERWISE. 7. ALL DIMENSIONS ARE TO FACE OF CURB UNLESS OTHERWISE NOTED. 8. ALL CURB RADII ARE 5.0 FEET TO FACE OF CURB UNLESS OTHERWISE NOTED. Page 197 of 289 CITY OF ELK RIVER SHERBURNE COUNTY CONDITIONAL USE PERMIT Case No. CU 26-09 Permit. Subject to the terms and conditions set forth herein, the City of Elk River hereby grants a Conditional Use Permit (“Permit”) requested by David Jurek for the following use: Conditional Use Permit to expand the Kia dealership at 17094 Vance St NW Property. The Permit is for the following described property (“Subject Property”) in the City of Elk River, Sherburne County, Minnesota: Lot 1, Block 1, Jabez Fourth Addition, Sherburne County, Minnesota. Owner. Owner of the Subject Property at time of approval of the Permit: Mississippi Highlands, LLC, owner Conditions. The Permit is issued subject to the following conditions: 1. Staff approval of all site, civil, landscaping, and utility plans. 2. An encroachment agreement for the parking lot improvements proposed to be constructed over the drainage and utility easements must be approved by the city council prior to the issuance of building permits. 3. All structures must remain outside existing drainage and utility easements. 4. Parking lot islands in accordance with Sec. 30-935 must be included in the final plans. 5. Submit plans demonstrating compliance with the city's landscaping standards. 6. City council approval of a final plat for Jabez Fourth Addition. Page 198 of 289 7. The plat must be recorded prior to recording the CUP. Termination of Permit. The Permit shall remain in effect only for so long as the conditions set for the herein are complied with. The City may revoke the Permit following a public hearing for violation of the terms and/or conditions set forth in the Permit. Lapse. If within two (2) years of the issuance of the Permit the proposed work described in a conditional use permit has not been substantially completed, the permit shall expire and become void, except that the council may, following recommendation of the planning commission, extend the permit for an additional period determined by the council on the receipt of a request for a permit extension prior to its expiration. A conditional use permit authorizes only the use specified in the permit and shall expire if, for any reason, the authorized use ceases for more than six (6) months. Criminal Penalty. Both the owner and any occupant of the Subject Property are responsible for compliance with the permit. Violation of the terms of the Permit is a criminal misdemeanor. Recording. The Permit shall be recorded against the title to Subject Property. Dated: August 17, 2026. CITY OF ELK RIVER By: ___________________________________ Mayor John J. Dietz By: ___________________________________ City Clerk Justin Dunford STATE OF MINNESOTA ) ) ss. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this 17 day of August, 2026, by John J. Dietz and Justin Dunford, respectively, the Mayor and City Clerk of the City of Elk River, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by the City Council. ____________________________________ Notary Public DRAFTED BY: City of Elk River 13065 Orono Parkway NW Page 199 of 289Elk River, MN 55330 Phone: 763.635.1000 Page 200 of 289 Request for Action To Item Number City Council 7.2 Meeting Date Prepared By August 17, 2026 Chris Leeseberg, Senior Planner Item Description Reviewed by Interim Use Permit: Residential Occupation (Hair Zack Carlton Salon), Stacey Cleveland - 10218 187th Ave NW Cal Portner Justin Dunford Action Requested Approve, by motion, the Interim Use Permit with the following conditions: 1. The IUP will expire upon the sale of the property. 2. Customer parking is only allowed on the private driveway. 3. The building and business must meet Minnesota State Building Codes and the Minnesota Board of Cosmetology requirements. Background/Discussion The applicant is requesting approval of an Interim Use Permit (IUP) to operate an in-home hair salon as a residential occupation within an existing single-family residence located at 10218 187th Avenue. The subject property is approximately 0.2 acres in size and is located in a residential Planned Unit Development (PUD). The proposed salon will be located in a dedicated room immediately adjacent to the home's front entry. Interior improvements include construction of a partition wall to separate the salon from the remainder of the residence, installation of a dedicated interior entrance door, plumbing for a shampoo sink, handwashing sink, and customer restroom, along with life safety improvements required by the Minnesota State Building Code and the Minnesota Board of Cosmetology. No additions or structural changes to the exterior of the home are proposed, and no commercial signage is planned. The business will operate by appointment only, serving one client at a time. All customer parking will be accommodated on the existing driveway with no anticipated street parking. Planning Commission During the public hearing, no one spoke for or against the request, and staff have not received any comments since the commission meeting. The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 201 of 289The Planning Commission had no concerns about the request and unanimously recommended approval. Financial Impact None Mission/Policy/Goal Work with citizens to achieve goals. Attachments 1. IU 26-02 Interim Use Permit 2. Planning Commission Staff Report dated July 28, 2026 Page 202 of 289 CITY OF ELK RIVER SHERBURNE COUNTY INTERIM USE PERMIT Case No. IU 26-02 Permit. Subject to the terms and conditions set forth herein, the City of Elk River hereby grants an Interim Use Permit (“Permit”) requested by Stacey Cleveland for the following use: Interim Use Permit to allow a home-based business hair salon at 10218 187th Ave NW Property. The Permit is for the following described property (“Subject Property”) in the City of Elk River, Sherburne County, Minnesota: Lot 5, Block 5, Bradford Park, Sherburne County, Minnesota Owner. Owner of the Subject Property at time of the approval of the Permit: Mitchell Cleveland and Stacey Cleveland, owners Conditions. The Permit is issued subject to the following conditions: 1. The IUP will expire upon the sale of the property. 2. Customer parking is only allowed on the private driveway. 3. The building and business must meet Minnesota State Building Codes and the Minnesota Board of Cosmetology requirements. Termination of Permit. The Permit shall remain in effect only for so long as the conditions set for the herein are complied with. The City may revoke the Permit following a public hearing for violation of the terms and/or conditions set forth in the Permit. Criminal Penalty. Both the owner and any occupant of the Subject Property are responsible for compliance with the permit. Violation of the terms of the Permit is a criminal misdemeanor. Page 203 of 289 Recording. The Permit shall be recorded against the title to Subject Property. Dated: August 17, 2026. CITY OF ELK RIVER By: ___________________________________ Mayor John J. Dietz By: ___________________________________ City Clerk Justin Dunford STATE OF MINNESOTA ) ) ss. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this 17 day of August, 2026, by John J. Dietz and Justin Dunford, respectively, the Mayor and City Clerk of the City of Elk River, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by the City Council. ____________________________________ Notary Public DRAFTED BY: City of Elk River 13065 Orono Parkway NW Elk River, MN 55330 Phone: 763-635-1000 Page 204 of 289 Request for Action To Item Number Planning Commission 5.3 Meeting Date Prepared By July 28, 2026 Chris Leeseberg, Senior Planner Item Description Reviewed by Interim Use Permit: Home Business (Salon), Stacey Zack Carlton Cleveland — 10218 187th Ave NW Action Requested Recommend, by motion, approval of the Interim Use Permit with the following conditions: 1. The IUP will expire upon the sale of the property. 2. Customer parking is only allowed on the private driveway. 3. The building and business must meet Minnesota State Building Codes and the Minnesota Board of Cosmetology requirements. Background/Discussion The applicant is requesting approval of an Interim Use Permit (IUP) to operate an in-home hair salon as a residential occupation within an existing single-family residence located at 10218 187th Avenue. The subject property is approximately 0.2 acres in size and is zoned Planned Unit Development (PUD). The proposed salon will be located in a dedicated room immediately adjacent to the home's front entry. Interior improvements include construction of a partition wall to separate the salon from the remainder of the residence, installation of a dedicated interior entrance door, plumbing for a shampoo sink, handwashing sink, and customer restroom, along with life safety improvements required by the Minnesota State Building Code and the Minnesota Board of Cosmetology. No additions or structural changes to the exterior of the home are proposed, and no commercial signage is planned. The business will operate by appointment only, serving one client at a time. All customer parking will be accommodated on the existing driveway with no anticipated street parking. Access to the site is provided from 187th Avenue via the existing residential driveway. Essential public services, including streets, police protection, and fire protection, are available to serve the