VII.2. Approve Hopkins Pavilion Contribution Agreement; Stadler (CR2017-101)G�TY OF
July 26, 2017 y o P K � N S Council Report 2017-101
Approve Hopkins Pavilion Contribution Agreement
Proposed Action.
Staff recommends adoption of the following motion: Move that Council adopt
Resolution 2017-054, approvinq a Hopkins Pavilion Contribution Agreement
between the City of Hopkins, Hopkins Youth Hockey Association and Anchor
Bank.
Ove rv i ew.
City Council has previously approved the scope and budget of a 2018, $5.7
million Hopkins Pavilion Upgrade project. At its June �, 2017 meeting, City
Council approved a design services agreer�nent to complete the project design.
These previous City Council approvals were preceded by project funding
commitments of $1 million from Hopkins Public Schools and $1 million from
Hopkins Youth Hockey Association (HYHA). In order to provide its $1 million
contribution, the HYHA is obtaining a 10-year bank loan in the amount of �
$950,000 from Anchor Bank. City staff and the City's legal and financial
consultants have negotiated the terms of a contribution agreement with Hopkins
Youth Hockey Association (HYHA) and Anchor Bank. As a condition of providing
this loan, Anchor Bank is requiring the City to guarantee payment on up to
$550,000 of the loan amount. The City is providing the guarantee through a
general obligation abatement note to Anchor Bank. St�ff is now seeking
approval of the contribution agreement.
Primary Issues to Consider.
• Agreernent terms and conditions
• Hopkins Pavilion Upgrade project scope and schedule
Supporting Information.
• Resolution 2017-054
• Hopkins Pavilion Contribution Agreement
• Draft s hematic floorplan layout
Steven J . Stad ler
PublicWorks Director
Financial Impact: $ 5.7 M Budgeted: Y/N Y Sources: $3.1M — Gity
bonding, $0.6 M— Park Funds, $1 M— ISD 270, $1 M— HYHA
Council Report 2017-101
Page 2
Analysis of Issues
Agreement terms and conditions
• Timing of HYHA contribution — City will receive HYHA contribution upon
loan closing but City funds and ISD 270 funds must be expended on the
project prior to the HYHA contribution
• City loan guarantee — the City must guarantee the payment of principal
and interest on up to $550,000 of the loan amount. The guarantee will be
via a City Abatement Note.
• What triggers City payment under the HYHA loan guarantee? Only if
there is a"loan agreement event of default" defined as a missed payment
not cured within 10 days and continuing. Anchor Bank must notify City in
writing of a default event.
• Release ofi City obligation — City Abatement Note terminated once loan
principal balance reduced to $350,000 unless there is an event of default.
If there's a default City Abatement Note is terminated when loan is paid in
full.
• If tne City is required to pay any ar�ount to the bank, the HYHA is required
to repay the City.
• City agrees to begin construction by March 31, 2018 and complete
construction by September 15, 2019, subject to unavoidable delays. If the
project cannot be consfiructed, HYHA agrees to pay a pro rata portion
(estimated at 17.5%) of the design fees.
Project scope
� New Refrigeration Equip., Arena Floor, Dasher Board Replacement
e Remodeled, enlarged and additional locker room space
• Outdoor Rink Ice Resurfacer Gar�ge
• Shower rooms
• Expanded Pavilion lobby
• Remodeled office and concession stand
• Park Services Space (warming house) replace the current 50 year old
park building
• Restroom facilities to service both the Pavilion and the Park
• Park utility space
• Roof Replacement
• Restroom/Lobby Floor Improvement
• Overhead Door Improvement
• Skate Tile Replacement
• Entry and Lobby Door Replacement
• Paint Exterior Building
• Painting the Arena Ceiling and Bar Joist
Project schedule
June — September 2017: Design
October/November 2017: Advertise project
December 2017/January 2018: Award contract
March — September 2018: Construction
CITY OF �-IOPKINS, l��IIl�TNESOTA
RESOLUTION NO. 2017-054
RESOLUTION A.PPROVING EXECUTION OF HOPKINS
PAVILION CONTRIBUTION AGREEMENT WITH THE
HOPKINS YOUTH HOCI�:EY ASSOCIATION AND ANCHOR
BANK, N.A.