property. The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 205 of 289The City's Comprehensive Plan designates the property as Mixed Residential, which supports a variety of residential housing types while allowing compatible, low impact uses that maintain neighborhood character. Staff find the proposed residential occupation to be consistent with this land use designation. Pursuant to Section 30-801 of the City Code, the IUP shall terminate upon the sale of the property or expiration of a lease. Applicable Regulations Before approving an Interim Use Permit, the City Council must make the following findings: 1. The period of time for which the interim use permit is to be granted will terminate before any adverse impacts are felt upon adjacent properties. The proposed use is a low-intensity residential occupation that is limited to appointment-only customers with one client on-site at a time. No exterior alterations or commercial signage are proposed, and all customer parking will occur on the existing driveway. Additionally, pursuant to Section 30-801 of the City Code, the IUP will terminate upon the sale of the property or expiration of a lease, ensuring the use does not continue indefinitely. With the proposed conditions, this standard should be met. 2. There is adequate assurance that the property will be left in suitable condition after the use is terminated. The proposed improvements are limited to interior modifications within the existing home. Upon termination of the IUP, the property can readily continue to function as a single-family residence without requiring significant site restoration. Staff do not see a need to impose specific conditions to satisfy this standard. 3. The use is similar to uses allowed in the zoning district in which the property is located. The proposed in-home hair salon is a residential occupation that is accessory to the principal residential use of the property. Residential occupations are compatible with residential neighborhoods when operated in a manner that minimizes impacts to surrounding properties. Staff do not see a need to impose specific conditions to satisfy this standard. 4. The date or event that will terminate the use can be identified with certainty. Section 30-801 of the City Code provides that the IUP shall terminate upon the sale of the property or expiration of a lease. This provides a clearly identifiable termination event. Staff do not see a need to impose specific conditions to satisfy this standard. 5. Authorizing the use will not impose additional costs on the public if it is necessary for the public to take the property in the future. The proposed residential occupation utilizes an existing home and existing public infrastructure. No additional public improvements or services are required, and there do not appear to be additional costs imposed upon the City because of the request. Staff do not see a need to impose specific conditions to satisfy this standard. 6. The applicant and user agree to all conditions that the City Council deems appropriate for authorization of the interim use. Compliance with this criterion will be determined by the City Council upon consideration and acceptance of the conditions of approval included with the IUP. Page 206 of 2897. The applicant provides assurances deemed adequate by the City Council that the use will terminate as provided in the Interim Use Permit. The IUP will include provisions requiring the use to terminate upon the sale of the property or expiration of a lease in accordance with Section 30-801 of the City Code. The City Council may require additional assurances or security if deemed necessary. With the proposed conditions, this standard should be met. 8. Authorization of the interim use will not result in adverse effects on the public health, safety, or welfare. The proposed salon will operate entirely within the existing residence with one client served at a time by appointment only. The applicant proposes interior improvements that include code-compliant plumbing, life safety features, smoke and carbon monoxide detection, and fire protection equipment. Existing access, parking, and public services are adequate to accommodate the proposed use. With the proposed conditions, this standard should be met. 9. The proposed interim use is consistent with the City of Elk River Comprehensive Plan and conforms to the City's zoning regulations. The Comprehensive Plan guides the property as Mixed Residential, which is intended to preserve residential neighborhoods while accommodating compatible, low-impact uses. The proposed residential occupation maintains the residential character of the property, requires no exterior commercial modifications, and is subordinate to the principal residential use. The request conforms to the intent of the Planned Unit Development zoning district and is consistent with the City's Comprehensive Plan. Staff do not see a need to impose specific conditions to satisfy this standard. With the proposed conditions, the proposed IUP appears to satisfy the required findings of Section 30-801 of the City Code. The proposed in-home hair salon is a low-impact residential occupation that is compatible with the surrounding neighborhood, utilizes existing public infrastructure, and is consistent with the City's Comprehensive Plan and zoning regulations. Financial Impact None Mission/Policy/Goal Ethical, efficient, and responsible. Work with citizens to achieve goals. Attachments 1. Location Map 2. Narrative 3. Site Plan 4. Submitted Floor Plan 5. Main Floor 6. House Image Page 207 of 289Page 208 of 289Legal Description of Property Lennar Corporation - Bradford Park Lot 5, Block 5 A Written Narrative see Description of Project Narrative In Home Salon: The business will occupy the dedicated room located immediately off the home's front entryway, with the layout and square footage shown on the attached Site Plan / Floor Plan. Construction Scope of Work:The proposed interior layout modifications will create a fully enclosed and contained business space. Construction details include- Framing & Partitioning: Building a interior partition wall to fully enclose and separate the salon room from the residential front entry and main entryway. Doors & Access: Installing a dedicated entry door to the salon room. Clients will enter the home through the existing front door and step directly through the new door into the salon entrance to the right. Plumbing Additions: Adding code-compliant plumbing lines to support three fixtures: Customer bathroom, one dedicated hair shampoo sink, and one separate handwashing sink as needed by the MN Board of Cosmetology. HVAC & Ventilation: Utilizing the existing mechanical ventilation infrastructure to ensure proper fresh air exchange and exhaust capabilities. Life Safety Compliance: The salon space will feature a fully updated life safety layout including: One dedicated, fully serviced ABC-rated fire extinguisher. Interconnected smoke detectors, carbon monoxide alarm positioned in compliance with the Minnesota State Building Code. A clear, unblocked emergency exit. Operational Details: The salon will operate on an appointment-only basis. No walk-in clients will be accepted. Traffic & Parking: Customer volumes are one client at a time. All client vehicle parking will be fully contained within the existing residential driveway; no street parking will be used. Exterior Impact: No structural changes, additions, or commercial signage will be added to the exterior of the residential structure. Page 209 of 289Page 210 of 289Page 211 of 289Page 212 of 289Page 213 of 289 Request for Action To Item Number City Council 7.3 Meeting Date Prepared By August 17, 2026 Chris Leeseberg, Senior Planner Item Description Reviewed by Resolution 26-54: Easement Vacation: Stormwater Zack Carlton Pipe Relocation, Crystal Distribution Inc (CDI) — Cal Portner 17560 Tyler St NW Justin Dunford Action Requested Adopt, by motion, Resolution 26-54 vacating drainage and utility easements, subject to the condition that the lot line adjustment is completed prior to the vacation being recorded. Background/Discussion CDI is proposing a building addition (CU 26-01) that will be approximately double the size of the existing business. The proposed expansion, however, would cross an existing city storm sewer pipe and associated drainage and utility easement along a shared property line. Relocation of the existing city storm pipe is therefore necessary to accommodate the building expansion. Once the storm pipe has been relocated, the existing drainage and utility easement will no longer serve a public purpose and may be vacated. Building permits for the proposed expansion will not be issued until the storm pipe has been relocated, constructed to city standards, and is fully operational. Upon the city’s acceptance of the relocated storm pipe, staff will have no concerns with the proposed easement vacation. At that point, the existing easement will no longer provide a public benefit, and new easements will be established along the relocated storm pipe to ensure continued access for maintenance of the stormwater infrastructure. Along with the easement vacation, the applicant has also submitted a subdivision exemption application to adjust the property line between the subject parcel and the city-owned lot directly to the north. This adjustment will need to be completed prior to the vacation being recorded. Financial Impact None Mission/Policy/Goal Meet changing needs - agile. The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 214 of 289Attachments 1. Location Map 2. RES 26-54: Easement Vacation Resolution 3. Easement Exhibit Page 215 of 289Page 216 of 289 City of Elk River City Council Resolution 26-54 A Resolution of the City Council of the City of Elk River Granting a Petition to Vacate Drainage and Utility Easements WHEREAS, pursuant to Minnesota Statutes Section 412.851, after two (2) weeks’ published and posted notice of the hearing and after mailing written notice of the hearing at least ten (10) days before the hearing to each property owner affected by the proposed vacation, the Elk River City Council has conducted a hearing to consider the vacation of the easement legally described and depicted on the attached Exhibit “A” (“Easement”); and WHEREAS, a public hearing on said petition was held on August 17, 2026, before the City Council of the City of Elk River after published and posted notice had been given, and all persons interested were given an opportunity to be heard at the public hearing; and WHEREAS, vacation of the drainage and utility easements is appropriate as the storm pipe located within the easement will be relocated and the easement will no longer be required, and WHEREAS, vacation of the drainage and utility easements is appropriate as the property line between the two parcels will be adjusted and easements separating the two parcels are no longer required, and WHEREAS, new drainage and utility easements will be established with the documents establishing the new parcel boundaries and across the relocated storm pipe together with a necessary consents for encroachments of a Northern Natural Gas Company pipeline easement and construction of the relocated. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Elk River, Minnesota, as follows: 1. The petition to vacate the drainage and utility easements, as legally described and depicted in Exhibit A, is hereby granted, based upon the following Findings of Fact: A. The Council finds the drainage and utility easements described in Exhibit A is no longer a benefit to the public as the parcel boundary is being adjusted and new easements will be established along the new property line. 2. Vacation of the drainage and utility easements described in Exhibit A shall be effective at later of the date that (i) a drainage and utility easement for the relocated storm pipe together with a consent by Northern Natural Gas Company to the encroachment of the easement within its pipeline easement and (ii) the relocated pipe is constructed and accepted by the City. 3. The vacation shall not affect the authority of any person, corporation, or municipality owning or controlling the electric or telephone poles and lines, gas lines, sanitary and storm sewer lines, Page 217 of 289 water pipes, mains, hydrants, and natural drainage areas thereon or thereunder, to continue to maintain the same or to enter upon such way or portion thereof vacated to maintain, repair, replace, remove, or otherwise attend thereof. 4. The City Clerk is directed to file a certified copy of this Resolution with the Sherburne County Recorder upon the conditions identified herein being met. Passed and adopted this 17th day of August 2026. Mike Beyer, Acting Mayor ATTEST: Justin Dunford, City Clerk Page 218 of 289Exhibit A Page 219 of 289 Request for Action To Item Number City Council 7.4 Meeting Date Prepared By August 17, 2026 Chris Leeseberg, Senior Planner Item Description Reviewed by Conditional Use Permit: Overhead Doors to Zack Carlton Support Light Manufacturing, Crystal Distribution Cal Portner Inc (CDI) - 17560 Tyler St NW Justin Dunford Action Requested Approve, by motion, the Conditional Use Permit with the following conditions: 1. Additional year-round evergreen landscaping shall be planted along the north property line to satisfy the screening standards set forth in Section 30-654. 2. The CUP will not be recorded until the property lines have been adjusted to accommodate the proposed building site. 3. Easements running along the existing property boundary must be vacated prior to building permit issuance. Background/Discussion The subject property is zoned Focused Area Study (FAST) Subzone C, which references the Business Park (BP) zoning district. The applicant is requesting a Conditional Use Permit (CUP) to allow overhead doors facing a major street in support of their proposed light manufacturing use. The addition will double the size of the existing business and is intended to accommodate the continued growth and operational needs of the business. Planning Commission During the public hearing, no one spoke for or against the request, and staff have not received any comments since the commission meeting. The Planning Commission had no concerns about the request and unanimously recommended approval. Financial Impact None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 221 of 289Mission/Policy/Goal Meet changing needs - agile. Opportunity to live, work, and play. Support the growth and development of the community. Attachments 1. Planning Commissoin Staff Report dated July 18 2026 2. CU 26-10 Conditional Use Permit Page 222 of 289 Request for Action To Item Number Planning Commission 5.4 Meeting Date Prepared By July 28, 2026 Chris Leeseberg, Senior Planner Item Description Reviewed by Conditional Use Permit: Industrial Expansion with Zack Carlton Overhead Doors, CDI Curbs - 17560 Tyler St NW Action Requested Recommend, by motion, approval of the Conditional Use Permit with the following conditions: 1. Additional year-round evergreen landscaping shall be planted along the north property line to screen the overhead doors and satisfy the screening standards set forth in Section 30-654. 2. The CUP will not be recorded until the property lines have been adjusted to accommodate the proposed building site. 3. Easements running along the existing property boundary must be vacated prior to building permit issuance. Background/Discussion The subject property is zoned Focused Area Study (FAST) Subzone C, which references the Business Park (BP) zoning district. The applicant is requesting a Conditional Use Permit (CUP) to allow overhead doors facing a major street on the north side of a proposed building addition. The addition will double the size of the existing business and is intended to accommodate the continued growth and operational needs of the business. Comprehensive Plan The city's Comprehensive Plan guides the property for Business Park land uses. The Business Park designation supports office and corporate campus development along major transportation corridors, utilizing natural amenities to create attractive employment centers while serving as a transition between higher intensity industrial uses and lower intensity residential neighborhoods. The proposed expansion represents the continued investment and growth of existing employment within the area and is consistent with the Comprehensive Plan. Site Plan The property has access from Tyler Street, and the submitted site plan includes a right-in/right-out access The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 223 of 289onto Twin Lakes Road NW. The Engineering Department does not have concerns with additional access as it relates to traffic operations or safety. As part of the project, the applicant will acquire a portion of the city-owned property immediately north of the site through a lot line adjustment. The city will continue to own the remnant vacant parcel. Building Design The proposed building materials consist of precast concrete, glass, and metal, which are durable, high-quality materials that are compatible with surrounding commercial and industrial development. The applicant explored alternative building layouts that would orient the loading docks away from the public street. However, the presence of an existing gas easement significantly limits site design options. One proposal oriented the loading docks toward the west, away from Twin Lakes Road NW, by incorporating a large truck and trailer loading notch into the building footprint. This design ultimately proved impractical as it reduced the efficiency of production and shipping operations. Due to the unique constraints of the corner lot and the existing utility easement, complete avoidance of overhead doors facing a street was not feasible. Although the overhead doors face Twin Lakes Road NW, they are approximately 200 feet from the roadway. The distance provides opportunity for effective screening. The applicant proposes landscaping to screen the loading area from public view. To complement the proposed screening, staff recommend requiring year-round evergreen landscaping along the north side of the property to further minimize views of the overhead doors throughout the year. See Staff Landscape Exhibit. Parking Based on the proposed office and industrial floor areas, 163 parking spaces are required, including six ADA- accessible spaces. ▪ Office: 8,550 square feet ÷ 300 = 29 spaces ▪ Industrial: 63,950 square feet ÷ 500 = 128 spaces + 6 additional spaces = 134 spaces ▪ Total Required: 163 spaces (including six ADA spaces) The site plan includes 157 standard parking spaces and six ADA-accessible spaces, for a total of 163 parking spaces. City parking requirements are satisfied. Applicable Regulations The issuance of a Conditional Use Permit can be ordered only if the use satisfies the following standards: 1. Will not endanger, injure or detrimentally affect the use and enjoyment of other property in the immediate vicinity or the public health, safety, morals, comfort, convenience or general welfare of the neighborhood or the city. The proposed building addition is an expansion of an existing business within the Business Park and is compatible with surrounding commercial and industrial development. While the overhead doors will face Twin Lakes Road NW, the unique site constraints created by the existing gas easement limit alternative building orientations. The overhead doors are located a considerable distance from the roadway and will be screened through landscaping and staff have recommended additional year-round evergreen plantings to maintain the visual barrier. With these measures, the proposal will not adversely affect neighboring properties or the public welfare. 