WHEREAS, the City of Hopkins, Minnesota (the "City") owns an ice hockey and multipurpose
facility known as the Hopkins Pavilion, located at 11000 Excelsior Boulevard in the City (the "Facility");
and
VVT�REAS, the I�opkins Youth Hockey Association, a Minnesota nonprofit corporation (the
"Assaciation"), currently uses the ice arena within the Facility (the "Ice Arena") and rents space in the Ice
Arena on an annual basis for its youth hockey activities; and
VUI-�EREAS, the City and the Association have determined to finance the construction of certain
improvelnents to the Facility (the "Improvements"); and
�-�REAS, the Association has agreed to contribute $1,000,000 to the City for the costs of the
Improvements with $50,000 in cash and $950,000 through a bank loan; and
ii'UHEREAS, Anchor Bank, N.A., a national banking associatlon (the `Bank"), has agreed to loan
$950,000 to the Association (the "Loan") for the Association's contribution to the Improvements; and
VV�-�EF:EAS, as a condition of providing the Loan, the Bank requires the City to guaranty
$550,000 of the Loan, provided that the guaranty would be utilized only upon a default under the loan
documents by the Association, and the City intends to provide such guaranty through a general obligation
abatelnent note; and
VUHEREAS, the City and the Association vvill enter into a Hopkins Pavilion Use Agreement,
which will set forth the terms of the use of the Ice Arena by the Association for a term of ten (10) years;
and
W�-�REAS, there has been presented before this City Council a form of Hopkins Pavllion
Contribution Agreelnent (the "Contribution Agreement") proposed to be entered into between the City,
the Associatlon, and the Bank, pursuant to which the City will agree to guarantee the paylnent by the
Association of the Abate�nent Note in the event that the Association is unable to make payments under
the Abatelnent Note or in the event that a default has occurred and is continuing under the documents
executed between the Bank and the Association with respect to the Loan;
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Hopkins, Minnesota
(the "City"), as follows:
l. The Contribution Agreement is hereby in all respects authorized, approved, and
confirmed, and the Mayor and the City Manager are hereby authorized and directed to execute and deliver
the Contribution Agreement for and on behalf of the City in substantially the form now on file with the
City Council but with such modifications as shall be deemed necessary, desirable or approprlate, the
504606v1 JAE HPl 10-98
execution thereof to constitute conclusive evidence of their approval of any and all modificatlons therein.
Notwithstanding the foregoing, the execution and delivery of the Contribution Agreement is contingent
upon the City Councll holding a public hearing and granting an abatement in the amount of $550,000 in
order to issue the general obligation abatement note required as a guaranty by the Bank.
2. The Mayor, the City Manager, and other officials and staff of the City are authorized and
directed to execute al�y other documents and certificates deemed necessary to carry out the intentions of
this resolution or the Contribution Agreement.
Adopted by the City Council of the City of Hopkins, Minnesota this 31 St day of July, 2017.
Mayor
ATTEST:
City Clerk
504606v 1 JAE HP 110-98 2
Fourth Draft
July 21, 2017
HOPKINS PAVILION CONTRIBUTION AGF�EEMENT
THIS HOPk:INS PAVILION CONTRIBUTION AGREEMENT (the "Agreement"), dated
, 2017 (the "Effective Date") is between the CITY OF I�OPk:INS, MI��(NESOTA, a
municipal corporation and political subdivision of the State of Minnesota (the "City"), the HOPk:INS
YOUTH HOCKEY AS SOCIATION, a Minnesota nonprofit corporation (the "Association"), and
ANCHO�Z BANK, N.A., a natlonal banking association (the "Bank"). The City, the Association, and the
Bank are referred to collectively herein the "Parties."
RECITALS :
ti'UHEREAS, the City owns the ice hockey and multipurpose facility known as the Hopkins
Pavilion, located at 11000 Excelsior Boulevard in the City (the "Facility"); and
VVI�REAS, the Association desires to use the ice arena within the Facility (the "Ice Arena") for
its youth hockey activities and is entering inio a Hopkins Pavilion Use Agreement of even date herewith
(the "Hopkins Pavilion Use Agreement") with the City for a terrn of ten (10) years to set forth the ter�ns
of use of the Ice Arena by the Association; and
WHEREAS, the City and the Association have determined the need to renovate and expand the
Facility (the "Project"), which is estimated to cost approximately $5,700,000; and
VVI�REAS, the Association has agreed to contribute $1,000,000 to the City for the costs of the
Proj ect; and
�1VHEREAS, to finance a portion of the Association's contribution to the Proj ect, the Bank has
agreed to make a loan to the Association (the "Loan"); and
WI�CEREAS, as a condition of providing the Loan, the �ank requires the City to guaranty
$550,000 of the principal of and interest on the Loan, which vvould be utilized only upon a default by the
Association, and the City intends to provide such guaranty through a general obligation abaterrlent note;
and
VVHEREAS, this Agreement sets forth the duties and obligations of the City, the Association, and
the Bank with respect to the Project and the Loan; and
NOW, THEREFORE, the Parties, in consideration of the representatlons, covenants and
agreemellts set for�h herein, represent, covenant and agree as follows:
1. Association Contribution. As one of the primary users of the Ice Arena, the Association
agrees to contribute $1,000,000 to the Project. The Assoclation has provided cash in the amount of
$50,000 to the City and wlll borrow $950,000 froln the Bank to fund the rest of its contribution. Subject
to the provlsions of Section 10, the City shall expend its funds appropriated to the Project and the
contribution from Independent School District No. 270 prior to expending the Association's contribution
to the Proj ect.
499305v5 JAE HP110-98
2. Bank Loan. In order to finance a portion of the Association's contribution to the Project,
the Bank has agreed to make the Loan to the Association in the amount of $950,000 pursuant to a
Business Loan Agreement, dated (the "Loan Agreement") between the Bank and the
Association. The Association will secure the Loan with two promissory notes executed for the benefit of
the Bank: one note shall be in the principal amount of $400,000 (the "$400,000 Association Note") and
the other note shall be in the principal amount of $550,000 (the "$550,000 Association Note," and
together with the $400,000 Association Note, the "Notes"). The Loan is payable from the revenues of the
Association. The Loan will be for a terin of ten (10) years with a variable interest rate that will be reset
in the sixth year of the Loan. Monthly principal and interest payments are due on the Loan. Pursuant to
the terrns of the Loan Agreement, all monthly principal payments will initially be used to pay down the
principal alnount of the $400,000 Association Note. Until the principal amount of the $400,000
Association Note is paid in full, only the interest accruing on the $550,000 Association Note will be paid.
Upon payment in full of the $400,000 Association Note, principal payments will commence on the
$550,000 Association Note.
3. Cit_y Guarant�. As a condition of providing the Loan, the Bank requires the City to
gL�arantee the payment of principal of and interest on up to $550,000 of the Notes. The City intends to
provide such guaranty to the Bank by delivering to the Bank a general obligation abatement note (the
"City Abatement Note") in the for�n attached hereto as EXHIBIT B. The City Abatement Note is secured
by Abatement collected by the City serniannually (as defined and described in Section 4), and if such
Abatements are not sufficient to pay the principal of and interest on up to $550,000 of the Notes, the City
is required to levy ad valorem taxes to pay principal of and interest on the City Abatelnent Note. The
principal of and interest on the City Abatement Note shall be payable at the sarne rate of interest as the
Notes.
4. City Abatement Proceedings. Following a duly noticed public hearing held by the City
Council of the City on July 3 l, 2017, the City Council adopted a resolution (the "Abatement Resolution")
approving the abatement of a portion of the City's share of taxes from certain property located in the City
which is benefitted by the Project (the "Abatement"). The Abatement Resolution is attached hereto as
EXHIBIT A. The Abatement approved by the City Council shall be in the amount of $550,000 and shall
be payable selniannually on February 1 and August 1 over a period of 12 years.