2. Will be consistent with the Comprehensive Plan. The Comprehensive Plan guides the property for Business Park uses. The proposed expansion supports continued employment growth within an established business park located along major transportation corridors and is consistent with the Comprehensive Plan's vision for this area. Staff do not see a need to impose specific conditions to satisfy this standard. Page 224 of 2893. Will not impede the normal and orderly development and improvement of surrounding vacant property. The project will not impede future development of surrounding property. The applicant's acquisition of a portion of the adjacent city-owned parcel through a lot line adjustment will leave one vacant parcel which will continue to be owned by the city. Staff do not see a need to impose specific conditions to satisfy this standard. 4. Will be served adequately by and will not adversely affect essential public facilities and services including streets, police and fire protection, drainage, refuse disposal, water and sewer systems, parks and schools; and will not, in particular, create traffic congestion or interference with traffic on adjacent and neighboring public thoroughfares. Essential public facilities and services, including streets, police, fire protection, sanitary sewer, water, drainage, and utilities are available to serve the site. The Engineering Department has reviewed the proposed right- in/right-out access on Twin Lakes Road NW and determined that it is acceptable. The development is not anticipated to create traffic congestion or adversely impact adjacent roadways. Staff do not see a need to impose specific conditions to satisfy this standard. 5. Will not involve uses, activities, processes, materials, equipment and conditions of operation that will be detrimental to any persons or property because of excessive traffic, noise, smoke, fumes, glare, odors, dust or vibrations. The proposal is an expansion of an existing industrial operation within an area planned and zoned for Business Park uses. No evidence has been presented indicating the expansion will create detrimental impacts beyond those typically associated with permitted industrial activities. Screening improvements will further reduce visual impacts associated with loading operations. Staff do not see a need to impose specific conditions to satisfy this standard. 6. Will not result in the destruction, loss or damage of a natural, scenic or historic feature of major importance. The proposed addition will not impact known natural, scenic, or historic resources of major importance. Staff do not see a need to impose specific conditions to satisfy this standard. 7. Will fully comply with all other requirements of this Code, including any applicable requirements and standards for the issuance of a license or permit to establish and operate the proposed use in the city. The proposed development complies with applicable zoning standards, including parking requirements. The site provides the required 163 parking spaces, including 6 ADA-accessible spaces. The proposed building materials are consistent with the city's architectural material standards, but the elevations need to be adjusted to comply with the depth change requirements, but does not affect the CUP review. Subject to approval of the associated lot line adjustment and the recommended conditions of approval, the project complies with all applicable provisions of the City Code. Staff do not see a need to impose specific conditions to satisfy this standard. The CUP application satisfies the required findings for approval. Although the orientation of the overhead doors toward Twin Lakes Road NW is not ideal, the applicant has demonstrated that site constraints created by the existing gas easement and the corner lot configuration significantly limit alternative building layouts. The proposed screening plan, together with the staff-recommended conditions requiring additional year-round evergreen landscaping along the north property line, will substantially mitigate views of the loading area and overhead doors. The proposal is consistent with the Comprehensive Plan, meets all applicable zoning requirements, provides adequate parking and public services, and is not expected to adversely impact surrounding properties. Page 225 of 289Financial Impact None Mission/Policy/Goal Meet changing needs - agile. Opportunity to live, work, and play. Support the growth and development of the community. Attachments 1. CU 26-10 Location Map 2. Narrative 3. Site Plan 4. Staff Site Plan 5. Landscape Plan 6. Building Plans 7. Landscape Plan Staff 8. Presentation Page 226 of 289Page 227 of 289Legal Description of Property The narrative is your opportunity to describe, promote, and sell your proposal to the Planning Commission and/or City Council before the meeting(s). Please fill in the following information explaining your request in detail (type N/A if not applicable). Describe the scope of your project (what is being proposed)? For example: we are proposing the construction of a new daycare facility or, to allow for a motor vehicle sales office with motor vehicle repairs in X-square feet of the existing building. The proposed addition is attempting to work around an existing gas easement. In order to face docks toward the west (away from Twin Lakes Road NW) instead of the north, a large (truck and trailer sized) loading area had to be notched out of the footprint of the addition in order to accommodate that easement. A design was attempted but proved to inhibit the flow and efficiency of production and shipping. Due to nature of the corner lot, orientation towards a street is difficult to avoid - however given the distance from the road (between roughly 150'-300') there is room for, and the tenant is planning to install screening comprised of fencing, berms and plantings. Hours of Operation 3 shifts - 24 hrs, but business hours are 7:30-5:00 Number of Employees 128 current employees Number of parking stalls required by Ratio: ordinance: City Ordinance Section 30- Office 1:300 903 outlines these requirements. Industrial 1:500 + 6 spaces Required: Office 8,550 / 300 = 29 Industrial 63,950 / 500 = 128 + 6 = 134 Total = 163 (6 ADA req'd) Provided: 157 + 6 ADA = 163 total Number of existing and proposed parking 62 existing stalls 163 proposed If screening, not associated with outdoor N/A storage, is being proposed, what will it consist of? Page 228 of 289What are the proposed building Precast Concrete, Glass, Metal materials? The required building materials vary from zoning district to zoning district. Is outdoor storage being proposed? If yes, No. detail what is being stored, how much/many, and what is the proposed screening? City Ordinance Section 30- 807 outlines these requirements. Page 229 of 289Page 230 of 289Page 231 of 289Page 232 of 289Page 233 of 289Page 234 of 289Page 235 of 289 Conditional Use Permit Overhead Doors with Industrial Use - CDI Page 236 of 289Background § FAST Subzone C § Follows BP § CDI expanding § Light manufacturing use doubles in size § Lot line adjustment needed before permit release. Page 237 of 289Background § Overhead doors facing major street = CUP § Not reviewing the use § Site constraints § Existing gas easement § Corner lot configuration § Limit alternative building layouts Page 238 of 289Page 239 of 289Page 240 of 289Page 241 of 289Page 242 of 289Landscaping § Overhead doors § Considerable distance from the roadway § Screened through proposed landscaping § More year-round evergreens – staff recommended § With these measures, the proposal will not adversely affect neighboring properties or the public welfare Page 243 of 289Page 244 of 289Page 245 of 289Applicable Regulations § Staff’s analysis of the application shows compliance with 6 of the 7 standards required for approval of the CUP § With the recommended conditions, the other standard should be complied with Page 246 of 289Action Requested § Recommend, by motion, approval of the CUP with the condition that additional year-round evergreen landscaping be planted along the north property line to satisfy the standards set forth in Section 30-654. Page 247 of 289City Council Meeting § If acted on, this item will go to the August 17, 2026, City Council meeting Page 248 of 289 CITY OF ELK RIVER SHERBURNE COUNTY CONDITIONAL USE PERMIT Case No. CU 26-10 Permit. Subject to the terms and conditions set forth herein, the City of Elk River hereby grants a Conditional Use Permit (“Permit”) requested by Jonny Vliet for the following use: Conditional Use Permit to allow loading areas/overhead doors located in the front yard located at 17560 Tyler St NW Property. The Permit is for the following described property (“Subject Property”) in the City of Elk River, Sherburne County, Minnesota: Lot 2, Block 1, Northstar Business Park, Sherburne County, Minnesota Owner. Owner of the Subject Property at time of the approval of the Permit: O’Brien Holdings, LLC, owner Conditions. The Permit is issued subject to the following conditions: 1. Additional year-round evergreen landscaping be planted along the north property line to satisfy the screening standards set forth in Section 30-654. 