5. City Abatement Note — Princi�al Pa_yments Upon Loan Agreement Event of Default. The
City Abatement Note shall be payable only upon a paylnent default of the Association under the Loan
Agreelnent that has not been cured within the cure period of ten (10) days as provided in the Loan
Agreelnent (a "Loan Agreemellt Event of Default"). If such Loan Agreelnent Event of DefaLilt occurs
and is C011t11111111g, the Bank shall notify the City in writing, and the City will coinmence payment of
principal of and interest on the City Abatement Note in seiniannual payments on February 1 and August
1. The City �nust receive notice of any Loan Agreement Event of Default by August 1 of each year in
order to levy the Abatement to pay principal on the City Abatelnent Note in the next calendar year. If the
City receives notice of a Loan Agreement Event of Default by August l, payment of principal of and
interest on the City Abatelnent Note will commence August 1 of the following year. If the City receives
notice of a Loan Agreement Event of Default after August l, paylnent of principal of and interest on the
City Abatement Note will commence on the August 1 which is two calendar years following the notice of
the Loan Agreement Event of Default.
6. Pre�a_yment O�tion. Following any Loan Agreernent Event of Default, the City may
choose to make payments under the City Abatement Note or prepay the outstanding amount of principal
of the Notes up to a maximum of $550,000 in principal amount of the Notes (along with accrued interest
thereon).
499305v5 JAE HP110-98 2
7. City Abatement Note — Interest Reserve Account. The City shall establish an interest
reserve account (the "Interest Reserve Account"). On the Effective Date, the City shall deposit an amount
to the Interest Reserve Account equal to one and one-half years of interest payable under the City
Abatement Note. Amounts held in the Interest Reserve Account shall be drawn upon the occurrence and
cor�tinuation of a Loan Agreement Event of Default to pay interest on the City Abatement Note until
Abatements can be levied and collected to pay the principal of and interest on the City Abatement Note.
8. Release of Ci _ Obli a� tion. If no Loan Agreement Event of Default occurs during the
ter�n of this Agreement, the City Abatement Note shall be ter�ninated once the principal amount of the
Notes has been reduced to $350,000, notice of which the Bank shall provide the City and the Association
in writing. If a L,oan Agreernent Event of Default occurs during the terin of this Agreement, the City
Abatement Note shall not be terminated until the principal amount of the Notes is decreased to $0.00 or
the principal and interest on the City Abaternent Note has been paid in full. Upon ter�nination or
prepayment of the City Abatelnent Note, the Bank will return the City Abateinent Note to the City.
9. Repayment Obligation of Association. If the City is required to pay any ainount to the
Bank under the City Abaternent Note, the Association agrees to repay the City all such alnounts. In the
event that the Association is required to repay the City, the City and the Association will negotiate a
payment plan for sLlch repayment obligation. Any repayment obligation will be subordinate to payments
to the Bank related to the Loan.
10. Cominencement of Construction of Project. The City has engaged consultants to design
the Project. The City agrees to commence construction of the Project by March 31, 2018, and agrees to
complete the Project (subject to unavoidable delays) on or before September 15, 2019. If the City is
unable to comrnence constructioll of the Project by March 3 l, 2018 (dLte to unforeseen circumstances not
within the control of the City), the Association agrees to pay a pro rata portion of the costs incurred by the
City to design the Proj ect and the City will return what relnains of the Association's contribution to the
Project to the Association and Lender (design costs will first be taken from the $50,000 in cash
contributed by the Association and second from $950,000 Loan froln the Leilder and any rernaining funds
will first be paid to Lender to reimbursement it for the Loan and any remainder will be sent to the
Association) and the City Abatelnent Note shall be terminated and retLtrned to the City. The pro rata
allocation for reimbursement purposes shall be based on the ratio of the Association's contribution to the
total costs of the Proj ect (it is expected that the Association's contribution to the Proj ect will equal 17.5 %
of the total costs of the Project). If an event occurs in the middle of construction of the Project that causes
the City to be unable to complete construction, the City shall return what remains of the Association's
contribution to the Proj ect to the Lender to pay down the Loan.
11. Notices. All notices required hereunder shall be given by depositing in the U.S. mail,
postage prepaid, first class mail, retur�l receipt requested, to the following addresses (or such other addresses
as either party rnay notify the other):
If to the City: City of Hopkins, Minnesota
1010 First Street South
Hopkin s, MN 5 5 3 43
Attention: City Manager
If to the Association: Hopkins Youth Hockey Association
P.O. Box 117
Hopkins, MN 5 5 3 43
Attention: Treasurer
499305v5 JAE HP110-98 3
If to the Bank: Anchor Bank, N.A.