2. The CUP will not be recorded until the property lines have been adjusted to accommodate the proposed building site. 3. Easements running along the existing property boundary must be vacated prior to building permit issuance. Page 249 of 289 Termination of Permit. The Permit shall remain in effect only for so long as the conditions set for the herein are complied with. The City may revoke the Permit following a public hearing for violation of the terms and/or conditions set forth in the Permit. Lapse. If within two (2) years of the issuance of the Permit the proposed work described in a conditional use permit has not been substantially completed, the permit shall expire and become void, except that the council may, following recommendation of the planning commission, extend the permit for an additional period determined by the council on the receipt of a request for a permit extension prior to its expiration. A conditional use permit authorizes only the use specified in the permit and shall expire if, for any reason, the authorized use ceases for more than six (6) months. Criminal Penalty. Both the owner and any occupant of the Subject Property are responsible for compliance with the permit. Violation of the terms of the Permit is a criminal misdemeanor. Recording. The Permit shall be recorded against the title to Subject Property. Dated: August 17, 2026. CITY OF ELK RIVER By: ___________________________________ Mayor John J. Dietz By: ___________________________________ City Clerk Justin Dunford STATE OF MINNESOTA ) ) ss. COUNTY OF SHERBURNE ) The foregoing instrument was acknowledged before me this 17 day of August, 2026, by John J. Dietz and Justin Dunford, respectively, the Mayor and City Clerk of the City of Elk River, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by the City Council. ____________________________________ Notary Public DRAFTED BY: City of Elk River Page 250 of 28913065 Orono Parkway NW Elk River, MN 55330 Phone: 763.635.1000 Page 251 of 289 Request for Action To Item Number City Council 7.5 Meeting Date Prepared By August 17, 2026 Joe Stremcha, Business Services Director/Assistant City Administrator Item Description Reviewed by Resolution 26-55: Northbound Liquor - Property Lori Stich Tax Abatement Bond Cal Portner Justin Dunford Action Requested Approve, by motion, Resolution 26-55, a property tax abatement in the City of Elk River for certain public improvements (Northbound Liquor). Background/Discussion The city proposes to undertake various public improvements, including but not limited to the construction of a new replacement liquor store with tax abatement bonds authorized by Minnesota Statutes, Sections 469.1812 through 469.1815 (the “Abatement Act”), and to authorize a property tax abatement with respect to various parcels of land that benefit from such public improvements. The city is authorized under the Abatement Act and Minnesota Statutes, Chapter 475, as amended, to issue one or more series of general obligation tax abatement bonds in the aggregate principal amount not to exceed $7,690,000 to pay the costs of the Project pursuant to the Abatement Act, and which are expected to be paid primarily through the collection of Abatement revenues. The Abatement shall be for up to 20 years and shall apply to the taxes payable in the years 2027 through 2046, inclusive, or such other dates that correspond to the payment of debt service on the Abatement Bonds over a period not to exceed 20 years, subject to a denial by Sherburne County or Elk River Public School District #728 to participate in the Abatement. The city will pay the Abatement solely to finance the cost of the Project, through application of Abatement amounts toward debt service payments on the Abatement Bonds (including any bonds issued to refund the initial Abatement Bonds). Financial Impact The Tax Abatement Bond (loan) will be repaid using the Liquor Fund. Mission/Policy/Goal Responsible for every dollar - good stewards. Attachments The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 252 of 2891. Elk River Abate Bonds 2026A ABATEMENT RESOLUTION (August 13, 2026) 2. Proof of Public Hearing Notice Page 253 of 289 CITY OF ELK RIVER, MINNESOTA RESOLUTION NO. 26-55 APPROVING PROPERTY TAX ABATEMENT IN THE CITY OF ELK RIVER FOR CERTAIN PUBLIC IMPROVEMENTS BE IT RESOLVED by the City Council of the City of Elk River, Sherburne County, Minnesota (the “City”) as follows: Section 1. Recitals. 1.01. The City proposes to (i) undertake various public improvements, including but not limited to construction of a new liquor store in the City (the “Project”) with tax abatement bonds authorized by Minnesota Statutes, Sections 469.1812 through 469.1815 (the “Abatement Act”) and (ii) authorize a property tax abatement with respect to various parcels of land that benefit from such public improvements. 1.02. Pursuant to Section 469.1813, subdivision 1 of the Abatement Act, the City may grant an abatement of all or a portion of the taxes imposed by the City on one or more parcels of property to pay for all or part of the cost of financing or providing public infrastructure, increasing or preserving the tax base, providing employment opportunities, including construction jobs, help acquire and construct public facilities, and help provide access to services for residents of the City. 1.03. The City has identified 5 parcels located in the City, identified as follows: 75-00861-0105 75-00003-1200 75-00566-0210 75-00656-0105 75-00651-0105 (the “Abatement Property”), which will be benefitted by the Project and from which the City proposes to abate all or a portion of the City’s share of taxes to help finance the Project, subject to all the terms and conditions of this resolution. 1.04. The Abatement Property is not located in a tax increment financing district. 1.05. The City is authorized under the Abatement Act and Minnesota Statutes, Chapter 475, as amended (together, the “Act”), to issue one or more series of general obligation tax abatement bonds in the aggregate principal amount not to exceed $7,690,000 (the “Abatement Bonds”) to pay the costs of the Project pursuant to the Abatement Act, and which are expected to be paid primarily through the collection of Abatement (hereinafter defined) revenues. 1.06. On this same date, the City Council conducted a duly noticed public hearing on the Abatement at which the views of all interested persons were heard. Section 2. Findings. 2.01. The Council expects the benefits to the City of the Abatement to at least equal or exceed the costs to the City thereof because: 4925-6251-8470.1 Page 254 of 289 (a) The Abatement will help finance certain public improvements including without limitation a portion of the cost of the Project. (b) The Project will attract and retain visitors, residents and businesses by providing increased facilities and services in the City which will generate increased City tax revenues that, over the long term, will exceed the amount of the Abatement itself. 2.02. Granting the Abatement is in the public interest because the Abatement will: (a) Increase or preserve tax base, by helping to maintain and increase values in the City and region, for the reasons described in clause 2.01. (b) Finance or provide public infrastructure and public facilities and help provide construction and permanent jobs in the City. 2.03. It is further specifically found and determined that, in addition to the benefits described in clauses 2.01 and 2.02, the Abatement is expected to result in the following public benefits: (a) The Project will contribute to the quality of life in the City and region by improving retail options and services for residents, help finance public infrastructure in a way that will strengthen the local economy by attracting and retaining citizens and businesses by providing improved services and retail facilities, help provide construction jobs, help increase revenues at the liquor store which will help provide other services to residents, protect the general health and welfare of the community by maintaining public infrastructure and public facilities, and benefit the Abatement Property by providing improved amenities and public facilities to those who live and work in the City. (b) The Abatement Property consists of parcels in the City which are among the properties which will benefit from the public improvements and the Abatement Property will not be located in a tax increment financing district for the period of time that the Abatement is in effect. Section 3. Actions Ratified; Abatement Approved. 3.01. The City Council hereby ratifies all actions of the City’s staff and consultants in arranging for approval of this resolution in accordance with the Abatement Act. 3.02. Subject to the provisions of the Abatement Act, the Abatement is hereby approved and adopted subject to the following terms and conditions: (a) The term “Abatement” means the City’s share of the real property taxes generated from the Abatement Property, in the amounts described in this Section: (i) The aggregate Abatement paid by the City during the term of this resolution will not exceed the amount necessary to pay the principal of and all or a portion of the interest on the Abatement Bonds, up to a maximum of $7,690,000. The maximum principal amount of bonds to be secured by the Abatement under this resolution will not exceed the estimated sum of the Abatement from the Abatement Property for the term authorized under this resolution. (ii) In accordance with Section 469.1813, subdivision 8 of the Act, in no year shall the Abatement, together with all other abatements approved by the City under the Act and paid in that year, exceed the greater of ten percent (10%) of the City’s net tax capacity for that year or $200,000 (the “Abatement Volume Cap”). The City may grant any other abatements permitted under the Act 4925-6251-8470.1 2 Page 255 of 289 after the date of this resolution, provided that to the extent the total abatements in any year exceed the Abatement Volume Cap, the allocation of Abatement Volume Cap to such other abatements is subordinate to the Abatements under this resolution. (b) The Abatement shall be for up to a 20-year period and shall apply to the taxes payable in the years 2027 through 2046, inclusive or such other dates that correspond to the payment of debt service on the Abatement Bonds over a period not to exceed 20 years subject to a denial by Sherburne County or Elk River Public School District #728 to participate in the Abatement. The City will pay the Abatement solely to finance the cost of the Project, through application of Abatement amounts toward debt service payments on the Abatement Bonds (including any bonds issued to refund the initial Abatement Bonds). (c) This resolution may be modified only with the prior written approval of the City, and any modification is subject to Section 469.1813, subdivision 7 of the Abatement Act. (d) In accordance with Section 469.1815 of the Abatement Act, the City will add to its levy in each year during the term of the Abatement the total estimated amount of current year Abatement granted under this resolution. Approved this August 17, 2026 by the City Council of the City of Elk River, Minnesota. CITY OF ELK RIVER, MINNESOTA Mike Beyer, Acting Mayor ATTEST: Justin Dunford, City Clerk 4925-6251-8470.1 3 Page 256 of 289 4925-6251-8470.1 A-1 Page 257 of 289 Ad Proof Not Actual Size CITY OF ELK RIVER, MINNESOTA NOTICE OF PUBLIC HEARING REGARDING A PROPOSED PROPERTY TAX ABATEMENT NOTICE IS HEREBY GIVEN that the City Council of the City of Elk River, Minnesota (the “City”), will hold a public hearing on Monday, -Public Notice Ad Proof- August 17, 2026, at 6:00 p.m., or as soon thereafter as the matter may This is the proof of your ad scheduled to run on the dates be heard, in Council Chambers of the City Hall located at 13065 Or- indicated below. Please proof read carefully. If changes are needed, ono Parkway in the City, relating to please contact us prior to deadline at a proposal that the City abate all or a portion of property taxes levied Cambridge (763) 691-6000 or email at publicnotice@apgecm.com by the City on properties located in the City with the following property identification numbers (the “Prop- erty”). 75-00861-0105 75-00003-1200 75-00566-0210 75-00656-0105 75-00651-0105 Publications: The total amount of the taxes proposed to be abated by the City Star News on the Property for up to a 20-year Date: 07/22/26 period is estimated not to exceed $7,690,000. The City Council will consider the property tax abate- Account #: 370790 ment in connection with financing certain public improvements in- Customer: CITY OF ELK RIVER - LEGALS cluding the construction of a new li- quor store in the City (the “Project”) through the issuance of general ob- ligation tax abatement bonds. Address: 13065 ORONO PARKWAY At the public hearing, the City ELK RIVER Council will consider an abatement resolution under which the City will collect the City’s share of property Telephone: (763) 441-2052 taxes from the Property and use Fax: those revenues to pay the principal of and interest on the abatement bonds issued to finance the Proj- ect. At the time and place fixed for the public hearing, the City Council Ad ID: 1548687 will give all persons who appear at the hearing an opportunity to ex- Copy LIne: Aug 17 PH Prop Tax Abatement press their views with respect to the proposal. In addition, interested persons may direct any questions PO Number: Business Services or file written comments respecting Start: 07/25/26 the proposal with the City Clerk, at or prior to said public hearing. Stop: 07/25/2026 Total Cost: $136.00 Dated: July 25, 2026 BY ORDER OF THE CITY # of Lines: 72 COUNCIL OF THE CITY OF ELK Total Depth: 8.028 RIVER, MINNESOTA /s/Justin Dunford # of Inserts: 1 City Clerk Ad Class: 150 City of Elk River, Minnesota Phone # (763) 691-6000 Published in the Star News Email: publicnotice@apgecm.com July 25, 2026 1548687 Rep No: CA700 Contract-Gross Page 258 of 289 Request for Action To Item Number City Council 8.1 Meeting Date Prepared By August 17, 2026 Cal Portner, City Administrator Item Description Reviewed by Call Special Council Meeting Justin Dunford Action Requested Discuss and approve by motion a Special Council Meeting. Background/Discussion At the August 3, 2026, Regular City Council Meeting, the Council agreed to meet at 4 p.m. on Monday, August 31, 2026, at the King Avenue Parking Lot to review several engineering questions for the 2027 Downtown Improvement Plan. We have a couple of other action items the Council may want to consider, including a budget review, property disposition, and the hiring of a firefighter. The City Council is required by state law to adopt a preliminary tax levy by September 30 of each year. This is a maximum levy that can not be increased, only decreased for the final tax levy. The preliminary tax levy adoption is expected to be adopted at the Council's second meeting on September 21. The Council should consider adding a Special Council Meeting to further consider the budget before its next scheduled Regular Council Meeting on September 8. Financial Impact N/A Mission/Policy/Goal Elk River Mission Statement Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 259 of 289 Request for Action To Item Number City Council 8.2 Meeting Date Prepared By August 17, 2026 Justin Dunford, City Clerk Item Description Reviewed by Hearing on Potential Tobacco License Revocation: Cal Portner Star One, LLC Justin Dunford Action Requested Hold a hearing on a potential license revocation for tobacco sales by Star One, LLC. If the Council determines to revoke the license, direct staff to prepare Findings of Fact. Background/Discussion Star One, LLC received a tobacco license from the City of Elk River on February 5, 2026. The Elk River Police Department, in conjunction with the Sherburne County Health and Human Services, conducted a compliance check on June 17, 2026, and cited Star One, LLC for selling tobacco products to a person under the age of 21. This location, licensed as Star One, LLC, was previously licensed as Elk River Tobacco. On November 17, 2025, the City Council held a hearing discussing numerous compliance failures related to the sale of tobacco to persons under the age of 21. On December 1, 2025, the City Council approved Resolution 25-73, which revoked the tobacco license for Elk River Tobacco LLC. Due to the repeated compliance failures at this location, a notice of a license revocation hearing was issued to the owner of Star One, LLC, Faezah Hizam on July 15, 2026. In addition, an administrative penalty fee of $300 was issued for the compliance violation. A copy of the letter is included for reference. Also included are the notice and Resolution 25-73 sent to Elk River Tobacco in 2025. The licensee for Elk River Tobacco, Noman Husein, is the spouse of the licensee for Star One, LLC, Faezah Hizam. Financial Impact N/A Mission/Policy/Goal Ethical, efficient, and responsible. Attachments 1. Star One, LLC Revocation Hearing Notice 2. Elk River Tobacco Revocation 3. Elk River Tobacco Fourth Violation Hearing & Fine Notice The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 260 of 2894. ERPD Incident Reports 5. Star One LLC MNSOS 6. STAR ONE LLC - CT102 2026 Page 261 of 289 CERTIFIED MAIL – RETURN RECEIPT REQUESTED July 15, 2026 Star One, LLC Faezah Hizam 19262 Evans Street NW 19262 Evans Street NW Elk River, MN 55330 Elk River, MN 55330 Re: 1. Tobacco Sales Violations to Persons Under Age 21, Hearing on Potential License Revocation; 2. Penalty Fee $300 Due August 17, 2026 To Faezah Hizam: On June 17, 2026, the Elk River Police Department, working with Sherburne County Health and Human Services, conducted compliance checks and cited Star One, LLC for selling tobacco products to a person under the age of 21. As a result of this violation, along with the numerous prior violations at this location, the Elk River City Council will hold a tobacco license revocation hearing at 6:00 pm at City Hall, 13065 Orono Parkway, Elk River, Minnesota on August 17, 2026. The purpose of this hearing is to consider the potential revocation of Tobacco License #TBC26-000002 and is being conducted pursuant to Elk River City Code of Ordinances §§ 26-39, 26-69 and 38-35. This letter serves as official notice of the scheduled hearing. During the hearing, you will have an opportunity to present any relevant evidence and testimony to support your appeal. The City Council will