1600 Utica Avenue South, Suite 400
St. Louis Park, l�ZN 55416
Attention: Kelly Elkin, Senior Vice President
12. Effective Date. This Agreement shall be in effect from the Effective Date and, if no Loan
Agreement Event of Default occurs, this Agreement shall terminate when the principal amount of the
Bank Loan is reduced to $350,000. Notwithstanding the foregoing, if a Loan Agreement Event of Default
occurs, this Agreement shall terminate upon the earlier of (i) the payment in full of the City Abatement
Note, or (ii) the payment in full of the Loan.
13. Not Partnership. Nothing in this Agreement shall constitute or cause the Parties to have
created a partnership, j oint venture or agency relationship.
14. Alnendlnents. Any modification of this Agreement or additional obligation assumed by
any Party in connection with this Agreement shall be binding only if ev�denced in a writing signed by
each Party or an authorized representation of each Party.
15. Alnendments to Loan Documents. The Assaciation and the Bank agree to inform the
City of any alnend_ments to tlze documents related to the Loan. The City's consent wlll be required for
any amendment to the documents related to the Loan that impact the City's obligations hereunder,
including but not limlted to interest rate changes not otherwise contemplated by the Loan Agreement,
extension of the Loan maturity, or a change in security for the Loan.
16. Governin� Law. This Agreement shall in all respects be governed by and interpreted
under the laws of the State of Minnesota.
(The remainder of this page is intentionally left blank.)
499305v5 JAE HPl 10-98 4
IN WITNESS WHEREOF, the undersigned have executed this �-Iopkins Pavilion Contribution
Agreement as of the date and year first written above.
CITY OF HOPKINS, MINNESOTA
By
Its Mayor
By
Its City Manager
4993OSv5 JAE HP110-98 S-1
Execution page of the Association to the Hopkins Pavilion Contribution Agreement, dated as of the date
and year first written above.
HOPKINS YOUTH HOCI�:EY ASSOCIATION
Its
499305v5 JAE HPl 10-98 S_2
Execution page of the Bank to the Hopkins Pavilion Contribution Agreement, dated as of the date and
year first written above.
ANCHOR BANK
By .
Its Senior Vice President
499305v5 JAE HP110-98 S-3
E�:HIBIT A
_�- -� _� , � � �, ,�
499305v5 JAE HP110-98 A_
follows:
CITY OF HOPKINS, MII�fNESOTA
RESOLUTION NO. 2017-053
RESOLUTION APPROVING PROPERTY TAX ABATEMENT
RELATED TO PUBLIC INFRASTRUCTL�ZE IMPROVEMENTS
IN THE CITY OF HOPKINS
BE IT RESOLVED By the City Council of the City of Hopkins, Minnesota (the "City"), as
Section l. Back �round.
1.01. The City owns an ice hockey and multipurpose facility known as the Hopkins Pavilion,
located at 11000 Excelsior Boulevard in the City (the "Facllity"), and the Hopkins Youth Hockey
Associatiol�, a Minnesota nonprofit corporation (the "Association"), currently uses the ice arena withln the
Facility (the "Ice Arena") and rents space in the Ice Arena on an annual basis for its youth hockey activities.
The City has d.etermined to finance the construction of certain improvelnents to the Facility (the
"Ilnprovenlents"). The Association has agreed to contribute $1,000,000 to finance the Improvements and
Independent School District No. 270 has also agreed to contribuie $1,000,000 to finance the Improvements.
1.02. Anchor Bank, N.A., a national banking association (the "Bank"), has agreed to loan
$950,000 to the Association (the "Loan") for the Association's contribution to the Improvements. As a
condition of providing the Loan, the Bank will require the City to guaranty up to $550,000 of th� Loan,
provided the guaranty would be utilized only upon a default under the loan documents by the Association.
The ter�ns of the guaranty are set forth in the Hopkins Pavilion Contribution Agreement (the "Contribution
Agreement") to be entered into between the City, the Association, and the Bank.
1.03. The City has contemplated granting a property tax abatement in order to aid in financing the
Improvements, including the guaranty of up to $550,000 of the Loan, as required by the Bank, all pursuant to
Minnesota Statl.ltes, Sections 469.1812 through 469.1815, as amended (the "Act").
1,04. Pursuant to Section 469.1813, subdivision 1 of the Act, the City nlay grant an abatement of
all or a portion of the taxes imposed by the City on a parcel of property to pay for all or part of the cost of
acquisition or construction of public facilities and to provide access to such public facilities to residents of
the City, whether or not located on or adjacent to the parcel for which the tax is abated.
1.05 . The City has identified fourteen (14) parcels located in the City, identified in EXHIBIT A
hereto (the "Abatement Property"), which will be benefitted by the Ilnprovements and from �which the
City proposes to abate a portion of the City's share of taxes to help �nance the Improvements and to
provide a guaranty of up to $550,000 of the Loan� subject to all the ter�ns and conditions of this resolution
(the "Abatement"). The Abatement Property is not located in a tax increment financing district.
1.06. The City intends to issue one or more series of its general obligation tax abatement
obllgations in the approximate aggregate principal amount of $3,580,000 (the "Abatement Bonds") to pay the
costs of the Improvements and to guaranty the payment of up to $550,000 of the Loan pursuant to the Act.
The Abatement Bonds are expected to be paid primarily through the collection of Abatement revenues.
502614v2 JAE HP110-98
1.07. On the date hereof, the Council conducted a duly noticed public hearing on the Abatement at
which the views of all interested persons were heard.
Section 2. Findin s.
2.01. It is hereby found and determined that the benefits to the City from the Abatement will be
at least equal to the costs to the City of the Abatement for the following reasons:
(a) The Abatement will help finance improved public facilities in a way that will
strengthen the local economy, preserve natural resources, and ensur� a high quality of life for
residents of the City.
(b) The Abatelnent will provide access to irnproved recreational services to residents
of the City.
(c) The Improve�nents will help preserve and increase the value of the Abatelnent
Property, thereby helping to generate additional City tax revenues over the long ter�n after the
expiration of the Abatement.
2.02. It is hereby found and deter�nined that tl�e Abate�nent is in the public interest for the
following reasons:
(a) The Abatement will increase or preserve tax base by stimulating development
and helping to maintain values in the area, as set forth above.
(b) The Abatement will finance or provide public facilities, which will protect the
general health and welfare of the community and contribute to the quality of life in the Clty by
lnaintaining public infrastructure and facilities in proper working order.
(c) The Abatement vvill provide access to better-quality recreational facilities to
residents of the City.
Section 3. Actions Ratified; Abatement Approved.
3.01. The Council hereby ratifies all actions of the City's staff and consultants in arranging for
appraval of this resolution in accordance with the Act.
3.02. Subject to the provisions of the Act, the Abatement is hereby �.pproved and adopted subject
to the following terms and conditions:
(a) The ter�n "Abatement" means the City's share of the real property taxes generated
from the land and ilnprovements on the Abatement Property, in the alnounts 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 the Abatement Bonds, up to a
maximum of $3,580,000.
�11� Notwlthstanding anything to the contrary herein, the Abatement payable on
any August 1 and subsequent February l, combined, will not exceed the amount produced
502614v2 JAE HP110-98 2
by extending the City's total tax rate for the applicable year against the tax capacity of the
Abatement Property, as of January 2 in the prior year.
�111� 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 after the date of this resolution, provided that to the
extent the total abatements in any year exceed the Abatement Cap, the allocation of
Abatement Cap to such other abatements is subordinate to the Abatements under this
resolutioll.