carefully consider your case and render a final decision on the matter. Please be aware that the hearing proceedings will be governed by the following guidelines: ▪ You may bring legal representation to the hearing. ▪ You may present witnesses, documents, or other evidence relevant to your case. ▪ The hearing will be recorded for record-keeping purposes. ▪ The City Council's decision will be final and binding. Additionally, you are responsible for payment of a $300 Administrative Penalty Fee for the June 17, 2026, violation. Pursuant to Minnesota Statute 461.12, Subd. 2. Page 262 of 289The penalty of $300 is required by statute and shall be submitted to: https://cityofelkriver.revtrak.net/ by August 17, 2026. If you have any questions about the hearing process, contact the Office of the City Clerk at 763.635.1003. Sincerely, Justin Dunford City Clerk Cc Cal Portner, City Administrator Dave Kuhnly, Police Chief Page 263 of 289Page 264 of 289Page 265 of 289Page 266 of 289Page 267 of 289 CERTIFIED MAIL – RETURN RECEIPT REQUESTED October 27, 2025 Elk River Tobacco, LLC. Noman Husein 1148 111th Lane NE 19262 Evans Street Blaine, MN 55434 Elk River, MN 55330 Re: Fourth Offense: Tobacco Sales Violations to Persons Under Age 21 1. Hearing and Notice of Suspension and Potential License Revocation 2. Penalty Fee $1,000 Due Wednesday, November 26 To Noman Husein: On Friday, October 17, 2025, the Elk River Police Department, working with Sherburne County Health and Human Services, conducted compliance checks and cited Elk River Tobacco, LLC/Elk River Tobacco for selling tobacco products to a person under the age of 21. This is your fourth violation within a 36-month period On Tuesday, June 18, 2024, the Elk River Police Department, working with Sherburne County Health and Human Services, conducted compliance checks and cited Elk River Tobacco, LLC/Elk River Tobacco for selling tobacco products to a person under the age of 21. This was your third violation within a 36-month period. On Thursday, August 8, 2024, the Elk River Police Department again conducted a compliance check and cited your establishment for selling tobacco products to a person under the age of 21. This was your second violation within a 36-month period. In a further review our records, we determined there was a violation that occurred Monday, December 5, 2022, which would have been your first violation to have occurred within a 36- month period. Due to the four citations, you are in violation of Minnesota Statute 461.12, Subd. 2: Administrative penalty for sales and furnishing; licensees, which provides in relevant part: “If a licensee or employee of a licensee sells, gives, or otherwise furnishes tobacco, tobacco-related devices, electronic delivery devices, or nicotine or lobelia delivery products to a person under the age of 21 years, or violates any other provision of this chapter, the licensee shall be charged an administrative penalty of $300 for the first violation. An administrative penalty of $600 must be imposed for a second violation at the same location within 36 months after the initial violation. For a third or any subsequent violation at the same location within 36 months after the initial violation, an administrative penalty of $1,000 must be imposed, and the licensee's authority to sell tobacco, tobacco-related devices, electronic delivery devices, Page 268 of 289 or nicotine or lobelia delivery products at that location must be suspended for not less than seven days and may be revoked.” This letter serves as official notice of your scheduled hearing before the Elk River City Council on Monday, November 17, 2025, at 6:00 p.m., at City Hall, 13065 Orono Parkway, Elk River, Minnesota. The purpose of this hearing is to impose, at a minimum a suspension of not less than 7 days and consider the potential revocation of Tobacco License TBC23-000008. During the hearing, you will have an opportunity to present any relevant evidence and testimony to support your appeal. The City Council will carefully consider your case and render a final decision on the matter. Please be aware that the hearing proceedings will be governed by the following guidelines: ▪ You may bring legal representation to the hearing. ▪ You may present witnesses, documents, or other evidence relevant to your case. ▪ The hearing will be recorded for record-keeping purposes. ▪ The City Council's decision will be final and binding. If you have any questions about the hearing process, contact the Office of the City Clerk at 763.635.1003. The penalty of $1,000 is required by statute and shall be submitted to: https://cityofelkriver.revtrak.net/ by November 26, 2025. Sincerely, Tina Allard City Clerk Cc Cal Portner, City Administrator Dave Kuhnly, Police Chief Page 269 of 289Page 270 of 289Page 271 of 289Page 272 of 289Page 273 of 289Page 274 of 289Page 275 of 289Page 276 of 289Page 277 of 289Page 278 of 289Page 279 of 289Page 280 of 289Page 281 of 289 Request for Action To Item Number City Council 10.1 Meeting Date Prepared By August 17, 2026 Cal Portner, City Administrator Item Description Reviewed by Fire Chief Recruitment Cal Portner Justin Dunford Action Requested Discuss and provide staff direction. Background/Discussion Fire Chief Mark Dickinson retired effective July 31, 2026. City staff initiated an in-house recruitment campaign, which was unsuccessful. Staff would like the Council to consider outsourcing the next recruitment to MGT or another firm for the next recruitment. The city used MGT for the successful police chief recruitment. Financial Impact The fire department budget will be able to absorb the recruitment fee due to the salary vacancies for the chief, deputy chief, and fire marshal. Mission/Policy/Goal Elk River Mission Statement Attachments None The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 282 of 289 Request for Action To Item Number City Council 12.1 Meeting Date Prepared By August 17, 2026 Lori Stich, Finance Manager Item Description Reviewed by July Financial Reports Lori Stich Joe Stremcha Cal Portner Justin Dunford Action Requested Information only Background/Discussion This report provides summary information regarding the overall level of revenues and expenditures in the General Fund, the Community Event Center Special Revenue Fund, and the Enterprise Funds. These funds provide an important picture of the city’s financial health. For July, actual revenues (excluding property taxes and transfers-in) and expenditures should run about 58% of the annual budget. It is natural for some items to vary from month to month, such as exceeding budget for Supplies but being below budget for Services. This is not considered serious as long as the total expenditure budget amount is not overspent. Significant variances from budget are highlighted below, accompanied by a general discussion of the variance. General Fund Revenues: ▪ July revenues include the remaining first half property tax settlement. ▪ License & permit collections are 70% of budget estimates, consisting primarily of building-related permits. ▪ Charges for services are about 89% of estimates, with plan check fees and recreation fees making up the majority of July collections. ▪ Transfers-in consist of ERMU’s 5% June monthly electric revenues and the budgeted transfers to the General Fund. Expenditures: The Elk River Vision A welcoming community with revolutionary and spirited resourcefulness, exceptional service, and community engagement that encourages and inspires prosperity Page 283 of 289 ▪ Total departmental expenditures are about 56% of budget. Most departments are within or below budget estimates. FTCenter Through the end of July, revenues of $1,193,371 exceed expenditures of $1,177,583 by $15,788. The majority of July collections consist of ice and facility rentals, while expenditures are primarily attributable to personal services and utilities. Financial Impact N/A Mission/Policy/Goal Responsible for every dollar - good stewards. Attachments 1. 7 - 2026 General Fund 2. 7-2026 FTCenter 3. 7-2026 Enterprise Funds Page 284 of 289 General Fund As of: 7/31/2026 58.00% OF YEAR COMPLETED REVENUES Budget YTD Actual % of budget Budget Balance Taxes 101-3-0000-3111 Current Ad Valorem Taxes 16,864,450.00 8,592,542.36 50.95% 8,271,907.64 101-3-0000-3112 Delinquent Ad Valorem Taxes 0.00 52,703.42 0.00% (52,703.42) 101-3-0000-3121 Gravel Tax 220,000.00 9,623.97 4.37% 210,376.03 101-3-0000-3131 Penalties/Interest 0.00 2,365.02 0.00% (2,365.02) Total Taxes 17,084,450.00 8,657,234.77 50.67% 8,427,215.23 Licenses & Permits 101-3-0000-3211 Liquor License 85,000.00 90,638.70 106.63% (5,638.70) 101-3-0000-3212 THC License 5,000.00 4,900.00 98.00% 100.00 101-3-0000-3213 Cigarette License 4,000.00 600.00 15.00% 3,400.00 101-3-0000-3214 Rental License 65,000.00 19,305.00 29.70% 45,695.00 101-3-0000-3216 Mining License 27,000.00 27,398.70 101.48% (398.70) 101-3-0000-3217 Garbage Hauler License 2,500.00 0.00 0.00% 2,500.00 101-3-0000-3218 Other Business License/Permit 18,000.00 10,395.00 57.75% 7,605.00 101-3-0000-3229 NPDES Permit 17,000.00 15,400.00 90.59% 1,600.00 101-3-0000-3231 Building Permit 550,000.00 357,989.22 65.09% 192,010.78 101-3-0000-3232 Plumbing/Heating Permit 180,000.00 134,902.65 74.95% 45,097.35 101-3-0000-3233 Permit Surcharge 700.00 4,269.16 609.88% (3,569.16) 101-3-0000-3235 Animal License 500.00 450.00 0.00% 50.00 101-3-0000-3237 Other Non-Business Lic/Permit 30,000.00 20,054.86 66.85% 9,945.14 Total Licenses & Permits 984,700.00 686,303.29 69.70% 