(b) The Abatelnent will be for a term of fifteen ( I S) years, and the City will pay the
Abatelnent in semiannual installments each August l and February l. With respect to
Ilnprove�nents to be financed with a portion of the proceeds of the Abatenlent Bonds, payment of
the Abatement will colnmence August l, 2019, and continue through February l, 2034. With
respect to the guaranty to be provided by the City for $550,000 of t11e Loan, payment of the
Abatement will not commence until the Associatlon has defaulted in its payment obligations
under the Loan documents as provided in the Contribution Agreement and the City has been
provided with proper notice thereof by the Bank. Each time the Association defaults in its
repayment obligation, the City will be required to collect 1-�batement to pay the L,oal1. The City
will pay the Abatement solely to finance the cost of the Irnprovements (including the guaranty of
up to $550,000 of the Loan) through application of Abatement amounts towa.rd debt service
paytnents on the Abatement Bonds (including any bonds issued to refund the Initial Abaternent
Bonds).
(c) This resolution may be modi�ed only with the prior written approval of the City,
and any modification ls subject to Section 469.1813, subdivision 7 of tl�e Act. Once the Bonds
are issued, this resolution lnay not be �nodi�ed.
(d) I11 accordance with Section 469.1815 of the Act, the City will add to its levy in
each year during the term of the Abatement the total estimated amount of current year Abate�nent
granted under this resolution.
3.03. The Mayor and City Manager are authorized and directed to execute and deliver any
agreelnents, certlficates or other docLunents that the Ciiy determines are necessary to implement this
resolution.
Adopted by the City Council of the City of Hopkins, Minnesota this 31 St day of July, 2017.
Mayor
ATTEST:
City Clerk
502614v2 JAE HP110-98 3
Parcel Identification Numbers:
24-117-22-3 2-013 8
25-117-22-22-0021
24-117-22-3 3 -0011
24-117-22-31-0055
24-117-22-3 3 -0003
E�:�IIBIT A
r: :� ►1., r ' � �' '
24-117-22-34-0092
24-117-22-34-0093
24-117-22-34-0100
24-117-22-34-0104
24-117-22-34-0105
502614v2 JAE HP 110-98 A-1
24-117-22-34-0249
23-117-22-44-0021
24-117-22-31-0059
24-117-22-32-0097
E�:HIBIT B
FOR:M OF CITY ABATEMENT NOTE
No . R-1 UNITED S TATE S OF Al��RICA $ 5 5 0, 0 0 0
STATE OF l��[�1NESOTA
COUNTY OF HETTNEPIN
CITY OF HOPI�:INS
GENERAL OBLIGATION TAX ABATEMENT NOTE
�ERIES 20
Date of
Rate Maturit� Original Issue
% , 20 , 20
Owner: Anchor Bank, N.A.
The City of Hopkins, Minnesota, a duly organized and existing 111L1111C1pal corporation in
Hennepin County, Minnesota (the "City"), acknowledges Itself to be indebted and for value received
hereby promises to pay to the Owner specified above or registered assigns, the principal sum of $550,000
on the Inaturity date specified above, with interest thereor� from the date hereof at the annual rate
specified above. The interest hereon and, upon presentation and surrender hereof, the principal hereof are
payable in lawful money of the United States of Alnerica by check or draft by the Finance Director of the
City, as Registrar, Paying Agent, Transfer Agent and Authenticating Agent, or its designated successor.
This Note is issued pursuant to the terms of Minnesota Statutes, Sections 469.1812 through
469.1 � 15, as amended, a resolution adopted by the Clty Council of the City on July 3 l, 2017 (the
"Resolution"), and a Hopkins Pavilion Contribution Agreelnent, dated , 2017 (the
"Agreement"), between the City, the Owner, and the Hopkins Youth Hockey Association, a Millnesota
nonprofit corporation (the "Association"). This Note is being issued for the purpose of guaranteeing
payment by tl�e Association of two promissory notes issued in the collective amount of $950,000 on the
date hereof (the "Association Notes"). The principal hereof and interest hereon are payable frotn
abatelnents collected semiannually from certain property in the City, as set forth in the Resolution to
whlch reference is made for a full statement of rights and powers thereby conferred. The full faith and
credit of the City are irrevocably pledged for payment of this Note and the City Council has obligated
itself to levy ad valorem taxes on all taxable property in the City in the event of any deficiency in
abate�nents and taxes pledged, which taxes may be levied without lilnitation as to rate or amount.