298,396.71 Intergovernmental Revenue 101-3-0000-3322 MV Credit 6,000.00 0.00 0.00% 6,000.00 101-3-0000-3323 Fire State Aid 300,000.00 1,000.00 0.33% 299,000.00 101-3-0000-3325 Police 2% Aid 425,000.00 0.00 0.00% 425,000.00 101-3-0000-3326 Police Training Reimb 35,000.00 0.00 0.00% 35,000.00 101-3-0000-3329 State Crime Prevention Grant 50,000.00 54,051.23 108.10% (4,051.23) 101-3-0000-3330 Other State Grants 0.00 29,819.32 0.00% (29,819.32) Total Intergovernmental Revenue 816,000.00 86,922.55 10.65% 729,077.45 Charges for Services 101-3-0000-3412 Planning & Zoning Fees 25,000.00 25,340.00 101.36% (340.00) 101-3-0000-3413 Plan Check Fee 230,000.00 144,387.27 62.78% 85,612.73 101-3-0000-3415 Special Assessment Search 500.00 90.00 18.00% 410.00 101-3-0000-3417 Copies 1,500.00 824.18 54.95% 675.82 101-3-0000-3418 Other General Govt Services 0.00 0.00 0.00% 0.00 101-3-0000-3430 Lockout Fees 3,000.00 1,180.00 39.33% 1,820.00 101-3-0000-3431 Police Services 50,000.00 8,481.42 16.96% 41,518.58 101-3-0000-3432 School Liaison 200,000.00 211,338.20 105.67% (11,338.20) 101-3-0000-3434 Animal Impound Fee 500.00 450.00 90.00% 50.00 101-3-0000-3436 Fire Contracts 480,050.00 488,701.65 101.80% (8,651.65) 101-3-0000-3437 Fire Services 5,000.00 0.00 0.00% 5,000.00 101-3-0000-3438 Fire Inspections 0.00 0.00 0.00% 0.00 101-3-0000-3451 Street Services 35,000.00 16,355.83 46.73% 18,644.17 101-3-0000-3452 Engineering Services Reimb 20,000.00 30,715.44 153.58% (10,715.44) 101-3-0000-3461 Recreation Fees 52,500.00 60,210.56 114.69% (7,710.56) 101-3-0000-3462 Sr Center Activities 55,500.00 28,215.45 50.84% 27,284.55 101-3-0000-3463 Farmer's Market 15,000.00 30,623.00 204.15% (15,623.00) 101-3-0000-3469 Elk RiverFest 15,000.00 15,735.00 104.90% (735.00) Page 285 of 289101-3-0000-3472 Park Use Fee 77,000.00 55,615.06 72.23% 21,384.94 101-3-0000-3475 Building Rent 0.00 2,867.50 0.00% (2,867.50) 101-3-0000-3483 Sewer Inspection Fee 15,000.00 14,500.00 96.67% 500.00 101-3-0000-3484 Contractor License Check 1,200.00 870.00 72.50% 330.00 Total Charges for Services 1,281,750.00 1,136,500.56 88.67% 145,249.44 Fines & Forfeits 101-3-0000-3510 Court Fines 170,000.00 63,729.18 37.49% 106,270.82 Total Fines & Forfeits 170,000.00 63,729.18 37.49% 106,270.82 Other Revenue 101-3-0000-3621 Interest Income 200,000.00 0.00 0.00% 200,000.00 101-3-0000-3625 Refunds & Reimbursements 175,000.00 15,491.70 8.85% 159,508.30 101-3-0000-3626 Contributions 27,000.00 31,000.00 114.81% (4,000.00) 101-3-0000-3629 Miscellaneous Revenue 12,000.00 7,070.45 58.92% 4,929.55 Total Other Revenue 414,000.00 53,562.15 12.94% 360,437.85 Transfers In 101-3-0000-3926 Transfer-Capital Outlay Reserv 89,000.00 89,000.00 100.00% 0.00 101-3-0000-3942 Transfer-WWTS 187,200.00 187,200.00 100.00% 0.00 101-3-0000-3943 Transfer-Liquor 850,000.00 850,000.00 100.00% 0.00 101-3-0000-3944 Transfer-Garbage 62,400.00 62,400.00 100.00% 0.00 101-3-0000-3945 Transfer-Utilities 1,500,000.00 960,834.22 64.06% 539,165.78 101-3-0000-3946 Transfer-Stormwater 130,000.00 130,000.00 100.00% 0.00 101-3-0000-3948 Transfer-EDA 49,900.00 49,900.00 100.00% 0.00 101-3-0000-3949 Transfer-HRA 40,550.00 0.00 0.00% 40,550.00 Total Transfers In 2,909,050.00 2,329,483.29 80.08% 579,566.71 TOTAL GENERAL FUND REVENUES 23,659,950.00 13,013,735.79 55.00% 10,646,214.21 Page 286 of 289General Fund As of: 7/31/2026 58.00% OF YEAR COMPLETED EXPENDITURE SUMMARY Budget YTD Actual % of budget Budget Balance General Government City Council 243,150.00 124,964.29 51.39% 118,185.71 Communications 554,850.00 329,950.25 59.47% 224,899.75 Administrative Services 722,950.00 388,979.58 53.80% 333,970.42 Human Resources 471,650.00 273,892.28 58.07% 197,757.72 Elections 53,550.00 6,648.52 12.42% 46,901.48 Finance 1,040,450.00 580,803.63 55.82% 459,646.37 Information Technology 846,850.00 455,005.28 53.73% 391,844.72 Legal 340,000.00 183,481.31 53.97% 156,518.69 Community Development / Planning 516,950.00 307,956.97 59.57% 208,993.03 Building Maintenance 1,165,950.00 628,506.06 53.91% 537,443.94 Total General Government 5,956,350.00 3,280,188.17 55.07% 2,676,161.83 Public Safety Police Administration 1,419,850.00 885,108.03 62.34% 534,741.97 Patrol 4,299,800.00 2,405,182.94 55.94% 1,894,617.06 Investigations 1,633,050.00 953,008.20 58.36% 680,041.80 Police Support Services 1,038,050.00 602,687.59 58.06% 435,362.41 Police Reserves 15,250.00 3,485.38 22.85% 11,764.62 Public Safety Building 229,300.00 93,800.22 40.91% 135,499.78 Fire Administration 1,533,000.00 662,435.53 43.21% 870,564.47 Fire Operations 646,300.00 480,869.29 74.40% 165,430.71 Emergency Management 34,250.00 26,512.82 77.41% 7,737.18 Building Safety 614,200.00 331,504.47 53.97% 280,445.53 Code Enforcement 142,150.00 78,075.91 54.93% 64,074.09 Environmental 77,050.00 40,970.25 53.17% 36,079.75 Total Public Safety 11,682,250.00 6,563,640.63 56.18% 5,116,359.37 Public Works Street Maintenance 1,885,900.00 1,034,270.60 54.84% 851,629.40 Snow Removal 398,200.00 275,420.41 69.17% 122,779.59 Equipment Services 465,400.00 255,862.91 54.98% 209,537.09 Engineering 411,300.00 226,755.12 55.13% 184,544.88 Total Public Works 3,160,800.00 1,792,309.04 56.70% 1,368,490.96 Culture & Recreation Parks Department 1,779,650.00 897,230.97 50.42% 882,419.03 Parks & Rec Admin 586,900.00 343,179.93 58.47% 243,720.07 Recreation Programs 147,750.00 118,126.02 79.95% 29,623.98 Farmers Market 73,800.00 39,670.97 53.75% 34,129.03 Sr Citizen Programs 272,450.00 154,421.75 56.68% 118,028.25 Total Culture & Recreation 2,860,550.00 1,552,629.64 54.28% 1,307,920.36 Economic Development Economic Development 0.00 37,029.22 0.00% (37,029.22) Energy City 0.00 0.00 0.00% 0.00 Total Economic Development 0.00 37,029.22 0.00% (37,029.22) TOTAL GENERAL FUND EXPENDITURES 23,659,950.00 13,225,796.70 55.90% 10,431,903.30 REVENUES OVER/(UNDER) EXPENDITURES 0.00 (212,060.91) 214,310.91 Page 287 of 289 CITY OF ELK RIVER FTCENTER - BUDGET TO ACTUAL MONTH ENDED JULY 31, 2026 Current Year to Date % of Budget Actual Budget Revenues: Ice Rental $990,000 $466,414 47.11% Admissions 10,000 7,556 75.56% Dry Floor Events/Craft Shows 0 0 0.00% Facility Rental 313,300 242,463 77.39% Advertising/Naming Rights/Sponsorships 212,500 91,440 43.03% Recreation fees (Skating/Hockey) 160,000 103,676 64.80% Concessions/catering/vending 470,000 266,020 56.60% Other Revenues (interest, etc.) 20,050 15,802 78.81% Total Revenues $2,175,850 $1,193,371 54.85% Operating expenses: Personal services $1,006,450 $584,503 58.08% Supplies 273,900 143,153 52.26% Other services & charges 661,250 377,048 57.02% Capital Outlay 153,150 65,179 42.56% Transfers Out 0 7,700 0.00% Total Expenditures $2,094,750 $1,177,583 56.22% Revenues over/(under) expenditures $81,100 $15,788 FTCenter July 2026 $2,500,000 Budget, $2,175,850 Budget, $2,094,750 $2,000,000 $1,500,000 Actual Actual $1,193,371 $1,177,583 $1,000,000 $500,000 $0 Total Revenues Total Expenditures Page 288 of 289 CITY OF ELK RIVER ENTERPRISE FUNDS - BUDGET TO ACTUAL MONTH ENDED JULY 31, 2026 Liquor Sewer Garbage Stormwater Current Year to Date % of Current Year to Date % of Current Year to Date % of Current Year to Date % of Budget Actual Budget Budget Actual Budget Budget Actual Budget Budget Actual Budget Sales and cost of sales: Sales $ 8,845,000 $ 5,052,354 57.12% Cost of sales (6,344,000) (3,305,385) 52.10% Gross profit 2,501,000 1,746,969 69.85% Operating revenues: User charges - - - $ 2,868,500 $ 1,512,985 52.74% $ 2,132,000 $ 1,051,238 49.31% $ 680,500 $ 352,576 51.81% Delinquency collections - - - - 2,124 - - 1,698 - - 103 - Other 5,400 2,705 50.10% 200,000 474,811 237.41% - - - - - - Total operating revenues 5,400 2,705 50.10% 3,068,500 1,989,920 64.85% 2,132,000 1,052,936 49.39% 680,500 352,679 51.83% Operating expenses: Personal services 1,395,350 726,166 52.04% 928,650 512,896 55.23% 29,400 16,320 55.51% - - - Supplies 40,000 10,402 26.01% 329,000 139,955 42.54% 2,000 - 0.00% 1,000 - 0.00% Other service charges 708,100 485,663 68.59% 992,750 673,238 67.82% 1,923,400 951,590 49.47% 67,100 8,328 12.41% Depreciation * 60,000 - 0.00% 1,710,000 - 0.00% - - - 500,000 - 0.00% Total operating expenses 2,203,450 1,222,232 55.47% 3,960,400 1,326,089 33.48% 1,954,800 967,911 49.51% 568,100 8,328 1.47% Operating income (loss) 302,950 527,443 174.10% (891,900) 663,831 -74.43% 177,200 85,026 47.98% 112,400 344,351 306.36% Nonoperating revenues (expenses): Interest income 75,000 - 0.00% 130,000 - 0.00% 15,000 - 0.00% 35,000 - 0.00% Interest expense/agent fees - - - (72,200) (72,135) 99.91% - - - - - - Total nonoperating revenues (expenses) 75,000 - 0.00% 57,800 (72,135) -124.80% 15,000 - 0.00% 35,000 - 0.00% Income (loss) before contributions & transfers 377,950 527,443 139.55% (834,100) 591,696 -70.94% 192,200 85,026 44.24% 147,400 344,351 233.62% Contributions - connection fees - - - 1,000,000 732,973 73.30% - - - - - - Sale of assets - - 0.00% - 11,870 0.00% - - 0.00% - - 0.00% Transfers out (1,100,000) (1,100,000) 100.00% (187,200) (191,300) 102.19% (62,400) (62,400) 100.00% (130,000) (130,000) 100.00% NET INCOME (LOSS) (722,050) (572,557) 79.30% (21,300) 1,145,239 -5376.71% 129,800 22,626 17.43% 17,400 214,351 1231.91% Items reclassified to balance sheet at year end: Bond Proceeds - - Capital Outlay (130,000) (811,026) - (182,200) (269,717) - - - - (100,000) - - Bond Payment - - - (535,000) (535,000) - - - - - - - Revenues over/(under) expenditures (852,050) (1,383,584) (738,500) 340,523 129,800 22,626 (82,600) 214,351 * Recorded at year-end Page 289 of 289