Payments of principal of and interest on this Note shall become due upon a Loan Agreement
Event of Defal�lt (as defined in the Agreement) with respect to the Association Notes and shall be paid
semiannually on February 1 and August l, as set forth in the Agreement. Such payments of principal and
interest shall correspond to the payment schedule provided with respect to the Association Notes, the
ter�ns of which are incorporated herein by reference, and shall continue until the Loan Agreement Event
of Default has been cured. The City must receive notice of any Loan Agreement Event of Default by
August 1 of each year in order to levy the Abatement to pay principal on the City Abatement Note in the
next calendar year. If the City receives notice of a Loan Agreement Event of Default by August l,
paymer�t of principal of and interest on this Note will commence August 1 of the following year. If the
City receives notice of a Loan Agreement Event of Default after August 1, payment of principal of and
499305v5 JAE HP110-98 B-1
interest on this Note will coinmence on the August 1 which is two calendar years following the notice of
the Loan Agreement Event of Default. In the event of rriultiple Events of Default, the City will resume
paynlents of principal of and interest on this Note in the manner provided in the Agreement.
If no Loan Agreement Event of Default occurs during the term of this Agreement, this Note shall
be terminated once the principal amount of the Assoclation Notes has been reduced to $350,000. If a
Loan Agreement Event of Default occurs during the term of the Agreement, this Note shall not be
terminated until the principal alnount of the Association Notes is decreased to $0.00 or the principal and
interest on this Note has been paid in full. Upon ter�nination or prepayment of this Note, the Bank will
return this Note to the City.
The City may elect on any date to prepay this Note pursuant to the terms of the Agreement.
This Note is transferable upon the books of the City at the principal office of the Registrar, by the
Ow11er hereof in person or by the Owner's attorney duly authorized in writing upon surrender hereof
together wit11 a written instrument of transfer satisfactory to the Registrar, duly executed by the Owner or
the Owner's attorney. Upon such transfer or exchange the City will cause a new Note or 1oTotes to be
issued in the ilame of the transferee or owner, of the same aggregate principal amount, bearing interest at
the sanle rate and inaturing on the salne date, subj ect to reimbursement for any tax, fee or governmental
charge required to be paid with respect to such transfer or exchange.
The City and the Registrar may deem and treat the person in whose name this Note is registered
as the absolute owner hereof, whether this Note is overdue or not, for the purpose of receiving paylnent
and for all other purposes, and neither the City nor the Registrar will be affected by any notice to the
contrary.
IT IS HEREBY CERTIFIED, RECITED, COVENANTED AND AGREED that all acts,
conditions and things required by the home rule charter of the City and the Constitutlon and laws of the
State of Mirinesota to be done, to exist, to happen and to be performed preliminary to and in the issuance
of this Note in order to make it a valid and binding general obligation of the City in accordance with its
terms, have been done, do exist, have happened and have been performed as so required, and that the
issuance of this Note does not cause the indebtedness of the City to exceed any constitutional, charter, or
statutory lilnitation of indebtedness.
IN WITI�IESS V�►THEREOF, the City of Hopkins, Hennepin County, Minnesota, by its City
Council, has caused this Note to be executed on its behalf by manual signat�ires of the Mayor and Clty
Malzager and has caLlsed this Note to be dated as of the date set forth below.
Dated: , 20
Mayor
4993 OSvS JAE HP 110-98 B_2
CITY OF HOPKINS, MINNESOTA
City Manager
PROVISIONS AS TO REGISTRATION
The ownership of tl�e principal of and interest on the within Note has been registered on the
books of the Finance Director in the name of the person last noted below.
S ignature of
Date of Registration Owner Finance Director
Anchor Bank, N.A.
1600 Utica Avenue South, Suite 400
St. Louis Park, l�'IN 55416
499305v5 JAE HPl 10-98 B-3
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f ° ,�, Scale: NTS H � P KI N S PAVI LI O N: AD D ITI O N MODIFIES SHEET:
, I
� Date: 07.27.2017 H O P K I N S PAV I L I O N D RA F T
P
11000 EXCELSIOR BLVD DRAWING NUMBER j
Drawn By: EKO HOPKINS, MN
z9z������.����� M L
3533 E lJ►t� STRE� B1A9PdPdEl9�ii5, R91�lN�SSO'T.� 5�6 fe12 767 3773 Project No.: 17052.00